What changed in this filing

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Item 1. Financial Statements

2024-11-14 compared with 2024-08-14 · 785 added, 980 removed, 860 unchanged (67% of the section changed)

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AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

CONDENSED CONSOLIDATED BALANCE

September 30,

Current Assets

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Short-term investments

Prepaid expense and other current assets

Prepaid expenses and other current assets

Total Current Assets

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Long-term investments

Deferred tax assets, net

Prepaid expenses - non-current

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Convertible notes payable - third parties, net

Total Current Liabilities

Current Liabilities

Tenant security deposit

Operating lease liability - non-current portion

Total Liabilities

COMMITMENTS AND CONTINGENCIES

Preferred stock, $ 0.001 par value, 20,000,000 authorized, nil shares issued and outstanding

Common stock, $ 0.001 par value, 100,000,000 authorized, 12,051,823 and 7,940,298 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively (1)

Common stock, $ 0.001 par value, 100,000,000 authorized, 12,711,345 and 7,940,298 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively (1)

Additional paid-in capital

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( 8,901,668 )

Total Stockholders’ equity

Stockholders’ equity

Noncontrolling interest

Total Liabilities and Equity

(1) Prior period results have been

adjusted to reflect the 1-for-10 reverse stock split effected on July 25, 2023.

Liabilities and Equity

period results have been adjusted to reflect the 1-for-10 reverse stock split effected on July 25, 2023.

The accompanying notes are an integral part

of these unaudited consolidated financial statements.

of these unaudited condensed consolidated financial statements.

ABVC BIOPHARMA, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE

CONDENSED CONSOLIDATED STATEMENTS OF

OPERATIONS AND COMPREHENSIVE LOSS

Three Months Ended

Six months Ended

Nine Months Ended

September 30,

Licensing revenues

Other revenues

Total revenues

Cost of revenues

Gross (loss) profit

Gross profit (loss)

Operating expenses

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Total operating expenses

Loss from operations

Income (loss) from operations

( 2,154,873 )

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Interest expense

( 1,218,624 )

( 1,164,248 )

( 1,390,039 )

Operating sublease income

(Loss) on foreign exchange changes

Gain (loss) on foreign exchange

(Loss) on equity method investment

Other (expense) income

Total other income (expense)

Loss before income tax

Other income (expense)

Total other income (expenses)

( 1,214,206 )

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( 1,244,940 )

Loss before income tax

( 3,369,079 )

Provision for (benefit from) income tax

( 5,498,519 )

( 7,499,839 )

Provision for income tax expense (benefit)

( 3,368,080 )

( 5,387,980 )

Net loss attributable to noncontrolling interests

Net loss attributed to ABVC and subsidiaries

( 7,580,535 )

Net income (loss) attributable to noncontrolling interests

Net loss attributable to ABVC and subsidiaries

( 3,317,516 )

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$ ( 7,402,727 )

Net loss per share:

Net loss per share attributable to common stockholders

Basic and diluted

Weighted average shares used in computing net loss per share of

common stock (1) :

Weighted average number of common shares outstanding (1)

Basic and diluted

(1) Prior period results have been

adjusted to reflect the 1-for-10 reverse stock split effected on July 25, 2023.

period results have been adjusted to reflect the 1-for-10 reverse stock split effected on July 25, 2023.

The accompanying notes are an integral part

of these unaudited consolidated financial statements.

of these unaudited condensed consolidated financial statements.

ABVC BIOPHARMA, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

Six months Ended

CONDENSED CONSOLIDATED STATEMENTS OF CASH

Nine Months Ended

CASH FLOWS FROM OPERATING ACTIVITIES

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$ ( 7,580,535 )

Adjustments to reconcile net loss to net cash used in operating activities:

Adjustments to reconcile net loss to net cash changes operating activities:

Stock-based compensation

Provision for doubtful accounts

Loss on equity method investment

Other non-cash expenses

Other non-cash income and expenses

Loss on investment in equity securities

Deferred tax expense

Changes in operating assets and liabilities:

Decrease (increase) in accounts receivable

Decrease (increase) in prepaid expenses and security deposits

Decrease (increase) in due from related parties

Decrease in accounts receivable

Decrease in prepaid expenses and other deposits

Decrease (increase) in tenant security deposit

Increase (decrease) in accrued expenses and other current liabilities

Increase (decrease) in contract liabilities

Increase (decrease) in taxes payables

Decrease (increase) in due from related parties

Increase in accrued expenses and other current liabilities

Increase in contract liabilities

Increase (decrease) in due to related parties

Decrease in taxes payables

Net cash used in operating activities

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CASH FLOWS FROM INVESTING ACTIVITIES

Purchase of equipment

Increase in prepayment for long-term investments

Net cash provided by financing activities

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES

Issuance of common stock

Proceeds from Issuance of warrant

Proceeds from exercise of warrant

Repayment of short-term bank loans

Proceeds from exercise of warrants

Proceeds from convertible notes

Repayment of convertible notes

Proceeds from shares to be issued

Repayment of short-term loans

( 1,000,000 )

Proceeds from convertible notes payable - third parties

Proceeds from common stock subscription

Net cash provided by financing activities

Effect of exchange rate changes on cash and cash equivalents and restricted cash

Effects on changes in foreign exchange rate

Net increase (decrease) in cash and cash equivalents, and restricted cash

Cash and cash equivalents and restricted cash

Supplemental disclosure of cash flows

Cash paid during the year for:

Interest expense paid

Income tax paid

Cash and cash equivalents, and restricted cash - beginning of period

Cash and cash equivalents, and restricted cash - end of period

Supplemental Cash Flow Disclosures

Cash paid for interest

Cash paid for income taxes

Non-cash financing and investing activities

Issuance of common stock for conversion of debt

Supplemental disclosure of cash flows

The accompanying notes are an integral part

of these unaudited consolidated financial statements.

of these unaudited condensed consolidated financial statements.

ABVC BIOPHARMA, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’

EQUITY (DEFICIT)

FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2023

CONDENSED CONSOLIDATED STATEMENTS OF

STOCKHOLDERS’ EQUITY (DEFICIT)

FOR THE THREE AND NINE MONTHS ENDED

SEPTEMBER 30, 2024 AND 2023

Stockholders’

Comprehensive

Noncontrolling

at December 31, 2022

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$ ( 9,100,000 )

of common stock for consulting service

of subsidiaries' common shares for consulting service

of pre-funded warrant

loss for the period

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$ ( 9,100,000 )

of common stock for cash

of common stock for consulting services

of common stock for acquiring of property

of common stock upon exercise of convertible notes

of pre-funded warrant

loss for the period

( 3,317,516 )

( 3,368,080 )

translation adjustments

at September 30, 2023

$ ( 677,220 )

$ ( 62,309,161 )

$ ( 9,100,000 )

Stockholders’

Comprehensive

Noncontrolling

at December 31, 2023

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$ ( 257,078 )

of common shares upon exercise of convertible notes

of common stock upon exercise of convertible notes

of subsidiaries' common shares for consulting service

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of common stock

based compensation

of common stock warrants

Stock to be issued

loss for the period

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( 5,253,708 )

transaction adjustments

translation adjustments

at June 30, 2024

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$ ( 465,165 )

(1) Prior period results have been

adjusted to reflect the 1-for-10 reverse stock split effected on July 25, 2023.

of common stock upon exercise of convertible notes

loss for the period

transaction adjustments

at September 30, 2024

$ ( 70,552,277 )

$ ( 8,902,371 )

$ ( 379,144 )

Prior period results have been adjusted to reflect the 1-for-10 reverse stock split effected on July 25, 2023.

The accompanying notes are an integral part

of these unaudited consolidated financial statements.

of these unaudited condensed consolidated financial statements.

ABVC BIOPHARMA, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONDENSED CONSOLIDATED FINANCIAL

ORGANIZATION AND DESCRIPTION OF BUSINESS

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BioKey has chosen to initially focus on developing generic drugs to ride the opportunity of the booming industry.

On November 12, 2023, the Company and BioLite

Taiwan each entered into a multi-year, global licensing agreement with AIBL for the Company and BioLite Taiwan’s CNS drugs with

the indications of MDD (Major Depressive Disorder) and ADHD (Attention Deficit Hyperactivity Disorder) (collectively, the “Licensed

The potential license will cover the Licensed Products’ clinical trial, registration, manufacturing, supply, and

distribution rights.

The parties are determined to collaborate on the global development of the Licensed Products.

The parties are also

working to strengthen new drug development and business collaboration, including technology, interoperability, and standards development.

As per each of the respective agreements, each of ABVC and BioLite Taiwan received 23 million shares of AIBL stock and as a result, the

Company has a controlling interest over AIBL.

If certain milestones are met, the Company and BioLite Taiwan are each eligible to receive

$3,500,000 and royalties equaling 5% of net sales, up to $100 million.

On November 12, 2023, the Company and BioLite Taiwan each entered into

a multi-year, global licensing agreement with AiBtl for the Company and BioLite Taiwan’s CNS drugs with the indications of MDD (Major

Depressive Disorder) and ADHD (Attention Deficit Hyperactivity Disorder) (collectively, the “Licensed Products”).

The potential

license will cover the Licensed Products’ clinical trial, registration, manufacturing, supply, and distribution rights.

are determined to collaborate on the global development of the Licensed Products.

The parties are also working to strengthen new drug

development and business collaboration, including technology, interoperability, and standards development.

As per each of the respective

agreements, each of ABVC and BioLite Taiwan received 23 million shares of AIBL stock and as a result, the Company has a controlling interest

over AiBtl, and the financial statements of AiBtl are included in the Company’s unaudited condensed consolidated financial statements.

LIQUIDITY AND GOING CONCERN

The accompanying unaudited interim consolidated

The accompanying unaudited interim condensed consolidated

financial statements have been prepared in conformity with U.S.

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upon its ability to market and sell its products to generate positive operating cash flows.

For the six months ended June 30, 2024, the

Company reported net loss of $ 5,253,708 .

As of June 30, 2024, the Company’s working capital deficit was $ 4,359,360 .

the Company had net cash outflows of $ 1,487,258 from operating activities for the six months ended June 30, 2024.

These conditions give

rise to substantial doubt as to whether the Company will be able to continue as a going concern.

For the nine months ended September 30, 2024,

the Company reported net loss of $ 5,387,980 .

As of September 30, 2024, the Company’s working capital deficit was $ 4,167,315 .

addition, the Company had net cash outflows of $ 1,315,534 from operating activities for the nine months ended September 30, 2024.

conditions give rise to substantial doubt as to whether the Company will be able to continue as a going concern.

Management’s plan is to continue to improve

operations to generate positive cash flows and raise additional capital through private of public offerings.

If the Company is not able

to generate positive operating cash flows, and raise additional capital, there is the risk that the Company may not be able to meet its

short-term obligations.

operations to generate positive cash flows and raise additional capital through private or public offerings.

Notably, the Company has

generated cash inflow and reduced substantial amount of debts during the first nine months ended September 30, 2024.

If the Company is

not able to generate positive operating cash flows, and raise additional capital, there is the risk that the Company may not be able to

meet its short-term obligations.

Management is committed to enhancing operations to generate positive cash flows and plans to secure additional

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Basis of Presentation

The unaudited interim consolidated financial statements

do not include all the information and footnotes required by the U.S.

The unaudited interim condensed consolidated

financial statements do not include all the information and footnotes required by the U.S.

GAAP for complete financial statements.

Certain information and

note disclosures normally included in the annual financial statements prepared in accordance with the U.S.

GAAP have been condensed or

omitted consistent with Article 8 of Regulation S-X.

In the opinion of the Company’s management, the unaudited interim consolidated

financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, in normal recurring

nature, as necessary for the fair statement of the Company’s financial position as of June 30, 2024, and results of operations and

cash flows for the six months ended June 30, 2024 and 2023.

The unaudited interim consolidated balance sheet as of June 30, 2024 has been

derived from the audited financial statements at December 31, 2023 but does not include all the information and footnotes required by

Interim results of operations are not necessarily indicative of the results expected for the full fiscal year or for any

future period.

These financial statements should be read in conjunction with the audited consolidated financial statements as of and for

the years ended December 31, 2023 and 2022, and related notes included in the Company’s audited consolidated financial statements.

The accompanying unaudited consolidated interim

financial statements have been prepared in accordance with the generally accepted accounting principles in the United States of America

Certain information and note disclosures normally included in the annual financial statements prepared in accordance with the U.S.

GAAP have been condensed or omitted consistent with Article 8 of Regulation S-X.

In the opinion of the Company’s management,

the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited financial

statements and include all adjustments, in a normal recurring nature, as necessary for the fair statement of the Company’s

financial position as of September 30, 2024, and results of operations and cash flows for the nine months ended September 30, 2024

The unaudited interim condensed consolidated balance sheet as of September 30, 2024 has been derived from the audited

financial statements at December 31, 2023 but does not include all the information and footnotes required by the U.S.

results of operations are not necessarily indicative of the results expected for the full fiscal year or for any future period.

These financial statements should be read in conjunction with the audited consolidated financial statements as of and for the years

ended December 31, 2023 and 2022, and related notes included in the Company’s audited consolidated financial statements.

The accompanying unaudited condensed consolidated

interim financial statements have been prepared in accordance with the generally accepted accounting principles in the United States of

America (the “U.S.

All significant intercompany transactions and account balances have been eliminated.

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The Company’s unaudited financial statements are expressed in U.S.

Reclassifications:

Certain amounts on the prior year’s condensed

consolidated balance sheets, condensed consolidated statements of operations and condensed cash flows were reclassified to conform to

the current-year presentation, with no effect on ending stockholders’ equity .

Use of Estimates

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from those results.

On July 25, 2023, the Company filed a Certificate

of Amendment to its Articles of Incorporation authorizing a 1-for-10 reverse stock split of the issued and outstanding shares of its common

The Company’s stockholders previously approved the Reverse Stock Split at the Company’s Special Shareholder Meeting

held on July 7, 2023.

The Reverse Stock Split was effected to reduce the number of issued and outstanding shares and to increase the per

share trading value of the Company’s common stock, although that outcome is not guaranteed.

In turn, the Company believes that the

Reverse Stock Split will enable the Company to restore compliance with certain continued listing standards of NASDAQ Capital Market.

shares and related financial information in this Form 10-Q reflect this 1-for-10 reverse stock split.

On July 25, 2023, the Company filed a

Certificate of Amendment to its Articles of Incorporation authorizing a 1-for-10 reverse stock split of the issued and outstanding

shares of its common stock.

The Company’s stockholders previously approved the Reverse Stock Split at the Company’s

Special Shareholder Meeting held on July 7, 2023.

The Reverse Stock Split was effected to reduce the number of issued and

outstanding shares and to increase the per share trading value of the Company’s common stock, although that outcome is not

In turn, the Company believes that the Reverse Stock Split will enable the Company to restore compliance with certain

continued listing standards of the NASDAQ Capital Market.

All shares and related financial information in this Form 10-Q reflect

this 1-for-10 reverse stock split, unless otherwise specified.

Fair Value Measurements

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the inputs into three broad levels based on the reliability of the inputs as follows:

● Level 1 Inputs are quoted prices

in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

these instruments does not require a high degree of judgment as the valuations are based on quoted prices in active markets that are

readily and regularly available.

● Level 2 Inputs other than quoted

prices in active markets that are either directly or indirectly observable as of the measurement date, such as quoted prices for similar

assets or liabilities;

Level 1 Inputs are quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

Valuation of these instruments does not require a high degree of judgment as the valuations are based on quoted prices in active markets that are readily and regularly available.

Level 2 Inputs other than quoted prices in active markets that are either directly or indirectly observable as of the measurement date, such as quoted prices for similar assets or liabilities;

quoted prices in markets that are not active;

or other inputs that are observable or can be corroborated by observable

market data for substantially the full term of the assets or liabilities.

● Level 3 Valuations based on

inputs that are unobservable and not corroborated by market data.

The fair value for such assets and liabilities is generally determined

using pricing models, discounted cash flow methodologies, or similar techniques that incorporate the assumptions a market participant

would use in pricing the asset or liability.

or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 Valuations are

based on inputs that are unobservable and not corroborated by market data.

The fair value for such assets and liabilities is

generally determined using pricing models, discounted cash flow methodologies, or similar techniques that incorporate the

assumptions a market participant would use in pricing the asset or liability.

The carrying values of certain assets and liabilities

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Cash and Cash Equivalents

The Company considers highly liquid investments with maturities of

three months or less, when purchased, to be cash equivalents.

As of June 30, 2024 and December 31, 2023, the Company’s cash and

cash equivalents amounted $ 124,296 and $ 60,155 , respectively.

Some of the Company’s cash deposits are held in financial institutions

located in Taiwan where there is currently regulation mandated on obligatory insurance of bank accounts.

The Company believes this financial

institution is of high credit quality.

The Company considers highly liquid

investments with maturities of three months or less, when purchased, to be cash equivalents.

As of September 30, 2024 and December

31, 2023, the Company’s cash and cash equivalents, excluding restricted cash, amounted to $ 137,344 and $ 60,155 , respectively.

Some of the Company’s cash deposits are held in financial institutions located in Taiwan where there is currently regulation

mandated on obligatory insurance of bank accounts.

The Company believes this financial institution is of high credit quality.

Restricted Cash

Restricted cash primarily consist of certificate

of deposits as a collateral of short-term loan held in CTBC Bank.

As of June 30, 2024 and December 31, 2023, the Company’s restricted

cash amounted $ 618,473 and $ 656,625 , respectively.

of deposits as collateral of short-term loan held in CTBC Bank.

As of September 30, 2024 and December 31, 2023, the Company’s restricted

cash amounted to $ 632,529 and $ 656,625 , respectively.

Concentration of Credit Risk

The Company’s financial instruments that

are exposed to concentrations of credit risk consist primarily of cash and cash equivalents.

The Company places its cash and temporary

cash investments in high quality credit institutions, but these investments may be in excess of Taiwan Central Deposit Insurance Corporation

Federal Deposit Insurance Corporation’s insurance limits.

The Company does not enter into financial instruments for

hedging, trading or speculative purposes.

The Company performs ongoing credit evaluation

The Company’s financial instruments

that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents.

The Company places its cash and

temporary cash investments in high quality credit institutions, but these investments may be in excess of the limit of $ 94,500 (NTD

3 million) covered by Taiwan Central Deposit Insurance Corporation, and the limit of $ 250,000 covered by the U.S.

Federal Deposit

Insurance Corporation’s insurance limits.

However, the Company does not anticipate any losses on excess deposits.

does not enter into financial instruments for hedging, trading or speculative purposes.

The Company performs ongoing credit evaluations

of our customers and requires no collateral.

An allowance for doubtful accounts is provided based on a review of the collectability of

accounts receivable.

The Company determines the amount of allowance for doubtful accounts by examining its historical collection experience

and current trends in the credit quality of its customers as well as its internal credit policies.

Actual credit losses may differ from

our estimates.

Credit losses and allowance for unbilled receivables are provided based on a review of the

collectability of accounts receivable.

The Company determines the amount of allowance for doubtful accounts by examining its historical

collection experience and current trends in the credit quality of its customers as well as its internal credit policies.

Actual credit

losses may differ from our estimates.

Concentration of clients

As of June 30, 2024, the most major client, specializes

in developing and commercializing of dietary supplements and therapeutics in dietary supplement industry, accounted for 87.2 % of the Company’s

total account receivable.

As of September 30, 2024, the most major client,

specializes in developing and commercializing of dietary supplements and therapeutics in dietary supplement industry, accounted for 87.2 %

of the Company’s total account receivable.

As of December 31, 2023, the most major client,

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of the Company’s total account receivable.

For the six months ended June 30, 2024, one major client, manufactures

a wide range of pharmaceutical products, accounted for 98.0 % of the Company’s total revenues.

For the six months ended June 30,

2023, two major clients, manufacturing drugs, dietary supplements, and medical products, accounted for 43.6 % and 34.8 % of the Company’s

total revenues.

For the nine months ended September 30, 2024,

two major clients, manufacturing a wide range of pharmaceutical products, accounted for 58.31 % and 39.40 % of the Company’s total

For the nine months ended September 30, 2023, the most major client, manufacturing drugs, dietary supplements, and medical products,

accounted for 81.19 % of the Company’s total revenues.

Accounts receivable and allowance for expected

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Allowance for expected credit losses accounts

was $ 616,427 and $ 616,505 as of June 30, 2024 and December 31, 2023, respectively.

was $ 616,457 and $ 616,505 as of September 30, 2024 and December 31, 2023, respectively.

Revenue Recognition

During the fiscal year 2018, the Company adopted

Accounting Standards Codification (“ASC”), Topic 606 (ASC 606), Revenue from Contracts with Customers, using the modified

retrospective method to all contracts that were not completed as of January 1, 2018, and applying the new revenue standard as an adjustment

to the opening balance of accumulated deficit at the beginning of 2018 for the cumulative effect.

The results for the Company’s

reporting periods beginning on and after January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and

continue to be reported under the accounting standards in effect for the prior period.

Based on the Company’s review of existing

collaborative agreements as of January 1, 2018, the Company concluded that the adoption of the new guidance did not have a significant

change on the Company’s revenue during all periods presented.

Pursuant to ASC 606, the Company recognizes revenue

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The Company reviews the estimated

duration of its performance periods under its collaborative agreements on an annually basis, and makes any appropriate adjustments on

a prospective basis.

Future changes in estimates of the performance period under its collaborative agreements could impact the timing

of future revenue recognition.

duration of its performance periods under its collaborative agreements on an annual basis, and makes any appropriate adjustments on a

prospective basis.

Future changes in estimates of the performance period under its collaborative agreements could impact the timing of

future revenue recognition.

(i) Non-refundable upfront payments

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the total selling price of the arrangement.

The revenue is recognized when the license is transferred to the collaboration partners and

the collaboration partners are able to use and benefit from the license.

To date, the receipt of non-refundable upfront fees was solely

for the compensation of past research efforts and contributions made by the Company before the collaborative agreements entered into and

it does not relate to any future obligations and commitments made between the Company and the collaboration partners in the collaborative

The revenue is recognized at a point in time when the license is transferred to the collaboration

partners and the collaboration partners are able to use and benefit from the license.

Due to the uncertainty of the collection, the Company

only recognizes cash receipts according to the variable consideration principles outlined in ASC 606.

To date, the receipt of non-refundable

upfront fees was solely for the compensation of past research efforts and contributions made by the Company before the collaborative agreements

entered into and it does not relate to any future obligations and commitments made between the Company and the collaboration partners

in the collaborative agreements.

(ii) Milestone payments

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The Company recognizes arrangement consideration

allocated to each unit of accounting when all of the revenue recognition criteria in ASC 606 are satisfied for that particular unit of

In the event that a deliverable does not represent a separate unit of accounting, the Company recognizes revenue from the

combined unit of accounting over the Company’s contractual or estimated performance period for the undelivered elements, which is

typically the term of the Company’s research and development obligations.

If there is no discernible pattern of performance or objectively

measurable performance measures do not exist, then the Company recognizes revenue under the arrangement on a straight-line basis over

the period the Company is expected to complete its performance obligations.

Conversely, if the pattern of performance in which the service

is provided to the customer can be determined and objectively measurable performance measures exist, then the Company recognizes revenue

under the arrangement using the proportional performance method.

Revenue recognized is limited to the lesser of the cumulative amount

of payments received or the cumulative amount of revenue earned, as determined using the straight-line method or proportional performance

method, as applicable, as of the period ending date.

allocated to each unit of accounting when all the revenue recognition criteria in ASC 606 are satisfied for that particular unit of accounting.

In the event that a deliverable does not represent a separate unit of accounting, the Company recognizes revenue from the combined unit

of accounting over the Company’s contractual or estimated performance period for the undelivered elements, which is typically the

term of the Company’s research and development obligations.

If there is no discernible pattern of performance or objectively measurable

performance measures do not exist, then the Company recognizes revenue under the arrangement on a straight-line basis over the period

the Company is expected to complete its performance obligations.

Conversely, if the pattern of performance in which the service is provided

to the customer can be determined and objectively measurable performance measures exist, then the Company recognizes revenue under the

arrangement using the proportional performance method.

Revenue recognized is limited to the lesser of the cumulative amount of payments

received or the cumulative amount of revenue earned, as determined using the straight-line method or proportional performance method,

as applicable, as of the period ending date.

At the inception of an arrangement that includes

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between payment by the customers and the transfer of the promised goods or services to the customers will be one year or less.

Property and Equipment

Property and equipment is carried at cost net

of accumulated depreciation.

Repairs and maintenance are expensed as incurred.

Expenditures that improve the functionality of the related

asset or extend the useful life are capitalized.

When property and equipment is retired or otherwise disposed of, the related gain or

loss is included in operating income.

Leasehold improvements are depreciated on the straight-line method over the shorter of the remaining

lease term or estimated useful life of the asset.

Depreciation is calculated on the straight-line method, including property and equipment

under capital leases, generally based on the following useful lives:

Life in Years

Buildings and leasehold improvements

Machinery and equipment

Office equipment

Construction-in-Progress

The Company acquires constructions that constructs

certain of its fixed assets.

All direct and indirect costs that are related to the construction of fixed assets and incurred before the

assets are ready for their intended use are capitalized as construction-in-progress.

No depreciation is provided in respect of construction-in-progress.

Construction in progress is transferred to specific fixed asset items and depreciation of these assets commences when they are ready for

their intended use.

Impairment of Long-Lived Assets

The Company has adopted Accounting Standards Codification

subtopic 360-10, Property, Plant and Equipment (“ASC 360-10”).

ASC 360-10 requires that long-lived assets and certain identifiable

intangibles held and used by the Company be reviewed for impairment whenever events or changes in circumstances indicate that the carrying

amount of an asset may not be recoverable.

The Company evaluates its long-lived assets for impairment annually or more often if events

and circumstances warrant.

Events relating to recoverability may include significant unfavorable changes in business conditions, recurring

losses, or a forecasted inability to achieve break-even operating results over an extended period.

Should impairment in value be indicated,

the carrying value of intangible assets will be adjusted, based on estimates of future discounted cash flows resulting from the use and

ultimate disposition of the asset.

ASC 360-10 also requires assets to be disposed of be reported at the lower of the carrying amount or

the fair value less costs to sell.

Long-term Equity Investment

The Company acquires the equity investments to

promote business and strategic objectives.

The Company accounts for non-marketable equity and other equity investments for which the Company

does not have control over the investees as:

● Equity method investments when

the Company has the ability to exercise significant influence, but not control, over the investee.

Its proportionate share of the income

or loss is recognized monthly and is recorded in gains (losses) on equity investments.

● Non-marketable cost method

investments when the equity method does not apply.

Significant judgment is required to identify whether

an impairment exists in the valuation of the Company’s non-marketable equity investments, and therefore the Company considers this

a critical accounting estimate.

Its yearly analysis considers both qualitative and quantitative factors that may have a significant impact

on the investee’s fair value.

Qualitative analysis of its investments involves understanding the financial performance and near-term

prospects of the investee, changes in general market conditions in the investee’s industry or geographic area, and the management

and governance structure of the investee.

Quantitative assessments of the fair value of its investments are developed using the market

and income approaches.

The market approach includes the use of comparable financial metrics of private and public companies and recent

financing rounds.

The income approach includes the use of a discounted cash flow model, which requires significant estimates regarding

the investees’ revenue, costs, and discount rates.

The Company’s assessment of these factors in determining whether an impairment

exists could change in the future due to new developments or changes in applied assumptions.

Other-Than-Temporary Impairment

The Company’s long-term equity investments

are subject to a periodic impairment review.

Impairments affect earnings as follows:

● Marketable equity securities

include the consideration of general market conditions, the duration and extent to which the fair value is below cost, and our ability

and intent to hold the investment for a sufficient period of time to allow for recovery of value in the foreseeable future.

also considers specific adverse conditions related to the financial health of, and the business outlook for, the investee, which may

include industry and sector performance, changes in technology, operational and financing cash flow factors, and changes in the investee’s

credit rating.

The Company records other-than-temporary impairments on marketable equity securities and marketable equity method investments

in gains (losses) on equity investments.

● Non-marketable equity investments

based on the Company’s assessment of the severity and duration of the impairment, and qualitative and quantitative analysis of

the operating performance of the investee;

adverse changes in market conditions and the regulatory or economic environment;

operating structure or management of the investee;

additional funding requirements;

and the investee’s ability to remain in business.

A series of operating losses of an investee or other factors may indicate that a decrease in value of the investment has occurred that

is other than temporary and that shall be recognized even though the decrease in value is in excess of what would otherwise be recognized

by application of the equity method.

A loss in value of an investment that is other than a temporary decline shall be recognized.

of a loss in value might include, but would not necessarily be limited to, absence of an ability to recover the carrying amount of the

investment or inability of the investee to sustain an earnings capacity that would justify the carrying amount of the investment.

Company records other-than-temporary impairments for non-marketable cost method investments and equity method investments in gains (losses)

on equity investments.

Other-than-temporary impairment of equity investments were $ 0 and $ 0 for the six months ended June 30, 2024 and

2023, respectively.

The Company evaluates goodwill for impairment

annually or more frequently when an event occurs or circumstances change that indicate the carrying value may not be recoverable.

goodwill for impairment, the Company may elect to utilize a qualitative assessment to evaluate whether it is more likely than not that

the fair value of a reporting unit is less than its carrying amount.

If the qualitative assessment indicates that goodwill impairment

is more likely than not, the Company performs a two-step impairment test.

The Company tests goodwill for impairment under the two-step

impairment test by first comparing the book value of net assets to the fair value of the reporting units.

If the fair value is determined

to be less than the book value or qualitative factors indicate that it is more likely than not that goodwill is impaired, a second step

is performed to compute the amount of impairment as the difference between the estimated fair value of goodwill and the carrying value.

The Company estimates the fair value of the reporting units using discounted cash flows.

Forecasts of future cash flows are based on our

best estimate of future net sales and operating expenses, based primarily on expected category expansion, pricing, market segment share,

and general economic conditions.

The Company completed the required testing of

goodwill for impairment as of June 30, 2024 and December 31, 2023, and determined that goodwill was impaired because of the current financial

condition of the Company and the Company’s inability to generate future operating income without substantial sales volume increases,

which are highly uncertain.

Furthermore, the Company anticipates future cash flows indicate that the recoverability of goodwill is not

reasonably assured.

Convertible Notes

The Company accounts for the convertible notes

issued at a discount, by comparing the principal amount and book value, with the calculation of discounted method.

The amortization period

of the convertible note discount is the term of the notes.

The Company accounts for warrants as either equity-classified

or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance

in FASB ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”).

The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability

pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether

the warrants are indexed to the Company’s own common shares and whether the warrant holders could potentially require “net

cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification.

assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly

period end date while the warrants are outstanding.

The Company determined that upon further review of the warrant agreement, the Public

Warrants issued pursuant to the warrant agreement qualify for equity accounting treatment.

For issued or modified warrants that meet all

of the criteria for equity classification, the warrants are required to be recorded as a component of equity at the time of issuance.

For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded

as liabilities at their initial fair value on the date of issuance, and each balance sheet date thereafter.

Changes in the estimated fair

value of the warrants are recognized as a non-cash gain or loss on the statements of operations.

Research and Development Expenses

The Company accounts for the cost of using licensing

rights in research and development cost according to ASC Topic 730-10-25-1.

This guidance provides that absent alternative future uses

the acquisition of product rights to be used in research and development activities must be charged to research and development expenses

when incurred.

For CDMO business unit, the Company accounts for

R&D costs in accordance with Accounting Standards Codification (“ASC”) 730, Research and Development (“ASC 730”).

Research and development expenses are charged to expense as incurred unless there is an alternative future use in other research and development

projects or otherwise.

Research and development expenses are comprised of costs incurred in performing research and development activities,

including personnel-related costs, facilities-related overhead, and outside contracted services including clinical trial costs, manufacturing

and process development costs for both clinical and preclinical materials, research costs, and other consulting services.

Non-refundable

advance payment for goods and services that will be used in future research and development activities are expensed when the activity

has been performed or when the goods have been received rather than when the payment is made.

In instances where the Company enters into

agreements with third parties to provide research and development services, costs are expensed as services are performed.

Post-retirement and post-employment benefits

The Company’s subsidiaries in Taiwan adopted

the government mandated defined contribution plan pursuant to the Labor Pension Act (the “Act”) in Taiwan.

Such labor regulations

require that the rate of contribution made by an employer to the Labor Pension Fund per month shall not be less than 6 % of the worker’s

monthly salaries.

Pursuant to the Act, the Company makes monthly contribution equal to 6 % of employees’ salaries to the employees’

pension fund.

The Company has no legal obligation for the benefits beyond the contributions made.

The total amounts for such employee

benefits, which were expensed as incurred, were $ 3,759 and $ 2,455 for the three months ended June 30, 2024 and 2023, respectively, and

$ 6,138 and $ 5,259 for the six months ended June 30, 2024 and 2023, respectively.

Other than the above, the Company does not provide any

other post-retirement or post-employment benefits.

Segment Reporting

ASC”) 280, “Segment Reporting,”

requires public companies to report financial and descriptive information about their reportable operating segments.

We identify our

operating segments based on how our chief operating decision maker internally evaluates separate financial information, business activities

and management responsibility.

The Company currently have one reportable

Stock-based Compensation

The Company measures expense associated with all employee stock-based

compensation awards using a fair value method and recognizes such expense in the unaudited consolidated financial statements on a straight-line

basis over the requisite service period in accordance with FASB ASC Topic 718 “Compensation-Stock Compensation”.

Total employee

stock-based compensation expenses were $ 187,001 and $ 0 for the three months and were $ 2,122,756 and $ 0 for the six months ended June 30,

2024 and 2023, respectively.

The Company accounted for stock-based compensation to non-employees

in accordance with FASB ASC Topic 718 “Compensation-Stock Compensation” and FASB ASC Topic 505-50 “Equity-Based Payments

to Non-Employees” which requires that the cost of services received from non-employees is measured at fair value at the earlier

of the performance commitment date or the date service is completed and recognized over the period the service is provided.

Total non-employee

stock-based compensation expenses were $ 225,740 and $ 225,740 for the three months ended June 30, 2024 and 2023, respectively, and were

$ 834,980 and $ 592,229 for the six months ended June 30, 2024 and 2023, respectively.

The Company accounts for income taxes using the

asset and liability approach which allows the recognition and measurement of deferred tax assets to be based upon the likelihood of realization

of tax benefits in future years.

Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary

differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax

A valuation allowance is provided for deferred tax assets if it is more likely than not these items will expire before the Company

is able to realize their benefits, or future deductibility is uncertain.

Under ASC 740, a tax position is recognized as

a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination

being presumed to occur.

The evaluation of a tax position is a two-step process.

The first step is to determine whether it is more-likely-than-not

that a tax position will be sustained upon examination, including the resolution of any related appeals or litigations based on the technical

merits of that position.

The second step is to measure a tax position that meets the more-likely-than-not threshold to determine the amount

of benefits recognized in the financial statements.

A tax position is measured at the largest amount of benefit that is greater than 50

percent likely of being realized upon ultimate settlement.

Tax positions that previously failed to meet the more-likely-than-not recognition

threshold should be recognized in the first subsequent period in which the threshold is met.

Previously recognized tax positions that

no longer meet the more-likely-than-not criteria should be de-recognized in the first subsequent financial reporting period in which the

threshold is no longer satisfied.

Penalties and interest incurred related to underpayment of income tax are classified as income tax expense

in the year incurred.

No significant penalty or interest relating to income taxes has been incurred for the three and six months ended

June 30, 2024 and 2023.

GAAP also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods,

disclosures and transition.

On December 22, 2017, the SEC issued Staff Accounting

Bulletin (“SAB 118”), which provides guidance on accounting for tax effects of the Tax Act.

SAB 118 provides a measurement

period that should not extend beyond one year from the Tax Act enactment date for companies to complete the accounting under ASC 740.

In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Act for which the accounting under ASC

740 is complete.

To the extent that a company’s accounting for certain income tax effects of the Tax Act is incomplete but it is

able to determine a reasonable estimate, it must record a provisional estimate to be included in the financial statements.

cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of

the provision of the tax laws that were in effect immediately before the enactment of the Tax Act.

While the Company is able to make reasonable

estimates of the impact of the reduction in corporate rate and the deemed repatriation transition tax, the final impact of the Tax Act

may differ from these estimates, due to, among other things, changes in our interpretations and assumptions, additional guidance that

may be issued by the I.R.S., and actions the Company may take.

The Company is continuing to gather additional information to determine

the final impact.

Valuation of Deferred Tax Assets

A valuation allowance is recorded to reduce the

Company’s deferred tax assets to the amount that is more likely than not to be realized.

In assessing the need for the valuation

allowance, management considers, among other things, projections of future taxable income and ongoing prudent and feasible tax planning

If the Company determines that sufficient negative evidence exists, then it will consider recording a valuation allowance

against a portion or all of the deferred tax assets in that jurisdiction.

If, after recording a valuation allowance, the Company’s

projections of future taxable income and other positive evidence considered in evaluating the need for a valuation allowance prove, with

the benefit of hindsight, to be inaccurate, it could prove to be more difficult to support the realization of its deferred tax assets.

As a result, an additional valuation allowance could be required, which would have an adverse impact on its effective income tax rate

Conversely, if, after recording a valuation allowance, the Company determines that sufficient positive evidence exists in

the jurisdiction in which the valuation allowance was recorded, it may reverse a portion or all of the valuation allowance in that jurisdiction.

In such situations, the adjustment made to the deferred tax asset would have a favorable impact on its effective income tax rate and results

in the period such determination was made.

Loss Per Share of Common Stock

The Company calculates net loss per share in accordance

with ASC Topic 260, “Earnings per Share”.

Basic loss per share is computed by dividing the net loss by the weighted average

number of common stock outstanding during the period.

Diluted loss per share is computed similar to basic loss per share except that the

denominator is increased to include the number of additional common stock that would have been outstanding if the potential common stock

equivalents had been issued and if the additional common stock were dilutive.

Diluted earnings per share excludes all dilutive potential

shares if their effect is anti-dilutive.

Commitments and Contingencies

The Company has adopted ASC Topic 450 “Contingencies”

subtopic 20, in determining its accruals and disclosures with respect to loss contingencies.

Accordingly, estimated losses from loss contingencies

are accrued by a charge to income when information available before financial statements are issued or are available to be issued indicates

that it is probable that an asset had been impaired or a liability had been incurred at the date of the financial statements and the amount

of the loss can be reasonably estimated.

Legal expenses associated with the contingency are expensed as incurred.

If a loss contingency

is not probable or reasonably estimable, disclosure of the loss contingency is made in the financial statements when it is at least reasonably

possible that a material loss could be incurred.

Foreign-currency Transactions

For the Company’s subsidiaries in Taiwan,

the foreign-currency transactions are recorded in New Taiwan dollars (“NTD”) at the rates of exchange in effect when the transactions

Gains or losses resulting from the application of different foreign exchange rates when cash in foreign currency is converted into

New Taiwan dollars, or when foreign-currency receivables or payables are settled, are credited or charged to income in the year of conversion

or settlement.

On the balance sheet dates, the balances of foreign-currency assets and liabilities are restated at the prevailing exchange

rates and the resulting differences are charged to current income except for those foreign currencies denominated investments in shares

of stock where such differences are accounted for as translation adjustments under the Statements of Stockholders’ Equity (Deficit).

Translation Adjustment

The accounts of the Company’s subsidiaries

in Taiwan were maintained, and their financial statements were expressed, in New Taiwan Dollar (“NT$”).

Such financial statements

were translated into U.S.

Dollars (“$” or “USD”) in accordance ASC 830, “Foreign Currency Matters”,

with the NT$ as the functional currency.

According to the Statement, all assets and liabilities are translated at the current exchange

rate, stockholder’s deficit are translated at the historical rates and income statement items are translated at an average exchange

rate for the period.

The resulting translation adjustments are reported under other comprehensive income (loss) as a component of stockholders’

equity (deficit).

The Company measures expense associated with all

employee stock-based compensation awards using a fair value method and recognizes such expense in the unaudited consolidated financial

statements on a straight-line basis over the requisite service period in accordance with FASB ASC Topic 718 “Compensation-Stock

Compensation”.

Total employee stock-based compensation expenses were $ 0 and $ 0 for the three months ended September 30, 2024 and

2023, respectively, and were $ 1,935,756 and $ 0 for the nine months ended September 30, 2024 and 2023, respectively.

The Company accounted for stock-based compensation

to non-employees in accordance with FASB ASC Topic 718 “Compensation-Stock Compensation” and FASB ASC Topic 505-50 “Equity-Based

Payments to Non-Employees” which requires that the cost of services received from non-employees is measured at fair value at the

earlier of the performance commitment date or the date service is completed and recognized over the period the service is provided.

non-employee stock-based compensation expenses were $ 0 and $ 817,740 for the three months ended September 30, 2024 and 2023, respectively,

and were $ 1,021,980 and $ 1,409,969 for the nine months ended September 30, 2024 and 2023, respectively.

The Company repaid its rent payable

by issuing common stocks in the value of $ 191,642 for the three and nine months ended September 30, 2024.

Recent Accounting Pronouncements

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impact that the standard will have on its unaudited consolidated financial statements.

In December 2023, the FASB issued ASU No.

Improvements to Income Tax Disclosures (Topic 740).

The ASU requires disaggregated information about a reporting entity’s effective

tax rate reconciliation as well as additional information on income taxes paid.

The ASU is effective on a prospective basis for annual

periods beginning after December 15, 2024.

Early adoption is also permitted for annual financial statements that have not yet been issued

or made available for issuance.

This ASU will likely result in the required additional disclosures being included in our consolidated

financial statements once adopted.

In November 2024, the FASB issued ASU No.

Expense Disaggregation Disclosures (Subtopic 220-40).

The ASU requires disclosure of specified information about certain costs and expenses.

This includes purchases of inventory, employee compensation, depreciation, and intangible asset amortization.

The ASU is effective

on a prospective or retrospective basis for annual reporting period beginning after December 15, 2026, and interim reporting period beginning

after December 15, 2027.

Early adoption is permitted.

This ASU will likely result in the required additional disclosures being included

in our consolidated financial statements once adopted.

COLLABORATIVE AGREEMENTS

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to amend the payment terms of the milestone payment in an aggregate amount of $10 million based on the following schedule:

● Upon the signing of the BHK

Co-Development Agreement:

the signing of the BHK Co-Development Agreement:

$1 million, or 10% of total payment

● Upon the first Investigational

New Drug (IND) submission and BioLite Taiwan will deliver all data to BHK according to FDA Reviewing requirement:

$1 million, or 10%

of total payment

● At the completion of first

phase II clinical trial:

the first Investigational New Drug (IND) submission and BioLite Taiwan will deliver all data to BHK according to FDA Reviewing requirement:

$1 million, or 10% of total payment

● At the initiation of phase

III of clinical trial research:

the completion of first phase II clinical trial:

$1 million, or 10% of total payment

● Upon the New Drug Application

(NDA) submission:

the initiation of phase III of clinical trial research:

$3 million, or 30% of total payment

the New Drug Application (NDA) submission:

$4 million, or 40% of total payment

In December 2015, BHK has paid a non-refundable

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Taiwan is entitled to receive royalty on 12 % of BHK’s net sales related to BLI-1401-2 Products.

As of June 30, 2024, the Company

As of September 30, 2024, the Company

has not earned the royalty under the BHK Co-Development Agreement.

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equivalent to $ 1.64 million, BioLite Taiwan is entitled to receive 50 % of the future net licensing income or net sales profit.

As of September

30, 2024, the Company has not earned the royalty under the BHK Collaborative Agreements.

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BriVision and Rgene.

On June 1, 2017, the Company has delivered all

research, technical, data and development data to Rgene.

Since both Rgene and the Company are related parties and under common control

by a controlling beneficiary shareholder of YuanGene Corporation and the Company, the Company has recorded the full amount of $ 3,000,000

in connection with the Co-Dev Agreement as additional paid-in capital during the year ended December 31, 2017.

During the year ended December

31, 2017, the Company has received $ 450,000 in cash.

On December 24, 2018, the Company received the remaining balance of $ 2,550,000 in

the form of newly issued shares of Rgene’s Common Stock, at the price of NT$ 50 (approximately equivalent to $ 1.64 per share), for

an aggregate number of 1,530,000 shares, which accounted for equity method long-term investment as of December 31, 2018.

During the year

ended December 31, 2018, the Company has recognized investment loss of $ 549 .

On December 31, 2018, the Company determined to fully write

off this investment based on the Company’s assessment of the severity and duration of the impairment, and qualitative and quantitative

analysis of the operating performance of the investee, adverse changes in market conditions and the regulatory or economic environment,

changes in operating structure of Rgene, additional funding requirements, and Rgene’s ability to remain in business.

that have been initiated will be managed and supported by the Company and Rgene.

On June 1, 2017, the Company has delivered

all research, technical, data and development data to Rgene.

Since both Rgene and the Company are related parties and under common

control by a controlling beneficiary shareholder of YuanGene Corporation and the Company, the Company has recorded the full amount

of $ 3,000,000 in connection with the Co-Dev Agreement as additional paid-in capital during the year ended December 31, 2017.

the year ended December 31, 2017, the Company received $ 450,000 in cash.

On December 24, 2018, the Company received the remaining

balance of $ 2,550,000 in the form of newly issued shares of Rgene’s Common Stock, at the price of NT$ 50 (approximately

equivalent to $ 1.64 per share), for an aggregate number of 1,530,000 shares, which accounted for equity method long-term investment

as of December 31, 2018.

On December 31, 2018, the Company determined to fully write off this investment based on the

Company’s assessment of the severity and duration of the impairment, and qualitative and quantitative analysis of the

operating performance of the investee, adverse changes in market conditions and the regulatory or economic environment, changes in

operating structure of Rgene, additional funding requirements, and Rgene’s ability to remain in business.

All projects that

have been initiated will be managed and supported by the Company and Rgene.

The Company and Rgene signed an amendment to the

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principal and any accrued and unpaid interest shall be immediately due and payable.

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.

Either party may terminate the Service Agreement for cause by providing 30 days written notice.

Rgene has further agreed, effective July 1, 2022,

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owning 12.8 % of the Company.

The Rgene Studies is a related party transaction.

The Rgene Studies is a related party

As of September 30, 2024, the Company has not earned any net licensing income or net sales profit earned by Rgene under these collaborative

Collaborative agreement with BioFirst Corporation,

a related party

On July 24, 2017, BriVision entered into a collaborative

agreement (the “BioFirst Collaborative Agreement”) with BioFirst Corporation (“BioFirst”), pursuant to which BioFirst

granted the Company the global licensing right for medical use of the product (the “Product”):

BFC-1401 Vitreous Substitute

for Vitrectomy.

BioFirst is a related party to the Company because a controlling beneficiary shareholder of YuanGene Corporation and the

Company is one of the directors and Common Stock shareholders of BioFirst (See Note 8).

On July 24, 2017, BriVision entered into a collaborative agreement

(the “BioFirst Collaborative Agreement”) with BioFirst Corporation (“BioFirst”), pursuant to which BioFirst granted

the Company the global licensing right for medical use of the product (the “Product”):

BFC-1401 Vitreous Substitute for Vitrectomy.

BioFirst is a related party to the Company because a controlling beneficiary shareholder of YuanGene Corporation and the Company is one

of the directors and Common Stock shareholders of BioFirst (See Note 10).

Pursuant to the BioFirst Collaborative Agreement,

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of the future net licensing income or net sales profit, if any, and any development cost shall be equally shared by both BriVision and

On September 25, 2017, BioFirst has delivered

all research, technical, data and development data to BriVision.

The Company determined to fully expense the entire amount of $ 3,000,000

since currently the related licensing rights do not have alternative future uses.

According to ASC 730-10-25-1, absent alternative future

uses the acquisition of product rights to be used in research and development activities must be charged to research and development expenses

On September 25, 2017, BioFirst delivered all

research, technical, data and development data to BriVision.

The Company determined to fully expense the entire amount of $ 3,000,000 since

currently the related licensing rights do not have alternative future uses.

According to ASC 730-10-25-1, absent alternative future uses

the acquisition of product rights to be used in research and development activities must be charged to research and development expenses

Hence, the entire amount of $ 3,000,000 is fully expensed as research and development expense during the year ended December

On June 30, 2019, BriVision entered into a Stock Purchase Agreement

(the “Purchase Agreement”) with BioFirst Corporation.

Pursuant to the Purchase Agreement, the Company issued 42,857 shares

(post-split) of the Company’s common stock to BioFirst in consideration for $ 3,000,000 owed by the Company to BioFirst (the “Total

Payment”) in connection with a certain collaborative agreement between the Company and BioFirst dated July 24, 2017 (the “Collaborative

Pursuant to the Collaborative Agreement, BioFirst granted the Company the global licensing right to co-develop BFC-1401

or ABV-1701 Vitreous Substitute for Vitrectomy for medical purposes in consideration for the Total Payment.

On August 5, 2019, BriVision entered into a second Stock Purchase Agreement

(“Purchase Agreement 2”) with BioFirst Corporation.

Pursuant to Purchase Agreement 2, the Company issued 41,470 shares (post-split)

of the Company’s common stock to BioFirst in consideration for $ 2,902,911 owed by the Company to BioFirst in connection with a loan

provided to BriVision from BioFirst.

On June 30, 2019, BriVision entered into a Stock

Purchase Agreement (the “Purchase Agreement”) with BioFirst Corporation.

Pursuant to the Purchase Agreement, the Company issued

42,857 shares (post-split) of the Company’s common stock to BioFirst in consideration for $ 3,000,000 owed by the Company to BioFirst

(the “Total Payment”) in connection with a certain collaborative agreement between the Company and BioFirst dated July 24,

2017 (the “Collaborative Agreement”).

Pursuant to the Collaborative Agreement, BioFirst granted the Company the global licensing

right to co-develop BFC-1401 or ABV-1701 Vitreous Substitute for Vitrectomy for medical purposes in consideration for the Total Payment.

On August 5, 2019, BriVision entered into a second

Stock Purchase Agreement (“Purchase Agreement 2”) with BioFirst Corporation.

Pursuant to Purchase Agreement 2, the Company

issued 41,470 shares (post-split) of the Company’s common stock to BioFirst in consideration for $ 2,902,911 owed by the Company

to BioFirst in connection with a loan provided to BriVision from BioFirst.

On November 4, 2020, the Company executed an amendment

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

In addition, BioFirst was incorporated on November

BioFirst was incorporated on November 7, 2006,

focusing on the R&D, manufacturing, and sales of innovative patented pharmaceutical products.

The technology of BioFirst

comes from the global exclusive licensing agreements BioFirst maintains with domestic R & D institutions.

Currently, BioFirst’s

main research and development product is the vitreous substitute (Vitargus ® ), licensed by the National Health Research

Vitargus is the world’s first bio-degradable vitreous substitute and offers a number of advantages over current vitreous

substitutes by minimizing medical complications and reducing the need for additional surgeries.

Vitargus has started the construction of a GMP

The technology of BioFirst comes from

the global exclusive licensing agreements BioFirst maintains with domestic R & D institutions.

Currently, BioFirst’s main research

and development product is the vitreous substitute (Vitargus ® ), licensed by the National Health Research Institutes.

is the world’s first bio-degradable vitreous substitute and offers a number of advantages over current vitreous substitutes by minimizing

medical complications and reducing the need for additional surgeries.

BioFirst has started the construction of a GMP

factory in Hsinchu Biomedical Science Park, Taiwan, with the aim at building a production base to supply the global market, and promote

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BioFirst is targeting to complete the construction

As of September 30, 2024, the Company has not earned any net licensing income or net sales profit earned by BioFirst under these collaborative

Collaborative agreement with ForSeeCon Eye

Corporation, a related party

On March 25, 2024, the Company, and one of its co-development partners,

BioFirst Corporation, a company registered in Taiwan (“BioFirst”), each entered into a twenty-year, global definitive licensing

agreement (the “FEYE Licensing Agreement”) with ForSeeCon Eye Corporation, a company registered in the British Virgin Islands

(“FEYE”) for the products in the Company and BioFirst’s Ophthalmology pipeline, including Vitargus (the “Vitargus

The license covers the Vitargus Products’ clinical trial, registration, manufacturing, supply, and distribution

FEYE also has the rights to sublicense or partner with a third party to develop the Licensed Products.

As per each of the respective

FEYE Licensing Agreements, each of the Company and BioFirst shall receive a total licensing fee of $ 33,500,000 , composed of an upfront

payment of $ 30,000,000 , which can instead be paid with 5 million shares of FEYE stock at $ 6 per share within 30 days after the execution

of the FEYE Licensing Agreement, and a $3,500,000 cash milestone payment, due 30 days upon completion of next round fundraising.

Additionally,

each of the Company and BioFirst are eligible to receive royalties of 5 % of net Sales.

As of June 30, 2024, the Company received

5,000,000 FEYE shares but did not recognize such licensing revenue since the fair value of FEYE stock is uncertain.

18, 2024, the Company and BioFirst, each entered into an amendment (the “ Amendment ”)

to the Licensing Agreement with FEYE, pursuant to which the Company and BioFirst have agreed to allow FEYE to pay the second milestone

payment in the amount of $3,500,000 per Licensing Agreement, incrementally (such as $ 100,000 ), at any given time, rather than in one lump

During the six months ended June 30, 2024, the Company received $ 116,000 pursuant to the Amendment, and recognized $ 116,000 revenue

in the period ended June 30, 2024.

On March 25, 2024, the Company and BioFirst each

entered into a twenty-year, global definitive licensing agreement (the “FEYE Licensing Agreement”) with ForSeeCon Eye Corporation,

a company registered in the British Virgin Islands (“FEYE”) for the products in the Company and BioFirst’s Ophthalmology

pipeline, including Vitargus (the “Vitargus Products”).

The license covers the Vitargus Products’ clinical trial, registration,

manufacturing, supply, and distribution rights;

FEYE also has the rights to sublicense or partner with a third party to develop the Licensed

As per each of the respective FEYE Licensing Agreements, each of the Company and BioFirst shall receive a total licensing fee

of $ 33,500,000 , composed of an upfront payment of $ 30,000,000 , which can instead be paid with 5 million shares of FEYE stock at $ 6 per

share within 30 days after the execution of the FEYE Licensing Agreement, and a $ 3,500,000 cash milestone payment, due 30 days upon completion

of next round fundraising.

Additionally, each of the Company and BioFirst are eligible to receive royalties of 5 % of net Sales.

of September 30, 2024, the Company received 5,000,000 FEYE shares but did not recognize such licensing revenue since the fair value of

FEYE stock is uncertain.

On June 18, 2024, the Company and BioFirst, each

entered into an amendment (the “ Amendment ”) to the Licensing Agreement with FEYE, pursuant to which the Company and

BioFirst have agreed to allow FEYE to pay the second milestone payment in the amount of $ 3,500,000 per Licensing Agreement, incrementally

(such as $ 100,000 ), at any given time, rather than in one lump sum.

During the three and nine months ended September 30, 2024, the Company

received in cash and recognized revenue of $ 180,000 and $ 296,000 , respectively, pursuant to the Amendment.

Collaborative agreement with OncoX BiopPharma,

Inc., a related party

On April 16, 2024, the Company entered into a definitive agreement

4 unchanged sentences

In consideration thereof, Oncox shall pay ABVC $ 6,250,000 (or 1,250,000

Oncox shares valued at $ 5 per share) 30 days after entering into the agreement and $ 625,000 , 30 days following the completion of Oncox’s

next round of fundraising, of which there is no guarantee;

ABVC is also entitled to 5 % royalties based on the Net Sales, as defined in

the April 2024 Oncox Agreement, from the first commercial sale of the Lung Cancer Product in North America, of which there can be no guarantee.

Oncox entered into the same agreement with ABVC’s affiliate, Rgene Corporation.

On May 8, 2024, the Company entered into a definitive agreement with

OncoX, pursuant to which the Company will grant Oncox an exclusive right to develop and commercialize ABVC’s BLEX 404 single-herb

botanical drug extract from the dry fruit body of Maitake Mushroom (Grifola Frondosa) for treatment of Pancreatic (the Pancreatic Product),

within a certain territory, specified as 50 % of the Worldwide Marketsfor 20 years (the “May 8, 2024 Oncox Agreement”).

consideration thereof, Oncox shall pay ABVC a total of $ 6,250,000 (or 1,250,000 Oncox shares valued at $ 5 per share 1 ) within

30 days of entering into the May 8, 2024 Oncox Agreement, with an additional milestone payment of $ 625,000 in cash after OncoX’s

Oncox shares valued at $ 5 per share 1 ) 30 days after entering into the agreement and $ 625,000 , 30 days following the completion

of Oncox’s next round of fundraising, of which there is no guarantee;

ABVC is also entitled to 5 % royalties based on the Net Sales,

as defined in the April 2024 Oncox Agreement, from the first commercial sale of the Lung Cancer Product in North America, of which there

can be no guarantee.

Oncox entered into another agreement with ABVC’s affiliate, Rgene Corporation, on the same terms.

three and nine months ended September 30, 2024, the Company received in cash and recognized revenue of $ 200,000 and $ 200,000 , respectively,

pursuant to the agreement.

On May 8, 2024, the Company entered into a definitive

agreement with OncoX, pursuant to which the Company will grant Oncox an exclusive right to develop and commercialize ABVC’s BLEX

404 single-herb botanical drug extract from the dry fruit body of Maitake Mushroom (Grifola Frondosa) for treatment of Pancreatic (the

Pancreatic Product), within a certain territory, specified as 50 % of the Worldwide Markets for 20 years (the “May 8, 2024 Oncox

In consideration thereof, Oncox shall pay ABVC a total of $ 6,250,000 (or 1,250,000 Oncox shares valued at $ 5 per share 2 )

within 30 days of entering into the May 8, 2024 Oncox Agreement, with an additional milestone payment of $ 625,000 in cash after OncoX’s

next round of fundraising, of which there can be no guarantee.

4 unchanged sentences

will permit Oncox to pay the license fee in installments or in a lump sum and will allow Oncox to use its revenue to fund such payments.

Oncox entered into the same agreement with ABVC’s affiliate, Rgene Corporation.

On May 23, 2024, the Company entered into a definitive

agreement with OncoX, pursuant to which the Company will grant Oncox an exclusive right to develop and commercialize ABVC’s BLEX

404 single-herb botanical drug extract from the dry fruit body of Maitake Mushroom (Grifola Frondosa) for treatment of Myelodysplastic

Syndrome (the “MS Products”), within a certain territory, specified as 50 % of the Worldwide Markets for 20 years (the “May

23, 2024 Oncox Agreement”).

In consideration thereof, Oncox shall pay ABVC a total of $ 6,250,000 (or 1,250,000 Oncox shares valued

at $ 5 per share1) 30 days after entering the May 23, 2024 Oncox Agreement, with an additional milestone payment of $ 625,000 in cash after

OncoX’s next round of fundraising, of which there can be no guarantee.

Oncox may remit cash payments of at least $ 100,000 towards

the licensing fees and deductible from the second milestone payment;

ABVC is also entitled to royalties of 5 % of Net Sales, as defined

in the May 23, 2024 Oncox Agreement, from the first commercial sale of the MS Product in the noted territory, which remains uncertain.

Oncox entered into another agreement with ABVC’s affiliate, Rgene Corporation, on the same terms.

On May 14, 2024, the Company and its subsidiary,

BioLite Inc (collectively, the “licensor”), each entered into a licensing agreement with OncoX, on the same terms, pursuant

to which the licensors will grant Oncox an exclusive right to develop and commercialize ABVC’s BLEX 404 single-herb botanical drug

extract from the dry fruit body of Maitake Mushroom (Grifola Frondosa) for treatment of Tripple Negative Breast Cancer (the TNBC Product),

within a certain territory, specified as 50 % of the Worldwide Markets for 20 years (the “May 14, 2024 Oncox Agreements”).

In each agreement for consideration thereof, Oncox shall pay each licensor a total of $ 6,250,000 (or 1,250,000 Oncox shares valued at

$ 5 per share 3 ) within 30 days of entering into the May 14, 2024 Oncox Agreements, with an additional milestone payment of

$ 625,000 in cash after OncoX’s next round of fundraising, of which there can be no guarantee.

Oncox may remit cash payments of at

least $ 100,000 towards the licensing fees and deductible from the second milestone payment;

each licensor is also entitled to royalties

of 5 % of Net Sales, from the first commercial sale of the TNBC Product in the noted territory, which remains uncertain.

The Company will

permit Oncox to pay the license fee in installments or in a lump sum and will allow Oncox to use its revenue to fund such payments.

On May 23, 2024, the Company and its subsidiary,

BioLite Inc (collectively, the “licensor”), each entered into a licensing agreement with OncoX, on the same terms, pursuant

to which the licensors will grant Oncox an exclusive right to develop and commercialize ABVC’s BLEX 404 single-herb botanical drug

extract from the dry fruit body of Maitake Mushroom (Grifola Frondosa) for treatment of Myelodysplastic Syndrome (the “MS Products”),

within a certain territory, specified as 50 % of the Worldwide Markets for 20 years (the “May 23, 2024 Oncox Agreements”).

In consideration thereof, Oncox shall pay each licensor a total of $ 6,250,000 (or 1,250,000 Oncox shares valued at $ 5 per share 4 )

30 days after entering the May 23, 2024 Oncox Agreements, with an additional milestone payment of $ 625,000 in cash after OncoX’s

next round of fundraising, of which there can be no guarantee.

Oncox may remit cash payments of at least $ 100,000 towards the licensing

fees and deductible from the second milestone payment;

each licensor is also entitled to royalties of 5 % of Net Sales, from the first

commercial sale of the MS Product in the noted territory, which remains uncertain.

Oncox may use its revenue to fund the licensing fees.

Oncox entered into the same agreement with ABVC’s affiliate, Biolite, Inc.

PROPERTY AND EQUIPMENT

Property and equipment as of June 30, 2024 and

December 31, 2023 are summarized as follows:

Property and equipment as of September 30, 2024

and December 31, 2023 are summarized as follows:

September 30,

Construction-in-Progress

15 unchanged sentences

for the China market and global development of these interests.

The valuation of such property is US$ 37,000,000 ;

based on the Company’s 20 % ownership, the Company acquired the value of US$ 7,400,000 .

1 P rice was determined through

private negotiations between the parties;

no third party valuation was completed.

The valuation of such property is $ 37,000,000 ;

based on the Company’s 20 % ownership, the Company acquired the value of $ 7,400,000 .

In exchange, the Company issued to Zhonghui

an aggregate of 370,000 shares (the “Shares”) of common stock, at a per share price of $ 20.0 .

The Shares are subject to a

lock-up period of one year following the closing date of the transaction.

In addition, the parties agreed that, after one year following

the closing of the transaction, if the market value of the Shares or the value of the Property increases or decreases, the parties will

negotiate in good faith to make reasonable adjustments.

an aggregate of 370,000 shares of common stock, at a per share price of $ 20.0 .

The Shares are subject to a lock-up period of one year

following the closing date of the transaction.

In addition, the parties agreed that, after one year following the closing of the transaction,

if the market value of the shares or the value of the property increases or decreases, the parties will negotiate in good faith to make

reasonable adjustments.

The asset ownership certification is in the application

3 unchanged sentences

before the end of 2024.

Depreciation expenses were $ 13,305 and $ 6,997 for three months ended

June 30, 2024 and 2023, respectively.

Depreciation expenses were $ 14,591 and $ 13,490 for six months ended

June 30, 2024 and 2023, respectively.

Depreciation expenses were $ 7,013 and $ 7,459 for

three months ended September 30, 2024 and 2023, respectively.

Depreciation expenses were $ 21,605 and $ 20,949 for

nine months ended September 30, 2024 and 2023, respectively.

LONG-TERM INVESTMENTS

(1) The ownership percentages of

each investee are listed as follows:

(1) The ownership percentages of each investee are listed as follows:

Ownership percentage

June 30, December 31, Accounting

Name of related party 2024 2023 treatments

September 30, December 31, Accounting

Name of investee 2024 2023 treatments

Braingenesis Biotechnology Co., Ltd.

2 unchanged sentences

BioHopeKing Corporation 5.90 % 5.90 % Cost Method

ForSeeCon Corporation

% Cost Method

BioFirst Corporation 18.68 % 18.68 % Equity Method

Rgene Corporation 26.65 % 26.65 % Equity Method

(2) The extent the investee relies

on the company for its business are summarized as follows:

Name of related party The extent the investee relies on the Company for its business

ForSeeCon Corporation (see Note 10) 19.78 % -% Cost Method

BioFirst Corporation (see Note 10) 18.68 % 18.68 % Equity Method

OncoX BioPharma, Inc.

(see Note 10) 24.97 % -% Equity Method

Rgene Corporation (see Note 10) 26.65 % 26.65 % Equity Method

(2) The extent the investee relies on the company for its business are summarized as follows:

Name of investee The

extent the investee relies on the Company for its business

Braingenesis Biotechnology Co., Ltd.

No specific business relationship

Genepharm Biotech Corporation No specific business relationship

BioHopeKing Corporation Collaborating with the Company to develop and commercialize drugs

ForSeeCon Corporation Collaborating with the Company to develop and commercialize ophthalmic

medical devices (referring to Note 4, Collaborative Agreements)

BioFirst Corporation Loaned from investee and provides research and development support service

Rgene Corporation Collaborating with the Company to develop and commercialize drugs

specific business relationship

Genepharm Biotech Corporation No

specific business relationship

BioHopeKing Corporation Collaborating

with the Company to develop and commercialize drugs

ForSeeCon Corporation Collaborating

with the Company to develop and commercialize ophthalmic medical devices (referring to Note 4, Collaborative Agreements)

OncoX BioPharma, Inc.

Collaborating with the Company to develop and commercialize single-herb botanical drug for treatment of certain diseases (referring to Note 4, Collaborative Agreements)

BioFirst Corporation Loaned

from investee and provides research and development support service

Rgene Corporation Collaborating

with the Company to develop and commercialize drugs

BioLite Japan K.K.

Prepaid investment for a Joint Venture

(3) Long-term investment mainly

consists of the following:

investment for a Joint Venture

(3) Long-term investment mainly consists of the following:

September 30,

Non-marketable Cost Method Investments, net

4 unchanged sentences

Equity Method Investments, net

BioFirst Corporation

Rgene Corporation

BioFirst Corporation (a)

Rgene Corporation (b)

(a) BioFirst Corporation (the “BioFirst”):

The Company holds an equity interest in BioFirst Corporation, accounting

for its equity interest using the equity method to accounts for its equity investment as prescribed in ASC 323, Investments-Equity Method

and Joint Ventures (“ASC 323”).

Equity method adjustments include the Company’s proportionate share of investee’s

income or loss and other adjustments required by the equity method.

As of June 30, 2024 and December 31, 2023, the Company owns 18.68 %

and 18.68 % common stock shares of BioFirst, respectively.

The Company made a prepayment for equity investment in BioFirst to purchase

additional shares to be issued by BioFirst in the aggregate amount of $ 2,688,578 , recorded as prepayment for long-term investments as

of December 31, 2022.

On July 19, 2023, the Company successfully completed the registration process for this investment.

prepayment was $ 1,895,556 , which is a portion of the prepayment as of December 31, 2022, and was converted into 994,450 shares of

BioFirst stock.

As of June 30, 2024, the amount of prepayment for long-term investments in BioFirst is $ 1,124,842 .

Summarized financial information for the Company’s

equity method investee, BioFirst, is as follows:

Balance Sheet s

Current Assets

Non-current Assets

Current Liabilities

Non-current Liabilities

Stockholders’ Equity (Deficit)

Statement of Operations

Six months Ended

Share of losses from investments accounted for using the equity method

The Company holds an equity interest

in BioFirst Corporation, accounting for its equity interest using the equity method to accounts for its equity investment as prescribed

in ASC 323, Investments-Equity Method and Joint Ventures (“ASC 323”).

Equity method adjustments include the Company’s

proportionate share of investee’s income or loss and other adjustments required by the equity method.

As of September 30, 2024 and

December 31, 2023, the Company owns 18.68 % and 18.68 % common stock shares of BioFirst, respectively.

The Company made a prepayment for

equity investment in BioFirst to purchase additional shares to be issued by BioFirst in the aggregate amount of $ 2,688,578 , recorded as

prepayment for long-term investments as of December 31, 2022.

On July 19, 2023, the Company successfully completed the registration

process for this investment.

The initial prepayment was $ 1,895,556 , which is a portion of the prepayment as of December 31, 2022,

and was converted into 994,450 shares of BioFirst stock.

As of September 30, 2024, the amount of prepayment for long-term investments

in BioFirst is $ 1,124,842 .

(b) Rgene Corporation (the “Rgene”)

Both Rgene and the Company are under common control by Dr.

Jiang, the CEO and Chairman of the BioLite Inc.

Tsung-Shann Jiang is able to exercise significant influence, but not control,

over the Rgene, the Company determined to use the equity method to account for its equity investment as prescribed in ASC 323, Investments-Equity

Method and Joint Ventures (“ASC 323”).

Equity method adjustments include the Company’s proportionate share of investee’s

income or loss and other adjustments required by the equity method.

As of June 30, 2024 and December 31, 2023, the Company owns 26.65 %

and 26.65 % Common Stock shares of Rgene, respectively.

Summarized financial information for the Company’s

equity method investee, Rgene, is as follows:

Balance Sheets

Current Assets

Non-current Assets

Current Liabilities

Non-current Liabilities

Shareholders’ Deficit

( 1,005,463 )

( 2,291,517 )

Statement of Operations

Six months Ended

Share of loss from investments accounted for using the equity method

In October 2021, 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.

BioLite JP is a private limited

company incorporated on December 18, 2018.

The business of the joint venture is 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.

A t the date of the Agreement, BioLite JP has 10,000 ordinary shares

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

Pursuant to the Agreement and

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

Both Rgene and the Company are under

common control by Dr.

Tsung-Shann Jiang, the CEO and Chairman of the BioLite Inc.

Tsung-Shann Jiang is able to exercise significant

influence, but not control, over the Rgene, the Company determined to use the equity method to account for its equity investment as prescribed

in ASC 323, Investments-Equity Method and Joint Ventures (“ASC 323”).

Equity method adjustments include the Company’s

proportionate share of investee’s income or loss and other adjustments required by the equity method.

As of September 30, 2024 and

December 31, 2023, the Company owns 26.65 % and 26.65 % Common Stock shares of Rgene, respectively.

BioLite Japan K.K.

In October 2021, 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.

BioLite JP is a private

limited company incorporated on December 18, 2018.

The business of the joint venture is 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.

A t the date of the Agreement, BioLite JP has 10,000 ordinary

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

Pursuant to the Agreement

and the related share transfer agreement, Lucidaim shall own 1,555 Ordinary Shares ( 51 %) and the Company shall own 1,494 Ordinary Shares

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.

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

the Letter of Intent was signed.

This prepayment is booked in prepayment for investment.

The Company is in the process of converting the

prepayment to the ownership and expects to complete within next six months.

Disposition of long-term investment

During the six months ended June 30,

During the nine months ended September

30, 2024 and 2023, there is no disposition of long-term investment.

Losses on Equity Investments

The components of losses on equity investments

for each period were as follows:

Six months Ended

The components of losses on equity

investments for each period were as follows:

Nine months Ended

September 30,

Share of equity method investee losses

CONVERTIBLE NOTES PAYABLE

On February 23, 2023, the Company entered into a securities purchase

agreement with Lind Global Fund II, LP (“Lind”), pursuant to which the Company issued Lind a secured, convertible note in

the principal amount of $ 3,704,167 , for a purchase price of $ 3,175,000 (the “Lind Note”), that is convertible into shares

of the Company’s common stock at an initial conversion price of $ 10.5 per share, subject to adjustment.

The Lind Note shall be due

and payable on August 23, 2024 and bears no interest.

The Company also issued Lind a common stock purchase warrant to purchase up to 529,167

shares (post-split) of the Company’s common stock at an initial exercise price of $ 10.5 per share, subject to adjustment.

On February 23, 2023, the Company entered into

a securities purchase agreement with Lind Global Fund II, LP (“Lind”), pursuant to which the Company issued Lind a secured,

convertible note in the principal amount of $ 3,704,167 , for a purchase price of $ 3,175,000 (the “Lind Note”), that is convertible

into shares of the Company’s common stock at an initial conversion price of $ 10.5 per share, subject to adjustment.

The Lind Note

shall be due and payable on August 23, 2024 and bears no interest.

The Company also issued Lind a common stock purchase warrant to purchase

up to 529,167 shares (post-split) of the Company’s common stock at an initial exercise price of $ 10.5 per share, subject to adjustment.

Beginning with the date that is six months from

19 unchanged sentences

The principal amount was revised to $ 3,167,292 in the agreement.

As of June 30, 2024, the

Company has fully repaid the Lind Note with issuance of the Company’s common stock in installments.

The warrant exercise price was reset to $ 3.5 in accordance with the issuance of

common stock in relation to securities purchase agreement on July 2023.

22, 2024, the exercise price of these warrants was reset to $ 0.75 along with the immediate exercise of existing warrants and issuance

of the New Warrants.

As of June 30, 2024, these warrants were fully exercised.

On November 17, 2023, the Company entered another securities purchase

agreement with Lind, pursuant to which the Company issued Lind a secured, convertible note (the “2 nd Lind Note”)

in the principal amount of $ 1,200,000 , for a purchase price of $ 1,000,000 , that is convertible into shares of the Company’s common

stock at a conversion price, which shall be the lesser of (i) $ 3.50 and (ii) 90 % of the average of the three lowest VWAPs during the 20

trading days prior to conversion.

As of September 30, 2024,

the Company has fully repaid the Lind Note with issuance of the Company’s common stock in installments.

The warrant exercise price was reset to $ 3.5 in

accordance with the issuance of common stock in relation to securities purchase agreement in July 2023.

On May 22, 2024, the exercise

price of these warrants was reset to $ 0.75 along with the immediate exercise of existing warrants and issuance of the New Warrants.

of September 30, 2024, these warrants were fully exercised.

On November 17, 2023, the Company entered another

securities purchase agreement with Lind, pursuant to which the Company issued Lind a secured, convertible note (the “2 nd

Lind Note”) in the principal amount of $ 1,200,000 , for a purchase price of $ 1,000,000 , that is convertible into shares of the Company’s

common stock at a conversion price, which shall be the lesser of (i) $ 3.50 and (ii) 90 % of the average of the three lowest VWAPs during

the 20 trading days prior to conversion.

The 2 nd Lind Note shall be due and payable on May 19, 2025 and bear no interest.

may prepay all, but not less than all, outstanding principal amount prior to the maturity, and Lind shall have the right to convert up

to one third of the principal amount when the Company prepays.

Company may prepay all, but not less than all, outstanding principal amount prior to the maturity, and Lind shall have the right to convert

up to one third of the principal amount when the Company prepays.

Upon the occurrence of any Event of Default (as defined in the 2 nd

9 unchanged sentences

to make a cash payment to Lind if in connection with a conversion, the conversion price is deemed to be the floor price.

On July 12, 2024

and September 11, 2024, Lind converted $ 200,000 and $ 200,000 , respectively, of 2 nd Lind Note principal amounts into the Company’s

common stocks.

Refer to the common stock issuance details in Note 12, Equity.

On January 17, 2024, the Company entered another

16 unchanged sentences

to make a cash payment to Lind if in connection with a conversion, the conversion price is deemed to be the floor price.

No conversion

or repayment to 3 rd Lind Note has occurred during the period ended September 30, 2024.

In connection with above three Lind Note offerings,

2 unchanged sentences

of the Company in connection with the offering with certain collateral, as set forth in the related transaction documents.

On May 22, 2024, Lind has exercised 1,000,000 of the existing warrants

to purchase shares of Common Stock at a reduced exercise price of $ 0.75 per share.

Refer to the details in Note 12, Equity.

As of June 30, 2024 and December 31, 2023,

the aggregate carrying values of the convertible debentures were $ 956,880 and $ 569,456 , respectively, with unamortized debt discount and

issuance costs of $ 1,243,120 and $ 1,441,719 , respectively.

On May 22, 2024, Lind has exercised 1,000,000

of the existing warrants to purchase shares of Common Stock at a reduced exercise price of $ 0.75 per share.

Refer to the details in Note

As of September 30, 2024 and December 31,

2023, the aggregate carrying values of the convertible debentures were $ 952,237 and $ 569,456 , respectively, with unamortized debt discount

and issuance costs of $ 847,763 and $ 1,441,719 , respectively.

The estimated aggregate fair value (Level 2) of the convertible debentures

were $ 2,160,000 and $ 2,372,851 , respectively.

Total interest expenses in connection with the above convertible note

payable were $ 244,488 and $ 93,155 for the three months ended June 30, 2024 and 2023, respectively;

were $ 916,504 and $ 124,742 for the

six months ended June 30, 2024 and 2023, respectively.

Total interest expenses in connection with the

above convertible note payable were $ 209,022 and $ 1,198,290 for the three months ended September 30, 2024 and 2023, respectively;

$ 1,082,936 and $ 1,323,032 for the nine months ended September 30, 2024 and 2023, respectively.

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

1 unchanged sentence

consisted of the following as of the periods indicated:

September 30,

Accrued research and development expense

Accrued compensation and employee benefits

Accrued directors and officers (owners) compensation

Accrued royalties

(1) Short-term bank loan consists

of the following:

Accrued employee compensation and benefits

Short-term bank loan consists of the following:

September 30,

Cathay United Bank

On June 28, 2016, BioLite Taiwan and Cathay United Bank entered into

a one-year bank loan agreement (the “Cathay United Loan Agreement”) in a credit limit amount of NT$ 7,500,000 , equivalent to

The term started June 28, 2016 with maturity date at June 28, 2017.

The loan balance bears interest at a floating rate of prime

rate plus 1.31 %.

On June 28, 2016, BioLite Taiwan and Cathay United

Bank entered into a one-year bank loan agreement (the “Cathay United Loan Agreement”) in a credit limit amount of NTD7, 500,000 ,

equivalent to $ 236,250 .

The term started June 28, 2016 with maturity date of one year.

The loan balance bears interest at a floating rate

of prime rate plus 1.31 %.

The prime rate is based on term deposit saving interest rate of Cathay United Bank.

The Company renews the agreement

with the bank every year.

On September 6, 2022, BioLite Taiwan extended the Cathay United Loan Agreement with the same principal amount

of NT$ 7,500,000 , equivalent to $ 231,000 for one year , which is due on September 6, 2023.

On September 6, 2023, BioLite Taiwan extended

the Cathay United Loan Agreement with the same principal amount of NT$ 7,500,000 , equivalent to $ 231,000 for one year, which is due on

September 6, 2024.

As of June 30, 2024 and December 31, 2023, the effective interest rates per annum was 2.99 % and 2.87 %, respectively.

The loan is collateralized by the building and improvement of BioLite Taiwan, and is also personal guaranteed by the Company’s chairman.

Interest expenses were $ 1,752 and $ 1,745 for the three months ended

June 30, 2024 and 2023, respectively.

Interest expenses were $ 3,488 and $ 3,394 for the

six months ended June 30, 2024 and 2023, respectively.

On June 12, 2017 and July 19, 2017, BioLite Taiwan

and CTBC Bank entered into two short-term saving secured bank loan agreements (the “CTBC Loan Agreements”) in a credit limit

amount of NT$ 10,000,000 , equivalent to $ 308,000 , and NT$ 10,000,000 , equivalent to $ 308,000 , respectively.

Both two loans with the same

maturity date at January 19, 2018 .

In February 2018, BioLite Taiwan combined two loans and extended the loan contract with CTBC for one

The Company renews the agreement with the bank every year.

The loan balances bear interest at a fixed rate of 2.5 % per annum.

loan is secured by the money deposited in a savings account with the CTBC Bank.

This loan was also personal guaranteed by the Company’s

chairman and BioFirst.

During the year ended December 31, 2020, BioLite Taiwan has opened a TCD account with CTBC bank to guarantee the

loan going forward.

Interest expenses were $ 3,882 and $ 4,098 for the three months ended

June 30, 2024 and 2023, respectively.

with the bank every year and the next renewal date is September 6, 2025.

As of September 30, 2024 and December 31, 2023, the effective

interest rates per annum was 3.01 % and 2.87 %, respectively.

The loan is collateralized by the building and improvement of BioLite Taiwan,

and is also personal guaranteed by the Company’s chairman.

Interest expenses were $ 1,755 and $ 1,742 for the three months ended September 30, 2024 and 2023, respectively.

Interest expenses were $ 5,275 and $ 5,136 for the nine months ended September 30, 2024 and 2023, respectively.

On June 12, 2017 and July 19, 2017, BioLite

Taiwan and CTBC Bank entered into two short-term saving secured bank loan agreements (the “CTBC Loan Agreements”) in a

credit limit amount of NTD 10,000,000 , equivalent to $ 315,000 for each loan.

Both two loans with the same maturity date on January

19, 2018 and was combined into one agreement with a total credit limit of NTD 20,000,000 , equivalent to $ 630,000 , equivalent to $ in

February 2018.

The Company renews the agreement with the bank every year, and the next renewal date is February 28, 2025.

balances bear interest at a fixed rate of 2.5 % per annum, and is secured by the money deposited in a savings account with the CTBC

This loan was also guaranteed by the Company’s chairman and BioFirst.

During the year ended December 31, 2020,

BioLite Taiwan has opened a TCD account with CTBC bank to guarantee the loan going forward.

Interest expenses were $ 3,747 and $ 3,752 for the

six months ended June 30, 2024 and 2023, respectively.

three months ended September 30, 2024 and 2023, respectively.

Interest expenses were $ 11,668 and $ 11,681 for

the nine months ended September 30, 2024 and 2023, respectively.

RELATED PARTIES TRANSACTIONS

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ForSeeCon Corporation (the “FEYE”) Cost method investment

OncoX BioPharma Inc.

Equity method investment

YuanGene Corporation (the “YuanGene”) Controlling beneficiary shareholder of the Company

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Revenues – related parties

six months ended June 30, 2024, the Company received $ 116,000 pursuant to the licensing agreement and related amendment with FEYE, and

recognized $ 116,000 revenue in the period ended June 30, 2024.

During the three and nine months ended September 30, 2024, the Company received $ 180,000 and $ 296,000 , respectively, pursuant to the licensing agreement and related amendment with FEYE, and recognized $ 180,000 and $ 296,000 revenue correspondingly.

In addition, the Company received $ 200,000 during the three and nine months ended September pursuant to the licensing agreement with OncoX,

and recognized revenue correspondingly.

Please refer to Note 4, Collaborative Agreements for details.

Nine Months Ended

September 30,

Accounts receivable - related parties

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of the following as of the periods indicated:

September 30,

Due from related parties

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Due from related-party - Current

September 30,

Due from related parties - Non-Current

September 30,

BioFirst (Australia) (3)

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allowance for expected credit losses accounts

(1) On June 16, 2022, the Company

entered into a one-year convertible loan 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.

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 June 30, 2024 and December 31,

2023, the outstanding loan balance were both $ 500,000 ;

(1) On June 16, 2022, the Company entered into a one-year convertible loan 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.

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 September 30, 2024 and December 31,

2023, the outstanding loan balance were $ 506,216 and $ 500,000 , respectively;

and accrued interest was $ 51,319 and $ 38,819 , respectively.

The Company expects

to receive the repayment within next 12 months once Rgene receives the licensing fees from OncoX.

As of June 30, 2024 and December 31, 2023, the Company has other

receivables amounted $ 1,910 and $ 2,667 from Rgene due to daily operations, respectively.

(2) The balances mainly represent

advances to BioFirst (Australia) for research and development purposes.

The business conditions of BioFirst (Australia) deteriorated

and, as a result, the Company recognized expected credit losses of $ 839,983 for the year ended December 31, 2023.

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.

As of June 30, 2024 and December 31, 2023, due from BHK was $ 121,392

and $ 113,516 , respectively.

(4) On December 31, 2023, the Company entered into a loan agreement with BioFirst, with a principal amount of $ 341,029 to BioFirst which bears interest at 12 % per annum for the use of working capital.

During the period ended June 30, 2024, the Company entered into another loan agreement with BioFirst, with a principal amount of $ 346,685 to BioFirst which bears interest at 12 % per annum for the use of working capital.

As of June 30, 2024 and December 31, 2023, the outstanding loan balance was $ 687,714 and $ 206,087 , respectively;

The Company expects to receive the repayment within next 12 months once Rgene receives the licensing fees from OncoX.

As of September 30, 2024 and December 31,

2023, the Company has other receivables amounted $ 1,954 and $ 2,667 , respectively, from Rgene due to daily operations.

On December 31, 2023, BioLite Taiwan entered

into a loan agreement with BioFirst, with a principal amount of $ 348,779 (NTD 11,072,360) to BioFirst which bears interest at 12 % per

annum for the use of working capital.

During the period ended September 30, 2024, the Company entered into another loan agreement with

BioFirst, with a principal amount of $ 359,289 (NTD 11,406,000) to BioFirst which bears interest at 12 % per annum for the use of working

As of September 30, 2024 and December 31, 2023, the outstanding loan balance were $ 606,323 (NTD 19,248,360 ) and $ 206,087

(NTD 6,302,360 ), respectively;

accrued interest was $ 37,520 and $ 0 , respectively.

The Company expects to receive the repayment within next 12 months once BioFirst receives the licensing fees from FEYE.

As of June 30, 2024 and December 31, 2023, the Company has other receivables from BioFirst amounted $ 1,007 and $ 0 , respectively, due to daily operations.

Potential risks for receivable:

Delayed Payments:There's a risk that OncoX or ForSeeCon may delay their

payments to Rgene or BioFirst, respectively.

This delay can affect the timing of the repayment.

Default Risk:

OncoX or ForSeeCon may default on their payments

due to financial instability, which would directly impact Rgene’s or BioFirst’s ability to repay the loan.

Operational Risk:

Dependency on Licensing Revenue:

Both Rgene and BioFirst are dependent

on receiving licensing fees from OncoX and ForSeeCon.

Any disruption in these business relationships, such as contract disputes or changes

in market conditions, could impact their revenue and, in turn, their ability to meet repayment obligations.

Collection Risk:

Challenges in collecting licensing fees, such as administrative

errors or disputes over payment amounts, could delay the receivables.

Economic Downturn:

A general economic downturn could affect the financial

health of OncoX, ForSeeCon, Rgene, and BioFirst.

Reduced market demand or adverse changes in regulations could reduce the licensing fees

received, leading to potential issues in repayment.

Currency Fluctuations:

If the licensing fees or loans are in different

currencies, exchange rate volatility could reduce the value of receivables, impacting the repayment ability.

Legal and Regulatory Risks:

Contractual Obligations:

Any ambiguity or changes in the licensing

agreements between the parties could lead to legal disputes or renegotiations, potentially delaying the repayment process.

Compliance Risks:

If either party fails to comply with relevant

laws and regulations (e.g., intellectual property laws or tax regulations), it could result in fines, penalties, or legal costs that could

deplete the funds available for repayment.

Counterparty Risk:

Financial Health of Counterparties:

If OncoX or ForSeeCon face financial

difficulties or insolvency, it could severely impact their ability to pay licensing fees, thus affecting the repayment to Rgene and BioFirst.

Changes in Business Strategy:

OncoX or ForSeeCon may shift their

business strategy or priorities, potentially reducing their focus on the products or technologies licensed from Rgene or BioFirst, leading

to lower-than-expected fees.

12-Month Repayment Window:** While the repayment can be made

within 12 months, any delays toward the end of this period can increase uncertainty.

If the receivables are delayed beyond the 12-month

window, it may lead to financial stress or breach of agreements.

Changes to the Repayment Plan:

Negotiation Risk:

Any proposed changes to the repayment plan

require mutual agreement.

Disagreements or prolonged negotiations could delay repayment or lead to disputes.

By identifying and managing these risks, the parties involved will

better ensure that the repayment process is smooth and any potential issues are mitigated in advance.

The Company has received $ 100,076 (NTD 3,230,000 ) repayment

and expects to receive other repayment within next 12 months.

As of September 30, 2024 and December 31, 2023, the Company has other

receivables from BioFirst amounted $ 1 ,030 and $ 0 , respectively, due to daily operations.

The balances mainly represent advances to BioFirst

(Australia) for research and development purposes.

The business conditions of BioFirst (Australia) deteriorated and, as a result, the

Company recognized expected credit losses of $ 839,983 for the year ended December 31, 2023.

(4) 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

As of September 30, 2024 and December 31, 2023, due from BHK was $ 124,151 and $ 113,516 , respectively.

The Company’s due from related parties are subject to certain

risks that our collaborative parties, including OncoX and ForSeeCon, would face.

Such risks exist in future market conditions, macro economy,

legal and regulatory, results of clinical trials and product developments, and among others.

As of September 30, 2024, the Company’s

comprehensive review of these due from related party balances indicates that there are no expected losses.

This conclusion is based on

the business relationships with our related parties and the absence of any significant indicators of potential default.

Consequently,

no provision for credit loss has been recorded in our financial statements for the current period.

Due to related parties

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following as of the periods indicated:

Due to shareholders

Due to a Director

September 30,

The Jiangs (1)

Shareholders (2)

Directors (3)

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

As of June 30, 2024, and December 31, 2023, the outstanding balance due to the Jiangs amounted to $ 178,533 and $ 19,789 , respectively.

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

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

(2) Since 2018, the Company’s shareholders have advanced funds to

the Company for working capital purpose.

The advances bear interest rate of 12 % per annum.

As of June 30, 2024 and December 31, 2023, the outstanding principal and accrued interest was $ 143,528 and $ 152,382 , respectively.

Interest expenses in connection with these loans were $ 4,019 and $ 5,171 for the three months ended June 30, 2024 and 2023, respectively, and were $ 9,957 and $ 10,067 for the six months ended June 30, 2024 and 2023, respectively.

(3) The Director of AiBtl has been paying on behalf of the company for setup fees and certain operating expenses.

As of June 30, 2024, and December 31, 2023, the outstanding balance due to the Director amounted to $ 4,273 and $ 961 , respectively.

Deferred tax assets (liability) as of

June 30, 2024 and December 31, 2023 consist approximately of:

Interest expenses in connection with these

loans were $ 11 ,836 and $ 5,015 for the three months ended September 30, 2024 and 2023, respectively, and were $ 21,973 and $ 15,082 for the

nine months ended September 30, 2024 and 2023, respectively.

(3) The Director of AiBtl has been paying on behalf of the company, for

setup fees and certain operating expenses.

Deferred tax assets as of September 30, 2024 and

December 31, 2023 consist approximately of:

September 30,

Loss on impairment of Assets

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Valuation allowance

( 6,274,570 )

( 6,281,614 )

Deferred tax assets, net

On January 3, 2023, the Company issued 22,341 shares (post-split) of

common stock to a consultant for providing consulting services on listing to NASDAQ in 2021.

On January 3, 2023, the Company issued 22,341

shares (post-split) of common stock to a consultant for providing consulting services on listing to NASDAQ in 2021.

On July 27, 2023, the Company entered into that

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shares are subject to a three-year restriction period.

On February 6, 2024, the Company entered into

a definitive agreement with Shuling Jiang (“Shuling”), pursuant to which Shuling shall transfer the ownership of certain land

she owns located at Taoyuan City, Taiwan (the “Land”) to the Company (the “Agreement”).

Shuling is a director

of the Company, is married to TS Jiang, the Company’s Chief Strategic Officer and owns approximately 15.4 % of the Company’s

issued and outstanding shares of common stock.

In consideration for the Land, the Company was to pay Shuling (i) 703,496 restricted shares

of the Company’s common stock (the “Shares”) at a price of $ 3.50 per share and (ii) five-year warrants to purchase up

to 1,000,000 shares of the Company’s common stock, with an exercise price of $ 2.00 per share.

Under the Agreement, Shuling was to

also transfer outstanding liability owed on the Land (approximately $ 500,000 ) to the Company.

On May 16, 2024, the Company’s board

of directors determined that it was in the best interest of the Company and its shareholders to terminate the Agreement and not proceed

with the transfer of land ownership;

the Company may reconsider the transaction at a later date.

The shares were returned and booked as

treasury stock, and the warrants were not issued.

On May 24, 2024, the Company issued 200,000 shares

of common stock to a consultant for providing business and funding opportunities.

In June 2024, the Company entered into a stock purchase agreement with

an investor, which the Company will issue 41,387 shares of common stock at $ 0.75 per share to the investor for cash.

As of September 30,

2024, the proceeds were received.

Due to certain stock transfer processes, one of the Company’s shareholders transferred such shares

to the investor on behalf of the company in July 2024;

the company plans to issue the same number of shares to the transferring shareholder

In July 2024, the Company entered into an agreement with its landlord

in California, pursuant that the Company will issue 169,992 shares of common stock for the rent payable through July 2024, in total of

The Company will also issue a variable number of shares equivalent to the August and September 2024 rent amount in total of

$ 64,147 at the average VWAP (Volume Weighted Average Price) of last five trading days of July 2024.

These shares are restricted for six

months from the issuance but no later than February 15, 2025.

169,992 shares were issued on July 25, 2024 for the rent payables through

July 2024, 43,458 shares were issued on August 14, 2024 for the August 2024 rent, and 46,072 shares were issued on September 3, 2024 for

the September 2024 rent.

Noncontrolling Interests

On March 14, 2024, AiBtl BioPharma Inc.

1,610,700 AiBtl BioPharma Inc.’s common stocks to a land acquisition transaction in Taiwan, including the consulting fee of $ 383,500

and the cost of land of $ 7,670,000 .

Due to certain administrative processes and restrictions, AiBtl BioPharma Inc.

has not acquired ownership

of the land and no asset was recognized.

AiBtl BioPharma Inc.

is in the process of resolving this issue.

On April 11, 2024 and May 10, 2024, AiBtl BioPharma

entered into share purchase agreements with an investor to sell 100,000 shares of AiBtl BioPharma Inc.

common stocks at $ 1.00 per

As of the issuance date of the interim financial statements, the stock has not been issued.

On March 14, 2024, AiBtl issued 1,610,700 AiBtl’s

common stocks to a land acquisition transaction in Taiwan, including the consulting fee of $ 383,500 and the cost of land of $ 7,670,000 .

Due to certain administrative processes and restrictions, AiBtl has not acquired ownership of the land and no asset was recognized.

November 2024, the title transfer process was completed, and AiBtl now possesses the land through a fully owned Taiwan-based subsidiary.

On April 11, 2024, May 10, 2024, and August 15, 2024, AiBtl entered

into share purchase agreements with an investor to sell 127,270 shares of AiBtl common stocks at an average of $ 1.05 per share.

the issuance date of the interim financial statements, the stock has not been issued.

Lind Offerings and Repayments

On February 23, 2023, in connection with the issuance

of the Lind Note (referring to Note 7), the Company also issued Lind a common stock purchase warrant to purchase up to 529,167 shares

(post-split) of the Company’s common stock at an initial exercise price of $ 10.5 per share, subject to adjustment.

During the period

ended March 31, 2024, the Company has been repaying Lind with securities for 751,795 shares, totaling $ 681,000 .

During the three months

ended June 30, 2024, the Company further repaid Lind with securities for 153,508 shares of common stock, totaling $ 130,175 .

30, 2024, this convertible note was fully repaid.

During July 2023, the warrant exercise price was reset to $ 3.5 in accordance with the

issuance of common stock in relation to securities purchase agreement in July 2023.

On May 22, 2024, the exercise price of these warrants

was reset to $ 0.75 along with the immediate exercise of existing warrants and issuance of the New Warrants.

As of June 30, 2024, these

warrants were fully exercised.

On February 23, 2023, in connection with the issuance of the Lind Note

(referring to Note 7), the Company also issued Lind a common stock purchase warrant to purchase up to 529,167 shares (post-split) of the

Company’s common stock at an initial exercise price of $ 10.5 per share, subject to adjustment.

During the period ended March 31,

2024, the Company has been repaying Lind with securities for 751,795 shares, totaling $ 681,000 .

During the three months ended June 30,

2024, the Company further repaid Lind with securities for 153,508 shares of common stock, totaling $ 130,175 .

As of June 30, 2024, this

convertible note was fully repaid.

During July 2023, the warrant exercise price was reset to $ 3.5 in accordance with the issuance of common

stock in relation to securities purchase agreement in July 2023.

On May 22, 2024, the exercise price of these warrants was reset to $ 0.75

along with the immediate exercise of existing warrants and issuance of the New Warrants.

On November 17, 2023, in connection with the issuance

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a debt discount.

On January 17, 2024, in connection with the issuance of the 3 rd

Lind Note (referring to Note 7, Convertible Notes Payable), Lind also received a 5 -year, common stock purchase warrant to purchase up

to 1,000,000 shares of the Company’s common stock at an initial exercise price of $ 2 per share.

On May 22, 2024, the Company and Lind entered into a letter agreement,

pursuant to which Lind will exercise, for cash, 1,000,000 of its Pre-Existing Warrants (all of the warrants issued to Lind on February

23, 2023, November 17, 2023 and January 17, 2024 are hereinafter referred to as the “Pre-Existing Warrants”), to purchase

shares of Common Stock at a reduced exercise price of $ 0.75 per share.

Concurrently, the exercise price of all Pre-Existing Warrants was

reduced to $ 0.75 per share according to this agreement.

Lind will also receive a new warrant to purchase 1,000,000 shares of common stock,

exercisable at any time on or after the date of its issuance and until the five-year anniversary thereof, for $ 1.00 per share (the “ New

The fair value of the New Warrants was determined to be $ 925,210 using the Black-Scholes model.

New Warrant may be exercised via cashless exercise or resale pursuant to the registration statement that was declared effective.

June 30, 2024, Lind has exercised 1,000,000 shares of Pre-Existing Warrants and received 1,000,000 shares of New Warrants according to

this agreement.

All w arrants issued to Lind may be exercised via cashless exercise.

On January 17, 2024, in connection with the issuance

of the 3 rd Lind Note (referring to Note 7, Convertible Notes Payable), Lind also received a 5 -year, common stock purchase warrant

to purchase up to 1,000,000 shares of the Company’s common stock at an initial exercise price of $ 2 per share.

On May 22, 2024, the Company and Lind entered

into a letter agreement, pursuant to which Lind will exercise, for cash, 1,000,000 of its Pre-Existing Warrants (all of the warrants issued

to Lind on February 23, 2023, November 17, 2023 and January 17, 2024 are hereinafter referred to as the “Pre-Existing Warrants”),

to purchase shares of Common Stock at a reduced exercise price of $ 0.75 per share.

Such 1,000,000 Pre-Existing Warrants exercised include 529,167 warrants issued in February 2023 and 470,833 warrants issued in November

Concurrently, the exercise price of all Pre-Existing

Warrants was reduced to $ 0.75 per share according to this agreement.

Lind will also receive a new warrant to purchase 1,000,000 shares

of common stock, exercisable at any time on or after the date of its issuance and until the five-year anniversary thereof, for $ 1.00 per

share (the “ New Warrant ”).

The fair value of the New Warrants was determined to be $ 925,210 using the Black-Scholes

The New Warrant may be exercised via cashless exercise or resale pursuant to the registration statement that was declared effective.

As of September 30, 2024, Lind has exercised 1,000,000 shares of Pre-Existing Warrants and received 1,000,000 shares of New Warrants according

to this agreement.

All warrants issued to Lind may be exercised via cashless exercise.

On July 12, 2024, the Company issued Lind

200,000 shares of the Company’s common stock as a repayment of $ 200,000 principal of 2 nd Lind Note.

the amended agreement pursuant to Nasdaq requirements, the conversion price is subject to $ 1.00 floor price if the conversion price

was below such floor.

Based on the conversion price of $ 0.7907 , the Company made an additional $ 88,403 cash repayment in addition to

the issuance of 200,000 shares.

On September 11, 2024, the Company issued

Lind 200,000 shares of the Company’s common stock as a repayment of $ 200,000 principal of 2 nd Lind Note.

to the amended agreement pursuant to Nasdaq requirements, the conversion price is subject to $ 1.00 floor price if the conversion

price was below such floor.

Based on the conversion price of $ 0.6575 , the Company made an additional $ 90,722 cash repayment in

addition to the issuance of 200,000 shares.

Warrants issued and outstanding in connection with above Lind convertible

notes as of June 30, 2024, and their activities during the six months ended are as follows:

notes as of September 30, 2024, and their activities during the nine months ended are as follows:

Shares Weighted-

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Exercised ( 1,000,000 ) -

Outstanding as of June 30, 2024 2,529,167 $ 0.85 4.65 $ -

Outstanding as of September 30, 2024 2,529,167 $ 0.85 4.35 $ -

STOCK OPTIONS

On October 30, 2020, the Company issued an aggregate

of 545,182 shares of common stock in lieu of unpaid salaries of certain employees and unpaid consulting fees under the 2016 Equity Incentive

October 30, 2020, the Company issued an aggregate of 54,518 (post-split, thereafter in this note for number of options and the exercise

price) shares of common stock in lieu of unpaid salaries of certain employees and unpaid consulting fees under the 2016 Equity Incentive

Plan, as amended, at a conversion price of $ 20 per share;

the total amount of converted salaries and consulting fees was $ 1,090,361 .

November 21, 2020, the Company entered into acknowledgement agreements and stock option purchase agreements with these employees and consultant;

pursuant to which the Company granted stock options to purchase 545,182 shares of the Company’s common stock in lieu of common stock.

On November 21, 2020, the Company entered into acknowledgement agreements and stock option purchase agreements with these employees and

pursuant to which the Company granted stock options to purchase 54,518 shares of the Company’s common stock in lieu

of common stock.

The options were vested at the grant date and become exercisable for 10 years from the grant date.

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common stock under the 2016 Equity Incentive Plan, at an exercise price of $ 30 per share, exercisable for 10 years from the grant date.

As of June 30, 2024, these stock options have not been granted.

Options issued and outstanding as of June 30,

2024, and their activities during the six months ended are as follows:

As of September 30, 2024, these stock options have not been granted.

Options issued and outstanding as of September

30, 2024, and their activities during the nine months ended are as follows:

(post-split) Weighted-

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Outstanding as of January 1, 2024 258,710 $ 27.9 - $ -

Outstanding as of June 30, 2024 258,710 27.9 7.25 $ -

Exercisable as of June 30, 2024 258,710 27.9 7.25 $ -

Granted - - - -

Forfeited - - - -

Outstanding as of September 30, 2024 258,710 $ 27.9 6.99 $ -

Exercisable as of September 30, 2024 258,710 $ 27.9 6.99 $ -

Vested and expected to vest 258,710 $ 27.9 6.99 $ -

There are 386,021 options (post-split) available

for grant under the 2016 Equity Incentive Plan as of June 30, 2024.

Compensation costs associated with the Company’s stock options

are recognized, based on the grant-date fair values of these options over vesting period.

There are 386,021 options available for grant

under the 2016 Equity Incentive Plan as of September 30, 2024.

Compensation costs associated with the Company’s stock options are

recognized, based on the grant-date fair values of these options over vesting period.

Accordingly, the Company recognized $0 stock-based

compensation expense for the six months ended June 30, 2024 and 2023, respectively.

There were no options exercised during the six months

ended June 30, 2024.

As of June 30, 2024, there were no unvested options.

The fair value of stock options granted for the year ended December

31, 2023 was calculated using the Black-Scholes option-pricing model applying the following assumptions:

compensation expense in connection with employee stock options for the nine months ended September 30, 2024 and 2023, respectively.

were no options exercised during the nine months ended September 30, 2024.

As of September 30, 2024, there were no unvested options.

The fair value of stock options granted for the

year ended December 31, 2022 was calculated using the Black-Scholes option-pricing model applying the following assumptions:

Risk free interest rate 2.79 %

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Diluted loss per share is computed by dividing net loss

by the weighted-average number of common stock and dilutive potential common stock outstanding during the three and six months ended June

30, 2024 and 2023.

by the weighted-average number of common stock and dilutive potential common stock outstanding during the three and nine months ended

September 30, 2024 and 2023.

For the Three Months

September 30,

Net loss attributable to ABVC’s common stockholders

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-Basic and Diluted

For the Six Months

For the Nine months

September 30,

Net loss attributable to ABVC’s common stockholders

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in the transition to the new standard and allowed under ASC 842:

● Reassessment of expired or

existing contracts:

The Company elected not to reassess, at the application date, whether any expired or existing contracts contained

leases, the lease classification for any expired or existing leases, and the accounting for initial direct costs for any existing leases.

Reassessment of expired or existing contracts:

The Company elected not to reassess, at the application date, whether any expired or existing contracts contained leases, the lease classification for any expired or existing leases, and the accounting for initial direct costs for any existing leases.

Use of hindsight:

elected to use hindsight in determining the lease term (that is, when considering options to extend or terminate the lease and to purchase

the underlying asset) and in assessing impairment of right-to-use assets.

● Reassessment of existing or

expired land easements:

The Company elected not to evaluate existing or expired land easements that were not previously accounted for

as leases under ASC 840, as allowed under the transition practical expedient.

Going forward, new or modified land easements will be evaluated

under ASU No.

● Separation of lease and non-

lease components:

The Company elected to use hindsight in determining the lease term (that is, when considering options to extend or terminate the lease and to purchase the underlying asset) and in assessing impairment of right-to-use assets.

Reassessment of existing or expired land easements:

The Company elected not to evaluate existing or expired land easements that were not previously accounted for as leases under ASC 840, as allowed under the transition practical expedient.

Going forward, new or modified land easements will be evaluated under ASU No.

Separation of lease and non- lease components:

Lease agreements that contain both lease and non-lease components are generally accounted for separately.

● Short-term lease recognition

The Company also elected the short-term lease recognition exemption and will not recognize ROU assets or lease liabilities

for leases with a term less than 12 months.

The new leasing standard requires recognition

of leases on the consolidated balance sheets as right-of-use (“ROU”) assets and lease liabilities.

ROU assets represent the

Company’s right to use underlying assets for the lease terms and lease liabilities represent the Company’s obligation to make

lease payments arising from the leases.

Operating lease ROU assets and operating lease liabilities are recognized based on the present

value and future minimum lease payments over the lease term at commencement date.

The Company’s future minimum based payments used

to determine the Company’s lease liabilities mainly include minimum based rent payments.

As most of Company’s leases do not

provide an implicit rate, the Company uses its estimated incremental borrowing rate based on the information available at commencement

date in determining the present value of lease payments.

Short-term lease recognition exemption:

The Company also elected the short-term lease recognition exemption and will not recognize ROU assets or lease liabilities for leases with a term less than 12 months.

The new leasing standard requires

recognition of leases on the consolidated balance sheets as right-of-use (“ROU”) assets and lease liabilities.

assets represent the Company’s right to use underlying assets for the lease terms and lease liabilities represent the

Company’s obligation to make lease payments arising from the leases.

Operating lease ROU assets and operating lease

liabilities are recognized based on the present value and future minimum lease payments over the lease term at commencement date.

The Company’s future minimum based payments used to determine the Company’s lease liabilities mainly include minimum

based rent payments.

As most of the Company’s leases do not provide an implicit rate, the Company uses its estimated

incremental borrowing rate based on the information available at commencement date in determining the present value of lease

The Company recognized lease liabilities, with

9 unchanged sentences

The Company’s

leases primarily include various office and laboratory spaces, copy machine, and vehicles under various operating lease arrangements.

leases primarily include various office and laboratory spaces, copy machines, and vehicles under various operating lease arrangements.

The Company’s operating leases have remaining lease terms of up to approximately five years.

September 30,

Operating lease right-of-use assets

5 unchanged sentences

Three Months Ended

September 30,

Operating lease expenses

Six Months Ended

Nine months Ended

September 30,

Operating lease expenses

Other information related to leases is presented

Six months Ended

Nine months Ended

September 30,

Cash paid for amounts included in the measurement of operating lease liabilities

Stock paid for amounts included in the measurement of operating lease liabilities

September 30,

2024 December 31,

5 unchanged sentences

leases during the next five years and thereafter, at rates now in force, are as follows:

Operating leases

2024 (excluding six months ended June 30, 2024)

2024 (excluding nine months ended September 30, 2024)

Total future minimum lease payments, undiscounted

2 unchanged sentences

SUBSEQUENT EVENTS

In July 2024, the Company entered into an agreement with its landlord

in California, pursuant that the Company will issue 169,992 shares of common stock for the rent payable through July 2024, in total of

The Company will also issue variable number of shares equivalent to the August and September 2024 rent amount in total of

$ 64,147 at the average VWAP (Volume Weighted Average Price) of last five trading days of July 2024.

These shares are restricted for six

months from the issuance but no later than February 15, 2025.

169,992 shares were issued on July 25, 2024.

In June 2024, the Company entered into a stock

purchase agreement with an investor, which the Company will issue 41,387 shares of common stock at $ 0.75 per share to the investor for

As of June 30, 2024, the proceeds was received.

Due to certain stock transfer processes, the Company’s shareholder transferred

such shares to this investor on behalf of the Company in July 2024.

The Company plans to issue these shares to the transferring shareholder

once the process is complete.

$ 31,040 was booked as “Stock to be issued” on the consolidated balance sheet.

Except as disclosed above, the Company has evaluated subsequent events

and transactions that occurred after June 30, 2024 up through the date the Company issued these unaudited consolidated financial statements

on August 14, 2024.

All subsequent events requiring recognition as of June 30, 2024 have been incorporated into these unaudited consolidated

financial statements and there are no other subsequent events that require disclosure in accordance with FASB ASC Topic 855, “Subsequent

In October 2024, the Company entered into an agreement

with its landlord in California, pursuant that the Company will issue 64,147 shares of common stock for the rent payable for October 2024,

at the average VWAP (Volume Weighted Average Price) of last five trading days of October 2024 in total of $ 32,074 .

These shares are restricted

for six months from the issuance but no later than April 30, 2025.

The November 2024 rent of $ 32,074 will also be paid in the form of

the Company’s common stock, at the average of last five trading days of November 2024.

These shares are restricted for six months

from the issuance but no later than May 31, 2025.

On October 18, 2024, the Company issued Lind

200,000 shares of the Company’s common stock as a repayment of $ 200,000 principal of 2 nd Lind Note.

the amended agreement pursuant to Nasdaq requirements, the conversion price is subject to $ 1.00 floor price if the conversion price

was below such floor.

Based on the conversion price of $ 0.4229 , the Company made an additional $ 147,892 cash repayment in addition

to the issuance of 200,000 shares.

In November 2024, the Company and Lind entered

into a letter agreement, pursuant to which Lind will exercise, for cash, 500,000 of its Pre-Existing Warrant, to purchase shares of Common

Stock at a reduced exercise price of $ 0.42 per share.

In October 2024, the title transfer process of

the land acquired by AiBtl was completed, and AiBtl now possesses the land through a fully owned Taiwan-based subsidiary.

In October 2024, AiBtl entered an agreement

with an investor that AiBtl will issue a convertible note for $ 30,000 .

The note has a 1 -year term, bears no interest, and can be

converted to AiBtl’s common shares at $ 5 per share any time prior to maturity.

AiBtl can repay the note at any time prior to

the maturity date without penalty.

Except as disclosed above, the Company has evaluated

subsequent events and transactions that occurred after September 30, 2024 up through the date the Company issued these unaudited consolidated

financial statements on November 14, 2024.

All subsequent events requiring recognition as of September 30, 2024 have been incorporated

into these unaudited consolidated financial statements and there are no other subsequent events that require disclosure in accordance

with FASB ASC Topic 855, “Subsequent Events.”

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-Q

Item 1. Financial Statements