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Related Parties Transactions

3 Months Ended

Mar. 31, 2018

6. RELATED PARTIES TRANSACTIONS

The related parties of the company with whom transactions are reported in these financial statements are as follows:

Name of entity or Individual		Relationship with the Company and its subsidiaries
BioLite Inc. (the “BioLite”)		Shareholder of the Company; entity controlled by controlling beneficiary shareholder of YuanGene
BioFirst Corporation (the “BioFirst”)		Entity controlled by controlling beneficiary shareholder of YuanGene
Rgene Corporation (the “Rgene”)		Shareholder of the Company; entity controlled by controlling beneficiary shareholder of YuanGene
YuanGene Corporation (the “YuanGene”)		Controlling beneficiary shareholder of the Company
AsianGene Corporation (the “AsianGene”)		Shareholder; entity controlled by controlling beneficiary shareholder of YuanGene
Eugene Jiang		Chairman, interim CFO and former President

Due to related parties

Amount due to related parties consisted of the following as of the periods indicated:

	March 31,		December 31,
	2018		2017
BioLite, Inc.	$	109,220	$	109,220
BioFirst Corporation		3,964,000		3,957,000
AsianGene Corporation		160,000		160,000
YuanGene Corporation		53,000		3,000
Eugene Jiang		100		100
Total	$	4,286,320	$	4,229,320

Related party transactions

(1)	As of March 31, 2018 and December 31, 2017, BioLite has advanced an aggregate amount of $109,220 to the Company for working capital purpose. The advances bear 0% interest rate and are due on demand.

(2)

On January 26, 2017, the Company and BioFirst entered into a loan agreement for a total commitment (non-secured indebtedness) of $950,000 to meet its working capital needs. Under the terms of the loan agreement, the loan bears interest at 1% per month (or equivalent to 12% per annum) and the Company is required to pay interest monthly to the lender. The loan will be matured on February 1, 2018. On February 2, 2018, the Company and BioFirst agreed to extend the maturity date of loan to February 1, 2019 with the same terms of the original loan agreement. As of March 31, 2018 and December 31, 2017, the outstanding loan balance is $950,000 and accrued interest is $17,960 and $17,460 (See Note 5). Interest expenses in connection with this loan were $28,500 and $19,000 for the three months ended March 31, 2018 and 2017, respectively.

(3)

On July 24, 2017, BriVision entered into a collaborative agreement (the “BioFirst Collaborative Agreement”) with BioFirst (See Note 4). On September 25, 2017, BioFirst has delivered all research, technical, data and development data to BriVision, and the Company has recorded full amount of $3,000,000 due to BioFirst.

(4)	As of March 31, 2018 and December 31, 2017, BioFirst has advanced in an aggregate amount of $14,000 and $7,000 to the Company for working capital purposes, respectively. The advances bear 0% interest rate and are due on demand.

(5)

In September 2017, AsianGene entered an investment and equity transfer agreement (the “Investment and Equity Transfer Agreement”) with Everfront Biotech Inc. (the “Everfront”), a third party. Pursuant to the Investment and Equity Transfer Agreement, Everfront agreed to purchase 2,000,000 common shares of the Company owned by AsianGene at $1.60 per share in a total amount of $3,200,000, of which $160,000 is due before September 15, 2017 and the remaining amount of $3,040,000 is due before December 15, 2017. As of March 31, 2018 and December 31, 2017, Everfront only paid $160,000 to AsianGene. AsianGene also agreed to loan the proceeds to the Company for working capital purpose. On January 16, 2018, AsianGene and the Company entered into a loan agreement. Pursuant to the loan agreement, the loan bears interest at 1% per month (or equivalent to 12% per annum) and the Company is required to pay interest monthly to the lender. The loan will be matured on January 15, 2019. As of March 31, 2018 and December 31, 2017, the outstanding loan balance is $160,000. Interest expenses in connection with this loan were $3,945 and $0 for the three months ended March 31, 2018 and 2017, respectively.

(6)	As of March 31, 2018 and December 31, 2017, YuanGene Corporation has advanced an aggregate amount of $3,000 to the Company for working capital purposes. The advances bear 0% interest rate and are due on demand.

(7)

On January 18, 2018, the Company and YuanGene entered into a loan agreement for a total of $50,000 to meet its working capital needs. Under the terms of the loan agreement, the loan bears interest at 1% per month (or equivalent to 12% per annum) and the Company is required to pay interest monthly to the lender. The loan will be matured on January 17, 2019. As of March 31, 2018 and December 31, 2017, the outstanding loan balance is $50,000 and $0, and accrued interest is $1,200 and $0 (See Note 5), respectively. Interest expenses in connection with this loan were $1,200 and $0 for the three months ended March 31, 2018 and 2017, respectively.

(8)	As of March 31, 2018 and December 31, 2017, the Chairman of the Company has advanced in an aggregate amount of $100 to the Company for working capital purpose. The advances bear 0% interest rate and are due on demand.

(9)

On May 26, 2017, BriVision entered into a co-development agreement (the “Co-Dev Agreement”) with Rgene (See Note 4). As of March 31, 2018 and December 31, 2017, the Company has received an aggregate amount of $450,000 in cash and has recorded $2,550,000 as receivable from collaboration partners. Since both Rgene and the Company are related parties and under common control by a controlling beneficiary shareholder of YuanGene Corporation, 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 September 30, 2017.

(10)

During the three months ended March 31, 2017, the Company entered an operating lease agreement with AsianGene for an office space in Taiwan for the period from October 1, 2016 to July 31, 2017. The monthly base rent is approximately $5,000. Rent expenses under this lease agreement amounted to $0 and $15,000 for the three months ended March 31, 2018 and 2017, respectively.