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ABVC BioPharma (ABVC) replaces auditor and reiterates going-concern language

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

ABVC BioPharma, Inc. reported a change in its independent auditor. On June 30, 2026, the audit committee dismissed Simon & Edward, LLP and engaged Kreit & Chiu CPA LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

Simon & Edward’s audit reports for the years ended December 31, 2024 and 2025 contained no adverse or disclaimed opinions and were not qualified, other than explanatory paragraphs highlighting substantial doubt about ABVC’s ability to continue as a going concern. The company states there were no disagreements with Simon & Edward and no reportable events other than previously disclosed material weaknesses in internal control over financial reporting. ABVC has asked Simon & Edward to provide a confirming letter to the SEC, which is included as an exhibit.

Positive

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Negative

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Insights

ABVC switches auditors while reiterating going-concern and control-weakness disclosures.

ABVC BioPharma’s audit committee replaced Simon & Edward, LLP with Kreit & Chiu CPA LLP for the year ending December 31, 2026. The filing emphasizes that Simon & Edward’s prior reports for 2024 and 2025 were clean aside from going-concern language.

The going-concern explanatory paragraphs and material weaknesses in internal control over financial reporting were already disclosed, so this event mainly formalizes an auditor transition rather than introducing new financial data. The company also notes there were no disagreements or additional reportable events, which helps frame the change as procedural rather than dispute-driven.

The letter from Simon & Edward, filed as Exhibit 16.1 and dated July 1, 2026, is intended to confirm its agreement with ABVC’s description of the relationship. Future periodic reports will show how Kreit & Chiu assesses the same going-concern and internal-control issues under its audit approach.

Item 4.01 Changes in Registrant's Certifying Accountant Governance
The company changed its independent auditing firm, which may involve disagreements on accounting matters.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Auditor dismissal date June 30, 2026 Audit committee dismissed Simon & Edward, LLP
New auditor engagement period Fiscal year ending December 31, 2026 Kreit & Chiu CPA LLP engaged as auditor
Prior auditor engagement start October 17, 2024 Simon & Edward, LLP began serving as auditor
Fiscal years audited with going-concern paragraph Years ended December 31, 2024 and 2025 Explanatory paragraphs on ability to continue as going concern
Exhibit 16.1 date July 1, 2026 Letter from Simon & Edward, LLP to SEC
independent registered public accounting firm financial
"engagement of Kreit & Chiu CPA LLP (“KC”) to serve as the independent registered public accounting firm of the Corporation"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
going concern financial
"except for an explanatory paragraph regarding the Company’s ability to continue as a going concern in S&E’s report"
A going concern is a business that is expected to continue its operations and meet its obligations for the foreseeable future, rather than shutting down or selling off assets. This assumption matters to investors because it indicates stability and ongoing profitability, making the business a more reliable investment. Think of it as believing a restaurant will stay open and serve customers, rather than closing down suddenly.
material weaknesses in the Company’s internal control over financial reporting financial
"except for the previously disclosed identification of material weaknesses in the Company’s internal control over financial reporting"
reportable events regulatory
"there were no “reportable events” as that term is described in Item 304(a)(1)(v) of Regulation S-K"
Reportable events are significant incidents or changes a company is legally required to disclose to regulators and the public, such as major safety problems, legal actions, financial irregularities, or management changes. They matter to investors because these events can alter a company’s risk profile or future performance, much like a dashboard warning light signals a problem that could affect a car’s safety or reliability. Timely disclosure helps investors make informed decisions and maintain market fairness.
Item 304(a)(1)(v) of Regulation S-K regulatory
"“reportable events” as that term is described in Item 304(a)(1)(v) of Regulation S-K"
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): July 2, 2026

 

ABVC BIOPHARMA, INC.

(Exact name of registrant as specified in its charter)

 

Nevada   001-40700   26-0014658
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

44370 Old Warm Springs Blvd.
Fremont, CA		   94538
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number including area code: (510) 668-0881

 

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol   Name of each exchange on which registered
Common Stock, par value $0.001 per share   ABVC   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

Item 4.01 Changes in Registrant’s Certifying Accountant.

 

On June 30, 2026, the audit committee of the board of directors of ABVC BioPharma, Inc. (the “Corporation”) approved the dismissal of Simon & Edward, LLP (“S&E”) and the engagement of Kreit & Chiu CPA LLP (“KC”) to serve as the independent registered public accounting firm of the Corporation for the fiscal year ending December 31, 2026.

 

S&E was the Corporation’s independent registered public accounting firm from October 17, 2024, to June 30, 2026. S&E’s reports on the Corporation’s financial statements for the fiscal years ended December 31, 2024 and 2025 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles, except for an explanatory paragraph regarding the Company’s ability to continue as a going concern in S&E’s report for the fiscal years ended December 31, 2024 and 2025. During the Corporation’s two most recent fiscal years and through June 30, 2026, there were no disagreements with S&E on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to S&E’s satisfaction, would have caused S&E to make reference to the subject matter of the disagreement in connection with its report on the Corporation’s financial statements for such periods. Furthermore, during the Corporation’s two most recent fiscal years and through June 30, 2026, there were no “reportable events” as that term is described in Item 304(a)(1)(v) of Regulation S-K, except for the previously disclosed identification of material weaknesses in the Company’s internal control over financial reporting.

 

The Corporation has provided S&E with a copy of the above disclosure and requested that S&E furnish a letter addressed to the U.S. Securities and Exchange Commission (the “Commission”) stating whether or not it agrees with the above statements. A copy of S&E’s letter is filed hereto as Exhibit 16.1.

 

During the Corporation’s two most recent fiscal years and through June 30, 2026, neither the Corporation nor anyone on its behalf consulted Kreit & Chiu CPA LLP with respect to any matters or reportable events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
Number		   Exhibit
16.1   Letter, dated July 1, 2026, from S&E addressed to the Commission
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 

SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  ABVC BioPharma, Inc.
     
July 2, 2026 By: /s/ Uttam Patil
    Uttam Patil
    Chief Executive Officer

 

2

 

Source: View Original Filing on SEC EDGAR

FAQ

What auditor change did ABVC (ABVC) disclose in this 8-K?

ABVC BioPharma’s audit committee dismissed Simon & Edward, LLP and engaged Kreit & Chiu CPA LLP as its independent registered public accounting firm for the fiscal year ending December 31, 2026, marking a formal transition in external auditors.

Were there disagreements between ABVC (ABVC) and Simon & Edward, LLP?

ABVC states there were no disagreements with Simon & Edward, LLP during the two most recent fiscal years and through June 30, 2026 on accounting principles, financial statement disclosure, or audit scope that would have required mention in the auditor’s reports.

Did ABVC’s prior audit reports include a going concern warning?

Yes. Simon & Edward’s reports on ABVC’s financial statements for the fiscal years ended December 31, 2024 and 2025 included explanatory paragraphs about the company’s ability to continue as a going concern, even though the overall opinions were not adverse or disclaimed.

What internal control issues did ABVC (ABVC) reference in this filing?

ABVC notes there were no reportable events under Regulation S-K Item 304(a)(1)(v) during the last two fiscal years and through June 30, 2026, except for previously disclosed material weaknesses in its internal control over financial reporting, which remain an important governance consideration.

Did ABVC consult Kreit & Chiu CPA LLP before appointing them auditor?

The company reports that during its two most recent fiscal years and through June 30, 2026, neither ABVC nor anyone on its behalf consulted Kreit & Chiu CPA LLP on matters or reportable events covered by Regulation S-K Item 304(a)(2)(i) and (ii).

Filing Exhibits & Attachments

4 documents

Other Documents