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BioNexus Gene Lab Corp

For the period ended Jun 30, 2026. Filed Aug 14, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 14, 2026

BGLC$0.89+7.5%Stored close · as of Nov 9, 2026

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Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of June 30, 2026, the Company carried out an evaluation under the supervision and with the participation of its Chief Executive Officer and Chief Financial Officer of the effectiveness of the design and operation of the Company’s disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended.

Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were not effective as of the end of the period covered by this report for the reasons reported below.

Internal Control over Financial Reporting

The Company is not required to provide an attestation report from its registered public accounting firm under Section 404(b) of the Sarbanes-Oxley Act of 2002 because it is a non-accelerated filer.

Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). As of June 30, 2026, management concluded that the Company did not maintain effective internal control over financial reporting because of the material weakness described below. Management used the criteria established in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Internal Control Remediation at Subsidiary Level

During fiscal years 2024 and 2025, respectively, the Company’s independent registered public accounting firm communicated to management a concern regarding the sufficiency of internal financial controls at its Chemrex subsidiary. The identified issues related primarily to documentation standards, delegation of transaction approval authority, and the timeliness of internal reporting.

Subsequently, the Company commenced its previously reported remediation plan which targeted the following areas:

Remediation Plan

·Implementation of a revised delegation of authority policy at the subsidiary level;
·Reconstitution and strengthening of oversight mechanisms through the Board and Audit Committee;
·Review and ratification of all affected transactions by the Audit Committee;
·Initiation of an internal audit of Chemrex procurement and contracting procedures;
·Staff retraining on internal control and reporting policies.

Management has implemented significant elements of this remediation plan, including a change in policies, documentation, personnel, and delegated authorities. However, the review and ratification process relating to certain affected transactions remains ongoing as of the date of this report. In addition, the material weakness will not be considered remediated until the revised controls have been in operation for a sufficient period of time and management has concluded, through testing, that these controls are designed and operating effectively.

Changes in Internal Controls over Financial Reporting

During the quarter ended June 30, 2026, the Company continued implementing remediation measures in response to the material weakness described above, including changes to the approval and oversight processes at the subsidiary level. Other than those remediation activities, there were no changes in the Company’s internal control over financial reporting during the quarter ended June 30, 2026 that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. The Company expects to continue implementing and testing remediation measures during fiscal 2026.

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