BioNexus Gene Lab Corp.

12/23/2025 | Press release | Distributed by Public on 12/23/2025 16:21

Material Event (Form 8-K)

Item 8.01. Other Events

As previously disclosed, commencing in the third quarter of fiscal year 2025, the Company's Board of Directors authorized the evaluation of a potential expansion into Contract Development and Manufacturing ("CDMO") activities within its Chemrex Corporation Sdn. Bhd. ("Chemrex") subsidiary. This evaluation formed part of a broader business rationalization initiative in light of challenges identified in Chemrex's legacy operations, its business outlook, and the Company's strategic objective of transitioning toward biotechnology-focused development activities.

The Company has also previously disclosed that it initiated a governance review of Chemrex, which includes an assessment of historical governance, compliance, and operational matters. This review remains ongoing and is being conducted as part of the Company's efforts to enhance oversight, internal controls, and governance practices within the Chemrex subsidiary.

In connection with this governance review and the regularisation of Chemrex's board and management structure, the Company appointed additional directors to the board of Chemrex to oversee these efforts. The reconstituted board of directors of Chemrex appointed Mr. Matthew L. Barsing to serve as a director and as Chairman of the Board of Chemrex. Mr. Barsing has prior experience in public-sector and private-sector leadership roles, including service with the Malaysian Digital Economy Corporation and executive leadership roles within technology-focused enterprises.

On December 19, 2025, the Company received notices of resignation from the following officers and directors of Chemrex:

Mr. Too Kam Tham

Mr. Liong Tai Tan

Mr. Wei Foong Lim

Mr. Kuan Yew Tan @ Hing Kuan Yew

These individuals did not serve as executive officers of the Company.

At this time, the Company continues to evaluate the impact of these resignations in the context of the ongoing governance review and, where appropriate, to assess any potential courses of action available to the Company or its subsidiaries. No conclusions have been reached, and any such assessments remain subject to further review.

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