Material Event (Form 8-K)

Item 8.01 Other Events.

CannaPharmaRX, Inc. (the "Company") announced today that the failure-to-file cease trade order (the "CTO") issued by the BC Securities Commission (the "BCSC") has been revoked effective December 12, 2025. The CTO was issued by the BCSC on May 11, 2023, as a result of its failure to file its annual audited financial statements for the year ended December 31, 2022; management's discussion and analysis for the year ended December 31, 2022; annual information form for the year ended December 31, 2022; and certificate of annual filings for the year ended December 31, 2022 (the "Delinquent Filings") as required under Canadian National Instrument 51-102 - Continuous Disclosure Obligations.

The Company filed the Delinquent Filings on SEDAR and with the United States Securities and Exchange Commission (the "SEC"), making the last Delinquent Filing on October 19, 2023.

Financial Condition and Risks

Notwithstanding the revocation of the CTO, the Company continues to face risks and financial challenges in the short and long term including: substantial doubt exists about the Company's ability to continue as a going concern; the Company had a working capital deficiency as of September 30, 2025, of $27,009,769, which has increased since the end of the most recently completed financial year; and the Company has incurred substantial related party debt, totalling $10,762,898 as of September 30, 2025, with accrued interest of $3,248,127, which represents a significant portion of the Company's liabilities.

Business Plan

To address these challenges, in addition to obtaining the revocation of the CTO, among other things, the Company has developed a strategic plan to reduce long-term debt, strengthen the Company's financial position and to keep current in its short-term obligations. This strategic plan includes: negotiating with creditors, including related parties, to restructure and settle outstanding debt obligations; exploring opportunities to secure working capital and repay liabilities; increasing cannabis production capacity at its Cremona, Alberta facility, where, currently, six of the facility's 10 growing rooms are operational, and the Company intends to open the remaining growing rooms over the next one to two years; and focusing on expanding its presence in European markets, including in Germany and Israel. As part of expanding its European presence, the Company plans to build and develop a sales network in Germany and Israel as well as apply for European Union Good Manufacturing Practices (EU-GMP) certification, which will allow us to ship products directly to EU countries, reducing overall costs and shipping timelines.

For further details regarding the Company's financial condition, risks, and business plan, please see the Company's interim financial statements and the related management's discussion and analysis for the three and nine months ended September 30, 2025, which are available on the Company's SEDAR+ and EDGAR profiles