AIXN AiXin Life International Inc (QB)

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Pursuant to resolutions adopted by the Board of Directors and the holders of a majority of the outstanding shares of common stock of AiXin Life International, Inc. (“our Company,” “we,” “us” and words of similar import), on January 6, 2023, we filed an amendment to our Articles of Incorporation with respect to a proposed 1 for 2 “reverse” split of our common stock (the “Amendment”). A copy of the Amendment is included as Exhibit 3.1 to this Report.

Completion of the proposed reverse stock split was to be effected on a date determined by our Board of Directors only upon receipt of notice from the Financial Industry Regulatory Authority (“FINRA”) that it would process the proposed reverse stock split. We have received notice from FINRA and our common stock will begin trading on a post-split basis on market opening on Friday, February 17, 2023.

As a result of the reverse split, every two shares of our issued and outstanding common stock will be automatically combined and converted into one issued and outstanding share of common stock, par value $0.0001 per share. Our common stock will continue to trade on the OTCQB Venture Exchange. For a period of twenty business days, a “D” will be placed on our ticker symbol. After 20 business days the symbol will revert back to AIXN. Our common stock post-split will be assigned a new CUSIP number, 009603200. Effective upon the completion of the reverse stock split, we will have approximately 24,999,945 shares of outstanding common stock.

No fractional shares of common stock will be issued as a result of the reverse stock split. Stockholders of record who would otherwise be entitled to receive a fractional share will receive a cash payment in lieu thereof. The reverse stock split impacts all holders of AiXin’s common stock proportionally and will not impact any stockholder’s percentage ownership of common stock.

AIXIN has chosen its transfer agent, Securities Transfer Corporation (“SCT”), to act as exchange agent for the reverse stock split. Stockholders owning shares via a bank, broker or other nominee will have their positions automatically adjusted to reflect the reverse stock split and will not be required to take further action in connection with the reverse stock split, subject to brokers’ particular processes. SCT can be reached at (469) 633-0101.

Notwithstanding the reverse stock split, our Articles of Incorporation, as amended, will provide that we are authorized to issue 500 million shares of common stock and 20 million shares of preferred stock. Since the number of shares of common stock we will be authorized to issue will remain the same despite the 1 for 2 reverse stock split, the number of shares of common stock outstanding will represent a decrease on a percentage basis compared to the number of our authorized shares of common stock.