{"url_path":"/sec/ablv/10-k/2026/item-4","section_key":"item-4","section_title":"Item 4 INFORMATION ON THE COMPANY**","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-04-27","source_url":"https://www.sec.gov/Archives/edgar/data/1957489/0001213900-26-048085-index.html","accession_number":"0001213900-26-048085","cik":"0001957489","ticker":"ABLV","issuer_name":"Able View Global Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1957489/0001213900-26-048085-index.html","primary_entity_key":"0001957489","primary_entity_name":"Able View Global Inc."},"word_count":8358,"has_tables":true,"body_markdown":"**ITEM\n4. INFORMATION ON THE COMPANY**\n\n** **\n\n**A.\nHistory and Development of the Company**\n\n \n\nThe\nCompany was incorporated under the laws of the Cayman Islands on October 11, 2021 solely for the purpose of effectuating the Business\nCombination.\n\n \n\nOn\nAugust 17, 2023 (the “Closing Date”), the Company consummated the Business Combination contemplated by that certain Business\nCombination Agreement, dated as of November 21, 2022 and as modified by that certain Waiver Agreement, dated as of June 12, 2023, by\nand among (i) the Company, (ii) HMAC, (iii) Target, (iv) Able View Corporation Inc., a Cayman Islands exempted company and a wholly owned\nsubsidiary of the Company (“Merger Sub”), and (v) each of the holders of the Target’s outstanding shares named on Annex\nI of the Business Combination Agreement (collectively, the “Sellers”). Capitalized terms used but not otherwise defined herein\nshall have the meanings set forth in the Business Combination Agreement.\n\n* * \n\nOn\nthe Closing Date, pursuant to the Business Combination Agreement: (a) HMAC merged with Merger Sub, with HMAC continuing as the surviving\nentity in the merger (the “Merger”), as a result of which: (i) HMAC became a wholly-owned subsidiary of the Company and (ii)\neach issued and outstanding security of HMAC immediately prior to the consummation of the Merger was no longer outstanding and automatically\ncancelled, in exchange for the right of the holder thereof to receive a substantially equivalent security of the Company specified below,\nand (b) the Company acquired all of the issued and outstanding shares of Target held by the Sellers in exchange for the ordinary shares\nof the Company.\n\n \n\n46\n\n \n\n \n\nAs\na result of the Business Combination, HMAC and Target each became a wholly-owned subsidiary of the Company.\n\n \n\nSee\nalso a description of the material terms of the Business Combination as described in the Form F-4 in the section entitled, “*The\nBusiness Combination Proposal”*.\n\n \n\nThe\nmailing address of the Company’s principal executive office is Floor 16, Dushi Headquarters Building, No. 168, Middle Xizang Road,\nShanghai, 200001, People’s Republic of China, and its telephone number is +86 185 0177 0425. The information contained on, or accessible\nthrough, the Company’s website is not incorporated by reference into this Report, and you should not consider it a part of this\nReport.\n\n \n\nThe\nCompany is subject to certain of the informational filing requirements of the Exchange Act. Since the Company is a “foreign private\nissuer”, the officers, directors and principal shareholders of the Company are exempt from the reporting and “short-swing”\nprofit recovery provisions contained in Section 16 of the Exchange Act with respect to their purchase and sale of Class B Ordinary Shares.\nIn addition, the Company is not required to file reports and financial statements with the SEC as frequently or as promptly as U.S. public\ncompanies whose securities are registered under the Exchange Act. However, the Company is required to file with the SEC an annual report\non Form 20-F containing financial statements audited by an independent accounting firm. On July 5, 2023, the Company and HMAC furnished\nto its shareholders a proxy statement/prospectus relating to the Business Combination. The SEC also maintains a website at http://www.sec.gov\nthat contains reports and other information that the Company files with or furnishes electronically to the SEC.\n\n \n\n**B.\nBusiness Overview**\n\n \n\nPrior\nto the Business Combination, the Company did not conduct any material activities other than those incidental to its formation and the\nmatters contemplated by the Business Combination Agreement, such as the making of certain required securities law filings and the establishment\nof merger subsidiaries. Upon the Closing, the Company became the direct parent of Target, and conducts its business through Target and\nTarget’s subsidiaries. Unless the context otherwise requires, references in this section to “we”, “us”,\n“our”, “Company” and similar first-person references are intended to mean the business and operations of Able\nView and its consolidated subsidiaries taken as a whole.\n\n** **\n\n**Overview\nof Able View**\n\n \n\nAble\nView is one of the largest comprehensive brand management partners of international beauty and personal care brands in China. The Company\nenjoys a market share of 16.5% in beauty and personal care cross-border brand management and a market share of 38.1% in functional beauty\nand personal care brand management in 2022, as measured by gross merchandise value (GMV), according to the Additional Independent Market\nResearch Report by iResearch Co., Ltd. dated February 13, 2023. (the “iResearch Report”). To purchase from global brand owners\nand conduct sales in China, Able View’s comprehensive brand management capabilities encompass all segments of the brand management\nvalue chain, including strategy, branding, digital and social marketing, omni-channel sales, customer service, overseas logistics, warehouse\nand fulfilment. The Company’s mission is to help global brands enter, grow and succeed in China.\n\n \n\nAs\na brand management partner, Able View generates revenue from product sales by distributing and selling cross-border products from various\nglobal brand owners to Chinese consumers. Able View regards the brand companies as Able View’s suppliers and purchases goods from\nthese suppliers to sell to consumers either directly through online e-commerce stores or offline counters operated by Able View, or indirectly\nto distribution channels which include mainstream horizontal online marketplaces, vertical online marketplaces, social E-commerce platforms\nand a wide variety of online and offline distributors, dealers and agents.\n\n \n\nWith\nthe rapid growth of demand for beauty and personal care products in China, more global brands and brand managers are targeting China\nfor strategic entry. The Chinese market is inherently complex and such complexity is rapidly increasing, caused by a combination of the\nfollowing factors: diverse, competing, but overlapping and interdependent sales channels; changing of consumer tastes, habits, and abilities\nto pay; fragmented, emerging, and highly-regulated and monitored social media and other online platforms; unique, deep, and evolving\nbusiness practice.\n\n \n\n47\n\n \n\n \n\nAble\nView has the experience to manage such complexity, including market resources and know-how, consumer data and access, social media and\nindustry experience, as well as local infrastructure and operation teams. International brands look to Able View as a trusted partner\nto establish themselves in China without the heavy investment needed to build such experience on their own.\n\n \n\nAble\nView’s experience has allowed it to steadily expand its engagement in terms of number of brand partners, whom Able View regard\nas Able View’s suppliers. Able View now serves as brand manager in China for well-known international brands such as Clarins, PAT.\nThe brand portfolio mainly covers the segments of skin care and personal care (products used in personal hygiene and personal grooming).\nAmong the two segments, the Company is particularly focused on functional products, which include both dermo-cosmetics (skincare products\ndesigned for people with skin problems such as dry skin) and functional personal care products (personal care products including functional\ningredients, such as Over the Counter (OTC) drugs and supplements).\n\n \n\nAble\nView is an experienced and insightful brand manager in China’s vast, complex and ever-changing consumer market for beauty and personal\ncare products. The Company’s comprehensive brand management capabilities encompass all segments of the brand management value chain.\nTo achieve the sales target and business goal, Able View designs its brand management strategies jointly with its brand partners and\nimplements these strategies through Able View’s own dedicated brand management teams. The Company helps its brand partners establish\nsupply chain and fulfilment infrastructures, devise market positioning and entry strategies, improve market exposure and penetration,\nand develop and manage channel strategies adapted to China’s vast and complex consumer demands. Able View’s omni-channel\ncapabilities cover the entire range of 1) massive, horizontal, logistics-driven online marketplaces, such as Tmall.com and JD.com (these\nare Chinese equivalents of Amazon and eBay); 2) specialized, vertical online marketplaces for the more purposeful consumers, such as\nAli Health and Vipshop; 3) social, interactive E-commerce platforms such Douyin (the Chinese version of TikTok), Kuaishou (a main competitor\nof TikTok), Xiaohongshu (a Chinese equivalent of Instagram) and WeChat (through its Moments which is like Facebook status and its Mini-Program\napps); and 4) a wide variety of online and offline independent sellers, such as Watsons. The Company also maintains brick-and-mortar\nsales channels such as shopping mall counters and beauty chain stores including KKV and Harmay. To improve market presence and user traffic,\nthe Company creates, manages and conducts comprehensive online sales campaigns and promotions through social platforms such as WeChat,\nDouyin, Kuaishou and Xiaohongshu, and through engaging KOLs and MCNs. Based the Company’s statistics, by the end of 2025, Able\nView has reached out to customers over 450 sales channels, over 300 KOLs, and 49 offline retail networks, reaching over 750 million consumers\nin China.\n\n \n\nIn\naddition to its marketing capabilities, the Company also values its logistics capabilities, which it outsources to third parties, as\na critical factor for success, including its logistics network and fulfilment capabilities. For each brand, Able View provides dedicated\nteams with deep domain experience and brand management experience. The Company provides its teams with regular training in the brand\nphilosophy, product specification and market background of its brand partners. Able View manages reliable goods delivery through several\nnationwide logistics service providers. Able View coordinates with multiple service partners to provide warehouse management and storage\nin over 10 cities globally, with an aggregate over 3,000 cubic meters of storage space. All of these warehouses are close to either products\nmanufacturing sites or warehouses of horizontal online marketplaces for supply chain efficiency.\n\n \n\nAble\nView’s brand management methodology is driven by data and technology. The Company established a dedicated data analysis and research\nteam to gather, analyze and process data, to extract insights that support decision making in concrete business scenarios. Each of the\nCompany’s brand management team is trained in technology tools ranging from product research, user traffic tracking and conversion\nevaluation, consumer behavior analysis, product catalogue tracking, sales tracking, order management, and logistics and warehouse management.\nThe Company currently utilizes online platforms provided by mainstream horizontal online marketplaces such as JD.com and Tmall, as well\nas back-end technology applications such as Jackyun provided by the Company’s business partners or third-party developers. These\nplatforms and applications are designed to help improve operating efficiency and output.\n\n \n\nAs\nChina’s consumer market is complex and ever evolving, innovation is essential to Able View’s culture and mission. Able View\nencourages all its teams to improve and innovate by trial and error. In the past three years, the Company has helped its brand partners\nredesign product packaging and delivery, create new marketing schemes, deploy emerging algorithmic social media analysis and improve\nsupply chain operation. The Company believes innovation is crucial for its success in an emerging market such as China, and a key element\nto Able View’s value proposition to its international brand partners.\n\n \n\n48\n\n \n\n \n\nAble View does not generate revenue directly\nthrough its brand management services and the service cost is regarded as cost of sales undertaken by Able View. Instead, the Company\ngenerates revenue from the sales of the products of its brand partners. Any services that Able View provides to its brand partners in\nconnection with its arrangements with its brand partners is factored into Able View’s overall budget when it resells the brand\npartners’ products to consumers in China. The Company sells products to three groups: (i) online marketplaces (ii) distributors\n(iii) directly to end consumers from e-commerce stores operated by Able View. For the years ended December 31, 2025, 2024 and 2023, net\nrevenue from product sales came to $96.6 million, $122.0 million and $124.7 million, respectively, from our continuing operations. For\nthe years ended December 31, 2025, 2024 and 2023, revenue from provision of operation services came to $8.6 million, $4.8 million and\n$4.5 million, respectively, from our continuing operations. For the years ended December 31, 2025 and 2024, the Company incurred net\nloss from continuing operations of $2.8 million and $1.1 million from our continuing operations, respectively. For the year ended December\n31, 2023, the Company generated net income of $9.4 million from continuing operations.** **\n\n \n\n**Able\nView’s Competitive Strengths**\n\n** **\n\n**Leading\nPosition in China’s Cross-Border Brand Management in Beauty and Personal Care**\n\n \n\nAble\nView is one of the largest comprehensive brand management partners of international beauty and personal care brands in China. Able View\nis the trusted and comprehensive brand management partner of leading global brands. With its comprehensive and omni-channel capabilities,\nAble View helps the brand owners enter the China market while managing reasonable risks and costs. Able View accomplishes this through\nits supply chain capabilities, experienced execution team, established and well-connected online and offline channels and industry experience\nspecialized in the beauty and personal care segments. In addition to its proven records, Able View believes its culture of innovation\nand adaptation to ever-evolving market trends in China are key to maintaining its leading position in the cross-border beauty and personal\ncare brand management space in China.\n\n \n\n**Comprehensive\nCapabilities and Omni-Channel Distribution**\n\n \n\nAble\nView’s comprehensive brand management capabilities encompass all segments of the brand management value chain, including strategy,\nbranding, digital and social marketing, omni-channel sales, customer service, overseas logistics, warehouse and fulfilment. Able View\ndesigns and plans its brand management strategies jointly with its brand partners and implements these strategies through Able View’s\nown dedicated brand management teams. Able View selects, implements, and manages sales channels to construct channel portfolios tailored\nto the different lifecycle stages of each brand and product. During implementation, Able View adapts brand and distribution strategies\nto complex and evolving market conditions through flexible and data-driven real time decisions. Able View believes its comprehensive\ncapabilities and omni-channel coverage provide key values to brand partners with ambition of enter and compete in China’s vast\nand complex consumer market.\n\n** **\n\n**Brand\nStrategy and Marketing Capabilities**\n\n \n\nAble\nView believes brand strategy is essential to create sales potential and sustained value to its brand partners. The Company takes a long-term\nand comprehensive approach to brand strategy. The brand strategy teams study the evolving dynamics of market and consumer needs through\ndata-driven analysis. The Company’s analytics lead to results that balance between growth, cost, and profit performance through\nthe long term, adapted to each brand partner and products’ specific goals and requirements, which are often complex and unique\nfor the Company’s international brand partners with ambitions to gain footholds in China. In terms of marketing capabilities, the\nCompany can plan, design and implement cross-platform marketing integrating digital online marketing, social media marketing, traditional\nmedia marketing, offline marketing and marketing through creative contents, all specifically adapted to the diverse and complex target\nconsumer base of China’s vast market.\n\n** **\n\n**Strong\nRelationships with Category-Leading Global Brand Owners**\n\n \n\nAble\nView believes that the brand image and value of its brand partners and their products open up more channels and better contractual terms\nwith Able View’s distributors and service providers. Thus, Able View cultivates, establishes and strengthens symbiotic relationships\nwith brand partners that fully realize the value of their intangible assets through cooperation. Able View’s brand portfolio consists\nof famous category-leading global brands, which has allowed the Company to bootstrap this goodwill and engage new brand partners. For\nthe year ended December 31, 2025, one of Able View’s brand partners contributed over 10% of the Company’s revenue.\n\n** **\n\n49\n\n \n\n** **\n\n**Knowledgeable\nand Experienced Management Team**\n\n \n\nLed\nby its three founders, Able View’s management team possesses an average of over a decade of experience in e-commerce, retail, branding,\nmedia or finance. Able View believes its past successes benefited from the industry knowledge, operational experience, innovative mindset\nand hard work of its management team. Able View has also recruited and trained a new generation of passionate and talented professionals\nto further build on the knowledge and experience of its founders. Able View believes that its motivated and engaged management will continue\nto be a key asset to its business.\n\n** **\n\n**Able\nView’s Business Strategies**\n\n** **\n\n**Expand\nbrand portfolio and products offering**\n\n \n\nAble\nView seeks opportunities to engage new products, brands and markets while continuing to create value for and strengthen relations with\nits existing brand partners. With its existing brand partners, Able View believes its comprehensive and omni-channel capabilities allow\nits business performance to scale up in terms of volume and product offerings with controlled and manageable costs. Within its current\nsegment, Able View expects to continue expanding its brand portfolio by strictly selecting quality brands that target functional beauty\nand personal care needs of China’s consumers. Horizontally, the Company plans to leverage its existing experience in marketing\nand distribution to more OTC and wellness brands in broader segments of the healthcare market. Vertically, the Company seeks opportunities\nto cooperate with leading global brand management groups to leverage Able View’s experience in the China market.\n\n** ** \n\n**Expand\ndistribution channel coverage**\n\n \n\nThe\nconsumer market in China is vast, complex, diverse and ever-evolving. There are still significant unmet demand and potential consumers\nover China’s vast geographic, economic, social and cultural landscape. In the past years, emerging online and offline retail channels\nand DTC (direct-to-customer) channels are growing rapidly to address the fragmented consumer market especially in the medium and smaller\ncities in China. Able View plans to continue expanding coverage of those emerging market segments to capture growth opportunities, which\nwould lead to improved revenue and income for both Able View and its brand partners. Able View is recruiting and training its professionals\nto build capabilities to capture these emerging channels and opportunities.\n\n** **\n\n**Elevate\nto-Customer cross-border products to to-Business cross-border products**\n\n \n\nChina’s\ncross-border products broadly divide into two categories: to-C (to-Customer) and to-B (to-Business). To-C is the cross-border transaction\nmode where brand managers sell goods to customers first and then freight goods into China, while customers declare to customs office\nand pay tariffs. To-B is the cross-border transaction mode where brand owners or their brand managers apply for relevant regulatory sales\napprovals and freight goods into China, and declare to customs office and pay tariffs. The trade-off between to-C and to-B is primarily\none between flexibility and economy of scale.\n\n \n\nSince\nits founding, Able View has helped cross-border brands enter and compete in the China market primarily by branding and selling to-C cross-border\nproducts. The Company believes the operation and existing sales volume of some of the brands it manages have reached sufficient scale\nand stability for to-B cross-border mode, which would further increase sales volume. In the to-B cross-border mode, Able View will help\nbrand owners gather and compile materials for compliance through diverse government offices. For certain product categories such as OTC\nproducts, such regulatory process can be complex and time-consuming. But once the process is completed, to-B cross-border products often\nachieve greater volume and revenue potential, as their lower variable costs are more appealing to mainstream horizontal marketplaces\nand platforms and the to-B model offers a better and easier purchasing experience for end customers. Able View is currently in the process\nof elevating several products under two of its managed brands from to-B to to-C. The Company expects to further and continue this process\nwith more of its managed products and brands.\n\n \n\n**Further\ninvest in data analytics and digital management systems**\n\n \n\nWith\ngrowing need for and importance of data in brand management, the Company plans to further invest in its data research and analytics capability\nby utilizing more third-party tools, consulting firms and technology partners, and hiring more talents in the Company’s data analytics\nteam, which Able View currently has 5 employees. Able View plans to establish in-house R&D teams to develop digital management systems\nto better streamline and manage the external tools and systems, daily operation efficiency, and innovative digital contents. Able View\nbelieves its efforts in digitization will help the Company to not only improve its brand management process but also broaden access to\nmore brand partners and consumers, extract insights from market data and improve the Company’s internal management efficiency.\n\n** **\n\n50\n\n \n\n** **\n\n**Pursue\nstrategic opportunities**\n\n \n\nAfter\nseven years of operation in the cross-border brand management space, Able View has experience and knowledge to evaluate cross-border\nbrands. The Company believes that direct ownership of specific brands or brand operating rights in China could provide valuable strategic\ngrowth opportunities. However, the Company had no such ownership as of December 31, 2025. Able View believes its accumulated brand management\nexperience enables it to value, select, acquire, and manage proprietary brands. Able View plans to pursue selective investment and acquisition\nopportunities to strengthen its brand portfolio and overall business model.\n\n** **\n\n**Able\nView’s Business Model**\n\n \n\nAble\nView helps global brands enter and compete in the China market in selling cross-border products primarily in the beauty and personal\ncare segments. The Company deploys a full spectrum capability as an experienced and insightful brand manager in China’s vast, complex\nand ever-changing consumer market. The Company’s comprehensive brand management capabilities encompass all segments of the brand\nmanagement value chain. Able View designs and plans its brand management strategies jointly with its brand partners and implements these\nstrategies through Able View’s own dedicated brand management teams. According to iResearch, the Company is a leading innovative\ncomprehensive partner for beauty and personal care brands in China.\n\n \n\nThe\nCompany searches for, selects and negotiates with brand owners or global brand management groups with the ambition, growth potential,\nand competitive products to enter and succeed in the China market. After engagement, Able View and the brand company will design a working\nplan including sales projections and procurement schedules for specific products. As the plan is executed, Able View acts as the exclusive\nbrand partner to manage supply chain, marketing strategy, sales channels and after-sales services. Able View generate revenue by purchasing\ngoods from brand partners and conducting sales in China market.\n\n \n\nAble\nView regards the brand companies as Able View’s suppliers. Able View purchases goods from the suppliers to sell to consumers either\ndirectly through online e-commerce stores or offline counters operated by Able View, or indirectly to distribution channels which include\nmainstream horizontal online marketplaces, vertical online marketplaces, social E-commerce platforms and a wide variety of online and\noffline distributors, dealers and agents. Able View owns the inventory of products of its brand partners and assume inventory risks,\nas the Company generally cannot return unsold inventories to the brand companies. Able View manages its inventory risks through strict\nbrand and product screening and evaluation procedures, as well as standard inventory management techniques.\n\n \n\nThe\nfollowing chart illustrates the overall business model of Able View:\n\n \n\n \n\nThe\nfollowing flowchart illustrates Able View’s capabilities for its managed brand throughout the brand management value chain:\n\n \n\n \n\n \n\n51\n\n \n\n \n\n**To-Customer\nand To-Business Product Categories**\n\n \n\nAble\nView enters into contractual arrangements with brand companies, some of which are exclusive arrangements, to sell their cross-border\nproducts in the China market. China’s cross-border products broadly divide into two categories: to-C (to-Customer) and to-B (to-Business).\n\n \n\nAble\nView sells both to-C cross-border products and to-B cross-border products. For brand owners who has ambition to explore the China market\nwithout established local facility or teams in China, to-C cross-border is the first choice to gradually develop the brand and gain market\nexposure as well as a base volume of sales with the help of brand managers such as Able View. When the brand is proven to be popular\nwith consumers, the brand company can decide to adopt the to-B cross-border mode and bear the fixed costs of regulation and compliance\nas well as the inventory risk of bulk local storage.\n\n \n\nFor\nthe years ended December 31, 2025, 2024 and 2023, 94%, 83%, and 82% of Able View’s sales come from to-C cross border products,\nrespectively. The Company believes the operation and existing sales volume of some of the brands it manages have reached sufficient scale\nand stability for to-B cross-border mode. The Company has elevated several products from brand company Cure into to-B cross-border mode.\nFor these products Able View has initiated compliance process with China National Medical Products Administration, or NMPA.\n\n** **\n\n**Focus\nCategories and Brand Groups**\n\n \n\nAfter\nseven years of operation, Able View has accumulated resources, industrial knowledge and domain know-how in the beauty and personal care\nsegments. According to the iResearch Report, consumers in China are particularly interested in functional products. Functional products\ninclude dermo-cosmetics (skincare products designed for people with skin problems such as dry skin) and functional personal care (personal\ncare products including functional ingredients, such as OTC drugs and supplements). The functional products in China market outperform\noverall skincare market in terms of GMV growth, according to the iResearch Report. Able View believes it enjoys a first-more advantage\nin the quick growth of the functional products category. The Company intends to continue to build and deepen its domain experience in\nthis segment to further this advantage.\n\n \n\nSince\nAble View acts as brand partner of cross-border products, it mainly works with global brands with ambition to enter the China market.\nSuch global brands could be classified into (i) multi-brand groups which are global companies each managing multiple brands and (ii)\nsingle-brand groups which are companies that each operate a single brand. Able View works with both global leading multi-brand groups\nsuch as Clarins and single-brand companies such as PAT. For the global multi-brand groups, Able View helps them manage the brands not\nyet officially introduced to the China market, but where unauthorized trading of the brand products already exists. The Company is experienced\nin reforming the market to reorganize channel structures, eliminate price discrepancies, establish marketing standards and organically\nimprove sales volume. By December 31, 2025, three out of the Company’s total 10 managed brands are from multi-brand groups and\nthe remainder are from single-brand groups.\n\n** **\n\n**Brand\nStrategy**\n\n \n\nAble\nView believes it is critical to form a complete, well-planned, innovative and executable brand strategy to help a cross-border brand\nenter and compete in the China market successfully.\n\n \n\nAble\nView believes brand strategy is a key essential that differentiates a comprehensive brand manager such as Able View from other brand\nmanagement players or fulfilment providers. The Company takes a long-term and comprehensive approach to brand strategy.\n\n** **\n\n52\n\n \n\n** **\n\n**Market\nand consumer research:**Before making any plan or executable items, Able View’s dedicated data and research teams conduct research\nof the target market to study the competitive landscape, market trends, comparable products, value proposition, sales channels and communication\nmethods. The Company’s research teams will also study the consumers using online data sources, focus groups or online surveys to\ngenerate insights of consumer habits and needs. Such research often involves issues complex and unique for Able View’s international\nbrand partners with ambitions to gain footholds in China.\n\n** **\n\n**Training\nand consultation:**Able View’s brand management teams conduct various training and consultation meetings and seminars with brand\ncompanies to transfer and adapt brand knowledge to appropriate business language, culture, and scenarios for the China market.\n\n** **\n\n**Brand\nand product positioning:**Combining knowledge and know-how from Able View and brand company resulting from research and training,\nAble View’s brand management team typically works out a brand and product positioning strategy as overall guideline of the brand\nstrategy. The brand positioning takes into consideration existing brand image, product competitive advantages, consumer preferences,\ncompetitive environments and market trends. Able View helps the brand company articulate the positioning to deliver accurate, attractive\nand vivid brand message to the target consumers.\n\n** **\n\n**Overall\nbrand strategy execution:**Able View typically works out an overall brand strategy which will clearly define the market entry strategy,\nwork plan and expected business outcome. Once the overall strategy is confirmed by the brand company, each business unit of the brand\nmanagement team will work out respective implementation plans including marketing, sales, supply chain operation and risk management.\nThe Company’s budget team will also rely on this overall brand strategy and related product and marketing plans. Usually, Able\nView will generate brand strategies covering 1~3 years’ time scale.\n\n \n\n**Omni-Channel\nOperation**\n\n \n\nAble\nView’s omni-channel capabilities cover the entire range of (1) massive, horizontal, logistics-driven online marketplaces, such\nas Tmall.com and JD.com; (2) specialized, vertical online marketplaces for the more purposeful consumers, such as Ali Health and Vipshop;\n(3) social, interactive E-commerce platforms such Douyin, Kuaishou, Xiaohongshu and WeChat (through its Moments which is like Facebook\nstatus and its Mini-Program apps); and (4) a wide variety of online and offline independent sellers, such as Watsons. The Company also\nmaintains brick-and-mortar sales channels such as shopping mall counters and beauty chain stores including KKV and Harmay. The Company\nalso operates several flagship e-commerce stores under its own name on mainstream horizontal marketplaces which directly sell goods to\nconsumers. Able View believes a full omni-channel coverage will optimize and adopt fitted channel portfolios tailored to the different\nlifecycle stages of each brand and product. During implementation, Able View adapts brand and distribution strategies to complex and\nevolving market conditions through flexible and data-driven real time decisions. Able View can also provide and implement cross-channel\nmarketing plans with unified brand and product image across diverse channels and marketplaces. The Company’s online traffic operations\nand digital marketing campaigns benefit multiple distribution channels at once, creating cross-channel synergies and economies of scope.\n\n** **\n\n**Online flagship e-stores:**Able View operates\n6 online flagship e-stores on mainstream horizontal marketplaces such as Tmall, Pinduoduo and JD.com. All the e-stores are established\nand operated by request and permission from brand companies and owned by Able View or its subsidiaries. Able View uses brand names and\nimages of the brand companies as their agents in these e-stores. In these e-stores, Able View controls store operation including merchandising,\nweb content management, online event management, customer service and goods delivery, and sells goods directly to consumers. Our online\nflagship e-stores occupies 2%, 3% and 7% of our total revenues for the fiscal year ended December 31, 2025, 2024, and 2023, respectively.\n\n** **\n\n**Mainstream horizontal marketplaces:**Able\nView maintains close business relationships with massive, horizontal, logistics-driven online marketplaces in China such as Tmall and\nJD.com. Such mainstream horizontal marketplaces offer centralized marketplaces for a wide range of products from different industry segments\nand broadly attract the majority of the entire consumer base. Since such mainstream horizontal marketplaces attract the majority of online\nshopping traffic in China, Able View devotes much effort to the operation and management of these channels. In the twelve months ended\nDecember 31, 2025, 2024, and 2023, 27%, 35%, and 42% of the Company’s revenue comes from these mainstream horizontal marketplaces,\nrespectively.\n\n \n\n53\n\n \n\n \n\nTypically,\nAble View acts as the supplier of the marketplaces and pays online marketplaces a pre-determined percentage of GMV when each transaction\nis settled. From the marketplaces’ perspective, Able View’s managed brand portfolio helps them offer higher quality brands\nand products at their marketplaces. To promote sales, Able View conducts digital marketing campaigns or online traffic operations to\nattract and direct more online shoppers to its managed brands. In addition to direct cooperation with the marketplaces, Able View also\nengages distributors and shop runners with their own online e-stores at these marketplaces for potential consumer traffic and expanded\nsales opportunities.\n\n** **\n\n**Vertical marketplaces:**Different from mainstream\nhorizontal marketplaces who provide wide ranges products from different segments to consumers, vertical marketplaces usually focus on\nspecific product segments and targeted consumer groups providing differentiated products and selective brands. Since Able View’s\nmanaged brands focus on beauty and personal care segments, Able View works with various vertical marketplaces such as Ali Health and Vipshop\nas specialized sales channels to sell to more purposeful consumers. Able View provides goods either directly to such vertical marketplaces\nas suppliers or to distributors proficient in operating on these platforms. Our vertical marketplace occupies 6%, 3% and 4% of our total\nrevenues for the fiscal year ended December 31, 2025, 2024, and 2023, respectively.\n\n** **\n\n**Social\nE-commerce channels:**The emerging social, interactive e-commerce channels are attracting more user traffic and converting users into\nonline shoppers, concurrent with the rise of internet usage in China. These social channels are evolving to become more algorithm-based,\nmultimedia-presented, creative content oriented and driven by numerous KOLs uploading short video clips or live streaming. The social\nchannels are fragmented into massive numbers of KOLs, bloggers, content owners and official representatives, making it complex and difficult\nto manage without experience and connections.\n\n \n\nAble\nView works closely with social e-commerce channel touchpoints and continues to devise, learn and adopt methods and tools to manage and\noperate in this emerging space. By December 31, 2025, the Company has engaged over 300 KOLs on social channels such as Douyin, Kuaishou,\nXiaohongshu and WeChat (through its Moments which is like Facebook status and its Mini-Program apps). With these KOLs and e-commerce\nchannels, the Company provides products as well as workshops and works with them to design and execute digital marketing campaigns, creative\ndigital contents, online traffic operations and online sales events.\n\n \n\nOur social e-commerce channels occupy 3%, 1% and\n1% of our total revenues for the fiscal year ended December 31, 2025, 2024, and 2023, respectively.\n\n** **\n\n**Offline channels:**To capture the still\nsizeable offline consumer segment in China, Able View cooperates with emerging offline beauty chain stores such as KKV and Harmay. Able\nView also sets up shopping mall counters for strategic brands who benefit from such exposure. In 2023, the Company expand five offline\nchannels such as Walmart. In 2023, Able View engaged several famous offline channels selling the Company’s managed brand products.\nOur offline channels occupy 4%, 9% and 2% of our total revenues for the fiscal year ended December 31, 2025, 2024, and 2023, respectively.\n\n** **\n\n**Various other distributors:**To complete\nits omni-channel strategy covering all segments of the massive and diverse consumer base in China, Able View developed various specialized\ndistributors targeting fragmented independent sales scenarios. According to the iResearch Report, independent sales channels contribute\n15.4% of the beauty and personal care market in China in terms of GMV in 2022. Such independent channels include small online stores on\nplatforms such as Taobao (a marketplace to facilitate consumer-to-consumer retail), small independent online stores, person-to-person\ntransactions on social platforms and small offline beauty collection stores. Each channel has relatively small sales volume but stable\nand loyal consumer groups. The development and management of various independent channels can help brand companies generate revenues in\nthe long tail market while simultaneously resolving price discrepancies, scalper trades, fake products and other issues which could damage\nthe brand image and market efficiency. Our various other distributors occupy 58%, 49% and 44% of our total revenues for the fiscal year\nended December 31, 2025, 2024, and 2023, respectively.\n\n** **\n\n54\n\n \n\n** **\n\n**Comprehensive\nMarketing**\n\n \n\nAble\nView has developed comprehensive marketing capabilities, and the Company is able to plan, design and implement cross-platform and multi-channel\nmarketing activities integrating digital online marketing, social media marketing, traditional media marketing, offline marketing and\nmarketing through creative contents. To achieve sustained success, Able View typically generates flexible and progressive marketing plans\nin different stages of the brand and product lifecycle and in response to evolving market trends. The Company adopts a cautious, sustainable\napproach to marketing which avoids both short-term aggressive promotion activities that tarnish the brand image as well as over-invest\nin upfront brand exposure. Able View helps brand companies build solid and sustained brand development paths and aims to attract more\nbrand partners who share the same approach and values.\n\n** **\n\n**Digital\nand traditional marketing:**Able View commands diverse digital marketing capabilities including digital marketing strategy, digital\nmarketing campaign, creative content, media distribution, traffic operation and data analysis support. Based on a managed brand’s\npositioning, development stage and sales channel status, Able View plans, designs and executes marketing activities which usually include\nmarketing campaigns and media communications. Able View implements marketing campaigns in specific marketplaces or across multiple channels.\nA campaign usually includes media advertisements to target audiences to better realize the marketing objective and increase ROI (return\non investment). The Company manages to approach various types of media on horizontal and vertical marketplaces, social media platforms,\npopular online websites and individual KOLs. Able View also conducts traditional marketing campaigns or offline advertising activities\nwhen strategically useful.\n\n** **\n\n**Social\nmarketing:**Concurrent with the rise of internet usage, social media is booming in China with great amounts of user traffic and digital\ncontents that are generated by both individual users and professional workshops. From Able View’s past experience and according\nto iResearch Report, when making a purchasing decision, the typical Chinese consumer is easily influenced by KOLs, famous bloggers, family\nmembers, close friends or colleagues who are usually regarded as trusted information sources. Such sales touchpoints are decentralized\nand received by potential consumers through active browsing as well as passive pushing to view through extensive social platforms such\nas Douyin, Kuaishou, Xiaohongshu and WeChat (through its Moments which is like Facebook status and its Mini-Program apps). Able View\nis dedicated to keeping pace with the latest trends and command methodologies to leverage social media into our marketing strategies.\nThe Company designs or engages with professional MCNs to produce creative multi-media contents to launch on preferred social media platforms,\nencouraging interactions from potential consumers and driving purchasing decisions. The management team study and catch the latest trends\nof contents and emerging forms of digital campaigns, integrating the ideas into social marketing plans and keeping continuous communication\nin response to consumer feedback from various platforms.\n\n \n\n**Content\nmanagement:**Able View creates and maintains digital content used in online e-stores, marketing campaigns, advertising and social\nmedia. The Company helps brand companies maintain unified designs and visual image for brand exposure, product presentation and creative\npromotion. Able View also produces by itself or engages with professional media studios to create innovative and up-to-date social media\ncontents including review blogs, flash animations, short video clips and live streaming videos. The Company typically do not register\ncopyrights for the marketing contents it creates. In order to protect brand assets, Able View also established dedicated copyright teams\nto track and thwart the unauthorized, non-standard or false or misleading content which may violate trust and confidence in the brands\nand products Able View manages.\n\n** **\n\n**Supply\nChain Management**\n\n \n\nDuring\nits years of operation, Able View has established along the cross-border brand management value chain a robust logistics network and\nwarehousing capacity to help ensure a smooth and reliable delivery experience. The Company engages third-party warehousing and logistic\nservice providers to deliver goods from its designated warehouses. Able View has adopted a warehouse management system, or WMS system,\nanti-counterfeit practices, custom clearance, bonded warehousing and inventory management to add value to the fulfilment process.\n\n \n\n55\n\n \n\n \n\nAble\nView managed product logistics through several leading third-party logistics service providers. Able View also coordinates with several\nleading service partners in providing management and storage in more than 10 warehouses in over 10 cities globally, in Japan and China,\nwith an aggregate over 3,000 cubic meters of storage space. The Company ships goods to distributors and individual consumers in over\n8 cities across China with timely and reliable delivery. Able View monitors and adjusts inventory levels on an ongoing basis based on\nsales projections and shipment schedules of brand companies. To realize cross-border distribution, the Company arranges bulk shipment\nfrom overseas warehouses to designated receiving points after custom clearance. In case of cross-border e-commerce, Able View arranges\ndelivery of goods to bonded areas (government designated low-tax and low-tariff zones) in China where the goods shall be pending for\ncustom clearance. Once a consumer finishes a purchase transaction, the Company will execute the custom clearance process for the specific\ngoods and deliver the goods to the consumer. Able View typically enters into annual service agreements with warehousing and logistics\nservice providers and assumes risks of damage and loss not attributable to the service provider’s fault.\n\n** **\n\n**Customer\nService**\n\n \n\nAble\nView provides pre-sales and post-sales customer services while operating its flagship online e-stores. Consumers can reach the service\nstaff through online messaging, phone call or emails. The pre-sales inquiry usually relates to product specification or promotion details.\nAble View believes the pre-sales customer service help the Company to collect consumer concerns which would help improve future operations,\nand it’s also important to leave a good impression to consumers through pre-sales service process to encourage purchases. The post-sales\ninquiry usually relates to delivery, exchange or return. Able View also guides and trains the distributors to implement quality customer\nservice to end consumers by providing training seminars, guidance on standard service procedures and summary of service best practices.\n\n** **\n\n**Price\nManagement**\n\n \n\nAble\nView believes it is critical to maintain a healthy and orderly price system for stable brand operation. The Company sets up and adjusts\npricing policies concerning brand company guidance, brand positioning, comparable products, promotion rules and consumer acceptance.\nAble View implements a strict price control system to crack down on fraudulent or deceptive pricing. The brand management team does regular\ninspections on the price from various platforms and makes alerts when there’s any unusual price volatility. Able View publishes\nopen and transparent penalty terms to all distribution channels and takes actions such as written warning, deposit deduction and authorization\ncancellation when violation occurs.\n\n** **\n\n**Seasonality**\n\n \n\nOur\nresults of operations historically have been seasonal primarily because consumers increase their purchases during particular promotional\nactivities, such as Singles Day (an online sales promotions event that falls on or around November 11 each year) promotion and the impact\nof seasonal buying patterns within certain categories such as sunscreen. In addition, we generally experience a lower level of sales\nactivity in the first quarter due to the Chinese New Year holiday, during which consumers generally spend less time shopping online and\nbusinesses in China are generally closed.\n\n \n\nIn\nanticipation of increased sales activity during peak seasons, we increase our inventory levels and incur additional expenses. After Able\nView goes public, if our seasonal revenues are below expectations, our operating results could be below the expectations of securities\nanalysts and investors. Due to the nature of our business, it is difficult to predict the impact of this seasonality on our business\nand financial results. In the future, our seasonal sales patterns may become more pronounced, may strain our personnel, customer service\noperations, fulfillment operations and shipment activities and may cause a shortfall in revenues compared to expenses in a given period.\nAs a result, the trading price of our ordinary shares may fluctuate from time to time due to seasonality.\n\n** **\n\n56\n\n \n\n** **\n\n**Brand\nDevelopment and Acquisition**\n\n** **\n\n**Managed\nBrands**\n\n \n\nBy December 31, 2025, Able View has engaged 10 brands as\nbrand management partner in China, compared to a portfolio of 15 and 15 brands by the end of 2024 and 2023. The Company engages brand\ncompanies under agency contracts with a term of 12 months. The contract renewal process usually starts at the beginning of each year and\ntakes around one month to negotiate the annual minimum purchase target. The brand portfolio covers classes of beauty and personal care\ncategories including nasal care, oral care, dermo skin care and OTC. The Company doesn’t have preference of country of origin and\nengage brands from United States, France, and Japan. The brand companies are regarded as product suppliers to Able View and the contracts\nwith brand companies are usually on an exclusive basis.\n\n \n\n**Brand\nScreening and Acquisition**\n\n \n\nAble\nView primarily focuses on brands with global recognition, proven records of leading position in specific product categories and good\nreputation among target consumers in China. As a brand partner and agent in China market, Able View believes it is critical to cooperate\nwith qualified brands which has great potential to grow in its category and ability to recognize Able View’s value to generate\naccord in future operation. The Company implements strict screening procedures utilizing various sourcing channels from online industrial\nwebsites, e-commerce websites, social media, KOLs, domain expert recommendation and industry exhibitions. The Company also deploys a\nresearch and data team to analyze product category data from various sources such as number of topics and review blogs from social media,\ntrend of sales from unauthorized channels and network popularity of similar products or effectiveness. As a result, from the brand sourcing\npractice, the Company typically maintains a potential pitching list of over 200 brands. Based on the Company’s analysis and industry\nexperience, Able View carefully selects competitive, trusted, reputable and reliable brands for further discussion and negotiation.\n\n \n\nAble\nView also strengthens cooperation with existing brand companies, of which three have multiple brands, adding loyalty and extending the\nbrand portfolio by penetrate into other brands owned by these companies leveraging a track record of success cases and long-term cooperation\nexperience. The Company conducts reviews of managed brands regarding sales, profitability, growth forecast, finance compliance and other\ncriteria. To optimize the resource and improve operation efficiency, Able View has terminated relationship with two brands through its\nentire operating history.\n\n \n\nDuring\nthe selection and negotiation of brands, Able View considers long-term potential with relatively low inventory risk. As in most scenarios\nthe Company engage the brand as the sole partner in the China market, Able View controls or has big influence of pricing and distribution\npolicies, which can usually help the Company make flexible and time-efficient adjustments to ever evolving market conditions and consumer\nneeds.\n\n** **\n\n**Brand\nManagement and Service Teams**\n\n \n\nAble\nView typically assigns dedicated brand management teams to offer tailored operation and services led by experienced brand managers who\nare responsible for managing relationships with brand companies and complete business performance requirements. In addition to the brand\nmanagement teams, Able View also maintains shared service of data analysis, research and supply chain to ensure seamless experience for\nbrand companies. Able View constantly reorganizes the structure of brand management teams to adapt to different brand lifecycle stages\nand provide qualified capabilities to help the managed brands grow.\n\n \n\n**Technology\nAdoption**\n\n \n\nAble\nView adopts technology systems and tools provided by online marketplace or third-party providers. The Company’s brand management\nteams are trained in and integrate technology tools into daily work from product research, traffic tracking and conversion evaluation,\nconsumer behavior analysis, product catalogue tracking, sales tracking, order management and logistics and warehouse management. Although\nAble View does not own any technology infrastructure and related intellectual properties, it is planning to establish a dedicated technology\nteam to develop and integrate in-house technology infrastructure and systems across various applications.\n\n** **\n\n57\n\n \n\n** **\n\n**Intellectual\nProperty**\n\n \n\nWe\nuse our brand partners’ names, logos and other marks in connection with marketing and selling their products. Some of our agreements\nwith our brand partners provide us with licenses, typically coterminous with the distribution agreements, to use their intellectual property\nfor the said purposes; others require that we obtain the brand partner’s consent for specific uses of the brand partner’s\nintellectual property. We do not register our brand partners’ trademarks in China on their behalf.\n\n \n\nWe\nregard our trademarks, service marks, domain names, trade secrets, proprietary technologies and other intellectual property as critical\nto our success. To protect our proprietary rights in content, services and technology, we rely on trademark and trade secret protection\nlaws in China. As of December 31, 2025, we own 6 registered trademarks and 1 trademarks applications, including those relating to our\n“Able View” brand names. We also own two registered trademarks in Hong Kong. As of the same date, we own thirteen domain\nnames in mainland China and one domain name in Hong Kong.\n\n** **\n\n**Employees**\n\n \n\nAs of December 31, 2025, we had a total of 164\nfull-time employees. We had a total of 85 and 95 full-time employees from continuing operations as of December 31, 2024 and 2023, respectively.\nAll of our employees are based in China. The following table lists the breakdown of the number of employees in different departments.\n\n \n\n  \nNumber of Employees as of \n\n  \nDecember 31,  \nDecember 31,  \nDecember 31, \n\nDepartment \n2025  \n2024  \n2023 \n\nBrand Operating \n 21  \n 27  \n 43 \n\nSupply Chain \n 8  \n 8  \n 9 \n\nIT Data Analysis \n 5  \n 5  \n 5 \n\nBusiness Development \n 108  \n 28  \n 24 \n\nFinancial and administration Supporting \n 22  \n 17  \n 14 \n\nTotal \n 164  \n 85  \n 95 \n\n \n\nAs\nrequired by laws and regulations in China, we participate in various employee social security plans that are organized by municipal and\nprovincial governments including, among other things, pension, medical insurance, unemployment insurance, maternity insurance, on-the-job\ninjury insurance and housing fund plans through a PRC government-mandated benefit contribution plan. We are required under PRC law to\nmake contributions to employee benefit plans at specified percentages of the salaries, bonuses and certain allowances of our employees,\nup to a maximum amount specified by the local government from time to time.\n\n \n\nWe\ntypically enter into standard employment agreements and confidentiality agreements or clauses with our senior management and core personnel.\nThese agreements include a standard non-compete covenant that prohibits the employee from competing with us, directly or indirectly,\nduring his or her employment and for six months after termination of his or her employment.\n\n \n\nWe\nbelieve that we maintain a good working relationship with our employees, and we have not experienced any material labor disputes.\n\n** **\n\n58\n\n \n\n** **\n\n**Properties\nand Facilities**\n\n \n\nOur\ncorporate office and headquarters are located in Shanghai, China. We also engaged warehouse service contracts, ask third-party service\npartners to manage our inventories and provide warehouse storage services in China, including Shanghai, Ningbo, Kunshan, Nansha and in\nHong Kong and Japan. As of December 31, 2025, we leased an aggregate of approximately 2,111 square meters of office space and had an\naggregate over 3,000 cubic meters of storage space that are provided and managed by third-party service partners. We believe that our\nexisting properties and facilities are generally adequate for our current needs, but we expect to seek additional space as needed to\naccommodate our future growth.\n\n** **\n\n**Insurance**\n\n \n\nWe\nprovide social security insurance including pension insurance, unemployment insurance, work-related injury insurance and medical insurance\nfor our employees. Additionally, we provide accident insurance and supplementary medical insurance for certain key personnel. We do not\nmaintain business interruption insurance, product liability insurance or key-man life insurance. We consider our insurance coverage sufficient\nfor our business operations in China.\n\n** **\n\n**Legal\nProceedings**\n\n \n\nFrom\ntime to time, we are involved in legal proceedings in the ordinary course of our business. Except as disclosed under the “*Risk\nFactor - We may face risks arising from ongoing litigation and related disputes*” elsewhere in this Report, we are currently\nnot a party to any material legal or administrative proceedings.\n\n \n\n**C.\nOrganizational Structure**\n\n** **\n\nThe\nCompany is not an operating company but a Cayman Islands holding company with operations primarily conducted by its subsidiaries in China\nand Hong Kong. The Company does not have any VIE structure, nor does the Company plan to have any such structure in the future.\n\n \n\nThe\nfollowing diagram illustrates the corporate structure of the Company as of the date of this Report.\n\n \n\n \n\n** **\n\n**D.\nProperty, Plants and Equipment**\n\n \n\nThe\nCompany leases the properties for its principal executive office, which is located at Floor 16, Dushi Headquarters Building, No. 168,\nMiddle Xizang Road, Shanghai, 200001, People’s Republic of China. Please also see the subsection of Item 4.B entitled “Properties\nand Facilities” above.\n\n \n\n59"}