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 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

 FORM

 (Mark
One)

 ANNUAL
 REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For
the fiscal year ended June 30, 2025

 TRANSITION
 REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For
the transition period from _____________ to _____________

 Commission
File Number: 001-42806

 BIOPHARMA, INC.

 (Exact
 name of registrant as specified in its charter)

 Delaware

 33-0662986

 (State
 or other jurisdiction of

 (I.R.S.
 Employer

 incorporation
 or organization)

 identification
 No.)

 302,
 6 Butler Street, Camberwell, VIC Australia

 3124

 (Address
 of principal executive offices)

 (Zip
 Code)

 Registrant's
 telephone number, including area code

 03 9882 0780

registered under Section 12(b) of the Exchange Act:

 Title
 of each class

 Trading
 Symbol(s)

 Name
 of each exchange on which registered

 N/A

 N/A

 N/A

registered pursuant to section 12(g) of the Act:

Stock, par value $0.001 per share

by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No

by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes
 No

by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes No

by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit such files). Yes No

by check mark whether the registrant is a large, accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or an emerging growth company. See the definitions of "large, accelerated filer," "accelerated filer,"
"smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large
 accelerated filer

 Accelerated
 filer

 Non-accelerated
 filer

 Smaller
 reporting company

 Emerging
 growth company

 If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transaction period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered
public accounting fi rm that prepared or issued its audit report.

 If
securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant
included in the filing reflect the correction of an error to previously issued financial statements.

by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation
received by any of the registrant's executive officers during the relevant recovery period pursuant to § 240.10D-1(b).

by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No

 The
aggregate market value of the voting and non-voting common equity held by non-affiliates was $3 47,895 computed by reference to the
closing price of the registrant's common stock as quoted on otcmarkets.com maintained by OTC Markets, Inc. on December 31,
2024 (which was $0.0004 per share), based on 869,738,031 shares of common stock, par value $0.001 per share ("Common Stock")
outstanding on such date. For purposes of the above statement only, all directors, executive officers and 10% shareholders are
assumed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for any other
purpose.

 As
of September 24, 2025, there were 12,806,747 shares of Common Stock issued and outstanding.

 Documents
Incorporated by Reference: None

BIOPHARMA, INC.

 TABLE
OF CONTENTS

 Item
 1.

 Business

 Item
 1A.

 Risk Factors

 Item
 1B.

 Unresolved Staff Comments

 Item 1C.

 Cybersecurity

 Item
 2.

 Properties

 Item
 3.

 Legal Proceedings

 Item
 4.

 Mine Safety Disclosure

 Item
 5.

 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

 Item
 6.

 [Reserved]

 Item
 7.

 Management's Discussion and Analysis of Financial Condition and Results of Operations

 Item
 7A.

 Quantitative and Qualitative Disclosures About Market Risk

 Item
 8.

 Financial Statements and Supplementary Data

 Item
 9.

 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

 Item
 9A.

 Controls and Procedures

 Item
 9B.

 Other Information

 Item
 9C.

 Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

 Item
 10.

 Directors, Executive Officers and Corporate Governance

 Item
 11.

 Executive Compensation

 Item
 12.

 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 Item
 13.

 Certain Relationships and Related Transactions, and Director Independence

 Item
 14.

 Principal Accounting Fees and Services

 Item
 15.

 Exhibits and Financial Statement Schedules

 Signatures

 Forward-Looking
Statements

 This
Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended
(the "Securities Act") and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements
of historical fact are "forward-looking statements" for purposes of federal and state securities laws, including: any projections
of earnings, revenues or other financial items; any statements of the plans, strategies and objectives of management for future operations;
any statements concerning proposed new products, services or developments; any statements regarding future economic conditions or performance;
any statements of belief; and any statements of assumptions underlying any of the foregoing. Forward-looking statements may include the
words "may," "might," "will," "will likely result," "would," "should,"
"estimate," "intend," "continue," "believe," "expect," "plan,"
"project," "forecast," "anticipate," "seek," "continue," "target"
or the negative of such terms or other similar expressions. The ultimate correctness of these forward-looking statements is dependent
upon a number of known and unknown risks and events and is subject to various uncertainties and other factors that may cause our actual
results, performance or achievements to be different from any future results, performance or achievements expressed or implied by these
statements.

 The
following important factors, among others, could affect our future results and events, causing those results and events to differ materially
from those views expressed or implied in our forward-looking statements: our ability to continue as a going concern absent new debt or
equity financings; our ability to successfully remediate material weaknesses in our internal controls; our ability to reach research
and development milestones as planned and within proposed budgets; our ability to control costs; our ability to successfully implement
our expansion strategies; our current reliance on substantial debt financing that we currently are unable to repay in cash; our ability
to obtain adequate new financing; our ability to successfully develop PRP, our lead product candidate; our ability to successfully develop
and market our technologies; our ability to obtain and maintain patent protection; our ability to recruit employees and directors with
accounting and finance expertise; our dependence on third parties for services; our dependence on key executives; the impact of government
regulations, including U.S. Food and Drug Administration regulations; the impact of any future litigation; the availability of capital;
changes in economic, business and competitive conditions; and other risks. Any one or more of such risks and uncertainties could have
a material adverse effect on us or the value of our common stock, par value $0.001 per share (the "Common Stock").

 All
forward-looking statements included in this Form-10-K are made only as of the date of this Annual Report on Form 10-K or as of the date
indicated. We do not undertake any obligation to, and may not, publicly update or correct any forward-looking statements to reflect events
or circumstances that subsequently occur or which we hereafter become aware of, except as required by law. New risks and uncertainties
arise from time to time and we cannot predict these events or how they may affect us. When considering these risks, uncertainties and
assumptions, you should keep in mind the cautionary statements contained in this Annual Report on Form 10-K and any documents incorporated
herein by reference. You should read this Annual Report on Form 10-K and the documents that we incorporate by reference into this Annual
Report on Form 10-K completely and with the understanding that our actual future results may be materially different from what we expect.
All forward-looking statements attributable to us are expressly qualified by these cautionary statements.

 PART
I

 Item
1. Business

 General

 As
used in this Annual Report on Form 10-K, references to the "Company," "Propanc," "we," "our,"
and "us" refer to Propanc Biopharma, Inc. and its consolidated subsidiary, unless otherwise indicated. In addition, references
to our "financial statements" are to our consolidated financial statements included elsewhere in this Annual Report on Form
10-K except as the context otherwise requires.

 We
prepare our consolidated financial statements in United States dollars and in accordance with generally accepted accounting principles
as applied in the United States, ("U.S. GAAP"). In this Annual Report on Form 10-K, references to "$" and "dollars"
are to United States dollars.

 Overview

 We
are a biopharmaceutical company developing a novel approach to prevent recurrence and metastasis from solid tumors by using pancreatic
proenzymes that target and eradicate cancer stem cells in patients suffering from pancreatic, ovarian and colorectal cancers. Our novel
proenzyme therapy is based on the science that enzymes stimulate biological reactions in the body, especially enzymes secreted by the
pancreas. These pancreatic enzymes could represent the body's primary defense against cancer.

 Our
lead product candidate, PRP, is a variation upon our novel formulation and involves proenzymes, the inactive precursors of enzymes.
As a result of positive early indications of the anti-cancer effects of our technology, we have conducted successful pre-clinical
studies on PRP and commenced preparation for a clinical study in advanced cancer patients. Subject to us receiving sufficient
financing, we plan to begin our Investigational Medicinal Product Dossier, study proposal and Investigator's Brochure in 2025.
Our plan is to then commence our study preparation process with the contract research organization ("CRO"), analytical
lab and trial site(s) selection and to begin our clinical trial application for PRP ("CTA") compilation in the first
calendar quarter of 2026 and complete the CTA compilation and submit the CTA in the first half of the 2026 calendar year. In the
second calendar quarter of 2026, we plan to begin the preparation of logistics and trial site initiation visits. Subject to raising
additional sufficient capital, we subsequently plan to commence a First-In-Human ("FIH"), Phase Ib study in patients
with advanced solid tumors, evaluating the safety, pharmacokinetics and anti-tumor efficacy of PRP in the second half of the 2026
calendar year, which study we hope to complete within twelve months thereafter. We intend to develop our PRP to treat early-stage
cancer and pre-cancerous diseases and as a preventative measure for patients at risk of developing cancer based on genetic
screening.

 PRP
is an intravenous injection proenzyme treatment designed as a therapeutic option in cancer treatment and prevention. PRP is a combination
of pancreatic proenzymes, trypsinogen and chymotrypsinogen. PRP produces multiple effects on cancerous cells intended to inhibit
tumor growth and potentially stop a tumor from spreading through the body.

 We
received notification from the U.S. Food and Drug Administration ("FDA") in June 2017 that PRP had been conferred Orphan
Drug Designation for the treatment of pancreatic cancer. This special status is granted when a rare disease or condition is implicated,
and a potential treatment qualifies under the Orphan Drug Act and applicable FDA regulations.

 We
received a Certificate for Advance Overseas Finding from the Board of Innovation and Science Australia to receive an up to a 43.5% "cash
back" benefit from overseas research and development ("R&D") expenses. The finding relates to the planned Phase
Ib clinical trial – Multiple Ascending Dose Studies of proteolytic proenzymes for the treatment of advanced cancer patients suffering
from solid tumors planned to be conducted at the Peter MacCallum Cancer Centre, Melbourne, Australia. Overseas activities to be undertaken
include the development of an analytical assay for the quantification of active pharmaceutical ingredients ("API") in PRP
and its manufacture of the finished product for the Phase Ib clinical trial.

 Our
POP1 joint research and drug discovery program ("POP1 Program") is designed to produce a backup clinical compound to PRP.
With the aim of producing large quantities of trypsinogen and chymotrypsinogen for commercial use, exhibiting minimal variation between
lots and without sourcing the proenzymes from animals, we are undertaking a research project in collaboration with the universities of
Ja n and Granada. We entered into a second two-year joint research and collaboration agreement with the University of Ja n,
which concluded successfully late 2024. A third agreement is planned for the
next three years for future joint drug discovery research activities designed to produce a new compound which enhances the anti-cancer
effects of proenzymes and consequently introduces a new therapeutic drug class for the treatment and prevention of metastatic cancer.

 Our
Focus

occurs when cells in the body start to divide quickly and uncontrollably with an ability to migrate from one location and spread to
distant sites. A cell becomes cancerous when it becomes undifferentiated. The cell forgets to do its job and invests all its energy
in proliferating. Unlike normal cells, cancer cells multiply, but do not differentiate.

cancer therapies take advantage of the uncontrolled proliferation of the cancer cells and kill these cells by targeting the cell division
machinery. These therapies are effective but affect healthy cells as well, particularly those with a high rate of cell turnover, inducing
undesirable side effects.

 Our
goal is to stop cancer not by targeting tumor cell death but inducing cell differentiation. This is known as differentiation
therapy. The key focus is to convince the malignant cells to stop proliferating and return to do their work as a specific cell type.
Differentiation therapy does not target cell death, so healthy cells within the patient will not be compromised, unlike
chemotherapeutic drugs or gamma irradiation.

 Differentiation
therapy induces the cancer cells into the pathway of terminal differentiation and eventual senescence ( i.e., a
non-proliferative state). Differentiation therapy acts not only against cancer cells but interestingly can turn cancer stem cells
(undifferentiated cells) towards completely differentiated ( i.e., normal) cells.

 There
are natural elements within our body that could help us fight against cancer. Enzymes are natural proteins that stimulate and
accelerate biological reactions in the body. Particularly, enzymes secreted by the exocrine pancreas are essential for the digestion
of proteins and fats. More than one hundred years ago, Professor John Beard first proposed that pancreatic enzymes represent the
body's primary defense against cancer and would be useful as a cancer treatment. Since then, several scientists have endorsed
Professor Beard s hypothesis with encouraging data from patient treatment.

 We
are developing a long-term therapy based on a pancreatic proenzyme formulation to prevent tumor recurrence and metastasis, the main cause
of patient death from cancer. PRP is a novel, patented, formulation consisting of two proenzymes mixed in a synergetic ratio.

 After
extensive laboratory research and a limited amount of human data, we have evidence that PRP:

 Reduces
 cancer cell growth via promotion of cell differentiation;

 Enhances
 cell adhesion and may suppress metastasis progression;

 Exhibits
 no observable serious side effects and improves patient survival;

 Alters
 the external microenvironment of malignant tumors, preventing tumors from returning and spreading.

 PRP

 PRP
is a mixture of two proenzymes, trypsinogen and chymotrypsinogen from bovine pancreas administered by intravenous injection. A synergistic
ratio of 1:6 inhibits growth of most tumor cells. Examples include kidney, ovarian, breast, brain, prostate, colorectal, lung liver,
uterine and skin cancers.

 Mechanism
Of Action

 Metastasis
occurs because a program inside the cell, called the epithelial-mesenchymal transition ("EMT") is activated, which causes
epithelial cancer cells to become invasive and stem cell-like, features which then allow these cancer cells to spread and metastasize.
PRP reverses the conversion from an epithelial to a mesenchymal phenotype and, as such, may reduce the metastatic potential of the tumor
cells. PRP also promotes the acquisition of a less malignant phenotype, in addition to a decrease in proliferation due to lineage (i.e.,
direct descent) specific cellular differentiation.

 Selectivity

 PRP
treatment affects the Transforming Growth Factor Beta ("TGF ") pathway, a significant tumor promoter in late-stage cancer
by inducing tumor cell migration and stimulating the EMT program. The likely molecular targets are proteinase-activated-receptors ("PAR")
type 1 and 2, which are over frequently overexpressed in many types of cancers. Trypsinogen and chymotrypsinogen are activated by proteases
in the extracellular matrix of tumor cells. In turn, trypsin (activated trypsinogen) has a preference to activate PAR-2, whilst Chymotrypsin
(activated chymotrypsinogen) mainly activates PAR-1.

 Effects
Against Cancer Stem Cells

stem cells are resistant to standard treatments because they remain dormant for long periods, then migrate to other organs, and trigger
explosive tumor growth, causing the patient to relapse. Approximately eighty percent of cancers are from solid tumors and metastasis
is the main cause of patient death. Our unique patented approach is designed to target and eradicate cancer stem cells not killed by
radiation or chemotherapy.

 PRP
is designed to target and eradicate cancer stem cells not killed by radiation or chemotherapy. Traditional cancer therapies act on tumor
replicating cells, but not cancer stem cells, so they can rebuild the tumor mass and can migrate to start a new tumor in another organ.
PRP stops cancer stem cells so that a tumor loses the ability to generate new cells and therefore the tumor disappears with no option
to form a metastatic tumor elsewhere.

 PRP
treatment regulates up to four relevant intracellular pathways related to cancer spread and metastasis of cancer stem cells. –
the TGF, Hippo, Wnt and Notch pathways. It promotes the up-regulation of RAC1b, which avoids the hyper-activation of the p38 pathway
induced by the TGF pathway, leading to the phosphorylation of yes-associated protein (YAP), which sequesters B-catenin in the cytoplasm,
blocking the canonical Wnt pathway and inhibiting the Notch pathway. This cascade of reactions implies the disruption of the cancer stem
cell phenotype and the reversal of the malignant epithelial to mesenchymal transition process that leads to tumor invasion.

 PRP
Impairs Niche Formation and Tumor Initiation

 The
proenzyme treatment inhibits the expression of genes related to the cancer stem cell phenotype, changing these malignant cells toward
a more differentiated and less dangerous cellular condition. PRP interferes with the signals that the primary tumor sends to other tissues
to prepare the pre-metastatic niche. Several assays, in vitro and in vivo studies confirm that PRP exerts an anti-tumor effect and acts
selectively against all malignant, or tumor elements without affecting the non-tumor microenvironment and preventing its malignification.

 In
Vivo Efficacy of PRP In Pancreatic and Ovarian Tumors

 The
effect of the pro-enzyme formulation PRP at different doses on tumor weight in orthotopically implanted pancreatic and ovary tumors was
evaluated. In the pancreatic tumor model, there was significant (*P < 0.05) reduction in mean tumor weight in animals treated for
26 days with trypsinogen/chymotrypsinogen at 83.3/500 mg/kg (30.2 mg; 85.9% inhibition) compared with control (PBS; 214.8 mg). Furthermore,
ovary tumor-bearing mice showed a significant (*P < 0.05) reduction in mean tumor weight in animals treated for 21 days with two different
doses of trypsinogen/chymotrypsinogen, 9.1/54 mg/kg and 27.5/165 mg/kg, compared with control (PBS). The mean weight of control group
tumors was 2062.2 mg while the treated groups presented a mean tumor weight of 1074.2 mg and 957.3 respectively, ranging in a 50% tumor
inhibition (52–46%).

 Overview
Of Clinical Studies

 The
clinical efficacy of a suppository formulation containing bovine pancreatic pro-enzymes trypsinogen and chymotrypsinogen was evaluated
in the context of a UK Pharmaceuticals Special Scheme at the Dove Clinic in Hampshire, UK by Dr. Julian Kenyon, the Company's Chief
Scientific Officer, and the results were published by the Company in a peer-reviewed journal, Scientific Reports, on behalf of Dr. Kenyon.
Clinical effects were studied in 46 patients with advanced metastatic cancers of different origin (prostate, breast, ovarian, pancreatic,
colorectal, stomach, non-small cell lung, bowel cancer and melanoma) after treatment with a rectal formulation of both pancreatic pro-enzymes.
Patients were treated daily with a rectal formulation containing 8.92 mg of each of the two pancreatic pro-enzymes and 1.78 mg -Amylase
(A) per suppository. The study was carried out under a UK "Specials" License at the Dove Clinic, Hampshire, UK for periods
up to 14 months.

 No
severe or serious adverse events related to the rectal administration were observed. Patients did not experience any hematological side
effects as typically seen with classical chemotherapy regimens. No allergic reactions after rectal administration of suppositories were
observed.

 In
order to assess the therapeutic activity of rectal administration, overall survival of patients under treatment was compared to the life
expectancy assigned to a patient prior to treatment start. 19 of 46 patients (41.3%) with advanced malignant diseases, most of them suffering
from metastases, had a survival time significantly longer than expected; in fact, for the whole set of cancer types, mean survival (9.0
months) was significantly higher than mean life expectation (5.6 months). Although the number of patients per cancer indication is naturally
quite low, 3 out of 8 patients with prostate cancer and 5 out of 11 patients with gastrointestinal cancers appear to particularly benefit
from the treatment with the proenzyme suppositories.

 PRP
proves to be an in vivo effective and non-toxic anti-tumor treatment, able to inhibit angiogenesis and tumor growth, cancer cell migration
and invasiveness. Furthermore, a suppository formulation containing both pancreatic proenzymes increased the life expectancy of advanced
cancer patients. Consequently, we believe that PRP could have relevant oncological clinical applications for the treatment of solid tumors
like advanced pancreatic adenocarcinoma and advanced epithelial ovarian cancer.

 Cancer Type

 Life Expectation
 (months)

 Survival **
 (months)

 Pancreatic carcinoma (n = 4)

 *

 <3

 <3

 Ovarian Cancer (n = 7)

 <12

 <1

 *

 *

 Breast Cancer (n = 6)

 *

 *

 *

 <12

 *

 *

 Colon Rectal Cancer (n = 5)

 *

 *

 *

 *

 Gastric Cancer (n = 2)

 <3

 Prostate Cancer (n = 8)

 *

 *

 <12

 *

 *

 *

 *

 Non-Hodgkin Lymphoma (n = 1)

 Mesothelioma (n = 1)

 Melanoma (n = 2)

 *

 <3

 Neuro-endocrine Tumor (n = 1)

 Bladder (n = 2)

 <3

 *

 *

 NSCLS (n = 2)

 *

 Bowel (n = 2)

 <12

 *

 <3

 Small Cell Carcinoma (n = 1)

 <12

 *

 Renal Cancer (n = 1)

 <3

 *

 Abdomen unknown primary (n = 1)

 <12

 *

 An
overview of clinical results. Patients who met prognosis of life expectation (*). For the whole set of cancer types, mean survival (9.0
months) was statistically significantly higher than mean life expectation (5.6 months). One way ANOVA (analysis of variance) (
= 0.05, P < 0.05).

 POP1
Joint Research and Drug Discovery Program

 The
POP1 Program is designed to produce a backup clinical compound to PRP, which is targeting metastatic cancer from solid tumors. According
to an Emergen Research report published in January 2022, the global metastatic cancer market is projected to reach $111 billion by 2027.

 To
date, recombinant trypsinogen and chymotrypsinogen have been synthesized and purified in the laboratory. In the case of trypsinogen,
the initial success of producing trypsinogen synthetically has advanced to the stage where optimization of protein production is underway.
Whereas purification and yield of chymotrypsinogen is currently the focus of research.

 A
synthetic version of trypsinogen and chymotrypsinogen could have additional benefits to the global healthcare system that could
further capitalize on the new therapeutic approach to treating cancer that PRP offers to cancer sufferers. For example, both
proenzymes are synthesized by an in vivo (living organism) system to produce crystalized proteins that could be maintained for long
periods without suffering degradation, even in the absence of refrigeration. This will be particularly useful for a longer shelf-life as well as global distribution of the drug product, particularly in warmer climates and developing regions where refrigeration
may not be available. The program's joint researchers at the universities of Ja n and Granada are currently
collaborating with the Institute of Microbiology and Microbial Biotechnology, at the University of Natural Resources and Life
Sciences in Vienna, Austria, and are working towards full scale manufacture of a synthetic recombinant formulation to
PRP.

 PRP
Target Indications

 The
management of cancer differs widely, with a multitude of factors impacting the choice of treatment strategy. Some of those factors include:

 the
 type of tumor, usually defined by the tissue in the body from which it originated;

 the
 extent to which it has spread beyond its original location;

 the
 availability of treatments, driven by multiple factors including cost, drugs approved, local availability of suitable facilities,
 etc.;

 regional
 and geographic differences;

 whether
 the primary tumor is amenable to surgery, either as a potentially curative procedure, or as a palliative one; and

 the
 balance between potential risks and potential benefits from the various treatments and, probably most importantly, the patient's
 wishes.

 For
many patients with solid cancers, such as breast, ovarian, colorectal, lung and pancreatic cancer, surgery is frequently the first treatment
option, often followed by first-line chemotherapy with or without radiotherapy. While the hope is that such procedures are curative,
in many instances the tumor returns, and second-line treatment strategies are chosen to achieve a degree of control over
the tumor. In most instances, the benefit is temporary, and eventually the point is reached where the patient's tumor either fails
to respond to treatment adequately, or the treatment has unacceptable toxicity that severely limits its usefulness.

 Should
the planned Phase I, II and III clinical trials confirm the efficacy of PRP, along with the favorable safety and tolerability
profile suggested by pre-clinical studies conducted to date, we believe our product will have utility in several clinical situations
including:

 1.

 In
 the early-stage management of solid tumors, most likely as part of a multi-pronged treatment strategy in combination with existing
 therapeutic interventions;

 2.

 As
 a product that can be administered long term for patients following standard treatment approaches, such as surgery, or chemotherapy,
 to prevent or delay recurrence; and

 3.

 As
 a preventative measure for patients at risk of developing cancer based on genetic screening.

 In
the near-term and as part of our planned Phase I, II and III clinical trials, we plan to target patients with solid tumors, most likely
ovarian and pancreatic, for whom other treatment options have been exhausted. This is a common approach by which most new drugs for cancer
are initially tested. Once efficacy and safety have been demonstrated in this patient population, exploration of the potential utility
of the drug in earlier stage disease can be undertaken, together with investigation of the drug's utility in other types of cancers,
such as gastro-esophageal tumors, colon or rectal carcinoma might be conducted. A Phase II study in a back-up indication, such as advanced
therapy refractant prostate cancer, will also be considered. This indication is based on positive preclinical pharmacology studies.

 Pancreatic

 Pancreatic
cancer is one of the most lethal malignancies with a median survival of less than six months and a five-year survival rate of less than
5%. The lethal nature of this disease stems from its propensity rapidly to disseminate to the lymphatic system and distant organs. This
aggressive biology and resistance to conventional and targeted therapeutic agents leads to a typical clinical presentation of incurable
disease at the time of diagnosis.

 Pancreatic
cancer has claimed notoriety over the last decades by proving to be one of the most recalcitrant solid tumors. As an indicator of its
lethality, pancreatic cancer accounts for less than 3% of new cancers diagnosed annually in developed countries; yet it is the third
leading cause of cancer-related mortality.

 Since
pancreatic cancer is an essentially fatal condition, disease duration is roughly equivalent to survival time. The median time
of survival of patients with pancreatic cancer depends on the extend of disease at the time of diagnosis and ranges from 11 to 20
months for patients who qualified for surgical resection (Stage I/II), to 6-11 months for patients with locally advanced disease
(Stage III), and only two to six months for patients with metastatic disease (Stage IV) (Amikura 1995, Richter 2003). Taking these
low survival times into consideration, yearly incidence rates for pancreatic cancer are considered the more relevant measure for
this disease.

 Each
year the American Cancer Society estimates the numbers of new cancer cases and deaths that will occur in the United States in the current
year and compiles the most recent data on cancer incidence, mortality, and survival. Incidence data are collected by the National Cancer
Institute (NCI), the Centers for Disease Control and Prevention (CDC), and the North American Association of Central Cancer Registries
(NAACCR). In 2020, it was estimated that a total of more than 1,806,590 new cancer cases and more than 606,520 cancer deaths occurred
in the United States according to the National Cancer Institute. Amongst these, a total of almost 50,000 new cases of pancreatic cancer
(3.2% of new cancer cases) were estimated, which resulted in more than 40,000 deaths (8.2% of cancer deaths). This means only 20% survival
rate of patients diagnosed with pancreatic cancer.

 Ovarian

 Ovarian
cancer is a generic term that can be used for any cancer involving the ovaries, arising from one of the several different cell types
of ovaries, including germ cells, specialized gonadal stromal cells and epithelial cells. Epithelial ovarian cancer accounts for approximately
90% of ovarian cancers and is responsible for most ovarian cancer related deaths. Furthermore, several subtypes of ovarian cancer have
been described according to different risk factors, different genetic mutations, different biological behaviors and different prognoses.
This heterogeneity of the disease has impeded progress in the prevention, early detection, treatment and management of ovarian cancer.

 In
2020, ovarian cancer is the eighth most diagnosed cancer among women in the world and accounts for an estimated 313,959 new cases and
207,252 deaths worldwide (World Cancer Research Fund International)., In the USA, 19,880 new cases (2015 – 2019) and 12,810 related
deaths (2016 – 2020) are estimated to occur (National Cancer Institute). The disease typically presents at late stage when the
five-year relative survival rate is only 29%. Few cases (15%) are diagnosed with localized tumor (stage 1), when the five-year survival
rate is 92%. Strikingly, the overall five-year relative survival rate generally ranges between 30% to 40% across the globe and has seen
only very modest increases since 1995.

 Current
Therapies

 We
are developing a therapeutic solution for the treatment of patients with advanced stages of cancer targeting solid tumors, which is cancer
that originates in organs or tissues other than bone marrow or the lymph system. Common cancer types classified as solid tumors include
lung, colorectal, ovarian cancer, pancreatic cancer and liver cancers. In each of these indications, there is a large market opportunity
to capitalize on the limitations of current therapies.

 Current
therapeutic options for the treatment of cancer offer, at most, a few months of extra life or tumor stabilization. Some experts
believe that drugs that kill most tumor cells do not affect cancer stem cells, which can regenerate the tumor (e.g., chemotherapy).
Studies reveal the genetic changes in cells that cause cancer and spur its growth. This research is providing scientific researchers
with many potential targets for drugs. Tumor cells, however, can develop resistance to drugs.

 Limitations
of Current Therapies

 PRP
was developed because of the limitation of current cancer therapies. While surgery is often safe and effective for early-stage
cancer, many standard therapies for late-stage cancer urgently need improvement; current treatments generally provide modest
benefits and frequently cause significant adverse effects. Our focus is to provide oncologists and their patients with therapies for
metastatic cancer which are more effective than current therapies, and which have a substantially reduced side effect
profile.

 While
progress has been made within the oncology sector in developing new treatments, the overall cancer death rate has only improved by fifteen
percent over the last 30 years. This is attributed to a reduction in smoking and an increase in 5-year survival rates for cancers.

 Most
of these new treatments have some limitations, such as:

 1.

 significant
 toxic effects;

 2.

 expense;
 and

 3.

 limited
 survival benefits.

 We
believe that our treatment will provide a competitive advantage over the following treatments:

 Chemotherapeutics:
 Side effects from chemotherapy can include pain, diarrhea, constipation, mouth sores, hair loss, nausea and vomiting, as well as
 blood-related side effects, which may include a low cell count of infection fighting white blood cells (neutropenia), low red blood
 cell count (anemia), and low platelet count (thrombocytopenia). Our goal is to demonstrate that our treatment will be more effective
 than chemotherapeutic and hormonal therapies with fewer side effects.

 Targeted
 therapies: The most common type is multi-targeted kinase inhibitors (molecules which inhibit a specific class of enzymes called kinases).
 Common side effects include fatigue, rash, hand-foot reaction, diarrhea, hypertension and dyspnea (shortness of breath). Further,
 tyrosine kinases inhibited by these drugs appear to develop resistance to inhibitors. While the clinical findings with PRP are early
 and subject to confirmation in future clinical trials, no evidence has yet been observed of the development of resistance by the
 cancer to PRP.

 Monoclonal
 antibodies: Development of monoclonal antibodies is often difficult due to safety concerns. Side effects that are most common include
 skin and gastro-intestinal toxicities. For example, several serious side effects from Avastin, an anti-angiogenic cancer drug, include
 gastrointestinal perforation and dehiscence (e.g., rupture of the bowel), severe hypertension (often requiring emergency treatment)
 and nephrotic syndrome (protein leakage into the urine). Antibody therapy can be applied to various cancer types but can also be
 limited to certain genetic sub-populations in many instances.

 Immunotherapy:
 There is a long history of attempts to develop therapeutic cancer vaccines to stimulate the body's own immune system to attack
 cancer cells. While these products generally do not have the poor safety profile of standard therapeutic approaches, only a small
 number of them are FDA-approved and available compared to the number of patients diagnosed with cancer. Furthermore, only a relatively
 small number of the patient population is eligible to receive and subsequently respond to treatment, as defined by preventing tumor
 growth.

 PRP
Development Strategy

 Our
goal is to foster early-stage clinical development of PRP to bring it to a significant value inflection point, where the commercial attractiveness
of the drug in development, together with a greater likelihood of achieving market authorization, may attract potential interest from
licensees seeking to acquire new products. Such value inflection points in the context of cancer drugs are typically at the point where
formal, controlled clinical trials have demonstrated either "efficacy" or "proof of concept" – typically
meaning that there is controlled clinical trial evidence that the drug is effective in the proposed target patient population, has an
acceptable safety profile, and is suitable for further development. It is our intention to progress the development of our technology
through the completion of our planned Phase IIa clinical trials and then to seek a licensee for further development beyond that point.

 As
part of that commercial strategy, we intend to:

 continue
 research and development to build our existing intellectual property portfolio, and to seek new, patentable discoveries;

 seek
 to ensure all product development is undertaken in a manner that makes its products approvable in the major pharmaceutical markets,
 including the U.S., Europe, the UK, Australia and Japan;

 aggressively
 pursue the protection of our technology through all means possible, including patents in all major jurisdictions, and potentially
 trade secrets; and

 make
 strategic acquisitions to acquire new companies that have intellectual property or products that complement our future goals.

 PRP
Development Plan and Milestones

 We
plan to progress PRP using a conventional early-stage clinical development pathway, which entails:

 obtaining
 regulatory and/or ethics approval to conduct a Phase Ib study; and

 conducting
 Phase IIa multiple escalating dose studies to investigate the safety, tolerability, and pharmacokinetics of PRP administered intravenously
 to patients.

 Preclinical
development of PRP has been completed, including pharmacology and safety toxicology studies, process development activities and bioanalytical
method development. The full-scale good manufacturing practice ("GMP") finished product manufacture of PRP will be completed
in preparation for the FIH Phase Ib study. Validation of the bioanalytical method will also be completed prior to lodging our first CTA,
which we plan to undertake at the Peter MacCallum Cancer Centre in Melbourne, Victoria, Australia's largest cancer hospital. We
are collaborating with CROs, manufacturing partners and consultants to complete activities prior to preparing the CTA for the Phase Ib
study.

 We
have received expressions of interest to evaluate proenzyme therapy as a method to prevent recurrence and metastasis of solid tumors
in pancreatic and ovarian cancers. The letters of interest were confirmed by medical oncologists specializing in pancreatic and ovarian
cancers, from the University Hospital of Ja n, in Granada, Spain. We believe that the evaluation will most likely be conducted
as separate Phase IIa proof of concept, multi-trial center studies for each target indication. The expressions of interest were confirmed
after their evaluation of our scientific literature supporting the use of proenzymes in pancreatic and ovarian cancers. The Phase Iia
proof of concept studies will be conducted after the Phase Ib dose escalation study investigating the tolerability and activity of proenzyme
therapy in patients with advanced solid tumors is completed at the Peter MacCallum Cancer Centre.

 In
Australia, we receive an up to 43.5% "cash-back" benefit in the form of a refund of our qualified research and, development
costs and expenses. We received a refund of $0 and $196,937 AUD ($129,132) for the years ended June 30, 2025, and
2024, respectively. We are continuing to evaluate all options to conduct our planned clinical trials in the most cost-efficient
manner, while striving to minimize dilution to our stockholders.

 We
anticipate reaching the Phase Iia proof of concept milestone in approximately three to four years, subject to regulatory approval in
US, Europe and Australia, and the results from our R&D and licensing activities.

 Our
overhead and expenses are likely to increase from its current level as PRP progresses down the development pathway. This increase will
be driven by the need to increase our internal resources in order to effectively manage our research and development activities.

 Anticipated
timeline

 In
second calendar quarter of 2025, we anticipate the submission of the CTA for PRP. We anticipate receiving approval in the second
half of the 2025 calendar year. Following the CTA approval, we plan to commence our study preparation process, including CRO Selection and
Contracts, Analytical Lab Selection Contracts and Trial Sites Selection and Contracts. In connection with the CTA, this product will
be part of our Investigation Medicinal Product Dossier, study protocol and Investigator's Brochure. In the second half of the
2025 calendar year, we hope to complete the study preparation process together with the Preparation of Logistics and Trial Sites
Initiation Visits and complete our CTA review. Commencing in the second half of the 2025 calendar year, we intend to initiate a
Phase Ib study in advanced cancer patients with solid tumors and we anticipate costs to be approximately $6.5 million. We will need
to raise additional financing to fund our planned Phase I, II and III clinical trials and for working capital.

 Activity

 Timeline

 CTA

 November
 2025 – April 2026

 Investigational
 Medicinal Product Dossier

 Phase
 Ib Clinical Study Protocol

 Investigator's
 Brochure

 CTA
 Compilation

 March
 2026 – June 2026

 CTA
 Submission

 June
 2026

 CTA
 Approval

 July
 2026

 CTA
 Review

 July
 2026 – August 2026

 Contract
 Research Organization and Contracts

 February
 2026 – June 2026

 Analytical
 Laboratory Selection and Contracts

 Trial
 Site Selection and Contracts

 Preparation
 of Logistics

 June
 2026 – September 2026

 Trial
 Site Initiation Visits

 First
 Patient/First Visit

 October
 2026

 Pop1
Joint Research and Drug Discovery Program

 The
POP1 Program has been established with our collaborators at the universities of Ja n and Granada to investigate the changes in
genetic and protein expression that occur in cancer cells because of being exposed to our proenzyme formulation. The objective
of this work is to understand at the molecular level the targets of our proenzyme formulation, thereby providing the opportunity for
new, patentable drugs which can be developed further. We plan to commence a targeted drug discovery program utilizing the identified
molecular target to search for novel anticancer agents.

 The
POP1 Program has produced synthetic recombinant versions of the two proenzymes, trypsinogen and chymotrypsinogen. Our joint scientific
researchers are developing a novel expression system and are also in the process of optimizing conditions to achieve high titers of recombinant
trypsinogen and chymotrypsinogen. Further, the anticancer effects of the synthetic versions will be tested against the naturally derived
proenzymes from bovine origin.

 Financial
Objectives

 Multiple
factors, many of which are outside of our control, can impact our ability to achieve our target objectives within the planned time and
budgetary constraints. Subject to these caveats, our objective is to complete our planned Phase IIa study for PRP within the proposed
timeline.

 We
primarily outsource services, skills and expertise to third parties as required to achieve our scientific and corporate objectives. As
the business grows and gains more personnel, outsourcing will continue to be the preferred model, where fixed and variable costs are
carefully managed on a project-by-project basis. This means our R&D activities are carried out by third parties. Additional third
parties with specific expertise in research, compound screening and manufacturing (including raw material suppliers) have been contracted
as required.

 Corporate
Strategy

 Our
initial focus is to organize, coordinate and finance the various parts of our drug development pipeline. We intend to carefully
introduce new personnel into our Company over time as our R&D activities expand. We plan for such personnel to have specific
expertise in product development, manufacture and formulation, regulatory affairs, toxicology, clinical operations and business
development (including intellectual property management, licensing and other corporate activities). Additional clinical management
and development expertise will likely be required at the outset to assist with the development of PRP. Therefore, we anticipate
hiring additional employees to effectively manage our contractors as our development activities progress.

 This
outsourcing strategy is common in the biotechnology sector and is an efficient way to obtain access to the necessary skills required
to progress a project, as the required skills change as the project progresses from discovery, through manufacturing and
non-clinical development and into clinical trials. We anticipate that we will continue to use this model, thereby retaining the flexibility
to contract in the appropriate resource as and when required.

 We
intend to seek and identify potential licensing partners for our product candidates as they progress through the various development
stages, reaching certain milestones and value inflection points. If a suitable licensee is identified, a potential licensing deal could
consist of payments for certain milestones, plus royalties from future sales if the product is able to receive approval from the relevant
regulatory authorities where future product sales are targeted. We intend to seek and identify potential licensees based on the initial
efficacy data from Phase II clinical trials. To accomplish this objective, we have commenced discussions with potential partners in our
current preclinical phase of development.

 As
part of our overall expansion strategy, from time to time, we investigate potential intellectual property acquisition opportunities to
expand our product portfolio. While our initial focus is on the development of PRP as our lead product candidate, other potential product
candidates may also be considered for future preclinical and clinical development. These potential opportunities have arisen from other
research and development organizations, which either own existing intellectual property or are currently developing new intellectual
property, which may be of interest to us. These opportunities are possible new cancer treatments that are potentially less toxic than
existing treatment approaches and are able to fill an existing gap in the treatment process, such as a systemic de-bulking method which
could reduce the size and threat of metastases to a more manageable level for late-stage cancer patients.

 We
believe such potential treatment approaches will be complementary to existing treatment regimens and PRP. No formal approaches regarding
such other products have currently been made and it is unknown whether we will engage in any such discussion soon. However,
as we further develop PRP within the development pathway, we intend to assess future opportunities that may arise to use the expertise
of our management and scientific personnel for future prospective R&D projects.

 Current
Operations

 We
are at a pre-revenue stage. We do not know when, if ever, we will be able to commercialize any of our products and to begin to generate
revenue. We are focusing our efforts on organizing, coordinating and financing the various aspects of our drug R&D program described
herein. In order to commercialize any of our products, we must complete preclinical development, Phase Ib, IIa and IIb clinical trials
in Europe, the U.S., UK, Australia or elsewhere, and satisfy the applicable regulatory authority that PRP is safe and effective. If the
results from Phase II trials are convincing, we will seek conditional approval from the applicable regulatory authorities sooner. From
the time we commence clinical trials for any product, we estimate it will take approximately three to four years if we seek conditional
approval upon completion of Phase II trials. When we advance our development projects sufficiently down the development pathway and achieve
a major increase in value, such as obtaining interim efficacy data from Phase II clinical trials, we will seek a suitable licensing partner
to complete the remaining development activities, obtain regulatory approval and market the product.

 Market
Opportunity

 The
global metastatic cancer treatment market is predicted to reach $111 billion by 2027, according to a January 2022 report by Emergen Research.
Demand for new cancer products can largely be attributed to a combination of a rapidly aging population in western countries and changing
environmental factors, which together are resulting in rising cancer incidence rates. Worldwide, the World Health Organization estimated
19.3 million new cancer cases and almost 10 million cancer deaths occurred in 2020. As such, global demand for new cancer treatments
which are effective, safe and easy to administer is rapidly increasing. Our treatment will potentially target many aggressive tumor types
for which little or few treatment options exist.

 We
plan to target patients with solid tumors, most likely pancreatic and ovarian tumors, for whom other treatment options have been exhausted.
Globally these cancers resulted in over 673,255 deaths combined in 2020, according to the World Health Organization. With such a high
mortality rate, a substantial unmet medical need exists for new treatments. Once the efficacy and safety of PRP is demonstrated
in late-stage patient populations, we plan to undertake exploration of the utility of the drug in earlier stage disease, together with
investigation of the drug's utility in other types of cancer.

 Anticipated
Market Potential

 It
is difficult to estimate the size of the market opportunity for this specific type of product as a clinically proven, pro-enzyme formulated
suppository marketed to oncologists across global territories for specific cancer indications, to the best of management's knowledge,
has not been previously available. However, the markets for potential market for pancreatic and ovarian cancers may be characterized
as follows:

 The
 world market for pancreatic cancer drugs is projected to grow to $6.93 billion by the year 2030, according to Brainy Insights. Major
 players operating in the pancreatic cancer therapy market include Eli Lilly and Company, Roche Holding AG, Celgene Corporation, Amgen
 Inc., Novartis AG, Pharmacyte Biotech Inc., Clovis Oncology, Inc., Teva Pharmaceutical Industries Ltd., Pfizer Inc., Merck &
 Co., Inc., among others. For instance, in May 2018, Eli Lilly and Company acquired AMRO BioSciences, Inc., which is engaged into
 number of drugs for cancer. developments performed by the companies are helping the market to grow in the coming years.

 The
 global market for ovarian cancer drugs expected to reach $13.9 billion by 2029, according to iHealthcareAnalyst. This will be driven
 by continued uptake and expected launches of the approved PARP (poly adenosine diphosphate-ribose polymerase) inhibitors. Major competitors
 operating in the global ovarian cancer treatment market include AbbVie Inc., AstraZeneca PLC (Acerta Pharma), Boehringer Ingelheim
 International GmbH, Chugai Pharmaceutical Co., Ltd., GSK plc (formerly, GlaxoSmithKline plc (Tesaro)), Gradalis, Inc., Incyte Corporation,
 MacroGenics, Inc., Oncotelic Therapeutics, Inc. (formerly, Mateon Therapeutics, Inc.), Merck & Co., Inc., Novartis AG, Kazia
 Therapeutics Limited (formerly, Novogen Limited), Vivesto AB (formerly, Oasmia Pharmaceutical AB), Pfizer Inc., Pharma Mar S.A.,
 and Roche Holding AG.

 New
products can be defined as addition-in-class, advance-in-class, or first-in-class, depending on their degree of innovation. Addition-in-class
products, defined as new APIs with established mechanisms of action, are often clinically important and highly commercially successful.
Advance-in-class product innovation, defined as significantly differentiated and innovative new APIs, albeit with established mechanisms
of action, remains a highly attractive strategy. However, first-in-class innovation, defined as products with a molecular target and/or
mechanism of action not found in any approved products globally, remains the key product development strategy in terms of providing the
greatest degree of differentiation, extending to a first-mover advantage and potentially the capture of significant market share.

 Based
on the current situation for these two markets, we believe there is an attractive opportunity in both the pancreatic and ovarian cancer
market sectors for the introduction of PRP as a first-in-class, clinically proven product which can achieve new benefits for patients
in terms of survival and quality of life. The current concentration of products suggests oncologists may be willing to try newly approved
products, particularly if they can exhibit a favorable safety profile, although substantive R&D activities will be necessary to both
obtain regulatory approval, and to generate the clinical safety and efficacy data needed to convince clinicians to use a new product.

 License

 University
of Bath Commercialization Agreement

 We
previously sponsored a collaborative research project at the University of Bath to investigate the cellular and molecular mechanisms
underlying the potential clinical approach of our proprietary proenzyme formulation. As a result of this undertaking, we entered into
a Commercialization Agreement with the University of Bath, dated November 12, 2009 (the "Commercialization Agreement"), where,
initially, we held an exclusive license with the University of Bath, and where we and University of Bath co-owned the intellectual property
relating to our proenzyme formulations. The Commercialization Agreement originally provided for University of Bath to assign the Patents
(as defined therein) to Propanc in certain specified circumstances, such as successful completion of a clinical trial and commencement
of a Phase II (proof of concept) clinical trial.

 On
June 14, 2012, we and the University of Bath agreed to an earlier assignment to us of the patents pursuant to an Assignment and Amendment
Deed, on the provision that the University of Bath retains certain rights arising from the Commercialization Agreement, as follows:

 The
 University of Bath reserves for itself (and its employees and students and permitted academic sub-licensees with respect to research
 use) the non-exclusive, irrevocable, worldwide, royalty free right to use the patents for research use;

 The
 publication rights of the University of Bath specified in the contract relating to the original research made between the parties
 with an effective date of July 18, 2008, will continue in force;

 We
 agreed to pay to the University of Bath a royalty of two percent of all net revenues;

 We
 agreed to use all reasonable endeavors to develop and commercially exploit the patents for the mutual benefit of us and the University
 of Bath to the maximum extent throughout the covered territory and in any additional territory and to obtain, maintain and/or renew
 any licenses or authorizations that are necessary to enable such development and commercial exploitation. Without prejudice to the
 generality of the foregoing, we agreed to comply with all relevant regulatory requirements in respect of our sponsoring and/or performing
 clinical trials in humans involving the administration of a product or materials within a claim of the patents; and

 We
 agreed to take out with a reputable insurance company and maintain liability insurance coverage prior to the first human trials.

 In
consideration of such assignment, we agreed to pay royalties of two percent of net revenues to the University of Bath. Additionally,
we agreed to pay five percent of each, and every license agreement subscribed for. The contract may be cancelled at any time by
either party. To date, no amounts are owed under the agreement.

 University
of Ja n Collaboration Agreement

 We
have established a collaboration with the University of Ja n to carry out a research project aimed at the synthetic
development of PRP and its subsequent validation. The University of Ja n is providing scientific research activities, the
Department of Health Sciences, which provides the necessary technical and human resources to carry out the programmed
works. A Collaboration Agreement (the "Collaboration Agreement"), dated October 1, 2020, was entered into with the main
objective for the synthetic development of PRP and its subsequent validation. Pursuant to the Collaboration Agreement, a
pre-clinical protocol of safety evaluation was established relating to the antitumor efficacy on cancer stem cells and in orthotopic
xenotransplantations derived from cancer stem cells isolated from tumor cell lines, and newly developed synthetic formulation based
on the two pancreatic zymogens.

 The
ownership of potential intellectual property rights that may arise because of the knowledge obtained through such research project
will belong to us. In consideration for payment of compensation, the University of Ja n assigned and agreed to do all things
reasonably required to assign to the contracting entity all industrial property rights arising from such research project.

 In
return for ownership of the industrial property rights arising from such research project, we agreed to pay the University of Ja n
two percent of the net sales of any products sold by the contracting entity which fall within the scope of the protection of such industrial
property rights.

 A
second collaborative research project commenced on July 27, 2022, with the universities of Ja n and Granada investigating the
effect of pancreatic proenzymes against the tumor microenvironment and premetastatic niche. The specific tasks developed under this
collaboration focused on the effects of PRP on cancer-associated fibroblasts within the tumor microenvironment. Consistent with
existing rights, Propanc will own any intellectual property developed. The personnel of the investigation team of the universities
of Ja n and Granada whose work has contributed to the creation of knowledge that gives rise to industrial property rights
should be listed as inventors. Further, Professor Macarena Per n from the University of Ja n and Professor Marchal
from the University of Granada will receive one percent of the net revenue to us from sales of any products sold by us, or on our
behalf, which fall within the scope of protection of such industrial property rights. The commencement date for the experiments was
September 1, 2022, and the estimated length of time for completion was 24 months.

 Future

 We
continue to learn the properties of proenzymes with the long-term aim of screening new compounds for development. We anticipate engaging
in future discussions with several technology companies who are progressing new developments in the oncology field as potential additions
to our product line. Initially targeting the oncology sector, our focus is to identify and develop novel treatments that are highly effective
targeted therapies, with few side effects because of toxicity to healthy cells.

 Intellectual
Property

 The
Company has filed multiple patent applications relating to PRP. The Company's lead patent application has been granted and remains
in force in the U.S., Belgium, Czech Republic, Denmark, France, Germany, Ireland, Italy, the Netherlands, Portugal, Spain, Sweden, Switzerland,
Liechtenstein, Turkey, the UK, Australia, China, Japan, Indonesia, Israel, New Zealand, Singapore, Malaysia, South Africa, Mexico, the
Republic of Korea, India, Brazil and Canada.

 In
2016 and early 2017, we filed three applications under the Patent Cooperation Treaty (the "PCT"). The PCT assists applicants
in seeking patent protection by filing one international patent application under the PCT; thus, applicants can simultaneously seek protection
for an invention in over 150 countries. Once filed, the application is placed under the control of the national or regional patent offices,
as applicable, in what is called the national phase. One of the PCT applications filed in November 2016 entered national phase in July
2018 and another PCT application entered national phase in August 2018. A third PCT application entered national phase in October 2018.

 As
of June 30, 2025, we have 85 granted, allowed, or accepted patents and 5 patent applications filed, or under examination in key global
jurisdictions, relating to the use of proenzymes against solid tumors, covering PRP.

 Further
patent applications are expected to be filed to capture and protect additional patentable subject matter based on the Company's
field of technology relating to pharmaceutical compositions of proenzymes for treating cancer.

 A
list of the Company's patents are as follows:

 FPA
 Ref

 No.

 Title

 Case

 M50096550

 2010310887

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a
 selenium compound, a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50096566

 Brazil

 BR112012009521-8

 A
 pharmaceutical composition and use of chymotrypsinogen or tripsinogen

 M50177545

 China

 ZL201710885368.4

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and chymotrypsinogen

 M50096689

 China

 ZL201080054056.5

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a
 selenium compound, a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50096571

 Canada

 2814958

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a
 selenium compound, a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50136138

 Patent Convention

 Validated
 in designated states

 FPA
 Ref

 No.

 Title

 Case

 MBE3095458

 Belgium

 MCHL3095458

 Switzerland
 & Liechtenstein

 MCZ3095458

 Czech
 Republic

 MDE3095458

 Germany

 MDK3095458

 Denmark

 MES3095458

 Spain

 ES3095458

 MFR3095458

 France

 MGB3095458

 Kingdom

 MIE3095458

 Ireland

 MIT3095458

 Italy

 MNL3095458

 Netherlands

 MPT3095458

 Portugal

 MSE3095458

 Sweden

 MTR3095458

 Turkey

 TR3095458

 M50185011

 Hong
 Kong

 HK1249017

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and chymotrypsinogen

 M50154552

 Hong
 Kong

 HK1228730

 M50096605

 India

 303918

 A
 pharmaceutical composition comprising trypsinogen and chymotrypsinogen

 M50096610

 Indonesia

 IDP000043024

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a
 selenium compound, a vanilloid compound and a cytoplasmic glycolysis reduction agent

 FPA
 Ref

 No.

 Title

 Case

 M50096626

 Israel

 219216

 composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a selenium compound,
 a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50096631

 Japan

 5871805

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a
 selenium compound, a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50096647

 Malaysia

 MY-166634-A

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a
 selenium compound, a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50096652

 Mexico

 355971

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a
 selenium compound, a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50175059

 Mexico

 MX/a/2017/009455

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a
 selenium compound, a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50096668

 New
 Zealand

 599996

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a
 selenium compound, a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50096694

 Republic
 of Korea

 10-1936439

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a
 selenium compound, a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50096728

 Singapore

 1020140665IP

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a
 selenium compound, a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50096749

 South
 Africa

 2012/03689

 A
 pharmaceutical composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a
 selenium compound, a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50096775

 9636359

 composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a selenium compound,
 a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M50158751

 10350239

 composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a selenium compound,
 a vanilloid compound and a cytoplasmic glycolysis reduction agent

 M53188747

 17/862120

 composition for treating cancer comprising trypsinogen and/or chymotrypsinogen and an active agent selected from a selenium compound,
 a vanilloid compound and a cytoplasmic glycolysis reduction agent

 Abandoned
 by client (D)

 M50206824

 2016353539

 FPA
 Ref

 No.

 Title

 Case

 M50206845

 Canada

 3003835

 accepted

 M50206871

 China

 201680070907.2

 Under
 examination

 M50206887

 Patent Convention

 3373956

 Validated
 in designated states

 MBE3373956

 Belgium

 BE3373956

 MCHL3373956

 Switzerland
 & Liechtenstein

 CHL3373956

 MCZ3373956

 Czech
 Republic

 CZ3373956

 MDE3373956

 Germany

 DE3373956

 MDK3373956

 Denmark

 DK3373956

 MES3373956

 Spain

 ES3373956

 MFR3373956

 France

 FR3373956

 MGB3373956

 Kingdom

 GB3373956

 MIE3373956

 Ireland

 IE3373956

 MIT3373956

 Italy

 IT3373956

 MNL3373956

 Netherlands

 NL3373956

 MSE3373956

 Sweden

 SE3373956

 M53020319

 Hong
 Kong

 19101905.1

 filed

 M50206905

 Indonesia

 IDP000075710

 M50206910

 Israel

 259259

 M50206926

 Japan

 7479119

 M50206931

 Malaysia

 MY-196737-A

 M50206947

 New
 Zealand

 742020

 M50206952

 Singapore

 11201803531X

 M50206968

 South
 Africa

 2018/03855

 accepted

 M50206973

 15/775375

 allowed

 M50215370

 2017212151

 M50215386

 Canada

 3012398

 Under
 examination

 M50215404

 Patent Convention

 3407909

 Validated
 in designated states

 MBE3407909

 Belgium

 BE3407909

 MCHL3407909

 Switzerland
 & Liechtenstein

 CHL3407909

 MDE3407909

 Germany

 DE3407909

 MDK3407909

 Denmark

 DK3407909

 MES3407909

 Spain

 ES3407909

 MFR3407909

 France

 FR3407909

 MGB3407909

 Kingdom

 GB3407909

 MIE3407909

 Ireland

 IE3407909

 MIT3407909

 Italy

 IT3407909

 MLU3407909

 Luxembourg

 LU3407909

 MMC3407909

 Monaco

 MC3407909

 MNL3407909

 Netherlands

 NL3407909

 MSE3407909

 Sweden

 SE3407909

 M50215425

 Israel

 260814

 Chymotrypsinogen
 and trypsinogen in cancer treatment

 M50215430

 Japan

 7058604

 M50215446

 Malaysia

 MY-198500-A

 M50215451

 New
 Zealand

 744845

 M50215467

 Singapore

 11201806318U

 M50215472

 11376313

 M53003341

 2017250010

 Abandoned
 by client (D)

 M53003354

 China

 201780021479.9

 Under
 examination

 FPA
 Ref

 No.

 Title

 Case

 M53003367

 Patent Convention

 3442564

 Validated
 in designated states

 MBE3442564

 Belgium

 BE3442564

 MCHL3442564

 Switzerland
 & Liechtenstein

 CHL3442564

 MDE3442564

 Germany

 DE3442564

 MFR3442564

 France

 FR3442564

 MGB3442564

 Kingdom

 GB3442564

 MIE3442564

 Ireland

 IE3442564

 MLU3442564

 Luxembourg

 LU3442564

 MMC3442564

 Monaco

 MC3442564

 M53008151

 Hong
 Kong

 19126275.7

 filed

 M53003380

 Japan

 7004665

 M53003393

 16/094846

 Abandoned
 by client (D)

 Regulatory
Matters

States

 Government
oversight of the pharmaceutical industry is usually classified into pre-approval and post-approval categories. Most of the
therapeutically significant innovative products marketed today are the subject of New Drug Applications ("NDA").
Preapproval of activities, based on these detailed applications, are used to ensure the product is safe and effective before
marketing. In the United States, The Center for Drug Evaluation and Research ("CDER"), is the FDA organization
responsible for over the counter and prescription drugs, including most biological therapeutics, and generic drugs.

 Before
approval, the FDA may inspect and audit the development facilities, planned production facilities, clinical trials, institutional review
boards and laboratory facilities in which the product was tested in animals. After the product is approved and marketed, the FDA uses
different mechanisms for assuring that firms adhere to the terms and conditions of approval described in the application and that the
product is manufactured in a consistent and controlled manner. This is done by periodic unannounced inspections of production and quality
control facilities by FDA's field investigators and analysts.

 Federal
Food, Drug and Cosmetic Act and Public Health Service Act

 Prescription
drug and biologic products are subject to extensive pre- and post-market regulations by the FDA, including regulations that govern
the testing, manufacturing, safety, efficacy, labelling, storage, record keeping, advertising and promotion of such products under
the Federal Food, Drug and Cosmetic Act, the Public Health Service Act, and their implementing regulations. The process of obtaining
FDA approval and achieving and maintaining compliance with applicable laws and regulations requires the expenditure of substantial
time and financial resources. Failure to comply with applicable FDA or other requirements may result in refusal to approve pending
applications, a clinical hold, warning letters, civil or criminal penalties, recall or seizure of products, partial or total
suspension of production or withdrawal of the product from the market. FDA approval is required before any new drug or biologic,
including a new use of a previously approved drug, can be marketed in the United States. All applications for FDA approval must
contain, among other things, information relating to safety and efficacy, stability, manufacturing, processing, packaging, labelling
and quality control.

 New
Drug Applications ("NDAs")

 The
FDA's NDA approval process generally involves:

 completion
 of preclinical laboratory and animal testing in compliance with the FDA's good laboratory practice, or GLP, regulations;

 submission
 to the FDA of an investigational new drug ("IND") application for human clinical testing, which must become effective
 before human clinical trials may begin in the United States;

 performance
 of adequate and well-controlled human clinical trials to establish the safety, purity and potency of the proposed product for each
 intended use;

 satisfactory
 completion of an FDA pre-approval inspection of the facility or facilities at which the product is manufactured to assess compliance
 with the FDA's "current good manufacturing practice" ("CGMP") regulations; and

 submission
 to and approval by the FDA of an NDA.

 The
preclinical and clinical testing and approval process requires substantial time, effort and financial resources, and we cannot
guarantee that any approvals for our product candidates will be granted on a timely basis, if at all. Preclinical tests include
laboratory evaluation of toxicity and immunogenicity in animals. The results of preclinical tests, together with manufacturing
information and analytical data, are submitted as part of an IND application to the FDA. The IND automatically becomes effective 30
days after receipt by the FDA, unless the FDA raises concerns or questions about the conduct of the clinical trial, including
concerns that human research subjects will be exposed to unreasonable health risks. In such a case, the IND sponsor and the FDA must
resolve any outstanding concerns before clinical trials can begin. Our submission of an IND may not result in FDA authorization to
commence clinical trials. A separate submission to an existing IND must also be made for each successive clinical trial conducted
during product development. Further, an independent institutional review board ("IRB") covering each medical center
proposing to conduct clinical trials must review and approve the plan for any clinical trial before it commences at that center and
it must monitor the study until completed. The FDA, the IRB or the Sponsor may suspend a clinical trial at any time on various
grounds, including a finding that the subjects or patients are being exposed to an unacceptable health risk. Clinical testing also
must satisfy extensive "good clinical practice" ("GCP") regulations, which include requirements that all
research subjects provide informed consent and that all clinical studies be conducted under the supervision of one or more qualified
investigators.

 For
purposes of an NDA submission and approval, human clinical trials are typically conducted in the following sequential phases, which may
overlap:

 Phase
 I: Initially conducted in a limited population to test the product candidate for safety and dose tolerance;

 Phase
 II: Generally conducted in a limited patient population to identify possible adverse effects and safety risks, to determine the initial
 efficacy of the product for specific targeted indications and to determine optimal dosage. A Phase IIa trial is a non-pivotal, exploratory
 study that assesses biological activity as its primary endpoint. A Phase IIb trial is designed as a definite dose finding study with
 efficacy as the primary endpoint. Multiple Phase II clinical trials may be conducted by the sponsor to obtain information prior to
 beginning larger and more extensive Phase III clinical trials;

 Phase
 III: Commonly referred to as pivotal studies. When Phase II evaluations demonstrate that a dose range of the product is effective
 and has an acceptable safety profile, Phase III clinical trials are undertaken in large patient populations to further evaluate dosage,
 to provide substantial evidence of clinical efficacy and to further test for safety in an expanded and diverse patient population
 at multiple, geographically dispersed clinical trial sites. Generally, replicate evidence of safety and effectiveness needs to be
 demonstrated in two adequate and well-controlled Phase III clinical trials of a product candidate for a specific indication. These
 studies are intended to establish the overall risk/benefit ratio of the product and provide adequate basis for product labelling;
 and

 Phase
 IV: In some cases, the FDA may condition approval of an NDA on the sponsor's agreement to conduct additional clinical trials
 to further assess the product's safety, purity and potency after NDA approval. Such post-approval trials are typically referred
 to as Phase IV clinical trials.

 Progress
reports detailing the results of the clinical studies must be submitted at least annually to the FDA and safety reports must be
submitted to the FDA and the investigators for serious and unexpected adverse events. Concurrently with clinical studies, sponsors
usually complete additional animal studies and must also develop additional information about the product and finalize a process for
manufacturing the product in commercial quantities in accordance with CGMP requirements. The manufacturing process must be capable
of consistently producing quality batches of the product and, among other things, the manufacturer must develop methods for testing
the identity, strength, quality and purity of the final product. Moreover, appropriate packaging must be selected and tested, and
stability studies must be conducted to demonstrate that the product candidate does not undergo unacceptable deterioration over its
shelf-life.

 The
results of product development, preclinical studies and clinical trials, along with the aforementioned manufacturing information,
are submitted to the FDA as part of an NDA. NDAs must also contain extensive manufacturing information. Under the Prescription Drug
User Fee Act, the FDA agrees to specific goals for NDA review time through a two-tiered classification system, Standard Review and
Priority Review. Standard Review is applied to products that offer at most only minor improvement over existing marketed therapies.
Standard Review NDAs have a goal of being completed within a ten-month timeframe, although a review can take significantly longer. A
Priority Review designation is given to products that offer major advances in treatment or provide a treatment where no adequate
therapy exists. A Priority Review takes the FDA six months to review an NDA. It is likely that our product candidates will be
granted Standard Reviews. The review process is often significantly extended by FDA requests for additional information or
clarification. The FDA may refer to the application to an advisory committee for review, evaluation and recommendation as to whether
the application should be approved. The FDA is not bound by the recommendation of an advisory committee, but it generally follows
such recommendations.

 The
FDA may deny approval of an NDA if the applicable regulatory criteria are not satisfied, or it may require additional clinical data or
additional pivotal Phase III clinical trials. Even if such data is submitted, the FDA may ultimately decide that the NDA does not satisfy
the criteria for approval. Data from clinical trials is not always conclusive and the FDA may interpret data differently than we do.
Once issued, product approval may be withdrawn by the FDA if ongoing regulatory requirements are not met or if safety problems occur
after the product reaches the market. In addition, the FDA may require testing, including Phase IV clinical trials, risk evaluation and
mitigation strategies, and surveillance programs to monitor the effect of approved products that have been commercialized, and the FDA
has the power to prevent or limit further marketing of a product based on the results of these post-marketing programs. Products may
be marketed only for the approved indications and in accordance with the provisions of the approved label. Further, if there are any
modifications to the drug, including changes in indications, labelling or manufacturing processes or facilities, approval of a new or
supplemental NDA may be required, which may involve conducting additional preclinical studies and clinical trials.

 Other
U.S. Regulatory Requirements

 After
approval, products are subject to extensive continuing regulation by the FDA, which include company obligations to manufacture products
in accordance with GMP, maintain and provide to the FDA updated safety and efficacy information, report adverse experiences with the
product, keep certain records, submit periodic reports, obtain FDA approval of certain manufacturing or labeling changes and comply with
FDA promotion and advertising requirements and restrictions. Failure to meet these obligations can result in various adverse consequences,
both voluntary and FDA-imposed, including product recalls, withdrawal of approval, restrictions on marketing and the imposition of civil
fines and criminal penalties. In addition, later discovery of previously unknown safety or efficacy issues may result in restrictions
on the product, manufacturer or NDA holder.

 Propanc,
and any manufacturers of our products, are required to comply with applicable FDA manufacturing requirements contained in the FDA's
GMP regulations. GMP regulations require, among other things, quality control and quality assurance as well as the corresponding maintenance
of records and documentation. The manufacturing facilities for our products must meet GMP requirements to the satisfaction of the FDA
pursuant to a pre-approval inspection before Propanc can use them to manufacture products. Propanc and any third-party manufacturers
are also subject to periodic inspections of facilities by the FDA and other authorities, including procedures and operations used in
the testing and manufacture of our products to assess our compliance with applicable regulations.

 With
respect to post-market product advertising and promotion, the FDA imposes complex regulations on entities that advertise and promote
pharmaceuticals, which include, among others, standards for direct-to-consumer advertising, promoting products for uses or in patient
populations that are not described in the product's approved labeling (known as "off-label use"), industry-sponsored
scientific and educational activities and promotional activities involving the Internet. Failure to comply with FDA requirements can
have negative consequences, including adverse publicity, enforcement letters from the FDA, mandated corrective advertising or communications
with doctors and civil or criminal penalties. Although physicians may prescribe legally available drugs for off-label uses, manufacturers
may not market or promote such off-label uses.

 Changes
to some of the conditions established in an approved application, including changes in indications, labeling, or manufacturing processes
or facilities, require submission and FDA approval of a new NDA or NDA supplement before the change can be implemented. An NDA supplement
for a new indication typically requires clinical data like that in the original application, and the FDA uses the same procedures
and actions in reviewing NDA supplements as it does in reviewing an NDA.

 Adverse
event reporting and submission of periodic reports is required following FDA approval of an NDA. The FDA also may require post-marketing
testing, known as Phase IV testing, risk mitigation strategies and surveillance to monitor the effects of an approved product or to place
conditions on approval that could restrict the distribution or use of the product.

 In
June 2017, we were notified by the FDA that PRP had been granted orphan drug designation for the treatment of pancreatic cancer.
Orphan drug designation may be granted by the FDA when a rare disease or condition is implicated, and a potential treatment
qualifies under the Orphan Drug Act and applicable FDA regulations. This qualifies us for various developmental incentives,
including protocol assistance, the potential for research grants, the waiver of future application fees, and tax credits for
clinical testing if we choose to host future clinical trials in the United States.

 In
October 2017, we submitted a request for a second orphan drug designation for PRP, this time for ovarian cancer.

 On
November 2, 2017, we were notified by the FDA that our request was not granted. The Office of Orphan Products Development ("OOPD")
stated that complete prevalence is used as a measure of disease in ovarian cancer, as this reflects the number of women who have been
diagnosed with disease and may be eligible for treatment with the proposed therapy. Therefore, on the date of the submission of our application,
the OOPD estimated that the prevalence of ovarian cancer was 228,110 cases. Since the prevalence exceeds the threshold of 200,000 to
qualify for orphan drug designation, they could not grant our request. We may consider resubmitting our application if we can identify
a suitable sub-population in ovarian cancer, which may meet the target threshold.

Union

 In
addition to regulations in the United States, we will be subject to a variety of foreign regulations governing clinical trials,
commercial sales and distribution of our products if we conduct trials for, and market and sell our products, abroad. Whether or not
we obtain FDA approval for a product, we must obtain approval of a product by the comparable regulatory authorities of foreign
countries before we can commence clinical trials or market our product in those countries. The approval process varies from country
to country, and the time may differ than that required for FDA approval. The requirements governing the conduct of clinical trials,
product licensing, pricing and reimbursement vary greatly from country to country. Despite these differences, the clinical trials
will be conducted according to international standards, such as GCP, GMP and GLP, which is recognized by each foreign country under
the International Conference of Harmonization Guidelines. We plan to conduct our trials in each foreign jurisdiction according to
these standards, undertaking a FIH Phase Ib study in patients with advanced solid tumors, evaluating the safety, pharmacokinetics,
and anti-tumor efficacy of PRP. This will be followed by two Phase II studies evaluating the efficacy and safety of PRP. To ensure
harmonization between the jurisdictions, we intend to conduct regulatory meetings in the country in which trials are conducted, as
well as with the FDA and the EMA. A pre-IND meeting will be held with the FDA once initial patient data has been collected from the
FIH study to ensure acceptability of future planned Phase II trials.

 Under
European Union regulatory systems, we must submit and obtain authorization for a CTA in each member state in which we intend to conduct
a clinical trial. After we have completed clinical trials, we must obtain marketing authorization before we can market its product. We
must submit applications for marketing authorizations for oncology products under a centralized procedure. The centralized procedure
provides for the grant of a single marketing authorization that is valid for all European Union member states. The EMA is the agency
responsible for the scientific evaluation of medicines that are to be assessed via the centralized procedure.

 On
June 23, 2016, the UK government held a referendum to gauge voters' support to remain or leave the European Union. The referendum
resulted in 51.9% of UK voters in favor of leaving the European Union, commonly referred to as "Brexit." On March 29, 2017,
the UK invoked Article 50 of Lisbon Treaty to initiate complete withdrawal from the European Union, which was effectuated on January
31, 2020. The center for the EMA was based in London, but the European Union has relocated the center to The Netherlands.

 In
Australia, the relevant regulatory body responsible for the pharmaceutical industry is the Therapeutics Goods Administration (the "TGA").
Prescription medicines are regulated under the Therapeutic Goods Act 1989. Under the Therapeutic Goods Act, the TGA evaluates new products
for quality, safety and efficacy before being approved for market authorization, according to similar standards employed by the FDA and
EMA in the United States and European Union, respectively. However, receiving market authorization in one or two regions does not guarantee
approval in another.

 Third-Party
Payor Coverage and Reimbursement

 Although
none of our product candidates has been commercialized for any indication, if they are approved for marketing, commercial success of
our product candidates will depend, in part, upon the availability of coverage and reimbursement from third-party payors at the federal,
state and private levels. In addition, in many countries outside the United States, a drug must be approved for reimbursement before
it can be approved for sale in that country.

 Eligibility
for reimbursement does not imply that any drug will be paid for in all cases or at a rate that covers our costs, including research,
development, manufacture, sale and distribution. Interim reimbursement levels for new drugs, if applicable, may also not be sufficient
to cover costs and may not be made permanent. Reimbursement rates may vary according to the use of the drug and the clinical setting
in which it is used, may be based on reimbursement levels already set for lower cost drugs and may be incorporated into existing payments
for other services. Net prices for drugs may be reduced by mandatory discounts or rebates required by government healthcare programs
or private payors and by any future relaxation of laws that presently restrict imports of drugs from countries where they may be sold
at lower prices than in the United States. Third-party payors often rely upon Medicare coverage policy and payment limitations in setting
their own reimbursement policies.

 In
many countries outside the United States, a drug must be approved for reimbursement before it can be approved for sale in that country.
Approval by the FDA does not ensure approval by regulatory authorities in other countries or jurisdictions, and approval by one foreign
regulatory authority does not ensure approval by regulatory authorities in other foreign countries or by the FDA. The foreign regulatory
approval process may include all of the risks associated with obtaining FDA approval. We may not obtain foreign regulatory approvals
on a timely basis, if at all. We may not be able to file for regulatory approvals and may not receive necessary approvals to commercialize
our products in any foreign market.

 The
regulations that govern marketing approvals, pricing and reimbursement for new drug products vary widely from country to country. In
the United States, recently passed legislation may significantly change the approval requirements in ways that could involve additional
costs and cause delays in obtaining approvals. Some countries require approval of the sale price of a drug before it can be marketed.
In many countries, the pricing review period begins after marketing or product licensing approval is granted. In some foreign markets,
prescription pharmaceutical pricing remains subject to continuing governmental control even after initial approval is granted.

 Government
authorities and third-party payors, such as private health insurers and health maintenance organizations, decide which medications
they will pay for and establish reimbursement levels. A primary trend in the U.S. healthcare industry and elsewhere is cost
containment. Government authorities and third-party payors have attempted to control costs by limiting coverage and the amount of
reimbursement for specific medications. Increasingly, third-party payors are requiring that drug companies provide them with
predetermined discounts from list prices and are challenging the prices charged for medical products.

 Other
Regulations

 We
are also subject to numerous federal, state, and local laws relating to such matters as safe working conditions, manufacturing practices,
environmental protection, fire hazard control, and disposal of hazardous or potentially hazardous substances. We may incur significant
costs to comply with such laws and regulations now or in the future.

 Competition

 The
biotechnology and pharmaceutical industries are characterized by continuing technological advancement and significant competition.
While we believe that our technology platforms, product candidates, know-how, experience and scientific resources provide us with
competitive advantages, we face competition from major pharmaceutical and biotechnology companies, academic institutions,
governmental agencies and public and private research institutions, among others. Any product candidates that we successfully
develop and commercialize will compete with existing therapies and new therapies that may become available in the future. Key
product features that would affect our ability to effectively compete with other therapeutics include the efficacy, safety and
convenience of our products. The level of generic competition and the availability of reimbursement from government and other
third-party payers will also significantly impact on the pricing and competitiveness of our products. Our competitors also may
obtain FDA or other regulatory approval for their products more rapidly than we may obtain approval for ours, which could result in
our competitors establishing a strong market position before we are able to enter the market.

 Many
of our competitors have significantly greater financial resources and expertise in R&D, manufacturing, preclinical testing, conducting
clinical trials, obtaining regulatory approvals and marketing approved products than we do. Smaller or early-stage companies may also
prove to be significant competitors, particularly through collaborative arrangements with large and established companies. These competitors
also compete with us in recruiting and retaining qualified scientific and management personnel and establishing clinical trial sites
and patient registration for clinical trials, as well as in acquiring technologies complementary to, or necessary for, our programs.

 Employees

 As
of June 30, 2025, we had one full-time and one part-time employee. In addition to our employees, we engage key consultants and utilize
the services of independent contractors to perform various services on our behalf. Some of our executive officers and directors are engaged
in outside business activities that we do not believe conflict with our business. Over time, we may be required to hire additional employees
or engage independent contractors to execute various projects that are necessary to grow and develop our business. These decisions will
be made by our officers and directors, if appropriate.

 Corporate
Information

 Propanc
is based in Camberwell, Victoria, Australia. Since its inception, substantially all the operations of the Company have been focused
on the development of new cancer treatments targeting high-risk patients, particularly cancer survivors, who need a follow-up, non-toxic,
long-term therapy designed to prevent the cancer from returning and spreading. The Company anticipates establishing global markets for
its technologies. PRP is an enhanced pro-enzyme formulation designed to enhance the anti-cancer effects of multiple enzymes acting synergistically.
It is currently in the preclinical phase of development.

 The
Company was originally formed in Melbourne, Victoria, Australia on October 15, 2007, as Propanc PTY LTD. On November 23, 2010,
Propanc Health Group Corporation was incorporated in the State of Delaware, and in January 2011, to reorganize the Company, all the
outstanding shares of Propanc PTY LTD were acquired on a one-for-one basis by Propanc Health Group Corporation, with Propanc PTY LTD
becoming a wholly-owned subsidiary of the Company.

 On
July 22, 2016, the Company formed another wholly owned subsidiary, Propanc (UK) Limited under the laws of England and Wales for the
purpose of submitting an orphan drug application to the European Medicines Agency (the "EMA") as a small and
medium-sized enterprise. As of the date of this filing, there has been no activity within this entity.

April 20, 2017, the Company changed its name to "Propanc Biopharma, Inc." to reflect the Company's stage of operations
and development better.

 Our
principal executive office is located at 302, 6 Butler Street, Camberwell, VIC, 3124 Australia. Our telephone number is 61 03 9882 0780.
Our website is www.propanc.com.

 Available
Information

 Copies
of our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other documents that we will file
with or furnish to the SEC will be available free of charge by sending a written request to our Corporate Secretary at our corporate
headquarters. Our filings with the SEC are available to the public through the SEC's website at www.sec.gov.

 We
maintain a corporate website at www.propanc.com. You will be able to access our Annual Reports on Form 10-K, Quarterly Reports on Form
10-Q, Current Reports on Form 8-K and amendments to those reports, proxy statements and other information to be filed or furnished pursuant
to Section 13(a) or 15(d) of the Exchange Act with the SEC free of charge at our website as soon as reasonably practicable after such
material will be electronically filed with, or furnished to, the SEC. The information contained in, or that can be accessed through,
our website is not part of this Annual Report on Form 10-K.

 ITEM
1A. RISK FACTORS

 We
are not required to provide this information as we are a smaller reporting company.

 Item
1B. Unresolved Staff Comments.

 None.

 Item
1C. Cybersecurity.

 Our
board of directors and senior management recognize the critical importance of maintaining the trust and confidence of our clients, business
partners and employees. Our management, led by our Chief Executive Officer, is actively involved in oversight of our risk management
efforts, and cybersecurity represents an important component of the Company's overall approach to enterprise risk management ("ERM").
 Our cybersecurity processes and practices are fully integrated into the Company's ERM efforts. In general, we seek to address cybersecurity
risks through a cross-functional approach that is focused on preserving the confidentiality, security and availability of the information
that we collect and store by identifying, preventing and mitigating cybersecurity threats and effectively responding to cybersecurity
incidents when they occur.

 Risk
Management and Strategy

 As
one of the critical elements of our overall ERM approach, our cybersecurity efforts are focused on the following key areas:

 Governance:
 Management oversees cybersecurity risk mitigation and reports to the board of directors any cybersecurity incidents.

 Collaborative
 Approach: We have implemented a cross-functional approach to identifying, preventing and mitigating cybersecurity threats and
 incidents, while also implementing controls and procedures that provide for the prompt escalation of certain cybersecurity incidents
 so that decisions regarding the public disclosure and reporting of such incidents can be made by management in a timely manner.

 Technical
 Safeguards: We deploy technical safeguards that are designed to protect our information systems from cybersecurity threats, including
 firewalls, intrusion prevention and detection systems, anti-virus and anti-malware functionality and access controls, which are evaluated
 and improved through vulnerability assessments and cybersecurity threat intelligence.

 We
have not engaged third-party service providers to conduct evaluations of our security controls, independent audits or consulting on best
practices to address new challenges.

 While
 we have not experienced any cybersecurity threats in the past in the normal course of business, in the future, we may not be successful
in preventing or mitigating a cybersecurity incident that could have a material adverse effect on us.

 Item
2. Properties.

 Our
principal executive office is located at 302, 6 Butler Street, Camberwell, VIC, 3124 Australia, which we lease from Horizon Pty Ltd.,
a related party, of which Mr. Nathanielsz, our Chief Executive Officer, Chief Financial Officer and a director, and his wife are owners
and directors. On May 4, 2022, the Company entered into a three-year lease agreement with North Horizon Pty Ltd. for a monthly rent of
$3,000 AUD or $2,176 USD (depending on exchange rate) per month plus taxes. On May 4, 2025, the Company entered into a one-year lease agreement with North
Horizon Pty Ltd., a related party, for a monthly rent of $3,300 AUD or $2,127 USD (depending on exchange rate) per month plus taxes with
an option to renew the lease for an additional two-year term.

 Item
3. Legal Proceedings.

 We
are not currently involved in any litigation that we believe could have a material adverse effect on our financial condition or results
of operations. There is no action, suit, or proceeding by any court, public board, government agency, self-regulatory organization or
body pending or, to the knowledge of the executive officers of our Company or our subsidiary, threatened against or affecting our Company,
our Common Stock, our subsidiary or of our companies or our subsidiary's officers or directors in their capacities as such, in
which an adverse decision could have a material adverse effect.

 IRS
Liability

 As
part of its requirement for having a foreign operating subsidiary, the Company's parent U.S. entity is required to file an informational
Form 5471 to the Internal Revenue Service (the "IRS"), which is a form that explains the nature of the relationship between
the foreign subsidiary and the parent company. From 2012 through the 2014, the Company did not file this form in a timely manner. As
a result of the non-timely filings, the Company incurred a penalty from the IRS in the amount of $10,000 per year, or $30,000 in total,
plus accrued interest, such penalty and interest having been accrued and is included in the accrued expenses and other payable figure
in the June 30, 2025 and 2024 consolidated balance sheets. The Company recorded the penalties for all three years during the year ended
June 30, 2018. The Company is current on all subsequent filings.

 Item
4. Mine Safety Disclosures.

 Not
applicable.

 PART
II

 Item
5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

 Market
Information

 Our
Common Stock is quoted under the ticker symbol "PPCB" on the Nasdaq Capital Markets, Inc. ("Nasdaq")

 On
September 25, 2025, the last reported sales price per share of our Common Stock on Nsadaq was $1.90.

 Security
Holders

 As
of September 25, 2025 we had 103 record holders of our Common Stock.

 Dividends

 We
have not paid any cash dividends to our stockholders. The declaration of any future cash dividends is at the discretion of our Board
and depends upon our earnings, if any, our capital requirements and financial position, and general economic conditions. It is our present
intention not to pay any cash dividends in the foreseeable future, but rather to reinvest earnings, if any, in our business operations.

 Recent
Sales of Unregistered Securities

 Issuance
of Shares of Common Stock upon Conversion

 From August 2025 through September 2025, the Company issued an aggregate of 194,966 shares of its common stock at an average contractual
conversion price of $1.75 as a result of the conversion of principal of $257,857, default penalty of $41,563, accrued interest $36,430
and conversion fees of $4,906 underlying certain outstanding convertible notes converted during such period.

 Except
as otherwise noted, the securities in the transactions described above were sold in reliance on the exemption from registration provided
in Section 4(a)(2) of the Securities Act for transactions not involving any public offering. Each of the persons acquiring the foregoing
securities was an accredited investor (as defined in Rule 501(a) of Regulation D) and confirmed the foregoing and acknowledged, in writing,
that the securities must be acquired and held for investment. All certificates evidencing the shares sold bore a restrictive legend.
No underwriter participated in the offer and sale of these securities, and no commission or other remuneration was paid or given directly
or indirectly in connection therewith. The proceeds from these sales were used for general corporate purposes.

 Item
6. [Reserved]

 Item
7. Management's Discussion and Analysis of Financial Condition and Results of Operations.

 You
should read the following discussion and analysis of our business and results of operations in conjunction with the information set
forth in our consolidated financial statements and notes thereto appearing under Part II, Item 8, "Financial Statements and
Supplementary Data" of this Annual Report on Form 10-K. Our discussion includes forward-looking statements based upon current
expectations that involve risks and uncertainties, such as our plans, objectives, expectations and intentions. Actual results and
the timing of events could differ materially from those anticipated in these forward-looking statements because of several factors.
See "Forward-Looking Statements" on page 3 of this Annual Report on Form 10-K. As used herein, references to the
"Company," "Propanc," "we," "our," and "us" refer to Propanc Biopharma,
Inc. and its consolidated subsidiary, unless otherwise indicated.

 U.S.
Dollars are denoted herein by "USD," "$" and "dollars".

 The
following discussion and analysis of our financial condition and results of operations should be read in conjunction with the information
included under "Business," "Selected Consolidated Financial Data" and our consolidated financial statements and
the accompanying notes included elsewhere in this filing. The discussion and analysis below are based on comparisons between our
historical financial data for different periods and include certain forward-looking statements about our business, operations, and financial
performance. These forward-looking statements are subject to risks, uncertainties, assumptions, and other factors described in "Risk
Factors." Our actual results may differ materially from those expressed in, or implied by, those forward-looking statements. See
"Special Note Regarding Forward-Looking Statements."

 We
caution that the foregoing list of factors is not exclusive, and new factors may emerge, or changes to the foregoing factors may occur,
that could impact our business. We undertake no obligation to publicly update or revise these statements, whether because of new
information, future events or otherwise, except to the extent required by the federal securities laws.

 Certain
information contained in this discussion and elsewhere in this filing may include "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995 and is subject to the safe harbor created by that act. The safe harbor
created by the Private Securities Litigation Reform Act will not apply to certain "forward looking statements" because we
issued "penny stock" (as defined in Section 3(a)(51) of the Securities Exchange Act of 1934, as amended, and Rule 3(a)(51-1)
under the Exchange Act) during the three year period preceding the date(s) on which those forward looking statements were first made,
except to the extent otherwise specifically provided by rule, regulation or order of the Securities and Exchange Commission (the "SEC").
We caution readers that certain important factors may affect our actual results and could cause such results to differ materially from
any forward-looking statements which may be deemed to have been made in this filing or which are otherwise made by or on our behalf.
For this purpose, any statements contained in this filing that are not statements of historical fact may be deemed to be forward-looking
statements. Without limiting the generality of the foregoing, words such as "may," "will," "expect,"
"believe," "explore," "consider," "anticipate," "intend," "could,"
"estimate," "plan," or "propose" or the negative variations of those words or comparable terminology
are intended to identify forward-looking statements. Factors that may affect our results include, but are not limited to, the risks and
uncertainties associated with:

 Our
 ability to raise capital is necessary to sustain our anticipated operations and implement our business plan;

 Our
 ability to implement our business plan;

 Our
 ability to generate sufficient cash to survive;

 The
 degree and nature of our competition;

 The
 lack of diversification of our business plan;

 The
 general volatility of the capital markets and the establishment of a market for our shares; and

 Disruption
 in the economic and financial conditions primarily from the impact of past terrorist attacks in the United States, threats of future
 attacks, police, and military activities overseas and other disruptive worldwide political and economic events and environmental
 weather conditions.

 We
are also subject to other risks detailed from time to time in our other filings with the SEC and elsewhere in this filing. Any one
or more of these uncertainties, risks and other influences could materially affect our results of operations and whether forward-looking
statements made by us ultimately prove to be accurate. Our actual results, performance and achievements could differ materially from
those expressed or implied in these forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking
statements, whether from new information, future events or otherwise.

 We
are also subject to other risks detailed from time to time in our other filings with SEC and elsewhere in this filing. Any one or
more of these uncertainties, risks and other influences could materially affect our results of operations and whether forward-looking
statements made by us ultimately prove to be accurate. Our actual results, performance and achievements could differ materially from
those expressed or implied in these forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking
statements, whether from new information, future events or otherwise.

 Overview

 The
Company was originally formed in Melbourne, Victoria, Australia on October 15, 2007, as Propanc PTY LTD. On November 23, 2010,
Propanc Health Group Corporation was incorporated in the State of Delaware and in January 2011; to reorganize our Company, we
acquired all the outstanding shares of Propanc PTY LTD on a one-for-one basis, whereby Propanc PTY LTD became our wholly owned
subsidiary. Effective April 20, 2017, we changed our name to "Propanc Biopharma, Inc." to better reflect our current
stage of operations and development.

 We
are a development-stage healthcare company that is currently focused on developing new cancer treatments for patients suffering from
pancreatic, ovarian and colorectal cancer. Utilizing our scientific and oncology consultants, we have developed a rational, composite
formulation of anti-cancer compounds, which together exert several effects designed to control or prevent tumors from recurring and
spreading through the body. Our lead product candidate, PRP, is a variation upon our novel formulation and involves pro-enzymes, the
inactive precursors of enzymes.

 Results
of Operations

 The
following discussion should be read in conjunction with the Company's consolidated financial statements and notes thereto included
elsewhere in this Report. The results discussed below are of the Company and its wholly-owned Australian subsidiary, Propanc PTY LTD.

 Fiscal
Year Ended June 30, 2025, as compared to the Fiscal Year Ended June 30, 2024

 Revenue

 For
the years ended June 30, 2025 and 2024, we generated no revenue because we are currently undertaking research and development activities
for market approval and no sales were generated during these periods.

 Administration
Expense

 Administration
expenses increased to $57,027,850 for the year ended June 30, 2025, as compared to $1,253,797 for the year ended June 30, 2024. This
increase of approximately $55,774,000 is primarily attributable to the increase in stock-based compensation expenses of
approximately $37,800,000 to our officers and an employee, stock based consulting and legal services of approximately $18,169,000,
increase of approximately $1,000 in employee remuneration expense, and increase in other general and administrative expenses of
approximately $1,000 offset by decrease of approximately $103,000 in general consulting, legal and investor relation fees, decrease
in accounting fees of approximately $4,000, and decrease in marketing expense of approximately $90,000.

 Occupancy
Expense

 Occupancy
expenses decreased to $26,560 for the year ended June 30, 2025, as compared to $34,150 for the year ended June 30, 2024. This decrease
of approximately $8,000 is primarily attributable to exchange rate movements over the period when compared to the same period in 2024.

and Development Expenses

and development expenses decreased to $223,721 for the year ended June 30, 2025 as compared to $248,102 for the year ended June
30, 2024, a decrease in research and development expenses of approximately $24,000.

 Such
research and development expenses are related to the two-year collaboration agreement with University of Ja n, which was executed
in October 2020 to provide certain research services to the Company ending on October 2022, relating to the investigation of a fully
synthetic recombinant version of PRP. Additionally, on July 27, 2022, the Company entered into another two-year research agreement with
the University of Ja n to provide certain research and experiment services to the Company relating to the investigation of the
effects of pancreatic proenzymes against the tumor microenvironment. Additionally, we also allocate a portion of the management's
salary to research and development expenses. The overall decrease in research and development expenses is primarily related to our cost-cutting
measures due to lack of working capital funding. Further research and development collaborations are currently under negotiation with
the University of Ja n and other contract research organizations in preparation for upcoming available working capital for future
research and development expenses.

 Interest
Expense

 Interest
expense decreased to $563,757 for the year ended June 30, 2025, as compared to $665,841 for the year ended June 30, 2024. Interest expense
is primarily comprised of approximately $304,000 of debt discount amortization and $255,000 of interest expense from accrual of interest
expense and other financing fees for the year ended June 30, 2025. This decrease in interest expense of approximately $102,000 is primarily
attributable to the increase decrease of approximately $280,000 in accretion of put offset by increase in amortization of debt discount
of approximately $10,000 and increase in accrual of interest expense of approximately $176,000.

Expense

expenses were increased to $333,596 for the year ended June 30, 2025, as compared to expense of $141,012 for the year ended June 30,
2024. This increase is primarily attributable to the increase in the issuance of convertible notes which initial value was
bifurcated from the embedded conversion option and was recorded as derivative expense

 Change
in Fair Value of Derivative Liabilities

 Change
in fair value of derivative liabilities decreased to a gain of $212,450 for the year ended June 30, 2025, as compared to a gain of
$316,537 for the year ended June 30, 2024. This decrease of approximately $104,000 is primarily attributable to the decrease
in fair value of the principal amount of convertible notes with bifurcated embedded conversion option derivatives because of the
decrease in stock prices during the year ended June 30, 2025.

 Gain
(Loss) on Extinguishment of Debt, net

the year ended June 30, 2025, convertible notes containing bifurcated embedded conversion option derivatives with principal aggregate
amount of $54,850, accrued interest of $4,365 and conversion fees of $3,770 containing bifurcated embedded conversion option derivatives
which were converted into common stock. Accordingly, the fair market value of the shares issued upon conversion was $154,154, resulting
in a loss on extinguishment at the time of conversion of $91,169 and $73,640 of derivative liability fair value and was recorded as a
gain on extinguishment at the time of conversion, resulting in a net loss of $17,529 which is included in gain (loss) on extinguishment
of debt in the accompanying consolidated statements of operations.

January 5, 2025 and March 5, 2025, the Company issued an aggregate of 51,000 shares of common stock to certain vendors in exchange for
payment of outstanding balance of accounts payable of $129,354 pursuant to debt exchange agreements. Those shares were valued at an average
price of $8.58 or $437,500, being the closing prices of the stock on the date of grants. Common stock issuable of 7,750 shares shall
be issued due to the reduced offering price provision as defined in the debt exchange agreement to such vendor. Accordingly, the fair
market value of the shares issued and issuable was $468,500, resulting in a loss on extinguishment of debt at the time of exchange of
$339,146 during the year ended June 30, 2025.

 On
January 23, 2025, the Company entered into a debt exchange agreement with the former director and issued 30,000 shares of common stock
in exchange for the total outstanding loan of $74,395. Accordingly, the fair market value of the shares issued was $375,000, resulting
in a loss on extinguishment of debt at the time of exchange of $300,605 during the year ended June 30, 2025.

 On
February 5, 2025, the Company entered into debt exchange agreements with the two investors and issued an aggregate of 30,000 shares of
common stock in exchange for the total outstanding loan including accrued interest of $86,248. Accordingly, the fair market value of
the shares issued was $300,000, resulting in a loss on extinguishment of debt at the time of exchange of $213,752 during the year ended
June 30, 2025.

the year ended June 30, 2024, convertible notes with principal aggregate amount of convertible notes of $130,800, accrued interest of
$8,700 and conversion fees of $3,832 containing bifurcated embedded conversion option derivatives were converted into common stock. Accordingly,
the fair market value of the shares issued upon conversion was $352,565, resulting in a loss on extinguishment at the time of conversion
of $209,233 and $263,798 of derivative liability fair value was recorded as a gain on extinguishment at the time of conversion, resulting
in a net loss of $54,565 which is included in gain on extinguishment of debt in the accompanying consolidated statements of operations.

Currency Transaction Gain

currency transaction gain (loss) decreased to a loss of $(89,243) for the year ended June 30, 2025, as compared to a gain of $22,080
for the year ended June 30, 2024. This decrease of approximately $111,000 is partially attributable to the decrease in exchange
rates during the year ended June 30, 2025.

 Net
loss

 Net
loss increased to $58,923,300 for the year ended June 30, 2025, as compared to a net loss of $1,820,528 for the year ended June 30,
2024. The change relates to the factors discussed above.

 Deemed
dividend

 The
Company recognized the value of the effect of a down-round feature related to our Series A warrants when triggered. Upon the occurrence
of the triggering event that resulted in a reduction of the strike price, the Company measured the value of the effect of the feature
as the difference between the fair value of the warrants without the down round feature or before the strike price reduction and the
fair value of the warrants with a strike price corresponding to the reduced strike price upon the down round feature being triggered.

 Accordingly,
the Company recognized deemed dividends of $0 and $192,960 during the year ended June 30, 2025, and 2024, respectively, with a
corresponding reduction of income available to common stockholders upon the alternate cashless exercise of these warrants during the
year ended June 30, 2024.

 Net
loss available to common stockholders

 Net
loss available to common stockholders increased to $58,923,300 for the year ended June 30, 2025, as compared to a net loss available
to common stockholders of $2,013,488 for the year ended June 30, 2024. This increase of approximately $56,910,000 is primarily
attributable to the change relates to the factors discussed above.

 Liquidity
and Capital Resources

 Current
Financial Condition

 As
of June 30, 2025, we had total assets of $19,631,808, comprised primarily of cash of $12,088, GST tax receivable of $5,302, prepaid expenses
– current portion of $8,334,046, other current assets of $1,380, security deposit of $1,971, deferred offering cost of $291,773,
operating lease ROU asset, net of $59,413 and prepaid expenses – long-term of $10,925,835. As of June 30, 2024, we had total assets
of $72,365, comprised primarily of cash of $21,085, GST tax receivable of $2,950, prepaid expenses and other current assets of $1,406,
deferred offering cost of $27,117, security deposit of $2,008, and operating lease ROU asset, net of $17,799.

 We
had current liabilities of $5,578,240, primarily comprised of net convertible debt of $537,921, accounts payable and accrued
expenses of $2,926,941, employee benefit liability of $667,901, loans payable of $65,280, loans payable – related party of
$415,329, note payable, net of $543,312, embedded conversion option liabilities of $403,892 and operating lease liability of $17,664
as of June 30, 2025. As compared to June 30, 2024, we had current liabilities of $3,792,780, primarily comprised of net convertible
debt of $399,325, accounts payable and accrued expenses of $2,100,135, employee benefit liability of $639,371, loans payable of
$145,091, loans payable – related party of $71,629, note payable, net of $204,694 and embedded conversion option liabilities
of $133,886.

 We
have funded our operations primarily through the issuance of equity and/or convertible securities for cash. The cash was used primarily
for payments for research and development, administration expenses, occupancy expenses, professional fees, consultants and travel.

the year ended June 30, 2025, we received proceeds from issuance of notes of $320,000, proceeds from convertible notes of $222,500,
proceeds from issuance of loans payable from related parties of $343,700 and repaid convertible note and notes payable for a total
of $130,788. During the year ended June 30, 2024, we received proceeds from sale of common stock of $23,057, proceeds from issuance of notes of $190,000,
proceeds from convertible notes of $567,050, proceeds from issuance of loans payable including to related parties for a total of $304,696,
and repaid convertible note of $142,909.

 We
have substantial capital resource requirements and have incurred significant losses since inception. As of June 30, 2025, we had $12,088
in cash. We depend upon debt and/or equity financing to fund our ongoing operations and to execute our current business plan. Such capital
requirements are in excess of what we have in available cash and for which we currently have commitments. Therefore, we presently do
not have enough available cash to meet our obligations over the next 12 months. If continued funding and capital resources are unavailable
at reasonable terms, we may curtail our plan of operations. We will be required to obtain alternative or additional financing from financial
institutions, investors or otherwise, in order to maintain and expand our existing operations. The failure by us to obtain such financing
would have a material adverse effect upon our business, financial condition and results of operations, and adversely affecting our ability
to complete ongoing activities in connection with our research and development programs.

 Sources
and Uses of Cash

 For the years ended
 June 30,

 2025

 2024

 Net cash used in operating activities

 $
 (405,168
)

 $
 (935,118
)

 Net cash provided by financing activities

 $
 490,756

 $
 941,894

 Effect of exchange rate changes on cash

 $
 (94,585
)

 $
 4,262

 Net
Cash Flow from Operating Activities

 Net
cash used in operating activities was $405,168 for the year ended June 30, 2025, due to our net loss of $58,923,300 offset primarily
by non-cash charges of amortization of debt discount of $303,563, non-cash interest expense of $5,519, total stock-based expenses of
$55,969,230, derivative expense of $333,596, foreign currency transaction loss of $89,243, and loss from extinguishment of debt of $871,032
addback change in fair value of derivatives of $212,450. Net changes in operating assets and liabilities totaled $1,138,212, which is
primarily attributable to an increase in accrued interest of $255,115, increase in accounts payable of $187,732 and increase in accrued
expenses and other payables of $677,889.

 Net
cash used in operating activities was $935,118 for the year ended June 30, 2024, due to our net loss of $1,820,528 offset primarily by
non-cash charges of amortization of debt discount of $294,005, non-cash interest expense of $3,832, accretion of put premium of $279,711,
derivative expense of $141,012, addback change in fair value of derivatives of $316,537, foreign currency transaction gain of $22,080,
and gain from extinguishment of debt of $54,565. Net changes in operating assets and liabilities totaled $538,376, which is primarily
attributable to increase accrued interest of $78,733, increase in accounts payable of $242,408, and increase in accrued expenses and
other payables of $209,962.

 Net
Cash Flow from Financing Activities

 Net
cash provided by financing activities for the year ended June 30, 2025 were $490,756 as compared to $941,894 for the year ended June
30, 2024. During the year ended June 30, 2024 we received net proceeds from issuance of convertible notes of $222,500, proceeds from
a note of $320,000 and proceeds from issuance of loan from related parties of $343,700 offset by repayment of notes of $122,788 and
convertible note of $8,000 and deferred offering cost of $264,656.

 Net
cash provided by financing activities for the year ended June 30, 2024 was $941,894. During the year ended June 30, 2024 we received
net proceeds from issuance of convertible notes of $567,050, proceeds from issuance of note of $190,000, total proceeds from issuance
of loans including from a related party of $304,696, proceeds from the sale of shares of our common stock of $23,057 offset by repayment
of convertible note of $142,909.

 Effect
of Exchange Rate

 The
effect of the exchange rate on cash resulted in a $94,585 negative adjustment to cash flows in the year ended June 30, 2025 as compared
to a $4,262 positive adjustment to cash flows in the year ended June 30, 2024. The reason for the fluctuation is due to the application
of currency translation rates throughout the cash flow statement, the volume of transactions within each period and the daily fluctuation
in exchange rates.

 Critical
Accounting Estimates

 Below
is a discussion of our more subjective accounting estimation processes for purposes of explaining (i) the methodology used in calculating
the estimates, (ii) the inherent uncertainties pertaining to such estimates, and (iii) the possible effects of a significant variance
in actual experience, from that of the estimate, on our financial condition. Estimates involve numerous assumptions that, if incorrect,
could create a material adverse impact on the Company's results of operations and financial condition.

 Reference
is frequently made herein to the Financial Accounting Standards Board (the "FASB") Accounting Standards Codification ("ASC").
This is the source of authoritative US GAAP recognized by the FASB to be applied to non-governmental entities. Each ASC reference in
this filing is presented with a three-digit number, which represents its Topic. As necessary for explanation and as applicable, an ASC
topic may be followed with a two-digit subtopic, a two-digit section or a two-or-three-digit paragraph.

Instruments: ASC 815, "Derivatives and Hedging," establishes accounting and reporting standards for derivative instruments
and for hedging activities by requiring that all derivatives be recognized in the balance sheet and measured at fair value. Gains or
losses resulting from changes in the fair value of derivatives are recognized in earnings. On the date of conversion, or payoff, of debt,
we record the fair value of the conversion shares, remove the fair value of the related derivative liability, remove any discounts and
record a net gain or loss on debt extinguishment.

 Prepaid expenses – current portion and long-term portion of $8,334,046 and $10,925,835, respectively, at June 30, 2025, consist
primarily of costs paid for future services which will occur between 6 months to three years. Prepaid expenses principally include prepayments
in fully vested, non-forfeitable equity instruments for general consulting, investor relations, and business advisory services, which
are being amortized over the terms of their respective agreements.

 Recent
Accounting Pronouncements

 Please
see section captioned "Recent Accounting Pronouncements" in Note 1 to our consolidated financial statements included in this
Annual Report for a discussion of recently issued and adopted accounting pronouncements.

 Going
Concern Qualification

 The
accompanying consolidated financial statements have been prepared in conformity with US GAAP, which contemplate continuation of the Company
as a going concern. For the fiscal year ended June 30, 2025, the Company had no revenues, had a net loss of $58,923,300 and had net cash
used in operations of $405,168. Additionally, as of June 30, 2025, the Company had accumulated deficit of $125,621,520.

 Our
independent registered public accounting firm has included a "Going Concern Qualification" in their audit report for each
of the fiscal years ended June 30, 2025 and 2024. In addition, we have convertible debt that is past maturity
that we are currently negotiating with lenders in order to amend the maturity dates. The foregoing raises substantial doubt about our
ability to continue as a going concern for a period of 12 months from the issue date of this report. Our ability to continue as a going
concern is dependent on our ability to execute our strategy and on our ability to raise additional funds and/or to consummate a public
offering. Management is currently seeking additional funds, primarily through the issuance of equity and/or debt securities for cash
to operate our business. No assurance can be given that any future financing will be available or, if available, that it will be on terms
that are satisfactory to us. Even if we are able to obtain additional financing, it may contain undue restrictions on our operations,
in the case of debt financing or cause substantial dilution for our stockholders, in case of equity and/or convertible debt financing.
The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. The "Going
Concern Qualification" might make it substantially more difficult to raise capital.

 Successful
completion of the Company's development program and, ultimately, the attainment of profitable operations are dependent upon future
events, including obtaining adequate financing to fulfill its development activities, acceptance of the Company's patent applications,
obtaining additional sources of suitable and adequate financing and ultimately achieving a level of sales adequate to support the Company's
cost structure and business plan. The Company's ability to continue as a going concern is also dependent on its ability to further
develop and execute on its business plan. However, there can be no assurances that any or all of these endeavors will be successful.

 On
August 18, 2025, the Company sold 1,000,000 shares of common stock for total gross proceeds of $4,000,000. After deducting the underwriting
commissions and offering expenses, the Company received net proceeds of $3,340,000.

 Off-Balance
Sheet Arrangements

 We
do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial
condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

 Item
7A. Quantitative and Qualitative Disclosures about Market Risk.

 Not
applicable to smaller reporting companies.

 Item
8. Financial Statements and Supplementary Data.

 The
following consolidated financial statements of Propanc Biopharma, Inc. are included in this Annual Report on Form 10-K:

BIOPHARMA, INC.

TO FINANCIAL STATEMENTS

 Page

 Financial Statements for the Fiscal Years Ended June 30, 2025 and 2024

 Report
 of Independent Registered Public Accounting Firm (PCAOB Firm ID. 106)

 Balance Sheets as of June 30, 2025 and 2024

 Statements of Operations and Comprehensive Income (Loss) for the years ended June 30, 2025 and 2024

 Statements of Changes in Stockholders' Equity (Deficit) for the years ended June 30, 2025 and 2024

 Statements of Cash Flows for the years ended June 30, 2025 and 2024

 Notes
 to Consolidated Financial Statements

 Report
of Independent Registered Public Accounting Firm

 To
the Stockholders' and the Board of Directors of:

 Propanc
Biopharma, Inc.

 Opinion
on the Financial Statements

 We
have audited the accompanying consolidated balance sheets of Propanc Biopharma, Inc. and Subsidiary (the "Company") as of
June 30, 2025 and 2024, the related consolidated statements of operations and comprehensive income (loss), changes in stockholders'
deficit, and cash flows, for each of the two years in the period ended June 30, 2025, and the related notes (collectively referred to
as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all
material respects, the consolidated financial position of the Company as of June 30, 2025 and 2024 and the consolidated results of its
operations and its cash flows for each of the two years in the period ended June 30, 2025, in conformity with accounting principles generally
accepted in the United States of America.

 Going
Concern

 The
accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed
in Note 2 to the consolidated financial statements, the Company has a net loss of $58,923,300 and net cash used in operating activities
of $405,168 for the fiscal year ended June 30, 2025. The Company has an accumulated deficit of $125,621,520 at June 30, 2025. These matters
raise substantial doubt about the Company's ability to continue as a going concern. Management's Plan regarding these matters
is also described in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome
of this uncertainty.

 Basis
for Opinion

 These
consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion
on the Company's consolidated financial statements based on our audits. We are a public accounting firm registered with the Public
Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company
in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission
and the PCAOB.

 We
conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.
The Company is not required to have, nor were we engaged to perform, an audit of internal control over financial reporting. As part of
our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing
an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

 2295
NW Corporate Blvd., Suite 240 Boca Raton, FL 33431-7326

 Phone:
(561) 995-8270 Toll Free: (866) CPA-8500 Fax: (561) 995-1920

 www.salbergco.com
 info@salbergco.com

 Member
National Association of Certified Valuation Analysts Registered with the PCAOB

 Member
CPAConnect with Affiliated Offices Worldwide Member AICPA Center for Audit Quality

 F- 1

 Our
audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether
due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence
regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles
used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
We believe that our audits provide a reasonable basis for our opinion.

 Critical
Audit Matters

 The
critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements
that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are
material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The
communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole,
and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the
accounts or disclosures to which they relate.

Liabilities

 As
noted in Footnote 1 "Derivative Instruments" and as described in Footnote 12 "Derivative Financial Instruments and
Fair Value Measurements" to the consolidated financial statements, the Company bifurcated embedded conversion features included
in convertible debt instruments issued by the Company during the fiscal year that resulted primarily in an initial derivative expense
and a gain from the change in fair value of these new and previously recorded derivatives of $333,596 and $212,450, respectively, in
fiscal 2025, and derivative liabilities of $403,892 at June 30, 2025.

 We
identified the evaluation of instruments and contracts to determine whether there are embedded derivatives requiring bifurcation from
its debt host, the analysis of the accounting treatment and presentation for derivative transactions and the valuation of derivatives
as critical audit matters. Auditing management's analysis of the above critical audit matters was complex and involved a high degree
of subjectivity.

 The
primary procedures we performed to address these critical audit matters included (a) Reviewed and tested management's conclusions
as to whether certain instruments or contracts qualified for derivative treatment by comparing management's analysis and conclusions
to authoritative and interpretive literature, (b) Compared the accounting treatment and presentation to that described by the authoritative
and interpretive literature, (c) Tested management's process for valuing derivatives by comparing it to generally accepted methodologies
for valuing derivatives, (d) Tested management's valuation of the derivatives by testing assumptions and data used in the valuation
model including the term, volatility and interest rate, and (e) Recomputed the derivative valuations. We agreed with management's
conclusions.

 /s/
Salberg & Company, P.A.

 SALBERG
& COMPANY, P.A.

 We
have served as the Company's auditor since 2011

 Boca
Raton, Florida

 F- 2

 CONSOLIDATED
BALANCE SHEETS

 June

 June

 ASSETS

 CURRENT ASSETS:

 Cash

 $
 12,088

 $
 21,085

 GST tax receivable

 5,302

 2,950

 Prepaid expenses - current
 portion

 8,334,046

 -

 Other
 current assets

 1,380

 1,406

 TOTAL CURRENT ASSETS

 8,352,816

 25,441

 Deferred offering costs

 291,773

 27,117

 Prepaid expenses - long-term
 portion

 10,925,835

 -

 Security deposit - related
 party

 1,971

 2,008

 lease right-of-use assets, net - related party

 59,413

 17,799

 TOTAL
 ASSETS

 $
 19,631,808

 $
 72,365

 LIABILITIES
 AND STOCKHOLDERS' EQUITY (DEFICIT)

 CURRENT LIABILITIES:

 Accounts payable

 $
 1,249,596

 $
 1,213,335

 Accrued expenses and other
 payables

 1,486,550

 792,190

 Accrued interest

 190,795

 94,612

 Loans payable

 65,280

 145,091

 Loans payable - related
 parties

 415,329

 71,629

 Notes payable, net of discount

 543,312

 204,694

 Convertible notes, net
 of discounts and including put premiums

 537,921

 399,325

 Operating lease liability
 - related party, current portion

 17,664

 19,362

 Embedded conversion option
 liabilities

 Due to former director
 - related party

 -

 29,759

 Loan from former director
 - related party

 -

 49,528

 Loan payable

 -

 49,528

 Employee
 benefit liability

 667,901

 639,371

 TOTAL CURRENT LIABILITIES

 5,578,240

 3,792,782

 NON-CURRENT LIABILITIES:

 Loan payable - long-term
 - related party, net of discount

 105,627

 58,642

 lease liability - long-term portion - related party

 41,749

 -

 TOTAL
 NON-CURRENT LIABILITIES

 147,376

 58,642

 TOTAL
 LIABILITIES

 $
 5,725,616

 $
 3,851,424

 Commitments and Contingencies
 (See Note 9)

 -

 -

 STOCKHOLDERS' EQUITY (DEFICIT):

 Preferred stock, 1,500,005 shares authorized,
 $ 0.01 par value:

 Series B preferred stock, $ 0.01 par value;
 5 shares authorized; 1 share issued and outstanding as of June 30, 2025 and 2024

 $
 -

 $
 -

 Preferred stock, value

 -

 -

 Common stock, $ 0.001 par
 value; 10,000,000,000 shares authorized; 11,611,782 and 7,980 shares issued and outstanding as of June 30, 2025 and 2024, respectively

 11,612

 Common stock issuable ( 7,750
 and 0 shares as of June 30, 2025 and 2024, respectively)

 -

 Additional paid-in capital

 138,243,652

 61,696,049

 Accumulated other comprehensive
 income

 1,318,917

 1,269,581

 Accumulated deficit

 ( 125,621,520
)

 ( 66,698,220
)

 Treasury stock ($ 0.001
 share)

)

)

 TOTAL
 STOCKHOLDERS' EQUITY (DEFICIT)

 13,906,192

 ( 3,779,059
)

 TOTAL
 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

 $
 19,631,808

 $
 72,365

 The
accompanying notes are an integral part of these consolidated financial statements.

 F- 3

 CONSOLIDATED
STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

 2025

 2024

 For
 the years ended June 30,

 2025

 2024

 REVENUE

 Revenue

 $
 -

 $
 -

 OPERATING EXPENSES

 Administration
 expenses

 57,027,850

 1,253,797

 Occupancy expenses - related
 party

 26,560

 34,150

 and development

 223,721

 248,102

 TOTAL
 OPERATING EXPENSES

 57,278,131

 1,536,049

 LOSS
 FROM OPERATIONS

 ( 57,278,131
)

 ( 1,536,049
)

 OTHER INCOME (EXPENSE)

 Interest expense

 ( 563,757
)

 ( 665,841
)

 Interest income

 Derivative expense

 ( 333,596
)

 ( 141,012
)

 Change in fair value of
 derivative liabilities

 212,450

 316,537

 Gain (loss) on extinguishment
 of debt, net

 ( 871,032
)

 54,565

 currency transaction gain (loss)

 ( 89,243
)

 22,080

 TOTAL
 OTHER INCOME (EXPENSE), NET

 ( 1,645,169
)

 ( 413,611
)

 LOSS BEFORE TAXES

)

 ( 1,949,660
)

 Tax benefit

 -

 129,132

 NET
 LOSS

 $
)

 $
)

 Deemed
 Dividend

 -

 ( 192,960
)

 NET
 LOSS AVAILABLE TO COMMON STOCKHOLDERS

 $
)

 $
 ( 2,013,488
)

 BASIC
 AND DILUTED NET LOSS PER SHARE AVAILABLE TO COMMON STOCKHOLDERS

 $
 ( 14.85
)

 $
 ( 1,420.53
)

 BASIC AND DILUTED WEIGHTED
 AVERAGE SHARES OUTSTANDING

 3,968,176

 1,417

 NET LOSS AVAILABLE TO COMMON
 STOCKHOLDERS

 $
)

 $
 ( 2,013,488
)

 OTHER COMPREHENSIVE INCOME
 (LOSS)

 Unrealized foreign currency
 translation gain (loss)

)

 TOTAL
 OTHER COMPREHENSIVE INCOME (LOSS)

)

 TOTAL
 COMPREHENSIVE LOSS

 $
 ( 58,873,964
)

 $
 ( 2,038,783
)

 The
accompanying notes are an integral part of these consolidated financial statements.

 F- 4

 CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) FOR THE YEARS ENDED JUNE 30, 2025 AND 2024

 No.

 Value

 No.

 Value

 No.

 Value

 No.

 Value

 Paid-in
 Capital

 Accumulated
 Deficit

 Comprehensive
 Income

 Treasury
 Stock

 Stockholders'
 Deficit

 Preferred
 Stock

 Stock

 Accumulated

 A

 B

 Stock

 Issuable

 Additional

 Other

 Total

 No.

 Value

 No.

 Value

 No.

 Value

 No.

 Value

 Paid-in
 Capital

 Accumulated
 Deficit

 Comprehensive

 Income

 Treasury

 Stock

 Stockholders'

 Deficit

 Balance at June 30, 2023

 -

 $
 -

 $
 -

 $
 -

 $
 -

 $
 60,319,154

 $
 ( 64,684,732
)

 $
 1,294,876

 $
)

 $
 ( 3,117,179
)

 Issuance of common stock for conversion of
 convertible debt, conversion fees and accrued interest

 -

 -

 -

 -

 7,432

 -

 -

 773,540

 -

 -

 -

 773,548

 Issuance of common stock for cash

 -

 -

 -

 -

 -

 -

 -

 23,057

 -

 -

 -

 23,057

 Issuance of common stock for alternate cashless
 exercise of warrants

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 Issuance of common stock for issuable shares

 -

 -

 -

 -

 -

 ( 27
)

 -

 -

 -

 -

 -

 -

 Reclassification of put premium upon debt conversion

 -

 -

 -

 -

 -

 -

 -

 -

 246,254

 -

 -

 -

 246,254

 Relative fair value of warrant granted in connection
 with a loan payable - related party

 -

 -

 -

 -

 -

 -

 -

 -

 141,084

 -

 -

 -

 141,084

 Deemed dividend upon alternate cashless exercise
 of warrants

 -

 -

 -

 -

 -

 -

 -

 -

 192,960

 ( 192,960
)

 -

 -

 -

 Foreign currency translation loss

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

)

 -

)

 Net loss for the fiscal
 year ended June 30, 2024

 -

 -

 -

 -

 -

 -

 -

 -

 -

)

 -

 -

)

 Balance at June 30, 2024

 -

 -

 -

 7,980

 -

 -

 61,696,049

 ( 66,698,220
)

 1,269,581

)

 ( 3,779,059
)

 Balance

 -

 -

 -

 7,980

 -

 -

 61,696,049

 ( 66,698,220
)

 1,269,581

)

 ( 3,779,059
)

 Issuance of common stock for conversion of
 convertible debt, conversion fees and accrued interest

 -

 -

 -

 -

 8,826

 -

 -

 176,366

 -

 -

 -

 176,375

 Issuance of common stock for services rendered

 -

 -

 -

 -

 8,555,750

 8,556

 -

 -

 51,339,444

 -

 -

 -

 51,348,000

 Issuance of common stock for prepaid services

 -

 -

 -

 -

 2,025,000

 2,025

 -

 -

 23,879,085

 -

 -

 -

 23,881,110

 Issuance of common stock and common stock issuable related
 to debt exchange agreement

 -

 -

 -

 -

 111,000

 7,750

 1,143,382

 -

 -

 -

 1,143,501

 Issuance of common stock related to warrant
 exchange agreement

 -

 -

 -

 -

 900,000

 -

 -

 ( 900
)

 -

 -

 -

 -

 Reclassification of put premium upon debt conversion

 -

 -

 -

 -

 -

 -

 -

 -

 10,229

 -

 -

 -

 10,229

 Fractional shares due to reverse split

 -

 -

 -

 -

 3,226

 -

 -

 ( 3
)

 -

 -

 -

 -

 Foreign currency translation gain

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 -

 Net loss for the fiscal
 year ended June 30, 2025

 -

 -

 -

 -

 -

 -

 -

 -

 -

)

 -

 -

)

 Net loss

 -

 -

 -

 -

 -

 -

 -

 -

 -

)

 -

 -

)

 Balance at June 30,
 2025

 -

 $
 -

 $
 -

 11,611,782

 $
 11,612

 7,750

 $

 $
 138,243,652

 $
 ( 125,621,520
)

 $
 1,318,917

 $
)

 $
 13,906,192

 Balance

 -

 $
 -

 $
 -

 11,611,782

 $
 11,612

 7,750

 $

 $
 138,243,652

 $
 ( 125,621,520
)

 $
 1,318,917

 $
)

 $
 13,906,192

 The
accompanying notes are an integral part of these consolidated financial statements.

 F- 5

 CONSOLIDATED
STATEMENTS OF CASH FLOWS

 2025

 2024

 For
 the years ended June 30,

 2025

 2024

 CASH FLOWS FROM OPERATING
 ACTIVITIES:

 Net loss

 $
)

 $
)

 Adjustments
 to Reconcile Net Loss to Net Cash Used in Operating Activities:

 Issuance of common stock
 for services

 51,348,000

 -

 Amortization of prepaid
 stock based expenses

 4,621,230

 -

 Foreign currency transaction
 loss (gain)

 89,243

 ( 22,080
)

 Depreciation expense

 -

 Allowance on refundable
 advance deposit

 -

 120,958

 Amortization of debt discounts

 303,563

 294,005

 Amortization of right-of-use
 assets

 20,187

 21,359

 Change in fair value of
 derivative liabilities

 ( 212,450
)

 ( 316,537
)

 Derivative expense

 333,596

 141,012

 Loss (gain) on extinguishment
 of debt, net

 871,032

 ( 54,565
)

 Non-cash interest expense

 5,519

 3,832

 Accretion of put premium

 -

 279,711

 Changes
 in Assets and Liabilities:

 GST receivable

 ( 2,405
)

 ( 71
)

 Prepaid expenses and other
 current assets

 1,379

 4,746

 Refundable advance deposit

 -

 ( 120,958
)

 Deferred offering costs

 -

 ( 25,000
)

 Accounts payable

 187,732

 242,408

 Employee benefit liability

 40,184

 49,196

 Accrued expenses and other
 payables

 677,889

 209,962

 Accrued interest

 255,155

 78,733

 lease liability

 ( 21,722
)

 ( 21,598
)

 NET
 CASH USED IN OPERATING ACTIVITIES

 ( 405,168
)

 ( 935,118
)

 CASH FLOWS FROM FINANCING
 ACTIVITIES:

 Proceeds from convertible
 promissory notes, net of original issue discounts and issue costs

 222,500

 567,050

 Repayment of convertible
 note

 ( 8,000
)

 ( 142,909
)

 Repayment of notes

 ( 122,788
)

 -

 Proceeds from the sale
 of common stock

 -

 23,057

 Proceeds from note payable

 320,000

 190,000

 Proceeds from loans payable

 -

 79,811

 Proceeds
 from loans payable - related parties

 343,700

 224,885

 Deferred offering costs

 ( 264,656
)

 -

 NET
 CASH PROVIDED BY FINANCING ACTIVITIES

 490,756

 941,894

 Effect of exchange rate changes on cash

 ( 94,585
)

 4,262

 NET INCREASE (DECREASE)
 IN CASH

 ( 8,997
)

 11,038

 CASH
 AT BEGINNING OF YEAR

 21,085

 10,047

 CASH
 AT END OF YEAR

 $
 12,088

 $
 21,085

 Supplemental
 Disclosure of Cash Flow Information

 Cash
 paid during the year:

 Interest

 $
 30,715

 $
 9,491

 Income
 Tax

 $
 -

 $
 -

 Supplemental
 Disclosure of Non-Cash Investing and Financing Activities

 Reduction
 of put premium related to conversions of convertible notes

 $
 10,229

 $
 246,254

 Conversion
 of convertible notes and accrued interest to common stock

 $
 79,686

 $
 560,483

 Settlement
 of accounts payable for shares of common stock

 $
 129,354

 $
 -

 Settlement
 of loans to former director for shares of common stock

 $
 74,395

 $
 -

 Settlement
 of loans payable including accrued interest for shares of common stock

 $
 86,248

 $
 -

 Debt
 discounts related to derivative liability

 $
 222,500

 $
 150,000

 lease right-of-use asset and operating lease liability pursuant to ASC 842

 $
 62,126

 $
 -

 Relative
 fair value of warrant granted in connection with a loan payable - related party

 $
 -

 $
 141,084

 Issuance
 of common stock for prepaid services (net of amortized portion)

 $
 19,259,880

 $
 -

 Deemed
 dividend upon alternate cashless exercise of warrants

 $
 -

 $
 192,960

 The
accompanying notes are an integral part of these consolidated financial statements.

 F- 6

 NOTES

 June

 NOTE
1 – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING AND REPORTING POLICIES

 Nature
of Operations

 Propanc
Biopharma, Inc. (the "Company," "we," "us" or "our") is based in Camberwell, Victoria
Australia. Since its inception, substantially all of the operations of the Company have been focused on the development of new cancer
treatments targeting high-risk patients, particularly cancer survivors, who need a follow-up, non-toxic, long-term therapy designed to
prevent the cancer from returning and spreading. The Company anticipates establishing global markets for its technologies. Our lead product
candidate, which we refer to as PRP, is an enhanced pro-enzyme formulation designed to enhance the anti-cancer effects of multiple enzymes
acting synergistically. It is currently in the preclinical phase of development.

 The
Company was originally formed in Melbourne, Victoria, Australia on October 15, 2007, as Propanc PTY LTD. On November 23, 2010,
Propanc Health Group Corporation was incorporated in the State of Delaware, and in January 2011, to reorganize the Company, all of
the outstanding shares of Propanc PTY LTD were acquired on a one-for-one basis by Propanc Health Group Corporation, with Propanc PTY
LTD becoming a wholly owned subsidiary of the Company.

 On
July 22, 2016, the Company formed another wholly owned subsidiary, Propanc (UK) Limited under the laws of England and Wales for the
purpose of submitting an orphan drug application to the European Medicines Agency as a small and medium-sized enterprise. As of June
30, 2025, there has been no activity within this entity.

April 20, 2017, the Company changed its name to "Propanc Biopharma, Inc." to reflect the Company's stage of operations
and development better.

 In
July 2020, a world-first patent was granted in Australia for the cancer treatment method patent family. Presently, there are 85 granted,
allowed, or accepted patents and 5 patents filed, or under examination in key global jurisdictions relating to the use of proenzymes
against solid tumors, covering the lead product candidate PRP.

 On
August 7, 2024, the Company received written consent in lieu of a meeting by the holders of a majority of the voting power of the Company's
outstanding capital stock as of August 7, 2024 and the Company's Board of Directors approving such actions as are necessary for
the Company to proceed to, and the Company accordingly intends to, effectuate and execute a reverse stock split of the Company's
issued and outstanding shares of common stock at a ratio of one post-split share per sixty thousand pre-split shares (1:60,000) (the
"Reverse Stock Split"). The Reverse Stock Split became effective as of January 29, 2025. Proportional adjustments for the
Reverse Stock Split were made to the Company's outstanding stock options, warrants and equity incentive plans. All share and per-share
data and amounts have been retroactively adjusted as of the earliest period presented in the consolidated financial statements to reflect
the Reverse Stock Split.

 The
Company hopes to capture and protect additional patentable subject matter based on the Company's field of technology relating to
pharmaceutical compositions of proenzymes for treating cancer by filing additional patent applications as it advances its lead product
candidate, PRP, through various stages of development.

 Principles
of Consolidation

 The
consolidated financial statements include the accounts of Propanc Biopharma, Inc., the parent entity, and its wholly owned
subsidiary, Propanc PTY LTD. All inter-company balances and transactions have been eliminated in consolidation. Propanc (UK) Limited
was an inactive wholly owned subsidiary through June 30, 2025 and remains inactive.

 Use
of Estimates

 The
preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial
statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates.
Significant estimates in the accompanying consolidated financial statements include the estimates of useful lives of long-lived assets,
valuation of the collectability of a refundable advance deposit, present value of the operating lease liability and related right-of-use
asset, valuation of derivatives, valuation of equity based instruments issued for other than cash, the valuation allowance on deferred
tax assets and foreign currency translation due to certain average exchange rates applied in lieu of spot rates on transaction dates.

Currency Translation and Other Comprehensive Income (Loss)

 The
Company's wholly owned subsidiary's functional currency is the Australian dollar (AUD). For financial reporting purposes,
the Australian dollar has been translated into the Company's reporting currency, which is the United States dollar ($) and/or (USD).
Assets and liabilities are translated at the exchange rate in effect at the balance sheet date. Revenues and expenses are translated
at the average rate of exchange prevailing during the reporting period. Equity transactions are translated at each historical transaction
date spot rate. Translation adjustments arising from the use of different exchange rates from period to period are included as a component
of stockholders' equity (deficit) as "Accumulated other comprehensive income (loss)." Gains and losses resulting from
foreign currency translations are included in the statements of operations and comprehensive income (loss) as a component of other comprehensive
income (loss). There have been no significant fluctuations in the exchange rate for the conversion of Australian dollars to USD after
the balance sheet date.

 Other
Comprehensive Income (Loss) for all periods presented includes only foreign currency translation gains (losses).

 F- 7

 NOTES

 June

 Assets
and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rates prevailing at the
consolidated balance sheet date with any transaction gains and losses that arise from exchange rate fluctuations on transactions denominated
in a currency other than the functional currency included in the consolidated results of operations as incurred. Effective fiscal year
2021, the parent company determined that the intercompany loans will not be repaid in the foreseeable future and thus, per Accounting
Standards Codification ("ASC") 830-20-35-3, gains and losses from measuring the intercompany balances are recorded within
cumulative translation adjustment, a component of accumulated other comprehensive income (loss). As of June 30, 2025 and 2024, the Company
recognized a cumulative exchange gain (loss) of approximately ($ 316,000) and $ 90,000, respectively, on intercompany loans made by the
parent to the subsidiary that have not been repaid as of June 30, 2025, which is included as a component of accumulated other comprehensive
income on the accompanying consolidated balance sheets.

 As
of June 30, 2025 and 2024, the exchange rates used to translate amounts in Australian dollars into USD for the purposes of preparing
the consolidated financial statements were as follows:

 SCHEDULE OF TRANSACTION EXCHANGE RATES

 June

 June

 Exchange rate on balance sheet dates

 USD: AUD exchange rate

 0.6571

 0.6693

 Average exchange rate for the period

 USD: AUD exchange rate

 0.6468

 0.6557

 Change
in Accumulated Other Comprehensive Income (Loss) by component during the years ended June 30, 2025 and 2024 were as follows:

 SCHEDULE OF ACCUMULATED OTHER COMPREHENSIVE INCOME

 Currency Items:

 Beginning balance, June 30, 2023

 $
 1,294,876

 Foreign currency translation
 loss

)

 Balance, June 30, 2024

 1,269,581

 Foreign currency translation
 gain

 Ending balance, June 30, 2025

 $
 1,318,917

 Fair
Value of Financial Instruments and Fair Value Measurements

 The
Company measures its financial assets and liabilities in accordance with US GAAP. For certain financial instruments, including cash and
cash equivalents, receivables, accounts payable and accrued liabilities, the carrying amounts approximate fair value due to their short
maturities. Amounts recorded for notes payable, net of discount, and loans payable also approximate fair value because current interest
rates available for debt with similar terms and maturities are substantially the same.

 The
Company follows accounting guidance for financial assets and liabilities. This standard defines fair value, provides guidance for measuring
fair value and requires certain disclosures. This standard does not require any new fair value measurements but rather applies to all
other accounting pronouncements that require or permit fair value measurements. This guidance does not apply to measurements related
to share-based payments. This guidance discusses valuation techniques, such as the market approach (comparable market prices), the income
approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement
cost).

 The
guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad
levels. The following is a brief description of those three levels:

 Level
1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

 Level
2: Inputs, other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets
or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

 Level
3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us,
which reflect those that a market participant would use.

 Also
see Note 12 - Derivative Financial Instruments and Fair Value Measurements.

 Cash
and Cash Equivalents

 Cash
and cash equivalents include cash on hand and at banks, short-term deposits with an original maturity of three months or less with financial
institutions, and bank overdrafts. Bank overdrafts, as applicable, are reflected as a current liability on the balance sheets. There
were no cash equivalents as of June 30, 2025 and 2024.

 F- 8

 NOTES

 June

 Refundable
Advance Deposit

 In
August 2023, the Company paid a refundable advance deposit of $ 120,958 which consisted primarily of a deposit paid to a potential lender
to be used as payment for a loan insurance premium related to a future loan transaction with the Company. In the event, the future loan
transaction does not close, the potential lender shall return the refundable advance deposit. During fiscal year 2024, the Company recorded
an allowance for the recoverability of this refundable advance deposit of $ 120,958.

 Prepaid
expenses

 Prepaid
expenses – current portion and long-term portion of $ 8,334,046 and $ 10,925,835, respectively, at June 30, 2025, consist primarily
of costs paid for future services which will occur between 6 months to three years. Prepaid expenses principally include prepayments
in fully vested, non-forfeitable equity instruments for general consulting, investor relations, and business advisory services, which
are being amortized over the terms of their respective agreements.

 Deferred
Offering Costs

 The
Company complies with the requirements of ASC 340, Other Assets and Deferred Costs, with regards to offering costs. Prior to the completion
of an offering, offering costs are capitalized and consist principally of professional, underwriting and other expenses incurred through
the balance sheet date that are directly related to the Company's proposed public offering. The deferred offering costs are charged
to additional paid-in capital or as a discount to debt, as applicable, upon the completion of an offering or to expense if the offering
is not completed. As of June 30, 2025 and 2024 the Company had recorded $ 291,773 and $ 27,117 in deferred offering costs, respectively.

 Property
and Equipment

 Property
and equipment are stated at cost, net of accumulated depreciation. Expenditures for maintenance and repairs are expensed as incurred;
additions, renewals, and betterments are capitalized. When property and equipment are retired or otherwise disposed of, the related cost
and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation of
property and equipment is provided using the declining balance method. The depreciable amount is the cost less its residual value.

 The
estimated useful lives are as follows:

 SCHEDULE OF PROPERTY AND EQUIPMENT ESTIMATED USEFUL LIVES

 Machinery
 and equipment

 -
 5 years

 Furniture

 -
 7 years

 Patents

 Patents
are stated at cost and amortized on a straight-line basis over the estimated future periods if and once the patent has been granted by
a regulatory agency. However, the Company will expense any patent costs as long as we are in the startup stage. Accordingly, as the Company's
products are not currently approved for market, all patent costs incurred from 2013 through June 30, 2025 were expensed immediately.
This practice of expensing patent costs immediately ends when a product receives market authorization from a government regulatory agency.

 Impairment
of Long-Lived Assets

 In
accordance with ASC 360-10, "Long-lived assets," which include property and equipment and intangible assets, are reviewed
for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability
of long-lived assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated undiscounted
future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future
cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the
assets. Fair value is generally determined using the asset's expected future discounted cash flows or market value, if readily
determinable.

 Employee
Benefit/Liability

 Liabilities
arising in respect of wages and salaries, accumulated annual leave, accumulated long service leave and any other employee benefits expected
to be settled within twelve months of the reporting date are measured based on the employee's remuneration rates applicable at
the reporting date. All other employee benefit liabilities are measured at the present value of the estimated future cash outflow to
be made in respect of services provided by employees up to the reporting date. All employee liabilities are owed within the next twelve
months.

 Australian
Goods and Services Tax ("GST")

 Revenues,
expenses and balance sheet items are recognized net of the amount of GST, except payable and receivable balances which are shown inclusive
of GST. The GST incurred is payable on revenues to, and recoverable on purchases from, the Australian Taxation Office.

 Cash
flows are presented in the statements of cash flow on a gross basis, except for the GST component of investing and financing activities,
which are disclosed as operating cash flows.

 F- 9

 NOTES

 June

 As
of June 30, 2025 and 2024, the Company was owed $ 5,302 and $ 2,950, respectively, from the Australian Taxation Office. These amounts were
fully collected subsequent to the balance sheet reporting dates.

Instruments

 ASC
Topic 815, Derivatives and Hedging ("ASC Topic 815"), establishes accounting and reporting standards for derivative
instruments and for hedging activities by requiring that all derivatives be recognized in the balance sheet and measured at fair value.
Gains or losses resulting from changes in the fair value of derivatives are recognized in earnings. On the date of conversion or payoff
of debt, the Company records the fair value of the conversion shares, removes the fair value of the related derivative liability, removes
any discounts and records a net gain or loss on debt extinguishment.

 Convertible
Notes With Variable Conversion Options

 The
Company has entered into convertible notes, some of which contain variable conversion options, whereby the outstanding principal and
accrued interest may be converted, by the holder, into shares of the Company's common stock, par value $ 0.001 per share ("common
stock") at a fixed discount to the price of the common stock at or around the time of conversion. The Company treats these convertible
notes as stock settled debt under ASC 480, " Distinguishing Liabilities from Equity " and measures the fair value of
the notes at the time of issuance, which is the result of the share price discount at the time of conversion and records the put premium
as interest expense.

 Income
Taxes

 The
Company is governed by Australia and United States income tax laws, which are administered by the Australian Taxation Office and the
United States Internal Revenue Service, respectively. The Company follows ASC 740 " Accounting for Income Taxes," when
accounting for income taxes, which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred
income tax assets and liabilities are computed annually for temporary differences between the financial statements and tax bases of assets
and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the
periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce
deferred tax assets to the amount expected to be realized. Income tax expense is the tax payable or refundable for the period plus or
minus the change during the period in deferred tax assets and liabilities.

 The
Company follows ASC 740, Sections 25 through 60, " Accounting for Uncertainty in Income Taxes." These sections provide
detailed guidance for the financial statement recognition, measurement and disclosure of uncertain tax positions recognized in the financial
statements. Tax positions must meet a "more-likely-than-not" recognition threshold at the effective date to be recognized
upon the adoption of ASC 740 and in subsequent periods.

and Development Costs and Tax Credits

 In
accordance with ASC 730-10, "Research and Development-Overall," research and development costs are expensed when incurred.
Total research and development costs for the years ended June 30, 2025 and 2024 were $ 223,721 and $ 248,102, respectively.

 The
Company may apply for research and development tax concessions with the Australian Taxation Office on an annual basis. Although the amount
is possible to estimate at year end, the Australian Taxation Office may reject or materially alter the claim amount. Accordingly, the
Company does not recognize the benefit of the claim amount until cash receipt since collectability is not certain until such time. The
tax concession is a refundable credit. If the Company has net income, then the Company can receive the credit which reduces its income
tax liability. If the Company has net losses, then the Company may still receive a cash payment for the credit, however, the Company's
net operating loss carryforwards are reduced by the gross equivalent loss that would produce the credit amount when the income tax rate
is applied to that gross amount. The concession is recognized as a tax benefit, in operations, upon receipt.

each of the fiscal years ended June 30, 2025 and 2024, the Company applied for, and received from the Australian Taxation Office, a research
and development tax credit in the amount of $ 0 and $ 129,132, respectively, which is reflected as a tax benefit in the accompanying consolidated
statements of operations and comprehensive income (loss). The Company has submitted its request for the refundable credit covering the
period for the year ended June 30, 2025 and is still waiting receipt of the funds.

 Stock
Based Compensation

 The
Company records stock-based compensation in accordance with ASC 718, " Stock Compensation ". ASC 718 requires the fair
value of all stock-based employee compensation awarded to employees to be recorded as an expense over the shorter of the service period
or the vesting period. The Company values employee and non-employee stock-based compensation at fair value using the Black-Scholes Option
Pricing Model.

 The
Company adopted ASU 2018-07 and accounts for non-employee share-based awards in accordance with the measurement and recognition criteria
of ASC 718 and recognizes the fair value of such awards over the service period. The Company used the modified prospective method of
adoption.

 F- 10

 NOTES

 June

 Revenue
Recognition

 The
Company applies ASC Topic 606, Revenue from Contracts with Customers ("ASC 606"). ASC 606 establishes a single comprehensive
model for entities to use in accounting for revenue arising from contracts with customers and supersedes most of the existing revenue
recognition guidance. This standard requires an entity to recognize revenue to depict the transfer of promised goods or services to customers
in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services and also
requires certain additional disclosures. Subject to these criteria, the Company intends to recognize revenue relating to royalties on
product sales in the period in which the sale occurs and the royalty term has begun.

 Legal
Expenses

 All
legal costs for litigation are charged to expense as incurred.

 Leases

 The
Company follows ASC Topic 842, Leases (Topic 842) and applies the package of practical expedients, which permit it not to reassess under
the new standard its prior conclusions about lease identification, lease classification and initial direct costs. In addition, the Company
elected not to apply ASC Topic 842 to arrangements with lease terms of 12 months or less. Operating lease right of use assets ("ROU")
represents the right to use the leased asset for the lease term and operating lease liabilities are recognized based on the present value
of future minimum lease payments over the lease term at commencement date. As most leases do not provide an implicit rate, the Company
uses an incremental borrowing rate based on the information available at the adoption date in determining the present value of future
payments. Lease expense for minimum lease payments is amortized on a straight-line basis over the lease term and is included in general
and administrative expenses.

 Basic
and Diluted Net Loss Per Common Share

 Basic
net loss per share is computed by dividing the net loss by the weighted average number of common shares outstanding during the period.
Diluted net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding for
the period and, if dilutive, potential common shares outstanding during the period. Potentially dilutive securities consist of the incremental
common shares issuable upon exercise of common stock equivalents such as stock options, warrants and convertible debt instruments. Potentially
dilutive securities are excluded from the computation if their effect is anti-dilutive. As a result, the basic and diluted per share
amounts for all periods presented are identical. Each holder of the convertible notes has agreed to a 4.99% beneficial ownership conversion
limitation (subject to certain noteholders' ability to increase such limitation to 9.99% upon 60 days' notice to the Company),
and each note may not be converted during the first six-month period from the date of issuance. The Company's CEO holds Series
B Preferred Stock that, when combined, confers upon him a majority vote, including regarding authorization of additional common shares
and/or the authorization of a reverse split the stock as considered necessary. Such securities are considered dilutive securities which
were excluded from the computation since the effect is anti-dilutive.

 SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS

 June

 June

 Warrants with no designations

 Series A Warrants as if converted at alternate
 cashless exercise prices

 -

 33,173

 Series C Warrants as if converted at alternate
 cashless exercise prices *

 -

 152,933

 Convertible Debt

 189,896

 6,562

 Total

 190,146

 192,918

 *

 Only
 convertible ratably upon exercise of Series B Warrants

 Segment
Reporting

 The
Company uses "the management approach" in determining reportable operating segments. Operating segments are defined as components
of an entity where discrete financial information is evaluated regularly by the chief operating decision maker ("CODM").
The management approach considers the internal organization and reporting used by the Company's CODM for making operating decisions
and assessing performance as the source for determining the Company's reportable segments. All activities are related to the development
of cancer treatment and the Company has not commenced commercial operations or generated revenues to date. All activities are related
to the development of the cancer treatment and the Company has not commenced commercial operations or generated revenues to date. The
CODM is the chief executive officer of the Company, who reviews operating results and utilizes consolidated financial information, including
operating expenses, operating loss, and net loss as reported on the consolidated statements of operations, to make decisions about operating
decisions, allocate resources and assess performance for the entire Company. Consolidated net loss is our segment's primary measure
of loss. The measure of segment assets is reported on the consolidated balance sheets as total consolidated assets. The single segment
constitutes all the consolidated entity, and the accompanying consolidated financial statements and the notes to the accompanying consolidated
financial statements are representative of such amounts. For the years ended June 30, 2025 and 2024, the Company operates in one operating
segment.

 F- 11

 NOTES

 June

 Recent
Accounting Pronouncements

 We
have reviewed the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update
("ASU") accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported
and in future periods. We have carefully considered the new pronouncements that alter previous generally accepted accounting
principles and do not believe that any new or modified principles will have a material impact on the Company's reported
financial position or operations in the near term with the exception of those disclosed below. The applicability of any standard is
subject to formal review of the Company's financial management.

 On
November 4, 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses (DISE) requiring additional
disclosure of the nature of expenses included in the income statement in response to longstanding requests from investors for more
information about an entity's expenses. This standard requires disclosures about specific types of expenses included in the
expense captions presented on the face of the income statement as well as disclosures about selling expenses. ASU 2024-03 applies to
all public business entities (PBEs) and is effective for annual reporting periods beginning after December 15, 2026, and interim
reporting periods within annual reporting periods beginning after December 15, 2027. The requirements will be applied prospectively
with the option for retrospective application. Early adoption is permitted. The Company is currently evaluating the impact the
adoption of ASU 2024-03 may have on the Company's consolidated financial statements.

 NOTE
2 – GOING CONCERN

 The
accompanying consolidated financial statements have been prepared in conformity with US GAAP, which contemplate continuation of the Company
as a going concern. For the fiscal year ended June 30, 2025, the Company had no revenues, had a net loss of $ 58,923,300 and had net cash
used in operations of $ 405,168. Additionally, as of June 30, 2025, the Company had accumulated deficit of $ 125,621,520. It is management's
opinion that these conditions raise substantial doubt about the Company's ability to continue as a going concern for a period of
at least twelve months from the date of this filing.

 The
consolidated financial statements do not include any adjustments to reflect the possible future effect on the recoverability and classification
of assets or the amounts and classifications of liabilities that may result from the outcome of this uncertainty.

 On
August 18, 2025, the Company sold 1,000,000 shares of common stock for total gross proceeds of $ 4,000,000. After deducting the underwriting
commissions and offering expenses, the Company received net proceeds of $ 3,340,000.

 Successful
completion of the Company's development program and, ultimately, the attainment of profitable operations are dependent upon future
events, including obtaining adequate financing to fulfill its development activities, acceptance of the Company's patent applications,
obtaining additional sources of suitable and adequate financing and ultimately achieving a level of sales adequate to support the Company's
cost structure and business plan. The Company's ability to continue as a going concern is also dependent on its ability to further
develop and execute its business plan. However, there can be no assurances that any or all of these endeavors will be successful.

 NOTE
3 – PROPERTY AND EQUIPMENT

 Property
and equipment consist of the following as of June 30:

 SCHEDULE OF PROPERTY PLANT AND EQUIPMENT

 2025

 2024

 Office equipment at cost

 $
 25,078

 $
 25,543

 Less: Accumulated depreciation

 ( 25,078
)

 ( 25,543
)

 Total property, plant,
 and equipment

 $
 -

 $
 -

 Depreciation
expense for the years ended June 30, 2025 and 2024 was $ 0 and $ 297, respectively.

 NOTE
4 – DUE TO AND LOANS FROM FORMER DIRECTOR - RELATED PARTY

 Due
to former director – related party

 Due
to former director – related party represented unsecured advances made primarily by a former director for operating expenses on
behalf of the Company, such as intellectual property and formation expenses. The expenses were paid for on behalf of the Company and
were due upon demand. The Company was not charged interest under these advances. The total amount owed the former director at June 30,
2025 and 2024 were $ 0 and $ 29,759, respectively. On January 23, 2025, the Company entered into a Debt Exchange Agreement ("the
Debt Exchange") with the former director (see below) to settle such debt.

 Loan
from Former Director - Related Party

 Loan
from the Company's former director at June 30, 2025 and 2024 were $ 0 and $ 49,528, respectively. The loan bore no interest and was
payable on demand.

 F- 12

 NOTES

 June

 On
January 23, 2025, the Company entered into a Debt Exchange with the former director and issued 30,000
shares of common stock in exchange for the total outstanding loans of $ 74,395
(which also includes the $ 29,759
amount as noted above under due to former director). Those shares were valued at approximately $ 13
per share or $ 375,000,
being the closing price of the stock on the date of grant to the former director. Accordingly, the fair market value of the shares
issued was $ 375,000,
resulting in a loss on extinguishment of debt at the time of exchange of $ 300,605
during the year ended June 30, 2025.

 NOTE
5 – LOANS

 Loans
payable - Related Party

November 2023 and May 2024, an institutional investor affiliated with one of our directors, Josef Zelinger, loaned the Company an aggregate
of $ 71,629. Additionally, in August 2024, the same affiliated institutional investor loaned the Company an amount of $ 85,000 AUD ($ 57,639
USD). These loans bear no interest and are payable on demand.

August 1, 2024, the Company entered and closed a loan agreement with an institutional investor affiliated with one of our directors,
Josef Zelinger, pursuant to which the investor loaned the Company an aggregate principal amount of $ 150,000 AUD ($ 98,060 USD). The Company
used the net proceeds for general working capital purposes. The maturity date of the loan is November 1, 2024, or sooner at the discretion
of the Company, and the loan bears an interest rate of 12 % per annum and default interest rate of 18 % per annum. The Company has the
right to prepay in full at any time with no prepayment penalty. By mutual consent the amount can be repaid via the issuance of common
stock of the Company (upon uplisting on NASDAQ) and the strike price shall be at a 35 % discount to lowest daily balance of the five preceding
trading days. Such loan is past due and currently in default.

November 2024 and December 2024, an institutional investor affiliated with one of our directors, Josef Zelinger, loaned the Company an
aggregate of $ 15,000 AUD ($ 9,731 USD). These loans bear no interest and are payable on demand. The Company repaid $ 12,000 AUD of this
loan on August 19, 2025.

December 3, 2024, the Company entered and closed a loan agreement with an institutional investor affiliated with one of our directors,
Josef Zelinger, pursuant to which the investor loaned the Company an aggregate principal amount of $ 175,000 AUD ($ 113,485 USD). The Company
used the net proceeds for general working capital purposes. The term of the loan is four months or less (to be determined at the discretion
of the Company), with $ 70,000 AUD was due on February 28, 2025, and $ 105,000 AUD was due on April 2, 2025. The loan bears an interest
rate of 12 % per annum and default interest rate of 18 % per annum. Such loan is past due and currently in default.

 In
January 2025, an institutional investor affiliated with one of our directors, Josef Zelinger, loaned the Company an aggregate of $ 25,000
 AUD ($ 15,485 USD). This loan bore no interest and was payable on demand. The Company fully repaid this loan on August 19, 2025.

 On
April 12, 2025, the Company entered and closed a loan agreement with an institutional investor affiliated with one of our directors,
Josef Zelinger, pursuant to which the investor loaned the Company an aggregate principal amount of $ 63,188
AUD ($ 39,625
USD). The Company used the net proceeds for general working capital purposes. The maturity date was June 30, 2025. The loan bore
an interest rate of 12 %
per annum and default interest rate of 18 %
per annum. The Company fully repaid this loan on August 19, 2025.

 On
June 13, 2025, the Company entered and closed a loan agreement with an institutional investor affiliated with one of our directors,
Josef Zelinger, pursuant to which the investor loaned the Company an aggregate principal amount of $ 15,000 AUD ($ 9,675 USD). The Company
used the net proceeds for general working capital purposes. The maturity date was on June 30, 2025. The loan bore an interest rate of
 12 % per annum and default interest rate of 18 % per annum. The Company fully repaid this loan on August 19, 2025.

 The
loans payable – related parties amounted to $ 415,329
and $ 71,629
as of June 30, 2025 and 2024, respectively. Accrued interest as of June 30, 2025, and 2024 was $ 26,452 and $ 0, respectively.

 Loan
payable -long-term- Related Party

 On
July 5, 2023, the Company and an institutional investor affiliated with one of our directors, Josef Zelinger, entered into a letter agreement,
pursuant to which such investor loaned the Company an aggregate of $ 230,000 AUD ($ 153,256 USD). Pursuant to such agreement, the term
of such loan is three ( 3) years, ending on July 5, 2026, with an interest rate of 10 % to be paid monthly in arrears. In connection with
such loan, the Company issued 250 warrants to purchase common stock to such investor immediately exercisable at an initial exercise price
of $ 600 per share (subject to certain adjustments such as stock dividend, stock splits, subsequent right offering and pro-rata distribution)
with an expiry date of July 5, 2026. The Company accounted for the 250 warrants issued with this loan payable as debt discount by using
the relative fair value method. The total debt discount which is equivalent to the relative fair value of the warrants of $ 141,084 was
based on a fair value determination using a Black-Scholes model with the following assumptions: stock price at valuation date of $ 7,140
based on the closing price of common stock at date of grant, exercise price of $ 600, dividend yield of zero, expected term of 3.00, a
risk-free rate of 4.59 %, and expected volatility of 268 %. The debt discount shall be amortized over the term of this loan. A portion
of the proceeds of such loan were used to repay an outstanding balance of approximately $ 143,000 due on a convertible note held by a
third-party investor which had been in default.

 F- 13

 NOTES

 June

 Accrued
interest from this loan amounted to $ 15,158
as of June 30, 2024. Amortization of debt discount from this loan for fiscal year 2024 was $ 46,470.
The total principal outstanding under this loan was $ 153,256
and remaining unamortized debt discount of $ 94,614
as of June 30, 2024, as reflected in the accompanying consolidated balance sheet as loan payable – long-term – related
party, net of discount of $ 58,642.

 Accrued
interest from this loan amounted to $ 30,483
as of June 30, 2025. Amortization of debt discount for fiscal year 2025 was $ 46,985.
The total principal outstanding under this loan was $ 153,256
and remaining debt discount of $ 47,629
as of June 30, 2025, as reflected in the accompanying consolidated balance sheet as loan payable – long-term – related
party, net of discount of $ 105,627.

 Loans
Payable

October 3, 2019, the Company entered into a securities purchase agreement with Crown Bridge Partners, LLC ("Crown
Bridge"), pursuant to which Crown Bridge purchased a convertible promissory note from the Company (the "Crown Bridge
Note"), which had a remaining principal balance of $ 65,280
as of June 30, 2025 and 2024. The maturity date of the Crown Bridge Note was October 3, 2020 and is currently past due. The Crown
Bridge Note bore interest at a default interest rate of 15 %
per annum. In August 2022, the SEC filed a complaint against Crown Bridge due to its violation of Section 15(a)(1) of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"). Crown Bridge agreed to surrender all conversion rights in its
currently held convertible notes, including the Crown Bridge Note. Consequently, during fiscal year 2023, the Company reclassified
the remaining principal balance of $ 65,280
from a convertible note into a loan payable which is the principal balance at June 30, 2025, and 2024. Additionally, the Company
recorded the remaining put premium of $ 43,520
into gain on extinguishment of debt during fiscal year 2023. The total accrued interest from this loan amounted to $ 55,360 and
$ 45,541
as of June 30, 2025, and 2024, respectively.

 Loans
Payable - others

 In
June 2024, the Company entered into loan agreements with two investors who loaned the Company an aggregate of $ 120,000
AUD ($ 79,811
USD). The maturity dates of these loans were both in June 2025. These loans bore interest at a rate of 12 %
per annum. On February 5, 2025, the Company entered into a Debt Exchange Agreements with the two investors and issued an aggregate
of 30,000 shares
of common stock in exchange for the total outstanding loan including accrued interest of $ 86,248.
Those shares were valued at $ 10 per
share or $ 300,000,
being the closing price of the stock on the date of grant to the two investors. Accordingly, the fair market value of the shares
issued was $ 300,000,
resulting in a loss on extinguishment of debt at the time of exchange of $ 213,752
during the year ended June 30, 2025. As of June 30, 2025, and 2024, the total balance of these loans amounted to $ 0
and $ 79,811,
respectively, and accrued interest of $ 6,286
and $ 665,
respectively. The Company fully paid the accrued interest of $ 6,286
on August 27, 2025.

 The
aggregate principal outstanding on the above loans was $ 65,280 and $ 145,091 as of June 30, 2025 and 2024, respectively.

 Loans
in default

 The
Crown Bridge Note is currently past due and in default, consisting of $ 65,280
principal and $ 55,360
accrued interest, which includes interest accruing at the default interest rate at 15 %. Loans payable – related party for
total principal amount of $ 260,485 and accrued interest of $ 26,452 with maturity dates between November 2024 and June 2025 were in default
as of June 30, 2025.

 NOTE
6 – NOTE PAYABLE AND CONVERTIBLE NOTES

 The
Company's promissory notes outstanding at June 30, 2025 and 2024 were as follows:

 SCHEDULE OF PROMISSORY NOTES OUTSTANDING

 June

 June

 Principal amounts of notes payable

 $
 589,277

 $
 230,400

 Unamortized discounts

 ( 45,965
)

 ( 25,706
)

 Notes payable, net

 $
 543,312

 $
 204,694

 Promissory
Notes

 On
August 15, 2023, the Company issued to an institutional investor (the "August 2023 Lender") a 10 % original issue discount
promissory note (the "Promissory Note") in consideration for $ 120,000, which has a principal face amount of $ 132,000, matured
on November 15, 2023 and accrued interest at a rate of 10 % per annum, and was increased to 18 % due to the event of a default. The Company
had the right to prepay the principal and accrued but unpaid interest due under the Promissory Note, together with any other amounts
that the Company may owe the August 2023 Lender under the terms of the Promissory Note, on or before September 14, 2023 at a 110% premium
of the face amount plus accrued and unpaid interest and any other amounts owed to the August 2023 Lender, which increases to (i) 120%
if prepaid after such date, but on or before October 14, 2023, and (ii) 130% if prepaid after October 14, 2023 (including on the maturity
date), unless the Company and the Lender agree to otherwise effect repayment. The Promissory Note contains certain customary events of
default set forth in the Promissory Note, including, among others, breach of covenants, representations or warranties, insolvency, bankruptcy,
liquidation and failure by the Company to pay the principal and interest due under the Promissory Note. On May 7, 2024, August 2023
Lender notified the Company that the 130% default repayment plus interest will be waived and shall extend the maturity of the Promissory
Note to September 30, 2024.

May 7, 2025, the Company entered into a Maturity Extension Agreement with the August 2023 Lender whereby the August 2023 Lender agreed
to extend the maturity date of the promissory note dated August 15, 2023, which was amended on May 7, 2024 (the "Old Note")
to June 15, 2025 and increasing the principal amount by a default penalty of $ 39,600 and adding accrued interest of $ 30,805 into the
principal amount thereby increasing the current principal amount to $ 202,405. All other terms of the Old Note shall remain unchanged
and in full force and effect. As of June 30, 2025, the Promissory Note was in default.

 F- 14

 NOTES

 June

 On
May 7, 2025, the Company entered into a promissory note agreement with an institutional investor, pursuant to which the investor agreed
to purchase a promissory note from the Company in the aggregate principal amount of $ 90,000, for a purchase price of $ 75,000. Such note
is a non-convertible note. The maturity date of the note was on June 15, 2025 and bears interest at a rate of 10 % per annum and default
interest rate of 18 % per annum. Repayment of the note may occur as follows: (a) if the Company repays this note on or before June 7,
2025, then Company shall pay investor in cash the sum of one hundred percent (100%) of the sum of the outstanding principal amount of
the note (the "Principal Amount") at such time, all accrued interest unpaid at such time, and any other payment due; and
(b) if the Company repays the note after June 7, 2025 and on or before July 7, 2025, then Company shall pay investor in cash the sum
of one hundred twenty percent (120%) of the sum of the outstanding Principal Amount at such time, all accrued interest unpaid at such
time, and any other payment due (the "Maximum Repayment Amount") or (b) at such time as the Company and the investor may
agree to effect repayment. As of June 30, 2025, the promissory note was in default.

 On
June 2, 2025, the Company entered into a promissory note agreement with an institutional investor, pursuant to which the investor agreed
to purchase a promissory note from the Company in the aggregate principal amount of $ 60,000, for a purchase price of $ 50,000. Such note
is a non-convertible note. The maturity date of the note is on July 15, 2025 and bears interest at a rate of 10 % per annum and default
interest rate of 18 % per annum. Repayment of the note may occur as follows: (a) if the Company repays this note on or before July 7,
2025, then Company shall pay investor in cash the sum of one hundred percent (100%) of the sum of the outstanding principal amount of
the note (the "Principal Amount") at such time, all accrued interest unpaid at such time, and any other payment due; and
(b) if the Company repays the note after July 7, 2025 and on or before August 7, 2025, then Company shall pay investor in cash the sum
of one hundred twenty percent (120%) of the sum of the outstanding Principal Amount at such time, all accrued interest unpaid at such
time, and any other payment due (the "Maximum Repayment Amount") or (b) at such time as the Company and the investor may
agree to effect repayment.

 Accrued
interest from these notes amounted to $ 5,718 and $ 15,536 as of June 30, 2025 and 2024, respectively. Amortization of debt discount from
these notes for fiscal year 2025 and 2024 was $ 21,512 and $ 12,000, respectively. As of June 30, 2025 and 2024, the total principal outstanding
under these notes was $ 352,405 and $ 132,000, respectively, and remaining debt discount of $ 3,488 and $ 0 as of June 30, 2025 and 2024,
respectively, as reflected in the accompanying consolidated balance sheet as notes payable, net of discount.

 On
August 19, 2025, the Company fully repaid the total principal for all the above mentioned promissory notes amounting $ 352,405
including total accrued interest and default penalty of $ 34,320.

 1800
Diagonal Lending Promissory Notes

 On
May 24, 2024, the Company entered into a 15 % promissory note in the amount of $ 49,200 less original issue discount of $ 8,200 and legal
and financing costs of $ 6,000 for net proceeds of $ 35,000 with 1800 Diagonal Lending, LLC. The principal and accrued interest is payable
on or before March 30, 2025. Any amount of principal or interest on this note which is not paid when due shall bear interest at the rate
of twenty two percent ( 22 %) per annum from the due date thereof until the same is paid. Accrued, unpaid interest and outstanding principal,
subject to adjustment, shall be paid on November 30, 2024 in the amount of $ 28,290 and 4 payments each in the amount of $ 7,072.50 (a
total payback to the Holder of $ 56,580). The first payment of $ 7,072.50 shall be due on December 30, 2024 with 3 subsequent payments
each month thereafter. The Company shall have a five (5) day grace period with respect to each payment. In November 2024, the Company
fully paid the principal of $ 49,200 and accrued interest of $ 5,683.

 On
June 10, 2024, the Company entered a 15 %
promissory note in the amount of $ 49,200
less original issue discount of $ 8,200
and legal and financing costs of $ 6,000
for net proceeds of $ 35,000
with 1800 Diagonal Lending, LLC. The principal and accrued interest is payable on or before April 15, 2025. Any amount of principal
or interest on this note which is not paid when due shall bear interest at the rate of twenty-two percent ( 22 %)
per annum from the due date thereof until the same is paid. Accrued unpaid interest and outstanding principal, subject to
adjustment, shall be paid on December 15, 2024 in the amount of $ 28,290
and 4 payments each in the amount of $ 7,073
(a total payback to the Holder of $ 56,580).
The first payment of $ 7,073
shall be due on January 15, 2025, with 3 subsequent payments each month thereafter. The Company shall have a five (5) day grace
period with respect to each payment. In November 2024, the Company fully paid the principal of $ 49,200
and accrued interest of $ 5,683.

 On
January 31, 2025, the Company entered into and closed a securities purchase agreement 1800 Diagonal (the "Investor"), pursuant
to which the Investor agreed to purchase a convertible promissory note from the Company in the aggregate principal amount of $ 65,000,
for a purchase price of $ 56,000. The Company intends to use the net proceeds therefrom for general working capital purposes. The maturity
date of the note is November 30, 2025 and the note bears a one-time interest charge of fifteen percent that shall be applied on the issuance
date. Accrued, unpaid interest and outstanding principal, subject to adjustment, shall be paid in five (5) payments, with the first on
July 30, 2025, for $ 37,375, and the other four payments of $ 9,344 on August 30, 2025, September 30, 2025, October 30, 2025 and November
30, 2025 (a total payback to the Holder of $ 74,750). The Company shall have a five (5) day grace period with respect to each payment.

 On
March 25, 2025, the Company entered and closed a securities purchase agreement 1800 Diagonal (the "Investor"), pursuant
to which the Investor agreed to purchase a convertible promissory note from the Company in the aggregate principal amount of $ 79,200,
for a purchase price of $ 67,000. The
Company intends to use the net proceeds therefrom for general working capital purposes. The maturity date of the note is January
30, 2026, and the note bears a one-time interest charge of fifteen percent that shall be applied on the issuance date.
Accrued, unpaid interest and outstanding principal, subject to adjustment, shall be paid in five (5) payments, with the first
on September 30, 2025, for $ 45,540,
and the other four payments of $ 11,385
on October 30, 2025, November 30, 2025, December 30, 2025 and January 30, 2026 (a total payback to the Holder of $ 91,080).
The Company shall have a five (5) day grace period with respect to each payment.

 On
June 13, 2025, the Company entered into a 15 %
promissory note in the aggregate principal amount of $ 67,860,
for a purchase price of $ 58,000.
This note contains original issue discount of $ 8,000 and legal and financing costs of $ 9,860 for net proceeds of $ 50,000 with 1800 Diagonal Lending, LLC. The maturity date of the note
is April
15, 2026 and the note bears a one-time interest
charge of fifteen percent that shall be applied on the issuance date. Accrued, unpaid interest and outstanding principal, subject to
adjustment, shall be paid in five (5) payments, with the first on December 15, 2025 for $ 39,020,
and the other four payments on January 15, 2026, February 15, 2026, March 15, 2026 and April 15, 2026, each for $ 9,755 (a total payback to the Holder of $ 78,039).
The Company shall have a five (5) day grace period with respect to each payment.

 F- 15

 NOTES

 June

 The
Company had the right to accelerate payments or prepay in full at any time with no prepayment penalty. At any time following an event
of default, the noteholder shall have the right, to convert all or any part of the outstanding and unpaid amount of these notes into
shares of common stock. The conversion price of the above notes shall mean 65 % multiplied by the lowest trading price for the common
stock during the 10 trading days prior to the conversion date (representing a discount rate of 35 %) subject to a 4.99 % beneficial ownership
limitations. Upon the occurrence of any event of defaults, these notes shall be immediately due and payable in an amount equal to 150 %
default percentage multiplied by the sum of the outstanding principal balances plus accrued interest and default interest.

 As
of June 30, 2025 and 2024 the total balance of these 1800 Diagonal Lending promissory notes amounted to $ 212,060 and $ 98,400, respectively
and accrued interest of $ 7,638 and $ 1,193, respectively.

July 2025 and August 2025, the Company fully repaid the total principal amount of $ 212,060 including accrued interest for the above 1800
Diagonal Lending promissory notes.

 Red
Road Holdings Promissory Note

 On
December 4, 2024, the Company entered into a 15 % promissory note in the amount of $ 49,200 less original issue discount of $ 8,200 and
legal and financing costs of $ 6,000 for net proceeds of $ 35,000 with Red Road Holdings. The principal and accrued interest was payable
on or before October 15, 2025. Any amount of principal or interest on this note which was not paid when due shall bear interest at the
rate of twenty two percent ( 22 %) per annum from the due date thereof until the same was paid. Accrued interest and outstanding principal,
subject to adjustment, shall be paid on June 15, 2025 in the amount of $ 28,290 and 4 payments each in the amount of $ 7,072 (a total
payback to the Holder of $ 56,580). The first payment of $ 7,072 is due on July 15, 2025 with 3 subsequent payments each month thereafter.
The Company had a five (5) day grace period with respect to each payment.

 The
Company had the right to accelerate payments or prepay in full at any time with no prepayment penalty. At any time following an event
of default, the noteholder has the right, to convert all or any part of the outstanding and unpaid amount of the note into shares of
common stock. The conversion price of the note is equal to 65 % multiplied by the lowest trading price for the common stock during the
10 trading days prior to the conversion date (representing a discount rate of 35 %) subject to a 4.99 % beneficial ownership limitations.
Upon the occurrence of any event of defaults, the note shall be immediately due and payable in an amount equal to 150 % default percentage
multiplied by the sum of the outstanding principal balances plus accrued interest and default interest.

 As
of June 30, 2025, the total balance of principal and accrued interest of the Red Road Holdings promissory note amounted to $ 24,812 and
$ 303, respectively, after the payment of the first installment of $ 28,290 in June 2025. In August 2025, the Company paid the 3 installment
payments of $ 7,072 for a total amount of $ 21,217 for the above Red Road Holdings promissory note.

 The
total balance of the above nine promissory notes, net of unamortized discount of $ 45,965 was $ 543,312 at June 30, 2025. The total balance
of the above three promissory notes, net of unamortized discount of $ 25,706 was $ 204,694 at June 30, 2024.

 Convertible
Notes

 The
Company's convertible notes outstanding at June 30, 2025 and 2024 were as follows:

 SCHEDULE OF CONVERTIBLE NOTES

 June

 June

 Convertible notes and debenture

 $
 520,797

 $
 313,550

 Unamortized discounts

 ( 97,276
)

 ( 38,854
)

 Premium, net

 114,400

 124,629

 Convertible notes,
 net

 $
 537,921

 $
 399,325

 1800
Diagonal Lending (formerly known as Sixth Street Lending) Securities Purchase Agreements

 June
30, 2022 Securities Purchase Agreement

 On
June 30, 2022, the Company entered into a securities purchase agreement with 1800 Diagonal Lending LLC ("1800 Diagonal"),
which closed on July 11, 2022, pursuant to which 1800 Diagonal purchased a convertible promissory note (the "July 11, 2022 1800
Diagonal Note") from the Company in the aggregate principal amount of $ 105,000, such principal and the interest thereon were convertible
into shares of common stock at the option of 1800 Diagonal any time after 180 days of the July 11, 2022 1800 Diagonal Note. The July
11, 2022 1800 Diagonal Note contained debt issue cost of $ 3,750. The Company used the net proceeds from the July 11, 2022 1800 Diagonal
Note for general working capital purposes. The maturity date of the July 11, 2022 1800 Diagonal Note was June 30, 2023. The 1800 Diagonal
Note bore interest at a rate of 8 % per annum, which interest was payable in shares of common stock; but was not payable until the maturity
date or upon acceleration or by prepayment of such note.

 F- 16

 NOTES

 June

 June
29, 2023 Securities Purchase Agreement

 On
June 29, 2023, the Company entered into a securities purchase agreement with 1800 Diagonal, which closed on July 6, 2023, pursuant to
which 1800 Diagonal purchased a convertible promissory note (the "July 6, 2023 1800 Diagonal Note") from the Company in the
aggregate principal amount of $ 65,000, such principal and the interest thereon were convertible into shares of the Company's common
stock at the option of 1800 Diagonal any time after 180 days of the July 6, 2023 1800 Diagonal Note. The July 6, 2023 1800 Diagonal Note
contained debt issue costs of $ 5,000. The Company used the net proceeds for general working capital purposes. The maturity date was June
29, 2024.

 July
19, 2023 Securities Purchase Agreement

 On
July 19, 2023, the Company entered into a securities purchase agreement with 1800 Diagonal Lending LLC pursuant to which 1800 Diagonal
purchased a convertible promissory note (the "July 19, 2023 1800 Diagonal Note") from the Company in the aggregate principal
amount of $ 45,000, such principal and the interest thereon were convertible into shares of the Company's common stock at the option
of 1800 Diagonal any time after 180 days of the July 19, 2023 1800 Diagonal Note. The July 19, 2023 1800 Diagonal Note contained debt
issue costs of $ 5,000. The Company used the net proceeds for general working capital purposes. The maturity date was July 19, 2024.

16, 2023 Securities Purchase Agreement

 On
August 16, 2023, the Company entered into a securities purchase agreement with 1800 Diagonal Lending LLC pursuant to which 1800 Diagonal
purchased a convertible promissory note (the "August 16, 2023 1800 Diagonal Note") from the Company in the aggregate principal
amount of $ 55,000, such principal and the interest thereon were convertible into shares of the Company's common stock at the option
of 1800 Diagonal any time after 180 days of the August 16, 2023 1800 Diagonal Note. The August 16, 2023 1800 Diagonal Note contained
debt issue costs of $ 5,000. The Company used the net proceeds for general working capital purposes. The maturity date was August 16,
2024.

 October
20, 2023 Securities Purchase Agreement

 On
October 20, 2023, the Company entered into a securities purchase agreement with 1800 Diagonal Lending LLC pursuant to which 1800 Diagonal
purchased a convertible promissory note (the "October 20, 2023 1800 Diagonal Note") from the Company in the aggregate principal
amount of $ 40,000, such principal and the interest thereon were convertible into shares of the Company's common stock at the option
of 1800 Diagonal any time after 180 days of the October 20, 2023 1800 Diagonal Note. The October 20, 2023 1800 Diagonal Note contained
debt issue costs of $ 5,000. The Company used the net proceeds for general working capital purposes. The maturity date was October 20,
2024.

 November
29, 2023 Securities Purchase Agreement

 On
November 29, 2023, the Company entered into a securities purchase agreement with 1800 Diagonal Lending LLC pursuant to which 1800 Diagonal
purchased a convertible promissory note (the "November 29, 2023 1800 Diagonal Note") from the Company in the aggregate principal
amount of $ 45,000, such principal and the interest thereon were convertible into shares of the Company's common stock at the option
of 1800 Diagonal any time after 180 days of the November 29, 2023 1800 Diagonal Note. The November 29, 2023 1800 Diagonal Note contained
debt issue costs of $ 5,000. The Company used the net proceeds for general working capital purposes. The maturity date was September 15,
2024.

 The
following terms shall apply to all the above 1800 Diagonal notes:

 The
1800 Diagonal Notes bore interest at a rate of 8 % per annum, which interest may be paid by the Company to 1800 Diagonal in shares of
the Company's common stock; but shall not be payable until the 1800 Diagonal Note becomes payable, whether at the maturity date
or upon acceleration or by prepayment.

the first 60 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid
interest due under all of the above notes, together with any other amounts that the Company may owe the holder under the terms of the
note, at a premium ranging from 110 %
to 129 %
as defined in the note agreement. After this initial 180-day period, the Company does not have a right to prepay such
note.

 The
conversion price for the above notes was equal to a 35 % discount of the market price which means the average of the lowest three trading
prices of the Common Stock for the ten trading days immediately prior to the delivery of a Notice of Conversion. Notwithstanding the
foregoing, 1800 Diagonal shall be restricted from effecting a conversion if such conversion, along with other shares of the Company's
common stock beneficially owned by 1800 Diagonal and its affiliates, exceeds 9.99 % of the outstanding shares of the Company's common
stock. The Company treats these convertible notes as stock settled debt under ASC 480 and accordingly the Company recorded a total debt
premium of $ 134,615 which was recorded during the year ended June 30, 2024.

 The
above notes contained certain events of default, upon which principal and accrued interest will become immediately due and payable. In
addition, upon an event of default, interest on the outstanding principal shall accrue at a default interest rate of 22 % per annum, or
if such rate is usurious or not permitted by current law, then at the highest rate of interest permitted by law. Further, certain events
of default may trigger penalty and liquidated damage provisions.

 Failure
to deliver shares of common stock upon conversion of the above 1800 Diagonal notes within three business days of notice of conversion
will result in the Company paying a penalty of $ 1,000 per day, subject to certain exceptions.

 F- 17

 NOTES

 June

 Upon
certain events of default, the above 1800 Diagonal notes will become immediately due and payable and the Company must pay 1800 Diagonal
 150 % of the then-outstanding principal amount of the above 1800 Diagonal notes, plus any interest accrued upon such event of default
or prior events of default (the "Default Amount"). Further, upon any event of default relating to the failure to issue shares
of common stock upon the conversion of such notes, such notes become immediately due and payable in an amount equal to twice the Default
Amount.

 The
total principal amount outstanding under all of the above 1800 Diagonal financing agreements was $ 0
as of June 30, 2024 following conversion of $ 250,000
of the principal balance and $ 9,863
accrued interest during the year ended June 30, 2024. Accordingly, $ 134,615
of the put premium was released to additional paid in capital in respect to the 1800 Diagonal financing agreements during the year
ended June 30, 2024 following conversion of the principal balance.

 ONE44
Capital Securities Purchase Agreements

15, 2022 Securities Purchase Agreement

 On
August 15, 2022, the Company entered into a securities purchase agreement with ONE44, pursuant to which ONE44 purchased a convertible
redeemable note (the "August 15, 2022 ONE44 Note") from the Company in the aggregate principal amount of $ 110,000, such principal
and the interest thereon were convertible into shares of the common stock at the option of ONE44 any time after the six-month anniversary
of the August 15, 2022 ONE44 Note. The transaction contemplated by such purchase agreement closed on August 16, 2022. The August 15,
2022 One44 Note contained an original issue discount amount of $ 10,000. Pursuant to the terms of such purchase agreement, the Company
paid $ 5,500 for ONE44's legal fees. The Company used the net proceeds from the August 15, 2022 ONE44 Note for general working capital
purposes. The maturity date of the August 15, 2022 One44 Note was August 15, 2023. The August 15, 2022 ONE44 Note bore interest at a
rate of 10 % per annum, which was payable in shares of common stock, but was not payable until the maturity date or upon acceleration
or by prepayment of such note. The August 15, 2022 ONE44 Note was fully converted in fiscal year 2024.

 February
14, 2023 Securities Purchase Agreement

 On
February 14, 2023, the Company entered into a securities purchase agreement with ONE44, pursuant to which ONE44 purchased a convertible
redeemable note (the "February 14, 2023 ONE44 Note") from the Company in the aggregate principal amount of $ 111,111, such
principal and the interest thereon were convertible into shares of the common stock at the option of ONE44 any time after the six-month
anniversary of the February 14, 2023 ONE44 Note. The transaction contemplated by such purchase agreement closed on February 14, 2023.
The February 14, 2023 One44 Note contained an original issue discount amount of $ 11,111. Pursuant to the terms of such purchase agreement,
the Company paid $ 5,500 for ONE44's legal fees. The Company used the net proceeds from the February 14, 2023 ONE44 Note for general
working capital purposes. The maturity date of the February 14, 2023 One44 Note was February 14, 2024. The February 14, 2023 ONE44 Note
bore interest at a rate of 10 % per annum, which interest was payable in shares of common stock, but was not payable until the maturity
date or upon acceleration or by prepayment of such note. The February 14, 2023 One44 Note was fully converted in fiscal year 2024.

 December
8, 2023 Securities Purchase Agreement

 On
December 8, 2023, the Company entered into a securities purchase agreement with ONE44, pursuant to which ONE44 purchased a convertible
redeemable note (the "December 8, 2023 ONE44 Note") from the Company in the aggregate principal amount of $ 150,000, such
principal and the interest thereon are convertible into shares of the common stock at the option of ONE44 any time after the six-month
anniversary of the December 8, 2023 ONE44 Note. The transaction contemplated by such purchase agreement closed on December 8, 2023. The
December 8, 2023 One44 Note contains an original issue discount amount of $ 15,000. Pursuant to the terms of such purchase agreement,
the Company paid $ 7,500 for ONE44's legal fees. The Company used the net proceeds from the December 8, 2023 ONE44 Note for general
working capital purposes. The maturity date of the December 8, 2023 One44 Note was December 8, 2024. The December 8, 2023 ONE44 Note
bears interest at a rate of 10 % per annum, which interest is payable in shares of common stock, but is not payable until the maturity
date or upon acceleration or by prepayment of such note. The December 8, 2023 One44 Note was fully converted in August 2025.

 The
following terms shall apply to all of the above ONE44 note:

the first 60 to 180 days following the date of these notes, the Company has the right to prepay the principal and accrued but unpaid
interest due under all of the above notes issued to ONE44, together with any other amounts that the Company may owe ONE44 under the
terms of the note, at a premium ranging from 120 %
to 135 %
as defined in the relevant note. After this initial 180-day period, the Company does not have a right to prepay such
note.

 The
conversion price for the above ONE44 notes ranges from 60 % to 65 % (representing a 35 % to 40 % discount) of the market price of the common
stock, which is based on the lowest closing bid prices of the common stock between ten and fifteen trading days immediately prior to
the delivery of a notice of conversion. Notwithstanding the foregoing, such notes are subject to 4.99 % beneficial ownership limitations.
All of the above ONE44 notes are treated as stock settled debt under ASC 480 and accordingly the Company recorded a total debt premium
of $ 133,305 during the year ended June 30, 2023 and recorded a total debt premium of $ 100,000 was recorded during the year ended June
30, 2024.

 The
above ONE44 notes contain certain events of default, upon which principal and accrued interest will become immediately due and payable.
In addition, upon an event of default, interest on the outstanding principal shall accrue at a default interest rate of 24 %
per annum, or if such rate is usurious or not permitted by current law, then at the highest rate of interest permitted by law. Further,
certain events of default may trigger penalty and liquidated damage provisions. In the event that the Company fails to deliver to ONE44
shares of common stock issuable upon conversion of principal or interest under a ONE44 note, it will incur a penalty of $ 250 per day the shares are not issued beginning on the 4 th
day after the conversion notice was delivered to the Company. This penalty increases to $ 500 per day beginning on the 10 th day. In the event
that the Company loses the bid price of its common stock on OTC markets, such ONE44 note does not incur penalty and instead the outstanding
principal amount increases by 20 %.

 F- 18

 NOTES

 June

 The
total principal amount outstanding under all of the above ONE44 financing agreements was $ 119,300
and accrued interest was $ 6,726
as of June 30, 2024 following conversion of $ 148,811
of the principal balance and $ 9,909
accrued interest during the year ended June 30, 2024. Accordingly, $ 98,311
of the put premium was released to additional paid in capital in respect to the ONE44 financing agreements during the year ended
June 30, 2024 following conversion of the principal balance.

 The
total principal amount outstanding under all the above ONE44 financing agreements was $ 104,460
and accrued interest was $ 24,962
as of June 30, 2025 following conversion of $ 14,840
of the principal balance and $ 1,006 accrued
interest during the year ended June 30, 2025. Accordingly, $ 9,893
of the put premium was released to additional paid in capital in respect to the ONE44 financing agreements during the year ended
June 30, 2025, following conversion of the principal balance.

 One
ONE44 note with principal amount of $ 104,460 was in default and accrued default interest rate at 24 % per annum before it was fully converted
in August 2025.

 GS
Capital Partners Securities Purchase Agreements

12, 2022 Securities Purchase Agreement

 On
August 12, 2022, the Company entered into a securities purchase agreement (the "GS Capital Purchase Agreement") with GS Capital
Partners, LLC ("GS Capital"), pursuant to which GS Capital purchased a convertible redeemable note (the "GS Capital
Note") from the Company in the aggregate principal amount of $ 93,000, such principal and the interest thereon were convertible
into shares of common stock at the option of GS Capital. The transaction contemplated by the GS Capital Purchase Agreement closed on
August 16, 2022. The GS Capital Note contained a $ 5,000 original issue discount. Pursuant to the terms of the GS Purchase Agreement,
the Company paid $ 3,000 for GS Capital's legal fees. The Company used the net proceeds ($ 85,000) from the GS Capital Note for general
working capital purposes.

 The
maturity date of the GS Capital Note was April 12, 2023, but was extended to August 12, 2023 in April 2023. The GS Capital Note bore
interest at a rate of 8 % per annum, which interest was payable in shares of common stock, but was not payable until the maturity date
or upon acceleration or by prepayment of such note. The GS Capital Note was exchangeable for an equal aggregate principal amount of notes
of different authorized denominations, as requested by GS Capital by surrendering the same. GS Capital was entitled, at its option, at
any time after cash payment, to convert all or any amount of the principal face amount of the GS Capital Note then outstanding into shares
of common stock at a price per share equal to $168,000 per share (the "Fixed Price"). However, in the event the common
stock trades below $120,000 per share for more than five consecutive trading days, then the Fixed Price becomes $78,000 per share. In
the event of default, such conversion price was equal to 65 % of the lowest trading price of the common stock reported on the OTC markets
or other exchange for the ten prior trading days, including the day upon which a notice of conversion is received by the Company. The
GS Capital Note was subject to a 4.99 % beneficial ownership limitation. Such note was fully converted during fiscal year 2024.

21, 2022 Securities Purchase Agreement

 On
September 21, 2022, the Company entered into a securities purchase agreement with GS Capital, pursuant to which GS Capital purchased
a convertible redeemable note from the Company in the aggregate principal amount of $ 71,500, such principal and the interest thereon
were convertible into shares of common stock at the option of GS Capital. The transaction contemplated by such purchase agreement closed
on September 26, 2022. Such note contains a $ 4,000 original issue discount. Pursuant to the terms of such purchase agreement, the Company
paid $ 2,500 for GS Capital's legal fees. The Company used the net proceeds ($ 65,000) from such note for general working capital
purposes.

 F- 19

 NOTES

 June

 The
maturity date of such note was March 21, 2023 but was extended to March 21, 2024 in April 2023. Such note bore interest at a rate of
 8 % per annum, which interest was payable in shares of common stock, but was not payable until the maturity date or upon acceleration
or by prepayment of such note. Such note was exchangeable for an equal aggregate principal amount of notes of different authorized denominations,
as requested by GS Capital surrendering the same. GS Capital was entitled, at its option, at any time after cash payment, to convert
all or any amount of the principal face amount of the GS Capital Note then outstanding into shares of common stock at a price per share
equal to $120,000 (the "September Fixed Price"). However, in the event the common stock trades below $84,000 per share
for more than five consecutive trading days, then the September Fixed Price becomes $54,000 per share. In the event of default under
such note, such conversion price was equal to 65 % of the lowest trading price of the common stock as reported on the OTC markets or other
exchange for the ten prior trading days, including the day upon which a notice of conversion is received by the Company. Such note was
subject to 4.99 % beneficial ownership limitations. Such note was fully converted during fiscal year 2024.

23, 2023 Securities Purchase Agreement

 On
August 23, 2023, the Company entered into a securities purchase agreement with GS Capital Partners, LLC, pursuant to which GS Capital
purchased a convertible redeemable note from the Company in the aggregate principal amount of $ 77,500, such principal and the interest
thereon are convertible into shares of the Company's common stock at the option of GS Capital. The GS Capital Note contained a
$ 5,000 original issue discount. Pursuant to the terms of the GS Purchase Agreement, the Company paid GS Capital's legal fees of
$ 2,500. The Company used the net proceeds from the GS Capital Note for general working capital purposes.

 The
maturity date of the GS Capital Note was February 23, 2024. The GS Capital Note bore an interest at a rate of 8 % per annum and was increased
to 24% due to the event of a default, which interest may be paid by the Company to GS Capital in shares of common stock but shall not
be payable until the GS Capital Note became payable, whether at the Maturity Date or upon acceleration or by prepayment. The GS Capital
Note was exchangeable for an equal aggregate principal amount of notes of different authorized denominations, as requested by GS Capital
surrendering the same. The initial conversion price for the GS Capital Note was equal to $2,400 per share, provided that the fixed price
will be reduced to $1,200 per share in the event that the market price of the Common Stock trades below $1,800 per share for five consecutive
trading days. In the event of a default under the note and unless the fixed price was lower, such conversion price will equal the lowest
trading price of the Common Stock for the ten trading days immediately preceding such default, which price was subject to re-adjustment
every thirty calendar days during the period in which the Company remained in default. The August 23, 2023 GS Capital Note was fully
converted in July 2024.

 October
12, 2023 Securities Purchase Agreement

 On
October 12, 2023, the Company entered into a securities purchase agreement with GS Capital Partners, LLC, pursuant to which GS Capital
purchased a convertible redeemable note from the Company in the aggregate principal amount of $ 61,000, such principal and the interest
thereon were convertible into shares of the Company's common stock at the option of GS Capital. The GS Capital Note contained a
$ 3,500 original issue discount. Pursuant to the terms of the GS Purchase Agreement, the Company paid GS Capital's legal fees of
$ 2,500. The Company used the net proceeds from the GS Capital Note for general working capital purposes.

 The
maturity date of the GS Capital Note was April 12, 2024 and was in default. The GS Capital Note bore interest at a rate of 8 % per annum
and was increased to 24% due to the event of a default, which interest may be paid by the Company to GS Capital in shares of common stock
but shall not be payable until the GS Capital Note became payable, whether at the Maturity Date or upon acceleration or by prepayment.
 The GS Capital Note was exchangeable for an equal aggregate principal amount of notes of different authorized denominations, as requested
by GS Capital surrendering the same. The initial conversion price for the GS Capital Note was equal to $900 per share (the "Fixed
Price"), provided that the Fixed Price will be reduced to $600 per share in the event that the market price of the Common Stock
trades below $450 per share for ten consecutive trading days. In the event of a default under the Note and unless the Fixed Price was
lower, such conversion price will equal the lowest trading price of the Common Stock for the ten trading days immediately preceding such
default, which price was subject to re-adjustment every thirty calendar days during the period in which the Company remained in default.
The October 12, 2023 GS Capital Note was fully converted in August 2025.

 April
12, 2024 Securities Purchase Agreement

 On
April 12, 2024, the Company entered into a securities purchase agreement with GS Capital Partners, LLC, pursuant to which GS Capital
purchased a convertible redeemable note from the Company in the aggregate principal amount of $ 27,500, such principal and the interest
thereon were convertible into shares of the Company's common stock at the option of GS Capital. The GS Capital Note contained a
$ 2,500 original issue discount. The Company used the net proceeds from the GS Capital Note for general working capital purposes.

 The
maturity date of the GS Capital Note was October 12, 2024 and was in default. The GS Capital Note bore interest at a rate of 8 % per annum,
which interest may be paid by the Company to GS Capital in shares of common stock but shall not be payable until the GS Capital Note
became payable, whether at the Maturity Date or upon acceleration or by prepayment. The GS Capital Note was exchangeable for an equal
aggregate principal amount of notes of different authorized denominations, as requested by GS Capital surrendering the same. The initial
conversion price for the GS Capital Note was equal to $102 per share, provided that the fixed price will be reduced to $60 per share
in the event that the market price of the Common Stock trades below $84 per share for five consecutive trading days. In the event of
a default under the note and unless the fixed price was lower, such conversion price will equal the lowest trading price of the Common
Stock for the ten trading days immediately preceding such default, which price was subject to re-adjustment every thirty calendar days
during the period in which the Company remained in default. The April 12, 2024 GS Capital Note was fully converted in August 2025.

2, 2024 Securities Purchase Agreement

 On
August 2, 2024, the Company entered into a securities purchase agreement with GS Capital Partners, LLC, pursuant to which GS Capital
purchased a convertible redeemable note from the Company in the aggregate principal amount of $ 33,000, such principal and the interest
thereon were convertible into shares of the Company's common stock at the option of GS Capital. The GS Capital Note contained a
$ 3,000 original issue discount. The Company used the net proceeds from the GS Capital Note for general working capital purposes.

 The
maturity date of the GS Capital Note was February 2, 2025 and was in default. The GS Capital Note bore interest at a rate of 8 % per annum,
which interest may be paid by the Company to GS Capital in shares of common stock but shall not be payable until the GS Capital Note
became payable, whether at the Maturity Date or upon acceleration or by prepayment. The GS Capital Note was exchangeable for an equal
aggregate principal amount of notes of different authorized denominations, as requested by GS Capital surrendering the same. The initial
conversion price for the GS Capital Note was equal to $102 per share, provided that the fixed price will be reduced to $60 per share
in the event that the market price of the Common Stock trades below $84 per share for five consecutive trading days. In the event of
a default under the note and unless the fixed price was lower, such conversion price will equal the lowest trading price of the Common
Stock for the ten trading days immediately preceding such default, which price was subject to re-adjustment every thirty calendar days
during the period in which the Company remained in default. The August 2, 2024 GS Capital Note was fully repaid in August 2025.

20, 2024 Securities Purchase Agreement

 On
September 20, 2024, the Company entered into a securities purchase agreement with GS Capital Partners, LLC, pursuant to which GS Capital
purchased a convertible redeemable note from the Company in the aggregate principal amount of $ 33,000, such principal and the interest
thereon were convertible into shares of the Company's common stock at the option of GS Capital. The GS Capital Note contained a
$ 3,000 original issue discount. The Company used the net proceeds from the GS Capital Note for general working capital purposes.

 F- 20

 NOTES

 June

 The
maturity date of the GS Capital Note was March 20, 2025 and was in default. The GS Capital Note shall bore interest at a rate of 8 % per
annum, which interest may be paid by the Company to GS Capital in shares of common stock but shall not be payable until the GS Capital
Note became payable, whether at the Maturity Date or upon acceleration or by prepayment. The GS Capital Note was exchangeable for an
equal aggregate principal amount of notes of different authorized denominations, as requested by GS Capital surrendering the same. The
initial conversion price for the GS Capital Note was equal to $18 per share, provided that the fixed price will be reduced to $6 per
share in the event that the market price of the Common Stock trades below $18 per share for five consecutive trading days. In the event
of a default under the note and unless the fixed price was lower, such conversion price will equal the lowest trading price of the Common
Stock for the ten trading days immediately preceding such default, which price was subject to re-adjustment every thirty calendar days
during the period in which the Company remained in default. The September 20, 2024 GS Capital Note was fully repaid in August 2025.

 February
7, 2025 Securities Purchase Agreement

 On
February 7, 2025, the Company entered into a securities purchase agreement with GS Capital Partners, LLC, pursuant to which GS Capital
purchased a convertible redeemable note from the Company in the aggregate principal amount of $ 43,000, such principal and the interest
thereon are convertible into shares of the Company's common stock at the option of GS Capital. The GS Capital Note contains a $ 3,000
original issue discount. The Company used the net proceeds from the GS Capital Note for general working capital purposes.

 The
maturity date of the GS Capital Note is October 7, 2025. The GS Capital Note shall bear interest at a rate of 8 % per annum, which interest
may be paid by the Company to GS Capital in shares of common stock but shall not be payable until the GS Capital Note becomes payable,
whether at the Maturity Date or upon acceleration or by prepayment. The GS Capital Note is exchangeable for an equal aggregate principal
amount of notes of different authorized denominations, as requested by GS Capital surrendering the same. The initial conversion price
for the GS Capital Note is equal to $9 per share, provided that the fixed price will be reduced to $6 per share in the event that the
market price of the Common Stock trades below $8 per share for five consecutive trading days. In the event of a default under the note
and unless the fixed price is lower, such conversion price will equal the lowest trading price of the Common Stock for the ten trading
days immediately preceding such default, which price is subject to re-adjustment every thirty calendar days during the period in which
the Company remains in default.

 March
11, 2025 Securities Purchase Agreement

 On
March 11, 2025, the Company entered into a securities purchase agreement with GS Capital Partners, LLC, pursuant to which GS Capital
purchased a convertible redeemable note from the Company in the aggregate principal amount of $ 33,000, such principal and the interest
thereon are convertible into shares of the Company's common stock at the option of GS Capital. The GS Capital Note contains a $ 3,000
original issue discount. The Company used the net proceeds from the GS Capital Note for general working capital purposes.

 The
maturity date of the GS Capital Note is November 11, 2025. The GS Capital Note shall bear interest at a rate of 8 % per annum, which interest
may be paid by the Company to GS Capital in shares of common stock but shall not be payable until the GS Capital Note becomes payable,
whether at the Maturity Date or upon acceleration or by prepayment. The GS Capital Note is exchangeable for an equal aggregate principal
amount of notes of different authorized denominations, as requested by GS Capital surrendering the same. The initial conversion price
for the GS Capital Note is equal to $6 per share, provided that the fixed price will be reduced to $3 per share in the event that the
market price of the Common Stock trades below $5 per share for five consecutive trading days. In the event of a default under the note
and unless the fixed price is lower, such conversion price will equal the lowest trading price of the Common Stock for the ten trading
days immediately preceding such default, which price is subject to re-adjustment every thirty calendar days during the period in which
the Company remains in default.

 April
15, 2025 Securities Purchase Agreement

 On
April 15, 2025, the Company entered into a securities purchase agreement with GS Capital Partners, LLC, pursuant to which GS Capital
purchased a convertible redeemable note from the Company in the aggregate principal amount of $ 55,000, such principal and the interest
thereon are convertible into shares of the Company's common stock at the option of GS Capital. The GS Capital Note contains a $ 5,000
original issue discount. The Company used the net proceeds from the GS Capital Note for general working capital purposes.

 The
maturity date of the GS Capital Note is December 15, 2025. The GS Capital Note shall bear interest at a rate of 8 % per annum, which interest
may be paid by the Company to GS Capital in shares of common stock but shall not be payable until the GS Capital Note becomes payable,
whether at the Maturity Date or upon acceleration or by prepayment. The GS Capital Note is exchangeable for an equal aggregate principal
amount of notes of different authorized denominations, as requested by GS Capital surrendering the same. The initial conversion price
for the GS Capital Note is equal to $5 per share, provided that the fixed price will be reduced to $2.50 per share in the event that
the market price of the Common Stock trades below $4 per share for five consecutive trading days. In the event of a default under the
note and unless the fixed price is lower, such conversion price will equal the lowest trading price of the Common Stock for the ten trading
days immediately preceding such default, which price is subject to re-adjustment every thirty calendar days during the period in which
the Company remains in default.

 The
following terms shall apply to all of the above GS Capital notes:

to the above GS Capital notes, in the event that such conversion price is below the par value of the Common Stock, the Company has agreed
to take all steps to reduce such par value or conduct a reverse split of its Common Stock, as applicable. Notwithstanding the foregoing,
such conversion price and lookback periods are subject to adjustment in favor of the Investor in the event the Company issues securities
to another party with more favorable conversion terms, and such conversions are subject to a 4.99 % beneficial ownership limitation (which
may be increased to 9.9% upon 60 days' prior written notice from the holder of the Note) and adjustments for mergers, consolidations,
reorganizations and similar events set forth in the Note, other than a transfer or sale of all or substantially all Company assets. Pursuant
to the Note, the Company is required to maintain an initial reserve of at least 400% of the number of Conversion Shares, subject to any
increase of such reserved amount to reflect the Company's obligations under the Note.

 F- 21

 NOTES

 June

 Additionally,
the conversion prices of the above GS Capital notes will be adjusted in favor of the note holder if the Company issues securities with
more favorable conversion terms. The effective conversion price of the outstanding GS Capital notes are 60 % (representing a 40 % discount)
of the market price, which means the lowest closing bid prices of the Common Stock for the ten trading days immediately prior to the
delivery of a Notice of Conversion.

 The
above GS Capital notes were bifurcated from the embedded conversion option which was recorded as derivative liabilities at fair value
(see Note 12).

the first 60 to 180 days following the date of the above GS Capital notes, the Company has the right to prepay the principal and
accrued but unpaid interest due under all of the above notes issued to GS Capital, together with any other amounts that the Company
may owe GS Capital under the terms of the notes, at a premium ranging from 110 %
to 125 %
of the principal amount and interest of such note. After this initial 180-day period, the Company does not have a right to prepay
such notes.

 Upon
the occurrence and during the continuation of certain events of default, interest accrues at a default interest rate of 24 %
per annum or, if such rate is usurious or not permitted by current law, then at the highest rate of interest permitted by law. In
the event that the Company fails to deliver to GS Capital shares of common stock issuable upon conversion of principal or interest
under all of the above GS Capital notes, the penalty becomes $ 250
per day for each day that the shares are not issued beginning on the 4 th day after the conversion notice was delivered to
the Company. This penalty increases to $ 500
per day beginning on the 10 th day. In the event that the Company loses the bid price of its common stock on OTC markets,
such GS Capital note does not incur penalty and instead the outstanding principal amount increases by 20 %.

 The
total principal outstanding and accrued interest under all of the above GS Capital notes were $ 110,500
and $ 8,364,
respectively, as of June 30, 2024, following conversion of $ 130,800
of the principal balance, $ 8,700
accrued interest (including $ 1,254
at default interest rate) and $ 3,832
conversion fees during the year ended June 30, 2024. During fiscal year 2024, an aggregate total of $ 110,500
of the above GS Capital notes were bifurcated with the embedded conversion option which were recorded as derivative liabilities at
fair value as of June 30, 2024 (see Note 12).

 The
total principal outstanding and accrued interest under all of the above GS Capital notes were $ 252,650
and $ 23,676,
respectively, as of June 30, 2025, following conversion of $ 54,850
of the principal balance and $ 4,365
accrued interest during the year ended June 30, 2025. During the year ended June 30, 2025, an aggregate total of $ 252,650
of the above GS Capital notes were bifurcated with the embedded conversion option which were recorded as derivative liabilities at
fair value (see Note 12).

 Four
GS Capital notes with total principal amounts of $ 121,650 were in default and accrued a default interest rate at 24 % per annum before
such notes were fully converted or repaid in August 2025.

 Coventry
Enterprises, LLC Securities Purchase Agreement

 On
November 3, 2022, the Company entered into a Securities Purchase Agreement with Coventry Enterprises, LLC ("Coventry"), pursuant
to which the Company issued Coventry a promissory note from the Company in the aggregate principal amount of $ 125,000, such principal
and the interest thereon were convertible into shares of the Company's common stock following an event of default (the "Coventry
Note"). The Coventry Note contains a $ 25,000 original issue discount. The Company used the net proceeds of $ 100,000 from the Coventry
Note for general working capital purposes.

 The
Coventry Note bears interest at a rate of 10 % per annum, with $ 12,500 in guaranteed interest. The principal amount and the guaranteed
interest is due and payable in seven equal monthly payments of $ 19,643, commencing on March 24, 2023 and continuing on the 24th day of
each month thereafter until paid in full not later than October 24, 2023, or such earlier date as the Coventry Note is required or permitted
to be repaid and to pay such other interest to Coventry on the aggregate unconverted and then-outstanding principal amount of the Coventry
Note in accordance with the provisions thereof. Any or all of the principal amount and guaranteed interest may be pre-paid at any time
and from time to time, in each case without penalty or premium.

 Additionally,
in the event that the Company files with the SEC a qualified offering statement on Form 1-A and such note has been outstanding for four
months since its issuance, Coventry has the right to convert all or portion of such note, including guaranteed interest, into shares
of common stock at the offering price used in connection with such offering.

 At
any time following an event of default under the Coventry Note, it becomes convertible, in whole or in part, into shares of Common Stock
at the option of Coventry, at any time and from time to time thereafter (subject to the beneficial ownership limitations set forth therein).
The conversion price of the Coventry Note is ninety percent (90%) per share of the lowest per-share VWAP during the twenty (20) trading-day
period before the conversion (each, a "Calculated Conversion Price"). In the event that, within 30 calendar days either before
or after any conversion, the conversion price of which is based upon a Calculated Conversion Price, the Company consummates (in whole
or in part) any financing (whether such financing is equity, equity-equivalent, or debt or any combination thereof) or for any other
reason issues any shares of common stock or any common stock equivalents at a price less than the most recent Calculated Conversion Price
(the "Alternative Conversion Price"), regardless of when that note or instrument was originated, then, at the option of Coventry,
(i) if the conversion has not yet occurred, then the Alternative Conversion Price will be substituted for the Calculated Conversion Price
and (ii) if the conversion has occurred, then, within two trading days following Coventry's written request, the Company is required
to issue to Coventry that number of shares of Common Stock equivalent to the difference between the number of shares of Common Stock
that had been issued using the Calculated Conversion Price and the number of shares of Common Stock that would have been issued using
the Alternative Conversion Price. Accordingly, the Coventry note is treated as stock settled debt under ASC 480 and the Company recorded
a total of $ 13,889 put premium during the year ended June 30, 2023.

 F- 22

 NOTES

 June

 Upon
the occurrence and during the continuation of certain events of default, interest on the Coventry Note accrues at a default interest
rate equal to the lesser of (i) 18% per annum or (ii) the maximum rate permitted by law. Subject to the beneficial ownership limitation
in the Coventry Note, if any event of default occurs, then the outstanding principal amount guaranteed interest plus accrued but unpaid
default rate interest, liquidated damages and other amounts owing on the Coventry Note through the date of acceleration becomes immediately
due and payable at Coventry's option, in cash or in shares of common stock at the mandatory default amount, which is equal to 120%
of all such amounts due on the Coventry Note. If the Company fails to deliver to Coventry such shares, the Company is required to pay
in cash an amount equal to the amount that the value of such shares exceeds the principal amount and interest of the attempted conversion.

 As
an additional inducement to Coventry entering into such agreement, the Company issued to Coventry 1 share of common stock on the issuance
date of the Coventry Note, which was valued using the relative fair value method at $ 37,500 and recognized as debt discount to be amortized
over the term of such note.

 The
Company failed to make the first installment payment due in March 2023 which is considered an event of default. The Company recorded
a default penalty of $ 25,000 as additional principal as of June 30, 2023.

 The
total principal amount outstanding and accrued interest under all of the above Coventry note was $ 144,951
including the default penalty as of June 30, 2023 following conversion of $ 5,049
of the principal balance and $ 22,749
accrued interest during the year ended June 30, 2023. Accordingly, $ 561
of the put premium was released to additional paid in capital in respect of such purchase agreements with Coventry during the year
ended June 30, 2023 following conversion of the principal balance.

 In
July 2023, the Company fully paid the remaining principal of $ 142,909
and accrued interest of $ 70
for a total of $ 142,979.
The total principal amount outstanding and accrued interest under all of the above Coventry note was $ 0
following conversion of the principal balance of $ 2,043
and interest of $ 357
during the year ended June 30, 2024. Accordingly, $ 13,328
of the put premium was released to additional paid in capital in respect of such purchase agreements with Coventry during the year
ended June 30, 2024 following conversion of the principal balance.

LLC Securities Purchase Agreement

 March
5, 2024 Securities Purchase Agreement

March 5, 2024, the Company entered into and closed a securities purchase agreement with 104 LLC ("104"), pursuant to which
104 agreed to purchase a convertible promissory note from the Company in the aggregate principal amount of $ 50,000, for a purchase price
of $ 46,875, after an original issue discount of $ 3,125. The Company paid legal and financing costs of $ 7,500. The Company used the net
proceeds therefrom for general working capital purposes. The maturity date of the note was March 1, 2025 and was in default. The note
bore interest at a rate of eight percent ( 8 %) per annum, which may be increased to sixteen percent ( 16 %) in the event of a default. The
March 5, 2024 104 note was fully converted in August 2025.

 June
20, 2024 Securities Purchase Agreement

June 20, 2024, Company entered into and closed a securities purchase agreement with 104 LLC, pursuant to which 104 agreed to purchase
a convertible promissory note from the Company in the aggregate principal amount of $ 33,750, for a purchase price of $ 30,375, after an
original issue discount of $ 3,375. The Company paid legal and financing costs of $ 5,200. The Company used the net proceeds therefrom
for general working capital purposes. The maturity date of the note was June 20, 2025 and was in default. The note bore interest at a
rate of eight percent ( 8 %) per annum, which may be increased to sixteen percent ( 16 %) in the event of a default. The June 20, 2024 104
note was fully converted in August 2025.

 The
principal and interest on the notes were convertible into shares of common stock of the Company at the option of 104 at any time following
the issuance date of the notes (the "Conversion Shares") at a price per share equal to 65 % of the lowest closing trade price
of the common stock during the ten (10) trading days prior to conversion (representing a discount of 35 %). Notwithstanding the foregoing,
such conversions were subject to a 4.99 % beneficial ownership limitation and adjustments for mergers, consolidations, reorganizations
and similar events set forth in the notes, other than a transfer or sale of all or substantially all Company assets. Pursuant to the
notes, the Company was required to maintain an initial reserve of at least 500% of the number of conversion shares, subject to any increase
of such reserved amount to reflect the Company's obligations under the notes. The above 104 notes were treated as stock settled
debt under ASC 480 and accordingly the Company recorded a total of $ 45,096 was recorded as a put premium during the year ended June 30,
2024.

the first 60 days following the date of the notes, the Company had the right to prepay the principal and accrued but unpaid interest
due under the notes, at a one hundred ten percent (110%) premium of the face amount plus accrued and unpaid interest, which increases
to (i) one hundred fifteen percent (115%) if prepaid after 60 days, but less than 91 days from the issuance date, (ii) one hundred twenty
percent (120%) if prepaid after 90 days, but less than 121 days from the issuance date, (iii) one hundred twenty five percent (125%)
if prepaid after 120 days, but less than 181 days from the issuance date. After this initial 180-day period, the Company does not have
a right to prepay the notes.

 The
104 notes contained certain events of default, including failure to pay principal and interest when due, failure to timely issue the
conversion shares, failure to maintain the listing of the common stock on at least one of the OTC markets (which specifically includes
the quotation platforms maintained by the OTC Markets Group) or an equivalent replacement exchange, failure to comply with its reporting
requirements with the U.S. Securities and Exchange Commission, a breach of certain covenants in the purchase agreement, default by the
Company under any other note issued to the investor, as well as certain customary events of default set forth in the notes, including,
among others, breach of covenants, representations or warranties, insolvency, bankruptcy, and liquidation. Upon an event of default,
the notes became immediately due and payable by the Company. Upon the occurrence of any event of defaults, these notes shall be immediately
due and payable in an amount equal to 150% default percentage multiplied by the sum of the outstanding principal balances plus accrued
interest and default interest.

 F- 23

 NOTES

 June

 The
total principal amount outstanding under all of the above 104 financing agreements was $ 83,750
and accrued interest was $ 1,429
as of June 30, 2024.

 The
Company recorded a total default penalty of $ 41,563
as additional principal as of June 30, 2025. The total principal amount outstanding and accrued interest under all of the above 104
notes was $ 124,688
including the default penalty and accrued interest of $ 9,093
as of June 30, 2025, following conversion of $ 625
of the principal balance and $ 4,000
accrued interest during the year ended June 30, 2025.

 Two
104 notes with total principal amounts of $ 124,688 were in default and accrued a default interest rate at 16 % per annum before such notes
were fully converted in August 2025.

 Geebis
Consulting Purchase Agreement

 December
13, 2024 Securities Purchase Agreement

 On
December 13, 2024, the Company entered into a securities purchase agreement with Geebis Consulting, LLC ("Geebis"), pursuant
to which Geebis purchased a convertible redeemable note from the Company in the aggregate principal amount of $ 22,000, such principal
and the interest thereon were convertible into shares of the Company's common stock at the option of Geebis. The Geebis note contained
a $ 2,000 original issue discount. The Company used the net proceeds from the Geebis note for general working capital purposes.

 The
maturity date of the Geebis note was June 15, 2025 and was in default. The Geebis note shall bore interest at a rate of 8 % per annum,
which interest may be paid by the Company to Geebis in shares of common stock but shall not be payable until the Geebis note became payable,
whether at the Maturity Date or upon acceleration or by prepayment. The Geebis note was exchangeable for an equal aggregate principal
amount of note of different authorized denominations, as requested by Geebis surrendering the same. The initial conversion price for
the Geebis note was equal to $18 per share, provided that the fixed price will be reduced to $6 per share in the event that the market
price of the common stock trades below $18 per share for five consecutive trading days. In the event of default, the conversion price
shall be equal to the lowest trading price of the common stock on which the Company's shares were then traded or any exchange upon
which the common stock may be traded in the future. Notwithstanding the foregoing, such conversions were subject to a 4.99% beneficial
ownership limitation and adjustments for mergers, consolidations, reorganizations and similar events set forth in the note, other than
a transfer or sale of all or substantially all Company assets. Pursuant to the note, the Company was required to maintain an initial
reserve of at least 500% of the number of conversion shares, subject to any increase of such reserved amount to reflect the Company's
obligations under the note.

 Additionally,
the conversion price of the Geebis note will be adjusted in favor of the note holder if the Company issues securities with more favorable
conversion terms. The effective conversion price of the outstanding Geebis note was 60 % (representing a 40 % discount) of the market price,
which was the lowest closing bid prices of the common stock for the ten trading days immediately prior to the delivery of a notice of
conversion. The above Geebis note was bifurcated from the embedded conversion option which was recorded as derivative liabilities at
fair value (see Note 12).

the first 60 to 180 days following the date of the above Geebis note, the Company had the right to prepay the principal and accrued
but unpaid interest due under all of the above notes issued to Geebis, together with any other amounts that the Company may owe
Geebis under the terms of the note, at a premium ranging from 110 %
to 125 %
of the principal amount and interest of such note. After this initial 180-day period, the Company does not have a right to prepay
such notes.

 Upon
the occurrence and during the continuation of certain events of default, interest accrued at a default interest rate of 24 %
per annum or, if such rate was usurious or not permitted by current law, then at the highest rate of interest permitted by law. In
the event that the Company failed to deliver to Geebis shares of common stock issuable upon conversion of principal or interest
under all of the above Geebis note, the penalty became $ 250
per day for each day that the shares were not issued beginning on the 4 th day after the conversion notice was delivered
to the Company. This penalty increased to $ 500
per day beginning on the 10 th day. In the event that the Company loss the bid price of its common stock on OTC markets,
such Geebis note does not incur penalty and instead the outstanding principal amount increases by 20 %.

 In
February 2025, the Company repaid $ 8,000
of the principal amount. The total principal outstanding and accrued interest under all of the above Geebis note was $ 14,000
and $ 1,348,
respectively, as of June 30, 2025. As of June 30, 2025, an aggregate total of $ 14,000
of the above Geebis note was bifurcated with the embedded conversion option which was recorded as derivative liabilities at fair
value as of June 30, 2025 (see Note 12).

 The
Geebis note with principal amount of $ 14,000 was in default and accrued a default interest rate at 24 % per annum before such note was
fully converted in August 2025.

 Outstanding
convertible notes in default

 Eight
outstanding convertible notes for total principal amount of $ 364,798
with maturity dates between April 2024 and June 2025 were in default as of June 30, 2025 before these six convertible notes were
fully converted and two convertible notes were fully repaid in August 2025.

 F- 24

 NOTES

 June

 Amortization
of debt discounts

 The
Company recorded $ 244,000 and $ 232,700 of debt discounts related to the above note issuances during the years ended June 30, 2025 and
2024, respectively. The Company recorded $ 0 and $ 279,711 of put premiums related to the above note issuances during the years ended June
30, 2025 and 2024, respectively. The debt discounts are being amortized over the term of the debt and the put premiums are expensed on
issuance of the debt with the liability released to additional paid in capital on conversion of the principal.

 Amortization
of all debt discounts for the years ended June 30, 2025 and 2024 was $ 303,563 and $ 294,005, respectively.

 The
Company reclassified $ 10,229 and $ 246,254 in put premiums to additional paid in capital following conversions during the years ended
June 30, 2025 and 2024, respectively.

 NOTE
7 – INCOME TAXES

 The
Company follows ASC 740-10-10, under which an entity recognizes deferred tax assets and liabilities for future tax consequences or for
events that were previously recognized in the Company's financial statements or tax returns. The measurement of deferred tax assets
and liabilities is based on enacted tax law provisions. The effects of future changes in tax laws or rates are not anticipated. Through
June 30, 2010, the Company operated exclusively in Australia. The Company was wholly subject to Australian income tax laws and regulations,
which are administered by the Australian Taxation Office for the years ended June 30, 2010 and all prior years.

 On
November 23, 2010, the Company was incorporated in the state of Delaware. In January 2011, the Company acquired all of the outstanding
shares of Propanc PTY LTD on a one-for-one basis with Propanc PTY LTD becoming a wholly owned subsidiary of the Company. As a result
of these transactions, the Company is subject to the income tax laws of both the United States and Australia for the years ended June
30, 2014 through June 30, 2025.

 The
reconciliation of income tax expense computed at the U.S. federal statutory rate of 21% to the income tax provision for the years ended
June 30, 2025 and 2024 is as follows:

 SCHEDULE OF INCOME TAX PROVISION

 US

 June

 June

 Year
 Ended

 June

 %

 June

 %

 Loss before
 Income taxes

 $
)

)

 Taxes under statutory US tax rates

 $
 ( 12,373,893
)

 %

 $
 ( 393,732
)

 0.7

 %

 Increase (decrease) in valuation allowance

 12,383,827

 ( 21

)%

 306,682

 ( 0.5

)%

 Foreign tax rate differential

 ( 54,939
)

 0.1

 %

 ( 55,358
)

 0.1

 %

 Prior period adjustment

 ( 47,566
)

 0.1

 %

 76,194

 ( 0.1

)%

 Other

 92,571

 ( 0.2

)%

 66,214

 ( 0.1

)%

 Income tax (expense) benefit

 $
 -

 %

 $
 -

 %

 The
Company reflects a tax benefit on its consolidated statement of operations and comprehensive income (loss) in 2025 and 2024 of $ 0 and
$ 129,132, respectively. These amounts are research and development tax credits and are not considered income tax.

 On
March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) was enacted in response to the COVID-19 pandemic.
 The CARES Act, among other things, permits NOL carryovers and carrybacks to offset 100% of taxable income for taxable years beginning
before 2021. In addition, the CARES Act allows NOLs incurred in 2018, 2019, and 2020 to be carried back to each of the five preceding
taxable years to generate a refund of previously paid income taxes.

 Deferred
income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial
reporting purposes and amounts used for income tax purposes. Significant components of the Company's deferred tax assets and liabilities
consist of the following:

 SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES

 June

 June

 Year
 Ended

 June

 June

 Deferred tax assets

 Warrant Derivative Liability

 $
 468,457

 $
 513,071

 Accrued Expenses

 614,493

 559,723

 Prepaid Investor Services

 582,409

 551,796

 Non-cash interest

 817,536

 817,536

 Intangibles (Intellectual Property and Patent
 Cost)

 367,347

 351,144

 Deferred Rent

 4,114

 4,492

 Formation Expense

 6,553

 6,553

 Net Operating Loss carryforward

 25,483,996

 9,075,029

 Gain on extinguishment of debt

 102,604

 97,992

 Stock Based Compensation

 -

 84,028

 Total Deferred tax assets

 $
 28,447,509

 $
 12,061,364

 Deferred tax liabilities

 Research and Development

 $
 ( 202,718
)

 $
 ( 170,435
)

 Stock Based Compensation

 ( 3,960,547
)

 -

 Foreign Exchange Loss (OCI)

 ( 39,379
)

 ( 39,379
)

 Capital Raising Costs

 ( 398,746
)

 ( 389,258
)

 Total deferred tax liabilities

 $
 ( 4,601,390
)

 $
 ( 599,072
)

 Net deferred tax assets

 $
 23,846,119

 $
 11,462,292

 Valuation allowance

 ( 23,846,119
)

 ( 11,462,292
)

 Net deferred tax assets

 $
 -

 $
 -

 F- 25

 NOTES

 June

 At
June 30, 2025, the Company had U.S. net operating loss carry forwards of $ 87,182,865 that
may be offset against future taxable income, subject to limitation under IRC Section 382. At June 30, 2025, the Company had
Australia net operating loss carry forwards of approximately $ 28,702,379 which
can be carried forward without expiration. No tax
benefit has been reported in the June 30, 2025 and 2024 consolidated financial statements due to the uncertainty surrounding the
realizability of the benefit, based on a more likely than not criteria and in consideration of available positive and negative
evidence.

 The
Company applied the "more-likely-than-not" recognition threshold to all tax positions taken or expected to be taken in a
tax return, which resulted in no unrecognized tax benefits as of June 30, 2025 and 2024, respectively.

 Management
has determined that the realization of the net deferred tax asset is not assured and has created a valuation allowance for the entire
amount of such benefits.

 The
Company follows ASC 740-10, which provides guidance for the recognition and measurement of certain tax positions in an enterprise's
financial statements. Recognition involves a determination whether it is more likely than not that a tax position will be sustained upon
examination with the presumption that the tax position will be examined by the appropriate taxing authority having full knowledge of
all relevant information.

 The
Company's policy is to record interest and penalties associated with unrecognized tax benefits as additional income taxes in the
consolidated statement of operations. As of June 30, 2025, the Company had no unrecognized tax benefits. There were no changes in the
Company's unrecognized tax benefits during the years ended June 30, 2025 and 2024. The Company did not recognize any interest or
penalties during fiscal 2025 or 2024 related to unrecognized tax benefits.

 The
income tax returns filed for the tax years from inception will be subject to examination by the relevant taxing authorities.

 NOTE
8 – STOCKHOLDERS' DEFICIT

 Reverse
Stock Split

 On
August 7, 2024, the Company received written consent in lieu of a meeting by the holders of a majority of the voting power of the Company's
outstanding capital stock as of August 7, 2024 and the Company's Board of Directors approving such actions as are necessary for
the Company to proceed to, and the Company accordingly intends to, effectuate and execute a reverse stock split of the Company's
issued and outstanding shares of common stock at a ratio of one post-split share per sixty thousand pre-split shares (1:60,000) (the
"Reverse Stock Split"). The Reverse Stock Split became effective as of January 29, 2025. Proportional adjustments for the
Reverse Stock Split were made to the Company's outstanding stock options, warrants and equity incentive plans. All share and per-share
data and amounts have been retroactively adjusted as of the earliest period presented in the consolidated financial statements to reflect
the Reverse Stock Split.

 Preferred
Stock

 The
total number of shares of preferred stock that the Company is authorized to issue is 1,500,005, $ 0.01 par value per share. These preferred
shares have no rights to dividends, profit sharing or liquidation preferences, subject to any such rights provided for such shares in
any certificate of designation filed by the Company with the State of Delaware.

 Of
the total preferred shares authorized, 500,000 had been designated as Series A Preferred Stock ("Series A Preferred Stock"),
pursuant to the Certificate of Designation for the Series A Preferred Stock filed with the Secretary of State of the State of Delaware
on December 9, 2014. There were no shares of Series A Preferred Stock issued and outstanding as of June 30, 2025 and 2024 for both periods.

to a certificate of designation filed with the Secretary of State of the State of Delaware on June 16, 2015, five shares of preferred
stock have been designated as Series B Preferred Stock, par value $ 0.01 per share, of the Company ("Series B Preferred Stock").
Each holder of shares of Series B Preferred Stock is entitled to voting power equivalent to the number of votes equal to the total number
of shares of common stock outstanding as of the record date for the determination of stockholders entitled to vote at each meeting of
stockholders of the Company and entitled to vote on all matters submitted or required to be submitted to a vote of the stockholders of
the Company. One share of Series B Preferred Stock is issued and outstanding as of June 30, 2025 and 2024. Mr. Nathanielsz, the Company's
Chief Executive Officer, directly beneficially owns such one share of Series B Preferred Stock.

 F- 26

 NOTES

 June

 No
additional shares of Series A Preferred Stock or Series B Preferred Stock were issued during fiscal year 2025 and 2024.

Stock

issued under the Equity Lines

 Dutchess
Capital Growth Fund LP ("Dutchess")

 On
July 13, 2022, the Company issued 0.24 shares of its common stock at an average price per share of approximately $ 120,000, as a result
of delivering one Dutchess Draw Down Notice to Dutchess. Consequently, the Company received gross aggregate proceeds of $ 24,711 from
such Dutchess Draw Down Notice. The Company received $ 23,758 of a previously recorded subscription receivable during the year ended June
30, 2023.

 On
July 20, 2023, the Company entered into a common stock purchase agreement (the "Equity Line Agreement") with Dutchess Capital
Growth Fund LP (the "Investor") providing for an equity financing facility, pursuant to which Company has the option to request
that the Investor commit to purchase up to $ 5,000,000 of the Company's shares (the "Shares") of common stock, par value
$ 0.001 per share (the "Common Stock"), over a 24 -month term commencing on the date on which a registration statement filed
by the Company to register the offer and resale of the Shares by the Investor (the "Registration Statement") is declared
effective by the U.S. Securities and Exchange Commission (the "SEC"). Pursuant to the Equity Line Agreement, the Company
has the option to exercise this right by providing a notice (a "Drawdown Notice") from the Company to the Investor setting
forth the number of Shares that the Investor will purchase. The Company has agreed to use the proceeds from such issuances for the purpose
of financing its research and product development activities, finished product manufacture for clinical studies, working capital requirements
and general corporate purposes.

to the Equity Line Agreement, purchases of Shares cannot occur unless and until certain conditions are met, including but not limited
to, the SEC declaring the Registration Statement effective, and the maximum number of Shares that may be purchased pursuant to a Drawdown
Notice cannot exceed the lesser of (i) 200% of the average daily traded value of the Common Stock during the five (5) business days immediately
preceding a Drawdown Notice or (ii) $200,000; provided that in no event may a Drawdown Notice be for less than $5,000, exceed 875 Shares
or cause the Investor's ownership to exceed 4.99% of the outstanding number of shares of Common Stock immediately prior to the
issuance of such Shares. The actual amount of proceeds that the Company will receive in connection with each Drawdown Notice is determined
under the Equity Line Agreement by multiplying the number of Shares to be sold by the applicable purchase price per share, which is equal
to 85% of the lowest traded price of the Common Stock during the 7 business days immediately following the Clearing Date, less Clearing
Costs (as each such term is defined in the Equity Line Agreement).

 On
December 13, 2023, the Company issued 23 shares of its common stock at an average price per share of approximately $ 360, as a result
of delivering one draw down notice to the Investor for a subscription receivable of $ 8,822. The Company collected the subscription receivable
of $ 8,822 in January 2024.

 On
February 20, 2024, the Company issued 29 shares of its common stock at an average price per share of approximately $ 78, as a result of
delivering one draw down notice to the Investor for $ 2,260.

 On
June 11, 2024, the Company issued 263 shares of its common stock at an average price per share of approximately $ 48 as a result of delivering
one draw down notice to the Investor for $ 11,975.

 F- 27

 NOTES

 June

 Coventry
Enterprises, LLC

 On
November 3, 2022, the Company entered into a Common Stock Purchase Agreement (the "Coventry Purchase Agreement") with Coventry
providing for an equity financing facility (the "Coventry Equity Line"). The Purchase Agreement provides that, upon the terms
and subject to the conditions in the Purchase Agreement, Coventry is committed to purchase up to Five Million Dollars ($ 5,000,000) of
shares of common stock over the 36 month term of the Purchase Agreement.

 Under
the terms of the Coventry Purchase Agreement, Coventry will not be obligated to purchase shares of common stock unless and until certain
conditions are met, including but not limited to a registration statement on Form S-1 becoming effective which registers Coventry's
resale of any common stock purchased by Coventry under the Coventry Equity Line. From time to time over the 36-month term of the Coventry
Purchase Agreement, commencing on the trading day immediately following the date on which such registration statement becomes effective,
the Company, in its sole discretion, may provide Coventry with a draw down notice (each, a "Coventry Draw Down Notice"),
to purchase a specified number of shares of common stock (each, a "Coventry Draw Down Amount Requested"), subject to the
limitations discussed below. The actual amount of proceeds the Company will receive pursuant to each Coventry Draw Down Notice (each,
a "Coventry Draw Down Amount") is to be determined by multiplying the Coventry Draw Down Amount Requested by the applicable
purchase price. The purchase price of each share of common stock equals 80% of the lowest volume weighted average price of the Common
Stock during the 10 business days immediately preceding the Coventry Drawdown Notice date.

 The
maximum number of shares of common stock requested to be purchased pursuant to any single Coventry Draw Down Notice cannot exceed the
lesser of (i) 200 % of the average daily traded value of the common stock during the 10 business days immediately preceding the Coventry
Draw Down Notice, (ii) $ 250,000 or (iii) an amount that would cause Coventry's beneficial ownership to exceed 9.99 % of the outstanding
number of shares of common stock immediately after giving effect to the issuance of the Coventry Draw Down Notice. During the years ended
June 30, 2025 and 2024, the Company has not received a Coventry Draw Down Notice.

issued for exercise of warrants

the year ended June 30, 2024, the Company issued an aggregate of 105 shares of common stock from the alternate cashless exercise of 0.000001
Series A warrants with an original exercise price of $ 12,000,000,000 and alternate cashless exercise price of $ 60 or the par value of
common stock.

 The
Alternate Cashless Exercise provision, for a cashless conversion at the holder's option, is available should the trading price
of the Company's common stock fall below $ 12,000,000 per share calculated based on the difference between the exercise price of
the Series A Warrant and 70 % of the market price. The Company recognized the value of the effect of a down round feature in such warrants
when triggered. Upon the occurrence of the triggering event that resulted in a reduction of the strike price, the Company measured the
value of the effect of the feature as the difference between the fair value of the warrants without the down round feature or before
the strike price reduction and the fair value of the warrants with a strike price corresponding to the reduced strike price upon the
down round feature being triggered. Accordingly, the Company recognized deemed dividend of $ 0 and $ 192,960, during the years ended June
30, 2025 and 2024, respectively, and a corresponding reduction of income available to common stockholders upon the alternate cashless
exercise of these warrants.

issued for conversion of convertible debt

the year ended June 30, 2024, the Company issued an aggregate of 7,433 shares of its common stock at average contractual conversion price
of $ 78, as a result of the conversion of principal of $ 531,654, interest of $ 28,829 and conversion fees $ 3,832 underlying certain outstanding
convertible notes converted during the year.

 Included
in the above conversion during the year ended June 30, 2024 were aggregate principal amounts of convertible notes of $ 130,800, accrued
interest of $ 8,700 and conversion fees of $ 3,832 containing bifurcated embedded conversion option derivatives. Accordingly, the fair
market value of the shares issued upon conversion was $ 352,565, resulting in a loss on extinguishment at the time of conversion of $ 209,233
and $ 263,798 of derivative liability fair value was recorded as a gain on extinguishment at the time of conversion, resulting in a net
gain of $ 54,565 which is included in gain on extinguishment of debt in the accompanying consolidated statements of operations.

 From
July 1, 2024 through March 2025, the Company issued an aggregate of 8,826 shares of its common stock at an average contractual conversion
price of $ 12 as a result of the conversion of principal of $ 70,315, interest of $ 9,371 and conversion fees of $ 5,520 underlying certain
outstanding convertible notes converted during the year.

 Included
in the above conversion during the year ended June 30, 2025, were principal aggregate amount of convertible notes of $ 54,850, accrued
interest of $ 4,365 and conversion fees of $ 3,770 containing bifurcated embedded conversion option derivatives which were converted into
common stock. Accordingly, the fair market value of the shares issued upon conversion was $ 154,154, resulting in a loss on extinguishment
at the time of conversion of $ 91,169 and $ 73,640 of derivative liability fair value and was recorded as a gain on extinguishment at the
time of conversion, resulting in a net loss of $ 17,529 which is included in gain (loss) on extinguishment of debt in the accompanying
consolidated statements of operations.

 The
Company reclassified $ 10,229 from put premium liabilities to additional paid in capital following conversions and repayment during the
year ended June 30, 2025.

 The
Company has 117,720 shares of its common stock reserved for future issuances based on lender reserve requirements pursuant to underlying
financing agreements at June 30, 2025.

 F- 28

 NOTES

 June

issued for services rendered

 On
August 12, 2024, the Company entered into a consulting agreement with two consultants to provide investor relation services from August
12, 2024 to October 12, 2024 for a total fee of $ 7,500 for each consultant. In August 2024, the Company issued an aggregate of 250 shares
of common stock to the consultants related to this consulting agreement. Those shares were valued at approximately $ 60 per share or $ 15,000,
being the closing price of the stock on the date of grant to such consultants. During the year ended June 30, 2025, the Company recorded
stock-based compensation of $ 15,000.

 On
March 3, 2025, the Company issued an aggregate of 8,555,500 shares of common stock to certain officers, employees, directors and consultants
for services rendered. Those shares were valued at approximately $ 6 per share or $ 51,333,000, being the closing price of the stock on
the date of grant. During the year ended June 30, 2025, the Company recorded stock-based compensation of $ 51,333,000.

issued for prepaid services

January 9, 2025 and March 23, 2025, the Company issued an aggregate of 2,025,000
shares of fully vested, non-forfeitable common stock to various consultants for consulting, investor relations and business advisory
services with service terms ranging from 6
months to three years. Those shares were valued at a weighted average price of approximately $ 12
(ranging from $ 7
to $ 15)
or $ 23,881,110,
being the closing prices of the stock on each respective date of grants. During the year ended June 30, 2025, the Company recorded
stock-based compensation of $ 4,621,230.
At June 30, 2025, the Company recorded prepaid expense – current portion of $ 8,334,046
and prepaid expense – long-term portion of $ 10,925,835
to be amortized over the terms of the respective agreements.

issued in connection with Debt Exchange Agreements

January 5, 2025 and March 5, 2025, the Company issued an aggregate of 51,000
shares of common stock to certain vendors in exchange for payment of outstanding balance of accounts payable of $ 129,354
pursuant to debt exchange agreements. Those shares were valued at a weighted average price of approximately $ 9
(ranging from $ 7
to $ 13)
or $ 437,500,
being the closing prices of the stock on each respective date of grants. Common stock issuable of 7,750
shares shall be issued due to the reduced offering price provision as defined in the debt exchange agreement to such vendor.
Accordingly, the fair market value of the shares issued and issuable was $ 468,500,
resulting in a loss on extinguishment of debt at the time of exchange of $ 339,146
during the year ended June 30, 2025.

 On
January 23, 2025, the Company entered into a Debt Exchange with the former director and issued 30,000
shares of common stock in exchange for the total outstanding loan of $ 74,395.
Those shares were valued at approximately $ 13
per share or $ 375,000,
being the closing price of the stock on the date of grant to the former director. Accordingly, the fair market value of the shares
issued was $ 375,000,
resulting in a loss on extinguishment of debt at the time of exchange of $ 300,605
during the year ended June 30, 2025.

 On
February 5, 2025, the Company entered into debt exchange agreements with the two investors and issued an aggregate of 30,000 shares of
common stock in exchange for the total outstanding loan including accrued interest of $ 86,248. Those shares were valued at $ 10 per share
or $ 300,000, being the closing price of the stock on the date of grant to the two investors. Accordingly, the fair market value of the
shares issued was $ 300,000, resulting in a loss on extinguishment of debt at the time of exchange of $ 213,752 during the year ended June
30, 2025.

issued in connection with a Warrant Exchange Agreement

 On
March 3, 2025, the Company issued 900,000
shares of common stock to an investor in exchange for all the existing warrants (the "Warrant Exchange Warrants") that
included an alternate cashless exercise provision held by the investor pursuant to a Warrant Exchange Agreement. The fair value of
the surrendered Exchange Warrants exceeded the fair value of the 900,000
shares of common stock issued. Accordingly, there was no deemed dividend recorded in connection with the Warrant Exchange Agreement.
The fair value of the 900,000
shares of common stock issued was $ 6
per share or $ 5.4
million based on the quoted trading price on the exchange date.

 Restricted
Stock Units

to employment agreements dated in May 2019, the Company granted de minimis restricted stock unit (after the Reverse Stock Split) to
the Company's Chief Executive Officer and Chief Scientific Officer. Such restricted stock units are subject to vesting terms
as defined in the employment agreements. Such restricted stock units were valued at the fair value of approximately $ 497,240
based on the quoted trading price on the date of grant. There were $ 248,620
unrecognized restricted stock units expense as of June 30, 2025 and 2024. A de minimis amount of unvested restricted stock units
which are subject to various performance conditions have not yet been met and have not yet vested as of June 30, 2025 to which the
above amount of $ 248,620
relates to.

 F- 29

 NOTES

 June

 Stock
Options

 A
summary of the Company's stock option activity during the years ended June 30, 2025 and 2024 is presented below:

 SCHEDULE OF SHARE BASED COMPENSATION STOCK OPTIONS ACTIVITY

 Weighted

 Average

 Options

 Price
 Per Share

 Outstanding at June 30, 2023

 $
 271,980,000,000

 Issued

 -

 -

 Exercised

 -

 -

 Expired

 -

 -

 Outstanding at June 30, 2024

 $
 271,980,000,000

 Issued

 -

 -

 Exercised

 -

 -

 Expired

 -

 -

 Outstanding at June 30, 2025

 $
 271,980,000,000

 Exercisable at June 30, 2025

 $
 271,980,000,000

 Outstanding and Exercisable:

 Weighted average remaining contractual term

 3.87

 Weighted average fair
 value of options granted during the year

 $
 -

 Aggregate intrinsic value

 $
 -

 On
the Effective Date, the Company's board of directors approved and adopted the Company's 2019 Equity Incentive Plan (the "2019
Plan"), which reserves a total of 1 share of the Company's common stock for issuance under the 2019 Plan. Incentive awards
authorized under the 2019 Plan include, but are not limited to, incentive stock options, non-qualified stock options, restricted stock
awards and restricted stock units.

the years ended June 30, 2025 and 2024, the Company recognized stock-based compensation of $ 0 for both periods. There was $ 0 of unvested
stock options expense as of June 30, 2025. No stock options were granted during the years ended June 30, 2025 and 2024.

 Stock
Warrants

 The
following table summarizes common stock warrant activity for the years ended June 30, 2025 and 2024:

 SUMMARY OF WARRANT ACTIVITY

 Weighted

 Average

 Warrants

 Price
 Per Share

 Outstanding at June 30, 2023

 0.06

 $
 326,400,000

 Issued

 Exercised

 -

 -

 Forfeited

 -

 -

 Expired

 -

 -

 Outstanding at June 30, 2024

 $
 1.24

 Issued

 -

 -

 Exercised

 -

 -

 Cancelled*

 -

 -

 Expired

 -

 -

 Outstanding at June 30, 2025

 $
 0.01

 Exercisable at June 30, 2025

 $
 0.01

 Outstanding and Exercisable:

 Weighted average remaining contractual term

 1.01

 Aggregate intrinsic value

 $
 1,035

 *

 On
 March 3, 2025, the Company cancelled all the existing warrants ( 0.0002 Series A warrants, 0.0003 Series B warrants, and 0.0008 Series
 C warrants) held by an investor pursuant to a Warrant Exchange Agreement (see above).

 In
connection with the issuance of shares on April 3, 2020, the Company closed on a transaction related to a Securities Purchase Agreement
(the "Securities Purchase Agreement") entered into on March 30, 2020, whereby an investor purchased from the Company, 0.0001
units, each consisting of (i) 0.0001 shares of the Company's common stock, or pre-funded warrants upon investor's election
due to the 4.99% blocker provision and (ii) 0.00003 warrants to purchase one share of Common Stock ("Series A Warrants",
and collectively with the Common Stock the "Units"). In addition to the Units, the investor was issued 0.001 warrants to
purchase one share of Common Stock (the "Series B Warrants") and an additional 0.001 warrants to purchase one share of Common
Stock, subject to a vesting schedule (the "Series C Warrants" and, together with the Prefunded Warrants, the Series A Warrants,
and the Series B Warrants, the "Warrants"). Due to the Beneficial Ownership Limitation, the Company granted 0.0002 Prefunded
Warrants with exercise price of $ 6,000,000 (but can be less than par value). The Prefunded Warrants were exercisable immediately and
expired when exercised in full. (See shares issued in connection with a Warrant Exchange Agreement noted above)

 F- 30

 NOTES

 June

A Warrants

to the Securities Purchase Agreement entered into March 20, 2020 as discussed above, the investor purchased Series A Warrants to purchase
up to 0.0002 shares of Common Stock, subject to adjustment as provided therein. The Series A Warrants had a cash exercise price of $ 12,000,000,000
per share and were immediately exercisable and expired in 3 years (see extension noted below). The Series A Warrants contained a provision
for cashless exercise in the event there was no effective registration statement registering the shares underlying the Series A Warrants
calculated based on the difference between the exercise price of the Series A Warrant and the trading price of the stock (the "Cashless
Exercise"). Additionally, the Series A Warrants contained a provision for a cashless conversion at the Holder's option should
the trading price of the Common Stock fall below $12,000,000,000, per share calculated based on the difference between the exercise price
of the Series A Warrant and 70% of the Market Price, as defined therein (the" Alternate Cashless Exercise"). The Alternate
Cashless Exercise price was $0.001 or the par value. See above "Shares issued for exercise of warrants" for discussion of
deemed dividend related to alternate cashless exercise.

B Warrants

to the Securities Purchase Agreement entered into March 20, 2020 as discussed above, the investor purchased Series B Warrants to purchase
up to 0.001 shares of Common Stock, subject to adjustment as provided therein; provided, however, commencing on the 90th day following
the effective date, the Company may reduce the number of Warrant Shares issuable upon exercise thereof by 38 upon 10 Trading Days'
prior written notice to the Holder provided that the Company issues to the Holder 0.0001 shares of Common Stock (or, at the election
of the Holder, an equivalent number of pre-funded warrants) and Series A Warrants to purchase up to 0.0001 shares of Common Stock, which
shares shall be issued pursuant to a registration statement without restrictions on resale. The Series B Warrants had a cash exercise
price of $ 2,400,000,000 per share and expired in 3 years (see extension noted below). The Series B Warrants contained a provision for
Cashless Exercise.

C Warrants

to the Securities Purchase Agreement entered into March 20, 2020 as discussed above, the investor purchased Series C Warrants to purchase
up to 0.001 shares of Common Stock, subject to adjustment as provided therein and expired in 3 years (see extension noted below). The
Series C Warrants had a cash exercise price of $ 12,000,000,000 per share, subject to a vesting schedule, which was based on such Holder's
exercise of the Series B Warrants (warrants shall be exercisable ratably upon exercise of Series B Warrants). The Series C Warrants contained
provisions for Cashless Exercise and Alternate Cashless Exercise. See above "Shares issued for exercise of warrants" for
discussion of deemed dividend related to alternate cashless exercise.

 Letter
Agreement to Extend Termination Dates.

 On
March 8, 2023, the Company agreed with the holder of Series B Warrants (the "Holder") pursuant to a letter agreement to exercise
up to $ 250,000 of Series B Warrants currently held as follows:

 1.

 upon the execution of such letter agreement, the Holder will exercise 0.0001 Series B Warrants for an aggregate exercise price of
 $ 150,000, or 0.0001 shares of common stock (the "Existing Warrants") and;

 2.

 Within
 5 business days' written notice to the Holder from the Company of receipt of approval by the Financial Industry Regulatory
 Authority, Inc. ("FINRA") of the Company's next anticipated reverse stock split, an additional $ 100,000 of Series
 B Warrants for 0.0001 shares of common stock.

 As
an inducement to exercise the Existing Warrants, the Company agreed to extend the termination date of the Existing Warrants and the Series
A Warrants held by the Holder to March 27, 2025, and to extend the termination date of the Series C Warrants held by the Holder to the
third anniversary of the last vesting date of such warrants, effective upon the exercise of the first $ 150,000 of Existing Warrants.

 In
accordance with ASC 815-40-35-17(c), the effect of a modification or an exchange of an equity classified freestanding written call option
was measured as the difference between the fair value of the modified instrument and the fair value of that instrument immediately before
it was modified. The Company recognized the effect of the modifications of the warrants above that was directly attributable to an actual
equity offering as an equity issuance cost which amount was not material. The modified warrants were determined to be equity classified,
accordingly, the incremental fair value and equity issuance cost were both recognized in additional paid in capital and therefore, there
was no effect in equity and such value is de minimis.

 On
March 3, 2025, the Company issued 900,000 shares of common stock to the investor in exchange for all the Existing Warrants (the "Exchange
Warrants") that included an alternate cashless exercise provision held by the investor pursuant to a Warrant Exchange Agreement.
The fair value of the surrendered Exchange Warrants exceeded the fair value of the 900,000 shares of common stock issued. Accordingly,
there was no deemed dividend recorded in connection with the Warrant Exchange Agreement. The fair value of the 900,000 shares issued
was $ 6 per share or $ 5.4 million based on the quoted trading price on the exchange date.

 Warrants
Granted to Lender – Related Party

 July
5, 2023, the Company and an institutional investor affiliated with one of our directors, Josef Zelinger, entered into a letter agreement,
pursuant to which such investor loaned the Company an aggregate of $ 230,000 AUD ($ 153,256 USD). Pursuant to such agreement, the term
of such loan is three ( 3) years, ending on July 5, 2026, with an interest rate of 10 % to be paid monthly in arrears. In connection with
such loan, the Company issued 250 warrants to purchase common stock to such investor immediately exercisable at an initial exercise price
of $ 600 per share (subject to certain adjustments such as stock dividend, stock splits, subsequent right offering and pro-rata distribution)
with an expiry date of July 5, 2026. The Company accounted for the 250 warrants issued with this loan payable by using the relative fair
value method. The total debt discount which is equivalent to the relative fair value of the warrants of $ 141,084 using a Black-Scholes
model with the following assumptions: stock price at valuation date of $ 7,140 based on the closing price of common stock at date of grant,
exercise price of $ 600, dividend yield of zero, expected term of 3.00, a risk-free rate of 4.59 %, and expected volatility of 268 % and
was recorded to additional paid in capital (see Note 5).

 F- 31

 NOTES

 June

 Exercise
of Warrants

the year ended June 30, 2024, the Company issued an aggregate of 105 shares of common stock from the alternate cashless exercise of 0.000001
Series A warrants with an original exercise price of $ 12,000,000,000 and alternate cashless exercise price of $ 60 or the par value of
common stock.

 NOTE
9 – COMMITMENTS AND CONTINGENCIES

 Legal
Matters

 From
time to time, the Company may be subject to litigation and claims arising in the ordinary course of business. The Company is not currently
a party to any material legal proceedings and the Company is not aware of any pending or threatened legal proceeding against the Company
that we believe could have a material adverse effect on our business, operating results, cash flows or financial condition.

 IRS
Liability

 As
part of its requirement for having a foreign operating subsidiary, the Company is required to file an informational Form 5471 to the
Internal Revenue Service (the "IRS"), which is a form that explains the nature of the relationship between the foreign subsidiary
and the parent company. From 2012 through the 2014, the Company did not file this form in a timely manner. As a result of the non-timely
filings, the Company incurred a penalty from the IRS in the amount of $ 10,000 per year, or $ 30,000 in total, plus accrued interest, such
penalty and interest having been accrued and is included in the accrued expenses and other payable figure on the June 30, 2025 and 2024
consolidated balance sheets. The Company recorded the penalties for all three years during the year ended June 30, 2018. The Company
is current on all subsequent filings.

 In
November 2009, the Company entered into a commercialization agreement with the University of Bath (UK) (the "UK University"),
whereby the Company and the UK University co-owned the intellectual property relating to the Company's pro-enzyme formulations.
In June 2012, the Company and the UK University entered into an assignment and amendment whereby the Company assumed full ownership of
the intellectual property, while agreeing to pay royalties of 2 % of net revenues to the UK University. Additionally, the Company agreed
to pay 5 % of each and every license agreement subscribed for. The contract is cancellable at any time by either party. To date, no amounts
are owed under the agreement.

 Collaboration
Agreement

 On
September 13, 2018, the Company entered into a two-year collaboration agreement with the University of Ja n (the "University")
to provide certain research services to the Company. In consideration of such services, the Company agreed to pay the University approximately
 52,000 Euros ($ 59,508 USD) in year one and a maximum of 40,000 Euros ($ 45,775 USD) in year two. Additionally, in exchange for full ownership
of the intellectual property, the Company agreed to pay royalties of 2 % of net revenues to the University.

 On
October 1, 2020, the Company entered into another two-year collaboration agreement with the University to provide certain research services
to the Company. In consideration of such services, the Company agreed to pay the University approximately 30,000 Euros ($ 35,145 USD),
which were paid in four installment payment of 5,000 Euros in November 2020, 5,000 Euros ($ 5,858) in March 2021, 10,000 Euros ($ 11,715)
in December 2021 and 10,000 Euros ($ 11,715) in September 2022. Additionally, the University agreed to hire and train a doctoral student
for this project and the Company agreed to pay the University 25,837 Euros ($ 30,268 USD). In exchange for full ownership of the intellectual
property, the Company agreed to pay royalties of 2 % of net revenues to the University.

 On
July 27, 2022, the Company entered into a two-year research agreement with the University to provide certain research and experiment
services to the Company. One of the Company's Scientific Advisory Board is the lead joint researcher of the University. In exchange
for full ownership of the intellectual property, the Company agreed to pay royalties of 1 % of net revenues each to two members of the
Scientific Advisory Board. In consideration of such services, the Company agreed to pay the University approximately 53,200 Euros ($ 53,806
USD) payable as follows:

 -
 18,200 Euros ($ 18,407 USD) upon execution (paid in August 2022),

 -
 8,000 Euros ($ 8,091 USD) in September 2022 (unpaid),

 -
 7,000 Euros ($ 7,080 USD) in December 2022 (unpaid),

 -
 10,000 Euros ($ 10,114 USD) in March 2023 (unpaid), and

 -
 10,000 Euros ($ 10,114 USD) in July 2023 (unpaid).

 The
commencement date for the experiments was on September 1, 2022, and the estimated length of time for completion is 24 months.

 F- 32

 NOTES

 June

 As
of June 30, 2025 and 2024, the Company has $ 51,468 and $ 47,531, respectively, balance due to the University for unreimbursed lab fees,
which are included in accrued expenses and other liabilities in the accompanying consolidated balance sheets. As of June 30, 2025 and
2024, there are no royalty fees owed to the University.

 Consulting

 On
May 4, 2024, the Company entered into an Engagement Agreement (the "Agreement") with EF Hutton LLC (the "Consultant")
which will act as an exclusive lead underwriter, financial advisor, placement agent and investment banker of the Company, whereby the
Consultant will assist the Company to a public offering and uplisting of the Company's equity, debt or equity derivative instruments.
The engagement period shall end on the earlier of i) 12 months from the date of this agreement or ii) the final closing if any of the
offering. The Consultant will prepare an Underwriting Agreement (the "Underwriting Agreement") covering the sale of up to
$ 15 million of equity, equity derivatives, and equity linked instruments of the Company. The Company shall pay compensation for:

 (a)
Financing Fees:

 (i)
For private equity and equity-linked placements, pay the Consultant a cash fee of eight percent ( 8.0 %)
of the amount of capital raised, invested or committed, payable in cash at the closing or closings of the financing to which it relates;
and

 (ii)
For debt placements, pay the Consultant a cash fee of six percent ( 6.0 %) of the amount of capital raised, invested or committed, payable
in cash at the closing or closings of the financing to which it relates.

 (iii)
As additional compensation for EF Hutton's services, the Company shall issue to the Consultant or its designees at the closing
warrants (the "Warrants") to purchase that number of shares of common stock equal to three percent ( 3.0 %) of the aggregate
proceeds sold in an offering. The Warrants will be exercisable at any time in whole or in part, during the five years (5) years from
the effective date of the Offering at a price per share equal to the Offering price. The Warrants will provide for piggyback registration
rights, Black Scholes change in control provisions and customary anti-dilution provisions and adjustments in the number and price of
such warrants and the shares underlying such warrants resulting from corporate events which would include dividends, reorganizations,
mergers, etc. and future issuance of Common Stock or Common Stock equivalents at prices or with exercise and/or conversion prices below
the offering price as permitted under FINRA Rule 5110(f)(2)(G).

 Additionally,
the Consultant shall be entitled to a cash fee equal to eight percent ( 8.0 %) of the gross proceeds received by the Company from the sale
of any equity, debt and/or equity derivative instruments to any investor introduced by the Consultant to the Company during the engagement
period, in connection with any public or private financing or capital raise.

 (b)
Merger, acquisition or sale of stock or assets (the "M&A Transaction") Fees: The M&A Transaction fees shall be payable
to the Consultant in cash at the closing or closings of the M&A Transaction to which it relates and shall be equal to five percent
( 5.0 %) of M&A Transaction consideration.

 The
Company will be responsible for and will pay all expenses relating to the offering as defined in the Agreement. Additionally, the Company
will provide an expense advance (the "Advance") to the Consultant of $ 50,000, of which $ 25,000 was payable upon the execution
of the Agreement and $ 25,000 of which is payable upon the initial filing of a registration statement. The Company paid $ 25,000 in May
2024 which was recorded as deferred offering cost as of June 30, 2025 and 2024 for both periods. During the year ended June 30, 2025
and 2024, EF Hutton did not close any offering and the Company engaged another underwriter for an Offering that closed in August 2025.

 On
August 14, 2025, the Company entered into an underwriting agreement with D. Boral Capital, LLC, as representative (the "Representative")
of the underwriters (the "Underwriters") in connection with a public offering of the Company's common stock, par value
$ 0.001 (the "Common Stock"). The Underwriting Agreement provides for the offer and sale of 1,000,000 shares of Common Stock
at a price to the public of $ 4.00 per share (the "Offering"). In connection therewith, the Company agreed to issue to the
Representative, warrants to purchase 30,000 of shares of common stock at a price equal $ 4.00 per share (the "Representative's
Warrants"). The Representative's Warrants are exercisable at any time and from time to time, in whole or in part, from February
15, 2026 through August 15, 2030 and contain provisions for cashless exercise. The Company also granted the Underwriters an overallotment
option for a period of 45 days to purchase up to an additional 150,000 shares of common stock. The Offering was made pursuant to a Registration
Statement on Form S-1 and a related prospectus filed with the Securities and Exchange Commission ("SEC"), which was declared
effective by the SEC on August 13, 2025. The Underwriting Agreement includes customary representations, warranties and covenants by the
Company. It also provides that the Company will indemnify the Underwriters against certain liabilities, including liabilities under the
Securities Act of 1933, as amended or contribute to payments the Underwriter may be required to make because of any of those liabilities.

 The
Company accrued $ 115,000 for services rendered by the Underwriters as of June 30, 2025 which was recorded as deferred offering cost.
No payment was made during the year ended June 30, 2025. The Company paid the underwriting expenses in August 2025 upon closing of the
Offering (see Note 13).

Leases – Related Party

 On
May 4, 2022, the Company entered in a three-year 3 lease agreement with North Horizon Pty Ltd., a related party, for a monthly rent of
$ 3,000 AUD or $ 2,176 USD (depending on exchange rate) per month plus taxes. On May 4, 2022, the Company recorded right-of-use assets
$ 66,201 and total lease liabilities of $ 66,201 based on an incremental borrowing rate of 8 %.

 F- 33

 NOTES

 June

 On
May 4, 2025, the Company entered in a one-year 1 lease agreement with North Horizon Pty Ltd., a related party, for a monthly rent of $ 3,300
AUD or $ 2,127 USD (depending on exchange rate) per month plus taxes with an option to renew the lease for an additional two-year 2 term.
On May 4, 2025, the Company recorded right-of-use assets of $ 62,126 and total lease liabilities of $ 62,126 based on an incremental borrowing
rate of 12 %.

 ROU
is summarized below:

 SCHEDULE OF RIGHT OF USE ASSET

 June

 June

 Office lease

 $
 128,327

 $
 66,201

 Less: accumulated amortization

 ( 68,914
)

 ( 48,402
)

 Right-of-use asset,
 net

 $
 59,413

 $
 17,799

Lease liabilities are summarized below:

 SCHEDULE OF OPERATING LEASE LIABILITY

 June

 June

 Office lease

 $
 128,327

 $
 66,201

 Reduction of lease liability

 ( 68,914
)

 ( 46,839
)

 Less: office lease,
 current portion

 ( 17,664
)

 ( 19,362
)

 Long term portion
 of lease liability

 $
 41,749

 $
 -

 Remaining
future minimum lease payments under non-cancelable operating lease at June 30, 2025 are as follows:

 SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS

 Fiscal Year 2026

 $
 23,853

 Fiscal Year 2027

 25,045

 Fiscal Year 2028

 21,734

 Imputed interest

 ( 11,219
)

 Total operating lease
 liability

 $
 59,413

 The
weighted average remaining lease term for the operating lease is 2.77 years as of June 30, 2025.

 NOTE
10 – RELATED PARTY TRANSACTIONS AND BALANCES

 Since
its inception, the Company has conducted transactions with its directors and entities related to such directors.

 These
transactions have included the following:

 As
of June 30, 2025 and 2024, the Company owed its former director a total of $ 0 and $ 29,759,
respectively, related to expenses paid on behalf of the Company related to corporate startup costs and intellectual property. Additionally,
as of June 30, 2025 and 2024, the Company owed its former director a total of $ 0 and $ 49,528,
respectively, for money loaned to the Company, throughout the years. On January 23, 2025, the Company entered into a Debt Exchange with
the former director and issued 30,000 shares of common stock in exchange for the total outstanding
loans of $ 74,395 (see Note 4).

May 5, 2016, the Company entered into an agreement for the lease of its principal executive offices with North Horizon Pty Ltd., a related
party, of which Mr. Nathanielsz, our CEO, CFO and a director, and his wife are owners and directors. The lease had a five-year 5 term and
provided for annual rental payments of $ 39,600 AUD or $ 28,325 USD, which includes $ 3,600 AUD or $ 2,575 USD of goods and service tax for
total payments of $ 198,000 AUD or $ 141,629 USD during the term of the lease. Such lease expired in May 2021 and was renewed for another
one-year term from May 2021 to May 2022. On May 4, 2022, the Company entered into a three-year 3 lease agreement with North Horizon Pty
Ltd. for a monthly rent of $ 3,000 AUD or $ 2,176 USD (depending on exchange rate) per month plus taxes (See Note 9). As of June 30, 2025
and 2024, total rent payable of $ 200,402 AUD ($ 131,684 USD) and $ 194,129 AUD ($ 129,930 USD), respectively, was included in accrued expenses
in the accompanying consolidated balance sheet. Rent expense under those lease was $ 34,150 and $ 34,150 in fiscal 2025 and 2024, respectively
and reflected as occupancy expenses in the accompanying consolidated statements of operations and comprehensive income (loss).

 F- 34

 NOTES

 June

 Loans
payable - Related Party (see Note 5)

November 2023 and May 2024, an institutional investor affiliated with one of our directors, Josef Zelinger, loaned the Company an aggregate
of $ 71,629. Additionally, in August 2024, the same affiliated institutional investor loaned the Company an amount of $ 85,000 AUD ($ 57,639
USD). These loans bear no interest and are payable on demand.

August 1, 2024, the Company entered into and closed a loan agreement with an institutional investor affiliated with one of our directors,
Josef Zelinger, pursuant to which the investor loaned the Company an aggregate principal amount of $ 150,000 AUD ($ 98,060 USD). The Company
used the net proceeds for general working capital purposes. The maturity date of the loan is November 1, 2024, or sooner at the discretion
of the Company, and the loan bears an interest rate of 12 % per annum and default interest rate of 18 % per annum. The Company has the
right to prepay in full at any time with no prepayment penalty. By mutual consent the amount can be repaid via the issuance of common
stock of the Company (upon uplisting on NASDAQ) and the strike price shall be at a 35 % discount to lowest daily balance of the five preceding
trading days. Such loan is past due and currently in default.

November 2024 and December 2024, an institutional investor affiliated with one of our directors, Josef Zelinger, loaned the Company an
aggregate of $ 15,000 AUD ($ 9,731 USD). These loans bear no interest and are payable on demand. The Company repaid $ 12,000 AUD of this
loan on August 19, 2025.

December 3, 2024, the Company entered into and closed a loan agreement with an institutional investor affiliated with one of our directors,
Josef Zelinger, pursuant to which the investor loaned the Company an aggregate principal amount of $ 175,000 AUD ($ 113,485 USD). The Company
used the net proceeds for general working capital purposes. The term of the loan is four months or less (to be determined at the discretion
of the Company), with $ 70,000 AUD was due on February 28, 2024 and $ 105,000 AUD was due on April 2, 2024. The loan bears an interest
rate of 12 % per annum and default interest rate of 18 % per annum. Such loan is past due and currently in default.

 In
January 2025, an institutional investor affiliated with one of our directors, Josef Zelinger, loaned the Company an aggregate of $ 25,000
AUD ($ 15,485 USD). This loan bore no interest and was payable on demand. The Company fully repaid this loan on August 19, 2025.

 On
April 12, 2025, the Company entered into and closed a loan agreement with an institutional investor affiliated with one of our directors,
Josef Zelinger, pursuant to which the investor loaned the Company an aggregate principal amount of $ 63,188 AUD ($ 39,625 USD). The Company
used the net proceeds for general working capital purposes. The maturity date was on June 30, 2025. The loan bore an interest rate of
 12 % per annum and default interest rate of 18 % per annum. The Company fully repaid this loan on August 19, 2025.

 On
June 13, 2025, the Company entered into and closed a loan agreement with an institutional investor affiliated with one of our directors,
Josef Zelinger, pursuant to which the investor loaned the Company an aggregate principal amount of $ 15,000 AUD ($ 9,675 USD). The Company
used the net proceeds for general working capital purposes. The maturity date was on June 30, 2025. The loan bore an interest rate of
 12 % per annum and default interest rate of 18 % per annum. The Company fully repaid this loan on August 19, 2025.

 Loan
payable -long-term- Related Party

 On
July 5, 2023, the Company and an institutional investor affiliated with one of our directors, Josef Zelinger, entered into a letter agreement,
pursuant to which such investor loaned the Company an aggregate of $ 230,000 AUD ($ 153,256 USD). Pursuant to such agreement, the term
of such loan is three ( 3) years, ending on July 5, 2026, with an interest rate of 10 % to be paid monthly in arrears. In connection with
such loan, the Company issued 250 warrants to purchase common stock to such investor immediately exercisable at an initial exercise price
of $ 600 per share (subject to certain adjustments such as stock dividend, stock splits, subsequent right offering and pro-rata distribution)
with an expiry date of July 5, 2026 (see Note 5).

 Employment
and Services Agreements with Management

 The
Company and Mr. Nathanielsz entered into an employment agreement as of February 25, 2015 (the "Nathanielsz Employment Agreement")
setting forth the terms and conditions of Mr. Nathanielsz's employment as the Company's President and Chief Executive Officer.
The Nathanielsz Employment Agreement was scheduled to expire on February 25, 2019; however, the term of the Nathanielsz Employment Agreement
automatically renews for successive one-year periods unless either party provides 30 days' prior written notice of his or its intent
not to renew. The Nathanielsz Employment Agreement continues in effect, as amended on October 26, 2022 (see below).
The Nathanielsz Employment Agreement provides Mr. Nathanielsz with a base salary of $ 25,000 AUD per month ($ 300,000 AUD annually or $ 205,680
USD) and a monthly contribution to Mr. Nathanielsz's pension equal to 9.5 % of his monthly salary. Mr. Nathanielsz has the ability
to convert any accrued but unpaid salary into common stock at the end of each fiscal year at a conversion price to be determined by Mr.
Nathanielsz and the Company, which will in no event be lower than par value or higher than the closing bid price on the date of conversion.
Pursuant to the Nathanielsz Employment Agreement, Mr. Nathanielsz is entitled to an annual discretionary bonus in an amount up to 200 %
of his annual base salary, which bonus shall be determined by the Company's board of directors based upon the performance of the
Company. On March 16, 2018, the Company's board of directors approved an increase of Mr. Nathanielsz's annual base salary
from $ 300,000 AUD ($ 205,680 USD) to $ 400,000 AUD ($ 274,240 USD), effective February 2018. On August 1, 2022, the Company's board
of directors approved an increase of Mr. Nathanielsz's annual base salary from $ 400,000 AUD ($ 309,313 USD) to $ 600,000 AUD ($ 414,900
USD), effective July 1, 2022.

 F- 35

 NOTES

 June

 Mr.
Nathanielsz's wife, Sylvia Nathanielsz, is and has been a non-executive, part-time employee of the Company since October 2015.
Effective February 1, 2018, Mrs. Nathanielsz receives an annual salary of $ 120,000 AUD ($ 80,904 USD) and is entitled to customary benefits.

to a February 25, 2016 board resolution, James Nathanielsz was paid $ 4,481 AUD ($ 3,205 USD), on a monthly basis for the purpose of acquiring
and maintaining an automobile which car allowance expired in August 2022. For the fiscal years ended June 30, 2025 and 2024, $ 6,866 USD
and $$ 17,714 USD, respectively, was paid to Mr. Nathanielsz for vehicle related expenses.

 On
August 12, 2021, the Board approved a bonus of $ 177,840 USD. A total of $ 221,890 AUD ($ 166,418 USD) in payments were made against the
bonuses during the year ended June 30, 2021 resulting in a remaining balance of $ 422,610 AUD ($ 316,957 USD) bonus payable as of June
30, 2021 which was included in accrued expenses in the accompanying consolidated balance sheet. On August 12, 2021, pursuant to the Cancellation
Agreement, Mr. Nathanielsz agreed to cancel $ 177,840 of the bonus payable in exchange for 99 shares of the Company's Common Stock.
On August 1, 2022, the Board approved a bonus of $ 140,000 AUD or $ 96,810 USD. A total of $ 73,387 AUD ($ 48,905 USD) in payments were made
in respect of the bonuses during the year ended June 30, 2023, resulting in a remaining balance of $ 107,937 AUD ($ 71,929 USD) bonus payable
as of June 30, 2023 which was included in accrued expenses in the accompanying consolidated balance sheet.

 A
total of $ 25,000 AUD ($ 16,070 USD) in payments were made in respect of the bonuses during the year ended June 30, 2024. In January 2024,
the Board approved a bonus of $ 150,000 AUD or $ 102,195 USD resulting in a remaining balance of $ 217,540 AUD ($ 141,118 USD) bonus payable
as of June 30, 2024. In June 2025, the Board approved a bonus of $ 198,000 AUD or $ 130,106 USD resulting in a remaining balance of $ 415,540
AUD ($ 273,051 USD) bonus payable as of June 30, 2025 which was included in accrued expenses in the accompanying consolidated balance
sheet.

and Restated Employment Agreement

 On
May 14, 2019 (the "Effective Date"), the Company entered into an Amended and Restated Employment Agreement (the
"Employment Agreement") with Mr. Nathanielsz for a term of three
years, subject to automatic one-year renewals, at an annual salary of $ 400,000
AUD ($ 309,313
USD). Pursuant to the Employment Agreement, Mr. Nathanielsz was granted options to purchase a de minimis share of common stock (the
"Nathanielsz Options"), de minimis restricted stock units of the Company (the "Initial Nathanielsz RSUs"),
and an additional de minimis restricted stock units of the Company (the "Additional Nathanielsz RSUs"). Such options and
restricted stock units were granted pursuant to the 2019 Plan approved by the Board on the Effective Date. The Nathanielsz Options
have a term of 10 years from the date of grant. The Nathanielsz Options and Additional Nathanielsz RSU's are subject to
vesting periods pursuant to the Employment Agreement. There are de minimis vested options and restricted stock units that are
considered issuable as of June 30, 2025 and 2024.

 On
October 26, 2022, the Company entered into an Amended and Restated Employment Agreement (the "Amended Agreement") with Mr.
Nathanielsz, effective as of July 1, 2022, (the "2022 Effective Date"). The Amended Agreement provides Mr. Nathanielsz with
a base salary of $ 600,000 AUD ($ 414,900 USD) per annum. The Company has also agreed to pay Mr. Nathanielsz an annual discretionary bonus
in an amount up to 100 % of his annual base salary, reduced from 200 %, which bonus shall be determined by the Board and based upon the
performance of the Company. The Amended Agreement has a term of three (3) years from the 2022 Effective Date, with automatic one-year
renewal periods unless either party elects not to renew.

and Restated Employment Agreement

 On
May 14, 2019, the Company entered into an Amended and Restated Services Agreement (the "Services Agreement") with Dr. Kenyon,
the Company's Chief Scientific Officer and a director, for a term of three years, subject to automatic one-year renewals, at an
annual salary of $ 54,000 AUD ($ 41,580 USD). In connection with the execution of the Services Agreement, Dr. Kenyon was designated as
an executive officer of the Company and assumed a more active executive role with the Company. Pursuant to the Services Agreement, Dr.
Kenyon was granted options to purchase a de minimis share of common stock (the "Kenyon Options"), a de minimis restricted
stock units of the Company (the "Initial Kenyon RSUs"), and an additional de minimis restricted stock units of the Company
(the "Additional Kenyon RSUs"). Such options and restricted stock units were granted pursuant to the 2019 Plan. The Kenyon
Options have a term of 10 years from the date of grant. The Kenyon Options and Additional Kenyon RSU's are subject to vesting periods
pursuant to the Services Agreement. There are de minimis vested options and restricted stock units that are considered issuable as of
June 30, 2025 and 2024.

 As
of June 30, 2025 and 2024, total accrued salaries of $ 202,000 AUD ($ 132,734 USD) and $ 148,000 AUD ($ 97,044 USD), respectively, were included
in accrued expenses in the accompanying consolidated balance sheets.

 Employee Benefit Liability

 As of June 30, 2025 and 2024, total employee benefit liability of $ 667,901 and $ 639,371, respectively, consist of unpaid or unused annual
leave and long service leave by Mr. Nathanielsz and Sylvia Nathanielsz, as reflected in the accompanying consolidated balance sheets.

 Intercompany
Loans

 All
intercompany loans were made by the parent to the Company's subsidiary, Propanc PTY LTD, none of which has been repaid as of June
30, 2025. Effective fiscal year 2021, the parent company determined that intercompany loans will not be repaid in the foreseeable future
and thus, per ASC 830-20-35-3, gains and losses from measuring the intercompany balances are recorded within cumulative translation adjustment
on the consolidated balance sheet as accumulated other comprehensive income.

 NOTE
11 – CONCENTRATIONS AND RISKS

 Concentration
of Credit Risk

 The
Company maintains its cash in banks and financial institutions in Australia. Bank deposits in Australian banks are uninsured. The Company
has not experienced any losses in such accounts through June 30, 2025.

 F- 36

 NOTES

 June

 In
fiscal 2024, the Company primarily relied on funding from five convertible and non-convertible debt lenders and received net proceeds
after deductions of $ 103,900 for original issue discounts and debt issue costs from each of the five lenders of $ 295,000, $ 150,000, $ 127,500,
$ 120,000 and $ 224,885, respectively which represents approximately 28 %, 14 %, 12 %, 11 % and 21 %, respectively of total net proceeds received
by the Company during fiscal 2024.

 In
fiscal 2025, the Company primarily relied on funding from five convertible debt lenders and received net proceeds after deductions of
$ 46,200 for original issue discounts and debt issue costs from each of the five lenders of $ 160,000, $ 180,000, $ 125,000, $ 245,640 and
$ 98,060, respectively, which represents approximately 18 %, 20 %, 14 %, 28 % and 11 %, respectively, of total proceeds received by the Company
during fiscal 2025.

 Receivable
Concentration

 As
of June 30, 2025 and 2024, the Company's receivables were 100 % related to reimbursements on GST taxes paid.

 Patent
and Patent Concentration

 The
Company has filed multiple patent applications relating to its lead product, PRP. The Company's lead patent application has been
granted and remains in force in the United States, Belgium, Czech Republic, Denmark, France, Germany, Ireland, Italy, Netherlands, Portugal,
Spain, Sweden, Switzerland, Liechtenstein, Turkey, United Kingdom, Australia, China, Japan, Indonesia, Israel, New Zealand, Singapore,
Malaysia, South Africa, Republic of Korea, India and Brazil. In Canada and Mexico, the patent applications have been accepted as of fiscal
year 2023.

 In
2016 and early 2017, the Company filed other patent applications. Three applications were filed under the Patent Cooperation Treaty (the
"PCT"). The PCT assists applicants in seeking patent protection by filing one international patent application under the
PCT, applicants can simultaneously seek protection for an invention in over 150 countries. Once filed, the application is placed under
the control of the national or regional patent offices, as applicable, in what is called the national phase. One of the PCT applications
filed in November 2016, entered national phase in July 2018 and another PCT application entered national phase in August 2018. A third
PCT application entered the national phase in October 2018.

 In
July 2020, a world-first patent was granted in Australia for the cancer treatment method patent family. Presently, there are 85 granted,
allowed, or accepted patents and 5 patents filed, or under examination in key global jurisdictions relating to the use of proenzymes
against solid tumors, covering the lead product candidate PRP.

 Further
patent applications are expected to be filed to capture and protect additional patentable subject matter based on the Company's
field of technology relating to pharmaceutical compositions of proenzymes for treating cancer.

Operations

 As
of June 30, 2025 and 2024, the Company's operations are based in Camberwell, Australia; however, the majority of research and development
is being conducted in the European Union.

 On
July 22, 2016, the Company formed a wholly-owned subsidiary, Propanc (UK) Limited under the laws of England and Wales, for the purpose
of submitting an orphan drug application with the European Medicines Agency as a small and medium-sized enterprise. As of June 30, 2025
and 2024, there has been no activity within this entity.

 NOTE
12 - DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS

Financial Instruments:

 The
Company applies the provisions of ASC 815-40, Contracts in Entity's Own Equity, under which convertible instruments and
warrants, which contain terms that protect holders from declines in the stock price (reset provisions), may not be exempt from derivative
accounting treatment. As a result, warrants and embedded conversion options in convertible debt are recorded as a liability and are revalued
at fair value at each reporting date. If the fair value of the warrants exceeds the face value of the related debt, the excess is recorded
as change in fair value in operations on the issuance date. The Company had $ 291,650 (9 notes) and $ 110,500 (3 notes) of convertible
debt, which were treated as derivative instruments outstanding at June 30, 2025 and 2024, respectively.

 The
Company calculates the estimated fair values of the liabilities for derivative instruments using the Binomial Trees Method. The closing
price of the Company's common stock at June 30, 2025 was $ 4.15 per share. The volatility, expected remaining term, and risk-free
interest rates used to estimate the fair value of derivative liabilities at June 30, 2025 and 2024 are indicated in the table that follows.
The expected term is equal to the remaining term of the warrants or convertible instruments and the risk-free rate is based upon rates
for treasury securities with the same term.

 F- 37

 NOTES

 June

 Convertible
Debt

 SCHEDULE OF FAIR VALUE MEASUREMENTS, RECURRING AND NONRECURRING, VALUATION TECHNIQUES

 Initial
 Valuations
 (on new derivative
 instruments entered
 into
 during the year ended June 30, 2025)

 Initial
 Valuations
 (on new derivative
 instruments entered
 into
 during the year ended June 30, 2024)

 Volatility

 344 - 414
 %

 323.40
 – 333.45
 %

 Expected remaining term

 0.66 - 1.00

 0.50

 Risk-free interest rate

 4.21 - 4.29
 %

 5.42
 - 5.55
 %

 Expected dividend yield

 None

 None

 June

 June

 Volatility

 413.55
 %

 323.40
 %

 Expected remaining term

 0.01
 - 0.95

 0.01
 - 0.28

 Risk-free interest rate

 4.21
 – 4.45
 %

 5.45
 - 5.47
 %

 Expected dividend yield

 None

 None

 Fair
Value Measurements:

 The
Company measures and reports at fair value the liability for derivative instruments. The fair value liabilities for price adjustable
warrants and embedded conversion options have been recorded as determined utilizing the Binomial Trees model.

 The
following tables summarize the Company's financial assets and liabilities measured at fair value on a recurring basis as of June
30, 2025:

 SCHEDULE OF FAIR VALUE, ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS

 Balance
 at
 June 30, 2025

 Quoted
 Prices
 in
 Active
 Markets
 for
 Identical
 Assets

 Significant
 Other
 Observable
 Inputs

 Significant
 Unobservable
 Inputs

 (Level 1)

 (Level 2)

 (Level 3)

 Embedded conversion
 option liabilities

 $

 $
 —

 $
 —

 $

 Total

 $

 $
 —

 $
 —

 $

 The
following tables summarize the Company's financial assets and liabilities measured at fair value on a recurring basis as of June
30, 2024:

 Balance
 at
 June 30, 2024

 Quoted
 Prices
 in
 Active
 Markets
 for
 Identical
 Assets

 Significant
 Other
 Observable
 Inputs

 Significant
 Unobservable
 Inputs

 (Level 1)

 (Level 2)

 (Level 3)

 Embedded conversion
 option liabilities

 $

 $
 —

 $
 —

 $

 Total

 $

 $
 —

 $
 —

 $

 The
following is a roll forward for the years ended June 30, 2025 and 2024 of the fair value liability of price adjustable derivative instruments:

 SCHEDULE OF DERIVATIVE LIABILITIES AT FAIR VALUE

 Fair Value
 of

 Liability
 for

 Instruments

 Balance at June 30, 2023

 $
 423,209

 Initial fair value of embedded conversion option
 derivative liability recorded as debt discount

 150,000

 Initial fair value of embedded conversion option
 derivative liability recorded as derivative expense

 141,012

 Gain on debt extinguishment

 ( 263,798
)

 Change in fair value included
 in statements of operations

 ( 316,537
)

 Balance at June 30, 2024

 Initial fair value of embedded conversion option
 derivative liability recorded as debt discount

 222,500

 Initial fair value of embedded conversion option
 derivative liability recorded as derivative expense

 333,596

 Gain on debt extinguishment

 ( 73,640
)

 Change in fair value included
 in statements of operations

 ( 212,450
)

 Balance at June 30,
 2025

 $

 F- 38

 NOTES

 June

 NOTE
13 – SUBSEQUENT EVENTS

 Issuance
of promissory note

 On
July 18, 2025, the Company entered into a promissory note agreement with an investor, pursuant to which the investor agreed to
purchase a promissory note from the Company in the aggregate principal amount of $ 82,500,
for a purchase price of $ 75,000.
Such note is a non-convertible note. The Company intends to use the net proceeds therefrom for general working capital purposes. The
maturity date of the note is September
15, 2025 and bears interest at a rate of 10 %
per annum and default interest rate of 18 %
per annum. Repayment
of the note may occur as follows: (a) if the Company repays this note on or before August 18, 2025, then Company shall pay investor
in cash the sum of one hundred percent (100%) of the sum of the outstanding principal amount of the note (the "Principal
Amount") at such time, all accrued interest unpaid at such time, and any other payment due; and (b) if the Company repays the
note after August 18, 2025 and on or before September 18, 2025, then Company shall pay investor in cash the sum of one hundred
twenty percent (120%) of the sum of the outstanding Principal Amount at such time, all accrued interest unpaid at such time, and any
other payment due (the "Maximum Repayment Amount") or (b) at such time as the Company and the investor may agree to
effect repayment. The Company fully repaid this note in August 2025.

 Issuance
of convertible note

 1800
Diagonal Lending

 July
22, 2025 Securities Purchase Agreement

 On
July 22, 2025, the Company entered into and closed a securities purchase agreement 1800 Diagonal (the "Investor"), pursuant
to which the Investor agreed to purchase a convertible promissory note from the Company in the aggregate principal amount of $ 112,350,
for a purchase price of $ 107,000. The Company intends to use the net proceeds therefrom for general working capital purposes. The maturity
date of the note is April 30, 2026, and bears interest at a rate of 10 % per annum. Such principal and the interest thereon are convertible
into shares of the Company's common stock at the option of 1800 Diagonal any time after 180 days from the date of issuance. This
note contains debt issue costs of $ 7,000. The conversion price for this note is equal to 75 % ( 25 % discount) of the market price which
means the average of the lowest ten trading prices of the common stock for the ten trading days immediately prior to the delivery of
a notice of conversion. The Company fully repaid this note in August 2025.

 Loans
Payable – Related Party

July 3, 2025 and August 14, 2025, an institutional investor affiliated with one of our directors, Josef Zelinger, loaned the Company
an aggregate of $ 110,000 AUD ($ 71,450 USD). These loans bore no interest and were payable on demand. The Company fully repaid these loans
on August 19, 2025.

 Underwriting
Agreement and the Closing of Offering

 On
August 14, 2025, the Company entered into an underwriting agreement with D. Boral Capital, LLC, as representative of the underwriters
in connection with a public offering of the Company's common stock. The Underwriting Agreement provides for the offer and sale
of 1,000,000 shares of common stock at a price to the public of $ 4.00 per share (the "Offering"). In connection therewith,
the Company agreed to issue to the Representative, warrants to purchase 30,000 of shares of common stock at a price equal $ 4.00 per share
(the "Representative's Warrants"). The Representative's Warrants are exercisable at any time and from time to
time, in whole or in part, from February 15, 2026 through August 15, 2030 and contains cashless exercise provision. The Company also
granted the Underwriters an overallotment option for a period of 45 days to purchase up to an additional 150,000 shares of common stock.

 On
August 18, 2025, the Offering was completed. At the closing, the Company (i) sold 1,000,000 shares of Common Stock for total gross proceeds
of $ 4,000,000, and (ii) issued the Representative's Warrants. After deducting the underwriting commissions and Offering expenses,
the Company received net proceeds of $ 3,340,000.

issued for conversion of convertible debt

 From
August 2025 through September 2025, the Company issued an aggregate of 194,966 shares
of its common stock at an average contractual conversion price of $ 1.75 as
a result of the conversion of principal of $ 257,857,
default penalty of $ 41,563, accrued interest $ 36,430 and
conversion fees of $ 4,906 underlying
certain outstanding convertible notes converted during such period (see Note 6). The Company reclassified $ 114,400 in
put premiums to additional paid in capital following these conversions.

 F- 39

 NOTES

 June

 Repayment
of Debts

 On August 19, 2025, the Company fully repaid the total principal of promissory notes issued from August 2023 to June
2025 amounting $ 352,405 including total accrued interest and default penalty of $ 34,320 (see Note 6).

July 2025 and August 2025, the Company fully repaid certain promissory notes issued from January 2025 to June 2025 with aggregate principal
amount of $ 212,060, and accrued interest of $ 31,809 (see Note 6).

August 12, 2025 and August 15, 2025, the Company made the three installment payments under a certain promissory note issued in December
2024 for a total payment of $ 21,218 (see Note 6).

 On
August 21, 2025, the Company fully repaid certain loans payable to a related party with loan dates from December 2024 to August 2025
with aggregate principal amount of $ 225,188 AUD ($ 144,618 USD), and accrued interest of $ 6,205 AUD ($ 3,985 USD) (see Note 5).

 Consulting
Agreement

 On
August 15, 2025, the Company and a consultant agreed to enter into a three-month consulting agreement to provide digital marketing related
services for a monthly fee of $ 100,000 and a one-time payment of $ 300,000 upon signing this agreement. On August 30, 2025, the Company
amended this agreement whereby the Company agreed to provide additional compensation by issuing 500,000 shares of common stock every three months. The first issuance
of shares shall occur on September 1, 2025 and subsequent issuances shall occur on the first day of every three-month period thereafter.
Except for the changes made in the amendment, all other terms and provisions of the original agreement shall remain unchanged and in
full force and effect.

 F- 40

 Item
9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure.

 None.

 Item
9A. Controls and Procedures.

 Definition
and Limitations of Disclosure Controls and Procedures

 Our
disclosure controls and procedures (as such term is defined in Rule 13a-15(e) under the Exchange Act) are designed to reasonably ensure
that information required to be disclosed in our reports filed or submitted under the Exchange Act is (i) recorded, processed, summarized,
and reported within the time periods specified in the SEC's rules and forms and (ii) accumulated and communicated to management,
including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required
disclosures. A control system, no matter how well designed and operated, can provide only reasonable assurance that it will detect or
uncover failures within the Company to disclose material information otherwise required to be set forth in our periodic reports. Inherent
limitations to any system of disclosure controls and procedures include, but are not limited to, the possibility of human error and the
circumvention or overriding of such controls by one or more persons. In addition, we have designed our system of controls based on certain
assumptions, which we believe are reasonable, about the likelihood of future events, and our system of controls may therefore not achieve
its desired objectives under all possible future events.

 Evaluation
of Disclosure Controls and Procedures

 Our
management is responsible for establishing and maintaining disclosure controls and procedures that are designed to ensure that information
required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods
specified in the rules and forms of the SEC, and that such information is accumulated and communicated to our management, including our
Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure based closely
on the definition of "disclosure controls and procedures" in Rule 15d-15(e) under the Exchange Act. In designing and evaluating
the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated,
can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its
judgment in evaluating the cost-benefit relationship of possible controls and procedures.

 At
the end of the period covered by this Annual Report on Form 10-K, we conducted an evaluation, under the supervision and with the participation
of our Chief Executive Officer and Chief Financial Officer of the effectiveness of the design and operation of our disclosure controls
and procedures. Based upon the foregoing, our Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2025,
the disclosure controls and procedures of our Company were not effective to ensure that the information required to be disclosed in our
Exchange Act reports was recorded, processed, summarized and reported on a timely basis due to the material weaknesses in financial reporting
as discussed below.

 Management's
Report on Internal Control over Financial Reporting

 Our
management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined
in Rule 13a-15(f) and 15d-15(f) of the Exchange Act. The design of any system of controls is based in part upon certain assumptions about
the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential
future conditions, regardless of how remote. All internal control systems, no matter how well designed, have inherent limitations. Because
of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation
of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate. Therefore, even those systems determined to be effective can
provide only reasonable assurance with respect to financial statement preparation and presentation.

 We
carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer,
of the effectiveness of our internal controls over financial reporting as of June 30, 2025. Based on this assessment, management believes
that, as of June 30, 2025, we did not maintain effective internal control over financial reporting based on the criteria established
in the "Internal Integrated Framework" issued by COSO in 2013 due to certain material weaknesses in its internal controls.

 Material
Weaknesses and Corrective Actions

 In
connection with the audit of our financial statements for the fiscal year ended June 30, 2025, we identified certain deficiencies
relating to our internal control over financial reporting that constitute a material weakness under standards established by the Public
Company Accounting Oversight Board (the "PCAOB"). The PCAOB defines a material weakness as a deficiency, or a combination
of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement
of the company's annual or interim financial statements will not be prevented or detected on a timely basis. A deficiency in internal
control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their
assigned functions, to prevent or detect misstatements on a timely basis.

 The
following material weaknesses in our internal control over financial reporting continued to exist at June 30, 2025:

 we
 do not have written documentation of our internal control policies and procedures. Written documentation of key internal controls
 over financial reporting is a requirement of Section 404 of the Sarbanes-Oxley Act of 2002 (the "Sarbanes-Oxley Act");

 we
 do not have sufficient segregation of duties within accounting functions, which is a basic internal control. Due to our limited size
 and early-stage nature of operations, segregation of all conflicting duties may not always be possible and may not be economically
 feasible; however, to the extent possible, the initiation of transactions, the custody of assets and the recording of transactions
 should be performed by separate individuals.

 We
believe that these material weaknesses primarily relate, in part, to the lack of robust accounting systems.

 We
plan to take several actions to correct these material weaknesses including, but not limited to, establishing an audit committee of
our board of directors comprised of at least two independent directors, adding experienced accounting and financial personnel and
retaining third-party consultants to review our internal controls and recommend improvements. We have also defined the chief
financial officer's role as full-time as the next step in building our accounting department. We will need
to take additional measures to fully mitigate these issues, and the measures we have taken, and expect to take, to improve our
internal controls may not be sufficient to (1) address the issues identified, (2) ensure that our internal controls are effective or
(3) ensure that the identified material weakness or other material weaknesses will not result in a material misstatement of our
annual or interim financial statements. In addition, other material weaknesses may be identified in the future. If we are unable to
correct deficiencies in internal controls in a timely manner, our ability to record, process, summarize and report financial
information accurately and within the time periods specified in the rules and forms of the SEC will be adversely affected. This
failure could negatively affect the market price and trading liquidity of our Common Stock, cause investors to lose confidence in
our reported financial information, subject us to civil and criminal investigations and penalties, and generally materially and
adversely impact our business and financial condition.

 Attestation
Report of the Independent Registered Public Accounting Firm

 This
Annual Report on Form 10-K does not include an attestation report of our independent registered public accounting firm regarding internal
control over financial reporting. Our management's report was not subject to attestation by our independent registered public accounting
firm pursuant to the Dodd-Frank Act that permanently exempted smaller reporting companies from the auditor attestation requirement.

 Changes
in Internal Controls over Financial Reporting

 There
were no changes in our internal controls over financial reporting that occurred during the fourth quarter of the year ended June 30,
2025, that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

 Item
9B. Other Information.

 None.

 Item
9C. Disclosure Regarding Foreign Jurisdiction That Prevent Inspections.

 Not
applicable.

 PART
III

 Item
10. Directors, Executive Officers and Corporate Governance

 The
following table sets forth certain information regarding our current executive officers and directors as of September 25, 2025:

 Name

 Age

 Position

 James
 Nathanielsz

 Chief
 Executive Officer, and Director

 Jeannine
 Zimmerman

 Chief
 Financial Officer

 Dr.
 Julian Kenyon

 Josef
 Zelinger

 Independent

 Joseph
 Himy

 Independent

 Annie
 VanBroekhoven

 Independent

 The
following is a biographical summary of the experience of each of our executive officers and directors:

 James
Nathanielsz has served as Chief Executive Officer and director of our Company since its inception and has served as our Chief
Financial Officer since December 2020. He also has served as a director and Chief Executive Officer of Propanc PTY LTD, our
Australian subsidiary, since October 2007. From July 2006 until October 2007, Mr. Nathanielsz served as the New Products Manager of
Biota Holdings Limited, an anti-infective drug development company in Australia. He holds no other public directorships and has not
held any others during the previous five years.

 Mr.
Nathanielsz graduated with a Bachelor of Applied Science from Swinburne University of Technology in Melbourne, Australia, majoring in
Biochemistry/Applied Chemistry and with a Master of Entrepreneurship & Innovation.

 Our
board of directors has concluded that Mr. Nathanielsz is well-qualified to serve on our board of directors and has the requisite qualifications,
skills and perspectives based on, among other factors, his position with Propanc PTY LTD, his experience in R&D and manufacturing
and distribution, and due to being our controlling stockholder, as well as his significant business, investment, financial and public
company experience, particularly with biotech companies.

 Jeannine
Zimmerman was appointed as Chief Financial Officer on August 13, 2025. Ms. Zimmerman graduated from St. Jospeh's College with
a Bachelor of Science degree in accounting. She began her business career at SEC Solutions Group, LLP, which specialized in providing
public companies with assistance with their SEC filing requirements where she assisted on all phases of the public filings, including
audit and review preparation, internal control and SOX 404 testing, financial statement analysis and review, and audit documentation
maintenance. Following that, Ms. Zimmerman joined two different public and not-for-profit accounting firms, where she worked with a variety
of clients including real estate, school districts, manufacturing, distribution, logistics, waste management, and communications. She
has vast experience with small and large organizations, with an extensive knowledge of the Accounting Standards Codification.

 Dr.
Julian Kenyon has served director of our Company and as Scientific Director since inception and has served as our non-executive
Chief Scientific Officer since May 2019. Dr. Kenyon co-founded Propanc PTY LTD, our Australian subsidiary, and was appointed as a
director of Propanc PTY LTD on February 12, 2008. Since 2000, Dr. Kenyon has served as an integrated medical physician and Medical
Director of the Dove Clinic for Integrated Medicine in Winchester and London. He holds no other public directorships and has not
held any others during the previous five years.

 Dr.
Kenyon graduated from the University of Liverpool with a Bachelor of Medicine and Surgery and with a research degree, Doctor of Medicine.
Since 1972, he has served as a Primary Fellow of the Royal College of Surgeons, Edinburgh.

 Our
board of directors has concluded that Dr. Kenyon is well-qualified to serve on our board of directors and has the requisite qualifications,
skills and perspectives based on, among other factors, his position with Propanc PTY LTD.

 Josef
Zelinger has served as director of our Company since December 2020. He holds no other public directorships and has not held any
others during the previous five years.

 He
is a Certified Practicing Accountant with 45 years of experience in tax, auditing, finance, investment and management consulting.
Mr. Zelinger also has significant expertise in property management and import/export businesses, and he currently serves as a
director of Aggro Investments Pty Ltd, an Australian private company specializing in industrial property rentals, where he provides
tax and accounting services as a sole trader. Mr. Zelinger commenced his career as an accountant at L.M. Stanton & Partners -
Chartered Accountants, subsequently joining Caston Pty Ltd in 1980, a steel manufacturer, as chief financial officer, and as a
director, where he served in such roles until 1983.

 Since
the mid-1980s, Mr. Zelinger has served as director in several private investment companies in a range of businesses, including property
portfolio manager of commercial real estate, import/export businesses and a range of commercial and financial investment companies. Since
1980, Mr. Zelinger has also operated as a sole practitioner in accountancy and tax consulting.

 In
1973, Mr. Zelinger graduated with a degree in Accounting from RMIT University and was also admitted as a Fellow in Business.

 Our
board of directors has concluded that Mr. Zelinger is well-qualified to serve on our board of directors due to his experience as director,
his corporate governance, tax and auditing expertise, his investment and involvement with the Company since 2010 and his other relevant
qualifications, skills and perspectives based upon his professional experience.

 Joseph
Himy, Director

 Mr.
Joseph Himy is an experienced Chief Financial Officer with 20 years of diversified practice in a broad range of industries and with businesses
of a variety of sizes. He received a Bachelor of Science degree in Accounting from Brooklyn College.

 He
began his financial career with the big four accounting firm Deloitte & Touche where he was promoted to audit manager within the
banking and broker dealer business unit. As Vyteris Inc.'s Chief Financial Officer and member of its management team, Mr. Himy
supervised the preparation of financial statements, developed corporate-wide business strategies, was a member of Vyteris'
business development team, and managed the company's relationships with its bankers, board of directors and investors. As a
member of Vyteris business development team, Mr. Himy acquired the licenses for complementary drug delivery technologies, introduced
Vyteris to an international pharmaceutical to evaluate its infertility technology and was involved in the due diligence and analysis
of acquiring other drug delivery technologies. Mr. Himy previously held the position of manager of financial reporting at LeCroy
Corporation, where he was responsible for implementation of Sarbanes Oxley 404, corporate governance and regulatory compliance in
addition to treasury operations and investor relations. Before that, Mr. Himy directed the rapid expansion of Delta Three,
Inc.'s foreign subsidiary, from 5 to 75 employees in his capacity there as Financial Manager.

 Currently,
Mr. Himy is the managing director of the CFO Squad. The CFO Squad is a financial and business advisory firm providing outsourced CFO
advisory and regulatory consulting services for private and public companies. The CFO Squad services include a wide scope of
accounting functions including SEC services, advisory board services, tax advisory services, management consulting services,
regulatory consulting, infrastructure development, internal control evaluations and retainer CFO assignments, etc.

 Our
board of directors has concluded that Mr. Himy is well-qualified to serve on our board of directors due to his experience as a principal
financial officer with diverse companies and his other relevant qualifications, skills and perspectives based upon his professional experience.

 Annie
Van Broekhoven Director

 Prof.
Dr Annie Van Broekhoven received her Ph. D in Cell Biology from the University of Antwerp in 1978. She is the former CEO of Q-Biologicals
and has been active in the production of biological materials under cGMP for more than 20 years. Besides this, she is a Professor at
the University of Antwerp, Belgium, where she is teaching industrial biotechnology and microbiology. She has been a WP-leader in the
EU FP7 project entitled "Child-Innovac" where she was responsible for the process development, cGMP production and release
of a live attenuated Bordetella pertussis vaccine which has been used in the Child-Innovac clinical trials.

 Our
board of directors has concluded that Dr. Van Broekhoven is well-qualified to serve on our board of directors due to her experience and
leadership in the biotechnology industry and experience with clinical trials as well as her other relevant qualifications, skills and
perspectives based upon her professional experience.

 Term
of Office

 Our
directors are appointed for a one-year term to hold office until the next annual general meeting of our stockholders or until removed
from office in accordance with our Bylaws and the provisions of the General Corporation Law of the State of Delaware (the "DGCL").
Our directors hold office after the expiration of his or her term until his or her successor is elected and qualified, or until his or
her resignation, death or removal in accordance with our Bylaws or the DGCL.

 Our
officers are appointed by our board of directors and hold office until removed by our board of directors at any time for any reason.

Relationships

 There
are no family relationships between or among any of our directors or executive officers or persons nominated or chosen by us to become
directors or executive officers.

Independence

 Our
board of directors has reviewed the independence of our directors and has determined that Josef Zelinger qualifies as an independent
director pursuant to applicable SEC rules and regulations and pursuant to NASDAQ Rule 5605. In making this determination, our board of
directors considered the relationships that such director has with us and all other facts and circumstances that our board of directors
deemed relevant in determining his independence.

 Scientific
Advisory Board

 We
have formed a scientific advisory board (the "Scientific Advisory Board") that provides advice to our management relating
to the following:

 The
 identification, assessment, evaluation, selection, conduct and management of research projects, both those which are under review
 and are in progress;

 intellectual
 property; and

 commercialization.

 The
Scientific Advisory Board may also address issues related to improving project selection, formal review processes and management procedures
within our Company. The Scientific Advisory Board is composed of an advisory panel of clinicians with expertise in translational research.

 As
of September 25, 2025, the members of our Scientific Advisory Board were:

 Klaus Kutz (also serving as our acting Chief Medical Officer);

 Macarena Per n;

 Juan Antonio Marchal Corrales;

 Dr.
 Maria Garcia; and

 Dr.
 Ralf Brandt.

 Each
of the members of our Scientific Advisory Board acts as an independent consultant and is compensated on an hourly basis for his or her
services. There is presently no stock based compensation for such services. In addition, we may have relationships with entities with
which such members may be associated.

Kutz is also acting as Chief Medical Officer for Propanc in a non-executive capacity. His compensation continues to be based on an hourly
rate as per his advisory board agreement. Propanc intends to appoint Professor Kutz as Chief Medical Officer of Propanc in either a full-time
or part-time executive officer capacity at a time that is mutually agreed upon between both parties.

 The
following is a biographical summary of the experience of each member of our Scientific Advisory Board:

Klaus Kutz has over 20 years of experience as an independent consultant in Clinical Pharmacology and Safety for pharmaceutical companies
and clinical research organizations. His specialty over the last six years is oncology, including preparation of multiple NDAs and INDs
for small and medium sized pharmaceutical companies. He has prepared, organized and reported clinical Phase I studies in oncology and
Phase II studies in different cancer indications (prostate, gastric, ovarian, small cell lung cancer) and Non-Hodgkin's lymphoma.
Professor Kutz has more than 13 years of experience as Head of Clinical Pharmacology with world-wide responsibilities for Phase I and
Clinical Pharmacokinetics in two internationally operating pharmaceutical companies, setting up and restructuring international clinical
pharmacology departments. His achievements include the successful world-wide registration of multiple important compounds for Sandoz
Pharma Ltd, a pharmaceutical company, by preparing multiple NDAs and expert reports (including written summaries), as well as preparing
multiple IND applications for Sandoz Pharma Ltd and Sanofi Research. He is a specialist for Internal Medicine, Gastroenterology, and
Clinical Pharmacology and he is also Professor of Medicine at the University of Bonn, Germany.

Macarena Per n holds a B.S. in Biology and an M.S. in Biochemistry and Molecular Biology from the University of M laga,
Spain. Dr. Per n moved to the Neuroscience Department at Durham University in the UK, where she studied the Cellular Distribution
and Immobilization of GABAA Receptors on the cell membrane and graduated in 2000 with a Ph. D. She moved back to Spain and completed another
Ph. D. program in the Faculty of Medicine focused on Changes in the Behavior of Central Nervous Proteins. She also completed a second
Ph. D. from Granada University. In 2005 and 2006, she attended the University of Bath, UK, working in Professor David Tosh's lab,
and changed her research interest to the development of new anti-cancer drugs and cell therapy for regenerative medicine. In 2011, she
spent a year as a visiting scientist in the Salk Institute for Biological Studies in California, working in Professor Juan Carlos Izpisua-Belmonte's
lab. Currently, Dr. Per n is Reader in Anatomy at the University of Ja n in Spain and is working with the Institute of
Pathobiology and Regenerative Medicine (IBIMER).

Juan Antonio Marchal Corrales is Professor of Anatomy and Embryology at the Faculty of Medicine of University of Granada. He graduated
in Medicine and Surgery in 1992, obtaining the degree "summa cum laude". He defended his doctoral thesis in 1996. Prof. Marchal
has worked at three universities in different educational categories and is responsible for the research group "Differentiation,
Regeneration and Cancer". He has participated in 39 research projects of national and international character, being principal
investigator in 13 of them. He has a total of 145 publications in journals, of which 125 are listed in the Journal Citation Reports.
He has spent time at the University of Sassari in Italy and as visiting professor. He is inventor of 14 patents, 4 of them licensed.
He is a member of the Advisory Board of the International Graduate School of the University of Granada, member of the standing committee
of the Scientific Council and coordinator of Area Research in the Biosanitary Institute of Granada (ibs. GRANADA) and member of the Governing
Board at the Institute of Pathobiology and Regenerative Medicine (IBIMER). He has recently been named director of the Chair Drs. Galera
and Requena of Cancer Stem Cell Research at the University of Granada.

 Dr.
Maria Garcia graduated in Biology from University of Granada in Spain in 1997, became a molecular biologist working in the National
Centre of Biotechnology, characterizing the mechanism of action of "Protein kinase induced by interferon: PKR". These studies
gave rise to a PhD title awarded with an Extraordinary Thesis Award by the Autonomous University of Madrid in 2004. In 2002, Dr. Garc a
completed a three-month stay at the University of Wyoming with Dr. Roth. During the postdoctoral period, she obtained major public and
private funding to characterize new activity of the main tumor suppressor genes that are mutated in more than 50% of human cancers, such
as p53, ARF and Rb. Dr. Garc a currently has a competitive research contract from the National Health System to lead translational
cancer research, aiming at the integration of basic, clinical and epidemiological cancer research in the University Hospital Complex
of Granada. She leads a line of research involving new antitumor drugs, biological therapies, biomarkers and cancer stem cell studies.
Dr. Garc a has more than 30 peer-reviewed publications in international journals with an average impact factor of 5 and a H-Index
of 14.

 Dr.
Ralf Brandt is the co-founder of vivoPharm PTY, Ltd., a global oncology and immuno-oncology discovery services company providing
a range of preclinical services, which merged and became a part of Cancer Genetics, Inc., a Nasdaq-listed company enabling precision
medicine in oncology from bench to bedside. Dr. Brandt currently serves as President of Discovery and Early Development of Cancer Genetics.
Dr. Brandt is a biochemist and cell biologist with over 15 years of experience in research programs of experimental oncology. He has
immense experience in in vivo pharmacology and anti-cancer drug profiling. Dr. Brandt received his Licence (BSc in Biochemistry and Animal
Physiology) in 1986, and his PhD in Biochemistry in 1991 from the Martin-Luther University of Halle-Wittenberg in Germany. Dr. Brandt
was employed at research positions at the National Cancer Institute in Bethesda, Maryland and at Schering AG in Germany. Since 1990,
Dr. Brandt has been active in the field of preclinical oncology. He led the Tumor Biology program at Novartis Pharma AG in Switzerland
and established several transgenic mouse lines developing tumors under the control of oncogenes. During Dr. Brandt's long career
in the pharmaceutical industry, he has acquired significant knowledge and expertise in leading business units and representation of services
to the pre-clinical research market.

 Board
Leadership Structure and Risk Oversight

 The
Board oversees our business and considers the risks associated with our business strategy and decisions. The Board currently
implements its risk oversight function. As such, it is important for us to have our Chief Executive Officer serve on the Board as he
plays key roles in risk oversight of our Company. Each of the Board committees will also provide risk oversight in respect of its
areas of concentration and report material risks to the Board for further consideration.

 Board
Committees

 The
Board will has established the following three standing committees: audit committee (the "Audit Committee"); compensation
committee (the "Compensation Committee"); and nominating and governance committee (the "Nominating Committee").
Our independent directors will serve on each committee. Our Board will adopt written charters for each of these committees.
Copies of the charters will be available on our website at www.propanc.com. Our Board may establish
other committees as it deems necessary or appropriate from time to time.

 The
Board may create committees to delegate certain powers to act on behalf of the Board, provided the Board passes a resolution indicating
such creation or delegation. The Board may delegate to a committee the power to appoint directors to fill vacancies on the Board. The
creation or appointment of a committee does not relieve the Board or its members of their standard of care

 Audit
Committee

 The
Audit Committee, among other things, will be responsible for:

 appointing;
 approving the compensation of; overseeing the work of; and assessing the independence, qualifications, and performance of the independent
 auditor;

 the internal audit function, including its independence, plans, and budget;

 approving,
 in advance, audit and any permissible non-audit services performed by our independent auditor;

 our internal controls with the independent auditor, the internal auditor, and management;

 the adequacy of our accounting and financial controls as reported by the independent auditor, the internal auditor, and management;

 our financial compliance system; and

 our major risk exposures regarding the Company's accounting and financial reporting policies, the

 activities
 of our internal audit function, and information technology.

 The
Board has affirmatively determined that each member of the Audit Committee meets the additional independence criteria applicable to audit
committee members under SEC rules and Nasdaq listing rules. The Board will adopt a written
charter setting forth the authority and responsibilities of the Audit Committee. The Board will affirmatively determine that each member
of the Audit Committee is financially literate, and that it has a member who meets the qualifications of an Audit Committee financial
expert under the rules promulgated by the SEC.

 The
Audit Committee will consist of Josef Zelinger, Joseph Himy and Annie VanBroekhoven and Josef Zelinger will chair the Audit Committee.
We believe that, after consummation of this offering, the functioning of the Audit Committee will comply with the applicable requirements
of the rules and regulations of the Nasdaq listing rules and the SEC.

 Compensation
Committee

 The
Compensation Committee will be responsible for:

 and making recommendations to the Board with respect to the compensation of our officers and directors, including the CEO;

 and administering the Company's executive compensation plans, including equity-based awards;

 negotiating
 and overseeing employment agreements with officers and directors; and

 how the Company's compensation policies and practices may affect the Company's risk management practices and/or risk-taking
 incentives.

 The Board will adopt a written charter setting forth the authority and responsibilities of the
Compensation Committee.

 The
Compensation Committee will consist of Josef Zelinger, Joseph Himy and Annie VanBroekhoven Josef Zelinger will chair the
Compensation Committee. The Board has affirmatively determined that each member of the Compensation Committee meets the independence
criteria applicable to compensation committee members under SEC rules and Nasdaq listing rules. The Company believes that, after the
consummation of the offering, the composition of the Compensation Committee will meet the requirements for independence under, and
the functioning of such Compensation Committee will comply with any applicable requirements of the rules and regulations of Nasdaq
listing rules and the SEC.

 Nominating
and Corporate Governance Committee

 The
Nominating and Corporate Governance Committee, among other things, will be responsible for:

 and assessing the development of the executive officers and considering and making recommendations to the Board regarding promotion
 and succession issues;

 evaluating
 and reporting to the Board on the performance and effectiveness of the directors, committees and the Board as a whole;

 working
 with the Board to determine the appropriate and desirable mix of characteristics, skills, expertise and experience, including diversity
 considerations, for the full Board and each committee;

 annually
 presenting to the Board a list of individuals recommended to be nominated for election to the Board;

 reviewing,
 evaluating, and recommending changes to the Company's corporate governance principles and committee charters;

 recommending
 to the Board individuals to be elected to fill vacancies and newly created directorships;

 the Company's compliance program, including the code of business conduct and ethics; and

 and evaluating how the Company's corporate governance and legal and regulatory compliance policies and practices, including
 leadership, structure, and succession planning, may affect the Company's major risk exposures.

 The Board will adopt a written charter setting forth the authority and responsibilities of the Nominating
and Corporate Governance Committee.

 The
Nominating and Corporate Governance Committee will consist of Josef Zelinger, Joseph Himy and Annie VanBroekhoven. Josef Zelinger will
chair the Nominating and Corporate Governance Committee. The Board has determined that each member of the Nominating and Corporate Governance
Committee is independent within the meaning of the independent director guidelines of Nasdaq listing rules.

 Compensation
Committee Interlocks and Insider Participation

 None
of the Company's executive officers serves, or in the past has served, as a member of the Board or the Compensation Committee,
or other committee serving an equivalent function, of any entity that has one or more executive officers who serve as members of the
Board or its Compensation Committee. None of the members of the Compensation Committee is, or has ever been, an officer or employee of
the company.

 Corporate
Governance Guidelines

 Prior
to the completion of this offering, the Board will adopt corporate governance guidelines in accordance with the corporate governance
rules of Nasdaq.

 Involvement
in Certain Material Legal Proceedings During the Last Ten Years

the past ten years, none of our current directors or executive officers has been:

 the
 subject of any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer
 either at the time of the bankruptcy or within two years prior to that time;

 convicted
 in a criminal proceeding or is subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

 subject
 to any order, judgment, or decree, not subsequently reversed, suspended, or vacated, of any court of competent jurisdiction, permanently
 or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities, or banking
 activities;

 found
 by a court of competent jurisdiction (in a civil action), the SEC or the Commodity Futures Trading Commission to have violated a
 federal or state securities or commodities law, that has not been reversed, suspended, or vacated;

 subject
 of, or a party to, any order, judgment, decree or finding, not subsequently reversed, suspended, or vacated, relating to an alleged
 violation of a federal or state securities or commodities law or regulation, law or regulation respecting financial institutions
 or insurance companies, law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or

 subject
 of, or a party to, any sanction or order, not subsequently reversed, suspended, or vacated, of any self-regulatory organization,
 any registered entity or any equivalent exchange, association, entity, or organization that has disciplinary authority over its members
 or persons associated with a member.

 None
of our directors, officers or affiliates, or any beneficial owner of 5% or more of our Common Stock, or any associate of such persons,
is an adverse party in any material proceeding to, or has a material interest adverse to, us or any of our subsidiaries.

 Clawback
Policy

 The
board of directors has adopted a Clawback Policy (the "Clawback Policy) to apply to all our executive officers. The purpose of
the Clawback Policy is to recoup incentive compensation awarded to executive of the Company if the Company's financial statements
are required to be restated, regardless of cause, including, without limitation, due to: (i) material noncompliance with any financial
reporting requirements under the federal securities laws, (ii) an error, miscalculation or omission, or (iii) the commission of an act
of fraud or other misconduct, including dishonesty, unethical conduct or falsification of the Company's records, then the Compensation
Committee shall, on behalf of the Company and to the extent legally possible, recoup any incentive compensation awarded or paid to any
Executive Officer during the Recoupment Period of three (3) years.

 guidelines.

 Code
of Ethics

 The
board of directors has adopted a Code of Ethics (the "Code of Ethics") to apply to all of our directors, officers and employees.
The Code of Ethics is intended to promote ethical conduct and compliance with laws and regulations, to provide guidance with respect
to the handling of ethical issues, to implement mechanisms to report unethical conduct, to foster a culture of honesty and accountability,
to deter wrongdoing and to ensure fair and accurate financial reporting. A copy of the Code of Ethics is available at our website www.propanc.com.

 Nominations
to the Board of Directors

 General
 - Our directors take a critical role in guiding our strategic direction and oversee the management of the Company. Our board of directors'
candidates are considered based upon various criteria, such as their broad-based business and professional skills and experiences, a
global business and social perspective, concern for the long-term interests of the shareholders, diversity, and personal integrity and
judgment. In addition, directors must have time available to devote to our board of directors' activities and to enhance their
knowledge of our business. Accordingly, we seek to attract and retain highly qualified directors who have sufficient time to attend to
their substantial duties and responsibilities to our Company.

 Section
16(a) Beneficial Ownership Reporting Compliance

 Under
Section 16(a) of the Exchange Act, our directors and certain of our officers, and persons holding more than 10 percent of our Common
Stock are required to file forms reporting their beneficial ownership of our Common Stock and subsequent changes in that ownership with
the United States Securities and Exchange Commission.

the fiscal year ended June 30, 2025, we do not believe any reports were required to be filed by such persons pursuant to Section 16(a).

 Item
11. Executive Compensation.

 The
following table sets forth the compensation paid or accrued by us to our Executive Officers for the fiscal years ended June 30, 2025
and 2024.

 Summary
Compensation Table

 Year

 Salary
 ($)

 Bonus
 ($)

 Option
 Awards
 ($)

 All Other
 Compensation
 ($)

 Total
 ($)

 James Nathanielsz (1)

 2024

 $
 401,580

 $
 102,195
 (3)

 $
 -

 $
 44,752
 (4)

 $
 548,527

 Chief Executive Officer and Chief Financial Officer

 2025

 $
 394,200

 $
 130,086
 (3)

 $
 -

 $
 39,446
 (4)

 $
 563,732

 (1)

 For
 purposes of the information included in this "Executive Compensation" section, including the table above, the conversion
 rates as of June 30, 2025 and 2024, $0.6570 and $0.6693, respectively, were used to convert dollar amounts from AUD to
 USD.

 (2)

 Under
 the Nathanielsz Employment Agreement (as defined below), Mr. Nathanielsz received a gross annual salary of $400,000 AUD ($309,313
 USD) per year effective February 1, 2018 as approved by the board of directors. Mr. Nathanielsz has also accrued unused annual and
 long service leave in the amounts of $934,185 AUD ($613,853 USD) and $627,337 AUD ($419,877 USD) for the fiscal years ended June
 30, 2025 and 2024, respectively, which are included in the total above. On August 1, 2022, the board of directors approved an increase
 of Mr. Nathanielsz's annual base salary from $400,000 AUD ($309,313 USD) to $600,000 AUD ($414,900 USD), effective July 1,
 2022.

 (3)

 In
 January 2024, the Board approved a bonus of $150,000 AUD or $102,195 USD. In June 2025, the Board approved a bonus of $198,000 AUD
 or $130,086 USD.

 (4)

 Under
 the Nathanielsz Employment Agreement, Mr. Nathanielsz receives an 11.0% contribution to a pension of which he is the beneficiary and
 amounted to $30,222USD and $27,038 USD for the years ended June 30, 2025 and 2024, respectively. In addition, pursuant to the
 Nathanielsz Employment Agreement, we may make a monthly payment to cover the costs relating to Mr. Nathanielsz use of a vehicle and
 certain fringe benefits. For the fiscal years ended June 30, 2025 and 2024, $6,866 USD and $17,714 USD, respectively, was paid to
 Mr. Nathanielsz for vehicle expenses.

 Narrative
to Summary Compensation Table

 Employment
Agreement with James Nathanielsz

 The
Company and Mr. Nathanielsz entered into a new employment agreement as of May 14, 2019 (the "Nathanielsz Employment Agreement")
setting forth the terms and conditions of Mr. Nathanielsz employment as the Company's President and Chief Executive Officer. The
Nathanielsz Employment Agreement also contemplates that Mr. Nathanielsz serves as a member of the board of directors.

 The
Nathanielsz Employment Agreement provides that Mr. Nathanielsz will receive a base salary of $33,333 AUD ($23,050 USD) per month ($400,000
AUD ($309,313 USD) annually) and a monthly contribution to Mr. Nathanielsz's pension equal to 9.5% of his monthly salary. On August
1, 2022, the board of directors approved an increase of Mr. Nathanielsz's annual base salary from $400,000 AUD ($309,313 USD) to
$600,000 AUD ($414,900 USD), effective July 1, 2022. Mr. Nathanielsz may convert any accrued but unpaid salary into Common Stock at the
end of each fiscal year at a conversion price to be determined by Mr. Nathanielsz and the Company, which will in no event be lower than
par value or higher than the closing bid price on the date of conversion. The Company has also agreed to pay Mr. Nathanielsz an annual
discretionary bonus in an amount up to 200% of his annual base salary, which bonus shall be determined by the Board and based upon the
performance of the Company.

 Mr.
Nathanielsz is entitled to twenty days of annual leave and ten days of paid sick leave. Mr. Nathanielsz is also entitled to participate
in employee benefits plans, fringe benefits and perquisites maintained by the Company to the extent the Company provides similar benefits
or perquisites (or both) to similarly situated executives of the Company.

 In
the event that the Company provides notice of non-renewal of the Nathanielsz Employment Agreement, the Company terminates Mr. Nathanielsz
without cause (as defined in the Nathanielsz Employment Agreement) or Mr. Nathanielsz terminates his employment for good reason (as defined
in the Nathanielsz Employment Agreement), the Company has agreed to pay Mr. Nathanielsz a severance payment in an amount equal to Mr.
Nathanielsz's base salary for the year of termination in addition to accrued but unpaid salary, reimbursement of expenses and certain
other employee benefits as determined under the terms of the applicable plans ("Accrued Amounts"). In the event that Mr.
Nathanielsz provides notice of non-renewal of the Nathanielsz Employment Agreement, the Company terminates Mr. Nathanielsz for cause
or Mr. Nathanielsz terminates his employment without good reason, Mr. Nathanielsz is only entitled to the Accrued Amounts.

 The
Company has agreed to indemnify Mr. Nathanielsz for any liabilities, costs and expenses incurred in the event that he is made a party
to a proceeding due to his roles with the Company, other than any proceeding initiated by Mr. Nathanielsz or the Company relating to
any dispute with respect to the Nathanielsz Employment Agreement or Mr. Nathanielsz's employment.

 Under
the terms of the Nathanielsz Employment Agreement, Mr. Nathanielsz is also subject to certain restrictive covenants, including a one-year
non-compete.

and Restated Services Agreement with Julian Kenyon

 On
May 14, 2019, the Company entered into an Amended and Restated Services Agreement (the "Services Agreement") with Dr. Kenyon,
the Company's Chief Scientific Officer and a director, for a term of three years, subject to automatic one-year renewals, at an
annual salary of $54,000 AUD ($41,580 USD). In connection with the execution of the Services Agreement, Dr. Kenyon was designated as
an executive officer of the Company and assumed a more active executive role with the Company. Pursuant to the Services Agreement, Dr.
Kenyon was granted options to purchase 0.000003 shares of Common Stock (the "Kenyon Options"), with an exercise price per
share of $425,000 (100% of the closing market price of the Common Stock on May 14, 2019, the date of approval of such grant by the board
of directors), (ii) 0.000003 restricted stock units of the Company (the "Initial Kenyon RSUs"), and (iii) an additional 0.000003
restricted stock units of the Company (the "Additional Kenyon RSUs"). Such options and restricted stock units were granted
pursuant to the 2019 Plan (as defined below) approved by the Company's board of directors on the effective date of the Services
Agreement. The Kenyon Options have a term of 10 years from the date of grant. One third of the Kenyon Options vest every successive one-year
anniversary following such effective date, provided, that on each such vesting date Dr. Kenyon is employed by the Company and subject
to the other provisions of the Services Agreement. The Initial Kenyon RSUs vest on the one-year anniversary of such effective date, subject
to Dr. Kenyon's continued employment with the Company through such vesting date. The Additional Kenyon RSUs vest as follows, subject
to Dr. Kenyon's continued employment with the Company through the applicable vesting date: (i) 0.0000001 of the Additional Kenyon
RSUs vest upon the Company submitting the CTA for PRP for the Study (as defined in the Services Agreement) in an applicable jurisdiction
to be selected by the Company, (ii) 0.0000001 of the Additional Kenyon RSUs vest upon the Company completing an equity financing in the
amount of at least $4,000,000 in gross proceeds, (iii) 0.0000001 of the Additional Kenyon RSUs vest upon the shares of Common Stock being
listed on a senior stock exchange (New York Stock Exchange, NYSE American, or the Nasdaq Stock Market), and (iv) the remaining 0.0000001
of the Additional Kenyon RSUs vest upon the Company enrolling its first patient in the Study. Each vested Kenyon RSU will be settled
by delivery to Mr. Kenyon of one share of Common Stock and/or the fair market value of one share of Common Stock in cash, at the sole
discretion of the board of directors and subject to the 2019 Plan, on the first to occur of: (i) the date of a Change of Control (as
defined in the Services Agreement), (ii) the date that is ten business days following the vesting of such Kenyon RSU, (iii) the date
of Dr. Kenyon's death or Disability (as defined in the Services Agreement), and (iv) Dr. Kenyon's employment being terminated
either by the Company without Cause or by Dr. Kenyon for Good Reason (as each term is defined in the Services Agreement). In the event
of a Change of Control, 50% of any unvested portion of the Kenyon Options and the Kenyon RSUs vest immediately prior to such event. The
Kenyon Options and Additional Kenyon RSU's are subject to vesting periods pursuant to the Services Agreement. There are de minimis
amount of vested options and vested restricted stock unit that are considered issuable as of June 30, 2025 and 2024.

 2019
Equity Incentive Plan

 On
May 14, 2019, our board of directors adopted our 2019 Equity Incentive Plan (the "2019 Plan"), which reserves a total of
234 shares of our Common Stock for issuance under the 2019 Plan. As described below, incentive awards authorized under the 2019 Plan
include, but are not limited to, incentive stock options within the meaning of Section 422 of the Code. If an incentive award granted
under the 2019 Plan expires, terminates, is unexercised or is forfeited, or if any shares are surrendered to us in connection with the
exercise of an incentive award, the shares subject to such award and the surrendered shares will become available for further awards
under the 2019 Plan.

 Administration

 Our
board of directors will administer the 2019 Plan. Subject to the terms of the 2019 Plan, our board of directors has complete authority
and discretion to determine the terms upon which awards may be granted under the 2019 Plan.

 Grants

 The
2019 Plan authorizes the grant to participants of nonqualified stock options, incentive stock options, restricted stock awards, restricted
stock units, performance grants intended to comply with Section 162(m) of the Code and stock appreciation rights, as described below:

 Options
 granted under the 2019 Plan entitle the grantee, upon exercise, to purchase up to a specified number of shares from us at a specified
 exercise price per share. The exercise price for shares of Common Stock covered by an option generally cannot be less than the fair
 market value of Common Stock on the date of grant unless agreed to otherwise at the time of the grant. In addition, in the case of
 an incentive stock option granted to an employee who, at the time the incentive stock option is granted, owns stock representing
 more than 10% of the voting power of all classes of stock of the Company or any parent or subsidiary, the per share exercise price
 will be no less than 110% of the fair market value of Common Stock on the date of grant.

 Restricted
 stock awards and restricted stock units may be awarded on terms and conditions established by the compensation committee, which may
 include performance conditions for restricted stock awards and the lapse of restrictions on the achievement of one or more performance
 goals for restricted stock units.

 The
 board of directors may make performance grants, each of which will contain performance goals for the award, including the performance
 criteria, the target and maximum amounts payable, and other terms and conditions.

 The
 2019 Plan authorizes the granting of stock awards. The board of directors will establish the number of shares of our Common Stock
 to be awarded (subject to the aggregate limit established under the 2019 Plan upon the number of shares of our Common Stock that
 may be awarded or sold under the 2019 Plan) and the terms applicable to each award, including performance restrictions.

 Stock
 appreciation rights ("SARs") entitle the participant to receive a distribution in an amount not to exceed the number
 of shares of Common Stock subject to the portion of the SAR exercised multiplied by the difference between the market price of a
 share of Common Stock on the date of exercise of the SAR and the market price of a share of our Common Stock on the date of grant
 of the SAR.

 Duration,
Amendment, and Termination

 Our
board of directors has the power to amend, suspend or terminate the 2019 Plan without stockholder approval or ratification at any time
or from time to time. No change may be made that increases the total number of shares of Common Stock reserved for issuance pursuant
to incentive awards or reduces the minimum exercise price for options or exchange of options for other incentive awards, unless such
change is authorized by our stockholders within one year of such change. Unless sooner terminated, the 2019 Plan would terminate ten
years after it is adopted.

 No
awards or any shares of our Common Stock were issued during the fiscal year 2025 under the 2019 Plan.

 Outstanding
Equity Awards at Fiscal Year-End

 The
following table sets forth certain information with respect to grants of plan-based awards for the fiscal year ended June 30, 2025 to
the Named Executive Officer. Except as set forth below, all of the outstanding equity awards granted to our Named Executive Officer were
fully vested as of June 30, 2025.

 Option awards

 Stock awards

 Name

 Underlying
 Unexercised
 Options (#)
 Exercisable

 Underlying
 Unexercised
 Options (#)
 Unexercisable

 Option
 Exercise
 Price ($)

 Option
 Expiration
 Date

 Shares,
 Units or
 Other Rights
 That Have
 Not Vested
 (#)

 Market Value or
 Payout Value

 of Unearned
 Shares,
 Units or
 Other Rights
 That Have
 Not Vested
 ($)

 James Nathanielsz (1)

 -

 $
 280,500,000,000

 May 13, 2029

 165,747

 Julian Kenyon (2)

 0.0000003

 -

 $
 255,000,000,000

 May 13, 2029

 0.0000003

 82,873

 (1)

 On
 May 14, 2019, the board of directors granted Mr. Nathanielsz an option to purchase 0.000001 shares of Common Stock at an exercise
 price of $280,500,000,000 per share and 0.000001 performance-based restricted stock units. The fair value of such options and restricted
 stock units at the grant date was $165,747 and $331,493, respectively. 0.000001 of such restricted stock units vested on May 14,
 2020 and the balance is subject to performance conditions.

 (2)

 On
 May 14, 2019, the board of directors granted Mr. Kenyon an option to purchase 0.0000003 shares of Common Stock at an exercise price
 of $255,000,000,000 per share and 0.000001 performance-based restricted stock units. The fair value of such options and restricted
 stock units at the grant date was $82,873 and $165,747, respectively. 0.0000003 of such restricted stock units vested on May 14,
 2020 and the balance is subject to performance conditions.

Compensation for the Fiscal Year Ended June 30, 2025

 Name

 Fees earned
 or paid in
 cash ($)

 Option Awards
 ($)

 All Other Compensation
 ($)

 Total
 ($)

 Julian Kenyon (1)

 $
 35,481
 (2)

 $
 -

 $
 -

 $
 35,481

 (1)

 For
 purposes of the information included in the table, the conversion rate as of June 30, 2025, $0.6570 was used to convert amounts from
 AUD to USD.

 (2)

 May 2019, Dr. Kenyon receives gross monthly compensation of $4,500 AUD or $3,264 USD per month for his services as a director of
 our Company.

and Restated Director Agreement with Joseph Zelinger

as of August 12, 2021, the Company entered into an Amended and Restated Director Agreement (the "Director Agreement") with
Mr. Zelinger, pursuant to which the Company agreed to compensate Mr. Zelinger with a monthly salary of $250 AUD ($188 USD) per month
for his services as a member of the board of directors and which can be terminated by the Company for Cause (as defined in the Director
Agreement) and at such time as Mr. Zelinger no longer serves as a Company director. Pursuant to the Agreement, any and all accrued unpaid
salary may be converted by Mr. Zelinger into Common Stock at the end of each fiscal year at a conversion rate to be determined by the
parties to such agreement, at a rate no lower than the par value of the Common Stock and no higher than the closing bid price of the
Common Stock on date of such conversion.

 Other
Director Compensation

 Directors
are reimbursed for reasonable expenses incurred in attending meetings and carrying out duties as board members.

 Scientific
Advisory Board Members Compensation

 The
Company has entered into Scientific Advisory Board Member Agreements with certain members of its Scientific Advisory Board (the "SAB
Agreements"). The SAB Agreements contain substantially similar terms and primarily relate to the protection of the Company's
intellectual property and include provisions for the members' compensation for the services performed as a member of the Scientific
Advisory Board. Mr. Kutz and Dr. Brandt are each paid a monetary fee for each year of service provided.

 The
following sets forth information as of September 25, 2025, regarding the number of shares of our Common Stock beneficially owned by (i)
each person that we know beneficially owns more than 5% of our outstanding voting securities, (ii) each of our directors and named executive
officer and (iii) all our directors and named executive officers as a group.

 The
amounts and percentages beneficially owned are reported because of SEC rules governing the determination of beneficial ownership
of securities. Under the SEC rules, a person is deemed to be a "beneficial owner" of a security if that person has or shares
"voting power," which includes the power to vote or to direct the voting of such security, or "investment power,"
which includes the power to dispose of or to direct the disposition of such security. A person is also deemed to be a beneficial owner
of any securities of which that person has the right to acquire beneficial ownership within 60 days through the exercise or conversion
of any equity or debt securities, as applicable. Under these rules, more than one person may be deemed a beneficial owner of the same
securities and a person may be deemed to be a beneficial owner of securities as to which such person has no economic interest. Unless
otherwise indicated, each of the stockholders named in the table below, or his or her family members, has sole voting and investment
power with respect to such shares listed below. Except as otherwise indicated, the address of each of the stockholders listed below is
c/o Propanc Biopharma, Inc., 302, 6 Butler Street, Camberwell, VIC, 3124, Australia.

 Narrative
Disclosure of Compensation Policies and Practices as They Relate to Our Risk Management

 We
believe that our compensation policies and practices for all employees and other individual service providers, including executive officers,
do not create risks that are reasonably likely to have a material adverse effect on us.

 Item
12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 The
following sets forth information as of September 25, 2025 regarding the number of shares of our Common Stock and Series B Preferred Stock
beneficially owned by (i) each person that we know beneficially owns more than 5% of our outstanding Common Stock and Series B Preferred
Stock, (ii) each of our directors and named executive officer and (iii) all of our directors and named executive officers as a group.

 The
amounts and percentages of our Common Stock beneficially owned are reported on the basis of SEC rules governing the determination of
beneficial ownership of securities. Under the SEC rules, a person is deemed to be a "beneficial owner" of a security if that
person has or shares "voting power," which includes the power to vote or to direct the voting of such security, or "investment
power," which includes the power to dispose of or to direct the disposition of such security. A person is also deemed to be a beneficial
owner of any securities of which that person has the right to acquire beneficial ownership within 60 days through the exercise of any
stock option, warrant or other right, and the conversion of preferred stock. Under these rules, more than one person may be deemed a
beneficial owner of the same securities and a person may be deemed to be a beneficial owner of securities as to which such person has
no economic interest. Unless otherwise indicated, each of the shareholders named in the table below, or his or her family members, has
sole voting and investment power with respect to such shares of our Common Stock. Except as otherwise indicated, the address of each
of the shareholders listed below is: c/o Propanc Biopharma, Inc., 302, 6 Butler Street, Camberwell, VIC, 3124 Australia.

 Common Stock
 Beneficially Owned

 Series B Preferred Stock Beneficially Owned

 Name and Address of Beneficial Owner

 Number of Shares Beneficially Owned

 Percentage
 of
 Class (1)

 Beneficially
 Owned

 Percentage
 of
 Class (2)

 Directors and Executive Officers:

 James Nathanielsz (2)

 3,800,006

 29.67
 %

 %

 Dr. Julian Kenyon (3)

 2,500,006

 19.52
 %

 %

 Josef Zelinger (4)

 2,000,006

 15.62
 %

 %

 Joseph Himy (5)

 50,000

 0.39
 %

 %

 Annie VanBroekhoven

 %

 %

 Jeannine Zimmerman

 %

 %

 All directors and executive officers, as a group (5 persons)

 8,350,018

 65.20
 %

 %

 (1)

 Applicable
 percentages are based on 12,806,747 shares of our Common Stock outstanding as of September 25, 2025.

 (2)

 Each
 holder of shares of Series B Preferred Stock is entitled to votes equivalent to the total number of shares of common stock outstanding
 as of the record date for the determination of stockholders entitled to vote.

 (2)
Includes (i) 5 shares of our Common Stock owned held by North Horizon Pty Ltd., which is the trustee of the Nathanielsz Family Trust.
Mr. Nathanielsz has investing and dispositive power and a pecuniary interest in such shares held by such trust. In addition, such ownership
includes (ii) 0.000001 vested stock options for the purchase of up to 0.000001 shares of our Common Stock, (iii) 0.000001 vested restricted
stock units and 800,001 shares of Common Stock held by Mrs. Nathanielsz, the spouse of Mr. Nathanielsz, as to which shares Mr. Nathanielsz
disclaims beneficial ownership. Such ownership excludes 0.000001 restricted stock units subject to certain vesting conditions, as discussed
above in the section captioned "Executive Compensation - Employment Agreement with James Nathanielsz".

 (3)
Includes 0.0000003 vested stock options for the purchase of up to 0.0000003 shares of Common Stock and 0.0000003 vested restricted stock
units; excludes 0.0000003 restricted stock units that are subject to certain vesting conditions, as discussed above in the section captioned
"Executive Compensation - Amended and Restated Services Agreement with Julian Kenyon".

 (4)
Beneficial ownership includes (i) 250 shares of Common Stock issuable upon exercise of a Common Stock purchase warrant held by Aggro
Investments Pty Ltd, which Mr. Zelinger wholly owns and controls, which is subject to a 4.99% beneficial ownership limitation providing
that a holder of such warrant will not have the right to exercise any portion thereof if the holder, together with its affiliates, would
beneficially own in excess of 4.99% or 9.99%, as applicable, of the Common Stock outstanding, provided that upon at least 61 days'
prior notice to us, the holder may increase or decrease such limitation up to a maximum of 9.99% of the shares of Common Stock outstanding.
The principal business address of Aggro Investments Pty Ltd is 9 Seymour Road, Elsternwick, Victoria, Australia, 3185.

 (5)
Includes 50,000 shares held by The CFO Squad as nominee for Joesph Himy. Mr. Himy has investing and dispositive power
and a pecuniary interest in such shares held by The CFO Squad.

 Item
13. Certain Relationships and Related Transactions, and Director Independence

 The
following includes a summary of transactions since July 1, 2024 to which we have been a party, in which the amount involved in the transaction
the lesser of (i) $120,000 or (ii) one percent (1%) of the average of the Company's total assets at year-end for the last two fiscal
years, and in which any of our directors, executive officers or, to our knowledge, beneficial owners of more than 5% of our capital stock
or any member of the immediate family of any of the foregoing persons had or will have a direct or indirect material interest, other
than equity and other compensation, termination, change in control and other arrangements, which are described above under "Item
11. Executive Compensation."

 As of June 30, 2025 and 2024,
the Company owed its former director a total of $0 and $29,759, respectively, related to expenses paid on behalf of the Company related
to corporate startup costs and intellectual property. Additionally, as of June 30, 2025 and 2024, the Company owed its former director
a total of $0 and $49,528, respectively, for money loaned to the Company, throughout the years. On January 23, 2025, the Company entered
into a Debt Exchange with the former director and issued 30,000 shares of common stock in exchange for the total outstanding loans of
$74,395.

 Effective August 1, 2024,
the Company entered into and closed a loan agreement with an institutional investor affiliated with one of our directors, Josef Zelinger,
pursuant to which the investor loaned the Company an aggregate principal amount of $150,000 AUD ($98,060 USD). The Company used the net
proceeds for general working capital purposes. The maturity date of the loan is November 1, 2024, or sooner at the discretion of the Company,
and the loan bears an interest rate of 12% per annum and default interest rate of 18% per annum. The Company has the right to prepay in
full at any time with no prepayment penalty. By mutual consent the amount can be repaid via the issuance of common stock of the Company
(upon uplisting on NASDAQ) and the strike price shall be at a 35% discount to lowest daily balance of the five preceding trading days.
Such loan is past due and currently in default.

 Between November 2024 and
December 2024, an institutional investor affiliated with one of our directors, Josef Zelinger, loaned the Company an aggregate of $15,000
AUD ($9,731 USD). These loans bear no interest and are payable on demand. The Company repaid $12,000 AUD of this loan on August 19, 2025.

 Effective December 3, 2024,
the Company entered into and closed a loan agreement with an institutional investor affiliated with one of our directors, Josef Zelinger,
pursuant to which the investor loaned the Company an aggregate principal amount of $175,000 AUD ($113,485 USD). The Company used the net
proceeds for general working capital purposes. The term of the loan is four months or less (to be determined at the discretion of the
Company), with $70,000 AUD was due on February 28, 2024 and $105,000 AUD was due on April 2, 2024. The loan bears an interest rate of
12% per annum and default interest rate of 18% per annum. Such loan is past due and currently in default.

 In January 2025, an institutional
investor affiliated with one of our directors, Josef Zelinger, loaned the Company an aggregate of $25,000 AUD ($15,485 USD). This loan
bore no interest and was payable on demand. The Company fully repaid this loan on August 19, 2025.

 On April 12, 2025, the Company
entered into and closed a loan agreement with an institutional investor affiliated with one of our directors, Josef Zelinger, pursuant
to which the investor loaned the Company an aggregate principal amount of $63,188 AUD ($39,625 USD). The Company used the net proceeds
for general working capital purposes. The maturity date was on June 30, 2025. The loan bore an interest rate of 12% per annum and default
interest rate of 18% per annum. The Company fully repaid this loan on August 19, 2025.

 On
June 13, 2025, the Company entered into and closed a loan agreement with an institutional investor affiliated with one of our directors,
Josef Zelinger, pursuant to which the investor loaned the Company an aggregate principal amount of $15,000 AUD ($9,675 USD). The Company
used the net proceeds for general working capital purposes. The maturity date was on June 30, 2025. The loan bore an interest rate of
12% per annum and default interest rate of 18% per annum. The Company fully repaid this loan on August 19, 2025.

 Our
principal executive office is located at 302, 6 Butler Street, Camberwell, VIC, 3124, Australia, which we lease from Horizon Pty Ltd.,
a related party, of which Mr. Nathanielsz and his wife, Sylvia Nathanielsz, are owners and directors. On May 4, 2022, the Company entered
into a three-year lease agreement with North Horizon Pty Ltd. for a monthly rent of $3,000 AUD ($2,176 USD), depending on exchange rate)
per month plus taxes. On May 4, 2025, the Company entered in a one-year lease agreement with North Horizon Pty Ltd., a related party,
for a monthly rent of $3,300 AUD or $2,127 USD (depending on exchange rate) per month plus taxes with an option to renew the lease for
an additional two-year term.

 Employment
and Director Compensation Arrangements

 The
relationships and related party transactions described herein are in addition to any employment and director compensation arrangements
with our executive officers and directors, which are described above under "Executive Compensation - Narrative to Summary Compensation
Table and Director Compensation."

 Indemnification

 Our
Certificate of Incorporation provides that none of our officers or directors shall be personally liable for any obligations of our Company
or for any duties or obligations arising out of any acts or conduct of said officer or director performed for or on behalf of our Company,
including without limitation, acts of negligence or contributory negligence. In addition, our Bylaws provide that we shall indemnify
and hold harmless each person and their heirs and administrators who shall serve at any time hereafter as a director or officer of our
Company from and against any and all claims, judgments and liabilities to which such persons shall become subject by reason of their
having heretofore or hereafter been a director or officer of our Company, or by reason of any action alleged to have heretofore or hereafter
taken or omitted to have been taken by him or her as such director or officer, and that we shall reimburse each such person for all legal
and other expenses reasonably incurred by him or her in connection with any such claim, judgment or liability, including our power to
defend such persons from all suits or claims as provided for under the provisions of the Delaware General Corporation Law; provided,
however, that no such persons shall be indemnified against, or be reimbursed for, any expense incurred in connection with any claim or
liability arising out of his (or her) own willful misconduct. In addition, we intend to enter into indemnification agreements with our
directors and officers and some of our executives may have certain indemnification rights arising under their employment agreements with
us. We believe that these bylaw provisions and indemnification agreements are necessary to attract and retain qualified persons as directors
and officers.

 The
limitation of liability and indemnification provisions in our Certificate of Incorporation may discourage stockholders from bringing
a lawsuit against our directors for breach of their fiduciary duties. They may also reduce the likelihood of derivative litigation against
our directors and officers, even though an action, if successful, might benefit us and our stockholders. A stockholder's investment
may be harmed to the extent we pay the costs of settlement and damage awards against directors and officers pursuant to these indemnification
provisions.

 On
May 14, 2019, our board of directors approved a form of Indemnification Agreement ("Indemnification Agreement") for each
of our officers and directors. The Indemnification Agreement requires us to indemnify our directors and officers and to advance expenses
on behalf of such directors or officers to the fullest extent permitted by applicable law and establish the procedures by which a director
or executive officer may request and receive indemnification. The Indemnification Agreement is in addition to other rights to which a
director or officer may be entitled under our Certificate of Incorporation, Bylaws and applicable law.

Independence

 Our
board of directors has reviewed the independence of our directors and has determined that Josef Zelinger qualifies as an independent
director pursuant to applicable SEC rules and regulations. In making this determination, our board of directors considered the relationships
that such director has with us and all other facts and circumstances that our board of directors deemed relevant in determining his independence.

 Item
14. Principal Accounting Fees and Services.

 The
Company's Board of Directors reviews and approves audit and permissible non-audit services performed by its independent registered
public accounting firm, as well as the fees charged for such services. In its review of non-audit service and its appointment of Salberg
& Company, P.A. as our independent registered public accounting firm, the Board considered whether the provision of such services
is compatible with maintaining independence. All of the services provided, and fees charged by Salberg & Company, P.A. in fiscal
years ended June 30, 2025 and 2024 were approved by the Board of Directors. The following table shows the fees for the fiscal years ended
June 30, 2025 and 2024:

 2025

 2024

 Audit Fees (1)

 $
 66,500

 $
 64,500

 Audit Related Fees (2)

 $
 32,700

 $
 5,700

 Tax Fees (3)

 $
 -

 $
 -

 All Other Fees

 $
 -

 $
 -

 Total

 $
 99,200

 $
 70,200

 (1)

 Audit
 fees - these fees relate to the audit of our annual consolidated financial statements and the review of our interim quarterly consolidated
 financial statements.

 (2)

 Audit
 related fees - these fees relate primarily to the auditors' review of our registration statements and audit related consulting.

 (3)

 Tax
 fees - no fees of this sort were billed by Salberg & Company P.A., our principal accountant during 2025 and 2024 fiscal years.

 All
Other Fees

 We
did not incur any other fees related to services rendered by our independent registered public accounting firm for the fiscal years ended
June 30, 2025 and 2024.

 The
SEC requires that before our independent registered public accounting firm is engaged by us to render any auditing or permitted non-audit
related service, the engagement be either: (i) approved by our audit committee or (ii) entered into pursuant to pre-approval policies
and procedures established by the audit committee, provided that the policies and procedures are detailed as to the particular service,
the audit committee is informed of each service, and such policies and procedures do not include delegation of the audit committee's
responsibilities to management.

 PART
IV

 Item
15. Exhibits, Financial Statement Schedules

 (a)
Exhibits

 Exhibit

 Number

 Description

 3.1

 of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company's Registration Statement on Form S-1,
 as amended, filed with the SEC on June 23, 2011).

 3.2

 Bylaws
 of the Company (incorporated by reference to Exhibit 3.2 to the Company's Registration Statement on Form S-1, as amended, filed
 with the SEC on June 23, 2011).

 3.3

 of Amendment to the Certificate of Incorporation of the Company, dated November 11, 2014 (incorporated by reference to Exhibit 3.2
 to the Company's Current Report on Form 8-K filed on December 16, 2014).

 3.4

 of Amendment to the Certificate of Incorporation of the Company, dated July 9, 2015 (incorporated by reference to Exhibit 3.1 to
 the Company's Current Report on Form 8-K filed on July 15, 2015).

 3.5

 of Amendment to the Certificate of Incorporation of the Company, dated April 20, 2017 (incorporated by reference to Exhibit 3.1.1
 to the Company's Current Report on Form 8-K filed on April 26, 2017).

 3.6

 of Amendment to the Certificate of Incorporation of the Company, dated April 20, 2017 (incorporated by reference to Exhibit 3.1.2
 to the Company's Current Report on Form 8-K filed on April 26, 2017).

 3.7

 of Amendment to the Certificate of Incorporation of the Company, dated as of January 23, 2018 (incorporated by reference to Exhibit
 3.1 to the Company's Current Report on Form 8-K filed on January 26, 2018).

 3.8

 of Amendment, dated as of June 7, 2019 (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K
 filed on June 21, 2019).

 3.9

 of Correction, dated as of June 10, 2019 (incorporated by reference to Exhibit 3.2 to the Company's Current Report on Form
 8-K filed on June 21, 2019).

 3.10

 of Amendment, dated as of March 13, 2019 (incorporated by reference to Exhibit 3.10 to the Company's Form S-1/A filed on August
 13, 2020).

 3.11

 of Amendment to the Certificate of Incorporation of the Company, dated as of November 17, 2020 (incorporated by reference to Exhibit
 3.1 to the Company's Current Report on Form 8-K filed on November 19, 2020).

 3.12

 of Amendment to Certificate of Incorporation, dated July 6, 2022 (incorporated by reference to Exhibit 3.1 to the Company Current
 Report on From 8-K filed on July 11, 2022)

 3.13

 of Designation of Series A Preferred Stock of the Company, dated December 2, 2014 (incorporated by reference to Exhibit 3.1 to the
 Company's Current Report on Form 8-K filed on December 16, 2014).

 3.14

 of Designation of Series B Preferred Stock of the Company, dated June 16, 2015 (incorporated by reference to Exhibit 4.1 to the Company's
 Current Report on Form 8-K filed on July 15, 2015).

 3.15

 of Retirement of Series A Preferred Stock of the Company, dated March 15, 2023 (incorporated by reference to Exhibit 3.1 to the Company
 Current Report on Form 8-K filed on March 17, 2023).

 3.16

 of Amendment to the Certificate of Incorporation of the Company, dated May 1, 2023 (incorporated by reference to Exhibit 3.1 to the
 Company's Current Report on Form 8-K filed on May 5, 2023).

 4.1

 Stock Purchase Warrant for the purchase of up to 450,000 shares of the Company's Common Stock (incorporated by reference to
 Exhibit 4.2 to the Company's Current Report on Form 8-K filed on September 9, 2019).

 4.2

 Stock Purchase Warrant for the purchase of up to 300,000 shares of the Company's Common Stock (incorporated by reference to
 Exhibit 4.3 to the Company's Current Report on Form 8-K filed on September 9, 2019).

 4.3

 Stock Purchase Warrant for the purchase of up to 225,000 shares of the Company's Common Stock (incorporated by reference to
 Exhibit 4.4 to the Company's Current Report on Form 8-K filed on September 9, 2019).

 4.4

 Form
 of Convertible Promissory Note (incorporated by reference to Exhibit 4.55 to the Company's Annual Report on Form 10-K filed
 on October 15, 2019)

 4.5

 Form
 of Prefunded Warrant (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on April 3,
 2020)

 4.6

 Form
 of Series A Warrant (incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed on April 3,
 2020)

 4.7

 Form
 of Series B Warrant (incorporated by reference to Exhibit 4.3 to the Company's Current Report on Form 8-K filed on April 3,
 2020)

 4.8

 Form
 of Series C Warrant (incorporated by reference to Exhibit 4.4 to the Company's Current Report on Form 8-K filed on April 3,
 2020)

 4.9

 Form
 of Convertible Redeemable Promissory Note, dated October 1, 2019 (incorporated by reference to Exhibit 4.1 to the Company's
 Current Report on Form 8-K dated October 8, 2019)

 4.10

 10%
 Convertible Promissory Note, dated December 7, 2021, issued by the Company to One44 Capital LLC (incorporated by reference to Exhibit
 4.1 to the Company's Current Report on Form 8-K dated December 13, 2021)

 4.11

 8%
 Convertible Promissory Note, dated March 7, 2022, issued by the Company to Sixth Street Lending LLC (incorporated by reference to
 Exhibit 4.1 to the Company's Current Report on Form 8-K dated March 10, 2022)

 4.12

 10%
 Convertible Promissory Note, dated March 29, 2022, issued by the Company to One44 Capital LLC (incorporated by reference to Exhibit
 4.1 to the Company's Current Report on Form 8-K April 1, 2022)

 4.13

 8%
 Convertible Promissory Note, dated April 12, 2022, issued by the Company to Sixth Street Lending LLC (incorporated by reference to
 Exhibit 4.1 to the Company's Current Report on Form 8-K dated April 18, 2022)

 4.14

 8%
 Convertible Promissory Note, dated May 12, 2022, issued by the Company to 1800 Diagonal Lending LLC (incorporated by reference to
 Exhibit 4.1 to the Company's Current Report on Form 8-K dated May 18, 2022)

 4.15

 8%
 Convertible Promissory Note, dated June 30, 2022, issued by the Company to 1800 Diagonal Lending LLC (incorporated by reference to
 Exhibit 4.1 to the Company's Current Report on Form 8-K dated July 7, 2022)

 4.16

 8%
 Convertible Redeemable Promissory Note, dated August 12, 2022, issued by the Company to GS Capital Partners LLC (incorporated by
 reference to Exhibit 4.1 to the Company's Current Report on Form 8-K dated August 18, 2022)

 4.17

 10%
 Convertible Note, dated August 15, 1022, issued by the Company to One44 Capital LLC (incorporated by reference to Exhibit 4.2 to
 the Company's Current Report on Form 8-K dated August 18, 2022)

 4.18

 8%
 Convertible Redeemable Note, dated September 21, 2022, issued by the Company to GS Capital Partners, LLC (incorporated by reference
 to Exhibit 4.1 to the Company's Current Report on Form 8-K dated September 26, 2022)

 4.19

 10%
 Convertible Redeemable Note, dated February 14, 2023, issued by the Company to ONE44 Capital LLC (incorporated by reference to Exhibit
 4.20 to the Company's Current Report on Form 8-K dated February 21, 2023)

 4.20

 8%
 Convertible Promissory Note, dated June 29, 2023, issued to 1800 Diagonal Lending LLC (incorporated by reference to Exhibit 4.1 to
 the Company's Current Report on Form 8-K dated June 29, 2023)

 4.21

 Form
 of Warrant dated July 5, 2023, issued to 1800 Diagonal Lending LLC (incorporated by reference to Exhibit 4.2 to the Company's
 Current Report on Form 8-K dated June 29, 2023)

 4.22

 8%
 Convertible Promissory Note, dated July 19, 2023, issued to 1800 Diagonal Lending LLC (incorporated by reference to Exhibit 4.1 to
 the Company's Current Report on Form 8-K dated August 8, 2023).

 4.23

 10%
 Original Issue Discount Promissory Note, dated August 15, 2023, issued to a Lender (incorporated by reference to Exhibit 4.1 to the
 Company's Current Report on Form 8-K dated August 21, 2023)

 4.24

 8%
 Convertible Promissory Note, dated August 16, 2023, issued to an Investor (incorporated by reference to Exhibit 4.2 to the Company's
 Current Report on Form 8-K dated August 21, 2023)

 4.25

 8%
 Convertible Redeemable Note, dated August 23, 2023 issued to an Investor (incorporated by reference to Exhibit 4.1 to the Company's
 Current Report on Form 8-K dated August 29, 2023)

 4.26

 Convertible
 Promissory Note dated April 15, 2025, issued to an Investor (incorporated by reference to Exhibit 4.1 to the Company's Current
 Report on Form 8-K dated April 21, 2025).

 4.27

 Promissory
 Note dated March 25, 2025, issued to an Investor (incorporated by reference to Exhibit 4.2 to the Company's Current Report
 on Form 8-K dated April 21, 2025).

 10.1

 Debt
 Settlement Agreement between the Company and James Nathanielsz, dated February 4, 2015 (incorporated by reference to Exhibit 10.5
 to the Company's Quarterly Report on Form 10-Q filed on February 17, 2015).

 10.2

 Debt
 Settlement Agreement between the Company and Julian Kenyon, dated February 4, 2015 (incorporated by reference to Exhibit 10.6 to
 the Company's Quarterly Report on Form 10-Q filed on February 17, 2015).

 10.3

 Employment
 Agreement entered into as of February 25, 2015 by and between James Nathanielsz and the Company (incorporated by reference to Exhibit
 10.10 to the Company's Registration Statement on Form S-1 filed on March 25, 2016).

 10.4

 Agreement entered into as of February 25, 2015 by and between Julian Kenyon and the Company (incorporated by reference to Exhibit
 10.11 to the Company's Registration Statement on Form S-1 filed on March 25, 2016).

 10.5

 Form
 of Scientific Advisory Board Member Agreement, incorporated by reference to Exhibit 10.12 to the Registration Statement on Form S-1
 filed on March 25, 2016.

 10.6

 Amendment
 No. 1 to Employment Agreement entered into as of April 14, 2016 by and between James Nathanielsz and the Company (incorporated by
 reference to Exhibit 10.9 to the Company's Quarterly Report on Form 10-Q filed on May 16, 2016).

 10.7

 Amendment
 No. 2 to Employment Agreement entered into as of September 25, 2017 by and between James Nathanielsz and the Company (incorporated
 by reference to Exhibit 10.11 to the Company's Annual Report on Form 10-K filed on September 28, 2017).

 10.8

 and Restated Employment Agreement, dated as of May 14, 2019, by and between the James Nathanielsz and the Company (incorporated by
 reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on May 15, 2019).

 10.9

 and Restated Services Agreement, by and between Julian Kenyon and the Company, dated as of May 19, 2019 (incorporated by reference
 to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on May 15, 2019).

 10.10

 Form
 of Indemnification Agreement (incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K filed on
 May 15, 2019).

 10.11

 Agreement by and between Josef Zelinger and the Company (incorporated by reference to Exhibit 10.1 to the Company's Current
 Report on Form 8-K filed on December 30, 2020).

 10.12

 and Restated Director Agreement by and between Josef Zelinger and the Company, dated August 12, 2021 (incorporated by reference to
 Exhibit 10.5 to the Company's Current Report on Form 8-K filed on August 18, 2021).

 10.13

 Cancellation
 Agreement by and between James Nathanielsz and the Company, dated August 12, 2021 (incorporated by reference to Exhibit 10.1 to the
 Company's Current Report on Form 8-K filed on August 18, 2021).

 10.14

 Cancellation
 Agreement by and between Julian Kenyon and the Company, dated August 12, 2021 (incorporated by reference to Exhibit 10.3 to the Company's
 Current Report on Form 8-K filed on August 18, 2021).

 10.15

 Manufacturing
 Services Agreement by and between Q-Biologicals NV (now Amatsigroup NV) and the Company, dated August 12, 2016 (incorporated by reference
 to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on August 23, 2016).

 10.16

 Quality
 Assurance Agreement by and between Q-Biologicals NV (now Amatsigroup NV) and the Company dated August 12, 2016 (incorporated by reference
 to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on August 23, 2016).

 10.27

 Propanc
 Biopharma, Inc.'s 2019 Equity Incentive Plan (incorporated by reference to Exhibit 10.3 to the Company's Current Report
 on Form 8-K filed on May 15, 2019).

 10.28

 Form
 of Securities Purchase Agreement, dated October 1, 2019 (incorporated by reference to Exhibit 10.1 to the Company's Current
 Report on Form 8-K dated October 8, 2019)

 10.29

 Purchase Agreement, dated December 7, 2021, by and between the Company and One44 Capital LLC (incorporated by reference to Exhibit
 10.1 to the Company's Current Report on Form 8-K dated December 13, 2021)

 10.30

 Purchase Agreement, dated March 7, 2022, by and between the Company and Sixth Street Lending LLC (incorporated by reference to Exhibit
 10.1 to the Company's Current Report on Form 8-K dated March 10, 2022)

 10.31

 Purchase Agreement, dated March 29, 2022, by and between the Company and One44 Capital LLC (incorporated by reference to Exhibit
 10.1 to the Company's Current Report on Form 8-K dated April 1, 2022)

 10.32

 Purchase Agreement, dated April 12, 2022, by and between the Company and Sixth Street Lending LLC (incorporated by reference to Exhibit
 10.1 to the Company's Current Report on Form 8-K dated April 18, 2022)

 10.34

 Purchase Agreement, dated May 12, 2022, by and between the Company and 1800 Diagonal Lending LLC (incorporated by reference to Exhibit
 10.1 to the Company's Current Report on Form 8-K dated May 18, 2022)

 10.35

 Purchase Agreement, dated June 30, 2022, by and between the Company and 1800 Diagonal Lending LLC (incorporated by reference to Exhibit
 10.1 to the Company's Current Report on Form 8-K dated July 7, 2022)

 10.36

 Purchase Agreement, dated August 12, 2022, by and between the Company and GS Capital Partners LLC (incorporated by reference to Exhibit
 10.1 to the Company's Current Report on Form 8-K dated August 18, 2022)

 10.37

 Purchase Agreement, dated August 15, 2022, by and between the Company and ONE44 Capital LLC (incorporated by reference to Exhibit
 10.2 to the Company's Current Report on Form 8-K dated August 18, 2022)

 10.38

 Purchase Agreement, dated September 21, 2022, by and between the Company and GS Capital Partners, LLC (incorporated by reference
 to Exhibit 10.1 to the Company's Current Report on Form 8-K dated September 26, 2022)

 10.39

 and Restated Employment Agreement, by and between the Company and James Nathanielsz, dated October 26, 2022 (incorporated by reference
 to Exhibit 10.1 to the Company's Current Report on Form 8-K dated November 1, 2022)

 10.40

 Purchase Agreement, dated February 14, 2023, by and between the Company and ONE44 Capital LLC (incorporated by reference to Exhibit
 10.41 to the Company's Current Report on Form 8-K dated February 21, 2023)

 10.41

 Purchase Agreement dated November 3, 2022, by and between the Company and Coventry Enterprises, LLC (incorporated by reference to
 Exhibit 10.2 to the Company's Current Report on Form 8-K dated May 15, 2023).

 10.42

 Stock Purchase Agreement, dated November 3, 2022, by and between the Company and Coventry Enterprises, LLC (incorporated by reference
 to Exhibit 10.2 to the Company's Current Report on Form 8-K dated May 15, 2023)

 10.43

 Registration
 Rights Agreement, dated November 3, 2022, by and between the Company and the Coventry Enterprises, LLC (incorporated by reference
 to Exhibit 10.3 to the Company's Current Report on Form 8-K dated May 15, 2023)

 10.44

 Warrant
 Agreement, dated March 8, 2023, by and between the Company and Ionic Ventures, LLC (incorporated by reference to Exhibit 10.4 to
 the Company's Current Report on Form 8-K dated May 15, 2023)

 10.45

 Purchase Agreement, dated as of June 29, 2023, by and between the Company and 1800 Diagonal Lending LLC (incorporated by reference
 to Exhibit 10.1 to the Company's Current Report on Form 8-K dated June 29, 2023)

 10.46

 July
 Loan Agreement, dated July 5, 2023, by and between the Company and 1800 Diagonal Lending LLC (incorporated by reference to Exhibit
 10.2 to the Company's Current Report on Form 8-K dated June 29, 2023)

 10.47

 Equity
 Line Agreement, dated July 20, 2023, by and between the Company and Dutchess Capital Growth Fund L.P. (incorporated by reference
 to Exhibit 10.1 to the Company's Current Report on Form 8-K dated July 26, 2023)

 10.48

 Registration
 Rights Agreement, dated July 20, 2023, by and between the Company and Dutchess Capital Growth Fund L.P. (incorporated by reference
 to Exhibit 10.2 to the Company's Current Report on Form 8-K dated July 26, 2023)

 10.49

 Purchase Agreement, dated as of July 19, 2023, by and between the Company and 1800 Diagonal Lending LLC (incorporated by reference
 to Exhibit 10.1 to the Company's Current Report on Form 8-K dated August 8, 2023)

 10.50

 Purchase Agreement, dated as of August 16, 2023, by and between the Company and an Investor (incorporated by reference to Exhibit
 10.1 to the Company's Current Report on Form 80K dated August 21, 2023)

 10.51

 Purchase Agreement, dated as of August 23, 2023, by and between the Company and an Investor (incorporated by reference to Exhibit
 10.1 to the Company's Current Report on Form 8-K dated August 29, 2023)

 10.52

 Consulting
 Agreement dated February 18, 2025 by and between the Company and Gregory Harrison (incorporated by reference to Exhibit 10.52 to
 the Company's Registration Statement on Form S-1, as amended, filed with the SEC on March 31, 2025)

 10.53

 Agreement dated January 9, 2025 by and between the Company and Ross Silver (incorporated by reference to Exhibit 10.53 to the Company's
 Registration Statement on Form S-1, as amended, filed with the SEC on March 31, 2025)

 10.54

 Agreement dated February 28, 2025 by and between the Company and Brunson Chandler & Jones, PLLC (incorporated by reference to
 Exhibit 10.54 to the Company's Registration Statement on Form S-1, as amended, filed with the SEC on March 31, 2025)

 10.55

 Agreement dated January 9, 2025 by and between the Company and Krista Rash (incorporated by reference to Exhibit 10.55 to the Company's
 Registration Statement on Form S-1, as amended, filed with the SEC on March 31, 2025)

 10.56

 Agreement dated January 13, 2025 by and between the Company and Howard Isaacs and Richard Cavalli (incorporated by reference to Exhibit
 10.56 to the Company's Registration Statement on Form S-1, as amended, filed with the SEC on March 31, 2025)

 10.57

 Advisory
 Agreement dated November 20, 2020 by and between the Company and Exchange Listing, LLC (incorporated by reference to Exhibit 10.57
 to the Company's Registration Statement on Form S-1, as amended, filed with the SEC on March 31, 2025)

 10.58

 Agreement dated February 10, 2025 by and between the Company and Enzyme Supplies Limited (incorporated by reference to Exhibit 10.58
 to the Company's Registration Statement on Form S-1, as amended, filed with the SEC on March 31, 2025)

 10.59

 Agreement dated February 2, 2025 by and between the Company and Dr. Ralf Brandt (incorporated by reference to Exhibit 10.59 to the
 Company's Registration Statement on Form S-1, as amended, filed with the SEC on March 31, 2025)

 10.60

 Purchase Agreement, dated as of April 15, 2025, by and between the Company and GS Capital Partners, LLC (incorporated by reference
 to Exhibit 10.1 to the Company's Current Report on Form 8-K dated April 21, 2025).

 10.61

 Purchase Agreement, dated as of March 25, 2025, by and between the Company and 1800 Diagonal Lending LLC (incorporated by reference
 to Exhibit 10.2 to the Company's Current Report on Form 8-K dated April 21, 2025).

 10.62

 Loan
 Agreement dated April 13, 2025 by and between the Company and Aggro Investments Pty Ltd. (incorporated by reference to Exhibit 10.3
 to the Company's Current Report on Form 8-K dated April 21, 2025).

 31.1

 Certification of the Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 31.2

 Certification of the Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 32.1

 Certification of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 32.2

 Certification of the Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 101.
 INS*

 101.
 SCH*

 101.
 CAL*

 101.
 DEF*

 101.LAB*

 101.
 PRE*

 *
Filed herewith.

 SIGNATURES

to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

 BIOPHARMA, INC.

 Dated:
 September 29, 2025

 By:

 /s/
 James Nathanielsz

 James
 Nathanielsz

 Chief
 Executive Officer,

 (Principal
 Executive Officer)

to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the registrant
and in the capacities and on the dates indicated.

 Name

 Title

 Date

 /s/
 James Nathanielsz

 Chief
 Executive Office and Director

 James
 Nathanielsz

 (Principal
Executive Officer)

 /s/ Jeannine Zimmerman

 Chief
Financial Officer

 Jeannine
 Zimmerman

 (Principal
 Financial Officer)

 /s/
 Julian Kenyon

 Julian
 Kenyon

 /s/
 Josef Zelinger

 Josef
 Zelinger

 /s/
 Joseph Himy

 Joseph
 Himy

 /s/
 Annie VanBroekhoven

 Annie
 VanBroekhoven