(Note: This is NOT an IPO. This is a NASDAQ uplisting from the OTCQX, where the stock of Aixin Colorado is listed under the symbol “AIXN” – according to the prospectus. AiXin Life International, a Colorado holding company, has applied to list its stock on NASDAQ under the proposed symbol “AIXN,” the prospectus says.)

We, AiXin Life International, Inc. are a Colorado holding company with no material operations of our own. We conduct substantially all of our operations through our wholly owned operating companies in the People’s Republic of China.

This is an offering of common stock of AiXin Colorado, NOT shares of our operating companies in China. Therefore, you will not directly hold any equity interests in our operating companies. Our holding company structure involves unique risks to investors. Chinese regulatory authorities could disallow our operating structure, which would likely result in a material change in our operations and/or the value of our common stock, including causing the value of our common stock to significantly decline or become worthless.

We are focused on providing health and wellness products to the growing middle class in China. We currently develop, manufacture, market and sell premium-quality healthcare, nutritional products and wellness supplements, including herbs and greens, traditional Chinese remedies, functional products, such as weight management tools, probiotics, foods and drinks. We also offer products purchased from third parties and provide advertising and marketing services to clients which engage us to market and distribute their products. We offer our products and those of clients for which we provide marketing services, through a diversified, omni-channel business model which generates revenues through retail and wholesale product sales, through company-owned pharmacies, direct marketing and e-commerce. Our marketing approach emphasizes proactively approaching customers such as by hosting marketing events for clients, which we believe is ideally suited to marketing the products we offer because sales of healthcare, nutritional products and supplements are strengthened by ongoing personal contact and support, coaching and education among the Company and our clients towards how to achieve a healthy and active lifestyle.

In December 2017, when we acquired Aixin BVI, it indirectly owned all of the capital stock of AixinZhonghong, which began distributing nutritional products in 2013.

In June 2021, we acquired nine retail pharmacies in Chengdu. We utilize these pharmacies to distribute health and wellness products and serve as learning centers for our clients. Since June 2021 we have added 4 additional pharmacies bringing the number of pharmacies we currently operate to 13. We intend to seek to continue to expand our chain of pharmacies and to use these outlets as part of our overall marketing strategy.

More recently, in September 2022, we acquired Yunnan Runcangsheng based in Yunnan Province which engages in the research, development, manufacture and wholesale distribution of health foods. Yunnan Runcangsheng operates a 13,000 square meter production facility, which houses R&D centers, extraction facilities, preparation workshops and a warehouse. Yunnan Runcangsheng has more than 30 sub brands and operates planting facilities where it grows some of the key ingredients used in its products. Many of the products it has developed are specifically targeted to alleviate symptoms associated with the increasingly competitive and pressured lifestyle of the Chinese middle class and disorders associated with changing eating habits and the presence of environmental toxins that are becoming more widespread through the use of western style pesticides and fertilizers.

In addition to our acquisitions in the health and nutritional sector, in July 2021, we acquired a hotel located in the Jinniu District, Chengdu City. The hotel covers more than 8,000 square meters and has a large restaurant that can accommodate 600 people, 6 luxury dining rooms, a 200 square meter music tea house, 13 private tea rooms, 108 guest rooms and other supporting facilities. We envision utilizing the hotel to conduct marketing events and seminars for our customers, and training sessions for our personnel at which we introduce new products and services intended to promote healthy living.

Product development and innovation. With the acquisition of Yunnan Runcangsheng we now have the facilities and, more importantly, knowledgeable, experienced personnel to develop high-quality, innovative health foods and nutritional supplements that will be offered by our direct marketing team and available through our company-owned pharmacies, our website and, as demand grows other select marketplaces and wholesale partners. To the extent desirable we will grow our own key ingredients. When we choose to use ingredients of third parties, they will be rigorously tested before they are added to our products, undergoing multiple quality checks to ensure that they meet our high standards for purity, composition and absence of contaminants.

We believe our ability to innovate and respond to customer needs by designing new products gives us a significant competitive advantage. At Yunnan Runcangsheng we directly employ scientists, nutritionists, formulators, and quality control experts who work at our research and manufacturing facilities.

A differentiated customer experience. One of the key differentiators to our marketing strategy is the continued development of well-trained team members first used at AiXinZhonghong that work closely with customers. We will provide our team members with regular training and education focused on the benefits of a healthy lifestyle, the advantages of our products and solution-based selling. With their knowledge of the available products our team members can engage customers in conversation, access the customer’s purchasing history through our data base, share product information and testimonials, and recommend solutions and help customers add complimentary products and build wellness regimens. We operate in a highly personalized, aspirational sector and believe that health food and nutritional supplement consumers often desire and seek out product expertise and knowledgeable customer service.

**Note: Net loss and revenue figures are in U.S. dollars for the 12 months that ended Sept. 30, 2022.

(Note: AiXin Life International increased its IPO’s size to 2.38 million shares (2,375,000 shares) – up from 1.75 million shares – and kept the price at $4.00 – to raise $9.5 million, according to an S-1/A filing dated July 25, 2023. Background: AiXin Life International reduced the size of its IPO by 72 percent in an S-1/A filing dated June 26, 2023, to 1.75 million shares – down from 6.25 million shares – and kept the price at $4.00 to raise $7.0 million. Background: AiXin Life disclosed terms for its NASDAQ uplisting in an S-1/A filing dated April 5, 2023: 6.25 million shares at $4.00 to raise $25.0 million. AiXin Life filed its S-1 for its NASDAQ uplisting deal on Nov. 4, 2022.)