09:08     CHINA PHARMA<01093> - Announcement                                  

    The Stock Exchange of Hong Kong Limited takes no                          
    responsibilities for the contents of this announcement,                   
    makes no representation as to its accuracy or completeness                
    and expressly disclaims any liability whatsoever for any                  
    loss however arising from or in reliance upon the whole or                
    any part of the contents of this announcement.                            
                                                                              
    China Pharmaceutical Group Limited                                        
    (Incorporated in Hong Kong with limited liability)                        
    (Stock Code: 1093)                                                        
                                                                              
    EXTRAORDINARY GENERAL MEETING                                             
    HELD ON 21ST FEBRUARY 2005                                                
    POLL RESULTS                                                              
                                                                              
    At the extraordinary general meeting of the Company held                  
    on 21st February 2005 ("EGM"), the ordinary resolution to                 
    approve the Continuing Connected Transactions and the                     
    respective annual caps was duly passed by the Independent                 
    Shareholders by way of poll.                                              
                                                                              
    Reference is made to the circular of China Pharmaceutical                 
    Group Limited ("Company") dated 24th January 2005                         
    ("Circular") in relation to the Continuing Connected                      
    Transactions (including the Chemical Product Transactions,                
    Corn Refined Product Transactions and the Agency Agreement)               
    and the respective annual caps.  Unless otherwise defined,                
    terms used in this announcement shall have the same meanings              
    as defined in the Circular.                                               
                                                                              
    The Board is pleased to announce that at the EGM held on                  
    21st February 2005, the ordinary resolution proposed to                   
    approve the Continuing Connected Transactions and the                     
    respective annual caps ("Ordinary Resolution") was duly                   
    passed by the Independent Shareholders by way of poll.  The               
    Company's share registrar, Secretaries Limited, was                       
    appointed as scrutineer of the vote-taking at the EGM.                    
                                                                              
    The poll result in respect of the Ordinary Resolution passed              
    at the EGM was as follows:                                                
                                                                              
    No. of Votes (%)                                                          
    Ordinary Resolution     For     Against                                   
                                                                              
    To approve:                                                               
    (a) the Chemical Product Transactions and the relevant                    
    annual caps;                                                              
    (b) the Corn Refined Product Transactions and the relevant                
    annual caps; and                                                          
    (c) the Agency Agreements and the relevant annual caps.                   
             212,670,066 (100%)     NIL (0%)                                  
                                                                              
    The resolution was duly passed as an ordinary resolution.                 
                                                                              
    As at the date of the EGM, the total number of issued shares              
    of the Company was 1,538,124,661 Shares.  In view of the                  
    interests of SPG in the Continuing Connected Transactions,                
    SPG and its associates (as defined in the Listing Rules)                  
    who beneficially own an aggregate of 783,316,161 Shares,                  
    representing approximately 50.93% of the issued share                     
    capital of the Company, abstained from voting on the                      
    Ordinary Resolution.  The total number of Shares entitling                
    the Independent Shareholders to attend and vote for or                    
    against the Ordinary Resolution at the EGM was 754,808,500                
    Shares, representing approximately 49.07% of the Company's                
    total number of Shares in issue, and the total number of                  
    issued shares of the Company entitling the holders thereof                
    to attend and vote only against the Ordinary Resolution at                
    the EGM is nil.                                                           
                                                                              
    By Order of the Board                                                     
    Cai Dong Chen                                                             
    Chairman                                                                  
                                                                              
    Hong Kong, 21st February 2005                                             
                                                                              
    As at the date of this announcement, the Company comprises                
    of five executive Directors, namely CAI Dong Chen                         
    (Chairman), DING Er Gang, FENG Zhen Ying, , WEI Fu Min, and               
    YUE Jin; one non-executive director, namely LEE Ka Sze,                   
    Carmelo; and four independent non-executive Directors,                    
    namely CHAN Siu Keung, Leonard, GUO Shi Chang, HUO Zhen Xing,             
    and QI Mou Jia.