09:37 WAI YUEN TONG<00897> - Announcement (1) The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. WAI YUEN TONG MEDICINE HOLDINGS LIMITED * (Incorporated in Bermuda with limited liability) (Stock Code: 897) PROPOSAL FOR CAPITAL REORGANISATION INVOLVING SHARE CONSOLIDATION AND CAPITAL REDUCTION SUMMARY The Board proposes to seek approval from the Shareholders to effect the Capital Reorganisation involving: (a) the share consolidation of every 10 issued Existing Shares into 1 Consolidated Share; (b) the reduction of the nominal value of each of the Consolidated Shares then in issue from HK$0.10 to HK$0.01 by canceling paid-up capital to the extent of HK$0.09 on each Consolidated Share; and (c) the crediting of the amount of credit of approximately HK$31,417,823 (or up to approximately HK$33,217,822 if the 2005 Convertible Notes are converted in full) arising from the Capital Reduction to the contributed surplus account of the Company and the utilisation of such credit to set off the loss of the Company. The Capital Reorganisation is conditional upon: (a) the passing of a special resolution by the Shareholders to approve the Capital Reorganisation at the SGM; (b) the compliance with the relevant procedural requirements under the Companies Act to effect the Capital Reorganisation (including publication of a press notice in an appointed newspaper in Bermuda ); and (c) the Listing Committee of the Stock Exchange granting the listing of, and permission to deal in, the New Shares in issue after the Capital Reorganisation and (if required) the Shares which may fall to be issued upon exercise of the 2005 Convertible Notes and the Share Options (if any). Assuming that all the above conditions are fulfilled, it is expected that the Capital Reorganisation will become effective on the Business Day following the passing of the special resolution to be proposed at the SGM. A circular containing further information on the Capital Reorganisation, including the expected timetable for the Capital Reorganisation, parallel trading arrangements, arrangements for odd lot facilities and free exchange of share certificates, and the notice of SGM will be dispatched to the Shareholders as soon as practicable. Since the Capital Reorganisation is subject to the fulfillment of a number of conditions, the Capital Reorganisation may or may not complete. Shareholders and potential investors in the Company are advised to exercise caution when dealing in the Existing Shares. CAPITAL REORGANISATION The Board proposes to seek approval from the Shareholders to effect the Capital Reorganisation involving: