09:39     WAI YUEN TONG<00897> - Announcement (6)                             

    DEFINITIONS                                                               
                                                                              
    "2005 Convertible Note" the 3% convertible notes in the                   
    aggregate principal amount of HK$30,000,000 due on 15 March 2008          
    issued by the Company on 16 March 2005, which are currently held          
    by Rich Time Strategy Limited, a wholly-owned subsidiary of Wang          
    On, and of which HK$16,000,000 in principal amount is currently           
    outstanding                                                               
                                                                              
    "Board" the board of Directors                                            
                                                                              
    "Business Day"  a day (other than a Saturday) on which banks in           
    Hong Kong are generally open for business                                 
                                                                              
    "Bye-laws"      the bye-laws of the Company                               
                                                                              
    "Capital Reduction"     the proposed reduction of the nominal             
    value of each issued Consolidated Share from HK$0.10 to HK$0.01           
    by canceling paid-up capital to the extent of HK$0.09 on each             
    issued Consolidated Share                                                 
                                                                              
    "Capital Reorganisation"        the reorganisation of the capital of      
    the Company by way of the Share Consolidation and the Capital             
    Reduction                                                                 
                                                                              
    "Company"       Wai Yuen Tong Medicine Holdings Limited, a company        
    incorporated in Bermuda with limited liability and the shares             
    of which are listed on the Stock Exchange                                 
                                                                              
    "Companies Act" the Companies Act 1981 of Bermuda                         
                                                                              
    "Consolidated Share(s)" new share(s) of HK$0.10 each in the               
    share capital of the Company upon the Share Consolidation                 
    becoming effective but prior to the implementation of the Capital         
    Reduction                                                                 
                                                                              
    "Directors"     directors of the Company                                  
                                                                              
    "Existing Share(s)"     share(s) of HK$0.01 each in the share             
    capital of the Company in issue immediately before the Capital            
    Reorganisation becoming effective                                         
                                                                              
    "Group" the Company and its subsidiaries                                  
                                                                              
    "Hong Kong"     the Hong Kong Special Administrative Region of the        
    People's Republic of China                                                
                                                                              
    "New Share(s)"  share(s) of HK$0.01 each in the share capital             
    of the Company in issue upon the Capital Reorganisation becoming          
    effective                                                                 
                                                                              
    "SGM"   a special general meeting of the Company to be convened           
    to consider and, if thought fit, approve the Capital                      
    Reorganisation                                                            
                                                                              
    "Share(s)"      share(s) of HK$0.01 each in the share capital of          
    the Company                                                               
                                                                              
    "Share Consolidation"   the proposed consolidation of every 10            
    issued Existing Shares into 1 Consolidated Share                          
                                                                              
    "Share Option(s)"       option(s) to subscribe for shares of the          
    Company granted under the Share Option Scheme                             
                                                                              
    "Share Option Scheme"   a share option scheme adopted by the              
    Company on 18 September 2003                                              
                                                                              
    "Shareholder(s)"        holder(s) of the shares of the Company            
                                                                              
    "Stock Exchange"        The Stock Exchange of Hong Kong Limited           
                                                                              
    "Wang On"       Wang On Group Limited, a substantial shareholder of       
    the Company and the shares of which are