Grand Pharmaceutical Group Limited — Proxy Solicitation & Information Statement 2004

May 10, 2004

MAXX BIOSCIENCE HOLDINGS LIMITED （曼盛生物科技集團有限公司[*] ）

(Incorporated in Bermuda with limited liability)

(Stock Code: 512)

NOTICE OF THE SGM

NOTICE IS HEREBY GIVEN that a special general meeting of MAXX Bioscience Holdings Limited (the “Company”) will be held at 12:00 noon on Tuesday, 25 May 2004 at Room 1910-1913, Hutchison House, 10 Harcourt Road, Central, Hong Kong for the purpose of considering and, if thought fit, passing the following resolutions which will be purposed as special resolutions or ordinary resolutions (with or without modification), as indicated below:

ORDINARY RESOLUTIONS

1. “ THAT , subject to the passing of Resolution numbered 2 and the fulfilment of other conditions in the Underwriting Agreement as defined in the circular of the Company dated 8 May 2004 (the “Circular”), a copy of each of the Underwriting Agreement and the Circular has been tabled at the meeting and respectively initialed by the Chairman for the purpose of identification respectively marked “A” and “B”:

   • (a) the offer (the “Open Offer”) of Adjusted Shares (the “Open Offer Shares”) to the shareholders of the Company whose names appeared on the register of members of the Company on 25 May 2004 (excluding those shareholders with registered addresses overseas) on an assured basis of provisional allotments of three (3) Open Offer Shares for every one (1) Adjusted Share then held at the subscription price of HK$0.08 per Open Offer Share according to the terms of the Open Offer as set out in the Underwriting Agreement and the Circular be and is hereby approved, and the Directors be and are hereby authorised to allot and issue the Open Offer Shares upon acceptance by the shareholders of the Company pursuant to and in accordance with the Open Offer;

   • (b) the Underwriting Agreement be and is hereby approved, confirmed and ratified and any Director be and is hereby authorised to do such acts or execute such other documents which may be necessary, desirable or expedient in his/her opinion to carry into effect or to give effect to the terms of the Underwriting Agreement; and

   • (c) any Director be and is hereby authorised to do all things and acts and sign all documents which he/she considers necessary, desirable or expedient in connection with the implementation of the Open Offer.”

2. “ THAT , subject to the passing of Resolution numbered 1 and the fufilment of other conditions in the Underwriting Agreement as defined in the Circular, there be and is no facility for excess applications for the assured allotments of Offer Shares by Qualifying Shareholders (as defined in the Circular) in the Open Offer according to the terms of the Open Offer as set out in the Underwriting Agreement and the Circular.”

By Order of the Board

Lo Yuk Yee

Chairman

Dated the 8 May 2004

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As at the date of this announcement, the board of directors of the Company are as follows:

Ms LO Yuk Yee (Chairman) Ms HE Jin Hong (Deputy Chairman) Prof. ZANG Jing Wu (Executive Director) Dr. CAO Wu (Executive Director)

Mr. SIU Siu Ling, Robert (Executive Director)

Mr. FONG Chi Wah (Independent Non-executive Director) Mr. WONG Wai Kin (Independent Non-executive Director)

Notes:

1. Any member of the Company entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and vote in his stead. A proxy need not be a member of the Company.

2. To be valid, the proxy form, together with any power of attorney or other authority (if any) under which it is signed, or a notarially certified copy thereof, must be deposited at the principal place of business of the Company in Hong Kong at Room 3802, Wu Chung House, 213 Queen’s Road East, Wanchai, Hong Kong as soon as possible but in any event not later than 48 hours before the time appointed for holding the meeting or any adjournment thereof.

3. The register of members of the Company will be closed from Friday, 21 May 2004 to Tuesday, 25 May 2004, both days inclusive, during which period no transfer of shares will be registered. In order to qualify for attending the special general meeting, all completed transfer forms with share certificates must be lodged with the Company’s Hong Kong Branch Registrars, Computershare Hong Kong Investor Services Limited at Shops 1712 — 1716, 17/F., Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong , not later than 4:00 p.m. on Thursday, 20 May 2004.

• For identification purposes only.

Please also refer to the published version of this announcement in The Standard.

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