Sinopharm Tech Holdings Limited — Proxy Solicitation & Information Statement 2006

Oct 6, 2006

(incorporated in the Cayman Islands with limited liability) (Stock Code: 8156)

FORM OF PROXY

Form of proxy for use by shareholders at the extraordinary general meeting (the “Meeting”) of China Vanguard Group Limited (the “Company”) be convened and held immediately after the conclusion of the annual general meeting of the Company scheduled to be held at 10:30 a.m. on Tuesday, 24 October 2006 (and at any adjournment of the Meeting).

I/We (note a)

of

being the holder(s) of

(note b) shares

of HK$0.01 each of the Company hereby appoint the Chairman of the Meeting or

of

to act as my/our proxy (note c) at the Meeting of the Company to be held at 30th Floor Sunshine Plaza, 353 Lockhart Road, Hong Kong immediately after the conclusion of the annual general meeting of the Company scheduled to be held on Tuesday, 24 October 2006 at 10:30 a.m. and at any adjournment of the Meeting and to vote on my/our behalf as directed below.

Please make a mark in the appropriate boxes to indicate how you wish your vote(s) to be cast on a poll (note d) .

				FOR	FOR	FOR	AGAINST	AGAINST	AGAINST
1.	To approve the bonus share issue, including the issue of the bonus shares
	as set out in resolution no. 1 in the notice convening the Meeting
2.	To approve the bonus warrant issue, including the creation and issue of
	the bonus warrants and the issue of new shares upon the exercise of the
	subscription rights attaching to such bonus warrants as set out in
	resolution no. 2 in the notice convening the Meeting

Dated the day of 2006

Shareholder’s signature

(notes e, f, g and h)

Notes:

• (a) Full name(s) and address(es) are to be inserted in BLOCK CAPITALS.

• (b) Please insert the number of shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the shares in the capital of the Company registered in your name(s).

• (c) A proxy need not be a member of the Company. If you wish to appoint some person other than the Chairman of the Meeting as your proxy, please delete the words “the Chairman of the Meeting or” and insert the name and address of the person appointed proxy in the space provided.

• (d) If this form of proxy returned is duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his/her discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the proxy will, in relation to that particular proposed resolution, vote or abstain at his/her discretion. A proxy will also be entitled to vote at his/her discretion on any resolution properly put to the meeting other than those set out in the notice convening the meeting.

• (e) In the case of a joint holding, this form of proxy may be signed by any joint holder, but if more than one joint holder is present at the Meeting, whether in person or by proxy, that one of the joint holder whose name stands first on the register of members in respect of the relevant joint holding shall alone be entitled to vote in respect thereof.

• (f) This form of proxy must be signed by a shareholder, or his/her attorney duly authorised in writing, or if the shareholder is a corporation, either under its common seal or under the hand of an officer or attorney so authorised.

• (g) To be valid, this form of proxy together with any power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority must be deposited at the offices of the Company’s Hong Kong branch registrars, Standard Registrars Limited, 26th Floor Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not later than 48 hours before the time of the Meeting or any adjourned meeting.

• (h) Any alteration made to this form of proxy should be initialled by the person who signed it.

• for identification purposes only