Uni-Bio Science Group Limited — Proxy Solicitation & Information Statement 2006

Jul 31, 2006

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(incorporated in the Cayman Islands with limited liability)

(stock code: 690)

PROXY FORM

Form of proxy for use by shareholders at the annual general meeting or any adjournment thereof (“Meeting”) of Uni-Bio Science Group Limited to be convened and held at 11:00 a.m. on Friday, 22 September 2006

I/We (note a) of

, being the registered holder(s) of (note b) shares of HK$0.10 each of UNI-BIO SCIENCE GROUP LIMITED (聯康生物科技集團有限公司 ) (“ 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 Room 2302, 23rd Floor, Lippo Centre Tower II, 89 Queensway, Admiralty, Hong Kong at 11:00 a.m. on Friday, 22 September 2006 and at any adjournment thereof 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	AGAINST
1.	To receive and approve the audited financial statements and the reports of the directors and the auditors of the Company for the year ended 31 March 2006
2.	(a) To re-elect Mr Tong Kit Shing as director of the Company
	(b) To re-elect Mr Liu Guoyao as director of the Company
	(c) To re-elect Mr Cheng Wai Man as director of the Company
	(d) To re-elect Mr Zhou Yao Ming as director of the Company
	(e) To re-elect Mr Lin Jian as director of the Company
	(e) To re-elect Mr So Yin Wai as director of the Company
	(f) To authorise the board of directors of the Company to fix the directors’ remuneration
3.	To re-appoint CCIF CPA Limited as the Company’s auditors and authorise the board of directors of the Company to fix their remuneration
4.	To terminate the existing share option scheme of the Company
5.	To adopt the new share option scheme and authorize the directors of the Company to amend the rules of the new share option scheme as may be acceptable or not objected to by the Stock Exchange, to grant options to subscribe for shares in the Company and to allot, issue and deal with shares in the Company pursuant to the exercise of options which may be granted under the new share option scheme
6.	To approve the exercise by the directors of the Company of all the powers of the Company to grant options under the new share option scheme and to allot, issue and otherwise deal with the shares in the Company pursuant to the exercise of any option which may be granted under the new share option scheme, which number of shares (together with the number of shares in the Company which may be issued upon exercise of any options to be granted under any other share option scheme of the Company as may from time to time be adopted by the Company) shall be up to an aggregate nominal amount not exceeding 10% of the shares in issue as at the date of passing of this resolution
7.	To grant a general and unconditional mandate to the directors of the Company to allot, issue and otherwise deal with the Company’s shares
8.	To grant a general mandate to the directors of the Company to repurchase the Company’s shares
9.	To add the nominal amount of the shares repurchased by the Company to the mandate granted to the directors of the Company under resolution no. 7

Dated

Shareholder’s signature (notes e, f, g and h)

Notes:

a. Full name(s) and address(es) are to be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.

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 of the Company or” and insert the name and address of the person appointed proxy in the space provided.

• d. If you wish to vote for any of the resolutions set out above, please tick (“✓”) the boxes marked “For”. If you wish to vote against any resolutions, please tick (“✓”) the boxes marked “Against”. If the form returned is duly signed but without specific direction on any of the proposed resolutions, the proxy will vote or abstain at his 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 discretion. A proxy will also be entitled to vote at his 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 holders 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. The form of proxy must be signed by a shareholder, or his 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 registrar and transfer office, Abacus Share Registrars Limited of 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 should be initialled by the person who signs the form.

• i. Completion and return of this form of proxy will not preclude you from attending and voting in person at the Meeting or any adjournment thereof if you so wish.

* For identification purpose only