Quarterly Results announcement form Name of listed company :Vital BioTech Holdings Limited Stock code :8193 Year end date :31 December 2002 Important Note : This result announcement form only contains extracted information from and should be read in conjunction with the detailed results announcement of the issuer, which can be viewed on the GEM website at http://www.hkgem.com Currency: HK$'000 (Unaudited) (Unaudited) Quarterly Results Announcement Current Last Corresponding Period Period from 01/01/2002 from 01/01/2001 to 31/03/2002 to 31/03/2001 HK$'000 HK$'000 Turnover : 22,885 12,526 Profit/(Loss) from Operations : 8,155 1,210 Finance cost : 822 504 Share of Profit/(Loss) of Associates : 0 0 Share of Profit/(Loss) of Jointly Controlled Entites : 0 0 Profit/(Loss) after Taxation & MI : 6,161 570 % Change Over the Last Period : 980.88 % EPS / (LPS) - Basic : HK0.513 cents HK0.0475 cents - Diluted : N/A N/A Extraordinary (ETD) Gain/(Loss) : 0 0 Profit (Loss) after ETD Items : 6,161 570 1st Q Dividend per Share : 0 0 (specify if with other options) : N/A N/A B/C Dates for 1st Q Dividend : N/A to N/A bdi. Payable Date : N/A B/C Dates for AGM/SGM : N/A to N/A bdi. Other Distribution for Current Period: N/A B/C Dates for Other Distribution : N/A to N/A bdi. (bdi: both days inclusive) For and on behalf of Vital BioTech Holdings Limited Signature : Name : Au Yeung Ping Yuen, Terence Title : Director Responsibility statement The directors of the Company (the "Directors") as at the date hereof hereby collectively and individually accept full responsibility for the accuracy of the information contained in this results announcement form (the "Information") and confirm, having made all reasonable inquiries, that to the best of their knowledge and belief the Information are accurate and complete in all material respects and not misleading and that there are no other matters the omission of which would make the Information herein inaccurate or misleading. The Directors acknowledge that the Stock Exchange has no responsibility whatsoever with regard to the Information and undertake to indemnify the Exchange against all liability incurred and all losses suffered by the Exchange in connection with or relating to the Information. Remarks: 1. Group reorganization and basis of preparation The Company was incorporated in the Cayman Islands on 30 May 2001 under the name of Vital*BioTech Holdings Limited as an exempted company with limited liability under the Companies Law Cap 22 (Law 3 of 1961, as consolidated and revised) of the Cayman Islands. On 16 July 2001, the Company changed its name to Vital BioTech Holdings Limited. Pursuant to a group reorganization (the "Group Reorganization") to rationalize the group structure in preparation for the listing of the Company's shares on the Growth Enterprises Market ("GEM") of the Stock Exchange of Hong Kong Limited (the "Stock Exchange"), the Company became the holding company of the subsidiaries (collectively the "Group"), details of which are set out in the prospectus dated 30 January 2002 issued by the Company (the "Prospectus"). The Group Reorganization was completed on 26 January 2002 and the shares of the Company were listed on the Stock Exchange on 7 February 2002 (the "Listing Date"). The unaudited results of the Group comprise the results of the Company and its subsidiaries using the merger accounting basis as if the current group structure had been in existence since 1 January 2001 and throughout both accounting periods. The principal accounting policies adopted by the Group in arriving at the financial information set out in this report,which conform with accounting principles generally accepted in Hong Kong, and have been prepared under the historical cost convention. 2. Turnover Turnover represents invoiced value of sales, net of returns, discounts allowed or sales taxes where applicable during the period. 3. Earnings per share The calculation of the basic earnings per shares for the three months ended 31 March 2002 is based on the net profit attributable to the shareholders of approximately HK$6,161,000 (2001: HK$570,000) and on weighted average of 1,200,000,000 (2001: 1,200,000,000) ordinary shares that would have been in issue throughout the period on the assumption that the Group Reorganization had been completed on 1 January 2001. Diluted earnings per share is noted presented as the Company has no dilutive potential ordinary shares as at 31 March 2002 (2001:Nil). 4. Dividends The Directors do not recommend the payment of any dividend by the Company for the three months ended 31 March 2002 (2001: Nil).