SHENZHEN AGRICULTURAL PRODUCTS CO., LTD (000061)

Lawyers Sanction 1st 2008 EGM

Guangdong Shengdian Law Firm asserts that the convening and meeting procedures, qualifications of both the participants and the convener, voting procedures and resolutions of the 1st 2008 Extraordinary General Meeting of Shareholders, held on 28 Aug 2008, were lawful, valid and in compliance with relevant regulations and the Articles of Association of the company. Details are listed as follows:

1. At the 14th Meeting of the 5th Board of Directors, held on 28 Aug 2008, a proposal was examined and approved to convene the 1st 2008 Extraordinary General Meeting of Shareholders.
2. Time and place of the meeting were in compliance with an announcement disclosed on the Securities Times, dated 11 Aug 2008.
3. Certain directors, supervisors and fifteen proxies of directors or supervisors participated in the meeting.
4. No new proposal was put forth during the meeting and all the proposals were approved at the meeting.

Guangdong Shengdian Law Firm
Lawyers: Xu Xianghong
28 Aug 2008


Source: Securities Times

Date: 29 Aug 2008

CN01/ZZ/SW/BT/KM


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