[FORM 10-Q (Mark One) x June 30, 2010 For the quarterly period ended o For the transition period from ____________ to ____________ CHINA PHARMA HOLDINGS, INC. Delaware 73-1564807 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) Second Floor, No. 17, Jinpan Road Haikou, Hainan Province, China 570216 +86 898-6681-1730 (China) (Issuer's telephone number, including area code)] [EX-3.1 2 cphi10qex31063010.htm AMENDED AND RESTATED CHARTER] [EMPLOYMENT AGREEMENT April 28 Agreement Company nd Employee XXX XX XXXX Parties This EMPLOYMENT AGREEMENT is made and entered into as of WITNESSETH: WHEREAS, the Company is engaged in the business of develop, manufacture, and market specialty pharmaceutical products in China (the “business”); and WHEREAS, Employee has represented that he has the experience, background and expertise necessary to enable his] [CHINA PHARMA HOLDINGS, INC. 2010 SHARES OPTION AGREEMENT China Pharma Holdings, Inc., Frank Waung This 2010 Shares Option Agreement (the “Agreement”) is made as of April 28, 2010 between 1. Notice of Shares Option Grant You (the “Optionee”) have been granted an option to subscribe for, acquire and purchase common shares in the Company (the “Common Shares”), subject to the] [CERTIFICATION I, Zhilin Li certify that: 1. I have reviewed this report on Form 10-Q of China Pharma Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were] [CERTIFICATION I, Frank Waung, certify that: 1. I have reviewed this report on Form 10-Q of China Pharma Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: August 9, 2010 -------------------------------- President and Chief Executive Officer] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: August 9, 2010 --------------------- (principal financial officer and principal accounting officer)]

[FORM 10-Q (Mark One) x June 30, 2010 For the quarterly period ended o For the transition period from ____________ to ____________ CHINA PHARMAS, Delaware 73-1564807 (State or other jurisdiction of (IRS Employerorporation or organization) Identification No.) Second Floor, No. 17, Jinpan Road Haikou, Hainan Province, China570216 +86 898-6681-1730 (China)] [AMENDED AND RESTATED CHARTER cphi10qex31063010.htm 2 EX-3.1] [EMPLOYMENTREEMENT WITNESSETH: WHEREAS, thempany is engaged in the business of develop, manufacture, and marketecialty pharmaceutical products in China (the business); and WHEREAS, Employee has represented that he has the experience, background and expertise necessary to enable his to be thempanys Chief Financial Officer; and WHEREAS, based on such representation, and thempanys reasonable due diligence, thempany] [CHINA PHARMAS, 2010 SHARES OPTIONREEMENT China Pharmas, Frank Waung This 2010 Shares Optionreement (thereement) is made of April 28, 2010 between 1. Notice of Shares Option Grant You (the Optionee) have been granted an option to subscribe for, acquire and purchasemmon shares in thempany (themmon Shares), subject to the terms andnditions of the Plan of] [CERTIFICATION I, Zhilin Li certify that: 1. I have reviewed this report on Form 10-Q of China Pharmas,; 2. Based on my knowledge, this report does notntain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such] [CERTIFICATION I, Frank Waung, certify that: 1. I have reviewed this report on Form 10-Q of China Pharmas,; 2. Based on my knowledge, this report does notntain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such] [18 U.S.C. SECTION 1350, SECTION 906 OF THERBANES-OXLEY ACT OF 2002 (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany.ted:August 9, 2010 -------------------------------- President and Chief Executive Officer cphi10qex321063010.htm 11 EX-32.1] [18 U.S.C. SECTION 1350, SECTION 906 OF THERBANES-OXLEY ACT OF 2002 (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany.ted:August 9, 2010 --------------------- (principal financial officer and principal accounting officer) cpho10qex322063010.htm 12 EX-32.2]