[FORM 10-K x For the fiscal year ended December 31, 2010 or ¨ For the transition period from _________ to _____________ 001-34471 China Pharma Holdings, Inc. Delaware 73-1564807 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.) Second Floor, No. 17, Jinpan Road Haikou, Hainan Province, China 570216 (011) 86 898-6681-1730 Common Stock, par value $0.001 per] [EX-10.4 5 ex104.htm ENGAGEMENT LETTER] [CHINA PHARMA HOLDINGS, INC. "Company" "Holder" "Expiration Date" China Pharma Holdings, Inc., a Delaware corporation (the 1. Definitions "Business Day" "Common Stock" "Exercise Price" “Original Issue Date” “New York Courts” “Trading Day” provided “Trading Market” 2. 3. Registration of Transfers 4. 5. 2 (a) Date of Exercise (b) (c) Buy-In] [Loan Agreement Hereby Heung Mei Tsui made a loan of UDS$230,000 to Onny Investment Limited. The term of the loan is from Sept. 27, 2010 to March 26, 2011, with annual interest of 1%. Upon the due date, Onny Investment Limited will return the principal and the interest therefrom. Loaner: Loanee: ONNY INVESTMENT LIMITED (SEAL) Sept.27, 2010 EX-10.18 8 ex1018.htm] [List of Subsidiaries Names Jurisdiction Ownership Onny Investment Limited British Virgin Islands 100% Hainan Helpson Medical & Biotechnology Co., Ltd. The People’s Republic of China 100% EX-21.1 9 ex211.htm LIST OF SUBSIDIARIES] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement No. 333-164049 on Form S-3 and Registration Statement No. 333-141734 Post-Effective Amendment No. 1 to Form SB-2 on Form S-3 of our report dated March 2, 2011 relating to the consolidated financial statements of China Pharma Holdings, Inc. and subsidiaries appearing in this] [CERTIFICATION (Section 302 of the Sarbanes-Oxley Act of 2002) I, Zhilin Li, certify that: 1. I have reviewed this Annual Report on Form 10-K 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] [CERTIFICATION (Section 302 of the Sarbanes-Oxley Act of 2002) I, Frank Waung, certify that: 1. 2. 3. 4. a. b. c. d. 5. a. b.] [CERTIFICATION (Section 906 of the Sarbanes-Oxley Act of 2002) (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Zhilin Li EX-32.1 13 ex321.htm] [CERTIFICATION (Section 906 of the Sarbanes-Oxley Act of 2002) (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Frank Waung Chief Financial Officer (principal financial officer and principal accounting officer) EX-32.2 14 ex322.htm]

[FORM 10-K x For the fiscal year ended December 31, 2010 or For the transition period from _________ to _____________ 001-34471 China Pharmas, Delaware 73-1564807 (State or other jurisdiction oforporation or organization) (IRS Employer Identification No.) Second Floor, No. 17, Jinpan Road Haikou, Hainan Province, China 570216 (011) 86 898-6681-1730] [ENGAGEMENT LETTER ex104.htm 5 EX-10.4] [CHINA PHARMAS, 1. Definitions "Businessy" "Common Stock" "Exercise Price" Original Issuete New Yorkurts Tradingy provided Trading Market 2. 4. 5. 2 (b) 3 9. Payment of Exercise Price . 4 11. No Fractional Shares 14. Miscellaneous (a) 5 (c) (d) (e) [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK,] [Loanreement Hereby Heung Mei Tsui made a loan of UDS$230,000 to Onny Investment Limited. The term of the loan is from Sept. 27, 2010 to March 26, 2011, with annual interest of 1%. Upon the duete, Onny Investment Limited will return the principal and the interest therefrom. Loaner: Loanee:] [List of Subsidiaries Names Jurisdiction Ownership Onny Investment Limited British Virgin Islands 100% Hainan Helpson Medical & Biotechnology The Peoples Republic of China 100% LIST OF SUBSIDIARIES ex211.htm 9 EX-21.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Wensent to theorporation by reference in Registration Statement No. 333-164049 on Form S-3 and Registration Statement No. 333-141734 Post-Effective Amendment No. 1 to Form SB-2 on Form S-3 of our reportted March 2, 2011 relating to thensolidated financial statements of China Pharmas, and subsidiaries appearing in this Annual] [CERTIFICATION (Section 302 of therbanes-Oxley Act of 2002) I, Zhilin Li, certify that: 1. I have reviewed this Annual Report on Form 10-K 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,] [CERTIFICATION (Section 302 of therbanes-Oxley Act of 2002) I, Frank Waung, certify that: 1. 2. 3. 4. a. b. c. d. 5. a. b. Frank Waung Chief Financial Officer (principal financial officer and principal accounting officer) ex312.htm 12 EX-31.2] [CERTIFICATION (Section 906 of therbanes-Oxley Act of 2002) (1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Zhilin Li ex321.htm 13 EX-32.1] [CERTIFICATION (Section 906 of therbanes-Oxley Act of 2002) (1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Frank Waung Chief Financial Officer (principal financial officer and principal accounting officer) ex322.htm 14 EX-32.2]