CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO
                  SECTION 302 OF THE SARBANES OXLEY ACT OF 2002

I, LEUNG Wai Chiu Albert, certify that:

1. I have  reviewed  this annual  report on Form 20-F of Yantai  Dahua  Holdings
Company Limited

2.  Based on my  knowledge,  this  annual  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 made,  not  misleading  with  respect to the period  covered by this annual
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

       a)  designed  such  disclosure  controls  and  procedures  to ensure that
       material   information   relating  to  the   registrant,   including  its
       consolidated  subsidiaries,  is made known to us by others  within  those
       entities,  particularly  during the period in which this annual report is
       being prepared;

       b) evaluated the  effectiveness of the registrant's  disclosure  controls
       and  procedures  as of a date  within 90 days prior to the filing date of
       this annual report (the "Evaluation Date"); and

       c)  presented   in  this  annual   report  our   conclusions   about  the
       effectiveness  of the  disclosure  controls and  procedures  based on our
       evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's   board  of  directors  (or  persons   performing   the  equivalent
functions):

       a) all  significant  deficiencies  in the design or operation of internal
       controls which could adversely affect the registrant's ability to record,
       process,  summarize and report financial data and have identified for the
       registrant's auditors any material weaknesses in internal controls; and

       b) any fraud, whether or not material,  that involves management or other
       employees  who  have a  significant  role  in the  registrant's  internal
       controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

                             YANTAI DAHUA HOLDINGS COMPANY LIMITED

                             By:  /s/ Leung Wai Chiu Albert
                                  -------------------------
                                  LEUNG Wai Chiu Albert, Chief Financial Officer
Date: June 30, 2003