ADVANCE AGREEMENT

      Party A(pound)(0)China Star Investment Management Co. LTd.
      Party B(pound)(0)Kiwa Bio-Tech Products (Shandong) CO. Ltd.

      The  Advance  Agreement  is signed on March 31, 2006 by both  parties,  to
clarify the following advance transactions:

      1. During  January to March 2006,  Party A advanced  an  aggregate  sum of
      RMB309,900  to Party B in China.  The  details of date and  amounts are as
      followed:

             -------------------------------------------------------------------
                      Date                                                 RMB
             -------------------------------------------------------------------
                   25-Jan-06                                         61,388.00
                   25-Feb-06                                        110,141.00
                   25-Mar-06                                        138,371.00
             -------------------------------------------------------------------
                      TOTAL                                         309,900.00
             -------------------------------------------------------------------

      2. Both  parties  agreed the  abovementioned  advances  (RMB309,900  (i.e.
      $38,655.36) in total) bear interest at 12% per annum starting from date of
      draw down. Party B agreed to settle the advances within 180 days since the
      date of draw  down.  It is agreed  that Party B has the option to repay or
      settle the advances on or before the expiry.

      3. Both  parties  agreed that Party B will issue to Party A warrants  that
      entitle Party A to purchase up to 193,276  shares of common stock based on
      the conversion  price  specified in Clause 4. Party A shall have the right
      to exercise the warrants within next 24 months.

      4. Conversion:  At the option and instruction of Party A, Party A shall at
      any time make an  application to exercise any warrants for the issuance of
      shares  of  Party  B's  holding  company,  Kiwa  Bio-Tech  Products  Group
      Corporation  ("KWBT").  Party A shall  have  the  right  to  exercise  the
      warrants  based on a  conversion  price equal to the closing  quote of the
      shares  of  KWBT,  listed  on the  Over-the-counter  Bulletin  Board  (the
      "Shares")  on the date of  drawing  down the fund.  A list of the  closing
      quotes  of KWBT  during  the  dates of the draw  down is  attached  in the
      APPENDIX A. The mechanics of the conversion are as follows:

       (1)    Shares issued upon  Exercise will be registered  within six months
              or as soon as  practicable  on behalf of such Person or Persons as
              Party A shall direct at Party B or KWBT's  expense.  Party A shall
              have unlimited piggyback right.

       (2)    Party B or KWBT shall  procure that all taxes and capital,  stamp,
              issue and registration  duties (if any) arising in connection with
              the Exercise.

       (3)    Party B or KWBT shall procure that on or as soon as possible after
              conversion evidence  satisfactory to Party A shall be delivered to
              Party A in  respect  of its  legal  title to the  Shares  and that
              definitive certificates are delivered to Party A in respect of the
              Shares as soon as practicable.

       (4)    Fractions  of  shares  will  not be made  available  and any  cash
              adjustment to be made shall be paid to Party A.


<PAGE>

       (5)    Party B or KWBT shall  promptly  notify Party A in written form of
              any  potential  changes in  majority  holding or events that would
              have a  substantial  impact on KWBT's asset  structure or business
              control  (which  are  collectively  called  "changes  in  majority
              holding").  This notification and other proper assistance shall be
              promptly  delivered to Party A so as to allow it to make decisions
              as to  whether  to  exercise  its  right  of  converting  the loan
              according to clause 4. In case of failure to promptly  deliver the
              notification  to Party A, Party A reserves  the right to request a
              proper adjustment on the conversion price so as to keep consistent
              with the result of  conversion  prior to the  changes in  majority
              holding.




Party A:          China Star Investment Management Co. Ltd.

Signature:        Zulong Liang
                  ------------------------------
                  Director

Party B:          Kiwa Bio-Tech Products (Shandong) Co. Ltd.

Signature:        Lianjun Luo
                  ------------------------------
                           Director

Date:    March 31, 2006


<PAGE>

APPENDIX A

LIST OF CLOSING QUOTES

List of the closing quotes of Kiwa Bio-Tech  Products Group  Corporation  during
the dates of the draw down are as followed:


--------------------------------------------------------------------------------
                                                     Closing quote        No.
                                                       on date of    of warrants
     Date            RMB                 US$            drawdown       granted
--------------------------------------------------------------------------------
  25-Jan-06       61,388.00           7,657.23           0.0081         38,286
  25-Feb-06      110,141.00          13,738.43            0.016         68,692
  25-Mar-06      138,371.00          17,259.70             0.07         86,298
--------------------------------------------------------------------------------
    TOTAL        309,900.00          38,655.36                         193,276
--------------------------------------------------------------------------------