163




                                  EXHIBIT 31.2
                                  ------------



           This is an Exhibit to the Form 20-F of Sinovac Biotech Ltd.
           -----------------------------------------------------------


                     Attached find the following materials:


              Certification of Disclosure in Sinovac Biotech Ltd.'s
              -----------------------------------------------------
                           Annual Report by Lily Wang
                           --------------------------


                               End of Exhibit 31.2

                                    ---------





                                       164




                         Certification of Disclosure in
                         ------------------------------
                      Sinovac Biotech Ltd.'s Annual Report
                      ------------------------------------

     In connection  with the Annual Report on Form 20-F of Sinovac  Biotech Ltd.
(the  "Company")  for the period  ended  December  31,  2003,  as filed with the
Securities and Exchange  Commission on June 30, 2004,  (the  "Report"),  I, Lily
Wang, Chief Financial  Officer of the Company,  hereby certify,  pursuant to the
Sarbanes-Oxley Act of 2002, that:

(1)  I have reviewed this Report being filed;

(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 made,  not  misleading  with  respect  to the  period  covered by this
     Report;

(3)  Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in  this  Report,  fairly  present  in all  material
     respects the financial  condition,  results of operations and cash flows of
     the Company as of, and for, the periods presented in this Report;

(4)  The  Company's  other   certifying   officer  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 Company and have:

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

    (ii)  evaluated the effectiveness of the Company's  disclosure  controls and
          procedures  as of a date  within 90 days prior to the  filing  date of
          this Report ( the "Evaluation Date"); and

   (iii)  presented in this Report our conclusions  about the  effectiveness  of
          the disclosure controls and procedures based on their evaluation as of
          the Evaluation Date;

(5)  The Company's other certifying  officer and I have disclosed,  based on our
     most recent  evaluation,  to the Company's auditors and the audit committee
     of the Company's  board of directors (or persons  fulfilling the equivalent
     function):

     (i)  all  significant  deficiencies  in the design or operation of internal
          controls which could adversely affect the Company's ability to record,







                                       165




          process,  summarize and report  financial data and have identified for
          the Company's  auditors any material  weaknesses in internal controls;
          and

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

(6)  The Company's other certifying  officer and I have indicated in this 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.


Date:  June 30, 2004               /s/ Lily Wang
                                   -----------------------------------
                                   Name:   Lily Wang
                                   Title:  Chief Financial Officer