COSCO SHIPPING Development Co., Ltd. — Proxy Solicitation & Information Statement 2024

Oct 8, 2024

中遠海運發展股份有限公司 COSCO SHIPPING Development Co., Ltd.[*]

(A joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 02866)

FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING TO BE HELD ON THURSDAY, 24 OCTOBER 2024

No. of H Shares to which this form of proxy relates[1]

I/We[2]

of

being shareholder(s) of COSCO SHIPPING Development Co., Ltd. (the “ Company* ”) hereby appoint[3] the Chairman of the EGM (as defined below)

or

of

as my/our proxy to attend, act and vote for me/us and on my/our behalf at the extraordinary general meeting of the Company (the “ EGM ”) to be held at 1:30 p.m. on Thursday, 24 October 2024 (or at any adjournment thereof) at 3rd Floor, Ocean Hotel, No. 1171 Dong Da Ming Road, Hongkou District, Shanghai, the PRC as hereunderindicated in respect of the resolutions set out in the notice of the EGM dated 9 October 2024 (the “ Notice ”), and, if no such indication is given, as my/our proxy thinks fit.

Unless(the “ Circular otherwise”). defined, capitalized terms used herein shall have the same meanings as those defined in the circular of the Company dated 9 October 2024

			ORDINARY RESOLUTIONS#		For4	For4	Against4	Against4	Abstain4	Abstain4
	1.		To consider and approve the resolution in relation to the Heavy Industry Shipbuilding Contracts and the
			transactions contemplated thereunder.
	2.		To consider and approve the resolution in relation to the Chengxi Transfer Agreements (including the
			Revised and Restated Chengxi Shipbuilding Contracts which are appended to	the Chengxi Transfer
			Agreements) and the transactions contemplated thereunder.
	3.		To consider and approve the resolution in relation to the Vessel Leasing Service Master Agreement, the
			transactions contemplated thereunder and the proposed annual caps for the years ending 31 December 2044.
			SPECIAL RESOLUTION#		For4		Against4		Abstain4
	4.		To consider and approve the Proposed Amendments to Corporate Bonds issuance plan.
			ORDINARY RESOLUTIONS#		For4		Against4		Abstain4
	5.		To consider and approve the resolution in relation to the election of Ms. Zhang Xueyan as a non-executive
			Director.
	6.		To consider and approve the resolution in relation to the election of Mr. Wu Daqi as an independent
			non-executive Director.
	7.		To consider and approve the resolution in relation to the election of Mr. Zuo Zhenyong as a Shareholder
			representative Supervisor.

Date:

Signature(s)[5] :

Notes:

1. Please insert the number of H Shares to which this Form of Proxy relates, which must not exceed the number of H Shares registered in your name(s) (whether alone or jointly with others). If no number is inserted, this Form of Proxy will be deemed to relate to all the H Shares in the capital of the Company registered in your name(s).

2. Please insert the full name(s) (in Chinese or in English, as shown in the Register of Members) and registered address(es) in BLOCK LETTERS .

3. If any proxy other than the Chairman of the EGM is preferred, please delete the words “the Chairman of the EGM (as defined below) or” and insert the name and address of the proxy desired in the space provided. A Shareholder may appoint one or more proxies to attend and vote in his stead at the EGM. The proxy needs not be a Shareholder. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE DULY INITIALLED BY THE PERSON(S) WHO SIGN(S) IT .

4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE INDICATE WITH A “ � ” IN THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE INDICATE WITH A “INDICATE WITH A “ � ” IN THE BOX MARKED “ABSTAIN” � ” IN THE BOX MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE . The Shares abstained will be counted in the calculation of the required majority. Any vote which has not been filled in or has been filled in wrongly or with unrecognizable writing or has not been cast will be counted as “Abstained”. If you do not indicate how you wish your proxy to vote, your proxy will be entitled to exercise his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the EGM other than those referred to in the Notice.

5. This Form of Proxy must be signed by you or your attorney duly authorized in writing or, in the case of a legal person, must either be executed under its common seal or under the hand of a legal representative or other attorney duly authorized to sign the same. If this Form of Proxy is signed by an attorney of the appointer, the power of attorney or other authority under which the attorney is authorized to sign, must be notarially certified.

6. If a proxy attends the EGM on behalf of you, he/she should produce his/her identity card and the Form of Proxy which has been signed by you or your legal representative or your duly authorized attorney and specifies the date of its issuance. If you are a legal person and appoint your corporate representative to attend the EGM, such representative should produce his/her identity card and the notarized copy of the resolution passed by the Board or other authorities, or other notarized copy of the permit issued by such legal person. The Form(s) of proxy duly signed and submitted by HKSCC Nominees Limited are deemed to be valid, and it is not necessary for the proxy(ies) appointed by HKSCC Nominees Limited to produce the signed Form(s) of Proxy when the proxy(ies) attend(s) the EGM. Completion and return of this Form of Proxy will not preclude you from attending in person and voting at the EGM or any adjournment thereof should you so wish.

7. Where there are joint registered holders of any Shares, only the person whose name stands first on the Register of Members in respect of such Shares may vote at the EGM, either in person or by proxy, in respect of such Shares as if he/she was solely entitled thereto.

8. To be valid, for H Shareholders, this Form of Proxy, and if the Form of Proxy is signed by a person on behalf of the appointer under a power of attorney or other authority, a notarially certified copy of that power of attorney or other authority, must be delivered to Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, not less than 24 hours before the time for holding the EGM or any adjournment thereof in order for such documents to be valid.

9. For further information on the resolutions set out in this Form of Proxy, please refer to the Circular.

10. Completion and return of this Form of Proxy will not preclude you from attending in person and voting at the EGM or any adjournment thereof should you so wish.

11. # The full text of the resolutions is set out in the Notice.

12. The Company is a registered non-Hong Kong company as defined under the Companies Ordinance (Chapter 622 of the Laws of Hong Kong) and it is registered under its Chinese name and under the English name “COSCO SHIPPING Development Co., Ltd.”.