CSPC Pharmaceutical Group Limited — Proxy Solicitation & Information Statement 2015

Nov 19, 2015

==> picture [49 x 70] intentionally omitted <==

CSPC PHARMACEUTICAL GROUP LIMITED 石藥集團有限公司

(Incorporated in Hong Kong with limited liability)

(Stock Code: 1093)

Proxy form for use at the Extraordinary General Meeting to be held on Wednesday, 9 December 2015 at 10:30 a.m. (or at any adjournment thereof)

I/We (note 1) of being the registered holder(s) of (note 2) shares of CSPC Pharmaceutical Group Limited (the “ Company ”), hereby appoint (note 3) of

of

or failing him, the Chairman of the meeting as my/our proxy to attend and vote for me/us at the Extraordinary General Meeting of the Company to be held on Wednesday, 9 December 2015 at 10:30 a.m. (or at any adjournment thereof) as directed below or, if no such indication is given, as my/ our proxy thinks fit.

Ordinary Resolutions	Ordinary Resolutions	For(note 4)	Against(note 4)
1.	To approve the Whitewash Waiver and to further authorise any Director to sign, seal, execute and deliverall such documents and deeds, and do all such acts, matters and things relating to the Whitewash Waiver.
2.	To approve the adoption of the New Share Option Scheme.
3.	To approve the Re-election.

Dated Signature (note 5)

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS .

2. Please insert the number of shares of the Company registered in your name(s). If no number is inserted, this proxy form will be deemed to relate to all the shares of the Company registered in your name(s).

3. Please insert the name and address of the proxy desired in BLOCK CAPITALS. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY .

4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE PLACE A “ ✓ ” IN THE RELEVANT BOX MARKED IN THE COLUMN HEADED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE PLACE A “ ✓ ” IN THE RELEVANT BOX MARKED IN THE COLUMN HEADED “AGAINST” . Failure to complete the boxes will entitle your proxy to cast his vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

5. This proxy form must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, this proxy form must be either under its common seal or under the hand of an officer or attorney duly authorised.

6. If more than one of the joint holders be present at the meeting personally or by proxy, that one of the said persons whose name stands first on the register of members in respect of the joint holding will alone be entitled to vote in respect of them.

7. To be valid, this proxy form together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority must be deposited at the Company’s share registrar, Tricor Secretaries Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Hong Kong as soon as possible and in any event not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof.

8. A member of the Company entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and to vote instead of him. A proxy need not be a member of the Company but must attend the meeting in person to represent you.

9. Any alterations made in this proxy form must be initialled by the person who signs it.

10. Pursuant to Rule 13.39(4) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, any vote of shareholders at the meeting will be taken by poll except where the chairman, in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted on by a show of hands.

PERSONAL INFORMATION COLLECTION STATEMENT

1. “Personal Data” in these statements has the same meaning as “personal data” in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong (“PDPO”).

2. Your supply of Personal Data to the Company is on a voluntary basis. Failure to provide sufficient information, the Company may not be able to process your appointment of proxy and instructions.

3. Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, its share registrar, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for our verification and record purposes.

4. You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/ or correction of your Personal Data should be in writing to the Personal Data Privacy Officer of Tricor Secretaries Limited.