CStone Pharmaceuticals — Proxy Solicitation & Information Statement 2008

Nov 6, 2008

YANZHOU COAL MINING COMPANY LIMITED

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

(Stock Code: 1171)

Form of proxy for use at the Extraordinary General Meeting to be held on 23 December 2008

The Number of H Shares Represented by the Proxy Form[(1)] I/We[2] , Address[2] : , being the registered holder(s) 2 of H shares of RMB1.00 each in the capital of Yanzhou Coal Mining Company Limited (the “Company”), HEREBY APPOINT[3] the Chairman of the Extraordinary General Meeting or

of as my/our proxy/proxies to attend and act for me/us and on my/our behalf at the Extraordinary General Meeting of the Company (and/or at any adjournment. thereof) to be held at Conference Room of Zong He Building, 298 South Fushan Road, Zoucheng, Shandong Province 273500, PRC at 9:00 a.m. on 23 December, 2008. The proxy/proxies will vote on the resolutions listed in the Notice of Extraordinary General Meeting as hereunder indicated or, unless otherwise indicated or if no such indication is given, as my proxy/proxies think(s) fit:

			ORDINARY RESOLUTION	ORDINARY RESOLUTION	ORDINARY RESOLUTION	ORDINARY RESOLUTION	FOR4	FOR4	AGAINST4	AGAINST4
		1.	To consider and approve the entering		into of the Provision of Materials Supply Agreement
			and the Proposed Annual Cap of such		transactions for each of the financial years ending 31
			December 2009 to 2011, details of	which are more particularly described in the Notice of
			Extraordinary General Meeting and the Company’s circular dated 7 November 2008.
		2.	To consider and approve the entering		into of the Provision of Labour and Services Supply
			Agreement and the Proposed Annual Cap of such transactions for each of the financial years
			ending 31 December 2009 to 2011,	details of which are more particularly described in the
			Notice of Extraordinary General Meeting and			the Company’s circular dated 7 November
			2008.
		3.	To consider and approve the entering into of the Provision of Insurance Fund Administrative
			Services Agreement and the annual	estimates of such transactions for each of the financial
			years ending 31 December 2009 to 2011, details of which are more particularly				described in
			the Notice of Extraordinary General	Meeting and the Company’s circular dated			7 November
			2008.
		4.	To consider and approve the entering		into of the Provision of Coal Products and Materials
			Agreement and the Proposed Annual Cap of such transactions for each of the financial years
			ending 31 December 2009 to 2011,	details of which are more particularly described in the
			Notice of Extraordinary General Meeting and			the Company’s circular dated 7 November
			2008.
		5.	To consider and approve the entering into			of the Provision of Electricity and Heat
			Agreement and the Proposed Annual Cap of such transactions for each of the financial years
			ending 31 December 2009 to 2011,	details of which are more particularly described in the
			Notice of Extraordinary General Meeting and			the Company’s circular dated 7 November
			2008.
		6.	To consider and approve the terms of the Acquisition Agreement and all the				transactions
			contemplated therein, details of which are more particularly described in the Notice of
			Extraordinary General Meeting and	the Company’s circular dated 7 November			2008 and to
			approve, confirm and ratify the execution of the Acquisition Agreement and to authorise the
			directors to give effect to the Acquisition Agreement and transactions contemplated therein.
			SPECIAL RESOLUTION
		7.	To consider and approve the proposed		amendment to Articles 63, 64, 66, 166, 171, 202, 218
			and 219 of the articles of association of the Company, details of which are more
			particularly described in the Notice of Extraordinary General Meeting and the Company’s
			circular dated 7 November 2008.

Signature[7] :

Date:

2008

Notes:

1. Please insert the number of shares in the Company to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate all the shares in the Company registered in your name.

2. Full name(s) and address(es) to be inserted in BLOCK LETTERS as shown in the register of members of the Company.

3. If the person other than the Chairman of the Extraordinary General Meeting is to be appointed as proxy, please delete “the Chairman of the Extraordinary General Meeting or” and insert into the blank space the name and address of the proxy appointed. Each shareholder is entitled to appoint one or more proxies to attend and vote at the meeting. The proxy need not be a shareholder. A proxy of a shareholder who has appointed more than one proxy may only vote on a poll. Any alteration made to this form of proxy must be initialled by the person(s) who sign(s) it.

4. Important : If you wish to vote for any resolution, tick in the box marked “ FOR ”. If you wish to vote against any resolution, tick in the box marked “ AGAINST ”. Failure to tick the box will entitle your proxy to cast your vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Extraordinary General Meeting other than those referred to in the notice convening the Extraordinary General Meeting.

5. This form of proxy must be signed by you (or by your attorney duly authorized in writing). If you are a legal entity such as a company or an organisation, this form of proxy must be under the seal of the legal entity or be signed by its director (or responsible person) or a duly authorized attorney.

6. To be valid, this form of proxy, together with the power of attorney or other documents of authorization under which it is signed, must be delivered to Hong Kong Registrars Limited at Room No. 1806-1807, 18th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 24 hours before the time appointed for the holding of the Extraordinary General Meeting or any adjournment thereof.

7. A proxy attending the Extraordinary General Meeting must present his proof of identity.

8. Please refer to the circulars of the Company dated 7 November 2008 for further details.