Fosun International Limited — Proxy Solicitation & Information Statement 2022

Sep 29, 2022

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FORM OF PROXY FOR USE AT THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON WEDNESDAY, 19 OCTOBER 2022

I/We, [(Note][1)]

of, being registered holder(s) of shares [(Note][2)] of the issued shares of Fosun International Limited (the “ Company ”), HEREBY APPOINT [(Note][3)] the Chairman of the Meeting or of

or failing him of

as my/our proxy/proxies to attend and vote for me/us and on my/our behalf at the extraordinary general meeting (the “ Meeting ”) of the Company to be held at 39th Floor, Tower S1, the Bund Finance Center, 600 Zhongshan No. 2 Road (E), Huangpu District, Shanghai, China at 10:00 a.m. on Wednesday, 19 October 2022 for the purpose of considering and, if thought fit, passing the resolutions as set out in the notice convening the Meeting and at the Meeting (and at any adjournment thereof) to vote for me/us in my/our name(s), in respect of the resolutions as hereunder indicated.

	RESOLUTIONS	RESOLUTIONS	FOR (Note 4)	AGAINST (Note 4)
	1	(a) To approve, confirm and ratify the grant of specific mandate to the directors of the Company regarding the issue and allotment of an aggregate of 4,286,200 new shares (the “New Award Shares”) to Computershare Hong Kong Trustees Limited to hold on trust for selected participants who are selected by the board of directors of the Company (the “Selected Participants”) for participation in the share award scheme adopted by the Company on 25 March 2015 (the “Share Award Scheme”) (the “Award”) and the transactions contemplated thereunder.	(a)	(a)
		(b) To approve and confirm the grant of 552,400 award shares pursuant to the Share Award Scheme to Mr. Chen Qiyu.	(b)	(b)
		(c) To approve and confirm the grant of 270,200 award shares pursuant to the Share Award Scheme to Mr. Xu Xiaoliang.	(c)	(c)
		(d) To approve and confirm the grant of 74,800 award shares pursuant to the Share Award Scheme to Mr. Qin Xuetang.	(d)	(d)
		(e) To approve and confirm the grant of 621,800 award shares pursuant to the Share Award Scheme to Mr. Gong Ping.	(e)	(e)
		(f) To approve and confirm the grant of 165,200 award shares pursuant to the Share Award Scheme to Mr. Huang Zhen.	(f)	(f)
		(g) To approve and confirm the grant of 226,500 award shares pursuant to the Share Award Scheme to Mr. Jin Hualong	(g)	(g)
		(h) To approve and confirm the grant of 206,200 award shares pursuant to the Share Award Scheme to Mr. Li Tao.	(h)	(h)
		(i) To approve and confirm the grant of 189,500 award shares pursuant to the Share Award Scheme to Mr. Yao Fang.	(i)	(i)
		(j) To approve and confirm the grant of 153,600 award shares pursuant to the Share Award Scheme to Mr. Zhang Houlin.	(j)	(j)
		(k) To approve and confirm the grant of 137,100 award shares pursuant to the Share Award Scheme to Mr. Pan Donghui.	(k)	(k)
		(l) To approve and confirm the grant of 100,000 award shares pursuant to the Share Award Scheme to Mr. Wang Jiping.	(l)	(l)
		(m)To approve and confirm the grant of 100,000 award shares pursuant to the Share Award Scheme to Mr. Henri Giscard d'Estaing.	(m)	(m)
		(n) To approve and confirm the grant of 60,000 award shares pursuant to the Share Award Scheme to Mr. Qian Jiannong.	(n)	(n)
		(o) To approve and confirm the grant of 58,200 award shares pursuant to the Share Award Scheme to Ms. Hao Yuming.	(o)	(o)
		(p) To approve and confirm the grant of 1,370,700 award shares pursuant to the Share Award Scheme to Selected Participants, other than those persons named in resolutions 1(b) – 1(o) above.	(p)	(p)
		(q) To authorize any one or more of the directors of the Company to do all such acts and things and execute all such documents which he/she/they consider necessary, expedient or appropriate for the purpose of, or in connection with, the implementation of and giving effect to the Award and the transactions contemplated thereunder, including but not limited to the issue and allotment of the New Award Shares pursuant to the Share Award Scheme.	(q)	(q)

(Note 5)

Dated this

day of

Signature:

2022

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 form of proxy will be deemed to relate to all the shares of the Company registered in your name(s).

3. If any proxy other than the Chairman is preferred, strike out the words “Chairman of the Meeting” herein inserted and insert the name and address of the proxy desired in the space provided. Any member of the Company may appoint one or more proxies to attend and vote on his/her behalf at the Meeting provided that if more than one proxy is so appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS YOUR PROXY. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT .

4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK APPROPRIATE BOXES MARKED “AGAINST” . Failure to complete any or all the boxes will entitle your proxy to cast his votes 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 form of proxy must be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either executed under its common seal or under the hand of an officer or attorney or other person duly authorized.

6. Voting by poll will be conducted at the Meeting. Every member of the Company present in person (in case of a member being a corporation, by its duly authorized representative) or by proxy shall have one vote for every fully paidup share of which he is the holder.

7. In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder(s). For this purpose, seniority will be determined by the order in which the names stand in the Register of Members of the Company.

8. To be valid, this form of proxy, together with any power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the share registrar of the Company, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time fixed for holding the Meeting or the adjourned Meeting.

9. The proxy needs not be a member of the Company but must attend the Meeting in person to represent you.

10. Completion and delivery of this form of proxy will not preclude you from attending and voting at the Meeting if you so wish.

11. The full text of resolutions is set out in the notice convening the Meeting.