Jinchuan Group International Resources Co. Ltd

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2362)

PROXY FORM FOR ANNUAL GENERAL MEETING

I/We, being the registered holder(s) of Jinchuan Group International Resources Co. Ltd (the “ Company ”), hereby appoint the proxy [(Note][1)] as specified below or failing him/her, THE CHAIRMAN OF THE MEETING [(Note][1)] to attend and vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held at United Conference Centre, 10/F, United Centre, 95 Queensway, Hong Kong on Friday, 18 June 2021 at 3:00 p.m. and at any adjournment thereof in respect of the resolutions as indicated below, or if no such indication is given, as my/our proxy thinks fit.

	Registered Holder(s) (Complete in ENGLISH BLOCK CAPITALS. The names of all joint holders should be stated.)	Registered Holder(s) (Complete in ENGLISH BLOCK CAPITALS. The names of all joint holders should be stated.)	Registered Holder(s) (Complete in ENGLISH BLOCK CAPITALS. The names of all joint holders should be stated.)	Registered Holder(s) (Complete in ENGLISH BLOCK CAPITALS. The names of all joint holders should be stated.)	Registered Holder(s) (Complete in ENGLISH BLOCK CAPITALS. The names of all joint holders should be stated.)
	Registered Name
	Registered Address
	Certificate No. (Note 8)		Signature (Note 4)
	Registered Holding (Note 2)
	Date

	Proxy (Note 1) (Complete in ENGLISH BLOCK CAPITALS.)
	Full Name		No. of Shares (Note 3)
	Full Address


	ORDINARY RESOLUTIONS			FOR (Note 5)	AGAINST (Note 5)
	1.	To receive, consider and adopt the audited consolidated financial statements of the Company and its subsidiaries and the reportsof the directors of the Company (the “Director(s)”) and auditor for the year ended 31 December 2020.
	2.	(a)To re-elect Mr. Zhang Youda as a non-executive Director.
		(b)To re-elect Mr. Wang Qiangzhong as a non-executive Director.
		(c)To re-elect Mr. Yen Yuen Ho, Tony as an independent non-executive Director.
		(d)To authorize the board of Directors (the “Board”) to fix the remuneration of all Directors.
	3.	To re-appoint Deloitte Touche Tohmatsu as auditor and to authorize the Board to fix their remuneration.
	4.	To approve the payment of a final dividend of HK0.1 cent per share for the year ended 31 December 2020.
	5.	Ordinary resolution as specified in item 5 of the Notice of Annual General Meeting (To grant a general mandate to the Directorsto issue shares).
	6.	Ordinary resolution as specified in item 6 of the Notice of Annual General Meeting (To grant a general mandate to the Directorsto repurchase shares).
	7.	Ordinary resolution as specified in item 7 of the Notice of Annual General Meeting (To grant an extension of the generalmandate to issue shares as described in Resolution 5).
8.	8.	Ordinary resolution as specified in item 8 of the Notice of Annual General Meeting (To grant a mandate to the Board to issueshares under Share Incentive Scheme of the Company).

Notes:

If any proxy other than the chairman of the meeting is preferred, please insert the full name and address of the proxy desired in the space provided. A holder entitled to attend and vote at the meeting of the Company is entitled to appoint one or more proxies to attend and vote on his/her/its behalf. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT . The proxy needs not be a member of the Company, but must attend the meeting (or any adjournment thereof) to represent you.
Please insert the number of shares registered in the name of the holder(s). 3. Please insert the number of shares for this proxy. If no number is inserted, this proxy form will be deemed to relate to all the shares registered in the name of the holder(s).
This proxy form must be signed and dated by the shareholder or his/her attorney duly authorised in writing. If the shareholder is a company, it should execute this proxy form under its common seal or by the signature(s) of (a)person(s) authorised to sign on its behalf. In the case of joint shareholders, any one shareholder may sign this proxy form. The vote of the senior joint shareholder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint shareholder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members in respect of the joint shareholding.

5. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK ( � ) IN THE RELEVANT BOX BELOW THE BOX MARKED “FOR”. IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK ( � ) IN THE RELEVANT BOX BELOW THE BOX MARKED “AGAINST”. Failure to tick either box in respect of a resolution will entitle your proxy to cast your vote in respect of that resolution at his/her discretion or to abstain. Your proxy will also be entitled to vote at his/her discretion or to abstain on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

In order to be valid, a proxy form and the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of such power of attorney, must be deposited at the branch share registrar of the Company in Hong Kong, Boardroom Share Registrars (HK) Limited at 2103B, 21/F., 148 Electric Road, North Point, Hong Kong, not less than 48 hours before the time fixed for holding the meeting (i.e. before 3:00 p.m. on Wednesday, 16 June 2021) or any adjournment thereof.
Completion and delivery of this proxy form will not preclude you from attending and voting at the meeting if you so wish. 8. Please provide the relevant certificate number(s), if possible, to facilitate processing. 9. For the avoidance of doubt, we do not accept any special instructions written on this proxy form. 10. References to time and dates in this proxy form are to Hong Kong time and dates.

AI assistant

Jinchuan Group International Resources Co. Ltd Proxy Solicitation & Information Statement 2021

50551_rns_2021-04-28_07d982df-aeef-4c8f-b173-64b05bb04653.pdf