Pharmaron Beijing Co., Ltd — Proxy Solicitation & Information Statement 2022

May 6, 2022

==> picture [81 x 33] intentionally omitted <==

Pharmaron Beijing Co., Ltd.[*] 康龍化成 (北京 ) 新藥技術股份有限公司

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

(Stock Code: 3759)

Proxy Form for the Solicitation of Voting Rights by Independent Non-Executive Director (“Independent Director’s Proxy Form”) for the Second H Shares Class Meeting of 2022

Number of H shares to which this form of proxy relates [(Note][1)]

I/We [(Note][2)] (name) of (address)

(Note 3) H Shares of RMB1.00 each in the share capital of Pharmaron

being the registered holder(s) of

Beijing Co., Ltd.* (康龍化成(北京)新藥技術股份有限公司) (the “ Company ”) hereby confirm as the appointing party that I/we have, prior to signing this Independent Director’s Proxy Form, read carefully the full text of the report on the public solicitation of voting rights by the independent non-executive Director of the Company prepared by the soliciting party for the current solicitation of voting rights published on May 6, 2022, the notice convening the Second H Shares Class Meeting of 2022 of the Company (the “ H Shares Class Meeting ”) or at any adjournment thereof to be held on Tuesday, May 31, 2022 at 2 p.m. at Juyuan Hall, 5/F, Block A, Zhaolin Plaza, No. 19 Ronghua Middle Road, Beijing Economic and Technological Development Area, Daxing District, Beijing, the PRC after the conclusion of the Annual General Meeting of 2021 and other relevant documents, and have been sufficiently informed about details relating to the current solicitation of voting rights. I/we have the right to, at any time prior to on-site registration at the meeting, revoke my/our appointment of the soliciting party as proxy under this Independent Director’s Proxy Form or to amend the contents of this Independent Director’s Proxy Form in accordance with procedures specified in the report on the public solicitation of voting rights by the independent non-executive Director.

Unless otherwise stated, capitalized terms used herein shall have the same meanings as defined in the Notice of the Second H Shares Class Meeting of 2022 dated May 6, 2022.

As the appointing party, I/we hereby appoint Mr. Yu Jian, the independent non-executive Director, as my/our proxy to attend the H Shares Class Meeting (and any adjournment thereof) and to exercise voting rights in respect of the following matters to be considered at the H Shares Class Meeting in accordance with instructions stipulated in this Independent Director’s Proxy Form.

My/our voting directions for the matters in respect of which voting rights are being solicited are as follows, please tick (“�”) the appropriate boxes to indicate how you wish your vote(s) to be cast [(Note][4)] :

				SPECIAL RESOLUTIONS(Note A)	FOR(Note 5)	FOR(Note 5)	AGAINST(Note 5)	AGAINST(Note 5)	ABSTAIN(Note 5)	ABSTAIN(Note 5)
	1.	2022 A Share Incentive Scheme (Draft) and its summary.
	2.	Assessment Management Measures for the Implementation of the
		2022 A Share Incentive Scheme.
	3.	Authorization to the Board to handle matters pertaining to			the 2022
		A Share Incentive Scheme

Note A: Unless otherwise specified, capitalized terms used herein shall have the same meanings as those defined in the circular dated May 6, 2022.

Date: Signature of Shareholder(s) [(Note][6)] :

Notes:

1. Please insert the number of shares registered in your name(s) to which this proxy form relates. If a number is inserted, this Independent Director’s Proxy Form will be deemed to relate only to those shares. If no number is inserted, the Independent Director’s Proxy Form will be deemed to relate to all shares registered in your name(s) (whether alone or jointly with others).

2. Please insert the full name(s) and address(es) as registered in the register of members for H Shares of the company in BLOCK LETTERS . The name of all joint registered holders should be stated.

3. Please insert the number of shares of the Company registered in your name(s) and delete as appropriate.

4. Important: If you wish to vote for any resolution, please put a tick in the box marked “FOR”. If you wish to vote against any resolution, please put a tick in the box marked “AGAINST”. If you wish to vote abstention on any resolution, please put a tick in the box marked “ABSTAIN”. If the form returned is duly signed but without specific direction on any of the proposed resolutions, the independent director is entitled to vote or abstain at his/her discretion in respect of all resolutions; or if in respect of a particular proposed resolution there is no specific direction, the independent director is entitled, in relation to that particular proposed resolution, to vote or abstain at his/her discretion. An independent director will also be entitled to vote at his/her discretion on any resolution properly put to the H Shares Class Meeting other than those set out in the notice convening the H Shares Class Meeting.

5. This Independent Director’s Proxy Form must be signed by you or your attorney duly authorized in writing or, in the case of a legal person, must be either executed under its common seal or under the hand of its legal representative or attorney or other officer duly authorized.

6. If an attending shareholder or proxy casts a vote of abstention or abstains from voting in respect of a resolution, the Share(s) represented by that shareholder or proxy will be regarded as valid votes when the Company counts the votes with respect to that resolution.

7. To be valid, this Independent Director’s Proxy Form and, if such proxy form is signed by a person on behalf of the appointer pursuant to a power of attorney or other authority, a notarially certified copy of that power of attorney or other authority must be delivered to the Company’s H Shares Registrar in Hong Kong, 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 for holding of the H Shares Class Meeting (i.e. before 2 p.m. on Sunday, May 29, 2022) or not less than 48 hours before the holding of any adjournment thereof.

8. Completion and delivery of this Independent Director’s Proxy Form will not preclude you from attending and voting at the H Shares Class Meeting or any adjournment thereof if you so wish. In such event, the instrument appointing a proxy shall be deemed to be revoked.

9. Shareholders or his/her proxy(ies) shall produce their identification documents when attending the H Shares Class Meeting in person or by proxy.

* For identification purposes only