Shanghai Henlius Biotech, Inc. — Proxy Solicitation & Information Statement 2021

May 31, 2021

==> picture [85 x 53] intentionally omitted <==

比亞迪股份有限公司 BYD COMPANY LIMITED

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

(Stock Code: 1211)

Website: http://www.byd.com

PROXY FORM FOR HOLDERS OF H SHARES FOR USE AT THE EXTRAORDINARY GENERAL MEETING (THE “EGM”) OR ANY ADJOURNMENT THEREOF

I/We (note 1)

of

of (note 1) being the registered holder(s) of (note 2) H shares in BYD COMPANY LIMITED (the “ Company ”), HEREBY APPOINT (note 3) the Chairman of the meeting

or

of

or failing him

of

as my/our proxy to attend and act for me/us at the EGM of the Company to be held on Wednesday, 16 June 2021 at 10:00 a.m. (or at any adjournment thereof) at the Company’s Conference Room, No. 3009, BYD Road, Pingshan District, Shenzhen, the People’s Republic of China and to vote at such meeting in respect of the resolution as hereunder indicated, or if no such indication is given, as my/our proxy thinks fit.

	SPECIAL RESOLUTIONS			For(note 4)	For(note 4)	Against(note 4)	Abstain(note 4)	Abstain(note 4)
1.	To consider and approve the resolution in relation to the spin-off	and listing of BYD Semiconductor
	Company Limited on the ChiNext Board in compliance with the requirements under relevant laws and
	regulations.
2.	To consider and approve the resolution in relation to the plan on the spin-off and listing			of BYD
	Semiconductor Company Limited on the ChiNext Board.
3.	To consider and approve the resolution in relation to the proposal	of the spin-off and listing		of BYD
	Semiconductor Company Limited on the ChiNext Board.
4.	To consider and approve the resolution in relation to the spin-off	and listing of BYD Semiconductor
	Company Limited on the ChiNext Board in compliance with “Several Provisions on the Pilot Program ofListed Companies’ Spin-off of Subsidiaries for Domestic Listing” (《上市公司分拆所屬子公司境內上市試點若干規定》).
5.	To consider and approve the resolution in relation to the spin-off	and listing of BYD Semiconductor
	Company Limited on the ChiNext Board which benefits the safeguarding of legal		rights and interests of
	shareholders and creditors.
6.	To consider and approve the resolution in relation to the ability to maintain independence and sustainable
	operation of the Company.
7.	To consider and approve the resolution in relation to the affirmation of capability of BYD Semiconductor
	Company Limited to implement regulated operation.
8.	To consider and approve the resolution in relation to the explanation of the		completeness of and
	compliance with statutory procedures of the spin-off and the validity of legal documents submitted.
9.	To consider and approve the resolution in relation to the analysis on the objectives, commercial
	reasonableness, necessity and feasibility of the spin-off.
10.	To consider and approve the resolution in relation to the authorisation by the general meeting to the board
	of directors and its authorised persons to deal with matters relating	to the spin-off and listing.
11.	To consider and approve the resolution in relation to the proposed share option scheme			of BYD
	Semiconductor Company Limited.

Dated:

Signature (note 5) :

Notes:

1. Please insert full name(s) and address(es) in block capitals.

2. Please insert clearly the number of H shares in the Company registered in your name(s) in respect of which the proxy is so appointed. If no such number is inserted, the proxy will be deemed to be appointed in respect of all the H Shares in the Company registered in your name(s).

3. Where the proxy appointed is not the Chairman of the meeting, please cross out “the Chairman of the meeting or” and fill in the name(s) and address(es) of the proxy desired in the space provided. Each shareholder is entitled to appoint one or more than one proxy to attend and vote at the meeting on his behalf. The proxy need not be a member of the Company. The person who signs this proxy form shall initial against it any alteration in 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”. If you wish to abstain from voting in respect of any resolution, tick in the box marked “Abstain”, and your voting will be counted in the total number of votes cast in that resolution for the purpose of calculating the result of that resolution. Failure to tick any box will entitle your proxy to cast your vote at his discretion.

5. This proxy form must be signed by you or your attorney duly authorised in writing (in this case, the power of attorney must be notarially certified) or, in the case of a corporation or institution, either under the corporate seal or under the hand of the chairman of its board of directors or attorney duly authorised in writing.

6. To be valid, this proxy form, and, if such proxy form is signed by a person under a power of attorney or other authority on behalf of the appointer, a notarially certified copy of that power of attorney or other authority (if applicable), must be deposited for the holders of the H Shares of the Company at the following address of Computershare Hong Kong Investor Services Limited not less than 24 hours before the time appointed for the holding of the meeting. Computershare Hong Kong Investor Services Limited’s address is:

   • 17M Floor, Hopewell Centre 183 Queen’s Road East

Wanchai

Hong Kong

1. Any alteration made to this proxy form must be initialled by the person(s) who sign it.