Shanghai Junshi Biosciences Co., Ltd. — Proxy Solicitation & Information Statement 2019

Dec 23, 2019

SHANGHAI JUNSHI BIOSCIENCES CO., LTD.[*] 上海君實生物醫藥科技股份有限公司

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

(Stock code: 1877)

SUPPLEMENTAL FORM OF PROXY FOR THE 2020 FIRST EXTRAORDINARY GENERAL MEETING TO BE HELD ON MONDAY, 3 FEBRUARY 2020

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

being the registered holder(s) of [(Note][2)] Domestic Shares/H Shares [(Note][3)] of Shanghai Junshi Biosciences Co., Ltd.* (the “ Company ”), HEREBY APPOINT THE CHAIRMAN OF THE MEETING [(Note] 4) or of

as my/our proxy to attend and vote for me/us on my/our behalf at the 2020 first extraordinary general meeting (“ EGM ”) of the Company postponed to be held at Jumeirah Himalayas Hotel Shanghai, No. 1108 Mei Hua Road, Pudong New District, Shanghai, the People’s Republic ofresolutionChina onasMonday,set out in3 Februarythe supplemental2020 at 10:30notice a.m.for theor anyEGMadjournmentissued by thethereofCompanyfor theonpurpose20 Decemberof considering2019 (theand,“ Supplemental if thought fit, Notice passing”)theas indicated below or if no such indication is given, as my/our proxy thinks fit and in respect of any other business that may properly come before the EGM and/or at any adjournment thereof.

		ORDINARY RESOLUTIONFOR(Notes 5 & 6)AGAINST(Notes 5 & 6)ABSTAIN(Notes 5 & 6)To consider and approve the ratification of related party transaction in 2018.Signature_(Note 7)_:
	6.	To consider and approve the ratification of related party transaction in 2018.
	Date:Notes:	Signature_(Note 7)_:

1. Please insert full name(s) and address(es) (as shown in the register of members) in BLOCK CAPITALS . 2. Please insert the number of shares of the Company registered under your name(s). If no number is inserted, this supplemental form of proxy will be deemed to relate to all the shares of the Company registered under your name(s).

2. Please delete as appropriate.

3. Any member of the Company entitled to attend and vote at the meeting is entitled to appoint one or more persons as his/her proxy(ies) to attend and vote on his/her behalf. A proxy need not be a member of the Company but must attend the meeting in person to represent the member. If a proxy/proxies other than the Chairman is preferred, strike out the words “ THE CHAIRMAN OF THE MEETING ” and insert the full name(s) and address(es) of the proxy (or proxies) desired in the space provided. A member of the Company who is the holder of two or more shares may appoint more than one proxy to represent him/her 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 SUPPLEMENTAL FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS THIS FORM.

4. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK (“ � ”) THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK (“ � ”) THE APPROPRIATE BOXES MARKED “AGAINST”. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE TICK (“ � ”) THE APPROPRIATE BOXES MARKED “ABSTAIN”. Failure to complete any or all the boxes will entitle your proxy to cast his/her votes at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the meeting other than that referred to in the notice convening the meeting.

5. The resolution will be put to vote by way of poll at the meeting. Every member of the Company present in person (in the case of a member being a corporation, by its duly authorised representative) or by proxy shall have one vote for every fully paid share of which he/her is the holder. A person entitled to more than one vote on a poll need not use all his/her votes or cast all the votes he/she uses in the same way and in such cases, please state the relevant number of shares in the appropriate box(es) above.

6. This supplemental form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either under its common seal or under the hand of an officer, attorney or other person authorised to sign the same.

7. To be valid, this supplemental form of proxy together with the power of attorney (if any) or other authority (if any) under which it is signed or a certified copy thereof, must be deposited at the Company’s H Share registrar, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong (for holders of H Shares) not later than 24 hours before the time appointed for this EGM or any adjournment thereof.

8. Where there are joint registered holders of any share, any one of such persons may vote at the meeting, either in person or by proxy, in respect of such share and be deemed solely entitled thereto; but if more than one of such joint holders be present at the meeting, the vote of the senior holder who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint holders and, for this purpose, seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the joint holding.

9. Completion and return of the supplemental form of proxy will not preclude you from attending and voting at the meeting in person or any adjournment thereof and, in such event, the supplemental form of proxy shall be deemed invalid.

10. Shareholders or their proxy(ies) attending this EGM should produce their identification documents.

11. Reference to times and dates in this supplemental form of proxy are to Hong Kong local times and dates.

12. This supplemental proxy form is to be used for the supplemental resolution set out in the Supplemental Notice, and only serves as a supplement to the original form of proxy for the EGM. It will not affect the validity of the form of proxy (the “ Original Proxy Form ”) (despatched to the shareholders together with the original notice of the EGM dated 21 November 2019 (the “ Original Notice ”)) duly completed by you in respect of the resolutions set out in the Original Notice. If you have already validly appointed a proxy to attend and act on your behalf at the EGM but have not completed and returned this supplemental form of proxy, your proxy will have the right to vote on the supplemental resolution set out in the Supplemental Notice at his/her discretion. If you do not duly complete and deliver the Original Proxy Form but have duly completed and delivered this supplemental form of proxy and validly appointed a proxy to attend and act for you at the EGM, your proxy will be entitled to vote at the discretion on the resolutions set out in the Original Notice.

If the proxy/proxies being appointed to attend the EGM under this supplemental proxy form is different from the proxy/proxies appointed under the Original Proxy Form and both proxies attended the EGM, only the proxy/proxies validly appointed under the Original Proxy Form shall be deemed to have the right to attend and vote at the EGM.

PERSONAL INFORMATION COLLECTION STATEMENT

“Personal Data” in this statement has the same meaning as “personal data” defined in the Personal Data (Privacy) Ordinance (Chapter 486 of the laws of Hong Kong) (the “ PDPO ”), which may include but not limited to your name, contact telephone number, email address and mailing address. Your supply of Personal Data is on a voluntary basis for the purpose of receiving Corporate Communications in the manner chosen. Your Personal Data will be retained for such period as may be necessary for our verification and record purposes.

You have the right to request access to and/or correction of the respective Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of the Personal Data should be in writing by either of the following means:

By mail to: Privacy Compliance Officer

Tricor Investor Services Limited

Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong

By email to: is-enquiries@hk.tricorglobal.com

• For identification purposes only.