Yunkang Group Limited — Proxy Solicitation & Information Statement 2024

Dec 4, 2024

乙康 YUNKANG

Yunkang Group Limited

云康集团有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2325)

Form of Proxy for use at the Extraordinary General Meeting to be held on Friday, December 27, 2024

I/We $^{(Note 1)}$

of

being the registered holder(s) of shares $^{(Note 2)}$ of US$0.000002 each in the share capital of Yunkang Group Limited (the "Company") HEREBY APPOINT $^{(Note 3)}$ THE CHAIRMAN OF THE MEETING or (name)

of (address), as my/our proxy to attend the extraordinary general meeting (and at any adjournment thereof) of the Company to be held on Friday, December 27, 2024 at 10:00 a.m. at No. 9 Yayingshi Road, Science City, Huangpu District, Guangzhou, The People's Republic of China for the purposes of considering and, if thought fit, passing the resolution set out in the notice convening the said meeting and at such meeting (and at any adjournment thereof) to vote for me/us in my/our name(s) in respect of the resolution as indicated below:

ORDINARY RESOLUTION		FOR $^{(Note 4)}$	AGAINST $^{(Note 4)}$
1.	THAT (1) the 2025-2027 Reagents, Consumables and Equipment Procurement Framework Agreement (as defined in the circular of the Company dated December 5, 2024) (the “Circular”) entered into by and between the Company and Daan Gene Co., Ltd. (藥所達安基因股份有限公司) (“Da An Gene”) dated November 11, 2024 (a copy of which has been produced to the Extraordinary General Meeting and marked “A” and initialed by a Director for the purpose of identification) (details of which are set out in the Circular) relating to the procurement of reagents, consumables and equipment by the Company and its subsidiaries (the “Group”) from Da An Gene and its subsidiaries (“Da An Gene Group”), and all the transactions contemplated thereunder be and are hereby approved, ratified and confirmed; and (2) the proposed annual caps for the 2025-2027 Reagents, Consumables and Equipment Procurement Framework Agreement for the years ending December 31, 2025, 2026 and 2027 in the amounts of RMB41.083 million, RMB51.354 million and RMB64.193 million, respectively, be and are hereby approved and confirmed; and THAT any one or more directors of the Company be and are hereby authorized to do all such things and execute all such documents as they in their absolute discretion deem fit or appropriate to give effect to the 2025-2027 Reagents, Consumables and Equipment Procurement Framework Agreement and the implementation of all the transactions contemplated thereunder.

Dated this __ day of __ 2024

Signature $^{(Note 5)}$: _________

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 of the meeting is preferred, please strike out the words "THE CHAIRMAN OF THE MEETING" and insert the name and address of the proxy desired in the space provided. Any shareholder of the Company entitled to attend and vote at the meeting is entitled to appoint one or more (if he/she/it holds more than one share) proxies to attend and vote instead of him/her/it. If more than one proxy is appointed, the appointment shall specify the number of shares in respect of which each such proxy (or proxies) is so appointed. A proxy need not be a shareholder of the Company. 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 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 a box will entitle your proxy (or proxies) to cast your vote at his/her discretion. Your proxy (or proxies) will also be entitled to vote at his/her 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. Every shareholder of the Company present in person or by proxy or, being a corporation, is present by its duly authorized representative, shall have one vote for every fully paid share of which he/she/it 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 votes of the other joint holder(s) and 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 the power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof, must be delivered to the Company's share registrar in Hong Kong, Tricor Investor Services Limited, at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 48 hours before the time fixed for holding the extraordinary general meeting or any adjournment thereof.
9. The proxy need not be a shareholder of the Company but must attend the meeting in person to represent you.
10. Completion and delivery of the form of proxy will not preclude you from attending and voting at the meeting if you so wish and in such event the form of proxy shall be deemed to be revoked.
11. Shareholders or their proxies attending the meeting shall produce their identity documents.
12. Reference to dates and time in this form of proxy are to Hong Kong dates and time.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy's (or proxies') name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the extraordinary general meeting of the Company (the "Purposes"). We may transfer your and your proxy's (or proxies') name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy's (or proxies') name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Privacy Compliance Officer, Tricor Investor Services Limited, 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong.