Nanjing Sinolife United : FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON WEDNESDAY, 15 JANUARY 2020

NANJING SINOLIFE UNITED COMPANY LIMITED*

南 京 中 生 聯 合 股 份 有 限 公 司

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

(Stock Code: 3332)	Number of shares to
	which this form of
	proxy relates(Note 1)

FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING

TO BE HELD ON WEDNESDAY, 15 JANUARY 2020

I/We(Note2)

of

being the registered holder(s) of

H share(s)/domestic share(s)# of NANJING SINOLIFE UNITED

COMPANY LIMITED* (the ''Company'') hereby appoint the Chairman of the meeting(Note 3) or

of

as my/our proxy to attend, act and vote for me/us and on my/our behalf as directed below at the extraordinary general meeting (the ''EGM'') of the Company to be held at 3 Qingma Road, Maqun Science Park, Qixia District, Nanjing, Jiangsu Province, the People's Republic of China (the ''PRC'') on Wednesday, 15 January 2020 at 9:30 a.m. (and at any adjournment thereof).

Please tick (''P'') the appropriate boxes to indicate how you wish your vote(s) to be cast(Note 4).

SPECIAL RESOLUTIONS

FOR

AGAINST

1. To approve the proposed amendments to articles 92, 117 and 118 of the articles of association of the Company.
2. Subject to the passing of resolution numbered 1, to approve the adoption of the amended and restated articles of association of the Company in substitution for and to the exclusion of the existing articles of association of the Company.

Date:

Signature(s)(Note 5)

Notes:

1. Please insert the number of shares to which this form of proxy relates. If no number is inserted or the number inserted is more than the number of shares registered in your name(s), this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s). If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.
2. Please insert the full name(s) (in Chinese or English) and address(es) (as shown in the register of members) in BLOCK CAPITALS.
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 who is entitled to attend and vote at the EGM shall be entitled to appoint one or more persons (whether such person is a shareholder of the Company or not) as his proxy or proxies to attend and vote on his behalf. A shareholder of the Company (including his proxy or proxies), when voting at EGM, may exercise such voting rights as are attached to the voting shares which he represents. Each share shall have one vote.
4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK (''P'') THE BOX MARKED ''FOR''. IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK (''P'') THE BOX MARKED ''AGAINST''. If no direction is given, your proxy will vote or abstain at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the EGM other than those referred to in the notice convening the EGM.
5. This form of proxy must be signed by you or your attorney duly authorised in writing. In case of a legal person, the same must be either under its seal or under the hand of a director or a duly authorised attorney. If this form of proxy is signed by a person authorised by the principal, the power of attorney and other authorisation documents must be notarised. ANY ALTERNATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
6. For joint shareholders, only the first-named shareholder in the register of members of the Company has the right to attend the EGM and exercise voting rights.
7. In order to be valid, the form of proxy together with the notarised power of attorney or other authorisation documents, if any, must be deposited at the Company's registered office in the PRC at 30/F, Deji Building, 188 Chang Jiang Road, Xuanwu District, Nanjing, Jiangsu Province, the PRC (for holders of domestic shares of the Company) or the Company's H share registrar in Hong Kong, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (for holders of H shares of the Company) at least 24 hours prior to the above meeting (i.e. no later than 9:30 a.m. on Tuesday, 14 January 2020 (Hong Kong time)) or 24 hours prior to the time appointed for holding any adjourned meeting (as the case may be).
   If the proxy is a legal person, his legal representative or any representative authorised by the board of directors or by other decision-making body shall attend the above meeting on its behalf. If the shareholder is a recognised clearing house (or its agent), the shareholder may authorise one or more suitable persons to act as its representative at the above meeting; however, if more than one person are authorised, the form of proxy shall clearly indicate the number and types of shares each person is authorised in relation to. The persons after such authorisation may represent the recognised clearing house (or its agent) to exercise the rights, as if they were the individual shareholders of the Company.
   A vote made in accordance with the terms of a proxy shall be valid notwithstanding the death or loss of capacity of the appointor or revocation of the proxy or the authority under which the proxy was executed, or the transfer of the shares in respect of which the proxy is given, provided that the Company does not receive any written notice in respect of such matters before the commencement of the above meeting.
8. Delivery of the form of proxy shall not preclude a shareholder of the Company from attending and voting in person at the above meeting and/or any adjournment thereof and in such event, the instrument appointing a proxy shall be deemed to be revoked.

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 EGM 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 authorised 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 Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong.

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