Zhaojin Mining Industry : FORM OF PROXY FOR DOMESTIC SHARE CLASS MEETING

ZHAOJIN MINING INDUSTRY COMPANY LIMITED* םږᘤٰุ΅Ϟࠢʮ̡

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

(Stock Code:1818)

FORM OF PROXY FOR DOMESTIC SHARE CLASS MEETING

Number of Shares to which this form of proxy relates (Note 2)

I/We (Note 3)

of

being the holder(s) of Domestic Shares (Note 4) in Zhaojin Mining Industry Company

Limited (the "Company"), hereby appoint the Chairman of the meeting or (Note 5)

of

as my/our proxy(ies) to attend the Domestic Share Class Meeting (the "Domestic Share Class Meeting") of the Company to be held at the conference room at Zhaojin Shunhe Hotel, Zhaoyuan City, Shandong Province, the People's Republic of China (the "PRC") at 10:00 a.m. on Friday, 8 June 2018 (Hong Kong time) or any adjournment thereof and to vote at such meeting or at any adjournment thereof in respect of the resolution set out in the notice of Domestic Share Class Meeting as hereunder indicated on behalf of me/us, or if no such indication is given, as my/our proxy(ies) thinks fit.

SPECIAL RESOLUTION

FOR (Note 6)

AGAINST (Note 6)ABSTAIN (Note 6)

To consider and approve the following as special resolution:

1. to grant a general mandate to the Board to exercise the power of the

Company to repurchase H Shares of up to a maximum of 10% of the total number of H Shares in issue as at the date of passing this resolution.

Dated this day of 2018 Signature (Note 7):

Notes:

• 1. The full text of the resolution is set out in the Notice of Domestic Share Class Meeting dated 23 April 2018.

• 2. Please insert the number of domestic shares of the Company registered in your name(s) to which this proxy relates. If a number is inserted, this form of proxy will be deemed to relate only to those domestic shares. If no number is inserted, the form of proxy will be deemed to relate to all the Domestic Shares of the Company registered in your name(s).

• 3. Please insert the full name(s) and address(es) as registered in the register of members of the Company in block letters.

• 4. Please insert the number of Domestic Shares of the Company registered in your name(s).

• 5. If any proxy other than the Chairman of the meeting of the Company is preferred, please strike out the words "the Chairman of the meeting or" and insert the name of the proxy desired in the space provided. A Shareholder may appoint one or more proxies to attend and vote on his/her behalf. A proxy need not be a Shareholder of the Company. Any alteration made to this form of proxy must be initialed by the person who signs it.

• 6. Important: If you wish to vote for any resolution, please put a tick in the box marked "FOR" or insert the number of Shares held by you. If you wish to vote against any resolution, please put a tick in the box marked "AGAINST" or insert the number of Shares held by you. If you wish to abstain from voting on any resolution, please put a tick in the box marked "ABSTAIN" or insert the number of Shares held by you. The Shares abstained will not be counted in the calculation of the required majority. If no direction is given, your proxy may vote as he/she thinks fit.

• 7. 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 duly authorized. In case of joint holders, this form of proxy must be signed by the member whose name stands first in the register of members of the Company.

• 8. 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 deemed not to be carrying voting rights with respect to that resolution. In that event, this form of proxy will be deemed to have been revoked.

• 9. To be valid, this form of proxy and, if such proxy 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 registered address in the PRC at No. 299 Jinhui Road, Zhaoyuan City, Shandong Province, the PRC not less than 24 hours before the time appointed for the holding of the Domestic Share Class Meeting.

• 10. In the case of joint holders of Shares of the Company, any one of such holders may vote at the Domestic Share Class Meeting either in person or by proxy in respect of such Shares as if he/she was solely entitled thereto. However, if more than one of such joint holders are present at the meeting in person or by proxy, then one of such holders whose name stands first in the register of members of the Company shall alone be entitled to vote. A proxy need not be a Shareholder of the Company. In the event that a Shareholder appoints more than one proxy to attend the meeting, such proxies may only exercise their voting rights in a poll.

11. Unless otherwise indicated, capitalized terms used herein shall have the same meaning as those defined in the circular of the Company dated

24 April 2018.

*

For identification purpose only