Beijing Yu Sheng Tan : Form of proxy for use at the special general meeting to be held on Wednesday, 1 February 2012 at 9:00 a.m. (or at any adjourned meeting thereof)

BEIJING YU SHENG TANG PHARMACEUTICAL GROUP LIMITED

? ? ? ? ? ? ? ? ? ? ? ? ? *

(Incorporated in Bermuda with limited liability)

(Stock Code: 1141)

Form of proxy for use at the special general meeting to be held on Wednesday, 1 February 2012 at 9:00 a.m. (or at any adjourned meeting thereof)

I/We (note 1)

of

being the registered holder(s) of (note 2)

ordinary share(s) of HK$0.01 each ("Shares") in the capital of Beijing Yu Sheng Tang Pharmaceutical Group Limited (the "Company"), HEREBY APPOINT the chairman of the special general meeting, or (note 3)

of as my/our proxy to attend and act for me/us at the special general meeting of the Company to be held at Plaza 1 and 2, Lower Lobby, Novotel Century Hong Kong, 238 Jaffe Road, Wanchai, Hong Kong on Wednesday, 1 February 2012 at 9:00 a.m. (the "Meeting") (or at any adjourned meeting thereof) for the purpose of considering and, if thought fit, pass with or without amendments the resolutions as set out in the notice convening the Meeting and at the Meeting (or at any adjourned meeting thereof) to vote for me/us and in my/our name(s) in respect of such resolutions as hereunder indicated and, if no such indication is given, as my/our proxy thinks fit.

ORDINARY RESOLUTIONS	FOR (note 4)	AGAINST (note 4)
1.	To approve the Share Consolidation of every ten (10) issued and unissued Shares of HK$0.01 each into one (1) Consolidated Share of HK$0.10.
2.	To approve the Increase in Authorised Share Capital of the Company from HK$100,000,000.00 divided into 1,000,000,000 Consolidated Shares of HK$0.10 each to HK$1,000,000,000.00 divided into 10,000,000,000 Consolidated Shares by the creation of an additional of 9,000,000,000 new Consolidated Shares.
3.	To approve, confirm and ratify the Rights Issue, the Bonus Warrant Issue, and the transactions contemplated thereunder; and the execution, delivery and performance of the Instrument and the Underwriting Agreement by the Company and the transactions contemplated thereunder and all actions taken or to be taken by the Company pursuant to or incidental to the Instrument and the Underwriting Agreement; and to authorise any one or more of the Directors to allot and issue (i) the Rights Shares pursuant to and in connection with the Rights Issue, (ii) the Bonus Warrants pursuant to and in connection with the Bonus Warrant Issue in accordance with the terms and conditions of the Instrument, and (iii) the new Consolidated Shares pursuant to the exercise of the subscription rights attached to the Bonus Warrant(s) to the relevant holder(s) of the Bonus Warrant(s); and (iv) do all such acts and things, including but without limitation to the execution of all such documents under seal where applicable, as he/she may in his/her discretion consider necessary, expedient or desirable for the purpose of or in connection with the implementation of or giving effect to the Rights Issue, the Bonus Warrant Issue, the Underwriting Agreement, the Instrument and the transactions contemplated thereunder.

* The full text of the ordinary resolutions appears in the notice convening the Meeting dated 13 January 2012 and all capitalized terms used in this proxy form which are not defined herein shall have the same meanings ascribed to them in the notice convening the Meeting dated 13 January 2012.

Signature(s) (note 5): Date:

Notes:

1. Full name(s) and address(es) must be inserted in BLOCK CAPITALS. The names of all joint registered holders should be stated.
2. Please insert the number of Shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the
Shares in the capital 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 "the chairman of the special general meeting, or" and insert the name and address of the proxy desired in the space provided. A proxy need not be a member of the Company, but must attend the Meeting in person to represent you. 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 THE RESOLUTIONS, TICK IN THE BOXES MARKED "FOR". IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK IN THE BOXES MARKED "AGAINST". If no direction is given, the proxy will vote or abstain as he/she thinks fit. Your proxy 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. To be valid, the instrument appointing a proxy must be in writing under the hand of the appointor or of his attorney authorised in writing or if the appointor is a corporation, either under seal or under the hand of an officer or attorney duly authorised.
6. Any member of the Company entitled to attend and vote at a meeting of the Company is entitled to appoint another person as his proxy to attend and vote instead of him.
A member of the Company who is the holder of two or more Shares may appoint more than one proxy to represent him and vote on his behalf at a general meeting of the Company or at a class meeting. A proxy need not be a member of the Company. In addition, a proxy or proxies representing either a member of the Company who is an individual or a member of the Company which is a corporation is entitled to exercise the same powers on behalf of the member of the Company which he or they represent as such member of the Company could exercise.
7. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the appointor is a corporation, either under its seal or under the hand of an officer, attorney or other person authorised to sign the same. In the case of an instrument of proxy purporting to be signed on behalf of a corporation by an officer thereof it shall be assumed, unless the contrary appears, that such officer was duly authorised to sign such instrument of proxy on behalf of the corporation without further evidence of the fact.
8. The instrument appointing a proxy and (if required by the Board of Directors of the Company) the power of attorney or other authority (if any) under which it is signed, or a certified copy of such power or authority, shall be delivered to the Company's branch share registrar and transfer office in Hong Kong, Tricor Tengis Limited at 26/F., Tesbury Centre, 28 Queen's Road East, Wanchai, Hong Kong as soon as possible and in any event not less than forty-eight (48) hours before the time appointed for holding the special general meeting or adjourned meeting thereof at which the person named in the instrument proposes to vote, and in default the instrument of proxy shall not be treated as valid.
9. Delivery of an instrument appointing a proxy shall not preclude a member from attending and voting in person at the meeting convened and in such event, the instrument appointing a proxy shall be deemed to be revoked.
10. Where there are joint holders of any share, any one of such joint holders may vote, either in person or by proxy, in respect of such share as if he were solely entitled thereto, but if more than one of such joint holders be present at any meeting the vote of the senior 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.

* For identification purpose only