ZhongAn Online P & C Insurance : PROXY FORM FOR THE ANNUAL GENERAL MEETING TO BE HELD ON FRIDAY, APRIL 30, 2021

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ZHONGAN ONLINE P & C INSURANCE CO., LTD.*

(A joint stock limited company incorporated in the People's Republic of China with limited liability and carrying on business in Hong Kong as "ZA Online Fintech P & C")

(Stock Code: 6060)

Number of shares to which this

proxy form relates

(Domestic shares/H shares)(Note 1)

PROXY FORM FOR THE ANNUAL GENERAL MEETING

TO BE HELD ON FRIDAY, APRIL 30, 2021

I/We(Note 2)

of

being the registered holder(s) of ___________________________________________________________ domestic shares/H shares(Note 3)of RMB1.00 each in the share capital of ZhongAn

Online P & C Insurance Co., Ltd. (the "Company") hereby appoint the Chairman of the AGM(Note 4)or ______________________________________________________________________________________________________________________________________________________________________________________________________________________________ of ______________________________________________________________________________________________________________________________________________________________________________________________________________________________ as my/our proxy to attend and act for me/us at the annual general meeting of the Company to be held at Conference Room 1, 2/F, 219 Yuanmingyuan Road, Huangpu District, Shanghai, the PRC on Friday, April 30, 2021 at 10:00 a.m. (the "AGM") (or any adjournment thereof) for the purposes of considering and, if thought fit, approving the resolutions as set out in the notice of the AGM and at the AGM (and any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the resolutions as indicated below(Note 5).

For (Note 5)

Against(Note 5)Abstain (Note 5)Ordinary Resolutions

• 1. To consider and approve the report of the board of directors of the Company for the year

• ended December 31, 2020.

• 2. To consider and approve the report of the supervisory committee of the Company for the year ended December 31, 2020.

• 3. To consider and approve the report of the auditors and audited financial statements of the Company for the year ended December 31, 2020.

• 4. To consider and approve the re-appointment of auditors for the year ending December 31, 2021.

• 5. To consider and approve the election of Mr. Xing Jiang as an executive director of the third session of the board of directors of the Company to hold office until the expiry of the term of the third session of the board of directors.

• 6. To consider and approve the performance evaluation of the directors of the Company for the year 2020.

  For (Note 5)

  Against (Note 5)Abstain (Note 5)Special Resolutions

• 7. To consider and approve the grant of a general mandate to the board of directors of the Company to issue shares.

• 8. To consider and approve the amendments to the Articles of Association of the Company.

Date:

Signature(s)(Note 6):

* For identification purposes only and carrying on business in Hong Kong as "ZA Online Fintech P & C"

Notes:

1.

Please insert the number of shares registered under your name(s) and select the class of shares (delete as appropriate) to which this proxy form relates. If no number of shares is inserted and no class of shares is selected, this proxy form will be deemed to relate to all the shares in the Company registered in your name(s).

2. 3.

Please insert full name(s) and address(es) (as registered in the register of members of the Company) in BLOCK LETTERS.

Please insert the number of shares registered under your name(s) and select the class of shares (delete as appropriate) to which this proxy form relates. If no number of shares is inserted and no class of shares is selected, this proxy form will be deemed to relate to all the shares in the Company registered in your name(s).

4.

If any proxy other than the chairman of the AGM is preferred, strike out the words "the Chairman of the AGM or" and insert the name and address of the proxy desired in the space provided. A shareholder entitled to attend and vote at the AGM may appoint one or more proxies to attend and vote in his stead. Such proxies may only exercise their voting rights in a poll. A proxy need not be a shareholder of the Company but must attend the AGM in person to represent you. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON(S) WHO SIGNS IT.

5.

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". IF YOU WISH TO ABSTAIN, TICK (✓) IN THE RELEVANT BOX BELOW THE BOX MARKED "Abstain". Failure to complete any or all the boxes will entitle your proxy to vote or abstain at his discretion. Your proxy will also be entitled to vote or abstain at his discretion on any resolution properly put to the AGM other than those referred to in the notice convening the AGM. Any vote which is not filled or filled wrongly or with unrecognisable writing or not casted will be deemed as having been waived by you and the corresponding vote will be counted as "Abstained".

6.

This proxy form must be signed by you or your representative duly authorised in writing. In case of a corporation, the same must bear the official stamp or the signature of its directors or representatives duly authorised. If this proxy form is signed by another person authorised by the shareholder, the power of attorney authorising the signature or other authorisation document must be notarised.

7.

In case of joint holders of any shares, any one of such joint holders may vote at the AGM, either personally or by proxy, in respect of such shares as if he is solely entitled thereto. However, if more than one of such joint holders are present at the AGM, either personally or by proxy, the vote of the joint holder whose name stands first on the register of members in respect of such shares, whether in person or by proxy, shall be accepted to the exclusion of the votes of other joint holder(s).

8.

To be valid, this proxy form together with the notarised power of attorney or other authorisation document (if any) should be lodged with 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 of the Company) or the Company's office of the board of directors at 4-5/F, Associate Mission Building, 169 Yuanmingyuan Road, Shanghai, the PRC (for holders of domestic shares of the Company) not less than 24 hours before the time fixed for the holding of the AGM (i.e. before 10:00 a.m. on Thursday, April 29, 2021) or any adjournment thereof (as the case may be). Completion and return of a proxy form will not preclude a shareholder from attending and voting in person at the AGM or any adjournment thereof if he so wishes. In such event, the instrument appointing a proxy shall be deemed to be revoked.

9.

The AGM is expected to last for half a day. Shareholders or their proxies attending the AGM (or any adjournment thereof) shall produce their identity documents. Shareholders or their proxies attending the AGM shall be responsible for their own travelling and accommodation expenses.

• 10. The full description of the ordinary resolutions and the special resolutions proposed to be considered and approved at the AGM are set out in the notice of AGM and circular dated March 29, 2021, which are also available on the websites of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the Company (www.zhongan.com).

• 11. References to time and dates in this proxy form are to Hong Kong time and dates.

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 AGM 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 Tricor Investor Services Limited at the above address.