|BEIGENE, LTD. filed this Form DEF 14A on 11/08/2018|
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Directors, or any service providers (including the officers, the Secretary and the
registered office agent of the Company) specifically authorised by the Directors, shall be entitled to disclose to any regulatory or judicial authority any information regarding the affairs of the
Company including without limitation information contained in the Register of Members and books of the Company.
EXCLUSIVE JURISDICTION OF CAYMAN ISLANDS COURTS
the Company consents in writing to the selection of an alternative forum, the courts
of Cayman Islands shall be the sole and exclusive forum for (i) any derivative action or proceeding brought on behalf of the Company, (ii) any action asserting a claim of breach of a
fiduciary duty owed by any Director, officer or other employee of the Company to the Company or the Company's Members, (iii) any action asserting a claim arising pursuant to any provision of
the Law or these Articles, or (iv) any action asserting a claim against the Company governed by the internal affairs doctrine (as such concept is recognised under the laws of the United States
of America). Any person or entity purchasing or otherwise acquiring any Share in the Company shall be deemed to have notice of and consented to the provisions of this Article.
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