ANNUAL REPORT - media-beigene.todayir.com

1 2020. ANNUAL . REPORT . TABLE OF CONTENTS. CORPORATE INFORMATION 2. FORWARD-LOOKING STATEMENTS 4. BUSINESS 7. RISK FACTORS 52. FINANCIAL SUMMARY 145. MANAGEMENT DISCUSSION AND ANALYSIS 146. DIRECTORS AND SENIOR MANAGEMENT 180. REPORT OF THE DIRECTORS 188. CORPORATE GOVERNANCE REPORT 232. ENVIRONMENTAL, SOCIAL AND GOVERNANCE REPORT 257. INDEPENDENT AUDITOR'S REPORT 291. CONSOLIDATED FINANCIAL STATEMENTS 297. DEFINITIONS 393. GLOSSARY OF TECHNICAL TERMS 397. BEIGENE, LTD. 2020 ANNUAL REPORT 1. CORPORATE INFORMATION. BOARD OF DIRECTORS NOMINATING AND CORPORATE. GOVERNANCE COMMITTEE. Executive Director Mr. Donald W. Glazer (Chairman). Mr. John V. Oyler Mr. Michael Goller (Chairman and Chief Executive Officer) Mr. Anthony C. Hooper(Note 1). Mr. Jing-Shyh (Sam) Su(Note 1). Non-Executive Directors SCIENTIFIC ADVISORY COMMITTEE. Mr. Anthony C. Hooper Dr. Xiaodong Wang Dr. Xiaodong Wang (Co-Chair). Dr. Corazon (Corsee) D. Sanders (Co-Chair) (Note 1). Independent Non-Executive Directors Mr.

2 Michael Goller Mr. Thomas Malley Mr. Timothy Chen Mr. Qingqing Yi Mr. Donald W. Glazer Mr. Michael Goller COMMERCIAL AND MEDICAL AFFAIRS. Mr. Ranjeev Krishana ADVISORY COMMITTEE(Note 2). Mr. Thomas Malley Dr. Corazon (Corsee) D. Sanders Mr. Jing-Shyh (Sam) Su Mr. Anthony C. Hooper (Chairman). Mr. Qingqing Yi Mr. Timothy Chen Mr. Ranjeev Krishana AUDIT COMMITTEE Dr. Corazon (Corsee) D. Sanders(Note 1). Mr. Jing-Shyh (Sam) Su Mr. Thomas Malley (Chairman). COMPANY SECRETARY. Mr. Anthony C. Hooper Dr. Corazon (Corsee) D. Sanders Ms. Chau Hing Ling (FCG, FCS) of COMPENSATION COMMITTEE Vistra Corporate Services (HK) Limited AUTHORIZED REPRESENTATIVES. Mr. Qingqing Yi (Chairman). Mr. Timothy Chen Mr. Ranjeev Krishana Mr. Scott A. Samuels Dr. Howard Liang Note: 1. The relevant appointment with effect from February 24, 2021. 2. The Commercial Advisory Committee of the Board has been renamed the Commercial and Medical Affairs Advisory Committee with the effect from February 24, 2021.

3 2 BEIGENE, LTD. 2020 ANNUAL REPORT . CORPORATE INFORMATION. AUDITORS LEGAL ADVISORS. As to Hong Kong financial reporting audit As to Hong Kong law and United States law Ernst & Young, Registered Public Interest Entity Auditor Skadden, Arps, Slate, Meagher & Flom As to United States financial reporting audit As to PRC law Ernst & Young Hua Ming LLP Fangda Partners REGISTERED OFFICE As to Cayman Islands law Mourant Ozannes The offices of Mourant Governance Services (Cayman) Limited HONG KONG SHARE REGISTRAR. 94 Solaris Avenue Camana Bay Computershare Hong Kong Investor Services Limited Grand Cayman KY1-1108 Shops 1712-1716, 17th Floor Cayman Islands Hopewell Centre 183 Queen's Road East HEAD OFFICE AND PRINCIPAL PLACE Wanchai, Hong Kong OF BUSINESS IN CHINA. PRINCIPAL SHARE REGISTRAR AND. No. 30 Science Park Road TRANSFER OFFICE. Zhong-Guan-Cun Life Science Park Changping District Mourant Governance Services (Cayman) Limited Beijing 94 Solaris Avenue, Camana Bay PRC Grand Cayman KY1-1108.

4 Cayman Islands PRINCIPAL PLACE OF BUSINESS IN. HONG KONG STOCK CODE. Room 1901, 19/F, Lee Garden One 06160. 33 Hysan Avenue Causeway Bay COMPANY WEBSITE. Hong Kong BEIGENE, LTD. 2020 ANNUAL REPORT 3. FORWARD-LOOKING STATEMENTS. This ANNUAL REPORT contains forward-looking statements that involve substantial risks and uncertainties. All statements other than statements of historical facts contained in this ANNUAL REPORT , including statements regarding our strategy, future operations, future financial position, future revenue, projected costs, prospects, plans, objectives of management and expected growth, are forward-looking statements. These statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Forward looking statements are often identified by the use of words such as, but not limited to, aim, anticipate.

5 Believe, can, continue, could, estimate, expect, goal, intend, may, ongoing, plan, potential, . predict, project, seek, should, target, will, would or the negative of these terms or similar expressions or variations intended to identify forward-looking statements, although not all forward-looking statements contain those identifying words. These forward-looking statements include, among other things, statements about: our ability to successfully commercialize our approved medicines and to obtain approvals in additional indications and territories for our medicines;. our ability to successfully develop and commercialize our in-licensed medicines and drug candidates and any other medicines and drug candidates we may in-license;. our ability to further develop sales and marketing capabilities and launch and commercialize new medicines, if approved;. our ability to maintain and expand regulatory approvals for our medicines and drug candidates, if approved;. the pricing and reimbursement of our medicines and drug candidates, if approved.

6 The initiation, timing, progress and results of our preclinical studies and clinical trials and our research and development programs;. our ability to advance our drug candidates into, and successfully complete, clinical trials and obtain regulatory approvals;. our reliance on the success of our clinical stage drug candidates;. our plans, expected milestones and the timing or likelihood of regulatory filings and approvals;. our expectations about the successful restoration of supply of ABRAXANE (paclitaxel albumin-bound particles for injectable suspension) in China;. the implementation of our business model, strategic plans for our business, medicines, drug candidates and technology ;. 4 BEIGENE, LTD. 2020 ANNUAL REPORT . FORWARD-LOOKING STATEMENTS. the scope of protection we (or our licensors) are able to establish and maintain for intellectual property rights covering our medicines, drug candidates and technology ;. our ability to operate our business without infringing, misappropriating or otherwise violating the intellectual property rights and proprietary technology of third parties.

7 Costs associated with enforcing or defending against intellectual property infringement, misappropriation or violation, product liability and other claims;. regulatory developments in the United States, China, the United Kingdom, Switzerland, the European Union ( EU ) and other jurisdictions;. the accuracy of our estimates regarding expenses, revenues, capital requirements and our need for additional financing;. the potential benefits of strategic collaboration and licensing agreements and our ability to enter into strategic arrangements;. our ability to maintain and establish collaborations or licensing agreements;. our reliance on third parties to conduct drug development, manufacturing and other services;. our ability to manufacture and supply, or have manufactured and supplied, drug candidates for clinical development and medicines for commercial sale;. the rate and degree of market access and acceptance and the pricing and reimbursement of our medicines and drug candidates, if approved.

8 Developments relating to our competitors and our industry, including competing therapies;. the size of the potential markets for our medicines and drug candidates and our ability to serve those markets;. our ability to effectively manage our growth;. our ability to attract and retain qualified employees and key personnel;. statements regarding future revenue, hiring plans, key milestones, expenses, capital expenditures, capital requirements and share performance;. the future trading price of our American Depositary Shares ( ADS ) and ordinary shares and impact of securities analysts' reports on these prices;. BEIGENE, LTD. 2020 ANNUAL REPORT 5. FORWARD-LOOKING STATEMENTS. the impact of the COVID-19 pandemic on our clinical development, regulatory, commercial and other operations; and other risks and uncertainties, including those listed under the section headed Risk Factors in this ANNUAL REPORT . These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements.

9 Given these uncertainties, you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements we make. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our business, financial condition and operating results. We have included important factors in the cautionary statements included in this ANNUAL REPORT , particularly in Risk Factors, that could cause actual future results or events to differ materially from the forward-looking statements that we make. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures or investments we may make. Since actual results or outcomes could differ materially from those expressed in any forward-looking statements, we strongly caution investors against placing undue reliance on any such forward-looking statements.

10 Any forward-looking statement speaks only as of the date on which such statement is made, and, except as required by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the HK Listing Rules ), we undertake no obligation to update any forward-looking statement or statements to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. Statements of or references to our intentions or those of any of our Directors are made as of the date of this ANNUAL REPORT . Any such intentions may change in light of future developments. This ANNUAL REPORT includes statistical and other industry and market data that we obtained from industry publications and research, surveys and studies conducted by third parties. Industry publications and third-party research, surveys and studies generally indicate that their information has been obtained from sources believed to be reliable, although they do not guarantee the accuracy or completeness of such information.