展示品99.5

GRAPHIC

一般決議 に対する特殊決議 は 棄権 に対して 棄権 応答1 応答 6 応答2 応答3 応答 4 応答 5 応答 応答 応答 応答 応答}宝尊電気商。 米国預託証明書(“ADR”) は 宝尊電気商普通株を表す を登録します。 署名は 日付: は本投票指導カードに署名してください。署名方式はあなたの名前が本カードの正面と委託者の帳簿に現れるのと同じでなければなりません。共同所有者 は自ら署名しなければならない.受託者と他の受託者 は彼らの署名のアイデンティティを明記すべきであり,複数の名前が出現した場合には 多数の人が署名しなければならない.会社であれば、この署名は 許可者の署名であり、その者はその職務を説明すべきである。 ここで を折り畳んで分割して、 会議で決議を採決するためにこのカードの裏面を参照してください。 アドレス変更 タグボックス、以下に署名して 変更/備考: 社が指定した 個人 に自由に支配可能な エージェントを付与したい場合は、右側のブロックにマークしてください。 このボックスは上に表示されている他の他の 説明を無効にします。 モルガン大通銀行,N.A.,保管人 郵便ポスト64873 サンパウロ55 - 0873 br}

GRAPHIC

BAOZUN INC. ORDINARY RESOLUTIONS 1 . That subject to the Listing Rules, the granting of a share issuance mandate to the board of directors of the c ompany to issue, allot or deal with unissued Class A ordinary shares and/or ADSs not exceeding 20% of the total number of issued Shares as of the date of passing of this ordinary resolution be approved . 2 . That subject to the Listing Rules, the granting of a share repurchase mandate to the board of directors of the c ompany to repurchase Class A ordinary shares and/or ADSs not exceeding 10% of the total number of issued Shares as of the date of passing of this ordinary resolution be approved . 3 . That subject to the Listing Rules and conditional upon passing of resolution numbers 1 and 2 above, the general mandate referred i n resolution number 1 b e extended by the addition thereto of the total number of Class A ordinary shares and/or ADSs bought back by the c ompany pursuant to the general mandate referred in resolution number 2, provided that such amount shall not exceed 10% of the number of the is sued Shares as of the date of passing of this resolution . 4. That the Non - exempt CCT and the proposed annual caps, details of which are set out in the Circular be approved , ratified and confirmed , and any one Director, for and on behalf of the c ompany, be authorized to execute, and where required, to affix the common seal of the c ompany to, any documents, instruments or agreements, and to do any acts and things deemed by him or her to be necessary , expedient or appropriate in order to give effect to and implement the Non - exempt CCT . 5. T hat the adoption of the 2022 Plan with effect from the Effective Date be approved, and the Directors be authorized to do all acts and to enter into all such transa ctions, arrangements and agreements as may be necessary or expedient in order to give full effect to the 2022 Plan, including without limitation : (a) to administer or authorize a committee of the Board to administer the 2022 Plan under which Awards will be granted to the Eligible Individuals (as defined in the 2022 Plan) under the 2022 Plan to subscribe for the Shares and the ADSs of the c ompany, including but not limited to determining and granting the Awards in accordance with the terms of the 2022 Plan ; (b) to modify and/or amend the 2022 Plan from time to time provided that such modification and/or amendment is effected in accord ance with the terms of the 2022 Plan and subject to the Listing Rules ; (c) to allot and issue from time to time such Shares whi ch shall not in aggregate exceed 10% of the total number of Shares outstanding as at the date of approval of the 2022 Plan by the Shareholders (the “Scheme Mandate Limit”), as may be required to be allotted and issued purs uant to the exercise of the Awards under the 2022 Plan and subject to the Listing Rules ; (d) to allot and issue to Service Providers (as defined in the 2022 Plan) from time to time such Shares which shall not in aggreg ate exceed 3% of the Scheme Mandate Limit, as may be required to be allo tted and issued pursuant to the exercise of the Awards under the 2022 Plan and subject to the Listing Rules ; and (e) to consent, if it so deems fit and expedient, to such conditions, modifications and/or variations as may be required or impos ed by the relevant authorities in relation to the 2022 Plan . SPECIAL RESOLUTION 6. That the Fifth Amended and Restated Memorandum and Articles of Association currently in effect be amended and restated by the dele tion in their entirety and the substitution in their place of the Sixth Amended and Restated Memorandum and Articles of Association , incorporating the amendments set out in Appendix III of the Circular, with effect from the Effective Date . Baozun Inc. JPMorgan Chase Bank, N.A., Depositary PO Box 64873 , Saint Paul MN 55164 - 0873 Voting Instruction Card PLEASE MARK, DATE AND SIGN ON REVERSE SIDE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. JPMorgan Chase Bank, N.A. (the “Depositary”) has received advice that an Extraordinary General Meeting (the “Meeting”) of Baozun Inc. (the “ c ompany”) will be held at 17/F, Building B, No. 1 - 9, Lane 510, West Jiangchang Road, Shanghai, People’s Republic of China , on October 21 , 2022 , at 10 :00 a .m. Hong Kong time (or 10 :00 p .m. on October 20 , 2022, New York t ime ), for the purposes set forth on this card. If you are desirous of having the Depositary, through its Nominee or Nominees, vote or execute a proxy to vote the Ordinary S hares represented by your ADRs FOR or AGAINST or to ABSTAIN from voting on the Resolutions to be proposed at the Meeting, kindly execute and forward to the Depositary the attached Voting Instruction Card. The enclosed postage paid envelope is provided fo r this purpose. The Voting Instruction Card should be executed in s uch a manner as to show clearly whether you desire the Nominee or the Nominees of the Depositary to vote FOR or AGAINST or to ABSTAIN from voting on the Resolutions, as the case may be. You may include instructions to give a discretionary proxy to a person designated by the c ompany. The Voting Instruction Card MUST be forwarded in sufficient time to reach the Depositary before 12: 00 p.m. (New York t ime), October 13 , 2022 . Only the registered holders of record at t he close of business on October 3 , 2022 (New York t ime), will be entitled to execute the attached Voting Instruction Card. The signatory, a registered holder of ADRs representing Ordinary Shares of the c ompany, of record as of the close of business on October 3 , 2022 (New York t ime), hereby requests and authorizes the Depositary, through its Nominee or Nominees, to vote or execute a proxy to vote the underlying Ordinary Shares of the c ompany represented by such ADRs, on the Resolutions at the Meeting. These instructions, when p roperly signed and dated, will be voted in the manner directed herein. If you mark the box to indicate that you wish to give a discretionary proxy to a person designated by the c ompany, the underlying Ordinary Shares represented by your ADRs will be voted by such person in his or her discretion. You can review and download the notice of the Meeting, the proxy stateme nt and the proxy form at the “ Investor Relations - Shareholder Me eting” section of the c ompany ’ s website at http s ://ir.baozun.com, website of the U.S. Securities and Exchange Commission at www.sec.gov and website of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk. NOTE: In order to have the aforesaid shares voted, this Voting Instruction Card MUST be received by the Depositary befo re 12:00 p.m. (New York t ime), October 13 , 2022. JPMorgan Chase Bank, N.A., Depositary