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中國石油天然氣股份有限公司
PETROCHINA COMPANY LIMITED
(a joint stock limited company incorporated in the People's Republic of China with limited liability)
(Stock Code: 857)
PROPOSED AMENDMENTS TO THE BUSINESS SCOPE
AND
PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION
The board of directors (the "Board") of PetroChina Company Limited (the "Company", together with its subsidiaries, the "Group") announces that the Board has proposed to amend the business scope of the Company and the articles of association of the Company (the "Articles of Association"). The proposed amendments to the business scope of the Company and the proposed amendments to the Articles of Association will be submitted to the shareholders of the Company (the "Shareholders") for review and approval by way of special resolutions at a general meeting.
PROPOSED AMENDMENTS TO THE BUSINESS SCOPE
According to the actual situation of the business development of the Company, in order to fulfill the needs of exploration and exploitation of crude oil and gas resources and geothermal resources and the production and operation needs of some of our refined products, and to adapt the needs of operations of electronic sales platform, the Board has considered and approved the resolution on amendments to the business scope of the Company, which contemplates making the following adjustments on the business scope of the Company:
- "the exploration and production of crude oil and natural gas" being changed to "the exploration, exploitation and sales of resources including crude oil, natural gas, coalbed methane, shale gas, shale oil and gas hydrate" and expanding to include "the exploration, exploitation and usage of geothermal";
- expanding to include "manufacture and sale of food additives; manufacture and sale of nonwoven fabrics"; and
- expanding to include "value-added telecommunications services, online platform, online information services, online data services, and online wholesale and retail services".
The proposed amendments to the business scope of the Company are subject to the satisfaction of the following conditions:
- a special resolution passed by the Shareholders at a general meeting to approve the proposed amendments to the business scope of the Company; and
- all the necessary approval, authorization, filing and/or registration obtained from the relevant authorities for the proposed amendments to the business scope of the Company.
The amended business scope of the Company will take effect upon satisfaction of the above conditions.
PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION
In view of the proposed amendments to the business scope of the Company, the Board proposed to amend Article 11 of the Articles of Association.
The resolution on the proposed amendments to the Articles of Association is subject to the approval by the Shareholders by way of special resolution at a general meeting.
The details of the proposed amendments to the Articles of Association are set out below:
Current Article | Article after the proposed amendments |
Article 11 The Company's scope of | Article 11 The Company's scope of |
business includes: | business includes: |
Licensed business: the exploration and | Licensed business: the exploration, |
production of oil and natural gas; the | exploitation and sales of resources |
storage and sale of crude oil; the storage | including crude oil, natural gas, coalbed |
and sale of refined oil; the production of | methane, shale gas, shale oil and gas |
dangerous chemicals; the sale of food | hydrate; the exploration, exploitation and |
(including food and beverages, but limited | usage of geothermal; the storage and sale |
to branches with food hygiene license); the | of crude oil; the storage and sale of refined |
sale of tobacco (but limited to branches | oil; the production of dangerous chemicals; |
with tobacco franchised retailing license). | the sale of food (including food and |
Retail of prepackaged food, dairy products | beverages, but limited to branches with |
and health products; business undertakings | food hygiene license); the sale of tobacco |
in gas and hazardous chemicals; fixed and | (but limited to branches with tobacco |
skid-mounted gasoline stations as well as | franchised retailing license); retail of |
LPG stations; provision of lodgings; retail | prepackaged food, dairy products and |
of | books, | newspapers, | periodicals, | health products; business undertakings in | ||||||
electronic publications and audio-visual | gas and hazardous chemicals; fixed and | |||||||||
products; water and land transportation. The | skid-mounted gasoline stations as well as | |||||||||
scope and term of licensed business shall be | LPG stations; provision of lodgings; retail | |||||||||
consistent with and subject to the relevant | of books, newspapers, periodicals, | |||||||||
permission certificate and license. | electronic publications and audio-visual | |||||||||
products; water and land transportation; | ||||||||||
General business: the production, sale and | manufacture and sale of food additives; | |||||||||
warehousing of refined oil, petrochemical | manufacture and sale of nonwoven fabrics; | |||||||||
and chemical products; import and export; | value-added telecommunications services, | |||||||||
the construction and operation of oil and | online platform, online information | |||||||||
natural gas pipelines; the technical | services, online data services, and online | |||||||||
development, consultation and service for | wholesale and retail services. | |||||||||
oil | exploration | and | production, | |||||||
petrochemistry and related engineering; the | General business: the production, sale and | |||||||||
sale of materials, equipment and machines | warehousing of refined oil, petrochemical | |||||||||
necessary for production and construction | and chemical products; import and export; | |||||||||
of oil and gas, petrochemicals and pipelines | the construction and operation of oil and | |||||||||
construction; the sale and warehousing of | natural gas pipelines; the technical | |||||||||
lubricating oil, fuel oil, bitumen, chemical | development, consultation and service for | |||||||||
fertilizers, auto parts, commodities and | oil | exploration | and | production, | ||||||
agricultural materials; and the lease of | petrochemistry | and related | engineering; | |||||||
premises, machines and equipment. Retail | the sale of materials, equipment and | |||||||||
of textiles and clothing, daily living and | machines necessary for production and | |||||||||
office supplies, sporting and outdoor gears, | construction of oil and gas, petrochemicals | |||||||||
hardware, | furniture, | electrical | and | and pipelines construction; the sale and | ||||||
electronic | products, | rechargeable | cards, | warehousing of lubricating oil, fuel oil, | ||||||
birth control products, as well as industrial | bitumen, chemical fertilizers, auto parts, | |||||||||
safety products; acting as an agent for | commodities | and | agricultural materials; | |||||||
lottery services, payment services (for | and the lease of premises, machines and | |||||||||
public utilities such as payments of water | equipment. Retail of textiles and clothing, | |||||||||
and | electricity | bills), | ticketing, | stationery and sports goods, hardware, | ||||||
transportation and vehicle | furniture, | electrical | and | electronic | ||||||
weighing; advertising. | products, rechargeable cards, birth control | |||||||||
products, as well as industrial safety | ||||||||||
The Company's scope of business shall be | products; acting as an agent for lottery | |||||||||
consistent with and subject to the scope of | services, payment services (for public | |||||||||
business approved by the authority | utilities such as payments of water and | |||||||||
responsible for the registration of the | electricity bills), | ticketing, transportation | ||||||||
Company. | and vehicle weighing; advertising. | |||||||||
The Company may, according to the | For items required to be approved by laws, | |||||||||
demand in the domestic and international | operations may be conducted only upon | |||||||||
markets, | the | Company's | development | and with the approval of relevant | ||||||
ability and the requirements of its business, | authorities. | |||||||||
adjust its scope of business in accordance | ||||||||||
with the laws. | The Company's scope of business shall be | |||||||||
consistent with and subject to the scope of | ||||||||||
Subject to and in compliance with laws and | business approved by the authority | |||||||||
administrative | regulations of | the People's | responsible | for | the | registration of the |
Republic of China ("PRC"), the Company | Company. |
has the power to raise and borrow money, | |
which includes (without limitation) the | The Company may, according to the |
power to borrow money, issue debentures, | demand in the domestic and international |
mortgage or pledge all or part of the | markets, the Company's development |
Company's interests and to provide | ability and the requirements of its business, |
guarantees of various forms for the debts of | adjust its scope of business in accordance |
third parties (including, without limitation, | with the laws. |
subsidiaries or associated companies of the | |
Company) under different circumstances. | |
The Company confirms that the proposed amendments to the Articles of Association will not affect the existing business and operation of the Company.
A notice and a circular containing, among others, the details of the proposed amendments to the business scope of the Company and proposed amendments to the Articles of Association will be dispatched to the Shareholders in due course.
By order of the Board
PetroChina Company Limited
Secretary to the Board
Wu Enlai
Beijing, the PRC
29 April 2020
As at the date of this announcement, the Board comprises Mr. Dai Houliang as Chairman; Mr. Li Fanrong as Vice Chairman and non-executive Director; Mr. Liu Yuezhen, Mr. Lv Bo and Mr. Jiao Fangzheng as non- executive Directors; Mr. Duan Liangwei as executive Director; and Mr. Lin Boqiang, Mr. Zhang Biyi, Ms. Elsie Leung Oi-sie, Mr. Tokuchi Tatsuhito and Mr. Simon Henry as independent non-executive Directors.
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PetroChina Company Ltd. published this content on 29 April 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 April 2020 09:17:05 UTC