Yanzhou Coal Mining : ANNOUNCEMENT OF 2019 INTERIM PROFIT DISTRIBUTION PLAN

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兗州煤業股份有限公司

YANZHOU COAL MINING COMPANY LIMITED

(A joint stock limited company incorporated in the People's Republic of China ("PRC") with

limited liability)

(Stock Code: 1171)

ANNOUNCEMENT OF 2019 INTERIM PROFIT DISTRIBUTION PLAN

As discussed and reviewed by the twenty-seventh meeting of the seventh session of the board of directors (the "Board") of Yanzhou Coal Mining Company Limited (the "Company") on 30 August 2019, the Board approved the "Proposal in relation to 2019 Interim Profit Distribution Plan" (the "Proposal") and agreed to submit the same to the second extraordinary general meeting of 2019 of the Company for consideration and approval.

I. The 2019 Interim Profit Distribution Plan

Pursuant to the Articles of Association of the Company, the Company can distribute its profit in cash, in shares or in a combination of cash and shares. With the approval of the board and the shareholders' meeting, the Company can declare interim cash dividend.

In return for the long-term support of the shareholders of the Company (the "Shareholders"), after fully considering the current general operating results, the capital structure and the sustainable development of the Company, the Board proposed to declare an interim cash dividend of RMB4,912.0 million (tax inclusive) for the first half of 2019, being RMB1.00 per share (tax inclusive) calculated on the basis of the 4,912.0 million total issued shares of the Company (the "2019 Interim Profit Distribution Plan"). After distributing the cash dividend, the Company will not increase its share capital by conversion of its capital reserve.

As at 30 June 2019, the undistributed profit as calculated by the Company under the Chinese Accounting Standards and the International Financial Reporting Standards was RMB45,808.5 million (unaudited) and RMB47,792.9 million (unaudited) respectively. After deducting the proposed dividend of RMB4,912.0 million, the remaining undistributed profit as at 30 June 2019 was RMB40,896.5 million under the Chinese Accounting Standards and RMB42,880.9 million under the International Financial

Reporting Standards.

In accordance with the relevant regulations of the places where the shares of the Company are listed and market practice, the 2019 interim cash dividend will be distributed within two months after the consideration and approval of the 2019 Interim Profit Distribution Plan at the second extraordinary general meeting of 2019 of the Company (if applicable). After the second extraordinary general meeting of 2019 of the Company, the Company will issue an announcement in relation to the implementation of the cash dividend distribution, determining the date of rights registration, the ex- dividend date and the date of distribution.

The announcement for the second extraordinary general meeting of 2019 of the Company will be published in the due course.

II. OPINION OF THE BOARD

The Proposal has been considered and approved by the twenty-seventh meeting of the seventh session of the Board, and will be submitted to the second extraordinary general meeting of 2019 of the Company for discussion and consideration.

The Board is of the opinion that the Company is currently accelerating the release of its production capacity and significantly enhancing its profitability. The operating results of the Company have also outperformed historical records. In return for the long-term support of the Shareholders, the Board submitted the Proposal after fully considering the current general operating results, the capital structure and the sustainable development of the Company. The Proposal follows the guidance of the China Securities Regulatory Commission of encouraging the cash profit distribution of listed

companies. Based on calculation, the cash deposit and cash inflow from operations of the Company can provide adequate financial resources for the cash profit distribution contemplated under the Proposal and that such distribution would not adversely affect the financial position of the Company. Upon completion of the distribution, the Company is expected to continue to generate stable cash flow for its daily operations and sustainable development.

III. OPINION OF THE INDEPENDENT DIRECTORS

The independent Directors are of the opinion that the 2019 Interim Profit Distribution Plan of the Company is based on full consideration of the actual circumstances of the Company and in compliance with the regulatory requirements of relevant laws, regulations and the Articles of Association of the Company. The 2019 Interim Profit Distribution Plan of the Company has fully considered the reasonable demand of the vast investors, boasts Shareholders' confidence in the Company's development, and facilitates the long-term interests of the Company and the general interests of Shareholders as a whole and the sustainable development of the Company. The 2019 Interim Profit Distribution Plan is hereby approved by the Independent Directors, and will be submitted to the second extraordinary general meeting of 2019 of the Company for discussion and consideration.

IV. OPINION OF THE SUPERVISORY COMMITTEE

The Proposal has been considered and approved by the sixteenth meeting of the seventh session of the supervisory committee of the Company, and will be submitted to the second extraordinary general meeting of 2019 of the Company for discussion and consideration.

V. RISK WARNING

Implementation of the 2019 Interim Profit Distribution Plan is still subject to the consideration and approval of the second extraordinary general meeting of 2019 of the Company. The investors are advised to be cautious of investment risks in relation thereto.

By order of the Board

Yanzhou Coal Mining Company Limited

Li Xiyong

Chairman of the Board

Zoucheng City, Shandong Province, the PRC

30 August 2019

As at the date of this announcement, the Directors of the Company are Mr. Li Xiyong, Mr. Li Wei, Mr. Wu Xiangqian, Mr. Liu Jian, Mr. Guo Dechun, Mr. Zhao Qingchun and Mr. Guo Jun, and the independent non-executive Directors of the Company are Mr. Kong Xiangguo, Mr. Cai Chang, Mr. Poon Chiu Kwok and Mr. Qi Anbang.