Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

(a joint stock company incorporated in the People's Republic of China with limited liability)

(Stock Code: 1786)

ANNOUNCEMENT

  1. PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION AND
    1. PROPOSED AMENDMENTS TO THE RULES OF PROCEDURE FOR GENERAL MEETINGS

This announcement is made by CRCC High-Tech Equipment Corporation Limited (the "Company") pursuant to Rule 13.51(1) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules").

According to the Decision of the Standing Committee of the National People's Congress on

Amending the Company Law of the PRC (Order of the President of the PRC No.15)( 全國人 民代表大會常務委員會關於修改<中華人民共和國公司法>的決定》(中華人民共和國主席令

第十五號)) promulgated on 26 October 2018, the relevant expressions regarding the articles of association of CRCC High-Tech Equipment Corporation Limited (the "Articles of Association") currently in effect are not exactly consistent with the corresponding provisions of the latest revised Company Law of the PRC (the "Company Law"). Meanwhile, taking into consideration the actual conditions of the Company, the Company proposed to make relevant amendments to the voting rules of general meeting. On a prudent, appropriate and necessary basis, the board of directors (the "Board") of the Company proposed to make corresponding amendments to the Articles of Association and the rules of procedure for general meetings of CRCC High-Tech Equipment Corporation Limited (the "Rules of Procedure for General Meetings") in accordance with the latest revised Company Law and the adjusted voting rules of general meeting. Please refer to the Appendix of this announcement for details of the proposed amendments to the Articles of Association and the Rules of Procedure for General Meetings.

The Board considered that the proposed amendments to the Articles of Association and the Rules of Procedure for General Meetings are in the interests of the Company and its shareholders.

1

The proposed amendments to the Articles of Association and the Rules of Procedure for General Meetings are subject to consideration and approval by the shareholders of the Company at the general meeting of the Company. A circular containing, amongst other things, the details of the proposed amendments to the Articles of Association and the Rules of Procedure for General Meetings will be despatched to the shareholders of the Company as soon as practicable.

By order of the Board

CRCC High-Tech Equipment Corporation Limited

Liu Feixiang

Chairman

Kunming, the People's Republic of China, 9 December 2019

As at the date of this announcement, the Board of the Company comprises Mr. Liu Feixiang, Mr. Tong Pujiang and Mr. Chen Yongxiang, as executive directors; Mr. Zhao Hui, Mr. Sha Mingyuan and Mr. Wu Zhixu, as non-executive directors; and Mr. Sun Linfu, Mr. Yu Jiahe and Mr. Wong Hin Wing, as independent non-executive directors.

2

APPENDIX

Details of proposed amendments to the Articles of Association* are set out as follows:

The Articles of Association

No. Original Articles

Amended Articles

1. Article 34 The Company may, in the Article 34 The Company may, in the

following circumstances, buy back its

f o l l o w i n g c i r c u m s t a n c e s , b u y b a c k

own outstanding shares by the procedures

purchaseits own outstandingshares

provided for in laws and these Articles

in accordance withby the procedures

of Association, after the approval by the

provided for inthe requirements oflaws,

approval authority authorized by the State

administrative regulations, departmental

Council:

rulesand these Articles of Association,

after the approval by the approval authority

  1. cancellation of shares in order to authorized by the State Council: reduce its capital;
    1. cancellation of shares in order to

(2) merger with another company holding

reduce its capital;

shares of the Company;

(2) merger with another company holding

(3) grant of shares as an incentive to its

shares of the Company;

employees;

(3)

to applygrant ofshares as an

(4) a shareholder opposes a resolution on

incentive to its employeesin the

the merger or division of the Company

employee shareholding scheme or

adopted at a general meeting and

equity incentives;

requests that the Company purchase

(4)

a shareholder opposes a resolution on

his or her shares; or

the merger or division of the Company

(5) other circumstances approved in laws

adopted at a general meeting and

or administrative regulations or by the

requests that the Company purchase

approval authority authorized by the

his or her shares; or

State Council.

(5) other circumstances approved in laws

Except under the above circumstances, the

or administrative regulations or by

Company may not trade in its own shares.

the approval authority authorized by

the State Council.to utilize shares

for conversion of corporate bonds

which are convertible into shares

issued by the Company;

(6) where it is necessary to safeguard

its value and the rights and interests

of its shareholders.

Except under the above circumstances, the

Company may not trade in its own shares

purchase its own shares. 1

1 Despite the amendments to the Articles of Association with respect to the share repurchase by the Company, the Company shall still be subject to the relevant requirements and restrictions of the Listing Rules for any share repurchase, including but not limited to the relevant provisions of Chapters 10 and 19A. In particular, pursuant to Rule 10.06(5) and Rule 19A.24 of the Listing Rules, the listing status of all H Shares repurchased by the Company shall be automatically cancelled upon repurchase, and the Company must apply for listing of any further issues of H Shares in the normal way. The Company shall ensure that the documents of title of the repurchased H Shares are cancelled and destroyed as soon as reasonably practicable following the settlement of any repurchase of H Shares.

3

The Articles of Association

No. Original Articles

Amended Articles

2. Article 35 Following the approval by the Article 35 Following the approval by theapproval authority authorized by the State approval authority authorized by the StateCouncil to buy back its own shares, the Council to buy back its own shares, the

Company may elect to do so by any of the

Company may elect to do so by any of the

following methods:

following methods:

(1)

issuance to all of the shareholders of a

(1)

issuance to all of the shareholders of a

buyback offer on a pro rata basis;

buyback offer on a pro rata basis;

(2)

buyback through open transactions on

(2)

buyback through open transactions on

a stock exchange;

a stock exchange;

  1. buyback by agreements outside a (3) buyback by agreements outside a

stock exchange; or

stock exchange; or

  1. another method approved in laws, (4) another method approved in laws,

administrative regulations or by the

administrative regulations or by the

approval authority authorized by the

approval authority authorized by the

State Council.

State Council.

The Company may purchase its own

shares through public and centralized

trading or other methods as permitted

by laws and regulations and the CSRC.

Where the Company purchases its own

Shares in the circumstances set out in

item (3), item (5) and item (6) of Article

34 of these Articles of Association, such

purchase shall be conducted through

public and centralized trading method.

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The Articles of Association

No.

Original Articles

Amended Articles

3.

Article 37 The purchase by the Company

Article 37 The purchase by the Company of

of its own shares for a reason specified

its own shares for a reasoncircumstances

in items (1) to (3) of Article 34 of these

specified in item (1) toand item(3)(2)of

Articles of Association shall require a

Article 34 of these Articles of Association

resolution of the general meeting. If the

shall require a resolution of the general

Company purchases its shares for the reason

meeting. If the Company purchases its

specified in item (1) of Article 34, it shall

own shares for circumstances specified in

cancel such shares within 10 days from

item (3), item (5) and item (6)of Article

the date of the purchase. If the Company

34 of these Articles of Association, a

purchases its shares for the reason specified

Board resolution thereon may, pursuant

in item (2) or item (4), it shall transfer or

to the requirements of these Articles

cancel such shares within six months.

of Association or the mandate of the

general meeting, be passed at a Board

The number of its shares purchased by the

meeting that is attended by at least two-

Company pursuant to item (3) of Article

thirds of directors. Upon repurchase

34 will not exceed 5 per cent of its total

of its own Shares by the Company

outstanding shares, and the funds used

pursuant to Article 34 of these Articles of

for such purchase shall be paid from the

Association,if such repurchase constitutes

Company's after-tax profits. The shares

the circumstance set out in item (1) of

so purchased shall be transferred to the

Article 34, it shall cancel such shares within

employees within one year.

10 days from the date of the purchase. If

the Company purchases its shares for the

If the Company cancels shares, it shall carry

reason specified in item (2) or item (4), it

out the registration of the change in its

shall transfer or cancel such shares within

registered capital with its original registrar.

six months.;The number of its shares

purchased by the Company pursuant to

The amount of the Company's registered

the total number of shares held by the

capital shall be reduced by the total par

Company shall not exceed 10% of the

value of the shares canceled.

total issued shares of the Company and

shall be transferred or cancelled within 3

years,if the Company purchases its shares

for the reason specified in item (3), item (5)

and item (6).of Article 34 will not exceed

5 per cent of its total outstanding shares,

and the funds used for such purchase

shall be paid from the Company's after-

tax profits. The shares so purchased shall

be transferred to the employees within one

year.

If the Company cancels shares, it shall carry

out the registration of the change in its

registered capital with its original registrar.

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The Articles of Association

No.

Original Articles

Amended Articles

The amount of the Company's registered

capital shall be reduced by the total par

value of the shares canceled.

If the repurchase and cancellation of the

shares are otherwise stipulated in the

relevant regulations by the regulatory

authority and stock exchange of the

places where the Company's shares are

listed, such regulations shall prevail.

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The Articles of Association

No. Original Articles

Amended Articles

4. Article 91 Shareholders shall appoint their Article 91 Shareholders shall appoint their proxies by written instruments, which shall proxies by written instruments, which shall

be signed by the principals or their agents

be signed by the principals or their agents

appointed in writing. If the principal is a

appointed in writing. If the principal is a

legal person, the instrument shall be under

legal person, the instrument shall be under

the seal of the legal person or signed by its

the seal of the legal person or signed by its

director(s) or duly authorized agent(s).

director(s) or duly authorized agent(s).

The instrument of appointment by which

The instrument of appointment by which

a shareholder appoints another person to

a shareholder appoints another person to

attend a general meeting shall specify the

attend a general meeting shall specify the

following particulars:

following particulars:

(1) the names of the principal and of the

(1) the names of the principal and of the

proxy;

proxy;

(2) the number of shares of the principal

(2) the number of shares of the principal

that the proxy represents;

that the proxy represents;

  1. whether the proxy has the right to (3) whether the proxy has the right to

vote;

vote;

(4) separate instructions as to whether to

(4) separate instructions as to whether to

vote for, vote against, or abstain from

vote for or, voteagainst, or abstain from

voting on, each item included on the

voting on,each item included on the agenda

agenda of the general meeting as an

of the general meeting as an item for

item for consideration thereat;

consideration thereat;

  1. whether the proxy has the right to (5) whether the proxy has the right to

vote on extempore motions that may

vote on extempore motions that may

be added to the agenda of the meeting

be added to the agenda of the meeting

and the specific instructions as to what

and the specific instructions as to what

vote to cast if he or she has such right

vote to cast if he or she has such right

to vote;

to vote;

(6)

t h e d a t e o f i s s u a n c e a n d t e r m

(6)

t h e d a t e o f i s s u a n c e a n d t e r m

of validity of the instrument of

of validity of the instrument of

appointment; and

appointment; and

(7)

the signature (or seal) of the principal;

(7)

the signature (or seal) of the principal;

if the principal is a legal person

if the principal is a legal person

shareholder, the power of attorney

shareholder, the power of attorney

shall bear the seal of the legal person.

shall bear the seal of the legal person.

7

The Articles of Association

No.

Original Articles

Amended Articles

5.

Article 110 When a ballot is held,

Article 110 When a ballot is held,

shareholders (including proxies) having the

shareholders (including proxies) having the

right to two or more votes need not use all

right to two or more votes need not use all

of their voting rights in the same way.

of their voting rights in the same way.

6.

Article 124 The shareholders present at a

Article 124 The shareholders (including

general meeting shall express one of the

their proxies)present at a general meeting

following opinions on motions that are put

shall clearly vote for or against each

to a vote: consent, opposition or abstention.

matter which has been put to voteexpress

one of the following opinions on motions

If a ballot is blank, marked erroneously,

that are put to a vote: consent, opposition or

illegible or has not been cast, the voter

abstention.

shall be deemed to have waived his or her

right to vote and the voting results for the

If a ballot is blank, marked erroneously,

number of shares that he or she holds shall

illegible or has not been cast, the voter shall

be recorded as "abstained".

be deemed to have waived his or her right to

vote and if a shareholder or his/her proxy

casts abstention vote or abstains from

voting, any vote cast by such shareholder

or his/her proxy shall not be counted in

the voting results of the Companyfor the

number of shares that he or she holds shall

be recorded as "abstained".

  • The Articles of Association and its amendments were written in Chinese, without formal English version. As such, any English translation shall be for reference only. In case of any discrepancies, the Chinese version shall prevail.

8

Details of proposed amendments to the Rules of Procedure for General Meetings * are set out as follows:

The Rules of Procedure for General Meetings

No. Original Articles

Amended Articles

1. Article 33 If a shareholder entrusts Article 33 If a shareholder entrusts another person to attend the meeting, such another person to attend the meeting, such

entrustment shall be a written form. The

entrustment shall be a written form. The

proxy shall submit a letter of attorney

proxy shall submit a letter of attorney

to the Company and exercise the voting

to the Company and exercise the voting

right within the scope of authorization.

right within the scope of authorization.

Such letter of attorney shall contain the

Such letter of attorney shall contain the

following:

following:

(I)

the names of the principal and of the

(I)

the names of the principal and of the

proxy;

proxy;

(II)

the number of shares of the principal

(II)

the number of shares of the principal

that the proxy represents;

that the proxy represents;

(III)

whether the proxy has the right to

(III)

whether the proxy has the right to

vote;

vote;

(IV)

separate instructions as to whether to

(IV)

separate instructions as to whether to

vote for, vote against, or abstain from

vote for,or voteagainst, or abstain

voting on, each item included on the

from voting on,each item included on

agenda of the general meeting as an

the agenda of the general meeting as

item for consideration thereat;

an item for consideration thereat;

(V)

whether the proxy has the right to

(V)

whether the proxy has the right to

vote on extempore motions that may

vote on extempore motions that may

be added to the agenda of the meeting

be added to the agenda of the meeting

and the specific instructions as to what

and the specific instructions as to what

vote to cast if he or she has such right

vote to cast if he or she has such right

to vote;

to vote;

(VI)

t h e d a t e o f i s s u a n c e a n d t e r m

(VI)

t h e d a t e o f i s s u a n c e a n d t e r m

of validity of the instrument of

of validity of the instrument of

appointment;

appointment;

(VII) the signature (or seal) of the principal;

(VII) the signature (or seal) of the principal;

if the principal is a legal person

if the principal is a legal person

shareholder, the power of attorney

shareholder, the power of attorney

shall bear the seal of the legal person.

shall bear the seal of the legal person.

The power of attorney shall indicate

The power of attorney shall indicate

whether the proxy can vote at his/her

whether the proxy can vote at his/her

discretion if the shareholder does not make

discretion if the shareholder does not make

specific instructions.

specific instructions.

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The Rules of Procedure for General Meetings

No.

Original Articles

Amended Articles

2.

Article 49 Resolutions of the general

Article 49 Resolutions of the general

m e e t i ng a r e d iv id e d i n t o o r d i n a r y

m e e t i ng a r e d iv id e d i n t o o r d i n a r y

resolutions and special resolutions. Ordinary

resolutions and special resolutions. Ordinary

resolutions of the general meeting shall

resolutions of the general meeting shall

be adopted by shareholders in attendance

be adopted by shareholders in attendance

(including proxies) holding at least half

(including proxies) holding at least half

of the voting rights. Special resolutions

of the voting rights. Special resolutions

of the general meeting shall be adopted

of the general meeting shall be adopted

by shareholders in attendance (including

by shareholders in attendance (including

proxies) holding at least two-thirds of the

proxies) holding at least two-thirds of the

voting rights.

voting rights.

Shareholders (including proxies) attending

Shareholders (including proxies) attending

the meeting shall clearly express their voting

the meeting shall clearly express their voting

intentions such as aye, nay or abstention for

intentions such as aye, nay or abstention for

each matter to be voted on.

each matter to be voted on.

3.

Article 60 The shareholders present at a

Article 60 The shareholders (including

general meeting shall express one of the

proxies)present at a general meeting shall

following opinions on motions that are put

express one of the following opinions on

to a vote: consent, opposition or abstention.

motions that are put to a vote: consent,

clearly express their voting intentions

If a ballot is blank, marked erroneously,

such as consent oropposition or abstention

illegible or has not been cast, the voter

for each matter to be voted on.

shall be deemed to have waived his or her

right to vote and the voting results for the

If a ballot is blank, marked erroneously,

number of shares that he or she holds shall

illegible or has not been cast, the voter

be recorded as "abstained".

shall be deemed to have waived his or her

right to vote and theif a shareholder or

his/her proxy casts abstention vote or

abstains from voting, any vote cast by

such shareholder or his/her proxy shall

not be counted inthe voting results of

the Companyfor the number of shares

that he or she holds shall be recorded as

"abstained".

  • The Rules of Procedure for General Meetings and its amendments were written in Chinese, without formal English version. As such, any English translation shall be for reference only. In case of any discrepancies, the Chinese version shall prevail.

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