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.

中國航空科技工業股份有限公司

AviChina Industry & Technology Company Limited*

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

(Stock Code: 2357)

I. PROPOSED RE-ELECTION AND NEW APPOINTMENT OF

DIRECTORS AND SHAREHOLDER REPRESENTATIVE

SUPERVISORS; AND

  1. PROPOSED NON-REAPPOINTMENT OF INTERNATIONAL
    AUDITOR AND RE-APPOINTMENT OF DOMESTIC
    AUDITOR FOR 2021

The announcement is published in accordance with Rule 13.51(2) of the Hong Kong Listing Rules.

The proposed (1) re-election and new appointment of Directors and Shareholder representative Supervisors; and (2) non-reappointment of international auditor and re-appointment of domestic auditor for 2021 will be submitted for the Shareholders' consideration and approval at the AGM.

A circular containing, among other things, further details of (1) the re-election and new appointment of Directors and Shareholder representative Supervisors; and (2) the non-reappointment of international auditor and re-appointment of domestic auditor for 2021, together with a notice of the AGM, will be despatched to the Shareholders in due course.

I. PROPOSED RE-ELECTION AND NEW APPOINTMENT OF DIRECTORS AND SHAREHOLDER REPRESENTATIVE SUPERVISORS

As the terms of all Directors of the sixth session of the Board and all Supervisors of the sixth session of the Supervisory Committee will expire at the AGM, the Company proposes that, members of the seventh session of the Board and the seventh session of the Supervisory Committee (with respect to Shareholder representative Supervisors) shall be elected at the AGM. The employee representative Supervisor will be elected separately by the general meeting of employees of the Company.

The terms of the Directors of the seventh session of the Board and the Supervisors of the seventh session of the Supervisory Committee shall be three years, commencing from the date on which the

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seventh session of the Board or the Supervisory Committee is established, respectively, which shall be the date of conclusion of the AGM.

Pursuant to the Articles of Association, Directors and Supervisors are eligible for re-election on expiration of their respective terms, and the re-election shall be approved by resolutions passed by more than half of the voting rights represented by the Shareholders (or their proxies) present at the general meeting of the Company. Therefore, the proposed re-election and new appointment of Directors and Shareholder representative Supervisors will be submitted for the Shareholders' consideration and approval at the AGM.

1. Proposed Re-election and New Appointment of Directors

Certain members of the sixth session of the Board, namely Mr. Wang Xuejun (executive Director), Mr. Zhao Hongwei (executive Director), Mr. Lian Dawei (non-executive Director), Mr. Xu Gang (non- executive Director) and Mr. Liu Weiwu (independent non-executive Director) have been nominated as candidates for re-election as Directors of the seventh session of the Board for a term of three years commencing from the date on which the seventh session of the Board is established.

The remaining members of the sixth session of the Board, namely Mr. Yan Lingxi (non-executive Director), Mr. Liu Renhuai (independent non-executive Director) and Mr. Wang Jianxin (independent non-executive Director) have confirmed that they will not stand for re-election as Directors of the seventh session of the Board after expiry of their respective terms, and have confirmed to the Company that they have no disagreement with the Board and there is no matter that needs to be brought to the attention of the Shareholders in respect of their cessation of office.

The Board would like to express its sincere gratitude for the contributions that Mr. Yan Lingxi, Mr. Liu Renhuai and Mr. Wang Jianxin have made for the Company during their terms of service.

The Board is pleased to announce that, Mr. Wang Jun, Mr. Mao Fugen, and Mr. Lin Guiping have been nominated as the candidates for new members of the seventh session of the Board as non-executive Director, independent non-executive Director and independent non-executive Director, respectively, each for a term of three years commencing from the date on which the seventh session of the Board is established. The salary of each of the directors will be determined by the Remuneration Committee of the Company by reference to their qualifications, experience and the prevailing market conditions, subject to the authorization of the AGM. As at the date of this announcement, no service contract has been entered into between Mr. Wang Jun, Mr. Mao Fugen, and Mr. Lin Guiping with the Company respectively. Details of the remuneration of the Directors will be disclosed in the Company's annual report.

The biographical details of Mr. Wang Jun, Mr. Mao Fugen and Mr. Lin Guiping are set out as follows:

Mr. Wang Jun (王軍), aged 68, a first level senior accountant. Mr. Wang graduated from Zhengzhou

Aviation Industry Management Institution majoring in finance and business management. Mr. Wang commenced his career in aviation industry in August 1969 and used to be a division chief of planning department, secretary of company officer, deputy director of financial department of Harbin Dongan Engine Manufacturing Company; general manager of Shanghai Andong Industry& Trading Corporation. From February 2002, he had been the general accountant and vice general manager of Dongan Engine Manufacturing Group; director and vice general manager of Dongan Engine

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Manufacturing Group; director, vice general manager and general manager of Harbin Aviation Group; Chairman of the board of the director of Dongan Heibao Co.,Ltd.; Chairman of the board of the director and general manager of Harbin Dongan Engine (Group) Co., Ltd. Mr. Wang had been the vice general manager and chief financial officer of the Company since April 2010 to March 2014. Mr. Wang had been an independent director of AVIC BIAM New Materials Technology and Engineering Co., Ltd. from 2018 to June 2020. Mr. Wang has been a director of AVIC BIAM New Materials Technology and Engineering Co., Ltd. since July 2020.

Mr. Mao Fugen (毛付根), aged 58, a holder of the doctorate degree, a senior management accountant

and a committee member of the Cost Research Society of China. Mr. Mao graduated from the School of Accounting of Xia Men University in 1985 and achieved a master degree in economics (accounting) from Xia Men University in 1988, and a doctorate degree in economics (accounting) from Xiamen University in 1994. Mr. Mao is a long-term EMBA lecture professor in Xiamen University and other universities with main research areas including management accounting, corporate finance, cross- border corporate finance management and other areas and he has extensive experience in senior management training. Mr. Mao successively served as the lecturer, deputy professor and professor of the School of Accounting of Xiamen University. Mr. Mao had been an independent non-executive director of ZheJiang AoKang Shoes Co., Ltd. from December 2013 to December 2019, an independent non-executive director of Xiamen ITG Group Corp., Ltd. from May 2014 to May 2020 and an independent non-executive director of Huaneng Lancang River Hydropower Co., Ltd from August 2015 to February 2021. He is currently a professor of the School of Accounting of Xiamen University and an independent non-executive director of Deppon Logistics Co., Ltd.

Mr. Lin Guiping (林貴平), aged 55, a holder of doctorate degree. Mr. Lin graduated from Beijing

University of Aeronautics and Astronautics with a bachelor degree majoring in automotive engine in 1986, a master degree majoring in engineering thermal physics in 1989, and a doctorate degree majoring in man-machine and environmental engineering in 1993. Mr. Lin was promoted successively as the deputy professor in 1993, the professor in 1998, and was elected as the doctoral tutor in 2020. Mr. Lin has engaged in research work in multiple national projects including projects and sub-projects of major projects launched by the National Natural Science Foundation of China and the National High-tech R&D Program. Mr. Lin is a member of the Aviation Medical and Rescue Committee of the Chinese Society of Aeronautics and Astronautics.

As at the date of this announcement, as far as the Directors are aware, save as disclosed above, each of Mr. Wang Jun, Mr. Mao Fugen and Mr. Lin Guiping does not hold any directorships in other public listed companies nor does any of them hold any position with the Company or other members of the Group in the last three years. Each of Mr. Wang Jun, Mr. Mao Fugen and Mr. Lin Guiping does not have any relationship with any other Directors, Supervisors, senior management or substantial or controlling Shareholders of the Company.

As at the date of this announcement, Mr. Wang Jun held (1) 60,000 A shares in AVIC Xi'an Aircraft Industry Group Company Ltd. ("AVIC XAC") which represent approximately 0.002% of the total issued share capital of AVIC XAC, and (2) 60,000 A shares in AVICOPTER PLC ("AVICOPTER") which represent approximately 0.010% of the total issued share capital of AVICOPTER. Each of AVIC XAC and AVICOPTER is an associated corporation (within the meaning of Part XV of the SFO) of the Company. As at the date of this announcement, as far as the Directors are aware and saved as disclosed above, each of Mr. Wang Jun, Mr. Mao Fugen and Mr. Lin Guiping does not hold any interests or short

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positions within the meaning of Part XV of the SFO in the shares, underlying shares or debentures of the Company or any of its associated corporations.

Saved as disclosed above, there is no other information that is required to be disclosed pursuant to Rule

13.51 (2) (h) to (v) of the Hong Kong Listing Rules, nor is there any matter that needs to be brought to the attention of the Shareholders in relation to the proposed appointment of Mr. Wang Jun, Mr. Mao Fugen and Mr. Lin Guiping.

2. Proposed Re-election of Shareholder Representative Supervisors

Members of the sixth session of the Supervisory Committee, namely Mr. Zheng Qiang and Mr. Guo Guangxin, have been nominated by the Shareholders as candidates for re-election as Shareholder representative Supervisors of the seventh session of the Supervisory Committee for a term of three years commencing from the date on which the seventh session of the Supervisory Committee is established.

  1. PROPOSED NON-REAPPOINTMENT OF INTERNATIONAL AUDITOR AND RE-APPOINTMENT OF DOMESTIC AUDITOR FOR 2021

Reference is made to the announcement of the Company dated 30 March 2021 in relation to, among other things, the proposed adoption of the China Accounting Standards for Business Enterprises (the "CASBE").

ShineWing (HK) CPA Ltd. and ShineWing Certified Public Accountant LLP are the Company's international and domestic auditors, respectively. In view of the proposed adoption of the CASBE to prepare financial statements of the Company only, the Board proposed not to re-appoint ShineWing (HK) CPA Ltd. as the international auditor of the Company for the year of 2021.

ShineWing (HK) CPA Ltd. confirmed that there is no matter in relation to the proposed non- reappointment of international auditor that needs to be brought to the attention of the Shareholders or the Hong Kong Stock Exchange. The Board and the Audit Committee confirmed that the Company had no disagreement with ShineWing (HK) CPA Ltd. regarding the proposed non-reappointment of international auditor.

The Board considers that non-reappointment of international auditor will not have any material and adverse impact on the publication of the Company's interim results for the six months ending 30 June 2021 or any subsequent results.

According to the domestic and overseas regulation and information disclosure requirements of the Company, taking into account that ShineWing Certified Public Accountant LLP is a certified public accountant firm approved by the Ministry of Finance of the PRC and the China Securities Regulatory Commission and is qualified to adopt the China Standards on Auditing in providing auditing services to the issuers incorporated in the Mainland and listed in Hong Kong, the Board proposed to re-appoint ShineWing Certified Public Accountant LLP as the auditor of the Company for the year of 2021 with proposed remunerations of re-appointment of RMB2.8 million. The above auditor will perform audits on the financial statements prepared by the Company in accordance with the CASBE and undertake the

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duties of the international auditor in accordance with the Hong Kong Listing Rules for a term of office until the end of the 2021 annual general meeting of the Company.

The proposed (1) re-election and new appointment of Directors and Shareholder representative Supervisors; and (2) non-reappointment of international auditor and re-appointment of domestic auditor for 2021 will be submitted for the Shareholders' consideration and approval at the AGM.

A circular containing, among other things, further details of (1) the re-election and new appointment of Directors and Shareholder representative Supervisors; and (2) the non-reappointment of international auditor and re-appointment of domestic auditor for 2021, together with a notice of the AGM, will be despatched to the Shareholders in due course.

III. DEFINITIONS

"AGM"

the annual general meeting of the Company to be held on

Friday, 28 May 2021 at Avic Hotel, No. 10 Yi, Central East

Third Ring Road, Chaoyang District, Beijing, the PRC

"Articles of Association"

the articles of association of the Company, as amended from

time to time

AVIC

Aviation Industry Corporation of China, Ltd.* (中國航空工業

集團有限公司), the controlling Shareholder of the Company,

holding 61.60% equity interest in the Company directly and

indirectly as at the date of this announcement

"Board"

the board of directors of the Company

"Company"

AviChina Industry & Technology Company Limited* (中國航

空科技工業股份有限公司), a joint stock limited liability

company incorporated in the PRC, whose H Shares are listed

on the Hong Kong Stock Exchange

"Director(s)"

the director(s) of the Company

"Group"

the Company and its subsidiaries

"H Share(s)"

the overseas-listed foreign share(s) in the share capital of the

Company with a nominal value of RMB1.00 each, which are

subscribed for and traded in Hong Kong dollars and are listed

on the Hong Kong Stock Exchange

"Hong Kong Listing Rules"

the Rules Governing the Listing of Securities on The Stock

Exchange of Hong Kong Limited (as amended from time to

time)

"Hong Kong Stock

The Stock Exchange of Hong Kong Limited

Exchange"

"PRC"

the People's Republic of China

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"RMB"

Renminbi, the lawful currency of the PRC

"SFO"

the Securities and Futures Ordinance (Chapter 571 of the laws

of

Hong Kong) (as amended from time to time)

"Shareholder(s)"

holder(s) of Domestic Shares and holder(s) of H Shares

"Supervisors"

the supervisors of the Company

"Supervisory Committee"

the supervisory committee of the Company

By Order of the Board

AviChina Industry & Technology Company Limited*

Xu Bin

Company Secretary

Beijing, 20 April 2021

As at the date of this announcement, the Board comprises executive Directors Mr. Wang Xuejun and Mr. Zhao Hongwei, non-executive Directors Mr. Yan Lingxi, Mr. Lian Dawei, and Mr. Xu Gang as well as independent non-executive Directors Mr. Liu Renhuai, Mr. Liu Weiwu and Mr. Wang Jianxin.

* For identification purposes only

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AviChina Industry & Technology Co. Ltd. published this content on 20 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 April 2021 09:19:05 UTC.