Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, 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 notice.

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

(Stock Code: 3983)

REVISED NOTICE OF FIRST EXTRAORDINARY

GENERAL MEETING OF 2020

PROPOSED APPOINTMENT OF DIRECTOR

AND PROPOSED AMENDMENT OF ARTICLES OF ASSOCIATION

We refer to the notice of the extraordinary general meeting (the ''Original Notice'') of China BlueChemical Ltd. (the ''Company'') dated 12 July 2020, which sets out the time and venue of the first extraordinary general meeting of 2020 of the Company (the ''EGM'') and contains the resolution to be considered and approved by the shareholders of the Company (the ''Shareholders'') at the EGM.

We also refer to the announcement (the ''Announcement'') of the Company dated 12 August 2020, which contains details in relation to a supplemental proposal regarding the proposed appointment of a director of the Company.

All resolutions to be proposed at the EGM are now set out in this revised notice (the ''Revised Notice'') as follows. Unless otherwise defined, capitalized terms used herein shall have the same meanings as those defined in the Original Notice and the Announcement.

  • For identification purpose only

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REVISED NOTICE IS HEREBY GIVEN that the EGM will be held as originally scheduled at the Meeting Room 1401, Kaikang CNOOC Mansion, No. 15 Sanqu, Anzhenxili, Chaoyang District, Beijing, the PRC on Wednesday, 26 August 2020 at 9 : 00 a.m. for the purpose of considering and, if thought fit, passing of the following resolutions:

By way of special resolution:

1. To consider and approve the amendments to the articles of association of the Company and to authorise the Board to deal with on behalf of the Company the relevant filing and amendments (where necessary) procedures and other related issues arising from the amendments to the articles of association of the Company.

By way of ordinary resolution:

2. To consider and approve the appointment of Mr. Hou Xiaofeng as an executive director of the Company, to authorise the Chairman of the Company to sign the relevant service contract on behalf of the Company with Mr. Hou Xiaofeng, and to authorise the Board, which in turn will further delegate the remuneration committee of the Board to determine his remuneration.

By order of the Board

China BlueChemical Ltd.*

Wu Xiaoxia

Company Secretary

Beijing, the PRC

12 August 2020

As at the date of this notice, the executive director of the Company is Mr. Wang Weimin, the non-executive directors of the Company are Mr. Meng Jun and Mr. Guo Xinjun, and the independent non-executive directors of the Company are Ms. Karen Lee Kit Ying, Mr. Eddie Lee Kwan Hung and Mr. Yu Changchun.

Notes:

1. For the details of the amendments to the articles of association of the Company in resolution 1, please refer to the circular of the EGM despatched on 12 July 2020. For the biographical details of Mr. Hou Xiaofeng in resolution 2, please refer to the Appendix to the Revised Notice.

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  1. In order to determine the list of shareholders who are entitled to attend and vote at the EGM, the register of members will be closed from 27 July 2020 to 26 August 2020 (both days inclusive), during which no transfer of shares will be effected. In order to qualify for attendance at the EGM, all instruments of transfer, accompanied by the relevant H share certificates, must be lodged with the Hong Kong share registrar for H Shares, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4 : 30 p.m. on 24 July 2020. Shareholders of the Company whose names appear on the register of members of the Company on 26 August 2020 are entitled to attend the EGM.
  2. A shareholder entitled to attend and vote at the EGM may appoint one or more proxies to attend and vote in his/her stead. A proxy need not be a shareholder of the Company. Where a shareholder has appointed more than one proxy to attend the EGM, such proxies may only vote on a poll.
    The instrument appointing a proxy must be in writing under the hand of a shareholder or his/her attorney duly authorised in writing. If the shareholder is a corporation, that instrument must be either under its common seal or under the hand of its attorney or duly authorised attorney(s). If that instrument is signed by an attorney of the shareholder, the power of attorney authorising that attorney to sign or other authorisation document must be notarised.
    Important: The original proxy form despatched on 12 July 2020 is superseded by the revised proxy form despatched to you on 12 August 2020 (the ''Revised Proxy Form'').
    In order to be valid, in respect of holders of the domestic shares or unlisted foreign shares of the Company, the Revised Proxy Form together with the power of attorney or other authorisation document (if any) must be deposited at the Company's Secretary Office of the Board in China (Address: Room 1707, Kaikang CNOOC Mansion, No. 15, Sanqu, Anzhenxili, Chaoyang District, Beijing, the PRC) not less than 24 hours (i.e., by 9 : 00 a.m., Tuesday, 25 August 2020) before the time fixed for holding the EGM. In respect of the Company's H Shares, the said documents together must be lodged at the Company's H Share Registrar within the abovementioned period by holders of H Shares. The H Share Registrar of the Company is Computershare Hong Kong Investor Services Limited, whose address is 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong. Completion and return of the Revised Proxy Form will not preclude a shareholder from attending and voting in person at the EGM if he/she so wishes.
  3. The reply slip dispatched on 12 July 2020 is still valid and applicable to the EGM.
  4. Shareholders or their proxies must present proof of their identities upon attending the EGM. Should a proxy be appointed, the proxy must also present copies of his/her proxy form, or copies of appointing instrument and power of attorney, if applicable.
  5. The EGM is expected to last not more than one day. Shareholder or proxies attending the EGM are responsible for their own transportation and accommodation expenses.

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Appendix - Biographical Details of Mr. Hou Xiaofeng

Mr. Hou Xiaofeng is the chief executive officer and president of the Company. Mr. Hou Xiaofeng, born in April 1976, graduated from Hefei University of Technology with a bachelor's degree in computer and applications in July 1997. In December 2007, he obtained a master's degree in finance from Capital University of Economics and Business. He was qualified as a senior engineer. From July 1997 to September 2001, he worked successively as a software engineer and network manager in information management department of China National Offshore Oil Corporation (''CNOOC''). From September 2001 to March 2015, he served successively as the information technology director, chief technology officer and chief engineer of CNOOC's information management department, and during this period, he worked concurrently as a member of CNOOC's ERP project preparation team and manager of the technology team from June 2004 to November 2009. From March 2015 to March 2018, he held the positions of chief engineer of information department of CNOOC and that of CNOOC Limited (a company listed on The Stock Exchange of Hong Kong Limited with stock code: 883 and whose American depository receipts are listed on the New York Stock Exchange with code: CEO and the Toronto Stock Exchange with code: CNU) as well as a team leader of CNOOC's ''Internet+'' joint work group, responsible for e-commerce, big data and network security, etc. From March 2018 to May 2020, he served as a member of CCP Standing Committee and Deputy Governor of Gannan Tibetan Autonomous Prefecture in Gansu Province, responsible for industry and informatization, agriculture and rural development, animal husbandry and veterinary medicine, supply and sale, and agricultural machinery, etc.

Subject to the approval of his appointment as an executive Director by the Shareholders, Mr. Hou Xiaofeng will enter into a service contract with the Company. Mr. Hou Xiaofeng's term of office as an executive Director will commence from the date on which his appointment is approved by the Shareholders and shall last until a new session of the Directors is approved by the Shareholders at the 2020 annual general meeting of the Company. The Board will be authorised by the Shareholders, and the remuneration committee of the Board will be further delegated the responsibility by the Board to determine remuneration of Mr. Hou Xiaofeng according to his qualifications, abilities, responsibilities and experience. After remuneration of Mr. Hou Xiaofeng is fixed by the remuneration committee of the Board, the Company will make an announcement accordingly. For details of Mr. Hou Xiaofeng's remuneration as the chief executive officer and president of the Company, please refer to the Company's announcement dated 12 August 2020.

Save as disclosed above, Mr. Hou Xiaofeng did not hold any other directorships in other listed companies in the past three years and he (i) had no relationship with any Directors, Supervisors, senior management or substantial or controlling Shareholders; (ii) had no interest in any Shares within the meaning of Part XV of the SFO; and (iii) held no other position with the Company or other members of the Group.

Save as disclosed above, Mr. Hou Xiaofeng has confirmed that there are no matters that need to be brought to the attention of the Shareholders, and there is no other information in relation to aforesaid proposed appointment as an executive Director that is required to be disclosed pursuant to Rule 13.51(2)(h) to (v) of the Listing Rules.

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China BlueChemical Ltd. published this content on 12 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 August 2020 09:22:14 UTC