China Energy Engineering : ANNOUNCEMENT UNLOCKING PROPOSAL OF PHASE TWO OF RESTRICTED SHARES

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CHINA ENERGY ENGINEERING CORPORATION LIMITED*

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

(Stock Code: 3996)

ANNOUNCEMENT

UNLOCKING PROPOSAL OF PHASE TWO OF RESTRICTED SHARES

Reference is made to (1) the announcement of China Energy Engineering Corporation Limited (the "Company") dated 27 July 2016, in relation to the proposed adoption of restricted shares incentive scheme (the "Incentive Scheme"); (2) the announcement of the Company dated 3 October 2016, in relation to the approval for the Incentive Scheme from the State-owned Assets Supervision and Administration Commission of the State Council of the People's Republic of China; (3) the circular of the Company dated 6 October 2016, in relation to the proposed adoption of the Incentive Scheme at the general meeting; (4) the announcement of the Company dated 21 November 2016, in relation to the initial grant of restricted shares to certain eligible Incentive Scheme participants under the Incentive Scheme (the "Initial Grant"); and (5) the announcement of the Company dated 16 November 2018, in relation to the phase one of unlocking of the Initial Grant of Restricted Shares. Unless otherwise specified, capitalized terms used in this announcement shall have the meanings as those defined in the announcements and the circular.

Pursuant to the requirements of the Incentive Scheme, the lock-up period of the Restricted Shares granted to eligible Incentive Scheme participants in the Initial Grant shall be two years commencing from the date of the Initial Grant. Upon the fulfillment of certain conditions as stated in the Incentive Scheme, 33% of the Restricted Shares granted shall be unlocked from the first trading day after the above lock-up period expires. On 21 November 2019, the board of directors (the "Board") of the Company resolved that, as the Company has not realized the performance assessment conditions for phase two of unlocking for 2018, Incentive Scheme participants' phase two of the Company's Restricted Shares to be unlocked were transferred back to the entrusted management agency by the Company at the granted price. As such, the Company has transferred 92.78 million Restricted Shares of 504 Incentive Scheme participants back to the entrusted management agency at the granted price and the Company paid RMB54.7402 million in total.

By order of the Board

CHINA ENERGY ENGINEERING CORPORATION LIMITED*

Wang Jianping

Chairman

Beijing, the PRC

21 November 2019

As at the date of this announcement, the executive directors of the Company are Mr. Wang Jianping, Mr. Ding Yanzhang and Mr. Zhang Xianchong; the non-executive directors are Mr. Ma Chuanjing, Mr. Liu Xueshi and Mr. Si Xinbo; and the independent non-executive directors are Mr. Ding Yuanchen, Mr. Zheng Qiyu and Mr. Cheung Yuk Ming.

• For identification purpose only