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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

UPDATE IN RELATION TO THE VERY SUBSTANTIAL ACQUISITION AND CONNECTED TRANSACTION IN RELATION TO THE ABSORPTION AND MERGER OF CGGC

References are made to the announcements of China Energy Engineering Corporation Limited* (中國 能源建設股份有限公司) (the "Company") dated 15 October 2020, 27 October 2020 (the "27 October Announcement"), 8 February 2021 and 19 March 2021 and the circular of the Second Extraordinary General Meeting of 2021, the Second Domestic Shareholders' Class Meeting of 2021 and the Second H Shareholders' Class Meeting of 2021 dated 25 March 2021 (the "Circular"), in relation to, amongst others, the intended absorption and merger of China Gezhouba Group Stock Company Limited* (中國葛洲壩集團股份有限公司) ("CGGC") by the Company through share swap by the issuance of A shares to shareholders of CGGC other than China Gezhouba Group Company Limited* (中國葛洲壩集團有限公司). Unless otherwise defined, the capitalised terms used this announcement shall have the same meaning as those defined in the 27 October Announcement and the Circular.

In order to safeguard the interests of the Company and shareholders of CGGC, pursuant to the Company Law of the People's Republic of China and other requirements, the Merger will entitle the Dissenting Shareholders of the Company the Put Option and the Dissenting Shareholders of CGGC the Cash Alternative.

China Energy Construction Group Co., Ltd.*(中國能源建設集團有限公司) ("Energy China Group"), the controlling shareholder of the Company, confirmed that Energy China Group will be the Put Option Provider of Dissenting Shareholder of the Company and the Cash Alternative Provider of Dissenting Shareholder of CGGC under the Merger.

  • For identification purpose only

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WARNING

The implementation of the Merger remains subject to the satisfaction of the conditions precedent as set out in the Merger Agreement, and the Merger may or may not proceed or become unconditional or effective accordingly. Shareholders and potential investors of the Company should exercise caution when dealing in the shares of Company.

By order of the Board

CHINA ENERGY ENGINEERING CORPORATION LIMITED*

Song Hailiang

Chairman

Beijing, the PRC

7 April 2021

As at the date of this announcement, the executive directors of the Company are Mr. Song Hailiang, Mr. Sun Hongshui and Mr. Ma Mingwei; the non-executive directors are Mr. Li Shulei, Mr. Liu Xueshi and Mr. Si Xinbo; and the independent non-executive directors are Mr. Zhao Lixin, Mr. Cheng Niangao and Dr. Ngai Wai Fung.

* For identification purpose only

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CEEC - China Energy Engineering Corp. Ltd. published this content on 07 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 07 April 2021 10:43:09 UTC.