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

(Stock Code: 00386)

Number of shares related to this proxy form(Note 2)

Revised Proxy Form for the Annual General Meeting for the year 2020

  1. (We)(note 1)

of

being

the

holder(s) of

H Share(s)(note 2) of

RMB1.00 each

of

China Petroleum & Chemical Corporation ("Sinopec Corp." or the "Company") now appoint

of

(I.D.

No.:

Tel. No.:

)/

the chairman of

the

meeting(note 3) as my (our) proxy to attend and vote for me (us) on the following resolutions in accordance with the instruction(s) below and on my (our) behalf at the annual general meeting of Sinopec Corp. for 2020 ("AGM") to be held at 9:00 a.m. on Tuesday, 25 May 2021 at Beijing Chaoyang U-Town Crowne Plaza, No. 3 Sanfeng North Area, Chaoyang District, Beijing, China. In the absence of any indication, the proxy may vote for or against the resolutions at his own discretion.

2020 AGM

No.

By way of non-cumulative voting

For(Note 4)

Against(Note 4)

1.

To consider and approve the Report of the Seventh Session of the Board of Directors of Sinopec Corp.

(including the Report of the Board of Directors for 2020).

2.

To consider and approve the Report of the Seventh Session of the Board of Supervisors of Sinopec

Corp. (including the Report of the Board of Supervisors for 2020).

3.

To consider and approve the audited financial reports of Sinopec Corp. for the year ended 31 December

2020 prepared by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers.

4.

To consider and approve the profit distribution plan of Sinopec Corp. for the year ended 31 December

2020.

5.

To authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year

2021.

6.

To consider and approve the appointment of KPMG Huazhen (Special General Partnership) and KPMG

as the external auditors of Sinopec Corp. for the year 2021, and to authorise the Board to determine

their remunerations.

7.

To authorise the Board to determine the proposed plan for issuance of debt financing instrument(s).

8.

To grant to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign

shares of Sinopec Corp.

9.

To consider and approve the service contracts for the directors of the eighth session of the Board and

the supervisors of the Board of Supervisors of Sinopec Corp. (including the salary terms).

No.

By way of cumulative voting

For(Note 5)

Against(Note 5)

10.00

To elect the directors of the Board (not including independent non-executive directors).

10.01

To elect Mr. Zhang Yuzhuo as a non-executive director of the eighth session of the Board of the

Company.

10.02

To elect Mr. Ma Yongsheng as an executive director of the eighth session of the Board of the

Company.

10.03

To elect Mr. Zhao Dong as a non-executive director of the eighth session of the Board of the

Company.

10.04

To elect Mr. Yu Baocai as an executive director of the eighth session of the Board of the Company.

10.05

To elect Mr. Liu Hongbin as an executive director of the eighth session of the Board of the

Company.

10.06

To elect Mr. Ling Yiqun as an executive director of the eighth session of the Board of the

Company.

10.07

To elect Mr. Li Yonglin as an executive director of the eighth session of the Board of the

Company.

11.00

To elect the independent non-executive directors of the Board.

11.01

To elect Mr. Cai Hongbin as an independent non-executive director of the eighth session of the

Board of the Company.

11.02

To elect Mr. Ng, Kar Ling Johnny as an independent non-executive director of the eighth session

of the Board of the Company.

11.03

To elect Ms. Shi Dan as an independent non-executive director of the eighth session of the Board

of the Company.

11.04

To elect Mr. Bi Mingjian as an independent non-executive director of the eighth session of the

Board of the Company.

12.00

To elect the supervisors (not including employee representative supervisors).

12.01

To elect Mr. Zhang Shaofeng as an external supervisor of the eighth session of the board of

supervisors of the Company.

12.02

To elect Mr. Jiang Zhenying as an external supervisor of the eighth session of the board of

supervisors of the Company.

12.03

To elect Mr. Zhang Zhiguo as an external supervisor of the eighth session of the board of

supervisors of the Company.

12.04

To elect Mr. Yin Zhaolin as an external supervisor of the eighth session of the board of supervisors

of the Company.

12.05

To elect Mr. Guo Hongjin as an internal supervisor of the eighth session of the board of

supervisors of the Company.

Date:

2021

Signature(s):

(note 6)

Notes:

  1. Please insert full name(s) and address(es) in BLOCK LETTERS.
  2. Please insert the number of share(s) registered in your name(s) relating to this form of proxy. If no number is inserted, this form of proxy will be deemed to relate to all of the shares in the capital of Sinopec Corp. registered in your name(s).
  3. Please insert the name and address of your proxy. If this is left blank, the chairman of the AGM will act as your proxy. One or more proxies, who may not be member(s) of Sinopec Corp., may be appointed to attend and vote in the AGM provided that such proxies must attend the AGM in person on your behalf. Any alteration made to this proxy form must be signed by the signatory.
  4. Attention: If you wish to vote FOR any resolution, please indicate with a "" in the appropriate space under "For". If you wish to vote AGAINST any resolution, please indicate with a "" in the appropriate space under "Against". In the absence of any such indication, the proxy may vote or abstain at his discretion. Pursuant to the articles of association of Sinopec Corp., the shares withheld or abstained from voting will not be counted in the calculation of the vote with voting right.
  5. Please note:
    In respect of sub-resolutions10.01-10.07 of the resolution No. 10 regarding election of the directors (not including independent non-executive directors, "INEDs") and sub-resolutions11.01-11.04 of the resolution No. 11 regarding election of the INEDs and sub-resolutions12.01-12.05 of the resolution No. 12 regarding election of the supervisors (not including employee representative supervisors), the cumulative voting system shall be adopted for those resolutions. Please refer to the following explanations and fill in your votes:
    1. In respect of sub-resolutions10.01-10.07, each share you hold has voting rights equal to the total number of directors (not including INEDs) to be elected i.e. 7. In respect of sub-resolutions11.01-11.04, each share you hold has voting rights equal to the total number of INEDs to be elected i.e. 4. In respect of sub-resolutions12.01-12.05, each share you hold has voting rights equal to the total number of supervisors to be elected i.e. 5. For example, if you hold 1 million shares, and the total number of directors (not including INEDs) to be elected is 7, the total number of shares for which you have the voting rights under sub-resolutions10.01-10.07 of the resolution No. 10 will be 7 million shares (i.e. 1 million sharesx7=7 million shares). The total number of shares for which you have the voting rights under sub-resolutions11.01-11.04 of the resolution No. 11 will be 4 million shares (i.e. 1 million sharesx4=4 million shares). The total number of shares for which you have the voting rights under sub-resolutions12.01-12.05 of the resolution No. 12 will be 5 million shares (i.e. 1 million sharesx5=5 million shares).
    2. Please note that you may give equal number of votes to each candidate, or give all your votes as represented by the shares you hold to one particular candidate, or certain number of votes as represented by the shares you hold to certain candidates.
    3. If you wish to give equal number of votes to each candidate, please indicate with a "" in the appropriate space under "For" or "Against"; if not, please state the number of votes in the column "For" and/or "Against" you give to each of the candidates for election.
    4. After you have allocated all the voting rights represented by all of the shares held by you to a certain number of candidates, you do not have further voting rights in respect of other candidates.
    5. Please note with particular attention that, if the total number of votes you have exercised and allocated to a certain number of candidates exceeds the total number of voting rights represented by the shares held by you, all your votes shall become void, and you will be deemed to have abstained from voting. If the total number of votes you have exercised and allocated to a certain number of candidates is no more than the total number of voting rights represented by the shares held by you, your votes are valid, and those votes not exercised (if any) will be deemed as being abstained from voting.
    6. Where the total number of votes in favour of a candidate for director (not including INEDs), INEDs or supervisors (not including employee representative supervisors) exceeds one-half of the total number of shares with voting rights represented by shareholders attending the AGM (based on the non-cumulative number of shares) and the votes for exceed the votes against, that candidate will be elected. If an insufficient number of directors or supervisors is to be elected at the AGM, then a further round of voting in respect of the unelected candidates will be conducted for the remaining vacancy, until all the directors and supervisors have been elected.
    7. When conducting a further round of voting for the vacancy of directors (not including INEDs), INEDs or supervisors (not including employee representative supervisors) according to (vi) above, the total number of shares for which the shareholders have the voting rights shall be re-calculated based on the number of the then candidates.
  6. This form of proxy must be signed under hand by you or your attorney duly authorised in writing on your behalf. If the appointor is a legal person, this form must be signed under its common seal or under hand by any directors or agents duly appointed by such corporation.
  7. The full text of resolutions No. 4, 7 and 8 are set out in the supplemental notice of the AGM. Resolutions No. 7 and 8 are special resolutions and the others are ordinary resolutions.
  8. In the case of joint holders of shares, any one of such persons may vote at the meeting, either personally or by proxy, in respect of such share as if he were solely entitled thereto; but if more than one of such joint holders are present at the meeting in person or by proxy, the vote of the person whose name stands first on the register of members of Sinopec Corp. in respect of such share shall be accepted.
  9. This form of proxy together with the power of attorney or other authorisation document(s) which have been notarised must be delivered by the holder of H Shares to Hong Kong Registrars Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong at least 24 hours before the time designated for the holding of the AGM (i.e. before 9:00 a.m., 24 May 2021 Hong Kong time) ("Deadline"). If the original copy of this proxy form is not received by such time, the shareholder can be deemed as having not attended the AGM and the relevant proxy form can be deemed as void, unless as stated otherwise in this proxy form.
  10. Important: If the shareholders of the Company have not yet lodged the original proxy form for the AGM (issued by the Company along with, among other things, the notice of the AGM dated 9 April 2021) (the "First Form of Proxy") with the Company or the Company's H Share Registrar, shareholders are requested to lodge only this revised form of proxy (the "Revised Form of Proxy"). A shareholder who has lodged the First Form of Proxy with the Company or the Company's H share registrar should note that:
  1. the duly completed Revised Form of Proxy will be treated as the valid form of proxy lodged by such shareholder;
  2. if such shareholder fails to lodge the Revised Form of Proxy with the Company or the Company's H share registrar, the lodged First Form of Proxy, if duly completed, will remain effective and applicable to the extent permissible. However, with regard to resolution No. 12 in the First Form of Proxy, since the sub-resolution thereunder to elect Mr. Zhou Liwei as an external supervisor of the eighth session of the board of supervisors of the Company (the "Withdrawn Resolution") has been withdrawn, (i) if the total number of votes you have exercised and allocated to the remaining candidates (i.e. excluding the number of votes on the Withdrawn Resolution in the First Form of Proxy) exceeds the total number of voting rights for resolution No. 12 represented by the shares held by you after the aforesaid withdrawal of resolution, all your votes on resolution No. 12 shall become void, and you will be deemed to have abstained from voting; (ii) if the total number of votes you have exercised and allocated to the remaining candidates (i.e. excluding the number of votes on the Withdrawn Resolution in the First Form of Proxy) is no more than the total number of voting rights for resolution No. 12 represented by the shares held by you after the aforesaid withdrawal of resolution, your votes on the Withdrawn Resolution shall become void, and your votes on the remaining sub-resolutions under resolution No. 12 will be valid, and those votes not exercised (if any) will be deemed as being abstained from voting;
  3. any Revised Form of Proxy which is lodged with the Company or the Company's H share registrar after the Deadline shall be invalid. The First Form of Proxy previously lodged by such shareholder shall not be revoked. The First Form of Proxy, if duly completed, will be deemed effective and applicable to the extent permissible. However, with regard to resolution No. 12 in the First Form of Proxy, since the Withdrawn Resolution thereunder has been withdrawn, (i) if the total number of votes you have exercised and allocated to the remaining candidates (i.e. excluding the number of votes on the Withdrawn Resolution in the First Form of Proxy) exceeds the total number of voting rights for resolution No. 12 represented by the shares held by you after the aforesaid withdrawal of resolution, all your votes on resolution No. 12 shall become void, and you will be deemed to have abstained from voting; (ii) if the total number of votes you have exercised and allocated to the remaining candidates (i.e. excluding the number of votes on the Withdrawn Resolution in the First Form of Proxy) is no more than the total number of voting rights for resolution No. 12 represented by the shares held by you after the aforesaid withdrawal of resolution, your votes on the Withdrawn Resolution shall become void, and your votes on the remaining sub-resolutions under resolution No. 12 will be valid, and those votes not exercised (if any) will be deemed as being abstained from voting.

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China Petroleum & Chemical Corporation published this content on 27 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 April 2021 09:14:02 UTC.