China Shenhua Energy : PROPOSAL FOR GENERAL MANDATE TO REPURCHASE H SHARES

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.

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

(Stock Code: 01088)

INSIDE INFORMATION ANNOUNCEMENT

PROPOSAL FOR GENERAL MANDATE

TO REPURCHASE H SHARES

This announcement is made pursuant to Rule 13.09(2) of the Rules Governing the Listing of Securities ("Listing Rules") on The Stock Exchange of Hong Kong Limited and the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong).

On 28 August 2020, the board of the directors (the "Board") of China Shenhua Energy Company Limited (the "Company") resolved to (i) propose to the general meeting of shareholders of the Company (the "General Meeting"), the A shareholders' class meeting of the Company ("A Shareholders' Class Meeting") and the H shareholders' class meeting of the Company ("H Shareholders' Class Meeting") to approve and grant the general mandate ("General Mandate") to the Board to repurchase the H shares of the Company ("H Shares"), and (ii) upon the approvals of the General Meeting, A Shareholders' Class Meeting and H Shareholders' Class Meeting to grant the General Mandate to the Board, authorise a committee comprising Wang Xiangxi (Chairman of the Board), Yang Jiping (chief executive officer) and Yuen Kwok Keung (director) of the Company, and the persons authorised by the committee to handle matters relevant to the repurchase of H Shares.

The general information of the proposed General Mandate is set out as follows:

1. Plan of Potential Repurchase of H Shares

1. Method of repurchase: repurchase on The Stock Exchange of Hong Kong Limited pursuant to the Listing Rules, the Codes on Takeovers and Mergers and Share Buy-backs of Hong Kong and other applicable laws and regulations.

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1. Quantity of repurchase: No more than 10% of the total number of H Shares of the Company in issue as at the date of passing the resolutions at the General Meeting, the A Shareholders' Class Meeting and the H Shareholders' Class Meeting.
2. Price of repurchase: The repurchase will be implemented by batches, and the repurchase price shall be no higher than 5% of the average closing price in the 5 trading days prior to the actual repurchase date. When implementing repurchase, the specific repurchase price shall be determined within the scope in accordance with the actual situation of the market and the Company.
3. Disposal of the repurchased shares: Upon completion of the repurchase, the Company will cancel the repurchased H Shares in stages or in a one-off manner, and the Company will reduce its registered capital accordingly.
4. Source of funds for the repurchase: Self-raised funds of the Company.
5. Time limit of repurchase: the Company shall not repurchase its shares within 30 days before the Company convenes a board meeting for periodical reports or releases periodical reports, within 10 trading days before the estimated results announcement or preliminary financial data announcement, or within 2 trading days after the Company's official publication of inside information during periods when inside information of the Company exists (including but not limited to major asset acquisition, asset restructuring, disposal of assets, etc.).

2. Scope of the General Mandate

The Board and its authorised persons are authorised to handle specific matters in relation to the repurchase of H Shares, including but not limited to:

1. formulating and implementing specific repurchase plan, including but not limited to determining the repurchase timing, repurchase period, repurchase price and repurchase quantity;
2. notifying creditors and making announcements in accordance with the requirements of the Company Law of the People's Republic of China, other laws and regulations and the Articles of Association of the Company;
3. opening overseas stock accounts, capital accounts and handling corresponding foreign exchange registration procedures;
4. performing relevant approval or filing procedures (if any) in accordance with applicable laws, regulations and regulatory provisions;

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1. handling the cancellation of repurchased shares, reducing the registered capital of the Company, revising the total amount of share capital, share capital structure and other relevant contents in relation to the Articles of Association of the Company and handling the procedures for modification registration and filing;
2. Signing and handling all other documents and matters in relation to repurchase of shares.

3. Period of the General Mandate

The General Mandate shall not exceed the relevant period. The relevant period shall commence from the day when the authority conferred by this resolution is approved by special resolutions at the General Meeting, the A Shareholders' Class Meeting and the H Shareholders' Class Meeting and end at the earlier of:

1. the conclusion of the annual general meeting for 2020 of the Company;
2. the date on which the authorisation in this resolution is revoked or varied by special resolutions at the General Meeting, the A Shareholders' Class Meeting and the H Shareholders' Class Meeting.

The General Mandate is subject to the respective approvals at the General Meeting, the A Shareholders' Class Meeting and the H Shareholders' Class Meeting by way of special resolutions. The Company will announce further information about the General Mandate and shareholders' meetings of the Company in due course. Shareholders and potential investors of the Company are advised to pay attention to investment risks and exercise caution when dealing in the shares of the Company.

By order of the Board

China Shenhua Energy Company Limited

Secretary to the Board

Huang Qing

Beijing, 28 August 2020

As at the date of this announcement, the Board comprises the following: Mr. Wang Xiangxi, Mr. Yang Jiping and Mr. Xu Mingjun as executive directors, Mr. Jia Jinzhong and Mr. Zhao Yongfeng as non-executive directors, Dr. Yuen Kwok Keung, Dr. Bai Chong-En and Dr. Chen Hanwen as independent non-executive directors, and Mr.Wang Xingzhong as employee director.

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