China Suntien Green Energy : PROPOSED ADJUSTMENTS TO CERTAIN RESOLUTIONS OF THE A SHARE OFFERING

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in China Suntien Green Energy Corporation Limited, you should at once hand this circular, the enclosed proxy form and the reply slip for the EGM to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

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

This circular is for information only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities in the Company.

China Suntien Green Energy Corporation Limited*

新 天 綠 色 能 源 股 份 有 限 公 司

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

(Stock Code: 00956)

PROPOSED ADJUSTMENTS TO CERTAIN RESOLUTIONS

OF THE A SHARE OFFERING

China Suntien Green Energy Corporation Limited will convene the EGM at the Conference Room, 5th Floor, Ambassador Hotel, Shijiazhuang City, Hebei Province, the PRC at 9:00 a.m. on Friday, 30 August 2019. A notice and a supplemental notice convening the EGM were dispatched to the Shareholders on 15 July 2019 and 7 August 2019, respectively.

If you intend to appoint a proxy to attend the EGM, you are requested to complete and return the form of proxy and supplemental form of proxy enclosed with the notice and supplemental notice of the EGM in accordance with the instructions printed thereon. H Shareholders shall return the form of proxy and supplemental form of proxy to Computershare Hong Kong Investor Services Limited, and Domestic Shareholders shall return the form of proxy and supplemental form of proxy to the Company's registered office and headquarters in the PRC by hand or by post no later than 24 hours before the time appointed for holding the EGM or any adjournment thereof (for the purpose of the EGM, at or before 9:00 a.m. on Thursday, 29 August 2019). Completion and return of the form of proxy and/or supplemental form of proxy shall not preclude you from attending in person and voting at the EGM or any adjournment thereof.

If you intend to attend the EGM in person or by proxy, you are requested to complete and return the reply slip enclosed with the notice of the EGM to Computershare Hong Kong Investor Services Limited (if you are a H Shareholder) or the Company's registered office and headquarters in the PRC (if you are a Domestic Shareholder) on or before Friday, 9 August 2019.

* For identification purpose only

7 August 2019

CONTENTS
	Page
DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	4
APPENDIX I - REPORT ON THE USE OF PROCEEDS
PREVIOUSLY RAISED . . . . . . . . . . . . . . . . . . . . . . . . . . . .	40

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DEFINITIONS

In this circular, unless the context requires otherwise, the following terms shall have the following meanings:

"Articles of Association"	the articles of association of the Company currently in
	force
"Articles of Association (A+H	the articles of association (draft version) of the
Shares)"	Company effective from the A Share Listing Date
"A Shares"	the ordinary shares proposed to be issued by the
	Company under its A Share Offering Plan and to be
	subscribed for in RMB
"A Share Listing Date'"	the date on which A Shares of the Company will be
	listed on the Shanghai Stock Exchange
"A Share Offering"	the proposed initial public offering by the Company of
	no more than 134,750,000 A Shares which are proposed
	to be listed on the Shanghai Stock Exchange
"A Share Offering Plan"	the "Plan for the Initial Public Offering and Listing of
	A Shares of China Suntien Green Energy Corporation
	Limited" prepared by the Company for the A Share
	Offering
"Board"	the board of directors of the Company
"Code of Corporate Governance	the Code of Corporate Governance for Listed
for Listed Companies"	Companies （上市公司治理準則） promulgated by the
	CSRC (as revised on 30 September 2018)
"Company"	China Suntien Green Energy Corporation Limited（新天
	綠色能源股份有限公司）, a joint stock limited company
	incorporated in the PRC with limited liability
"connected person(s)"	shall have the meaning ascribed to it under the Listing
	Rules
"CSRC"	the China Securities Regulatory Commission
"Director(s)"	the director(s) of the Company
"Domestic Shares"	ordinary shares in the share capital of the Company,
	with a nominal value of RMB1.00 each, which are
	subscribed for and paid up in RMB
"Domestic Shareholder(s)"	the holder(s) of Domestic Shares

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	DEFINITIONS
"EGM"	the first extraordinary general meeting of the Company
	for 2019 to be convened at the Conference Room, 5th
	Floor, Ambassador Hotel, Shijiazhuang City, Hebei
	Province, the PRC at 9:00 a.m. on Friday, 30 August
	2019 in relation to the matters set out in this circular
"General Mandate"	the general mandate granted to the Board by the
	Shareholders at the 2018 annual general meeting
	convened on 11 June 2019 to issue Domestic Shares
	and H Shares representing no more than 20% of the
	total number of Domestic Shares and H Shares of the
	Company, respectively, in issue at the date of passing
	of the relevant resolution by the Shareholders

"Guidelines on the Articles of Association of Listed Companies"

"HECIC"

the Guidelines on the Articles of Association of Listed Companies （上市公司章程指引） promulgated by the CSRC (as revised on 17 April 2019)

Hebei Construction & Investment Group Co., Ltd.（河 北建設投資集團有限責任公司）, a wholly state-owned enterprise incorporated in the PRC, which is under the direct supervision of the State-owned Assets Supervision and Administration Commission of the People's Government of Hebei Province, and a controlling shareholder of the Company

"H Shares"	the overseas listed foreign invested shares in the share
	capital of the Company, with a nominal value of
	RMB1.00 each, which are listed on the Hong Kong
	Stock Exchange and traded in HKD
"HKD" or "HK$"	Hong Kong dollars, the lawful currency of Hong Kong
"Hong Kong"	the Hong Kong Special Administrative Region of the
	PRC
"Hong Kong Stock Exchange"	The Stock Exchange of Hong Kong Limited
"H Shareholder(s)"	the holder(s) of H Shares
"Latest Practicable Date"	5 August 2019, being the latest practicable date prior to
	the printing of this circular for ascertaining certain
	information contained herein
"Listing Rules"	the Rules Governing the Listing of Securities on The
	Stock Exchange of Hong Kong Limited, as amended,
	supplemented or otherwise modified from time to time

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	DEFINITIONS
"PRC"	the People's Republic of China, which, for the
	purposes of this circular only, excludes Hong Kong, the
	Macau Special Administrative Region and Taiwan
	region
"PRC Company Law"	the Company Law of the People's Republic of China
	（中華人民共和國公司法） (as revised by the Standing
	Committee of the Thirteenth National People's
	Congress on 26 October 2018)
"RMB"	Renminbi, the lawful currency of the PRC
"Rules of Procedure of the	the rules of procedure of the general meetings of the
General Meetings (A+H	Company effective from the A Share Listing Date
Shares)"
"Rules of Procedure of the Board	the rules of procedure of the board of directors of the
of Directors (A+H Shares)"	Company effective from the A Share Listing Date
"Rules of Procedure of the	the rules of procedure of the supervisory committee of
Supervisory Committee (A+H	the Company effective from the A Share Listing Date
Shares)"
"SASAC"	the State-owned Assets Supervision and Administration
	Commission of the State Council
"Share(s)"	share(s) in the share capital of the Company, with a
	nominal value of RMB1.00 each, including the
	Domestic Shares and H Shares
"Shareholder(s)"	the holder(s) of Share(s)
"Working Rules of Independent	the working rules of independent directors of the
Directors (A+H Shares)"	Company effective from the A Share Listing Date

The translated English names of the PRC nationals, entities, departments, facilities, certificates, titles, laws, regulations and the similar terms included in this circular and for which no official English translation exists are unofficial translations for your reference only. If there is any inconsistency, the Chinese names shall prevail.

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