Maanshan Iron & Steel : ANNOUNCEMENT ON AMENDMENTS TO THE ARTICLES OF ASSOCIATION AND ITS APPENDICES

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馬 鞍 山 鋼 鐵 股 份 有 限 公 司

Maanshan Iron & Steel Company Limited

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

(Stock Code: 00323)

ANNOUNCEMENT ON AMENDMENTS TO THE ARTICLES OF

ASSOCIATION AND ITS APPENDICES

At the 61st meeting of the nineth session of the board of directors (the "Board") of Maanshan Iron & Steel Company Limited (the "Company") held on 7 June 2022, the "Proposed Amendments of the Articles of Association and its Appendices of Maanshan Iron & Steel Company Limited" was reviewed and approved, proposing to amend the Articles of Association and its appendices.

The proposed amendments to the Articles of Association and its appendices are subject to the consideration and approval of the shareholders of the Company (the "Shareholders") by way of a special resolution at the annual general meeting of the Company in 2022 (the "AGM").

A supplemental circular containing, inter alia, further details concerning the proposed amendments to the Articles of Association and its appendices with a supplemental notice of AGM will be despatched to the Shareholders in due course.

Pursuant to the relevant regulations or requirements of Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Reply of the State Council on Adjusting the Provisions Applicable to the Notice Period for Convening Shareholders' General Meetings and Other Matters Applicable to Overseas Listed Companies and the Guidelines on the Articles of Association for Listed Companies issued by the CSRC, and with reference to the Company's situation of equity incentive, the "Proposed Amendments of the Articles of Association and its Appendices of Maanshan Iron & Steel Company Limited" was reviewed and approved at the 61st meeting of the Board on 7 June 2022, proposing to amend the Articles of Association and its appendices. The amendments will be submitted to the AGM for review and approval, and it is requested that the Board be authorized at the AGM to make appropriate adjustments to the wordings and handle other related matters (if necessary) in accordance with the requirements of competent authorities.

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Details of the amendments are as follows:

No.	Original articles and description	Amended articles and description
1	Article 5 The Company is a Sino-foreign joint	Article 5 The Company is a Sino-foreignjoint
	stock limited company which has perpetual	stocklimited company which has perpetual
	existence.	existence.
2	Article 16 As approved by the Company's	Article 16 As approved by the Company's
	supervising authorities mandated by the State	supervising authorities mandated by the State
	Council, the total number of ordinary shares	Council, the total number of ordinary shares
	issued by the Company is 7,700,681,186 shares.	issued by the Company is 7,775,731,186shares.
3	Article 17 The share capital structure of	Article 17 The share capital structure of
	the Company is: 7,700,681,186 ordinary	the Company is: 7,775,731,186ordinary
	shares, among which 5,967,751,186 shares	shares, among which 6,042,801,186shares
	are Domestic Shares, representing 77.496%	are Domestic Shares, representing 77.714%
	of the total ordinary shares of the Company,	of the total ordinary shares of the Company,
	and 1,732,930,000 shares are Overseas-Listed	and 1,732,930,000 shares are Overseas-Listed
	Foreign Shares, representing 22.504% of the	Foreign Shares, representing 22.286%of the
	total ordinary shares issued by the Company.	total ordinary shares issued by the Company.
4	Article 20 The registered capital of the	Article 20 The registered capital of the Company is
	Company is RMB7,700,681,186.	RMB7,775,731,186.
5	Article 24 When the Company is to reduce	Article 24 When the Company is to reduce
	its registered capital, it must prepare a balance	its registered capital, it must prepare a balance
	sheet and an inventory of assets.	sheet and an inventory of assets.
	The Company shall notify its creditors within	The Company shall notify its creditors within
	10 days of adopting the resolution to reduce	10 days of adopting the resolution to reduce
	its registered capital and shall publish an	its registered capital and shall publish an
	announcement of the resolution at least three	announcement of the resolution within 30 days
	times within 30 days of the said date. Creditors	of the said date. Creditors shall, within 30 days
	shall, within 30 days of receiving a written	of receiving a written notice or within 45 days
	notice or within 90 days of the date of the	of the date of the public announcement for
	first public announcement for those who have	those who have not received a written notice,be
	not received a written notice, be entitled to	entitled to require the Company to pay its debts
	require the Company to pay its debts in full	in full or to provide a corresponding guarantee
	or to provide a corresponding guarantee for	for repayment.
	repayment.
		The reduced registered capital of the Company
	The reduced registered capital of the Company	may not be less than the statutory minimum
	may not be less than the statutory minimum	amount.
	amount.

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No.	Original articles and description	Amended articles and description
6	Article 39 Within 30 days prior to the holding	Article 39 Where the relevant laws, rules,
	of the shareholders' general meeting or within	regulations, standardization documents, the
	5 days prior to the record date when the	securities regulatory authorities of the place
	Company determines to distribute dividends, no	where the shares in the Company are listed and
	registration of change in the register of members	the stock exchange have other requirements on
	arising from the transfer of shares shall be	the change in the register of members period of
	conducted.	closure of the register of shareholders prior to a
		shareholders' general meeting or the reference
		date set by the Company for the purpose of
		distribution of dividend, such requirements shall
		be followed.
7	Article 48 If the directors, supervisors, and	Article 48 If the directors, supervisors, and
	senior management officers of the Company	senior management officers of the Company
	and any shareholders who hold 5% or more of	and any shareholders who hold 5% or more
	voting shares of the Company, sell his shares in	sharesof the Company, sell his shares in the
	the Company within six months of his purchase,	Company or other equity securitieswithin six
	or purchases the shares again within six months	months of his purchase, or purchases the shares
	of the sale, the profits thus made shall accrue	again within six months of the sale, the profits
	to the Company and the board of directors shall	thus made shall accrue to the Company and the
	collect all such profits. If a securities company,	board of directors shall collect all such profits.
	however, as the underwriter, purchases all the	Except fora securities company, however, as the
	unsold shares and therefore holds more than 5%	underwriter, purchases all the unsold shares and
	of the shares, it is not subject to the six months	therefore holds more than 5% of the shares, and
	restriction for selling such shares.	other circumstances specified by the CSRC.
	If the board of directors fails to comply with the	The shares or other equity securities held by the
	provision set out in the preceding paragraph,	director, supervisor, senior management, or a
	the shareholders have the right to request the	natural person shareholder as mentioned in the
	board of directors to do so within 30 days. The	preceding paragraph shall include the shares
	shareholders have the right to initiate litigation	or other equity securities held by his or her
	in the People's Court directly in their own name	spouse, parents, and children or held through
	for the interests of the Company if the board	any other person's account.If the board of
	of directors fails to comply with the provision	directors refuses to comply with Paragraph (1)
	within the period specified hereinabove.	of this Article, the shareholders have the right to
		request the board of directors to do so within 30
	If the board of directors refuses to comply with	days. The shareholders have the right to initiate
	Paragraph (1) of this Article, the directors at	litigation in the People's Court directly in their
	fault shall assume joint and several liabilities in	own name for the interests of the Company
	accordance with the laws.	if the board of directors fails to comply with
		the provision within the period specified
		hereinabove.
		If the board of directors refuses to comply with
		Paragraph (1) of this Article, the directors at
		fault shall assume joint and several liabilities in
		accordance with the laws.
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No.	Original articles and description	Amended articles and description
8	Article 50 The holders of ordinary shares of	Article 50 The holders of ordinary shares of
	the Company shall enjoy the following rights:	the Company shall enjoy the following rights:
	(1) to claim dividends and distribution of	(1) to claim dividends and distribution of
	profits in any other form in proportion to	profits in any other form in proportion to
	the number of shares held;	the number of shares held;
	(2) to request, convene, preside over, attend	(2) to request, convene, preside over, attend
	or appoint proxy to attend shareholders'	or appoint proxy to attend shareholders'
	general meeting and to exercise voting	general meeting and to exercise voting
	right in accordance with the laws and the	right in accordance with the laws and the
	Articles of Associations;	Articles of Associations;
	(3) to supervise and to put forward proposals	(3) to supervise and to put forward proposals
	and make enquiries relating to the business	and make enquiries relating to the business
	operations of the Company;	operations of the Company;
	(4) to transfer, donate and pledge their shares	(4) to transfer, donate and pledge their shares
	in accordance with the laws, administrative	in accordance with the laws, administrative
	regulations and the Articles of Association;	regulations and the Articles of Association;
	(5) to	receive relevant information in	(5) to	receive relevant information in
	accordance with the Articles of Association,	accordance with the Articles of Association,
	including:	including:
	i.	the right to obtain a copy of the	i.	the right to obtain a copy of the
		Articles of Association upon payment		Articles of Association upon payment
		of the cost thereof;		of the cost thereof;
	ii. the right to inspect and receive copies	ii. the right to inspect and receive copies
		of the following upon payment of		of the following upon payment of
		reasonable charges:		reasonable charges:

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No.	Original articles and description	Amended articles and description
	I.	all parts of the register of shareholders;	I.	all parts of the register of shareholders;
	II.	the following personal particulars	II.	the following personal particulars
		of each of the directors, supervisors,		of each of the directors, supervisors,
		general manager and other senior		general manager and other senior
		management officers of the		management officers of the
		Company:		Company:
		a.	his present and former name		a.	his present and former name
			and aliases;			and aliases;
		b.	his principal address (or		b.	his principal address (or
			domicile);			domicile);
		c.	his nationality;		c.	his nationality;
		d.	his primary occupation, all		d.	his primary occupation, all
			other concurrent occupations			other concurrent occupations
			and duties; and			and duties; and
		e.	his identification documents		e.	his identification documents
			and the numbers thereof.			and the numbers thereof.
	III.	the status of the Company's	III.	the status of the Company's
		share capital;		share capital;
	IV.	a report showing the aggregate	IV.	a report showing the aggregate
		nominal value, the quantity and		nominal value, the quantity and
		the maximum and minimum		the maximum and minimum
		prices paid by the Company in		prices paid by the Company in
		respect of each class of shares		respect of each class of shares
		repurchased by the Company		repurchased by the Company
		since the last financial year, and		since the last financial year, and
		the aggregate amount paid by the		the aggregate amount paid by the
		Company for this purpose;		Company for this purpose;

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