PetroChina : Resolutions Passed at the Annual General Meeting for the Year 2020 Payment of the Final Dividends

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中國石油天然氣股份有限公司

PETROCHINA COMPANY LIMITED

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

(Stock Code: 857)

RESOLUTIONS PASSED AT THE ANNUAL GENERAL MEETING FOR THE YEAR 2020

PAYMENT OF THE FINAL DIVIDENDS

The board of directors (the "Board") of PetroChina Company Limited (the "Company") is pleased to announce that the annual general meeting of the Company for the year 2020 (the "AGM") was held in Beijing at 9 a.m. on 10 June 2021 and the resolutions set out below were duly passed.

The Board also wishes to notify the shareholders of the Company (the "Shareholders") of details relating to the payment of the final dividends for the year ended 31 December 2020.

Resolutions Passed at the Annual General Meeting for the Year 2020

We refer to the notice of the AGM of the Company dated 20 April 2021 (the "Notice") and the circular of the Company dated 20 April 2021 in relation to the AGM (the "Circular"). Unless otherwise defined herein, terms used in this announcement shall have the same meanings as defined in the Circular.

The Board is pleased to announce that the AGM was held at V-Continent Wuzhou Hotel, No. 8, North 4th Circle, Middle Road, Chaoyang District, Beijing, the PRC at 9 a.m. on 10 June 2021 by way of physical meeting.

The meeting was convened by the Board, and was chaired by Mr. Dai Houliang, Chairman of the Board. Some of the Directors and Supervisors, as well as secretary to the Board, attended the AGM. Other relevant members of the senior management were also present at the AGM. The AGM was legally and validly convened in compliance with the requirements of the Company Law of the PRC and the Articles of Association.

At the AGM, the following resolutions were considered and approved by way of poll, and the poll results of the votes are as follows:

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	Resolutions	For		Against		Abstain
		Number of votes	Percentage	Number of votes	Percentage	Number of votes	Percentage
		cast	(%)	cast	(%)	cast		(%)
1.	To consider and	155,092,180,438	99.867721	204,113,959	0.131434	1,312,600		0.000845
	approve the report of
	the board of directors
	of the Company for
	the year 2020.
2.	To consider and	155,117,425,138	99.883976	178,397,559	0.114875	1,784,300		0.001149
	approve the report of
	the supervisory
	committee of the
	Company for the year
	2020.
3.	To consider and	154,936,516,467	99.767485	359,932,230	0.231769	1,158,300		0.000746
	approve the financial
	report of the
	Company for the year
	2020.
4.	To consider and	155,267,344,197	99.980513	29,507,000	0.019000	755,800		0.000487
	approve the
	declaration and
	payment of the final
	dividends for the year
	ended 31 December
	2020 in the amount
	and in the manner
	recommended by the
	Board.
5.	To consider and	155,267,259,597	99.980459	29,473,600	0.018978	873,800		0.000563
	approve the
	authorisation of the
	Board to determine
	the distribution of
	interim dividends for
	the year 2021.
6.	To consider and	155,126,042,425	99.889525	170,085,072	0.109522	1,479,500		0.000953
	approve the
	appointment of
	PricewaterhouseCoop
	ers Zhong Tian LLP
	and
	PricewaterhouseCoop
	ers as the domestic
	and international
	auditors of the
	Company for the year
	2021 and to authorise
	the Board to
	determine their
	remuneration.
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7.	To consider and	151,337,065,940	97.449709	3,958,684,457	2.549095	1,856,600	0.001196
	approve the
	guarantees to be
	provided to the
	subsidiaries and
	affiliated companies
	of the Company and
	relevant authorization
	to the Board.
8.	To consider and	155,289,508,397	99.994785	6,401,200	0.004122	1,697,400	0.001093
	approve, by way of
	special resolution, to
	unconditionally grant
	a general mandate to
	the Board to
	determine and deal
	with the issue of debt
	financing instruments
	of the Company with
	an outstanding
	balance amount of up
	to RMB100 billion
	(the foreign currency
	equivalent calculated
	by using the middle
	exchange rate
	announced by the
	People's Bank of
	China on the date of
	issue) and determine
	the terms and
	conditions of such
	issue.

As the above resolutions numbered 1 to 7 were passed by a simple majority, these resolutions were duly passed as ordinary resolutions. As the above resolution numbered 8 was passed by two-thirds majority, the resolution was duly passed as a special resolution.

As at the date of the AGM:

1. The issued share capital of the Company and total number of Shares entitling the holders to attend and vote for or against the resolutions set out in 1 to 8 above at the AGM: 183,020,977,818 Shares comprising 161,922,077,818 A Shares and 21,098,900,000 H Shares.
2. Information on the Shareholders and proxies who attended and voted at the AGM is as follows:

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Number of Shareholders or proxies who attended	166
and voted at the AGM
Total number of voting shares of the Company	155,297,606,997
held by such attending Shareholders or proxies
of which: A Shares	148,405,491,492
H Shares	6,892,115,505
Percentage of such voting shares of the Company	84.852354
held by such attending Shareholders or proxies, as
compared with the total number of voting shares
of the Company (%)
of which: A Shares (%)	81.086602
H Shares (%)	3.765752

1. There were no Shares of the Company entitling the holders to attend and vote only against the resolutions at the AGM.
2. The poll results were subject to scrutiny by Xiong Xiaotong and Fan Kun, representatives of holders of A Shares, Lu Yaozhong, Supervisor of the Company, Gao Yimin of King & Wood Mallesons and Wang Mengtao of Computershare Hong Kong Investor Services Limited. Computershare Hong Kong Investor Services Limited acted as the scrutineer for the vote-counting.

Payment of the Final Dividends

The Board also wishes to notify Shareholders the details of the payment of the final dividends for the year ended 31 December 2020 are as follows:

The Company will pay final dividends of RMB0.08742 per Share (inclusive of applicable tax) for the year ended 31 December 2020. The payment shall be made to Shareholders whose names appeared on the register of members of the Company at close of business on 28 June 2021 (the "Record Date"). According to the Articles of Association, dividends payable to the Shareholders shall be declared in Renminbi, and dividends payable to holders of A Shares shall be paid in Renminbi, and for the A Shares of the Company listed on the Shanghai Stock Exchange and invested by the investors through the Stock Exchange of Hong Kong Limited ("Hong Kong Stock Exchange"), dividends shall be paid in Renminbi to the accounts of the nominal shareholders through China Securities Depository and Clearing Corporation Limited ("CSDC"). Save for the H Shares of the Company listed on the Hong Kong Stock Exchange and invested by the investors through the Shanghai Stock Exchange (the "H Shares under the Southbound Trading Link"), dividends payable to the holders of H Shares shall be paid in Hong Kong Dollars. Dividends payable to the holders of H Shares under the Southbound Trading Link shall be paid in Renminbi. In accordance with the Agreement on Payment of Cash Dividends on the H Shares under the Southbound Trading Link between the Company and CSDC, CSDC will receive the dividends payable by the Company to holders of the H Shares under the Southbound Trading Link as a nominal holder of the H Shares under the Southbound Trading Link on behalf of investors and assist the payment of dividends on the H Shares under the Southbound Trading Link to investors thereof. The following formula shall apply for the purpose of calculating the Hong Kong dollar equivalent of the amount of final dividends payable per H Share:

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Conversation amount
for final dividends	Final dividends per Share in Renminbi
per Share
(Renminbi to Hong =	Average of the middle exchange rates for Renminbi
Kong dollars)	to Hong Kong dollar as announced by the People's
	Bank of China for the week immediately prior to 10
	June 2021

The average of the middle exchange rates for Renminbi to Hong Kong dollar as announced by the People's Bank of China for the week immediately prior to 10 June 2021, that is the date of the AGM at which the final dividends is declared, is RMB0.82416 to HK$1.00. Accordingly, the amount of final dividends payable per H Share is HK$0.10607.

According to the Law on Corporate Income Tax of the People's Republic of China and the relevant implementing rules which came into effect on 1 January 2008, amended on 24 February 2017 and 29 December 2018, the Company is required to withhold corporate income tax at the rate of 10% before distributing dividends to non-resident enterprise Shareholders whose names appear on the register of members of H Shares of the Company. Any H Shares registered in the name of non-individual Shareholders, including HKSCC Nominees Limited, other nominees, trustees or other groups and organizations will be treated as being held by non-resident enterprise Shareholders and therefore will be subject to the withholding of the corporate income tax. Should any holder of H Shares wish to change their Shareholder status, please consult their agent or trust institution over the relevant procedures. The Company will withhold payment of the corporate income tax strictly in accordance with the relevant laws or requirements of the relevant governmental departments and strictly based on the information registered on the Company's H share register of members on 28 June 2021.

According to the Notice on Issues Concerning the Collection and Management of Individual Income Tax after the Abolition of Guo Shui Fa [1993] No. 045 (《關於國 稅發[1993]045 號文件廢止後有關個人所得稅征管問題的通知》promulgated by the State General Administration of Taxation of the PRC (Guo Shui Han [2011] No.348) (國家稅務總局國稅函[2011]348 號), the Company is required to withhold and pay the individual income tax for its individual H Shareholders ("Individual H Shareholders") and the Individual H Shareholders are entitled to certain tax preferential treatments according to the tax agreements between those countries where the Individual H Shareholders are residents and China and the provisions in respect of tax arrangements between the mainland China and Hong Kong (Macau). The Company would withhold and pay the individual income tax at the tax rate of 10% on behalf of the Individual H Shareholders who are Hong Kong residents, Macau residents or residents of those countries having agreements with China for individual income tax rate in respect of dividend of 10%. For Individual H Shareholders who are residents of those countries having agreements with China for individual income tax rates in respect of dividend of lower than 10%, the Company would make applications on their behalf to seek entitlement of the relevant agreed preferential treatments pursuant to the circular of State Administration of Taxation on Issuing Administrative Measures on Preferential Treatment Entitled by Non-residents

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