Shandong Gold Mining : 1) RESOLUTION ON THE COMPANY'S SATISFACTION OF THE CONDITIONS FOR PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS 2) RESOLUTION ON THE COMPANY'S PROPOSED ISSUANCE OF RENEWABLE CORPORATE BONDS 3) RESOLUTION ON PROPOSING AT THE GENERAL MEETING TO AUTHORIZE THE BOARD OF DIRECTORS WITH FULL DISCRETION TO HANDLE THE MATTERS RELATED TO THE COMPANY'S ISSUANCE OF RENEWABLE CORPORATE BONDS 4) NOTICE OF 2020 FOURTH EXTRAORDINARY GENERAL MEETING

September 20, 2020 at 06:30 pm EDT

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 Shandong Gold Mining Co., Ltd., you should at once hand this circular to the purchaser(s) or transferee(s) or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser(s) or transferee(s).

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.

SHANDONG GOLD MINING CO., LTD.

山東黃金礦業股份有限公司

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

(Stock Code: 1787)

RESOLUTION ON THE COMPANY'S SATISFACTION OF THE CONDITIONS FOR PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS
RESOLUTION ON THE COMPANY'S PROPOSED ISSUANCE OF RENEWABLE CORPORATE BONDS
RESOLUTION ON PROPOSING AT THE GENERAL MEETING TO AUTHORIZE THE BOARD OF DIRECTORS WITH FULL DISCRETION TO HANDLE THE MATTERS RELATED TO THE COMPANY'S ISSUANCE OF

RENEWABLE CORPORATE BONDS

4) NOTICE OF 2020 FOURTH EXTRAORDINARY GENERAL MEETING

A notice convening the 2020 fourth extraordinary general meeting (the "EGM") of Shandong Gold Mining Co., Ltd. (the "Company") to be held at the conference room of the Company, Building No. 3, Shuntai Plaza, Shunhua Road No. 2000, Jinan, Shandong Province, the PRC at 9:00 a.m. on Tuesday, 13 October 2020 is set out on pages II-1 to II-2 of this circular.

The proxy form for use in connection with the EGM is enclosed herewith. The proxy form is also published on the website of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the Company's website (http://www.sdhjgf.com.cn).

Any shareholder(s) of the Company (the "Shareholders") entitled to attend and vote at the EGM is entitled to appoint one or more proxies to attend and vote on his behalf. A proxy need not be a shareholder of the Company. If you intend to appoint a proxy to attend the EGM and vote on your behalf, you are requested to complete the accompanying proxy form in accordance with the instructions printed thereon and return it by hand, by post or by facsimile to the Company's H share registrar, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong (for H Shareholders only) as soon as possible and in any event not later than 24 hours before the time appointed for the holding of the EGM or any adjournment thereof (as the case may be) (i.e. before 9:00 a.m. on Monday, 12 October 2020). Completion and return of the proxy form will not preclude you from attending and voting at the EGM or any adjournment hereof should you so wish.

21 September 2020

		CONTENTS
			Page
Definitions . . . . .	. . . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	ii
Letter from the Board	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
Appendix I	-	Overseas Regulatory Announcement on the Company's Proposed
		Public Issuance of Renewable Corporate Bonds . . . . . . . . . . . . .	I-1
Appendix II	-	Notice of 2020 Fourth Extraordinary General Meeting . . . . . . . . . .	II-1

- i -

DEFINITIONS

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

"A Shareholder(s)"	holder(s) of A Shares;
"A Share(s)"	the domestic share(s) issued by the Company to domestic
	investors with a nominal value of RMB1.00 each, which are
	listed on the Shanghai Stock Exchange;
"Articles of Association"	the articles of association of the Company, as amended from
	time to time;
"Board"	the board of Directors of the Company;
"Company"	Shandong Gold Mining Co., Ltd. (山東黃金礦業股份有限公
	司), a joint stock company incorporated in the PRC under the
	laws of the People's Republic of China with limited liability
	on 31 January 2000, the H shares and A shares of which are
	listed on the main board of the Hong Kong Stock Exchange
	(Stock Code: 1787) and the Shanghai Stock Exchange (Stock
	Code: 600547) respectively;
"Company Law"	the Company Law of the PRC;
"Directors"	the directors of the Company;
"EGM"	the 2020 fourth extraordinary general meeting of the Company
	to be held at 9:00 a.m. on Tuesday, 13 October 2020 at the
	conference room of the Company, Building No. 3, Shuntai
	Plaza, Shunhua Road No. 2000, Jinan, Shandong Province, the
	PRC;
"Hong Kong 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;
"Hong Kong Stock Exchange"	The Stock Exchange of Hong Kong Limited;
"H Shareholder(s)"	holder(s) of H Shares;
"H Shares"	the overseas-listed foreign invested share(s) in the Company's
	share capital, with a nominal value of RMB1.00 each, which
	are listed on the Hong Kong Stock Exchange;
"Measures"	the Measures for the Issuance and Trading of Corporate
	Bonds;

- ii -

	DEFINITIONS

"PRC"	the People's Republic of China;
"RMB"	Renminbi, the lawful currency of the PRC;
"SDG Hong Kong"	Shandong Gold Mining (Hong Kong) Co., Limited (山東黃金
	礦業（香港）有限公司), incorporated in Hong Kong on 27
	February 2017 with limited liability and a wholly-owned
	subsidiary of our Company;
"Securities Law"	Securities Law of the PRC;
"Shanghai Listing Rules"	the Rules Governing the Listing of Stocks on the Shanghai
	Stock Exchange (上海證券交易所股票上市規則) as amended,
	supplemented or otherwise modified from time to time;
"Shanghai Stock Exchange"	Shanghai Stock Exchange (上海證券交易所);
"Shareholders"	A Shareholders and H Shareholders of the Company; and
"%"	per cent.

- iii -

LETTER FROM THE BOARD

SHANDONG GOLD MINING CO., LTD.

山東黃金礦業股份有限公司

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

	(Stock Code: 1787)
Executive Directors:	Registered office and headquarters
	in the PRC:
Mr. Wang Peiyue
Mr. Li Tao (Vice-Chairman)	Building No. 3, Shuntai Plaza
Mr. Tang Qi	Shunhua Road No. 2000
	Jinan, Shandong Province
Non-executive Directors:	PRC

Mr. Li Guohong (Chairman)	Principal place of business in Hong Kong:
Mr. Wang Lijun
Ms. Wang Xiaoling	Rooms 4003-4006
	China Resources Building
Independent Non-executive Directors:	No. 26 Harbour Road
	Wanchai
Mr. Gao Yongtao	Hong Kong
Mr. Lu Bin
Ms. Hui Wing
To the Shareholders
Dear Sir or Madam,

RESOLUTION ON THE COMPANY'S SATISFACTION OF THE CONDITIONS FOR PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS
RESOLUTION ON THE COMPANY'S PROPOSED ISSUANCE OF RENEWABLE CORPORATE BONDS
RESOLUTION ON PROPOSING AT THE GENERAL MEETING TO AUTHORIZE THE BOARD OF DIRECTORS WITH FULL DISCRETION TO HANDLE THE MATTERS RELATED TO THE COMPANY'S ISSUANCE OF

RENEWABLE CORPORATE BONDS

4) NOTICE OF 2020 FOURTH EXTRAORDINARY GENERAL MEETING

INTRODUCTION

On behalf of the Board, I invite you to attend the EGM to be held at the conference room of the Company, Building No. 3, Shuntai Plaza, Shunhua Road No. 2000, Jinan, Shandong Province, PRC at 9:00 a.m. on Tuesday, 13 October 2020. The purpose of this circular is to issue the notice of EGM and provide you with all reasonably necessary information to enable you to make an informed decision as to the resolutions to be proposed at the EGM.

- 1 -

LETTER FROM THE BOARD

1. Resolution on the Company's Satisfaction of the Conditions for Public Issuance of Renewable Corporate Bonds

In accordance with the Company Law, the Securities Law, the Measures and other relevant laws, regulations and normative documents, the Company, after taking its actual conditions into account, considers that it has satisfied the conditions for public issuance of renewable corporate bonds stipulated in current laws and regulations, with details set out below. For the avoidance of any doubt, the financial figures contained herein is prepared pursuant to China Accounting Standards for Business Enterprises:

The Company has a sound and well-functioning organisational structure.
The Company records good business performance, and the average distributable profit realized in 2017, 2018 and 2019 reaches RMB1,100,874,100 (being the average of net profits attributable to owners of the parent company in the audited consolidated financial statements). The average distributable profit realized in the last three years is sufficient to pay one year's interest on the corporate bonds under the issuance, which complies with the provision of Item (2) under Article 15 of the Securities Law.
As at the end of 2017-2019 and the end of June 2020, the gearing ratio of the issuer is 59.23%, 47.99%, 55.61% and 56.77% respectively. For 2017-2019 and January to June 2020, cash inflows from operating activities of the issuer amount to RMB53,418,351,800, RMB58,218,479,700, RMB100,206,683,100 and RMB51,379,826,400, respectively. The Company has a reasonable asset-liability structure and normal cash flows, which complies with the relevant requirements of Paragraph 2 under Article 2 of the Notice by the General Office of the State Council of the Work concerning the Implementation of the Amended Securities Law (Guo Ban Fa [2020] No. 5) and the relevant provisions of Item (3) under Article 15 of the Securities Law.
The total proceed from the issue of corporate bonds will not exceed RMB4 billion (inclusive of RMB4 billion) and is proposed to be used for replenishing working capital, repaying interest-bearing debts, project constructions and other related purposes that comply with relevant laws and regulations after deducting the issuance costs, which complies with the relevant requirements contained in Article 15 of the Securities Law.
The Company reports none of the followings:
1. Corporate bonds issued to public or other debts (including bank loans) are in default or any delay in the payment of principal and interest that are still subsisting;
2. The Company violates the Securities Law to change the use of proceeds from the public issuance of corporate bonds;
3. The financial and accounting documents of the Company in the last 36 months contain false records, or the Company has other serious violations;

- 2 -

LETTER FROM THE BOARD

Application documents of the issuance contain false records, misleading statements, or material omissions;
There are other situations that seriously undermine the legitimate interests of investors and public interest.

As such, the Company complies with the provisions contained in laws, regulations and normative documents in respect of conditions for the public issuance of renewable corporate bonds.

A special resolution will be proposed at the EGM to seek for approval of the resolution on the satisfaction of conditions for public issuance of renewable corporate bonds.

2. Resolution on the Company's Proposed Issuance of Renewable Corporate Bonds

For expanding financing channels, reducing financing costs, improving the debt structure, and therefore further meeting the Company's requirements of business development, the Company proposes to issuance of renewable corporate bonds to professional investors of the general public (the "Issuance"), with the total proceeds from the Issuance not exceeding RMB4 billion (inclusive of RMB4 billion), in accordance with the Company Law, the Securities Law, the Measures and other relevant laws, regulations and normative documents.

The plan for the proposed public issuance of renewable corporate bonds is set out below:

Issue Size
The size of the issue of bonds will not exceed RMB4 billion (inclusive of RMB4 billion).

Par Value and Issue Price
The par value of bonds under the Issuance is RMB100, and the bonds are issued at par.

(III) Issue Method

The bonds are issued within China in one lot to the public or by tranches after Shanghai Stock Exchange has reviewed the Issuance and the registration with China Securities Regulatory Commission has been completed.

(IV) Issue Target and Arrangement for Placement to Shareholders of the Company

The issue target of the bonds is professional investors. No preferential allotment of the bonds will be offered to Shareholders.

Term of the Bonds
The proposed term of the bonds is 3+N years.

- 3 -

LETTER FROM THE BOARD

(VI) Interest Rate and Payment of Interests

The coupon rate of the Issuance is determined by the Board with the authorization of the general meeting of the Company and the lead underwriter based on the result of book-building.

Issuance of the renewable corporate bonds to the public bears interest on an annual basis at simple rate rather than at compound rate. In the case of deferral, interest shall be accrued on each deferred interest at the coupon rate prevailing at the deferral period. The coupon rate of the first repricing cycle of the bonds is determined based on the result of offline book-building, fixed within the interest rate inquiry range by the Board with the authorization of the general meeting of the Company and the lead underwriter with reference to the result of book-building and through negotiation according to relevant provisions of the State. The coupon rate remains unchanged in the first repricing cycle, and is reset in each repricing cycle from the second repricing cycle.

(VII) Terms of Guarantee

The Issuance is unguaranteed.

(VIII) Use of Proceeds

Replenishing working capital, repaying interest-bearing debts, project constructions and other related purposes that comply with relevant laws and regulations.

(IX) Proposed Place of Listing:

Shanghai Stock Exchange.

Measures to Secure Repayment

In the case that the failure of repaying the principal and interest of the bonds on schedule or at maturity is foreseeable after the Issuance of Company's issuance of renewable corporate bonds, adopt one or more of the following measures according to actual conditions of the Company and the market within the scope permitted by laws and regulations:

not to distribute profit to Shareholders;
to suspend the implementation of capital expenditure projects including significant foreign investments, acquisitions and mergers;
to reduce or freeze the salaries and bonuses of directors and senior management;
the main person in charge shall remain in its position.

(XI) Underwriting

The Issuance is underwritten by the underwriting syndicate organized by the lead underwriter by way of standby commitment underwriting.

- 4 -

LETTER FROM THE BOARD

(XII) Validity of the Resolution

Resolutions related to the Issuance remain effective for 24 months from the date of approval by the general meeting.

For details of the Issuance of the Renewable Corporate Bonds, please refer to Appendix I to this circular.

The aforesaid contents of the plan for public issuance of renewable corporate bonds shall be submitted to the general meeting of the Company as a special resolution for item-by-item consideration and is subject to the approval of China Securities Regulatory Commission before it could be implemented.

3. Resolution on Proposing at the General Meeting to Authorize the Board of Directors with Full Discretion to Handle the Matters related to the Company's Public Issuance of Renewable Corporate Bonds

To legally and efficiently complete the Issuance and listing work of the Issuance of the Company, the Board proposes, in accordance with the Company Law, the Securities Law, the Measures and other relevant laws, regulations and normative documents and relevant provisions of the Articles of Association, to the general meeting to authorize the Board to deal with all matters related to the Issuance at its full discretion after the general meeting approves the plan for the Issuance, including but not limited to:

Within the scope permitted by laws, regulations and relevant requirements of securities regulators and on the basis of specific conditions of the Company and the market conditions, deciding on the specific issuance plan for the Issuance and its amendments, adjust the issue terms and other matters related to the Issuance, including but not limited to the specific issue size, the term of the bonds, the type of bonds, the issue method, the issue target and arrangement for placement to Shareholders, the coupon rate and its determination, the timing of issue, whether to issue by tranches, the number of tranches and the size and term of each tranche, the issue price, whether to include put options and redemption clauses, the rating arrangement, the specific subscription method, the specific placement arrangement, measures to secure repayment, the term and method for repayment of principal and interest, the specific use of proceeds and amounts to be utilized and all other matters related to the issue of corporate bonds;
Selection of the bond trustee, signing of the bond fiduciary management agreement, and formulate the rules of bondholders' meeting;
Determine the establishment of designated account of the proceeds, for the purpose of receiving, depositing, transferring proceeds from the Issuance and repaying the principal and interest, and sign the corresponding escrow agreements;

- 5 -

LETTER FROM THE BOARD

Dealing with reporting matters related to the Issuance, and handle the listing matters and the repayment of principal and interest related to the Issuance after its completion, including but not limited to formulating, approving, authorizing, signing, executing, amending and completing all necessary documents, contracts/agreements, covenants (including but not limited to the listing document, the underwriting agreement, the bond fiduciary management agreement, the proceeds escrow agreement, the listing agreement, all announcements and other legal documents) related to the Issuance and the listing, and disclosing relevant information in accordance with laws, regulations and other normative documents;
In the event that regulators have changed policies related to the Issuance or market conditions have changed, authorizing the Board to make corresponding adjustments to the specific plan of the Issuance and other matters in accordance with regulators' new policies and opinions or new market conditions, or determine whether to proceed with the work related to the Issuance on the basis of actual conditions, other than matters involving the reconsideration and voting of the general meeting in accordance with relevant laws and regulations and the Articles of Association;
In the case that the failure of repaying the principal and interest on schedule or at maturity is foreseeable after the Issuance, adopt one or more of the following resolutions and take appropriate measures according to actual conditions of the Company and the market within the scope permitted by laws and regulations:
1. not to distribute profit to Shareholders;
2. to suspend the implementation of capital expenditure projects including foreign investments, acquisitions and mergers;
3. to reduce or freeze the salaries and bonuses of directors and senior management;
4. the main person in charge shall remain in its position.
Deal with other specific matters related to the Issuance and the listing under the permission of laws and regulations;
The authorization stated above is effective from the date of approval by the general meeting and expires at the date when the aforesaid authorized items have been completed.

The Board proposes to authorize the general manager of the Company and authorized persons of the Board as the authorized persons of the Issuance, who are specifically responsible for dealing with matters related to the Issuance under the resolutions of the general meeting and the authorization of the Board.

An ordinary resolution will be proposed at the EGM to seek for approval of the resolution on Proposed Authorization of the General Meeting to the Board for Dealing with Matters Related to the Public Issuance of Renewable Corporate Bonds at its Full Discretion.

- 6 -

LETTER FROM THE BOARD

EGM

The EGM is to be held at the conference room of the Company, Building No. 3, Shuntai Plaza, Shunhua Road No. 2000, Jinan, Shandong Province, the PRC at 9:00 a.m. on Tuesday, 13 October 2020. The notice of the EGM is set out in Appendix II to this circular.

Any Shareholder entitled to attend and vote at the EGM is entitled to appoint one or more proxies to attend and vote on his behalf. A proxy need not be a Shareholder. If you intend to appoint a proxy to attend the EGM and vote on your behalf, you are requested to complete the accompanying proxy form in accordance with the instructions printed thereon and return it, by hand, by post or by facsimile, to the Company's H share registrar, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong (for H Shareholders only) as soon as possible and in any event not later than 24 hours before the time appointed for the holding of the EGM or any adjournment thereof (as the case may be) (i.e. before 9:00 a.m. on Monday, 12 October 2020). Completion and return of the proxy form will not preclude you from attending and voting at the EGM or any adjournment thereof should you so wish.

CLOSURE OF REGISTER OF MEMBERS

For the purpose of ascertaining the Shareholders who are entitled to attend and vote at the EGM, the register of members of the Company will be closed from Thursday, 8 October 2020 to Tuesday, 13 October 2020, both dates inclusive, during which period no transfers of Shares will be effected.

In order to qualify to attend and vote at the EGM, all transfer instruments accompanied by the relevant share certificates must be lodged by H Shareholders with the Company's H Share Registrar, namely, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong no later than 4:30 p.m. on Wednesday, 7 October 2020.

VOTING

Pursuant to Rule 13.39(4) of the Listing Rules and Article 119 of the Articles of Association, unless the chairman makes a decision in the spirit of honesty and credibility and agrees that the resolutions on relevant procedures or administrative matters shall be voted on by show of hands, voting for a general meeting shall be held by ballot.

Pursuant to Article 111 of the Articles of Association, Shareholders (including proxies) shall exercise their voting rights according to the number of voting shares they represent, with one vote for each share. Pursuant to Article 120 of the Articles of Association, on a poll taken at a meeting, a shareholder (including proxy) entitled to two or more votes need not cast all his votes in the same way.

RECOMMENDATION

The Directors are of the view that the proposed resolutions at the EGM are fair and reasonable and in the best interests of the Company and its Shareholders as a whole. Accordingly, the Directors recommend the Shareholders to vote in favour of the relevant resolutions to be proposed at the EGM.

- 7 -

LETTER FROM THE BOARD

RESPONSIBILITY STATEMENT

This circular, for which the Directors collectively and individually accept full responsibility, includes particulars given in satisfaction of the Hong Kong Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this circular is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this circular misleading.

GENERAL INFORMATION

Your attention is drawn to the information set out in the appendices to this circular.

By order of the Board

Shandong Gold Mining Co., Ltd.

Li Guohong

Chairman

Jinan, the PRC, 21 September 2020

- 8 -


APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

Stock Abbreviation: SD GOLD	Stock Code: 600547	Announcement No.: Lin 2020-069

SHANDONG GOLD MINING CO., LTD.

ANNOUNCEMENT ON THE PROPOSED PUBLIC ISSUANCE OF

RENEWABLE CORPORATE BONDS

The Company and all members of its board of directors guarantee the truthfulness, accuracy and completeness of the contents of this announcement, and severally and jointly accept the responsibility in case there are false representations and misleading statements contained in, or material omissions from, this announcement.

Shandong Gold Mining Co., Ltd. (the "Company") convened the 41st meeting of the fifth session of the Board on 18 September 2020, at which the Resolution on the Company's Satisfaction of the Conditions for Public Issuance of Renewable Corporate Bonds, the Resolution on the Company's Proposed Issuance of Renewable Corporate Bonds and the Resolution on Proposing at the General Meeting to Authorize the Board of Directors with Full Discretion to Handle the Matters related to the Company's Issuance of Renewable Corporate Bonds have been considered and approved. The Company proposes to publicly issue renewable corporate bonds to professional investors (the "Issuance"). The Issuance shall be submitted to the general meeting for consideration.

STATEMENT ON THE SATISFACTION OF THE CONDITIONS FOR ISSUANCE OF CORPORATE BONDS

In accordance with the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Measures for the Issuance and Trading of Corporate Bonds and other relevant laws, regulations and normative documents, the Board compares the actual conditions of the Company with provisions of the said laws, regulations and normative documents item by item, and considers that the Company complies with the current policies on corporate bonds and the provisions regarding conditions for issuing corporate bonds and is eligible for the public issuance of renewable corporate bonds to professional investors.

SUMMARY OF THE ISSUANCE
1. Issue Size
  The size of the Issuance will not exceed RMB4 billion (inclusive of RMB4 billion).

Par Value and Issue Price
The par value of bonds under the Issuance is RMB100, and the bonds are issued at par.

- I-1 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

(III) Issue Method

The bonds are publicly issued within China in one lot or by tranches after Shanghai Stock Exchange has reviewed the Issuance and the registration with China Securities Regulatory Commission has been completed.

(IV) Issue Target and Arrangement for Placement to Shareholders of the Company

The issue target of the bonds is professional investors. No preferential allotment of the bonds will be offered to shareholders of the Company.

Term of the Bonds

The proposed term of the bonds is 3+N years.

(VI) Interest Rate and Payment of Interests

The coupon rate of the Issuance is determined by the Board with the authorization of the general meeting of the Company and the lead underwriter based on the result of book-building.

Public Issuance of the renewable corporate bonds bears interest on an annual basis at simple rate rather than at compound rate. In the case of deferral, interest shall be accrued on each deferred interest at the coupon rate prevailing at the deferral period. The coupon rate of the first repricing cycle of the bonds is determined based on the result of offline book-building, fixed within the interest rate inquiry range by the Board with the authorization of the general meeting of the Company and the lead underwriter with reference to the result of book-building and through negotiation according to relevant provisions of the State. The coupon rate remains unchanged in the first repricing cycle, and is reset in each repricing cycle from the second repricing cycle.

(VII) Terms of Guarantee

The Issuance is unguaranteed.

- I-2 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

(VIII) Use of Proceeds

Replenishing working capital, repaying interest-bearing debts, project constructions and other related purposes that comply with relevant laws and regulations.

(IX) Proposed Place of Listing:

Shanghai Stock Exchange.

Measures to Secure Repayment

In the case that the failure of repaying the principal and interest of the bonds on schedule or at maturity is foreseeable after the Company's issuance of renewable corporate bonds, one or more of the following measures shall be adopted according to actual conditions of the Company and the market within the scope permitted by laws and regulations:

not to distribute profit to the Shareholders;
to suspend the implementation of capital expenditure projects including significant foreign investments, acquisitions and mergers;
to reduce or freeze the salaries and bonuses of directors and senior management;
the person in charge shall remain in its position.

(XI) Underwriting

The Issuance is underwritten by the underwriting syndicate organized by the lead underwriter by way of standby commitment underwriting.

(XII) Validity of the Resolution

Resolutions related to the Issuance remain effective for 24 months from the date of approval by the general meeting.

- I-3 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

SELECTED FINANCIAL AND ACCOUNTING INFORMATION
1. Historical Financial Statements
  1. Consolidated Financial Statements

The consolidated balance sheet, the consolidated income statement, the consolidated cash flow statement of the Company for the last three years and the latest period are set out below:

Consolidated Balance Sheet

						Unit: RMB'0,000
	As at		As at	As at	As at
	the end of		the end of	the end of	the end of
Items	June 2020	2019	2018	2017
Current Assets:
Cash and cash equivalents	402,052.11		324,192.18		283,991.51		307,275.57
Held-for-trading financial assets	123,666.63		152,835.34		42,119.93		-
Derivative financial assets	851.48		43.12		-	-
Notes receivable	-		-	52.23		1,906.63
Accounts receivable	18,468.25		29,014.33		59,174.80		12,666.28
Receivables financing	1,057.20		34.10		-	-
Prepayments	73,942.55		11,673.70		15,007.82		17,530.40
Dividends receivable	0.00		5.54		40.78		622.11
Interests receivable	11.62		1.44		240.22		-
Other receivables	163,298.73		116,989.02		118,838.98		30,128.24
Proceeds from financial assets
purchased under agreements to
resell	-		-	15,892.22		-
Inventories	437,559.39		363,978.73		338,538.19		310,221.76
Assets classified as held for sale	-		-	-	39.59
Other current assets	29,763.48		35,378.63		30,897.92		10,521.25
Other current financial assets	3,137.93		2,035.04		-	-

Total current assets	1,253,809.37		1,036,181.17		904,794.59		690,911.84

- I-4 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

		As at		As at		As at		As at
		the end of		the end of		the end of		the end of
Items		June 2020	2019	2018	2017
Non-current Assets:
Available-for-sale financial assets	-		-		-	201.61
Other investments in equity
instruments		730.00		730.00		730.00			-
Other non-current financial assets	607,907.23		568,809.77		584,452.02			-
Long-term receivables		566.26			-		-		-
Long-term equity investments		115,628.20		104,225.93		104,094.06		39,920.81
Investment properties		22,532.99		23,145.85		24,399.71		22,668.40
Fixed assets		2,158,191.95		2,203,355.22		2,030,678.44		1,843,772.39
Construction in progress		543,704.73		398,187.46		315,874.33		265,675.66
Right-of-use assets		13,072.84		13,655.11			-		-
Intangible assets		1,056,449.11		1,062,830.63		1,015,000.92		981,936.59
Development expenditures		2,636.30		1,966.57		1,025.78		245.39
Goodwill		282,672.82		281,082.45		289,139.37		270,798.56
Long-term deferred expenditures	3,365.25		3,542.79		4,601.81		3,408.17
Deferred income tax assets		34,564.09		26,787.22		39,403.43		12,288.50
Other non-current assets		106,493.27		91,057.10		75,281.15		79,801.04

Total non-current assets		4,948,515.03		4,779,376.12		4,484,681.02		3,520,717.13

Total assets		6,202,324.40		5,815,557.28		5,389,475.61		4,211,628.97

- I-5 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

			As at		As at		As at		As at
			the end of		the end of		the end of		the end of
Items			June 2020	2019	2018	2017
Current liabilities:
Short-term borrowings		678,726.58		315,425.75		362,335.20		78,930.00
Held-for-trading financial liabilities	1,184,823.54		1,305,637.23		1,083,400.92		575,141.06
Derivative financial liabilities		827.41		391.98			-		-
Notes payable		86,072.55		82,801.63		63,164.27		38,887.80
Accounts payable		203,014.20		202,315.98		197,303.22		176,685.03
Advances receivable			-		-		-	12,721.93
Contract liabilities		13,513.79		4,093.97		8,504.91			-
Employee salaries payable		47,396.34		15,631.32		12,793.87		14,938.88
Taxes payable		33,895.80		34,115.07		34,590.92		31,279.42
Interests payable			-		-	10,035.12		11,057.57
Dividends payable		34,411.94		12,395.31		12,395.31		18,886.36
Other payables		276,045.41		219,159.28		304,412.26		104,939.50
Non-current liabilities due within
one year		4,519.81		294,968.45		4,191.32		3,899.25
Other current liabilities		200,664.53		409.34			-		-

Total current liabilities		2,763,911.91		2,487,345.31		2,093,127.33		1,067,366.80
Non-current liabilities:

Long-term borrowings		111,395.32		120,156.75		209,096.00		685,756.80
Bonds payable		101,226.51		103,135.06		68,786.20		329,447.97
Lease liabilities		8,906.38		6,593.95			-		-
Long-term payables		48,686.58		41,014.68		4,515.21		5,988.39
Special payables		507.72		507.72		345.55			-
Long-term salaries payables		21.12		49.41		366.11		283.78
Accrued liabilities		97,916.09		90,995.79		78,880.46		57,830.68
Deferred income tax liabilities	386,212.61		381,862.21		391,661.73		346,273.85
Deferred income - non-current
liabilities		1,616.26		1,244.40		1,218.61		1,752.63
Other non-current liabilities		870.94		877.70			-		-

Total non-current liabilities		757,359.53		746,437.67		754,869.88		1,427,334.11

Total liabilities		3,521,271.44		3,233,782.98		2,847,997.21		2,494,700.91

- I-6 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

		As at		As at		As at		As at
		the end of		the end of		the end of		the end of
Items		June 2020	2019	2018	2017
Owners' equity:
Paid-in capital (or share capital)	309,961.16		309,961.16		221,400.83		185,711.88
Capital reserve		752,207.40		752,207.40		1,007,017.87		421,636.34
Less: Treasury stock		638.46		638.46		638.46		638.46
Other comprehensive income	11,013.20		4,401.65			-2,557.61		-243.34
Special reserve		166.13		154.57		307.41		339.10
Surplus reserve		82,086.64		82,086.64		56,488.60		55,264.27
Undistributed profit		1,247,740.96		1,163,248.29		1,081,774.26		970,364.03
Total equity attributable to owners of
the parent company		2,402,537.03		2,311,421.25		2,363,792.90		1,632,433.83
Non-controlling interests		278,515.92		270,353.06		177,685.49		84,494.23

Total owners' equity		2,681,052.96		2,581,774.30		2,541,478.39		1,716,928.06

Total liabilities and owners' equity	6,202,324.40		5,815,557.28		5,389,475.61		4,211,628.97

- I-7 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

		Consolidated Income Statement
					Unit: RMB'0,000
			January to
Items		June 2020	2019	2018	2017
I.	Total operating income		3,305,073.78	6,263,069.93	5,625,647.58	5,104,130.34
	Operating income		3,305,073.78	6,263,069.93	5,625,647.58	5,104,130.34
II.	Total operating costs		3,136,862.25	6,055,335.64	5,489,228.51	4,938,227.61
	Operating costs		2,936,528.63	5,658,566.14	5,137,069.19	4,641,236.90
	Taxes and surcharges		27,888.95	55,326.37	36,668.47	24,065.80
	Selling expenses		4,647.31	18,811.95	12,699.48	3,115.22
	Management expenses		110,638.25	204,623.25	185,754.77	189,122.03
	Research and development expenses	15,577.48	33,305.00	32,104.10	30,976.37
	Finance costs		41,581.63	84,702.94	89,645.51	49,996.81
	Asset impairment loss		-	-12,312.97	6.78	-285.52
	Credit impairment loss		-107.17	-1,432.72	-4,719.78	-
	Net gains from changes in fair value	-2,489.00	17,536.34	24,373.60	-8,682.75
	Net investment gains		3,193.50	-1,067.75	7,378.01	6,230.52
	Among which: Investment gains from
	associates and joint
	ventures		783.01	131.88	3,806.64	3,402.43
	Gains from disposal of assets	140.07	-3.09	-18.68	68.29
	Other income		1,171.41	3,791.32	1,487.97	1,597.92
III. Gains from operation		170,120.34	214,245.42	169,639.98	165,116.70
	Add: Non-operating income		162.18	1,709.00	1,156.08	2,387.08
	Less: Non-operating expenses	1,275.10	4,210.29	3,915.53	4,642.47
	Among which: Net loss from disposal
	of non-current
	assets
IV.	Total profits		169,007.43	211,744.12	166,880.52	162,861.31
	Less: Income tax		38,873.45	69,605.52	58,317.54	43,522.20
V.	Net profit		130,133.98	142,138.60	108,562.99	119,339.11
	Net profit from continuous operation	130,133.98	142,138.60	108,562.99	119,339.11
	Less: Profit or loss of non-controlling
	interests		14,862.28	13,191.85	6,153.63	5,596.73
	Net profit attributable to owners of
	the parent company		115,271.69	128,946.75	102,409.35	113,742.38
	Add: Other comprehensive income	6,611.54	6,959.26	-2,314.27	-253.85
VI.	Total comprehensive income	136,745.52	149,097.87	106,248.72	119,085.26
	Less: Total comprehensive income
	attributable to
	non-controlling interests	14,862.28	13,191.85	6,153.63	5,596.73
	Total comprehensive income
	attributable to ordinary
	shareholders of the parent company	121,883.24	135,906.02	100,095.08	113,488.53

- I-8 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

		Consolidated Cash Flow Statement
							Unit: RMB'0,000
			January to
Items		June 2020	2019	2018	2017
I.	Cash flows generated from operating
	activities:
	Cash received from sales of goods and
	provision of labor service		3,308,436.27		6,277,463.34		5,922,293.80		5,312,637.64
	Tax refunds received		389.56		5,317.62		293.32		127.77
	Cash received from other operating
	activities		1,829,156.82		3,737,887.35		2,882,896.05		29,069.77
	Sub-total of cash inflows from

	operating activities		5,137,982.64		10,020,668.31		8,805,483.17		5,341,835.18
	Cash paid for purchase of goods and

	engagement of labor service	2,870,785.74		5,403,967.05		5,250,537.53		4,652,901.75
	Cash paid to and for employees	117,956.73		262,923.19		250,898.46		201,233.00
	Payments of all types of taxes	73,365.95		126,138.02		85,265.66		67,441.04
	Cash paid for other operating activities	1,866,422.64		3,809,631.98		2,803,625.71		50,391.45
	Sub-total of cash outflows used in

	operating activities		4,928,531.07		9,602,660.24		8,390,327.35		4,971,967.24
	Net cash flow generated from

	operating activities		209,451.57		418,008.07		415,155.82		369,867.94
II.	Cash flows generated from investing


	activities:
	Cash received from disposal of
	investment		-	29,826.00		106,836.23		-
	Cash received from investment gains	-	5,254.66		3,984.04		-
	Net cash from disposal of fixed assets,
	intangible assets and other long-term
	assets		79.00		60.57		83.14		494.26
	Cash received from other investing
	activities		107,617.80		120,793.06		174,693.89		120,389.90
	Sub-total of cash inflows from

	investing activities		107,696.80		155,934.29		285,597.30		120,884.16
	Cash paid for acquisition of fixed assets,

	intangible assets and other long-term
	assets		205,663.48		417,463.52		362,961.58		380,160.67
	Cash paid for investments		-	25,047.00		299,916.97		-
	Net cash paid for acquisition of
	subsidiaries and other operating units	-	-	-	641,372.56
	Cash paid for other investing activities	136,038.46		96,566.67		78,975.99		140,127.67
	Sub-total of cash outflows used in

	investing activities		341,701.93		539,077.19		741,854.53		1,161,660.90
	Net cash flow generated from investing

	activities		-234,005.13	-383,142.91	-456,257.24	-1,040,776.74

- I-9 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

		January to
Items		June 2020	2019	2018	2017
III. Cash flows generated from financing
activities:
Cash received from investments	-	150,000.00		561,881.89		-
Among which: Cash received from
absorbing minority shareholders'
investment by subsidiaries	-	150,000.00		100,000.00		-
Cash received from obtaining borrowings	764,923.38		801,929.20		815,431.50		1,164,519.60
Cash received from other financing
activities		450,241.68		1,482,639.06		1,478,821.84		613,342.49
Sub-total of cash inflows from

financing activities		1,215,165.06		2,434,568.26		2,856,135.23		1,777,862.09

Cash paid for repayment of debt	493,228.69		636,420.84		1,309,892.39		449,983.97
Cash paid for distribution of dividends,
profits or payment of interests	48,148.33		84,706.34		98,665.79		66,173.22
Among which: Dividend and profits paid
to minority shareholders by
subsidiaries		6,717.50		7,852.29		2,204.21		3,173.87
Cash paid for other financing activities	573,024.33		1,711,267.10		1,441,415.77		465,005.66
Sub-total of cash outflows used in

financing activities		1,114,401.34		2,432,394.28		2,849,973.94		981,162.84
Net cash flow generated from financing

activities		100,763.72		2,173.98		6,161.29		796,699.25
IV. Effect on cash from changes of


exchange rate		1,066.03		1,306.86		2,236.57		-1,381.52
V. Net increase in cash and cash


equivalents		77,276.19		38,346.00		-32,703.56	124,408.93
Balance of cash and cash equivalents at


the beginning of the period	301,904.03		263,558.03		296,261.58		115,424.92
VI. Balance of cash and cash equivalents at
the end of the period		379,180.22		301,904.03		263,558.03		239,833.86

- I-10 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

2. Financial Statements of the Parent Company

The balance sheet, the income statement, the cash flow statement of the parent company for the last three years and the latest period are set out below:

Balance Sheet of the Parent Company

							Unit: RMB'0,000
	As at		As at		As at		As at
	the end of		the end of		the end of		the end of
Items	June 2020	2019	2018	2017
Current Assets:
Cash and cash equivalents	51,391.02		76,501.47		82,035.74		191,064.17
Accounts receivable	47,242.20		8,502.19		24,983.93		21,816.68
Prepayments	465.56		240.73		801.91		2,352.72
Dividends receivable	122,950.81		137,531.14		89,823.11		91,984.51
Other receivables	561,937.21		439,760.12		808,271.68		325,884.43
Inventories	6,945.04		7,688.76		4,684.48		3,753.17
Other current assets	2,829.04		3,443.16		4,341.80		1,930.69

Total current assets	793,760.88		673,667.57		1,014,942.66		638,786.37
Non-current Assets:

Available-for-sale financial assets	-		-		-	50.00
Other investments in equity
instruments	50.00		50.00		50.00			-
Long-term receivables	566.26			-		-		-
Long-term equity investments	1,882,857.26		1,882,074.25		1,205,010.01		1,131,216.39
Investment properties	17,979.11		18,444.64		19,337.09		20,170.69
Fixed assets	140,768.39		143,137.87		106,447.33		104,920.43
Construction in progress	128,858.14		104,462.83		85,900.93		55,728.03
Right-of-use assets	1,151.09		1,257.44			-		-
Intangible assets	68,679.61		68,411.83		57,939.46		3,645.43
Long-term deferred expenditures	1,641.17		1,629.89		1,384.42		473.23
Deferred income tax assets	-		-	4,066.43		1,073.42
Other non-current assets	13,260.41		9,538.83		10,675.59		43,740.63

Total non-current assets	2,255,811.44		2,229,007.59		1,490,811.27		1,361,018.25

Total assets	3,049,572.32		2,902,675.17		2,505,753.93		1,999,804.63

- I-11 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

		As at			As at			As at			As at
		the end of			the end of			the end of			the end of
Items		June 2020	2019	2018	2017
Current liabilities:
Short-term borrowings		290,336.84		195,282.57		268,000.00		67,000.00
Held-for-trading financial liabilities	634,650.17				-	643,872.62		543,679.12
Notes payable		15,977.69		9,816.60		7,078.10		7,525.67
Accounts payable		41,902.54		39,923.65		45,216.76		47,533.66
Advances receivable		-			-			-	275.27
Contract liabilities		211.05		48.76		240.37				-
Employee salaries payable		5,687.65		730.97		409.72		469.41
Taxes payable		593.44		1,243.99		753.44		2,116.08
Interests payable		-			-	5,353.45		10,782.04
Dividends payable		30,830.74		16.83		16.83		15,358.83
Other payables		32,670.03		76,787.41		90,581.28		46,212.55
Non-current liabilities due within
one year		287.51		72,055.27				-			-
Other current liabilities		200,619.92		701,003.81				-			-

Total current liabilities		1,253,767.57		1,096,909.85		1,061,522.57		740,952.63
Non-current liabilities:

Long-term borrowings		111,395.32		120,156.75				-			-
Bonds payable		101,226.51		103,135.06		68,786.20		329,447.97
Lease liabilities		970.30		810.22				-			-
Long-term payables		-			-	245.28		471.70
Accrued liabilities		1,019.02		1,019.02		2,106.27		1,526.39
Deferred income - non-current
liabilities		300.13		186.96		129.04		75.74

Total non-current liabilities		214,911.28		225,308.01		71,266.80		331,521.80

Total liabilities		1,468,678.85		1,322,217.86		1,132,789.37		1,072,474.43
Owners' equity:


Paid-in capital (or share capital)	309,961.16		309,961.16		221,400.83		185,711.88
Capital reserve		557,985.54		557,985.54		673,133.88		267,876.28
Other comprehensive income		-			-			-	4.91
Surplus reserve		99,134.21		99,134.21		73,536.17		72,311.84
Undistributed profit		613,812.56		613,376.40		404,893.69		401,425.28
Total equity attributable to owners of
the parent company		1,580,893.47		1,580,457.31		1,372,964.56		927,330.20

Total owners' equity		1,580,893.47		1,580,457.31		1,372,964.56		927,330.20

Total liabilities and owners' equity	3,049,572.32		2,902,675.17		2,505,753.93		1,999,804.63

- I-12 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

		Income Statement of the Parent Company
					Unit: RMB'0,000
			January to
Items		June 2020	2019	2018	2017
I.	Total operating income		85,052.49	136,838.52	117,142.39	121,203.66
	Operating income		85,052.49	136,838.52	117,142.39	121,203.66
II.	Total operating costs		75,455.55	146,370.04	130,428.16	119,503.59
	Operating costs		31,758.57	56,105.33	52,384.11	53,362.65
	Taxes and surcharges		2,685.82	4,686.39	4,063.85	3,778.45
	Selling expenses		52.84	1,246.59	1,056.72	84.82
	Management expenses		18,941.17	38,476.12	32,500.45	28,398.18
	Research and development expenses	1,385.02	5,047.38	4,241.33	5,065.92
	Finance costs		20,632.13	40,808.23	36,359.50	29,749.88
	Add: Other income		300.74	1,077.37	143.67	109.48
	Net investment gains		22,202.68	269,500.69	22,950.86	83,791.15
	Among which: Investment gains from
	associates and joint
	ventures		783.01	127.25	3,798.53	3,402.43
	Net gains from changes in fair value	-	-	-	-3,921.62
	Asset impairment loss		-	-	-	-936.31
	Credit impairment loss		-30.51	-89.13	-177.80	-
	Gains from disposal of assets	140.07	-3.09	-2.45	28.47
III. Gains from operation		32,209.92	260,954.32	9,806.31	81,707.55
	Add: Non-operating income		30.71	26.25	134.42	42.89
	Less: Non-operating expenses	990.57	933.78	690.46	709.35
IV.	Total profits		31,250.06	260,046.80	9,250.27	81,041.08
	Less: Income tax		-	4,066.43	-2,993.01	-447.41
V.	Net profit		31,250.06	255,980.37	12,243.28	81,488.49
	Net profit from continuous operation	31,250.06	255,980.37	12,243.28	81,488.49
	Net profit attributable to owners of the
	parent company		31,250.06	255,980.37	12,243.28	81,488.49
	Add: Other comprehensive income	-	-	-4.91	-5.60
VI.	Total comprehensive income	31,250.06	255,980.37	12,238.38	81,482.89
	Total comprehensive income attributable
	to ordinary shareholders of the parent
	company		31,250.06	255,980.37	12,238.38	81,482.89

- I-13 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

	Cash Flow Statement of the Parent Company
							Unit: RMB'0,000
		January to
Items		June 2020	2019		2018	2017
I. Cash flows generated from operating
activities:
Cash received from sales of goods and
provision of labor service	44,429.84		148,795.91			110,488.45		123,958.34
Cash received from other operating
activities		234,320.07		937,635.86			417,037.61		240,607.54
Sub-total of cash inflows from

operating activities		278,749.91		1,086,431.77			527,526.07		364,565.88
Cash paid for purchase of goods and

engagement of labor service	12,893.50		26,833.36			32,105.83		28,621.12
Cash paid to and for employees	16,410.34		40,051.05			39,799.67		31,694.66
Payments of all types of taxes	2,970.76		4,489.22			5,345.82		3,721.24
Cash paid for other operating activities	400,921.98		1,024,817.57			865,770.82		324,797.35
Sub-total of cash outflows used in

operating activities		433,196.58		1,096,191.21			943,022.13		388,834.37
Net cash flow generated from

operating activities		-154,446.67	-9,759.44	-415,496.07	-24,268.49
II. Cash flows generated from investing


activities:
Cash received from investment gains	36,000.00		221,665.41			21,313.73		7,915.27
Net cash from disposal of fixed assets,
intangible assets and other long-term
assets		78.42		45.91			15.02		470.71
Cash received from other investing
activities		0.65		0.36			52,041.69		-
Sub-total of cash inflows from

investing activities		36,079.08		221,711.68			73,370.44		8,385.97

- I-14 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
		PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

			January to
Items		June 2020	2019	2018	2017
	Cash paid for acquisition of fixed assets,
	intangible assets and other long-term
	assets		29,159.87		85,515.22		62,340.86		68,671.40
	Cash paid for investments	-	253,231.91		70,000.00		4,000.00
	Cash paid for other investing activities	0.69		580.35		528.33		4,003.43
	Sub-total of cash outflows used in

	investing activities		29,160.57		339,327.48		132,869.19		76,674.84
	Net cash flow generated from investing

	activities		6,918.51		-117,615.80	-59,498.75	-68,288.86
III. Cash flows generated from financing


	activities:
	Cash received from investments	-	-	461,881.89		-
	Cash received from obtaining borrowings	359,915.98		665,900.00		576,000.00		305,000.00
	Cash received from other financing
	activities		265,781.09		843,725.22		849,190.82		610,015.40
	Sub-total of cash inflows from

	financing activities		625,697.07		1,509,625.22		1,887,072.70		915,015.40

	Cash paid for repayment of debt	142,649.60		519,000.00		636,100.40		277,000.00
	Cash paid for distribution of dividends,
	profits or payment of interests	23,451.84		64,603.84		67,158.19		50,979.35
	Cash paid for other financing activities	339,043.34		805,493.44		765,522.04		454,641.95
	Sub-total of cash outflows used in

	financing activities		505,144.78		1,389,097.28		1,468,780.63		782,621.30
	Net cash flow generated from financing

	activities		120,552.29		120,527.94		418,292.08		132,394.10
IV.	Effect on cash from changes of


	exchange rate		-	186.16		-245.38	-
V.	Net increase in cash and cash


	equivalents		-26,975.87	-6,661.15	-56,948.12	39,836.75
	Balance of cash and cash equivalents at


	the beginning of the period	73,874.98		80,536.13		137,484.25		97,647.50
VI.	Balance of cash and cash equivalents at
	the end of the period		46,899.11		73,874.98		80,536.13		137,484.25

- I-15 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

Key Financial Indicators for the Last Three Years and the Latest Period

	As at
	the end of
	June 2020/	As at	As at	As at
	January to	the end of	the end of	the end of
Items	June 2020	2019/2019	2018/2018	2017/2017
Current ratio (times)	0.45	0.42	0.43	0.65
Quick ratio (times)	0.30	0.27	0.27	0.36
Gearing ratio (%)	56.77	55.61	52.84	59.23
EBITDA interest
coverage multiple
(times)	8.80	6.66	5.97	8.16
Debt-to-EBITDA ratio
(times)	-	0.17	0.17	0.17
Gross profit margin (%)	11.15	9.65	8.68	9.07
Weighted average return
on equity (%)	4.87	5.49	5.17	7.12

In the last three years and the latest period, there is no material asset acquisition, disposal or replacement that leads to substantive changes of the Company's core businesses and productive assets.

- I-16 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

(IV) The Management's Brief Conclusion about the Financial Analysis for the Last Three Years

and the Latest Period

1. Analysis of Asset Structure

Main Assets as at the end of 2017-2019 and the end of June 2020

						Unit: RMB'0,000
	As at		As at	As at	As at
	the end of		the end of	the end of	the end of
Items	June 2020	2019	2018	2017
Current Assets:
Cash and cash equivalents	402,052.11		324,192.18		283,991.51		307,275.57
Held-for-trading financial assets	123,666.63		152,835.34		42,119.93		-
Derivative financial assets	851.48		43.12		-	-
Notes receivable	-		-	52.23		1,906.63
Accounts receivable	18,468.25		29,014.33		59,174.80		12,666.28
Receivables financing	1,057.20		34.10		-	-
Prepayments	73,942.55		11,673.70		15,007.82		17,530.40
Dividends receivable	0.00		5.54		40.78		622.11
Interests receivable	11.62		1.44		240.22		-
Other receivables	163,298.73		116,989.02		118,838.98		30,128.24
Proceeds from financial assets
purchased under agreements to
resell	-		-	15,892.22		-
Inventories	437,559.39		363,978.73		338,538.19		310,221.76
Assets classified as held for sale	-		-	-	39.59
Other current assets	29,763.48		35,378.63		30,897.92		10,521.25
Other current financial assets	3,137.93		2,035.04		-	-

Total current assets	1,253,809.37		1,036,181.17		904,794.59		690,911.84

- I-17 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

		As at		As at		As at		As at
		the end of		the end of		the end of		the end of
Items		June 2020	2019	2018	2017
Non-current Assets:
Available-for-sale financial assets	-		-		-	201.61
Other investments in equity
instruments		730.00		730.00		730.00			-
Other non-current financial assets	607,907.23		568,809.77		584,452.02			-
Long-term receivables		566.26			-		-		-
Long-term equity investments		115,628.20		104,225.93		104,094.06		39,920.81
Investment properties		22,532.99		23,145.85		24,399.71		22,668.40
Fixed assets		2,158,191.95		2,203,355.22		2,030,678.44		1,843,772.39
Construction in progress		543,704.73		398,187.46		315,874.33		265,675.66
Right-of-use assets		13,072.84		13,655.11			-		-
Intangible assets		1,056,449.11		1,062,830.63		1,015,000.92		981,936.59
Development expenditures		2,636.30		1,966.57		1,025.78		245.39
Goodwill		282,672.82		281,082.45		289,139.37		270,798.56
Long-term deferred expenditures	3,365.25		3,542.79		4,601.81		3,408.17
Deferred income tax assets		34,564.09		26,787.22		39,403.43		12,288.50
Other non-current assets		106,493.27		91,057.10		75,281.15		79,801.04

Total non-current assets		4,948,515.03		4,779,376.12		4,484,681.02		3,520,717.13

Total assets		6,202,324.40		5,815,557.28		5,389,475.61		4,211,628.97

As at the end of 2017-2019 and the end of June 2020, the business scale continued to expand, and total assets grew year on year accordingly, reaching RMB42,116,289,700, RMB53,894,756,100, RMB58,155,572,800 and RMB62,023,244,000 respectively.

Analyzed by the asset structure, assets of the Company mainly comprise cash and cash equivalents, inventories, net fixed assets and intangible assets, while other assets have lower proportions in total assets, with some of them accounting for over 5%. As at the end of June 2020, the said four assets accounted for 6.48%, 7.05%, 34.80% and 17.03% of the total assets, respectively.

- I-18 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

2. Analysis of liabilities structure

The Company's main liability components at the end of

2017 to 2019 and the end of June 2020

								Unit: RMB'0,000
		At the
		end of June		At the		At the		At the
Items	2020			end of 2019		end of 2018		end of 2017
Current liabilities:
Short-term borrowings	678,726.58		315,425.75		362,335.20		78,930.00
Held-for-trading financial liabilities	1,184,823.54		1,305,637.23		1,083,400.92		575,141.06
Derivative financial liabilities	827.41		391.98			-		-
Notes payable	86,072.55		82,801.63		63,164.27		38,887.80
Accounts payable	203,014.20		202,315.98		197,303.22		176,685.03
Advances receivable		-		-		-	12,721.93
Contract liabilities	13,513.79		4,093.97		8,504.91			-
Employee salaries payable	47,396.34		15,631.32		12,793.87		14,938.88
Taxes payable	33,895.80		34,115.07		34,590.92		31,279.42
Interest payable	0.00			-	10,035.12		11,057.57
Dividend payable	34,411.94		12,395.31		12,395.31		18,886.36
Other payables	276,045.41		219,159.28		304,412.26		104,939.50
Non-current liabilities due within
one year	4,519.81		294,968.45		4,191.32		3,899.25
Other current liabilities	200,664.53		409.34			-		-

Total current liabilities	2,763,911.91		2,487,345.31		2,093,127.33		1,067,366.80
Non-current liabilities:

Long-term borrowings	111,395.32		120,156.75		209,096.00		685,756.80
Bonds payable	101,226.51		103,135.06		68,786.20		329,447.97
Lease liabilities	8,906.38		6,593.95			-		-
Long-term payables	48,686.58		41,014.68		4,515.21		5,988.39
Special payables	507.72		507.72		345.55			-
Long-term salaries payables	21.12		49.41		366.11		283.78
Accrued liabilities	97,916.09		90,995.79		78,880.46		57,830.68
Deferred income tax liabilities	386,212.61		381,862.21		391,661.73		346,273.85
Deferred income - non-current
liabilities	1,616.26		1,244.40		1,218.61		1,752.63
Other non-current liabilities	870.94		877.70			-		-

Total non-current liabilities	757,359.53		746,437.67		754,869.88		1,427,334.11

Total liabilities	3,521,271.44		3,233,782.98		2,847,997.21		2,494,700.91

- I-19 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

During the reporting period, with the continuous expansion of business scale of the Company, its demand for funds increased year by year while its liabilities scale continued to grow. At the end of 2017, 2018, 2019 and the end of June 2020, the total liabilities of the Company was RMB24,947,009,100, RMB28,479,972,100, RMB32,337,829,800 and RMB35,212,714,400, respectively. During the reporting period, the Company's current liabilities accounted for 42.79%, 73.49%, 76.92% and 78.49% of total liabilities, respectively.

The Company's current liabilities mainly include short-term borrowings, financial liabilities at fair value through profit or loss, accounts payable and other payables. As at the end of June 2020, the ratio of the above items to current liabilities was 19.28%, 33.65%, 5.77% and 7.84%, respectively. The Company's non-current liabilities are mainly long-term borrowings, bonds payable and deferred income tax liabilities. As at the end of June 2020, the ratio of the three items to non-current liabilities was 3.16%, 2.87% and 10.97% respectively.

3.	Cash flow analysis
				Unit: RMB'0,000
		January to
Item		June 2020	2019	2018	2017
Net cash flows from operating
activities		209,451.57	418,008.07	415,155.82	369,867.94
Net cash flows from investing
activities		-234,005.13	-383,142.91	-456,257.24	-1,040,776.74
Net cash flows from financing
activities		100,763.72	2,173.98	6,161.29	796,699.25
Increase in cash and cash equivalents	77,276.19	38,346.00	-32,703.56	124,408.93
Balance of cash and cash equivalents
at the end of the period	379,180.22	301,904.03	263,558.03	239,833.86

Cash flows generated from operating activities

In the previous three years and the last period, net cash flows from operating activities of the Company was RMB3,698,679,400, RMB4,151,558,200, RMB4,180,080,700 and RMB2,094,515,700, respectively. In 2018, net cash flows from operating activities of the issuer increased by 12.24% over 2017, mainly due to the increase in net cash inflows generated from gold purchases and sales.

- I-20 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

Cash flows generated from investing activities

In the previous three years and the last period, net cash flows from investing activities was RMB-10,407,767,400,RMB-4,562,572,400,RMB-3,831,429,100 and RMB-2,340,051,300, respectively. In the previous three years and the last period, net cash flows from investing activities of the Company continued to be negative, mainly due to: (1) more cash paid for the purchase and construction of fixed assets, intangible assets and other long-term assets, the amount of which in the previous three years and the last period was RMB3,801,606,700, RMB3,629,615,800, RMB4,174,635,200 and RMB2,056,634,800, respectively. The above-mentioned funds were mainly expended on land, properties, buildings, right of special tools for mine detection, carparks, gate ways and its auxiliary engineering, excavation and installation works and large-scale equipments; (2) more cash paid for other investing activities, the amount of which in the previous three years and the last period was RMB1,401,276,700, RMB789,759,900, RMB965,666,700 and RMB1,360,384,600, respectively. The above-mentioned funds were mainly expended on futures investment, gold leasing, mine environment recovery margin. Net cash flows from investment activities of the issuer was relatively low in 2017, mainly due to a large amount of cash outflows generated from investing activities as a result of acquisition of 50% equity interest in the Veladero Gold Mine.

Cash flows generated from financing activities

In the previous three years and the last period, net cash flows from financing activities of the Company amounted to RMB7,966,992,500, RMB61,612,900, RMB21,739,800 and RMB1,007,637,200, respectively. In 2017, the higher net cash flows generated from financing activities was mainly due to an increase in cash inflows from financing activities as a result of financing for acquisition of 50% equity interest in the Veladero Gold Mine.

- I-21 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

4. Solvency analysis

The major solvency indicators of the issuer in the previous three years and the last period are shown as follows:

	At the
	end of June/	At the	At the	At the
	January to end of 2019/ end of 2018/ end of 2017/
Item	June 2020	in 2019	in 2018	in 2017
Current ratio (times)	0.45	0.42	0.43	0.65
Quick ratio (times)	0.30	0.27	0.27	0.36
Gearing ratio (%)	56.77	55.61	52.84	59.23
EBITDA interest coverage
multiple (times)	8.80	6.66	5.97	8.16
Debt-to-EBITDA ratio
(times)	-	0.17	0.17	0.17

Short-termSolvency

In the previous three years and the last period, the issuer's current ratio was 0.65, 0.43, 0.42 and 0.45, respectively and quick ratio was 0.36, 0.27, 0.27 and 0.30, respectively. The current ratio and quick ratio were relatively low in absolute value mainly due to set up of the strategic goal of "optimising and expanding to become one of the top ten gold mining enterprises in the world in respect of comprehensive strengths". The Company is at the stage of exploring new developments and expansion of scale. In order to explore high-quality resources, accelerate overseas acquisitions, ensure long-term production and increase competitiveness, more funds are necessary to be raised in the short term, while the related assets acquired are mainly long-term assets such as intangible assets and fixed assets.

In the previous three years and the last period, the issuer's EBITDA interest coverage multiple was 8.16, 5.97, 6.66 and 8.80 respectively, showing a volatile trend. In general, the issuer's EBITDA can cover interest expenses of the Company in full, representing an interest coverage multiple of exceeding 1.

- I-22 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

Long-termSolvency

As at the end of the previous three years and in the last period, the Company's gearing ratio was 59.23%, 52.84%, 55.61% and 56.77%, respectively. The issuer's gearing ratio remained basically stable and within a reasonable range at the end of each period during the reporting period.

5. Profitability analysis

As a leading domestic gold production enterprise, the issuer has steadily carried on various tasks in recent years. Its various results have shown a good development trend, its economic benefits have grown steadily, and its development capabilities have been greatly improved. The Company learns and leverages the global operation management and control experience from Barrick Gold Corporation. While ensuring operation management and control of domestic subsidiaries, the Company will establish and improve management control mechanism for its overseas projects, so as to regulate supervision on overseas projects and guarantee its profitability. Adhering to the principle of "guaranteed output, guaranteed profit and reduced costs", the issuer increases efforts on Veladero project management, striving to break through the bottleneck of capacity and increase mine output through measures such as technological transformation and equipment upgrade.

Since 30 June 2017, the Company and Barrick Gold Corporation have operated the Veladero Gold Mine in Argentina jointly. Both parties recognize assets and liabilities respectively according to the proportion of 50% each as agreed in the purchase agreement, and are entitled to 50% of the products produced from and recognize 50% of the expenses incurred by the Veladero Gold Mine. This acquisition will help the Company speed up the process of internationalization, rapidly expand the reserves of mineral resources, and enhance its competitiveness in domestic and overseas markets. Upon completion of the transaction, total assets and reserves of mineral resources of the Company will be greatly increased while its overall profitability and capability against operating risks will be further improved and enhanced.

The major profitability indicators of the Company in the previous three years and the last period are shown as follows:

	January to
Indicator	June 2020	2019	2018	2017
Net profit (RMB'0,000)	130,133.98	142,138.60	108,562.99	119,339.11
Net profit attributable to
owners of the parent
company (RMB'0,000)	115,271.69	128,946.75	102,409.35	113,742.38
Gross profit margin (%)	11.15	9.65	8.68	9.07
Weighted average return on
equity (%)	4.87	5.49	5.17	7.12

- I-23 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

6. Future business targets and sustainability of profitability

In 2020, the Company has determined the following production and operation plan: gold production of not less than 39.586 tonnes. The plan is based on the current economic situation, market conditions and the Company's operating situation. The Board will make corresponding adjustments according to future developments. The main measures are as follows:

Strengthen production and operation management and increase the Company's economic benefits

We will fulfill the responsibilities by transmitting pressure from each level and focus on mobilizing all employees' production enthusiasm by organizing various kinds of labor competitions. Firstly, we will highlight the strengthening of production management. The Company will continue to enhance production organization, optimize production layout and exercise strict technical index management in order to constantly improve the quality and efficiency of operation and achieve quality development. Secondly, we will accelerate the construction of key projects. The Company will accelerate key projects such as the deep area of Xincheng Gold Mine and Dongfeng Mining Area of Linglong Gold Mine and the progress of production connection project, and deeply explore potentials to ensure stable improvement in the Company's production capacity. Thirdly, we will accelerate geological prospecting work. The Company will carry out mines geological exploration and strengthen mine prospecting and reserves increasing in order to possess sustainable resources and further extend the life of mines. In particular, we will conduct mine prospecting in key target areas to ensure the balance of third class reserves. Fourthly, we will conduct good operation management. The Company will further refine the appraisal of index including cash flow, net profit, asset-liability ratio and revenue margin, actively explore the incorporated reform management of trading centers, and continuously enhance the research and judgment ability of the trend of gold price so as to grasp sales opportunities flexibly and maximize profits from sales.

Carry out quality and efficiency enhancement and raise the level of high-quality development

Firstly, we will thoroughly streamline and analyze our production process and management aspect, comprehensively promote technological and management cost reduction, and effectively control the level of cost. Secondly, we will further strengthen technology management, improve technical index, tap internal potential, broaden development space, seek benefits from technology and management, and follow the path of high-quality development. Thirdly, we will comprehensively improve our ability to reserve resources, and adhere to resource acquisition as a breakthrough in strategic implementation. The Company will expand its footprint into other provinces and abroad in reliance upon resources within the province, give full play to the role of the Canada representative office, and actively participate in global resources allocation. We will actively select high-quality projects in markets along the "One Belt and One Road" initiative and various resource-rich areas around the world, and adopt a combination of overall acquisition, equity cooperation and other methods to achieve new breakthroughs in our acquisitions.

- I-24 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

Increase the efforts in technological innovation and drive the enterprise development momentum

By relying on Shandong Gold think tank and innovative platforms including three major laboratories, the Company targets to reinforce its all-round cooperation with leading enterprises in the same industry and science research institutions. Aiming at strategic, basic and cutting-edge mining fields, we will condense major technological issues and coordinate overall technical break-through projects with a target of creating great scientific research results and jointly building a national research platform. We will focus on the innovation of key and core technologies in industries such as mining, beneficiation and filling, and actively promote the transformation of research results. We will accelerate the research on comprehensive utilisation projects of tailings and focus on creating green mines. The Company will vigorously promote the application of 5G technology in the mining industry and explore a new model of "5G + smart mines".

Accelerate the promotion of world-class demonstration mines construction and create a high development benchmark

We will focus on the construction of "ramp comprehensive execution information system" and "the big data platform based on the ROMA system of Huawei". We will also accelerate the progress promotion of projects such as smart site selection, ground pressure monitoring, industrial network renovation and the upgrading and reconstruction of coastal sightseeing zones and ecological restoration demonstration areas. The Company strives to improve the level of three-dimensional mining planning and design, automated mining, intensive production management and control, and geological resource informatization to ensure the successful completion of construction goals. We target to form a set of replicable and propagable world-class mine construction standards and experience, and become a world-class leader in "smart mines" and "ecological mining".

Continuously consolidate the foundation for safe production and ecological and environmental protection construction, and comprehensively build a first-class corporate brand image

We will adhere to the "double zero" goal of safety and environmental protection, improve risk classification control and the construction of potential risk identification system and continue to enhance our intrinsic safety level. We will also put our green development philosophy into practice, and proactively promote construction of green mines. We will ensure that all our mines in production will be included in the national or provincial green mine list and all our smelting companies will be included in the national or provincial green factory list at the end of this year, so as to further improve our brand image of "Shandong Gold, Ecological Mining".

- I-25 -

APPENDIX I	OVERSEAS REGULATORY ANNOUNCEMENT ON THE COMPANY'S
	PROPOSED PUBLIC ISSUANCE OF RENEWABLE CORPORATE BONDS

IV. USE OF PROCEEDS FROM THE BOND ISSUE

The proceeds from the Bond Issue, after deducting issue expenses, are intended to be used in replenishing working capital, repaying interest-bearing debts, project constructions and other related purposes that comply with relevant laws and regulations.

OTHER SIGNIFICANT EVENTS
1. External guarantees

As at 30 June 2020, the total amount of guarantees provided by the Company to its controlling subsidiaries was RMB3.257 billion, accounting for 12.15% of the net assets of the Company.

As at the date of this announcement, the Company does not provide any guarantee to other companies or relevant entities other than its controlling subsidiaries.

2. Pending litigation or arbitration

As at the date of this announcement, the Company has no pending litigation or arbitration which may have a significant impact on its financial conditions, results of operations, reputation, business activities and future prospects.

Announcement is hereby made.

The Board of Directors of

Shandong Gold Mining Co., Ltd.

18 September 2020

- I-26 -

APPENDIX II NOTICE OF 2020 FOURTH EXTRAORDINARY GENERAL MEETING

SHANDONG GOLD MINING CO., LTD.

山東黃金礦業股份有限公司

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

(Stock Code: 1787)

NOTICE OF 2020 FOURTH EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2020 Fourth Extraordinary General Meeting (the "EGM") of Shandong Gold Mining Co., Ltd. (the "Company") will be held at the conference room of the Company, Building No. 3, Shuntai Plaza, Shunhua Road No. 2000, Jinan, Shandong Province, the PRC at 9:00 a.m. on Tuesday, 13 October 2020 for the purpose of considering and, if thought fit, passing the following resolutions:

SPECIAL RESOLUTIONS

1. To approve the resolution on the Company's satisfaction of the conditions for public issuance of renewable corporate bonds.

2.00 To approve the resolution on the Company's proposed issuance of renewable corporate bonds.

2.01 Issue Size

2.02 Par Value and Issue Price

2.03 Issue Method

2.04 Issue Target and Arrangement for Placement to Shareholders of the Company

2.05 Term of the Bonds

2.06 Interest Rate and Payment of Interests

2.07 Terms of Guarantee

2.08 Use of Proceeds

Proposed Place of Listing
Measures to Secure Repayment
Underwriting
Validity of the Resolution

- II-1 -

APPENDIX II NOTICE OF 2020 FOURTH EXTRAORDINARY GENERAL MEETING

ORDINARY RESOLUTION

3. To approve the resolution on proposing at the general meeting to authorize the board of directors with full discretion to handle the matters related to the Company's public issuance of renewable corporate bonds.

By order of the Board

Shandong Gold Mining Co., Ltd.

Li Guohong

Chairman

Jinan, the PRC

21 September 2020

As at the date of this notice, the executive directors of the Company are Mr. Wang Peiyue, Mr. Li Tao and Mr. Tang Qi; the non-executive directors of the Company are Mr. Li Guohong, Mr. Wang Lijun and Ms. Wang Xiaoling; and the independent non-executive directors of the Company are Mr. Gao Yongtao, Mr. Lu Bin and Ms. Hui Wing.

Notes:

All holders of H Shares whose names appear on the register of members of the Company on Thursday, 8 October 2020 are entitled to attend the EGM and should bring along their identity cards or passports when attending the EGM. Holders of the Company's H Shares should note that the register of members of the Company will be closed from Thursday, 8 October 2020 to Tuesday, 13 October 2020 (both dates inclusive). All transfer documents accompanied by the relevant share certificates must be lodged with the Company's H share registrar, namely Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong no later than 4:30 p.m. on Wednesday, 7 October 2020. The record date and arrangements in respect of the holders of A Shares of the Company who are entitled to attend the EGM will be determined and announced separately in the PRC.
Any shareholder entitled to attend and vote at the EGM is entitled to appoint a proxy or more proxies (who need not be a shareholder of the Company) to attend the EGM and vote thereat in his stead. For any shareholder who appoints more than one proxy, the voting right can only be exercised by his/her proxies on a poll.
Any shareholder who intends to appoint a proxy to attend the EGM shall put it in writing, with the proxy form to be signed by the appointor or his attorney duly authorized in writing. If the appointor is a corporation, the proxy form must be affixed with its common seal, or signed by any of its directors or attorney duly authorized in writing. If the proxy form is signed by an attorney authorized by the appointer, the power of attorney or other authorization documents must be notarially certified. The notarially certified power of attorney or other authorization documents together with the proxy form must be delivered to the Company's H share registrar, Tricor Investor Services Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong (for H shareholders only) not later than 24 hours before the time appointed for the holding of the EGM (i.e. before 9:00 a.m. on Monday, 12 October 2020). Completion and return of the proxy form will not affect the rights of the shareholders to attend and vote at the EGM in person.
Proxies of holders of the Company's H Shares shall bring along the proxy form, instrument(s) for appointing a proxy (if applicable) and the proxies' identity cards or passports to attend the EGM.
According to Article 108 of the Articles of Association, an ordinary resolution shall be passed by more than half of the votes cast by the shareholders (including proxies) present at the general meeting, while a special resolution shall be passed by more than two-thirds of the votes cast by the shareholders (including proxies) present at the general meeting.
Directors, supervisors and senior management of the Company and the witnessing lawyers and other relevant personnel employed by the Company will attend the EGM.

- II-2 -

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Shandong Gold Mining Co. Ltd. published this content on 21 September 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 September 2020 22:29:03 UTC

End-of-day quote Shanghai S.E. Other stock markets 06:00:00 2024-05-09 pm EDT			5-day change	1st Jan Change
30.66 ^CNY	+1.76%		+6.20%	+34.06%

Apr. 26	Shandong Gold Mining Co., Ltd. Reports Earnings Results for the First Quarter Ended March 31, 2024	CI
Apr. 12	Shandong Gold Mining Expects a Strong First-Quarter Profit	MT

Shandong Gold Mining Co., Ltd. Reports Earnings Results for the First Quarter Ended March 31, 2024	Apr. 26	CI
Shandong Gold Mining Expects a Strong First-Quarter Profit	Apr. 12	MT
Shandong Gold Mining Co., Ltd. Provides Unaudited Earnings Guidance for the First Quarter of 2024	Apr. 11	CI
Shandong Gold Mining's 2023 Profit Surges 90% on Higher Revenue	Apr. 02	MT
Shandong Gold Mining Co., Ltd. Proposes Final Dividend for the Year Ended 31 December 2023, Payable by 31 August 2024	Mar. 28	CI
Shandong Gold Mining Co., Ltd. Reports Earnings Results for the Full Year Ended December 31, 2023	Mar. 28	CI
Newmont Starts Sale Process for Akyem Gold Mine in Ghana	Mar. 22	MT
Newmont's Akyem Ghana Gold Mine Reportedly Draws Chinese Interest	Mar. 21	CI
Shandong Gold Mining to Buy Mongolian Mine's Stake for 471 Million Yuan	Mar. 13	MT
Shandong Gold Mining to Buy 70% Stake in Mining Firm	Mar. 11	CI
Shandong Gold Mining Sees Up to 101% Rise in 2023 Profit	Jan. 31	MT
Shandong Gold Mining Co., Ltd. Provides Earnings Guidance for the Year Ended 31 December 2023	Jan. 30	CI
Shandong Gold Mining Buys Gold Mining Exploration Rights	Jan. 29	MT
Shandong Gold Mining Co., Ltd. agreed to acquire Xiling Gold Mine Exploration Right from Shandong Gold Geological And Mineral Exploration Co., Ltd. for CNY 10.3 billion.	Jan. 25	CI
Canada gives mineral-rich Arctic region of Nunavut control over its resources	Jan. 18	RE
Canada to give mineral-rich Arctic region of Nunavut control over its resources	Jan. 18	RE
Shandong Gold Mining Co., Ltd. Announces Resignation of Wang Lijun as Non-Executive Director	Jan. 14	CI
Shandong Gold Mining Renews Mutual Products, Services Contract with Controlling Shareholder	Dec. 05	MT
Shandong Gold Plans to Boost Stake in Yintai Gold for Up to 2.6 Billion Yuan	Nov. 17	MT
Shandong Gold Mining's Q3 Profit Surges 240%	23-10-30	MT
Shandong Gold Mining Co., Ltd. Reports Earnings Results for the Nine Months Ended September 30, 2023	23-10-27	CI
Shandong Huanghuang Occupational Disease Prevention and Treatment Hospital announced that it expects to receive funding from Shandong Gold Mining Co., Ltd.	23-10-26	CI
Shandong Gold Mining Expects January-September Profit Rising by Up to 102%	23-10-12	MT
Shandong Gold Mining Co., Ltd. Provides Earnings Guidance for the Nine Months Ended September 30, 2023	23-10-12	CI
Shandong Gold Mining Co., Ltd. Reports Earnings Results for the Half Year Ended June 30, 2023	23-08-28	CI

	1st Jan change	Capi.
SHANDONG GOLD MINING CO., LTD.	+34.06%	17.07B
HUNAN GOLD CORPORATION LIMITED	+57.27%	2.91B

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