Shanghai Electric : SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING

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

(Stock Code: 02727)

SUPPLEMENTAL NOTICE OF EXTRAORDINARY GENERAL MEETING

SUPPLEMENTAL NOTICE IS HEREBY GIVEN that the extraordinary general meeting (the "EGM") of Shanghai Electric Group Company Limited (the "Company") will be held at 9 a.m. on Tuesday, 20 April 2021 at Fulin Hall, 9th Floor, Shanghai Bund Yujinxiang Xinya Hotel, 422 Tiantong Road, Shanghai, the PRC to consider and, if thought fit, to pass the following resolutions in addition to the special resolution set out in the previous notice of the EGM of the Company dated 5 March 2021.

SPECIAL RESOLUTIONS

• 2. To consider and approve the grant of the General Mandate to issue Shares to the Board. (Note 5)

• 3. To consider and approve the resolution on the Company's compliance with the conditions of Non-public Issuance of A Shares.

• 4. To consider and approve the Issuance Proposal for the proposed Non-public Issuance of A Shares:

  • 4.1 class and par value of Shares to be issued;

  • 4.2 method and time of issuance;

  • 4.3 target subscribers and subscription method;

* For identification purpose only

• 4.4 Pricing Benchmark Date, issue price and pricing;

• 4.5 number of Shares to be issued;

• 4.6 lock-up period arrangement;

• 4.7 place of listing of the new A Shares to be issued;

• 4.8 arrangement of accumulated undistributed profits;

• 4.9 validity of the resolutions in respect of the Non-public Issuance of A Shares; and

• 4.10 use of proceeds.

• 5. To consider and approve the resolution on the Plan for the Non-public Issuance of A Shares.

• 6. To consider and approve the resolution on the Feasibility Analysis Report on the Use of Proceeds from the Non-public Issuance of A Shares.

• 7. To consider and approve the resolution on the report on the use of previously

• raised proceeds of the Company as of 31 December 2020.

• 8. To consider and approve the resolution on the remedial measures for the dilution of immediate returns upon the Non-public Issuance of A Shares and undertakings by the relevant persons.

• 9. To consider and approve the resolution on the Company's Plan on Shareholders'

  Return for the Upcoming Three Years (2021-2023).

• 10. To consider and approve the resolution on the authorisation to the Board and its authorised person(s) to deal with matters relevant to the Non-public Issuance of A Shares.

By order of the Board

Shanghai Electric Group Company Limited

Zheng Jianhua

Chairman of the Board

Shanghai, the PRC, 26 March 2021

As at the date of this notice, the executive directors of the Company are Mr. ZHENG Jianhua, Mr. HUANG Ou, Mr. ZHU Zhaokai and Mr. ZHU Bin; the non-executive directors of the Company are Ms. YAO Minfang and Ms. LI An; and the independent non-executive directors of the Company are Dr. XI Juntong, Dr. XU Jianxin and Dr.

LIU Yunhong.

Notes:

• 1. Please refer to the circular of the Company in relation to the EGM to be published on 26 March 2021 for details of the above resolutions.

• 2. A supplemental form of proxy is enclosed with this supplemental notice of the EGM.

• 3. Please refer to the notice dated 5 March 2021 for details of the other resolution to be considered at the EGM, closure of register of members and eligibility for attending the EGM and other relevant matters.

• 4. Shareholders who intend to appoint a proxy shall complete and return the enclosed supplemental form of proxy in accordance with the instructions printed thereon and return it no later than 24 hours before the time appointed to hold the EGM or any adjourned meeting.

• 5. Resolutions numbered 3 to 10 as set out in this EGM notice are conditional upon the passing of the resolution numbered 2 in this EGM notice by way of special resolution.