China Metal Resources Utilization Limited — Share Issue/Capital Change 2021

Apr 1, 2021

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Monthly Return of Equity Issuer on Movements in Securities

For the month ended (dd/mm/yyyy) : 31/3/2021

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer China Metal Resources Utilization Limited Date Submitted 1/4/2021

• I. Movements in Authorised Share Capital

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1. Ordinary Shares
(1) Stock code : 01636 Description : Ordinary shares
Par value Authorised share
No. of ordinary (State capital
shares currency) (State currency)
Balance at close of preceding month 100,000,000,000 0.10 10,000,000,000
Increase/(decrease) Nil Nil
Balance at close of the month 100,000,000,000 0.10 10,000,000,000
(2) Stock code :
Description :
Par value Authorised share
No. of ordinary (State capital
shares currency) (State currency)
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month
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March 2019

1. Preference Shares

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Stock code : Description :
No. of Par value Authorised share
preference (State capital
shares currency) (State currency)
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month
3. Other Classes of Shares
Stock code :
Description :
No. of other Par value Authorised share
classes of (State capital
shares currency) (State currency)
Balance at close of preceding month
Increase/(decrease)
Balance at close of the month
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Total authorised share capital at the end of the month 10,000,000,000 (State currency) :

March 2019

II. Movements in Issued Share Capital

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No. of ordinary shares No of preference No. of other
(1) (2) shares classes of shares
Balance at close of
preceding month 2,631,603,838
Increase/ (decrease)
during the month 652,373,218
Balance at close of
the month 3,283,977,056
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III. Details of Movements in Issued Share Capital

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Share Options (under Share Option Schemes of the Issuer)
Particulars of No. of new shares of No. of new shares of
share option issuer issued during issuer which may be
scheme the month pursuant issued pursuant
including EGM thereto thereto as at close of
Movement during the month
approval date the month
(dd/mm/yyyy) and
class of shares
issuable Granted Exercised Cancelled Lapsed
1.share
option
scheme
EGM (28/1/2014)
Ordinary share Nil Nil Nil Nil 97,187,000
(Note 1)
2.share
option scheme
EGM (28/1/2014)
refreshed
AGM (9/6/2015)
Ordinary share Nil Nil Nil Nil 29,648,334
(Note 1)
3.
( / / )
shares
(Note 1)
Total A. (Ordinary shares) N/A
(Preference shares) N/A
(Other class) N/A
Total funds raised during the month from exercise
of options (State currency) N/A
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March 2019

Warrants to Issue Shares of the Issuer which are to be Listed

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No. of new No. of new
shares of shares of
issuer issuer which
issued may be
during the issued
Nominal value month pursuant
Currency at close of Exercised Nominal value pursuant thereto as at
Description of warrants of nominal preceding during the at close of the thereto close of the
(Date of expiry - dd/mm/yyyy) value month month month month
1.
( / / )
Stock code (if listed)
Class of shares
issuable (Note 1)
Subscription price
AGM approval date
(if applicable)
(dd/mm/yyyy) ( / / )
2.
( / / )
Stock code (if listed)
Class of shares
issuable (Note 1)
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy) ( / / )
3.
( / / )
Stock code (if listed)
Class of shares
issuable (Note 1)
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy) ( / / )
4.
( / / )
Stock code (if listed)
Class of shares
issuable (Note 1)
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy) ( / / )
Total B. (Ordinary shares) N/A
(Preference shares) N/A
(Other class) N/A
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March 2019

Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)

No. of new No. of new shares of shares of issuer issuer which issued may be during the issued month pursuant Amount at pursuant thereto as at Currency of close of Converted Amount at thereto close of the amount preceding during the close of the month Class and description outstanding month month month 1. Convertible Bonds due 2020 (as defined in announcements dated 31/7/2017 and 22/4/2020) HKD 590,000,000 Nil 590,000,000 Nil Nil Stock code (if listed) N/A Class of shares issuable (Note 1) Ordinary share HKD2.99 (subject to Subscription price adjustment) AGM approval date (if applicable) (dd/mm/yyyy)) (6/6/2019) 2. Stock code (if listed) Class of shares issuable (Note 1) Subscription price AGM approval date (if applicable) (dd/mm/yyyy) ( / / ) 3. Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) ( / / ) 4. Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) ( / / ) Total C. (Ordinary shares) N/A (Preference shares) N/A (Other class) N/A

March 2019

Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)

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No. of new No. of new shares of
Full particulars including AGM approval date (dd/mm/yyyy), shares of issuer issuer which may be
issued during
if applicable, and class of shares issuable: issued pursuant thereto
the month
as at close of the month
pursuant thereto
1. Maximum 41,796,000 Consideration Share at an Issue
Price of HKD3.80 per Consideration Share (as defined in
announcement dated 15/12/2017) may be issued pursuant to
the Sale and Purchase Agreement (please refer to
announcements dated 15/12/2017 and 29/12/2017 for
details)
(6/6/2017)
Ordinary shares (Note 1) Nil 41,796,000
2. Maximum 94,485,000 Consideration Share at an Issue
Price of HKD4.80 per Consideration Share (as defined in
announcement dated 7/2/2018) may be issued pursuant to
the Sale and Purchase Agreement (please refer to
announcements dated 7/2/2018, 27/9/2019 and 9/10/2019 for
details)
(6/6/2017)
Ordinary shares (Note 1) Nil 77,875,581
3. 33,882,652 Consideration Shares at an Issue
Price of HKD5.00 per Consideration Share (as defined in
announcement dated 15/6/2018) may be issued pursuant
to the Annual Procurement Agreements (please refer to
announcements dated 15/6/2018, 19/6/2018, 13/1/2021 and
22/1/2021 for details)
(5/9/2020)
Ordinary shares (Note 1) 33,882,652 Nil
4. Maximum 65,833,000 Consideration Shares at an Issue
Price of HKD5.00 per Consideration Share (as defined in
announcement dated 19/10/2018) may be issued pursuant to
the Sale and Purchase Agreements (please refer to
announcements dated 19/10/2018, 31/10/2018 and
16/11/2018 for details)
(6/6/2018)
Ordinary shares (Note 1) Nil 65,833,000
5. 618,490,566 Subscription Shares at the Revised Subscription
Price of HKD0.465 per Subscription Share (as defined in
announcements dated 20/7/2020 and 4/1/2021) may be
issued pursuant to the Revised Subscription Agreement
(please refer to announcements dated 7/7/2020, 20/7/2020,
15/9/2020 and 4/1/2021 for details)
(revised specific mandate in the extraordinary general
meeting dated 26/2/2021)
Ordinary shares (Note 1) 618,490,566 Nil
Total D. (Ordinary shares) 652,373,218
(Preference shares) N/A
(Other class) N/A
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March 2019

Other Movements in Issued Share Capital

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No. of new No. of new
shares of shares of
issuer issuer which
issued may be
during the issued
month pursuant
pursuant thereto as at
thereto close of the
Type of Issue month
Class of shares _
issuable (Note 1)
1. Rights issue At price : [State ] Issue and allotment ( / / )
currency date : (dd/mm/yyyy)
( / / )
EGM approval date:
(dd/mm/yyyy)
Class of shares _
issuable (Note 1)
2. Open offer At price : [State ] Issue and allotment ( / / )
currency date : (dd/mm/yyyy)
( / / )
EGM approval date:
(dd/mm/yyyy)
Class of shares _
issuable (Note 1)
3. Placing At price : [State ] Issue and allotment ( / / )
currency date : (dd/mm/yyyy)
( / / )
EGM approval date:
(dd/mm/yyyy)
Class of shares _
issuable (Note 1)
Issue and allotment ( / / )
4. Bonus issue
date : (dd/mm/yyyy)
( / / )
EGM approval date:
(dd/mm/yyyy)
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March 2019

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No. of new No. of new
shares of shares of
issuer issuer which
issued may be
during the issued
month pursuant
pursuant thereto as at
thereto close of the
Type of Issue month
5. Scrip dividend
Class of shares _
issuable (Note 1)
At price : [State ] Issue and allotment ( / / )
currency date : (dd/mm/yyyy)
( / / )
EGM approval date:
(dd/mm/yyyy)
Class of shares _
repurchased (Note 1)
6. Repurchase of Cancellation date : ( / / )
shares (dd/mm/yyyy)
( / / )
EGM approval date:
(dd/mm/yyyy)
Class of shares _
redeemed (Note 1)
7. Redemption of Redemption date : ( / / )
shares (dd/mm/yyyy)
( / / )
EGM approval date:
(dd/mm/yyyy)
Class of shares _
issuable (Note 1)
8. Consideration At price : [State ] Issue and allotment ( / / )
issue currency date : (dd/mm/yyyy)
( / / )
EGM approval date:
(dd/mm/yyyy)
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No. of new No. of new
shares of shares of
issuer issuer which
issued may be
during the issued
month pursuant
pursuant thereto as at
thereto close of the
Type of Issue month
Class of shares _
issuable (Note 1)
9. Capital Issue and allotment ( / / )
reorganisation date : (dd/mm/yyyy)
( / / )
EGM approval date:
(dd/mm/yyyy)
Class of shares _
issuable (Note 1)
10. Other At price : [State ] Issue and allotment ( / / )
(Please specify) currency
date : (dd/mm/yyyy)
( / / )
EGM approval date:
(dd/mm/yyyy)
Total E. (Ordinary
shares) N/A
(Preference shares) N/A
(Other class) N/A
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Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): (1) 652,373,218 N/A (2) N/A Total increase / (decrease) in preference shares during the month (i.e. Total of A to E): Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to N/A E): (These figures should be the same as the relevant figures under II above (“Movements in Issued Share Capital”).)

IV. Confirmations

We hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued by the issuer during the month as set out in Part III which has not been previously disclosed in a return published under rule 13.25A, it has been duly authorized by the board of directors of the listed issuer and, insofar as applicable:

(Note 2)

(i) all money due to the listed issuer in respect of the issue of securities has been received by it;

March 2019

• (ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under “Qualifications of listing” have been fulfilled;

• (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled;

• (iv) all the securities of each class are in all respects identical (Note 3) ;

• (v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with other legal requirements;

• (vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue;

• (vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and

• (viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.

Remarks (if any):

Submitted by: YU Jianqiu

Title: Director

(Director, Secretary or other duly authorised officer)

Notes :

1. State the class of shares (e.g. ordinary, preference or other).

2. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under rule 13.25A in relation to the securities issued, no further confirmation is required to be made in this return.

March 2019

3. “Identical” means in this context:

• the securities are of the same nominal value with the same amount called up or paid up;

• they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and

• they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.

4. If there is insufficient space, please append the prescribed continuation sheet.

March 2019