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CStone Pharmaceuticals Capital/Financing Update 2019

Aug 16, 2019

50715_rns_2019-08-16_ad29e1b8-1b92-4bab-965c-af013cbc71a5.pdf

Capital/Financing Update

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arisingfromorinrelianceuponthewholeoranypartofthecontentsofthisannouncement.

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兗州煤業股份有限公司

YANZHOU COAL MINING COMPANY LIMITED

(A joint stock limited company incorporated in the People’s Republic of China (“ PRC ”) with limited liability)

(Stock Code: 1171)

ANNOUNCEMENT ON TERMINATION OF NON-PUBLIC ISSUANCE OF A SHARES AND WITHDRAWAL OF APPLICATION MATERIALS

This announcement is made pursuant to the disclosure obligations under Part XIVA of the Securities and Futures Ordinance and Rules 13.09(2)(a) and 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

Reference is made to the announcements of Yanzhou Coal Mining Company Limited (the “ Company ”) dated 31March 2017 and 29 June 2017, the circular of the Company dated 2 June 2017 and the supplemental circular dated 30 June 2017 (the " Circulars "). Unless otherwise stated, capitalized terms used in this announcement shall have the same meanings as those defined in the Circulars. At the twenty-sixth meeting of the seventh session of the Board of the Company (the " Board ") held on 16 August 2019, the resolution on the "Proposal in relation to termination of the Company's non-public issuance of A Shares and withdrawal of application materials" (the " Proposal ") was considered and passed by theCompany, approving the Company to terminate the non-public issuance of A shares and to withdraw application materials from China Securities Regulatory Commission (" CSRC ").

1. General Information of the Non-Public Issuance of A Shares

At the thirtieth meeting of the sixth session and the first meeting of the seventh session ofthe Board held on 31 March 2017 and 29 June 2017, respectively, the resolution on the "Proposal in relation to the Company's non-public issuance of shares to specific persons" and other resolutions (all together, the " Resolutions ") related to the non- public issuance of A Shares were considered and passed, and at the second extraordinary general meeting of 2017, and the third class meetings of the holders of A shares and H shares of 2017 held on 25 August 2017, the abovementioned resolutions in relation to the non-public issuance of A shares were considered and approved.

According to the Resolutions, the Company planned to conduct Non-public Issuance of A Shares to issue no more than 647,000,000 A shares (inclusive) with the proceeds to be raised of no more than RMB7,000,000,000 (inclusive).The net value of the raised proceeds after deduction of issuance expenses was proposed to be invested in the following project:

Unit: RMB

Intended use of proceeds Amount of capitalrequired Amount of proceedsintended to be usedin the project
Acquisition of 100%equity interests
in Coal & Allied Industries Limited 17,150,000,000(Note) 7,000,000,000
("C&A")

Note: The total amount or capital required for the acquisition of 100% of the equity interest ofC&A will be US$2.45 billion. The total amount of capital required in this tableis calculated based on an exchange rate of US$1.00 = RMB7.00.

2. Reasons for the termination of the Non-Public Issuance of A shares

Since the announcement of the proposal for the Non-Public Issuance of A Shares, the Board andthe management of the Company and intermediaries have actively pushed forward the various matters relating to the Non-Public Issuance. In light of the changes in the capital markets conditions, financing opportunities and other factors, to protect the interests of the investors, the Company, having taken into account the external and internal factors and communicated with various parties,decided not to proceed with the Non-PublicIssuance of A shares and to withdraw its application materials regarding the Non-Public Issuance of A Shares from the CSRC.

3. Procedures for consideration and approval of the termination of the Non- Public Issuance of A Shares

At the twenty-sixth meeting of the seventh session of the Board and the fifteenth meeting of theseventh session of the supervisors of the Company held on 16 August 2019, the resolution on the Proposal was considered and passed by the Board and the supervisors of the Company, respectively. The Company’s independent non-executive directors gave their independent opinion of consenton the Proposal.

The Proposal is pursuant to the prior authorization by the shareholders' meeting to the Board regarding the Non-Public Issuance of A Shares, the Proposal does not require the shareholders' approval.

4. Impact of the termination of the Non-Public Issuance of A Shares on the Company

The termination of the Non-Public Issuance of A Shares is a prudent decision taken as a result of the actual situation of the capital market conditionsand the taking into account of financing opportunities, internal operational needs and other various factors. The termination of the NonPublic Issuance of A Shares by the Company will not affect the normal production and operations of the Company, nor will it present a situation that will harm the interests of the Company’s shareholders, in particular the interests of its minority shareholders.

5. Documents for Inspection

Resolutions Passed at the Twenty-Sixth Meeting of the Seventh Session of the board of Directors of

Yanzhou Coal Mining Company Limited

Resolutions Passed at the Fifteenth Meeting of the Seventh Session of the Supervisors of Yanzhou Coal Mining Company Limited

Independent Opinion of the Independent Non-executive Directors on the Matter Relating to the Termination of the Non-Public Issuance of the A Shares and Withdrawal of Application Materials

By order of the Board Yanzhou Coal Mining Company Limited Li Xiyong Chairman of the Board

Zoucheng City, Shandong Province, the PRC 16 August 2019

As at the date of this announcement, the Directors of the Company are Mr. Li Xiyong, Mr. Li Wei, Mr. Wu Xiangqian, Mr. Liu Jian, Mr. Guo Dechun, Mr. Zhao Qingchun and Mr. Guo Jun, and the independent non-executive Directors of the Company are Mr. Kong Xiangguo, Mr. Cai Chang, Mr. Poon Chiu Kwok and Mr. Qi Anbang.