JX Energy Ltd. — Share Issue/Capital Change 2021

Aug 5, 2021

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Monthly Return for Equity Issuer and Hong Kong Depositary Receipts listed under Chapter 19B of the Exchange Listing Rules on Movements in Securities

For the month ended: 31 July 2021

Status: New Submission

To : Hong Kong Exchanges and Clearing Limited Name of Issuer: Persta Resources Inc. Date Submitted: 05 August 2021

I. Movements in Authorised / Registered Share Capital

Not applicable

Remarks:

Persta Resources Inc. is authorized to issue an unlimited number of common shares without par value.

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II. Movements in Issued Shares

1. Type of shares	Ordinary shares	Ordinary shares	Class of shares	Not applicable	Listed on SEHK (Note 1)	Yes
Stock code	03395		Description	Common shares
Balance at close of preceding month		361,886,520
Increase / decrease (-)		0
Balance at close of the month		361,886,520

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III. Details of Movements in Issued Shares

(A). Share Options (under Share Option Schemes of the Issuer)

1. Type of shares issuable	1. Type of shares issuable	Ordinary shares	Ordinary shares	Class of shares	Class of shares	Not applicable	Not applicable	Shares issuable to be listed on SEHK (Note 1)	Shares issuable to be listed on SEHK (Note 1)	Shares issuable to be listed on SEHK (Note 1)	Yes	Yes
Stock code of shares issuable (if listed on SEHK) (Note 1)				03395
Particulars of share option scheme		Number of share options outstanding at close of preceding month	Movement during the month				Number of share options outstanding at close of the month		No. of new shares of issuer issued during the month pursuant thereto (A)	No. of new shares of issuer which may be issued pursuant thereto as at close of the month		The total number of securities which may be issued upon exercise of all share options to be granted under the scheme at close of the month
1).	Share Option Plan (08/06/2018)	1,247,400	Granted		0		1,247,400		0	1,247,400		24,048,652
			Exercised		0
			Cancelled		0
			Lapsed		0
General Meeting approval date (if applicable)
		Total A (Ordinary shares): Total funds raised during the month from exercise of options: HKD							0 0

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(B). Warrants to Issue Shares of the Issuer which are to be Listed

1. Type of shares issuable	1. Type of shares issuable	Ordinary shares	Ordinary shares	Ordinary shares	Class of shares	Class of shares	Not applicable	Not applicable	Shares issuable to be listed on SEHK (Note 1)	Shares issuable to be listed on SEHK (Note 1)	Shares issuable to be listed on SEHK (Note 1)	Yes	Yes
Stock code of shares issuable (if listed on SEHK) (Note 1)					03395
Description of Warrants			Currency	Nominal value at close of preceding month		Movement during the month				Nominal value at close of the month	No. of new shares of issuer issued during the month pursuant thereto (B)		No. of new shares of issuer which may be issued pursuant thereto as at close of the month
1).	Unlisted Warrants		HKD	25,280,000		Issued		0		25,280,000	0		8,000,000
						Exercised		0
						Cancelled		0
						Lapsed		0
Stock code of the Warrant (if listed on SEHK) (Note 1) Subscription price Date of expiry General Meeting approval date (if applicable)			HKD 3.16 15 May 2023 13 August 2018
			Total B (Ordinary shares): 0

(C). Convertibles (i.e. Convertible into Issue Shares of the Issuer which are to be Listed) Not applicable

(D). Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be listed, including Options (other than Share Options Schemes) Not applicable

Remarks:

On 20 July 2021, the Company entered into the Subscription Agreements with the Subscribers, pursuant to which the Company has conditionally agreed to allot and issue, and the Subscribers have conditionally agreed to subscribe a total of 70,000,000 new Shares, in which 30,000,000 Shares at the Subscription Price of HK$0.8 per Share and 40,000,000 Shares at the higher of (i) HK $0.80, and (ii) the volume weighted average price per Share as quoted on the Stock Exchange for the 30 Trading Days immediately preceding the date on which the Company receives an irrevocable notice from Dalian Yongli. The Subscription Shares will be alloted and issued pursuant to the Specific Mandate proposed to be obtained from the Independent Shareholders at the special general meeting. Please refer to the announcement of the Company dated 9 June 2021, 10 June 2021 and 21 July 2021 (Hong Kong time) (the "Announcements") respectively for details. Capitalised terms used but not otherwise defined herein shall have the same meaning as that ascribed to them in the Announcements.

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(E). Other Movements in Issued Share

Not applicable

0

Total increase / decrease (-) in Ordinary shares during the month (i.e. Total of A to E)

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IV. Information about Hong Kong Depositary Receipt (HDR)

Not applicable

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V. 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 and IV which has not been previously disclosed in a return published under Main Board Rule 13.25A / GEM Rule 17.27A, it has been duly authorised 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;

(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:

The above items (i) to (viii) of Part V are not applicable.

Submitted by: Yongtan Liu Title: Chairman of the Board of Directors and Executive Director (Director, Secretary or other Duly Authorised Officer)

Notes

1. SEHK refers to Stock Exchange of Hong Kong.

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1. 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 Main Board Rule 13.25A / GEM Rule 17.27A in relation to the securities issued, no further confirmation is required to be made in this return.

2. “Identical” means in this context:

3. ．

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

5. 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

6. ． exactly the same sum (gross and net); and

7. ．

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

2. If there is insufficient space, please submit additional document.

3. In the context of repurchase of shares:

4. ． “shares issuable to be listed on SEHK” should be construed as “shares repurchased listed on SEHK”; and

5. ． “stock code of shares issuable (if listed on SEHK)” should be construed as “stock code of shares repurchased (if listed on SEHK)”; and

6. ． “type of shares issuable” should be construed as “type of shares repurchased”; and

7. ． “issue and allotment date” should be construed as “cancellation date”

8. In the context of redemption of shares:

9. ． “shares issuable to be listed on SEHK” should be construed as “shares redeemed listed on SEHK”; and

10. ． “stock code of shares issuable (if listed on SEHK)” should be construed as “stock code of shares redeemed (if listed on SEHK)”; and

11. ． “type of shares issuable” should be construed as “type of shares redeemed”; and

12. ． “issue and allotment date” should be construed as “redemption date”

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