THE RULES OF PROCEDURE FOR THE GENERAL MEETINGS OF SINOPEC ENGINEERING (GROUP) CO., LTD.

CHAPTER 1 GENERAL PROVISIONS

Article 1 In order to safeguard the legitimate interests of SINOPEC Engineering (Group) Co., Ltd. (中石化煉化工程(集團)有限公司) (the “Company”) and its shareholders, to ensure the proper and efficient operation of the general meeting and to ensure the general meeting exercises its functions and powers according to law, these Rules are formulated according to the “Company Law of the People’s Republic of China”, the “Securities Law of the People’s Republic of China”, “Guidelines for the Articles of Association of Listed Companies”, “the Rules Governing the Listing of Securities of The Stock Exchange of Hong Kong Limited” (the “Listing Rules”) and other relevant laws, regulations and normative documents, and the securities regulatory rules of the places where the Company’s shares are listed (the “Relevant Regulatory Rules”), and the Articles of Association of SINOPEC Engineering (Group) Co., Ltd. (中石化煉化工程(集團)有限公司) (the “Articles of Association”).

Article 2 These Rules apply to the general meetings of the Company and shall be binding on the Company, all shareholders (including proxies of the shareholders), directors, senior management and other relevant personnel present at the general meeting.

Article 3 The Company shall strictly comply with the provisions of the Relevant Regulatory Rules, the Articles of Association and these Rules to hold general meetings, and shall ensure shareholders can exercise their rights in accordance with laws.

The board of directors of the Company (the “Board”) shall duly perform its duties and properly organize the general meeting in a conscientious manner and on schedule. All directors of the Company shall perform their duties with due diligence to ensure the due holding of the general meetings and its functions and powers are lawfully exercised.

Article 4 Any shareholder who holds the shares of the Company legally and validly is entitled to attend or appoint a proxy to attend the general meeting, and shall have the right to know, to speak, to raise questions and to vote.

Shareholders and their proxies attending the general meeting shall comply with the provisions of the Relevant Regulatory Rules, Articles of Association and these Rules, and shall take the initiative to maintain the order of the meeting and shall not infringe the legitimate rights and interests of other shareholders.

Article 5 The venue for holding of the general meeting shall be: the city where the Company’s registered address is or any other venue designated by the board of directors. A meeting venue shall be set for the general meeting and the general meeting shall be held in the form of on-site meeting. The Company shall also adopt other methods to facilitate shareholders in accordance with the Relevant Regulatory Rules. The Company shall clearly state the voting time and procedures in the general meeting notice if other attending method is adopted by the Company to facilitate the shareholders. The shareholders who attend the meeting by the aforesaid methods shall be deemed as attended the general meeting.

In addition to setting up a meeting venue and holding an on-site meeting, the Company can also hold the general meeting by electronic communication.

After the notice of the general meeting is issued, the venue for the on-site meeting shall not be changed without reasonable cause. If a change is necessary, the convener of the meeting shall make an announcement and state the reasons at least 2 working days before the date of the on-site meeting.

CHAPTER 2 AUTHORITY OF THE GENERAL MEETING

Article 6 In order to ensure and increase the stability and efficiency of the daily operations of the Company, the general meeting authorizes the board of directors, on a partial basis, to exercise the following duties and powers:

(I) External investments (including entrusted wealth management, entrusted loans, etc.), acquisition or disposal of assets, renting or leasing assets, entrusting or being entrusted with managing assets and businesses: The Company shall conduct the following four size tests ("Four Ratios"):

Asset ratios: the total assets which are the subject of the transaction (where both book value or appraised value exist, the higher shall prevail) divided by the total assets of the Company in the latest published audited accounts calculated in accordance with the International Financial Reporting Standards or the latest published interim report (whichever is more recent);
Consideration ratio: the fair value of a single transaction (including debts and expenses undertaken) divided by the total market capitalization of the Company (calculated at the average closing price of the Company's securities for as stated in the Hong Kong Stock Exchange's daily quotation sheets for the five business days prior to the date of the transaction);
Revenue ratio: the revenue of the principal business attributable to the assets which are the subject of the transaction for the latest fiscal year divided by the audited revenue of the principal business of the Company for the latest fiscal year calculated in accordance with the International Financial Reporting Standards;
Profits ratio: the profits attributable to the assets which are the subject of the transaction for the latest fiscal year divided by the audited profits of the Company for the latest fiscal year calculated in accordance with the International Financial Reporting Standards.

The transaction of which any of the above four ratios is 25% or more is subject to approval at the general meeting. The board of directors is authorized to approve the transaction of which all of the above four ratios are less than 25%.

(II) Borrowings

Borrowings with a single amount is 25% or more of the net assets of the Company in its latest published audited accounts calculated in accordance with the International Financial Reporting Standards or the latest published interim report (whichever is more recent) is subject to approval at the general meeting. The board of directors is authorized to approve borrowings with a single amount less than 25% of the net assets of the Company in its latest published audited accounts calculated in accordance with the International Financial Reporting Standards or the latest published interim report (whichever is more recent).

(III) External guarantee

The Company’s external guarantees shall be considered and approved by the board of directors, among which, the following external guarantees shall be considered and approved at the general meeting:

any guarantee after the total external guarantee amount of the Company and its controlling subsidiaries has exceeded 50% of the latest audited net assets of the latest period;
any guarantee after the total external guarantee amount of the Company and its controlling subsidiaries has exceeded 30% of the latest audited total assets of the latest period;
the guarantee provided to the obligor whose debt to asset g ratio exceeds 70%;
the single guarantee amount exceeds 10% of the latest audited net assets;
the guarantee provided to shareholders, the de facto controller and related parties;
any other external guarantee regulated by the Relevant Regulatory Rules.

The guarantees which subject to consideration and approval at the general meeting shall not include the situation in which the Company provides its controlling subsidiaries with parent company performance guarantees for the purpose of undertaking EPC, construction and other principal businesses. However, the terms of such guarantees shall comply with the market practices of the engineering market. Guarantees that do not comply with the market practices of the engineering market or impose special obligations or liabilities on the Company shall still be subject to the approval at the general meeting in accordance with regulations, except as otherwise stipulated by national laws and administrative regulations.

(IV) Except for the external guarantees, the delegation of authority granted by the general meeting to the board of directors is permitted.

(V) For the purpose of item (II) in this Article above, a series of transactions shall be aggregated and treated as one transaction if they were all completed within a 12 month period or are otherwise related.

In determining whether transactions should be aggregated, factors to be considered include whether the transactions:

are entered into by the Company (or its subsidiaries) with the same party, or with parties connected or otherwise associated with one another;
involve the acquisition or disposal of securities or an interest in one particular company or group of companies;
involve acquisition or disposal of parts of one asset; or
together lead to substantial involvement by the Company (or its subsidiaries) in a business activity which did not previously form part of the Company's principal business activities.

(VI) If the above transaction constitute a connected transaction in accordance with the regulatory provisions in the place where the Company's shares are listed, it shall be handled in accordance with relevant provisions.

CHAPTER 3 PROCEDURES FOR HOLDING THE GENERAL MEETING

Section 1 Convening of the General Meeting

Article 7 The board of directors shall timely convene the general meeting within the prescribed period.

Article 8 Subject to the approval of a special meeting of independent directors, the independent directors shall have the right to propose to the board of directors to hold an extraordinary general meeting and shall be responsible for putting forward the proposal to the general meeting. With regard to the aforesaid proposal, the board of directors shall, in accordance with the provisions in laws, administrative rules, the Articles of Association and these Rules, respond in writing on agreeing or disagreeing to hold the extraordinary general meeting within 10 days from receiving the proposal. Where the board of directors agree to hold the extraordinary general meeting, it shall issue the notice of the general meeting within 5 days after the resolution passed by the board of directors. Where the board of directors disagree to hold the extraordinary general meeting, it shall make an announcement with the reasons stated.

Article 9 The audit committee has the right to propose in writing to hold the extraordinary general meeting of the board of directors, and shall be responsible for putting forward the proposal to the general meeting. The board of directors shall, subject to the laws, administrative rules, the Articles of Association and these Rules, respond in writing on agreeing or disagreeing to hold the extraordinary general meeting within 10 days from receiving the proposal.

Where the board of directors agree to hold the extraordinary general meeting, it shall issue the notice of the extraordinary general meeting within 5 days after the resolution passed by the board of directors. If there is any change made to the original proposal in the notice of the meeting, the consent of the audit committee must be obtained.

Where the board of directors disagree to hold the extraordinary general meeting, or fails to respond within 10 days from receiving the proposal, the board of directors shall be deemed to be unable or fail to perform its duties to convene the general meeting, and the audit committee can convene and chair the meeting by itself.

Article 10 Shareholders individually or jointly holding 10% or more of the shares of the Company shall have the right to propose in writing to hold the extraordinary general meeting to the board of directors and shall be responsible for putting forward the proposal to the general meeting. The board of directors shall, in accordance with the provisions in laws, administrative rules, the Articles of Association and these Rules, respond in writing on agreeing or disagreeing to hold the extraordinary general meeting within 10 days from receiving the proposal.

Where the board of directors disagree to hold the extraordinary general meeting, or fails to respond within 10 days from receiving the proposal, such shareholders as individually or jointly holding 10% or more of the shares of the Company shall propose in writing to hold the extraordinary general meeting to the audit committee.

Where the audit committee agrees to hold the extraordinary general meeting, it shall issue the notice of the extraordinary general meeting within 5 days from receiving the proposal. If there is any change made to the original proposal in the notice of the meeting, the consent of the relevant shareholders must be obtained.

Where the audit committee fails to issue the notice of extraordinary general meeting within the required time limit, the audit committee is deemed as not convening and chairing the general meeting, the shareholders as individually or jointly hold 10% or more of the shares of the Company for consecutive 90 days can convene and chair the meeting by themselves.

Article 11 Where the audit committee or shareholders decide to convene the general meeting by themselves, they shall notify the board of directors in writing.

Before the issue of the poll results announcement, the shareholding percentage of the convening shareholders shall not be less than 10% of the shares of the Company.

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Article 12 With respect to the general meeting convened by the audit committee or the shareholders, the board of directors and the secretary to the board shall cooperate. The board of director shall provide the register of members as at the share registration date.

Article 13 Where the general meeting is convened by the audit committee or shareholders, the necessary cost of the meeting shall be borne by the Company.

Section 2 Proposal at the General Meeting

Article 14 The contents of the proposal at the general meeting shall fall within the function and power of the general meeting, and shall contain clear subjects for consideration and specific matters to be resolved and shall comply with relevant provisions of laws, administrative rules, the Articles of Association and these Rules.

The board of directors, the audit committee and shareholders individually or jointly holding 1% or more of the total voting shares of the Company have the right to put forward the proposal to the Company.

Article 15 Shareholders individually or jointly holding 1% or more of the total voting shares of the Company can put forward a written additional proposal to convene 10 days before the holding of the general meeting. The convener shall publish the supplemental notice to announce the additional proposal within 2 days upon receiving the proposal. Where the securities regulatory rules of the places where the Company's shares are listed have stricter provisions, such provisions shall prevail.

Any additional proposal shall be within the function and power of the general meeting and shall not violate the provisions of the Relevant Regulatory Rules or the Articles of Association.

Apart from as stipulated by the preceding paragraph, after the convener of the meeting has published the notice of the general meeting, the proposal already included in the notice of the general meeting shall not be changed and no new proposal shall be added.

Section 3 Notice of General Meeting

Article 16 The notice of a general meeting shall be issued by the convener of the meeting.

Article 17 When holding the general meeting by the Company, the convener of the meeting shall issue the notice 20 days prior to the annual general meeting (excluding the date of such meeting) and 15 days prior to the extraordinary general meeting (excluding the date of such meeting), informing shareholders of the time, venue and matters to be considered at the meeting. The issue time of the notice shall also comply with the relevant requirements of The Stock Exchange of Hong Kong Limited regarding the closure of register of members.

Article 18 The notice of the general meetings of the holders of domestic shares or H shares shall be delivered only to the shareholders who are entitled to vote at such meetings.

The meetings of the holders of domestic shares or H shares shall be conducted in a manner which is as similar as possible to that of a general meeting. The provisions of the Articles of Association and these Rules relating to the procedures for holding the general meeting are applicable to the meetings of holders of domestic shares or H shares.

Article 19 The notice of a general meeting shall include the following information:

(1) the venue, date, time of the meeting;
(2) matters and resolutions to be considered at the meeting;
(3) necessary information or explanation to enable the shareholders to make an informed decision on the matters to be considered;
(4) a clear statement that all shareholders are entitled to attend and vote at the general meeting and are entitled to appoint their proxies in writing to attend and vote at such meeting. The proxy need not be a shareholder of the Company;
(5) the share registration date to determine the eligibility for the shareholder to attend the general meeting;
(6) the time and place for lodging proxy forms for the meeting;
(7) names and telephone numbers of the contacts for the meeting;
(8) voting time and voting procedures for other voting methods.

Article 20 Where the election of director is to be proposed at the general meeting, each director candidate shall be proposed as a single resolution.

Article 21 The notice and supplementary notice of the general meeting shall fully and completely disclose all the details of all the resolutions.

Article 22 After the convener of a meeting has issued the notice of the general meeting, the general meeting shall not be postponed or canceled and the resolutions proposed in the general meeting notice shall not be canceled without reasonable cause. Where a general meeting must be postponed or canceled, the convener of the meeting shall publish an announcement with reasons stated at least 2 working days before the original designated date for holding the general meeting.

Section 4 Registration of a General Meeting

Article 23 Shareholder can attend the general meeting in person or appoint a proxy (who does not need to be the shareholder of the Company) to attend and vote at the general meeting within the scope of authorization on his/her/its behalf. Such proxy can speak and vote at the general meeting in accordance with the authorization of the relevant shareholder.

Shareholder shall appoint the proxy to attend the general meeting in a written proxy form. Such proxy form shall be signed by the shareholder or the agent appointed by the shareholder by power of attorney. If the appointing shareholder is a legal entity, the proxy form shall be chopped with corporate seal or signed by its director or other officially appointed agent.

Article 24 The Company shall be responsible for preparing a meeting attendance register, which will be signed by the shareholders and the authorized proxies attending the on-site meeting. The meeting attendance register shall set out the names of persons attended the meeting, identification document numbers, information for confirming the identities of the shareholders (such as shareholder account numbers), the number of voting shares held or represented, names of the proxies (or names of the corporate) and so on.

Article 25 Unless otherwise decided by the Company, prior to the Chairman of the meeting announcing the number of the shareholders and the proxies attending the on-site meeting and the total number of shares with voting rights held by such shareholders, the meeting registration shall be concluded.

Article 26 All shareholders or their proxies registered on the share registration date are entitled to attend the general meeting and exercise their voting rights in accordance with the Relevant Regulatory Rules, Articles of Association and these Rules, and the Company and the convener shall not refuse for any reason.

Article 27 The proxy form shall be lodged with the Company's registered address or such other place as specified in the notice convening the general meeting at least 24 hours prior to the designated time for the relevant general meeting or 24 hours prior to the designated voting time. Where the proxy form is signed by a person authorized by the shareholder, the power of attorney or other authorization documents shall be notarized. The notarized power of attorney or other authorization documents, together with the proxy form, shall be lodged with the Company's registered address or such other place as specified in the notice convening the general meeting.

The clearing company specified in the Listing Rules shall have the right to appoint proxy(ies) to attend the general meeting and to speak and vote at the meeting. If more than 1 proxy are appointed, the proxy form shall set out the number and type of shares represented by each of the proxy under authorization.

The proxy form issued by the board of directors to shareholders for appointing a proxy shall allow shareholders to freely choose to instruct the proxy to vote for or against each resolution to be voted at the meeting separately. The proxy form shall state that in the absence of any instruction(s) by the shareholder, the proxy can vote for or against the resolution at his/her/its own discretion.

Article 28 Shareholders attending a general meeting shall complete the registration procedures. Shareholders shall provide the following documents for registration purposes:

If an individual shareholder attends the meeting in person, he/she shall provide his/her valid identification documents and proof for shareholding. The Company has the right to require the proxy who is appointed to attend the meeting to provide his/her own valid identification documents, the proxy form, and documents which enable the Company to confirm the identity of his/her principal as a shareholder.

If a Corporate shareholder appoint proxy to attend the general meeting. The Company has the right to require such proxy to provide his/her valid identification documents, the proxy form (if any) issued pursuant to law, and information enabling the Company to confirm the identity of the principal as a corporate shareholder. Other non-individual shareholders attending the meeting shall follow the requirements for corporate shareholders.

Article 29 Where a shareholder or a proxy request to speak at the general meeting, he/she shall register with the Company prior to the commencement of the general meeting and provide the content of the speech. The number of registered speakers shall be limited to 10. If there are more than 10 shareholders who wish to speak at the meeting, the first 10 shareholders with the largest shareholdings shall speak at the meeting.

Section 5 Holding a General Meeting

Article 30 The board of directors of the Company and other conveners shall take necessary measures to ensure the normal order of the general meeting. Any acts interfering with the general meeting, provoking troubles or infringing the lawful rights of the shareholders shall be prevented with precautions, stopped and reported to the relevant departments for investigation and prosecution.

Article 31 The general meeting shall be chaired by the chairman of the board of directors. If the chairman is unable or fails to perform his duty, the vice chairman shall chair the meeting; if the vice chairman is unable or fails to perform his duty, one director recommended by a majority of all directors shall chair the meeting.

Where the general meeting is convened by the audit committee, the meeting shall be chaired by the chairman of the audit committee. Where the chairman of the audit committee is unable or fails to perform his/her duty, the meeting shall be chaired by the member of the audit committee recommended by a majority of all the members of the audit committee.

Where the general meeting is convened by the shareholders, the meeting shall be chaired by the convener or the representative recommended by the convener.

Where the chairman of the meeting violates these Rules and results that the general meeting is unable to continue, a new chairman of the meeting, as approved by a majority of the shares with voting rights attending the on-site general meeting, can continue the general meeting.

Article 32 Where general meetings or Relevant Regulatory Rules require directors and senior management to present at the meeting, such directors and senior management shall present at the general meeting and accept shareholders’ enquiries.

Article 33 The presider of the meeting shall announce the proposals or appoint another person to announce the proposals, and shall explain the proposals according to the following requirements if necessary:

(1) Where the proposal is put forward by the board of directors, it shall be explained by the chairman of the Board or other persons designated by the chairman;

(2) Where the proposal is put forward by any person other than the board of directors, it shall be explained by the person putting forward the proposal or its duly authorized representative.

Article 34 The Proposal included in the agenda of the meeting shall be considered before voting. Reasonable discussion time shall be given at the general meeting for each proposal, and the presider of the meeting shall orally confirm with the shareholders attending the meeting whether they have completed the considering procedures. Considering procedures shall be regarded as completed if there are no objections by shareholders attending the meeting.

Article 35 Shareholders can raise enquiries to the Company at the general meeting. The directors or senior management shall explain and respond to any enquiry and suggestion raised by the shareholders.

Article 36 The presider of the meeting shall, prior to the vote, announce the total number of the shareholders and the proxies attending the on-site meeting and the total number of the voting shares held by them. Those numbers shall be determined based on the registration record of the meeting.

Section 6 Voting and Resolution of General Meeting

Article 37 General meeting shall vote on any specific resolution by poll with name recorded.

Article 38 Proposals that are not included in the notice of the general meeting or not in compliance with the Articles of Association shall not be voted on at such meeting.

When considering and voting on the proposals included in the notice of a general meeting, no alteration shall be made to such proposals. If altered, the altered proposal shall be deemed as a new proposal and shall not be voted on at such general meeting.

Article 39 Where the Company provides on-site and other voting method, the same voting right shall choose only one of those methods. Where repeated voting arises for the same voting right, the first voting result shall prevail.

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Article 40 Each proposal shall be voted on one by one. Where different resolutions are put forward for the same matter, those resolutions shall be voted on in the order of time in which they are put forward. Unless the general meeting is adjourned or fails to resolve any resolution due to specific reasons such as force majeure, there shall be no delay or failure to vote on the proposal at the general meeting.

Article 41 Each shareholder or his/her/its proxy shall exercise his/her/its voting rights in accordance with the number of voting shares held by him/her/it. Each share shall carry 1 voting right.

Shares of the Company held by the Company shall have no voting right and shall not be counted in the total number of voting shares attending the general meeting.

Article 42 Resolution of a general meeting shall be classified as ordinary resolution or special resolution.

Ordinary resolution shall be passed by a majority of the voting rights represented by the shareholders (including their proxies) attending the general meeting.

Special resolution shall be passed by 2/3 or more of the voting rights represented by the shareholders (including their proxies) attending the general meeting.

Article 43 The shareholders attending the meeting (including their proxies) shall express one of the following opinions on the resolution to be considered: voting for, voting against such resolution or abstained from voting, except where securities registration and clearing institutions, as nominee holders of shares under Mainland China-Hong Kong Stock Connect mechanism, declare their votes in accordance with the instructions of the beneficial owners.

Shareholders (and their proxies) shall complete their ballot papers as instructed. Any uncompleted ballot paper, or ballot paper with false information, illegible writing and any uncast ballot paper shall be deemed as abstained from voting, and the voting result of the shares held by such shareholder shall be counted as "abstained".

For H shares held by HKSCC Nominee Limited, the number of shares for which it is authorized to vote at the meeting shall be taken as its number of shares with voting rights attending the general meeting.

Article 44 Where a connected transaction is being considered at a general meeting, the connected shareholders shall abstain from voting, and the voting rights represented by the shares held by them shall not be counted as the total number of valid votes. The voting result of the non-connected shareholders shall be fully disclosed in the poll results announcement of the general meeting.

If any shareholder is required to abstain from voting or can only vote for or against a matter according to the Listing Rules, any vote by such shareholder or his/her/its proxy in violation of the relevant rules or restrictions above shall not be counted in the voting results.

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Article 45 Prior to voting on any resolution at the general meeting, at least 2 shareholder representatives (including their proxies) shall be recommended to participate in counting and scrutinizing the voting. If the shareholder is interested in the resolution to be considered at the general meeting, such interested shareholder or its proxy shall not participate in counting and scrutinizing the voting.

When voting on the resolution at the general meeting, shareholder representatives shall be jointly responsible for vote counting and scrutinizing and shall announce the poll result at the meeting on-site. The poll results shall be recorded in the minutes of the meeting.

Article 46 If the presider of the meeting has any doubt as to the poll result of a resolution at a general meeting, he/she may have the votes re-counted. If the presider of the meeting does not re-count the votes, and shareholder who attended the meeting in person or by proxy objects to the poll result announced by the presider of the meeting, the shareholder can, immediately after the announcement of the poll result, demand that the votes to be re-counted and the presider of the meeting shall have the votes re-counted immediately.

If votes are re-counted at a general meeting, the re-count result shall be recorded in the minutes of the general meeting.

Article 47 Prior to the publication of the poll results announcement of the general meeting, the Company, vote counter, scrutineer, and shareholders as involved in the on-site general meeting and other voting method shall bear confidential obligations in relation to the poll results.

Article 48 If, in the course of the meeting, disputes arising in relation to the identity of any shareholder or the results of the votes count or other matters which cannot be resolved on site and affected the order of the meeting which result in the discontinuance of the meeting, the presider of the meeting shall declare an adjournment of the meeting.

If the foregoing circumstances cease to exist, the presider of the meeting shall notify the shareholders of the resumption of the meeting as soon as possible.

Article 49 The convener of the meeting shall ensure the continuity of the general meeting until the resolution is achieved. Where a general meeting is adjourned or fails to achieve any resolution due to force majeure or any other specific reasons, all necessary measures shall be taken to resume the general meeting as soon as possible or the general meeting must be terminated, and an announcement shall be made immediately.

Article 50 A vote made in accordance with the proxy form shall be valid notwithstanding the death or loss of capacity of the appointing shareholder or revocation of the proxy or the authorization under which the proxy was executed, or the transfer of the shares in respect of which the proxy is given, provided that the Company did not receive any written notice in respect of the abovementioned matters before the commencement of the relevant general meeting.

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Article 51 The minutes of the meeting shall be recorded for the general meeting. The secretary to the board shall be responsible for the minutes of the meeting which shall include the following matters:

(1) time, venue, agenda, name of convener of the meeting;
(2) name of the presider and the directors and senior management presenting at the meeting;
(3) number of the shareholders and proxies attending the meeting, total number of their voting shares and the proportion of such shares in the total issued shares of the Company;
(4) consideration procedure, main points of the speech and poll result of each resolution;
(5) enquiry opinion or suggestion raised by the shareholders and the corresponding response or explanation;
(6) name of the vote counter and scrutineer;
(7) other matters that needed to be recorded in the minutes of the meeting in accordance with the provisions of the Articles of Association and these Rules.

Article 52 The convener of the meeting shall be responsible for the truthfulness, accuracy and completeness of the minutes of meetings. The convener or its representative attending or present at the meeting, the presider, directors, and the secretary to the board shall sign the minutes of the meeting.

The minutes of the meeting, together with the shareholders’ attendance records who attended the on-site meeting, the proxy forms, the voting results of other voting methods shall be properly maintained.

Section 7 Matters after the Meetings

Article 53 The poll results shall be announced promptly. The announcement contents shall comply with the requirements of the Relevant Regulatory Rules.

Article 54 The secretary to the board of directors shall be responsible for submitting the minutes of the meeting and the resolutions passed at the meeting and other relevant documents (if needed) to the relevant regulatory authorities in accordance with the requirements of the Relevant Regulatory Rules after the meeting. The secretary to the board of directors shall also be responsible for the publication of the announcement on the designated media, maintain the written records such as the register of attending shareholders, proxy forms, votes counting sheet, minutes of the meeting and poll results announcements.

Article 55 Where the resolution in relation to election of director is approved at the general meeting, newly elected directors shall assume their offices in accordance with the requirements of the Relevant Regulatory Rules and the Articles of Association.

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CHAPTER 4 SUPPLEMENTARY ARTICLES

Article 56 Unless otherwise specified, the terms used in these Rules shall have the same meaning as those terms in the Articles of Association.

Article 57 These Rules shall take effect upon the approval at the general meeting by a special resolution.

Article 58 When amending these Rules, the proposed amendments shall be put forward by the board of directors to the general meeting for approval by a special resolution.

Article 59 The board of directors shall be responsible for explaining these Rules.

Article 60 If there is any relevant matter that is not covered in these Rules or if these Rules are in conflict with the Relevant Regulatory Rules as promulgated from time to time, the Relevant Regulatory Rules shall prevail.

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AI assistant

Sinopec Engineering Group Co Ltd. AGM Information 2025

14896_rns_2025-12-23_e6daf3bd-a5da-472b-a6c4-3c368e09a847.pdf

CHAPTER 2 AUTHORITY OF THE GENERAL MEETING

CHAPTER 3 PROCEDURES FOR HOLDING THE GENERAL MEETING

Section 1 Convening of the General Meeting

Section 2 Proposal at the General Meeting

Section 3 Notice of General Meeting

Section 5 Holding a General Meeting

Section 6 Voting and Resolution of General Meeting

Section 7 Matters after the Meetings

CHAPTER 4 SUPPLEMENTARY ARTICLES

AI assistant

Sinopec Engineering Group Co Ltd. — AGM Information 2025

14896_rns_2025-12-23_e6daf3bd-a5da-472b-a6c4-3c368e09a847.pdf

CHAPTER 2 AUTHORITY OF THE GENERAL MEETING

CHAPTER 3 PROCEDURES FOR HOLDING THE GENERAL MEETING

Section 1 Convening of the General Meeting

Section 2 Proposal at the General Meeting

Section 3 Notice of General Meeting

Section 5 Holding a General Meeting

Section 6 Voting and Resolution of General Meeting

Section 7 Matters after the Meetings

CHAPTER 4 SUPPLEMENTARY ARTICLES

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Sinopec Engineering Group Co Ltd. AGM Information 2025