Sinopec Engineering Group Co Ltd. — Regulatory Filings 2014

Mar 17, 2014

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中石化煉化工程(集團)股份有限公司 SINOPEC Engineering (Group) Co., Ltd.[*]

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

(Stock Code: 2386)

ANNOUNCEMENT OF RESOLUTIONS PASSED AT THE TENTH MEETING OF THE FIRST SESSION OF THE BOARD

SINOPEC Engineering (Group) Co., Ltd. (the “ Company ”) held the tenth meeting (the “ Meeting ”) of the First Session of the Board of Directors (the “ Board ”) in Beijing, the People’s Republic of China on 14 March 2014 by physical attendance.

Nine directors of the Company (the “ Directors ”) shall attend the Meeting; however, six Directors attended the Meeting. The Directors, Cai Xiyou, Lei Dianwu, Chang Zhenyong, Yan Shaochun, Hui Chiu Chung, Stephen and Ye Zheng attended the Meeting. The Directors, Zhang Kehua, Ling Yiqun and Jin Yong, were engaged with official duties and could not attend the Meeting. Zhang Kehua authorized Chang Zhenyong, Ling Yiqun authorized Lei Dianwu, and Jin Yong authorized Hui Chiu Chung, Stephen to attend the Meeting and vote on their behalf. The members of the board of supervisors and senior officers of the Company were present at the Meeting as non-voting attendees. The convening of, and the procedures for holding, the Meeting were in compliance with relevant laws and the Company’s articles of association (the “ Articles ”).

The Meeting was convened and chaired by Cai Xiyou, the Chairman of the Board. After due consideration, each of the following resolutions was approved at the Meeting:

1. The proposed report of the Board for the year 2013

For details of the proposal, please refer to the circular to be issued by the Company to its shareholders.

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1. The proposed report on the fulfilment of the targets for the year 2013 and the proposed key work arrangements for the year 2014

2. The proposed report on the operating results, financial conditions and other relevant matters for the year 2013

3. The proposed opinions from the independent auditors on the 2013 annual financial report of the Company

4. The proposed opinions of the Audit Committee on the 2013 annual financial report and the relevant matters

5. The proposed approval for the audited financial report for the year 2013

For details of the proposal, please refer to the circular to be issued by the Company to its shareholders.

1. The proposed 2013 annual report and results announcement

2. The proposed sustainable development report for the year 2013

3. The proposed business operation plan, investment plan and financial budget for the year 2014

For details of the proposal, please refer to the circular to be issued by the Company to its shareholders.

1. The proposed approval of the 2013 annual general meeting (the “ AGM ”) for final dividend distribution plan for the year 2013 and the proposed authorization to the Board to determine the interim profit distribution plan for the year 2014

For details of the proposal, please refer to the circular to be issued by the Company to its shareholders.

1. The proposed appointment of independent auditors and authorization to the Board to fix their remuneration for the year 2014

For details of the proposal, please refer to the circular to be issued by the Company to its shareholders.

1. The proposed election of a director of the Company

For details of the proposal, please refer to the circular to be issued by the Company to its shareholders.

1. The proposed appointment of a vice president of the Company

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1. The proposed amendments to the internal control rules and procedures

2. The proposed adjustments to the annual caps for the year ended 31 December 2013 and each of the two years ending 31 December 2015 for the continuing connected transactions under the technology R&D framework agreement entered into between the Company and China Petrochemical Corporation dated 19 December 2012

For details of the proposal, please refer to the announcement issued by the Company on the same day as of the date of this announcement.

1. The proposed approval at the AGM, the class meeting for holders of domestic shares of the Company and the class meeting for holders of H shares of the Company (collectively, “ Class Meetings ”) for the grant of general mandate to the Board to repurchase domestic shares and/or H shares of the Company

For details of the proposal, please refer to the circular to be issued by the Company to its shareholders.

1. The proposed approval at the AGM for the grant of generate mandate to the Board to issue domestic shares and/or H shares of the Company

For details of the proposal, please refer to the circular to be issued by the Company to its shareholders.

1. The proposed approval to convene the AGM and Class Meetings

The above proposals 1, 6, 9, 10, 11, 12, 16 and 17 shall be submitted to the AGM and/or Class Meetings for shareholders’ approval. Please refer to the circular of the AGM and the related documents to be published by the Company for details.

By Order of the Board SINOPEC Engineering (Group) Co., Ltd. Sang Jinghua

Secretary to the Board of Directors and the Company Secretary

Beijing, China 17 March 2014

As of the date of this announcement, the executive director of the Company is Yan Shaochun; the non-executive directors are Cai Xiyou, Zhang Kehua, Lei Dianwu, Ling Yiqun and Chang Zhenyong; the independent non-executive directors are Hui Chiu Chung, Stephen, Jin Yong and Ye Zheng.

* For identification purpose only.

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