Sinopec Engineering Group Co Ltd. — Share Issue/Capital Change 2025

Mar 16, 2025

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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 ON RESOLUTIONS OF THE SECOND MEETING OF THE FIFTH SESSION OF THE BOARD REDUCTION OF THE REGISTERED CAPITAL AND AMENDMENTS TO THE ARTICLES OF ASSOCIATION

SINOPEC Engineering (Group) Co., Ltd. (the "Company", together with its subsidiaries, the "Group") held the second meeting (the "Meeting") of the fifth session of the board of directors (the "Board") on 14 March 2025.

The convening of, and the procedures for holding, the Meeting were in compliance with the relevant laws, regulations and the Articles of Association of SINOPEC Engineering (Group) Co., Ltd. (H Share) (the "Articles of Association").

The Board hereby announces that, after due consideration, each of the following proposals was approved by way of voting at the Meeting:

1. the work report of the Board for the year 2024;
2. the report on the business operation for the year 2024 and the work arrangements for the year 2025;
3. the proposal on the audited annual financial report for the year 2024;
4. the proposal on the annual report and results announcement for the year 2024;
5. the proposal on the environmental, social and governance report for the year 2024;
6. the proposal on the business operation plan, investment plan and financial budget for the year 2025;
7. the proposal on the Internal Control Manuals (Edition 2025);
8. the proposal on the approval for the internal audit work plan for the year 2025;

9. the proposal on the cap for the amount of the parent guarantee for the year 2025;

10. For identification purposes only

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1. the proposal on the final dividend distribution plan for the year 2024 and the authorisation to the Board to determine the interim profit distribution plan for the year 2025 to be put forward for approval at the Company’s annual general meeting for the year 2024 (the “AGM”);

2. the proposal on the appointment of domestic auditor and international auditor and the proposed authorisation to the Board to fix their remuneration for the year 2025;

3. the proposal on the reduction of the registered capital of the Company and amendments to the Articles of Association;

On 13 May 2024, 30 August 2024 and 30 December 2024, the Company cancelled a total of 20,662,500 H shares repurchased from 18 December 2023 to 30 April 2024, from 20 June 2024 to 23 August 2024, and from 20 September 2024 to 27 September 2024, respectively. The total number of issued shares of the Company was reduced from 4,418,543,500 shares to 4,397,881,000 shares, which required corresponding reduction of the registered capital of the Company from RMB4,418,543,500 to RMB4,397,881,000 and amendments to the Articles of Association. In addition, due to the transfer of shares by the controlling shareholder, the Company shall also amend the Articles of Association accordingly.

For details, please refer to the circular of the Company dated 16 March 2025.

1. the proposed appointment of independent non-executive director for the Fifth Session of the Board;

2. the proposal on the financial derivatives business for the year 2025;

3. the proposal on the application of conversion of certain unlisted domestic shares to H shares of the Company for full circulation and related authorization matters;

4. the proposal on the grant of a general mandate to the Board to repurchase domestic shares and/or H shares to be put forward for approval at the AGM, the first domestic shares class meeting for the year 2025 and the first H shares class meeting for the year 2025 (collectively, the “Class Meetings”); and

5. the proposal on the approval for the convening of the AGM and the Class Meetings.

The above proposals 1, 3, 6, 9, 10, 11, 12, 13, 15 and 16 shall be put forward to the AGM for consideration. The above proposal 16 shall be put forward to the AGM and the Class Meetings for consideration. For further details, please refer to the announcements, circular and notices of the Company dated 16 March 2025.

By order of the Board

SINOPEC ENGINEERING (GROUP) CO., LTD.

YIN Fengbing

Chief Financial Officer & Secretary to the Board

Beijing, the PRC

16 March 2025

As at the date of this announcement, directors of the Company are JIANG Dejunᵃ, ZHANG Xinmingᵇ, XIANG Wenwuᶜ, LI Chengfengᵃ, YU Renmingᵃ, DUAN Xueᵗ, YE Zhengᵗ, ZHAO Jinsongᵗ and XIE Yanliᵇ.

ᵃ Executive Directors
ᵃ Non-executive Directors
ᵗ Independent non-executive Directors

This announcement is available on the website of Hong Kong Exchanges and Clearing Limited (www.hkexnews.hk) and on the website of the Company (www.segroup.cn).