China Titans Energy Technology : Circulars -

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult a licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in China Titans Energy Technology Group Co., Limited (the "Company"), you should at once hand this circular and the accompanying form of proxy to the purchaser or to the transferee or to the bank, licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser or the transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular.

China Titans Energy Technology Group Co., Limited

中國泰坦能源技術集團有限公司*

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 2188)

(1)PROPOSED RE-ELECTION OF DIRECTORS

(2)PROPOSED GRANT OF GENERAL MANDATES TO ISSUE AND REPURCHASE SHARES

AND

(3)NOTICE OF ANNUAL GENERAL MEETING

A notice convening the AGM to be held at Room 1225, 12th Floor, Prince's Building, 10 Chater Road, Central, Hong Kong on Friday, 24 May 2019 at 11:15 a.m. or any adjournment thereof is set out on pages 13 to 16 of this circular.

Whether or not you are able to attend the AGM in person, you are requested to complete and return the enclosed form of proxy in accordance with the instructions printed thereon and return the same to the branch share registrar of the Company in Hong Kong, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong, as soon as possible and in any event not later than 48 hours before the time appointed for holding the AGM or any adjournment thereof. Completion and return of the form of proxy will not preclude you from attending and voting in person at the AGM or any adjourned meeting should you so wish, and in such event, the form of proxy shall be deemed to be revoked.

* For identification purpose only

23 April 2019

		CONTENTS
			Page
DEFINITIONS	. . . . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .			3
APPENDIX I	-	PARTICULARS OF PROPOSED
		DIRECTORS FOR RE-ELECTION AT
		THE ANNUAL GENERAL MEETING . . . . . . . . . . . . . .	8
APPENDIX II	-	EXPLANATORY STATEMENT
		FOR THE REPURCHASE MANDATE . . . . . . . . . . . . . .	10
NOTICE OF ANNUAL GENERAL MEETING . . . . . . . . . . . . . . . . . . . . . . . . . . . .			13

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DEFINITIONS

In this circular, unless the context otherwise requires, the following expressions shall have

the following meanings:

"AGM"	the annual general meeting of the Company to be held at
	Room 1225, 12th Floor, Prince's Building, 10 Chater
	Road, Central, Hong Kong on Friday, 24 May 2019 at
	11:15 a.m. or any adjournment thereof
"Articles"	the articles of association of the Company as may be
	amended from time to time
"Board"	the board of Directors
"close associate(s)"	has the same meaning as ascribed to it under the Listing
	Rules
"Company"	China Titans Energy Technology Group Co., Limited
	(中國泰坦能源技術集團有限公司*), a company incorporated
	in the Cayman Islands with limited liability, the issued
	Shares of which are listed on the Main Board of the Stock
	Exchange
"Director(s)"	the director(s) of the Company
"General Mandates"	the Issue Mandate and the Repurchase Mandate
"Group"	the Company and its subsidiaries
"HK$"	Hong Kong dollars, the lawful currency of Hong Kong
"Hong Kong"	the Hong Kong Special Administrative Region of the
	PRC
"Issue Mandate"	a general and unconditional mandate proposed to be
	granted at the AGM to the Directors to exercise all the
	powers of the Company to allot, issue and deal with
	Shares up to 20% of the total number of Shares in issue as
	at the date of passing of the ordinary resolution in
	relation thereto
"Latest Practicable Date"	10 April 2019, being the latest practicable date prior to
	the printing of this circular for the purpose of
	ascertaining certain information contained herein
"Listing Rules"	the Rules Governing the Listing of Securities on the
	Stock Exchange

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	DEFINITIONS
"PRC"	the People's Republic of China which, for the purpose of
	this circular, excludes Hong Kong, the Macau Special
	Administrative Region of the PRC and Taiwan
"Repurchase Mandate"	a general and unconditional mandate proposed to be
	granted at the AGM to the Directors to exercise all the
	powers of the Company to repurchase Shares up to 10%
	of the total number of Shares in issue as at the date of
	passing of the ordinary resolution in relation thereto
"SFO"	the Securities and Futures Ordinance, Chapter 571 of the
	Laws of Hong Kong
"Share(s)"	the ordinary share(s) of HK$0.01 each in the share capital
	of the Company
"Shareholder(s)"	the holder(s) of the Share(s)
"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"Takeovers Code"	the Code on Takeovers and Mergers and Share Buy-backs
"%"	per cent.

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LETTER FROM THE BOARD

China Titans Energy Technology Group Co., Limited

中國泰坦能源技術集團有限公司*

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 2188)

Executive Directors:	Registered office:
Mr. Li Xin Qing (Chairman)	Cricket Square
Mr. An Wei (Chief Executive Officer)	Hutchins Drive
	P.O. Box 2681
Independent non-executive Directors:	Grand Cayman
Mr. Li Wan Jun	KY1-1111
Mr. Zhang Bo	Cayman Islands
Mr. Pang Zhan
	Principal place of business
	in Hong Kong:
	Units 3306-12, 33/F
	Shui On Centre
	Nos. 6-8 Harbour Road
	Wanchai
	Hong Kong
	23 April 2019
To the Shareholders
Dear Sir/Madam,

(1)PROPOSED RE-ELECTION OF DIRECTORS

(2)PROPOSED GRANT OF GENERAL MANDATES TO ISSUE AND REPURCHASE SHARES

AND

(3)NOTICE OF ANNUAL GENERAL MEETING

INTRODUCTION

The purpose of this circular is to provide you with information regarding resolutions to be proposed at the AGM. These include ordinary resolutions relating to, inter alia, (i) the re-election of the retiring Directors and (ii) the granting of General Mandates to issue and repurchase Shares.

*For identification purpose only

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