Shandong Molong Petroleum Machinery : Circular...

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

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

If you have sold or transferred all your shares in Shandong Molong Petroleum Machinery Company Limited*, you should at once hand this circular together with the enclosed form of proxy to the purchaser or the transferee or to the bank, stockbroker 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 disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular.

(A Sino-foreign joint stock limited company incorporated in the People's Republic of China with limited liability)

(Stock Code: 568)

1. PROPOSED ELECTION OF DIRECTORS AND
2. 1. NOTICE OF EGM

A letter from the Board is set out on pages 2 to 6 of this circular.

The notice of the EGM of the Company to be convened and held on Wednesday, 25 November 2020 at 2:00 p.m. at the conference room, at No. 999 Wensheng Street, Shouguang City, Shandong Province, the People's Republic of China is set out on pages 7 to 8 of this circular.

Shareholders who are entitled to attend and vote at the EGM should appoint one or more proxies to attend and vote on their behalves. A proxy need not be a member of the Company. Whether or not you are able to attend the EGM, please complete and return the enclosed proxy form in accordance with the instructions printed thereon as soon as practicable and in any event by not less than 24 hours before the time appointed for the holding of the EGM or any adjournment thereof (as the case may be). In order to be valid, the proxy form for the EGM must be deposited by hand or post, for holders of H Shares of the Company, to the H Share registrar of the Company, Tricor Investor Services Ltd at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong and, for holders of A Shares of the Company, to the Company's registered address at No. 999 Wensheng Street, Shouguang City, Shandong Province, the People's Republic of China for taking the poll. Completion and return of the proxy form will not preclude you from attending and voting in person at the EGM should you so wish.

• For identification purpose only

6 November 2020

CONTENTS

		Page
DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
LETTER FROM THE BOARD
1.	INTRODUCTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	2
2.	PROPOSED ELECTION OF EXECUTIVE DIRECTORS . . . . . . . . . . . . . . . . . . . . . . .	2
3.	EGM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
4.	CLOSURE OF REGISTER OF MEMBERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	6
5.	RESPONSIBILITY STATEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	6
6.	RECOMMENDATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	6
NOTICE OF EGM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	7

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DEFINITIONS

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

''A Share(s)''	ordinary domestic share(s) with a nominal value of RMB1.00
	each in the share capital of the Company which are listed on
	the SZSE and traded in RMB
''Articles of Association''	the articles of association of the Company, as amended,
	modified or otherwise supplemented from time to time
''Board''	the board of Directors
''Company''	山東墨龍石油機械股份有限公司(Shandong Molong Petroleum
	Machinery Company Limited*)
''Director(s)''	director(s) of the Company
''EGM''	the extraordinary general meeting of the Company to be held
	at 2:00 p.m. on Wednesday, 25 November 2020, or any
	adjournment thereof
''H Share(s)''	ordinary overseas listed foreign invested share(s) with a
	nominal value of RMB1.00 each in the share capital of the
	Company which are listed on the Hong Kong Stock Exchange
	and traded in Hong Kong Dollar
''Hong Kong''	the Hong Kong Special Administrative Region of the PRC
Hong Kong Listing Rules''	the Rules Governing the Listing of Securities on the Hong
	Kong Stock Exchange
''Hong Kong Stock Exchange''	The Stock Exchange of Hong Kong Limited
''PRC''	the People's Republic of China, for the purpose of this
	circular, excluding Hong Kong, the Macau Special
	Administrative Region and Taiwan
''RMB''	Renminbi, the lawful currency of the PRC
''SFO''	Securities and Futures Ordinance, Chapter 571 of the Laws of
	Hong Kong
''Share(s)''	A Share(s) and H Share(s)
''Shareholder(s)''	holder(s) of Share(s) of the Company
''SZSE''	Shenzhen Stock Exchange

For ease of reference, the names of the PRC incorporated companies and entities have been included in this circular in both Chinese and English language. In the event of any inconsistency, the Chinese name shall prevail.

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LETTER FROM THE BOARD

(A Sino-foreign joint stock limited company incorporated in the People's Republic of China with limited liability)

	(Stock Code: 568)
Executive Directors:	Registered Office:
Mr. Liu Min (Acting chairman)	No. 999 Wensheng Street
Mr. Li Zhi Xin	Shouguang City
	Shandong Province
Non-Executive Directors:	PRC
Mr. Yao You Ling
Mr. Wang Quan Hong	Principal place of business in Hong Kong:
	Suite A, 11th Floor
Independent Non-Executive Directors:	Ho Lee Commercial Building
Mr. Tang Qing Bin	38-44 D'Aguilar Street
Mr. Song Zhi Wang	Central, Hong Kong
Mr. Cai Zhong Jie
To the Shareholders
Dear Sir/Madam,

1. PROPOSED ELECTION OF DIRECTORS AND
2. 1. NOTICE OF EGM

1. INTRODUCTION

The purpose of this circular is to give you notice convening the EGM and the information

regarding the resolution to be proposed at the EGM, for you to vote for or against the resolution at the EGM. This circular gives all the information reasonably necessary to enable the Shareholders to make an informed decision on whether to vote for or against the resolution at the EGM.

2. PROPOSED ELECTION OF DIRECTORS

Reference is made to the announcement of the Company dated 6 November 2020 in relation to, among others, the resignation of Mr. Liu Yun Long (''Mr. Liu'') as an executive director and the chairman of the Board of the Company due to work adjustment; and the resignation of Mr. Zhang Yu Zhi (''Mr. Zhang'') as an executive director and the deputy general manager of the Company due to reaching statutory retirement age. The resignations of Mr. Liu and Mr. Zhang shall take effect from 6 November 2020.

• For identification purpose only

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