Sichuan Expressway : PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION AND THE RULES OF PROCEDURE OF GENERAL MEETINGS

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, 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 announcement.

PROPOSED AMENDMENTS TO THE ARTICLES OF

ASSOCIATION AND THE RULES OF

PROCEDURE OF GENERAL MEETINGS

This announcement is made by the board (the "Board") of directors (the "Directors") of Sichuan Expressway Company Limited* (the "Company") and its subsidiaries (collectively referred to as the "Group") according to Rule 13.51(1) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

According to the Company Law of the People's Republic of China (Revised in 2018), the Securities Law of the People's Republic of China (Revised in 2019), the Reply of the State Council on Provisions of Adjusting Notice Period of General Meeting and Other Relevant Matters Applicable to Overseas Listed Companies (Guo Han [2019] No. 97) and other relevant laws, regulations and regulatory documents, the Board of the Company proposed to amend relevant provisions of the Articles of Association (the "Articles of Association") and the Rules of Procedure of General Meetings (the "Rules of Procedure of General Meetings") of the Company.

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Proposed Amendments to the Articles of Association

The details of the proposed amendments to the Articles of Association are as follows:

COMPARISON TABLE OF THE AMENDMENTS TO THE ARTICLES OF ASSOCIATION

Before Amendments	After Amendments
Article 27 . After the issue of the	Article 27 . After the issue of the
domestic-listed domestic shares set out	domestic-listed domestic shares set out
in the second paragraph of Article 23, the	in the second paragraph of Article 24, the
Company's registered capital is Renminbi	Company's registered capital is Renminbi
3,058,060,000.	3,058,060,000.
A r t i c l e 3 8 . T h e C o m p a n y m a y ,	A r t i c l e 3 8 . T h e C o m p a n y m a y ,
according to the procedures provided in	according to laws and regulations and
these Articles of Association and subject	other regulatory documents,repurchase
to the approval of the relevant governing	(buyback/purchase)its issued shares in
authority of the State, repurchase its issued	the following circumstances:
shares in the following circumstances:
(1) c a n c e l l a t i o n o f s h a r e s f o r t h e	(1) reduction of its registered capital;
reduction of its capital;
(2) merging with another company that	(2) merging with another company that
holds shares in the Company;	holds shares in the Company;
(3) to transfer shares to employees of	(3) to utilize its shares in employee
the Company as incentives;	stock ownership plans or equity
	incentives;
(4) to request the Company to repurchase	(4) to request the Company to repurchase
its shares by the shareholders when	its shares by the shareholders when
they disagree with the decision for	they disagree with the resolutionfor
merger or division of the Company	merger or division of the Company
made at the general meeting;	made at the general meeting;

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Before Amendments

After Amendments

1. other circumstances permitted by (5) to utilize its shares to satisfy the

laws and administrative regulations.		conversion of corporate bonds
		i s s u e d b y t h e C o m p a n y w h i c h
		are convertible into shares of the
		Company;
	(6)t o s a f e g u a r d t h e v a l u e o f t h e
		Companyand the shareholders'
		interests as the Company deems
		necessary;
	(7) other circumstances permitted by
		laws and administrative regulations.
Save as aforesaid, the Company shall not	Save as aforesaid, the Company shall not
conduct any activities to deal in the shares	conduct any activities to deal in the shares
of the Company.	of the Company.
The Company's purchase of its own The Company's purchase of its own
shares for any of the reasons as mentioned	shares shall be subject to a resolution
in items (1) to (3) of this Article shall	to be passed at the general meeting for
be subject to a resolution to be passed at	any of the reasons as mentioned in items
the shareholders' general meeting. After	(1), (2), paragraph 1 of this Article;
the Company purchases its own shares	and to a resolution to be passed at the
pursuant to this Article, it shall, under the	board meeting with more than two -
circumstance as mentioned in item (1),	thirds of directors present, pursuant
write them off within 10 days after the	to the provisions of the Articles of
purchase; while under either circumstance	Association or under the authorization of
as mentioned in items (2) or (4), transfer	the general meeting for any of the reasons
them or write them off within 6 months. as mentioned in items (3), (5) or (6),
The Company's registered capital shall	paragraph 1.
be reduced by the aggregate par value of
those cancelled shares accordingly.
The shares purchased by the Company
in accordance with item (3) of this
Article shall not exceed 5% of the total
issued shares of the Company. The fund
to finance the share purchase shall be
expensed out of the Company's profit
after taxation. The shares purchased by
the Company shall be transferred to its
employees within 1 year.

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Before Amendments	After Amendments
	After the Company purchases its own
	shares pursuant to this Article, it shall,
	under the circumstance as mentioned
	in item (1), paragraph 1, write them off
	within 10 days after the purchase; under
	either circumstance as mentioned in items
	(2) or (4), transfer them or write them
	off within 6 months; and under either
	circumstance as mentioned in items
	(3), (5) or (6), hold shares in aggregate
	not more than 10% of the total issued
	shares of the Company and transfer
	them or write them off within 3 years
	after the issuance of the announcement
	of repurchase results and share changes.
	The Company's registered capital shall
	be reduced by the aggregate par value of
	those cancelled shares accordingly.
	When the Company purchases the shares
	of the Company under the circumstances
	specified in items (3), (5) and (6),
	paragraph 1, it shall be conducted through
	open centralized trading.
Article 42.	Article 42.
⋯⋯	⋯⋯
This Article shall not apply in the	This Article shall not apply in the
circumstances specified in Article 43.	circumstances specified in Article 44.
Article 44. The following transactions	Article 44. The following transactions
shall not be deemed to be activities	shall not be deemed to be activities
prohibited by Article 41 of this Chapter:	prohibited by Article 42of this Chapter:
⋯⋯	⋯⋯

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Before Amendments	After Amendments
Article 52. All domestic-listed domestic	Article 52. All domestic-listed domestic
shares may be legally transferred,	shares may be legally transferred,
but shall be subject to the following	but shall be subject to the following
provisions:	provisions:
⋯⋯	⋯⋯
(4) any gains from sale of shares in	(4) any gains from sale of shares in
the Company by any Director,	the Company or other securities
Supervisor, other senior management	of equity natureby any Director,
members or shareholders holding 5%	Supervisor, senior management
or more of the shares with voting	membersor shareholders holding 5%
rights in the Company within six	or more of the shares with voting
months after their purchase of the	rights in the Company within six
same, and any gains from purchase	months after their purchase of the
of shares in the Company by any	same, and any gains from purchase
of the aforesaid parties within	of shares in the Company by any
6 months after sale of the same	of the aforesaid parties within
shall be disgorged and paid to the	6 months after sale of the same
Company. The Board of Directors of	shall be disgorged and paid to the
the Company shall forfeit such gains	Company. The Board of Directors of
from the abovementioned parties,	the Company shall forfeit such gains
except that the six - month time	from the abovementioned parties,
limit for sale of such shares shall	except for a securities company
not apply to a securities company	holding 5% or more of the shares
holding 5% or more of the shares	in the Company as a result of its
in the Company as a result of its	purchase of remaining shares offered
purchase of remaining shares offered	under an underwriting obligation and
under an underwriting obligation.	other circumstances stipulated by
	the securities regulatory authorities
	under the State Council.
	The shares of the Company or other
	securities of equity nature held by
	t h e D i r e c t o r s , S u p e r v i s o r s , s e n i o r
	management members or individual
	shareholders as mentioned in item (4),
	paragraph 1 include the same held by
	their spouses, parents and children and
	held through other people's accounts.

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Before Amendments	After Amendments
Should the Board of Directors of the	S h o u l d t h e B o a r d o f D i r e c t o r s o f
C o m p a n y f a i l t o c o m p l y w i t h t h e	t h e C o m p a n y f a i l t o c o m p l y w i t h
requirements set out in item (4) of this	the requirements set out in item (4),
Article, a shareholder shall have the right	paragraph 1of this Article, a shareholder
to request the Board of Directors to effect	shall have the right to request the Board
the same within 30 days. Should the	of Directors to effect the same within
Board of Directors fail to do so within the	30 days. Should the Board of Directors
said time limit, a shareholder shall have	fail to do so within the said time limit, a
the right to initiate proceedings in the	shareholder shall have the right to initiate
People's Court directly in his own name	proceedings in the People's Court directly
for the interests of the Company.	in his own name for the interests of the
	Company.
Should the Board of Directors of the	S h o u l d t h e B o a r d o f D i r e c t o r s o f
C o m p a n y f a i l t o c o m p l y w i t h t h e	t h e C o m p a n y f a i l t o c o m p l y w i t h
requirements set out in item (4) of this	t h e r e q u i r e m e n t s s e t o u t i n i t e m
Article, the responsible Director(s) shall	(4), paragraph 1of this Article, the
bear several liabilities.	responsible Director(s) shall bear several
	liabilities.
Article 53. No changes in the share	Article 53. Provided that the PRC laws
register due to transfer of shares may be	and regulations and the stock exchange
made within thirty (30) days before the	or securities regulatory and registration
date of a shareholders' general meeting	authorities where the Company has its
or within five (5) days before the record	shares listed have any provisions in
date for the Company's distribution of	respect of the period of closure of the
dividends. The above stipulations shall	register of members prior to the date of
apply to the holders of H Shares.	a general meeting or the benchmark date
	set by the Company for the purpose of
	distribution of dividends, such provisions
	shall prevail.

- 6 -

Before Amendments		After Amendments
A r t i c l e 7 2 . W h e n t h e C o m p a n y	A r t i c l e 7 2 . W h e n t h e C o m p a n y
convenes a shareholders' general meeting,	convenes an annual general meeting,
written notice of the meeting shall be	a written notice shall be given twenty
given not less than forty-five (45) days	(20) business daysbefore the meeting,
before the date of the meeting to notify all	and when the Company convenes an
shareholders in the share register of the	extraordinary general meeting, a written
matters to be transacted and the date and	notice shall be given ten (10) business
the place of the meeting. A shareholder	days or fifteen (15) days (whichever is
who intends to attend the meeting shall	later) prior to the date of the extraordinary
deliver his written reply concerning the	general meeting,to notify all shareholders
attendance of the meeting to the Company	in the share register of the issues to be
twenty (20) days before the date of the	considered at the meeting and the date
meeting.	and the venue of the meeting.
The period of the delivery of the notice	The period of the delivery of the notice
shall exclude the date convening the	shall exclude the date convening the
meeting.	meeting.
For the notice mentioned in this Article,	For the purpose of holders of H shares,
the dispatch date shall be the date on	the dispatch date of a notice sent by post
which the relevant notice is delivered to	shall be the date on which the relevant
the post office by the Company or the	notice is delivered to the post office
share registrar appointed by the Company	by the Company or the share registrar
for mailing. It is not the date on which the	appointed by the Company for mailing.
relevant notice is deemed to be received
by the shareholder as stated in the Article
259 of the Articles of Association.
⋯⋯	⋯⋯

- 7 -

Before Amendments	After Amendments
Article 73. The Company shall, based	Article 73.
on the written replies receive twenty (20)
days before the date of the shareholders'	(Deleted the first paragraph of the original
general meeting from the shareholders,	article)
calculate the number of voting shares
represented by the shareholders who
intend to attend the meeting . If the
number of voting shares represented by
the shareholders who intend to attend
the meeting reaches one half or more of
the Company's total voting shares, the
Company may hold the meeting; if not,
then the Company shall within five (5)
days notify the shareholders by public
notice of the matters to be transacted at,
the place and date for, the meeting. The
Company then may hold the meeting after
such publication of notice.
The general meeting shall not vote on and	The general meeting shall not vote on and
resolve motions not stated in the notice of	resolve motions not stated in the notice of
the general meeting or motions which do	the general meeting or motions which do
not meet the requirements in Article 70 of	not meet the requirements in Article 71of
the Articles of Association.	the Articles of Association.

- 8 -

Before Amendments	After Amendments
Article 75. Notice of shareholders'	Article 75. Notice of shareholders'
general meeting shall be served on the	general meeting shall be served on the
shareholders (whether or not entitled	shareholders (whether or not entitled
to vote at the meeting), by delivery or	to vote at the meeting), by delivery or
prepaid mail to the registered address of	prepaid mail to the registered address of
any such shareholders. For the holders of	any such shareholders. For the holders of
domestic shares, notice of the meetings	domestic shares, notice of the meetings
shall be issued by way of public notice.	shall be issued by way of public notice.
The public notice referred to in the	The public notice referred to in the
preceding paragraph shall be published	preceding paragraph shall be published
in one or more newspapers designated by	in one or more newspapers designated by
the Securities Supervisory and Regulatory	the Securities Supervisory and Regulatory
Authority of the State Council within	Authority of the State Council before the
the interval between forty-five (45) days	convening of the meeting. The full text
and fifty (50) days before the date of	of the notice shall be at the same time
the meeting. The full text of the notice	published on the website designed by the
shall be at the same time published on	Securities Supervisory and Regulatory
the website designed by the Securities	Authority of the State Council. After the
Supervisory and Regulatory Authority of	publication of notice, all the holders of
the State Council. After the publication of	domestic-invested shares shall be deemed
notice, the holders of domestic-invested	to have received notice of the relevant
shares shall be deemed to have received	shareholders' general meeting. Where
notice of the relevant shareholders'	laws, regulations and other normative
general meeting.	documents provide otherwise for the
	time of the notice, such provisions shall
	prevail.
	Subject to the laws and regulations
	and listing rules in the place where the
	Company's shares are listed, the notice
	of shareholder's general meeting can be
	dispatched or provided through other
	ways specified in Article 270 of the
	Articles of Association.

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Before Amendments	After Amendments
Article 94. Resolutions of shareholders'	Article 94. Resolutions of shareholders'
g e n e r a l m e e t i n g s s h a l l b e d i v i d e d	g e n e r a l m e e t i n g s s h a l l b e d i v i d e d
into ordinary resolutions and special	into ordinary resolutions and special
resolutions.	resolutions.
⋯⋯	⋯⋯
The shareholders (including proxies)	The shareholders (including proxies)
present at the meeting shall expressly	present at the meeting canexpressly
state their agreement with or objection to	state their agreement with, objection to
every matter to be determined by voting,	or abstain from voting everymatter to be
save and except for those shareholders	determined by voting, save and except for
(who are legal owners being the share	those shareholders (who are legal owners
registrars under the connected stock	being the share registrars under the
market between the PRC market and HK	connected stock market between the PRC
market) who have made such declaration	market and HK market) who have made
in accordance with the instructions of the	such declaration in accordance with the
beneficial owners.	instructions of the beneficial owners.
	For shareholders of A Shares, votes
	unfilled, incorrectly filled and illegible,
	and uncast votes shall be deemed as a
	waiver by voters, and the voting results of
	the number of shares held by them shall
	be counted as "abstention".
	Provided that the PRC laws and regulations
	and the stock exchange or securities
	regulatory and registration authorities
	where the Company has its shares listed
	have any provisions in respect of the
	foregoing voting and counting matters,
	such provisions shall prevail.

- 10 -

Before Amendments	After Amendments
Article 95. A shareholder (including	Article 95. A shareholder (including
proxy) may exercise voting rights in	proxy) may exercise voting rights in
accordance with the number of shares	accordance with the number of shares
carrying the right to vote and each share	carrying the right to vote and each share
shall have one vote.	shall have one vote.
⋯⋯	⋯⋯
	For holders of domestic shares, when
	the significant matters with impact on
	the interests of the medium and small
	investors are considered at a shareholders'
	general meeting, votes on the medium
	and small investors shall be counted
	separately. The separate voting results
	shall be disclosed to the public in a timely
	manner.
Article 105. The following matters shall	Article 105. The following matters shall
be resolved by a special resolution at a	be resolved by a special resolution at a
shareholders' general meeting:	shareholders' general meeting:
(1) the increase or reduction of share	(1) the increase or reduction of share
capital and the issue of shares of	capital and the issue of shares of
any class, warrants and other similar	any class, warrants and other similar
securities;	securities; the repurchase of shares
	of the Company as a result of a
	reduction in its registered capital;
⋯⋯	⋯⋯

- 11 -

Before Amendments	After Amendments
Article 127.	Article 127.
⋯⋯	⋯⋯
The meaning of "interested shareholder(s)"	The meaning of "interested shareholder(s)"
as mentioned in the preceding paragraph is:	as mentioned in the preceding paragraph is:
(1) in the case of a repurchase of shares	(1) in the case of a repurchase of shares
by pro rata offers to all shareholders	by pro rata offers to all shareholders
or public dealing on a stock exchange	or public dealing on a stock exchange
under Article 38, a "controlling	under Article 39, a "controlling
shareholder" within the meaning of	shareholder" within the meaning of
Article 62;	Article 63;
(2) in the case of a repurchase of share	(2) in the case of a repurchase of share
by an off-market agreement under	by an off-market agreement under
Article 38, a shareholder to whom	Article 39, a shareholder to whom
the proposed agreement relates;	the proposed agreement relates;
⋯⋯	⋯⋯
Article 128. Resolutions of a class	Article 128. Resolutions of a class
m e e t i n g s h a l l b e p a s s e d b y v o t e s	m e e t i n g s h a l l b e p a s s e d b y v o t e s
representing more than two-thirds of the	representing more than two-thirds of the
voting rights of shareholders of that class	voting rights of shareholders of that class
represented at the relevant meeting who,	represented at the relevant meeting who,
according to Article 126, are entitled to	according to Article 127, are entitled to
vote at class meetings.	vote at class meetings.

- 12 -

Before Amendments	After Amendments
Article 129. Written notice of a class	Article 129. Written notice of a class
meeting shall be given forty-five (45)	meeting shall be given with reference to
days before the date of the class meeting	the notice period for shareholders' general
to all shareholders in the share register of	meetings under Article 72 of the Articles
that class of the matters to be transacted	of Associationto all shareholders in the
at the date and the place of the class	share register of that class of the matters
meeting. A shareholder who intends to	to be transacted at the date and the place
attend the class meeting shall deliver his	of the class meeting.
written reply concerning attendance at the
class meeting to the Company twenty (20)
days, before the date of the class meeting.
If the number of shares carrying voting	(Deleted the second paragraph of the
rights at the meeting represented by the	original text)
shareholders who intend to attend the
class meeting reaches more than one
half of all the shares carrying the right to
vote at the class meeting, the Company
may hold the class meeting, if not, the
Company shall within five (5) days notify
the shareholders by public notice of
the matters to be transacted at, the date
and the place for the class meeting. The
Company may then hold the class meeting
after such publication of notice.
Article 133. Directors shall be elected	A r t i c l e 1 3 3 . D i r e c t o r s s h a l l b e
at the shareholders' general meeting. The	elected or changedat the shareholders'
term of office of the directors is three (3)	general meeting. The term of office
years. At the end of a director's term, the	of the directors is three (3) years. The
term is renewable upon re-election. The	shareholders' general meeting is entitled
term of office for independent Directors	to remove a Director before the expiration
is renewable with a cap limit of six (6)	of his/her term of office.At the end of
years.	a director's term, the term is renewable
	upon re-election. The term of office for
	independent Directors is renewable with a
	cap limit of six (6) years.
⋯⋯	⋯⋯

- 13 -

Before Amendments	After Amendments
Article 134.	Article 134.
⋯⋯	⋯⋯
Other than the circumstances referred to in	Other than the circumstances referred to in
the preceding paragraph, the resignation	the preceding paragraph, the resignation
of a Director becomes effective upon	of a Director becomes effective upon
submission of his/her resignation report	submission of his/her resignation report
to the Board of Directors.	to the Board of Directors, which is not
	subject to the consideration and approval
	by the shareholders' general meeting.
	Under such circumstances, the number
	of Directors of the Company can be less
	than 12, but not less than the quorum.
Article 136. The Board of Directors is	Article 136. The Board of Directors is
responsible to the shareholders' general	responsible to the shareholders' general
meeting and exercises the following	meeting and exercises the following
powers:	powers:
⋯⋯	⋯⋯
(12) to draw up plans for material acquisition	(12) to draw up plans for material acquisition
or disposal of the Company;	or disposal of the Company, plans
	for repurchase of shares of the
	Company;
⋯⋯	⋯⋯
Article 142. Meetings of the Board of	Article 142. Meetings of the Board of
Directors shall be held at least twice every	Directors shall be held at least fourtimes
year and convened by the Chairman of the	every year and convened by the Chairman
board of directors. Notice of the meeting	of the board of directors. Notice of the
shall be served on all of the Directors and	meeting shall be served on all of the
Supervisors ten (10) days before the date	Directors and Supervisors ten (10) days
of the meeting.	before the date of the meeting.
⋯⋯	⋯⋯

- 14 -

Before Amendments	After Amendments
Article 143. Meetings of the Board of	Article 143. Meetings of the Board of
directors shall be notified in the following	directors shall be notified in the following
manner:	manner:
⋯⋯	⋯⋯
(2) Notice of the time and place of a	(2) Notice of the time and place of a
meeting of the Board of Directors for	meeting of the Board of Directors
which the time and place have not	for which the time and place have
otherwise been set in advance by the	not otherwise been set in advance
Board of Directors shall be sent by	by the Board of Directors shall be
the Chairman to each of the directors	sent by the Chairman to each of
by telex, telegram, facsimile, express	the directors by facsimile, express
delivery, registered mail or delivery	delivery, registered mail, delivery in
not less than ten (10) days and not	person or other waysnot less than
more than thirty (30) days before	ten (10) days and not more than
such meeting.	thirty (30) days before such meeting.
⋯⋯	⋯⋯
Article 171. Persons assuming offices	Article 171. Persons assuming offices
other than director in the controlling	other than director and supervisorin
s h a r e h o l d e r ( s ) a n d i n t h e d e f a c t o	the controlling shareholder(s)shall not
controller(s) shall not assume the offices	assume the offices of senior management
of senior management of the Company.	of the Company.
Article 208.	Article 208.
⋯⋯	⋯⋯
(2) an offer made by any person with	(2) an offer made by any person with
a view to the offeror becoming a	a view to the offeror becoming a
"controlling shareholder" within the	"controlling shareholder" within the
meaning of Article 62.	meaning of Article 63.
⋯⋯	⋯⋯

- 15 -

Before Amendments	After Amendments
Article 218. The Company's financial	Article 218. The Company's financial
reports shall be made available at the	reports shall be made available at the
Company for shareholders' inspection	Company for shareholders' inspection
twenty (20) days before the date of every	twenty (20) days before the date of every
shareholders' annual general meeting.	shareholders' annual general meeting.
Each shareholder shall be entitled to	Each shareholder shall be entitled to
obtain a copy of the financial reports	obtain a copy of the financial reports
referred to in this Chapter.	referred to in this Chapter.
The Company shall at least deliver or send	For holders of H Shares,The Company
to each shareholder of overseas-listed	shall at least deliver or send to each
foreign-invested shares by prepaid mail	shareholder of overseas-listed foreign-
at the address registered in the register of	invested shares by prepaid mail at the
shareholders the abovementioned reports	address registered in the register of
not later than twenty-one (21) days before	shareholders the abovementioned reports
the date of every annual general meeting	not later than twenty-one (21) days before
of shareholders.	the date of every annual general meeting
	of shareholders.
	The financial reports of the Company
	can be delivered or provided in other
	means stated in Article 270 of the
	Articles of Association, subject to the
	laws and regulations and listing rules of
	the jurisdiction where the shares of the
	Company are listed.

- 16 -

Before Amendments		After Amendments
Article 266. Unless otherwise provided	Article 266. Notices issued by the
in these Articles of Association, notices,	Company to shareholders include notices
information or written statement issued	of meetings, corporate communications or
by the Company to holders of overseas-	other written materials.
listed foreign-invested shares shall be
personally delivered to the registered	Corporate Communications means any
address of each of such shareholders, or	document issued or intended to be issued
sent by mail to each of such shareholders.	by the Company for reference or action
Notices to be given to the H shareholders	by the holders of any securities of the
shall be posted in Hong Kong, whenever	Company, including but not limited to:
possible.
	(1)	Annual reports, including the reports of
		the Board of Directors, the Company's
		annual accounts together with the
		auditor's reports and, where applicable,
		the financial summary reports;
	(2)	Interim reports and, where applicable,
		interim summary reports;
	(3)	Notices of the meetings;
	(4)	Listing documents;
	(5)	Circulars;
	(6)	Proxy forms;
	(7)	Receipt and other document data;
		and
	(8)	Other documents as required by the
		laws, regulations and listing rules
		of the place where the Company's
		shares are listed.

- 17 -

Before Amendments	After Amendments
	Holders of overseas-listedforeign-invested
	shares may by notice in writing choose
	to receive corporate communications that
	shall be dispatched by the Company to
	shareholders by electronic means or by
	mail and shall also specify whether they
	wish to receive the English version or
	the Chinese version, or both. Holders of
	overseas-listedforeign-invested shares
	may by reasonable notice in writing
	served on the Company to change their
	choice as to the manner of receiving and
	the language version of the aforesaid
	corporate communications.
	Although the Company is required to
	provide written corporate communications
	to shareholders according to the preceding
	paragraph, if the Company obtained the
	shareholders' prior written consent or
	implied consent according to relevant
	laws and regulations and the Hong Kong
	Listing Rules amended from time to time,
	it may send corporate communications to
	shareholders by e-mail or via publication
	on the website of the Company.
Notices to be issued to holders of domestic-	Notices to be issued to holders of domestic-
invested shares shall have to be released	invested shares shall have to be released
in any one or more newspapers appointed	in any one or more newspapers appointed
by the securities administration unit of	by the securities administration unit of
the PRC; all holders of domestic-invested	the PRC; all holders of domestic-invested
shares shall be deemed to have received	shares shall be deemed to have received
such notices once they are published.	such notices once they are published.

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Article 267. All notices which are to be Article 267. All notices which are to be sent by mail shall be clearly addressed, sent by mail shall be clearly addressed, postage pre-paid,and shall be put in postage pre-paidand shall be put in envelopes before being posted by mail. envelopes before being posted by mail.

Such letters of notice shall be deemed to have been received by shareholders five

(5) days after the date of despatch.

Article 270. Notice convening the Article 270. Notices of the Companygeneral meeting shall be despatched to the may be despatched to shareholders in theholders of foreign invested shares by hand following ways:

or by mail and shall notify the holders of

domestic shares by announcement. (1) By personal delivery;

(2) By mail;

(3) By email, fax or other electronic means, or other information carriers;

(4) By an announcement published in the press;

(5) By publication on the website of the Company and websites designated by the securities regulatory authorities of the place where the Company's shares are listed, provided that it is permitted under the laws and regulations and relevant rules of securities regulatory authorities of the place where the Company's shares are listed;

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After Amendments

Before Amendments

Before Amendments	After Amendments
(6) By other ways as agreed in advance
	b e t w e e n t h e C o m p a n y a n d t h e
	addressee or as accepted by the
	a d d r e s s e e a f t e r t h e n o t i c e i s
	received; and
(7)	By any other means as accepted
	by securities regulatory authorities
	of the place where the Company'
	shares are listed or as prescribed in
	this Articles of Association.

Even if this Articles of Association s p e c i f y t h e f o r m o f n o t i f i c a t i o n , communication or any other written materials, the Company may choose to publish the corporate communications in the form stipulated in item (5) of the first paragraph of this Article, and send or provide the corporate communications to the shareholders of the Company's overseas-listed foreign shares instead of being sent by personal delivery or by postage-paid mail, if it is in compliance with the Hong Kong Listing Rules and under the premise of compliance with the laws and listing rules of the place where the Company's shares are listed, regarding providing and/or distributing corporate communications.

Article 271. Notice convening the board Article 271. Notice convening the board

meeting shall be sent by fax.meeting shall be sent by fax, express delivery, registered mail, delivery in person or other ways. Provided that the relevant laws and regulations and rules where the Company has its shares listed have any special provisions, such provisions shall prevail.

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Before Amendments	After Amendments
A r t i c l e 272 . N o t i c e c o n v e n i n g t h e	A r t i c l e 272 . N o t i c e c o n v e n i n g t h e
meeting of the Supervisory Committee	meeting of the Supervisory Committee
shall be sent by fax.	shall be sent by fax, express delivery,
	registered mail, delivery in person or
	other ways. Provided that the relevant
	laws and regulations or rules where the
	Company has its shares listed have any
	special provisions, such provisions shall
	prevail.
Article 276. The Articles of Association	Article 276. Any matters unspecified
has Chinese and English version. Should	in the Articles of Association shall be
there be any discrepancy between the	implemented in accordance with the
two versions, the latest Chinese version	relevant national laws, regulations of the
registered with the Administration Bureau	state, the listing rules of the Shanghai
of Industry and Commerce of Sichuan	Stock Exchange and The Stock Exchange
Province shall prevail.	o f H o n g K o n g L i m i t e d , a n d o t h e r
	applicable administrative regulations.
	For the avoidance of doubt, provided
	that more stringent provisions for the
	content of the Articles of Association are
	stipulated in the relevant national laws,
	regulations of the state, the listing rules
	of the Shanghai Stock Exchange and The
	Stock Exchange of Hong Kong Limited,
	and other applicable administrative
	regulations, such provisions shall prevail;
	provided that the Articles of Association
	is inconsistent with the laws, regulations,
	the listing rules of the Shanghai Stock
	Exchange and The Stock Exchange of
	Hong Kong Limited, and other applicable
	administrative regulations promulgated
	by the state in the future, the newly
	promulgated provisions shall prevail.
	The Articles of Association has Chinese
	and English versions. Should there be any
	discrepancy between the two versions, the
	latest Chinese version registered with the
	corporate registration authority prescribed
	by the stateshall prevail.

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After the proposed amendments aforesaid, the existing articles of the Articles of Association are to be renumbered accordingly. The English version of the proposed amendments to the Articles of Association is an unofficial translation of its Chinese version. In case of any discrepancy between the two versions, the Chinese version shall prevail.

The Board believes that the proposed amendments to the Articles of Associations are in the interests of the Company and its shareholders (the "Shareholders").

Proposed Amendments to the Rules of Procedure of General Meetings

The details of the proposed amendments to the Rules of Procedure of General Meetings are as follows:

AMENDMENTS TO THE RULES OF PROCEDURE OF GENERAL MEETINGS

Before Amendment	After Amendment
Article 5. General meetings shall be	Article 5. General meetings shall be
classified as annual general meetings	classified as annual general meetings
and extraordinary general meetings.	and extraordinary general meetings.
The annual general meetings shall be	The annual general meetings shall be
convened once a year and shall be held	convened once a year and shall be held
within six months after the end of the	within six months after the end of the
preceding accounting year. Extraordinary	preceding accounting year. Extraordinary
general meetings which are convened	general meetings which are convened
irregularly shall be convened within 2	irregularly shall be convened within 2
months from the date upon the occurrence	months from the date upon the occurrence
of the circumstance specified in Article	of the circumstance specified in Article
101 of the Company Law.	100of the Company Law.
⋯⋯	⋯⋯
Article 16. If the Company convenes a	Article 16. If the Company convenes an
general meeting, a notice shall be served	annualgeneral meeting, a written notice
to shareholders whose names appear in	shall be issued twenty (20) business
the register of members of the matters	daysbefore the meeting is held; if the
proposed to be considered and the date	Company convenes an extraordinary
and place of the meeting 45 days before	general meeting, a written notice shall
the meeting is held. The period of the issue	be servedto shareholders whose names
of the notice shall exclude the date of the	appear in the register of members of the
meeting.	matters proposed to be considered and
	the date and place of the meeting ten
	(10) business days or fifteen (15) days
	(whichever is longer) before the meeting
	is held.

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Before Amendment	After Amendment
Article 18. Shareholders who intend to	Article 18. The period of the issue of
attend the meeting shall serve the written	the notice shall exclude the date of the
reply slip to the Company twenty (20)	meeting.
days prior to the date of the meeting.
The Company shall, based on the written
replies received twenty (20) days before
the date of the shareholders'general
meeting from the shareholders, calculate
the number of voting shares represented
by the shareholders intend to attend
the meeting. If the number of shares
carrying voting rights represented by
the shareholders who intend to attend
the meeting reaches one half or more
of the Company's total shares carrying
voting rights, the Company may hold
the meeting; otherwise, the Company
shall within five (5) days notify the
shareholders, again by way of a public
announcement, of the matters to be
considered at, and the place and date for,
the meeting. The Company may then
proceed to hold the meeting.
Article 21. Notice of a general meeting	Article 21. Notice of a general meeting
shall be served on the shareholders	shall be served on the shareholders
(whether or not entitled to vote at	(whether or not entitled to vote at
the meeting), by delivery or prepaid	the meeting), by delivery or prepaid
mail to the registered address of such	mail to the registered address of such
shareholders.	shareholders.
	N o t i c e o f g e n e r a l m e e t i n g c a n b e
	delivered or provided in other means
	stated in Article 270 of the Articles of
	Association, subject to the laws and
	regulations and listing rules of the
	jurisdiction where the shares of the
	Company are listed.

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Before Amendment

After Amendment

Article 22. For the holders of domestic Article 22. For the holders of domestic shares, notice of the meetings may be shares, notice of the meetings may be issued by way of public notice published issued by way of public notice. The on the newspaper. The public notice shall public notice shall be published in one be published in one or more newspapers or more newspapers designated by the designated by the securities authority CSRC beforethe date of the meeting; of the State Council within the interval after the publication of notice, the holders between forty-five (45) days and fifty of domestic shares shall be deemed to

1. days before the date of the meeting; have received notice of the relevant after the publication of notice, the holders shareholders' general meeting.
   of domestic shares shall be deemed to have received notice of the relevant shareholders'general meeting.

For the holders of foreign shares, the	For the holders of foreign shares, the
notice of general meeting shall be carried	notice of general meeting shall be carried
out in accordance with the Hong Kong	out in accordance with the Articles of
Stock Exchange.	Association.
	Where the laws and regulations and rules
	of the jurisdiction where the shares are
	listed have other provisions on the notice
	of general meeting, such provisions shall
	prevail.
Article 65. The following matters shall	Article 65. The following matters shall
be resolved by an ordinary resolution at a	be resolved by a special resolution at the
general meeting:	general meeting:
(1) increase or reduction of the share	(1) increase or reduction of the share
capital and issue of shares of any	capital and issue of shares of any
class, options or other similar	class, options or other similar
securities;	securities; repurchase of shares of
	the Company due to the reduction of
	its registered capital;
⋯⋯	⋯⋯

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Before Amendment	After Amendment
Article 78.	Article 78.
⋯⋯	⋯⋯
The meaning of "interested shareholder(s)"	The meaning of "interested shareholder(s)"
as mentioned in the preceding paragraph is:	as mentioned in the preceding paragraph is:
(1) in the case of repurchase of shares by	(1) in the case of repurchase of shares by
pro rata offers to all shareholders or	pro rata offers to all shareholders or
public dealing on a stock exchange	public dealing on a stock exchange
under Article 38 of the Articles of	under Article 39of the Articles of
Association of the Company, an	Association of the Company, an
"interested shareholder" refers to a	"interested shareholder" refers to a
controlling shareholder within the	controlling shareholder within the
meaning of Article 62 in the Articles	meaning of Article 63 in the Articles
of Association of the Company;	of Association of the Company;
(2) in the case of repurchase of the	(2) in the case of repurchase of the
company's own share by an off-	company's own share by an off-
market agreement under Article	market agreement under Article
38 of the Articles of Association	39of the Articles of Association
of the Company, "an interested	of the Company, "an interested
s h a r e h o l d e r " r e f e r s t o t h e	s h a r e h o l d e r " r e f e r s t o t h e
shareholder related to the agreement;	shareholder related to the agreement;
⋯⋯	⋯⋯

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Before Amendment	After Amendment
Article 79. A written notice convening	Article 79. A written notice convening
a class meeting shall be given 45 days	a class meeting shall refer to Article 16
before the meeting,to notify shareholders	herein regarding the time limit of the
whose names appear in the register of	notice for convening the general meeting,
shareholders of such class shares of the	to notify shareholders whose names
matters proposed to be considered and	appear in the register of shareholders of
the date and place of the meeting.The	such class shares of the matters proposed
shareholders who intend to attend the	to be considered and the date and place of
meeting shall serve the written reply to	the meeting.
the Company twenty (20) days prior to
the date of the meeting.
If the number of shares carrying voting	(Delete the second paragraph of the
rights at the meeting represented by the	original text)
shareholders who intend to attend the
class meeting reaches one half or more
of all the shares carrying the rights to
vote at the class meeting, the Company
may hold the class meeting, if not, the
company shall within five (5) days notify
the shareholders by public notice of
the matters to be transacted at, the date
and the place for the class meeting. The
Company may then hold the class meeting
after such publication of notice.
A r t i c l e 8 6 . T h e s e r u l e s s h a l l b e	A r t i c l e 8 6 . T h e s e r u l e s s h a l l b e
implemented upon the approval of the	implemented upon the approval of the
general meeting, commencing from the	general meeting, commencing from
issue and listings of A shares of the	the issue and listings of A shares of
Company. These rules shall be interpreted	the Company, amendments shall be
and amended by the board of directors of	considered and approved by the general
the Company.	meeting of the Company.These rules
	shall be interpreted by the board of
	directors of the Company.

After the proposed amendments aforesaid, the existing articles of the Rules of Procedure of General Meetings are to be renumbered accordingly. The English version of the proposed amendments to the Rules of Procedure of General Meetings is an unofficial translation of its Chinese version. In case of any discrepancy between the two versions, the Chinese version shall prevail.

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The Board believes that the proposed amendments to the Rules of Procedure of General Meetings are in the interests of the Company and the Shareholders.

GENERAL

The Company will convene a general meeting for the purposes of, among other things, seeking the Shareholders' approval for the proposed amendments to the Articles of Association and the Rules of Procedure of General Meetings. The votes to be taken at the general meeting will be taken by poll. The above proposed amendments to the Articles of Association are subject to the approval by the Shareholders by way of passing a special resolution at the general meeting of the Company. The above proposed amendments to the Rules of Procedure of General Meetings are subject to the approval by the Shareholders by way of passing an ordinary resolution at the general meeting of the Company.

A circular containing, among other things, details of the proposed amendments to the Articles of Association and the Rules of Procedure of General Meetings will be dispatched to the Shareholders as soon as practicable.

By order of the Board

Sichuan Expressway Company Limited*

Zhang Yongnian

Company Secretary

Chengdu, Sichuan, the PRC

27 August 2020

As at the date of this announcement, the Board comprises Mr. Gan Yongyi (Chairman), Mr. Li Wenhu (Vice Chairman), Madam Ma Yonghan, Mr. You Zhiming and Mr. He Zhuqing as executive Directors, Mr. Yang Guofeng (Vice Chairman) and Mr. Li Chengyong as non-executive Directors, Madam Liu Lina, Mr. Gao Jinkang, Mr. Yan Qixiang and Madam Bu Danlu as independent non-executive Directors.

• For identification purposes only

- 27 -