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.



*



(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1164) ANNOUNCEMENT

Reference is made to the announcement of the Company dated 22 January 2014 (the "Announcement") in relation to, among others, the conditional Framework Agreement between the Company and Huasheng for provision of intra-group financial services. Unless the context requires otherwise, capitalised terms used herein shall bear the same meanings as defined in the Announcement.
The Company would like to announce that after further clarification, as the relevant percentage ratios exceed 25% but below 75%, the entering into of the Framework Agreement and the transactions contemplated thereunder (including the intra-group financial services and the Annual Caps) shall also constitute a major transaction under Chapter 14 of the Listing Rules and will be subject to announcement and Independent Shareholders' approval at the EGM.
By order of the Board

CGN Mining Company Limited Zhou Zhenxing

Chairman

Hong Kong, 12 February 2014

As at the date of this announcement, the board of Directors of the Company comprises two executive Directors: Mr. Yu Zhiping (chief executive officer) and Mr. He Zuyuan, four non-executive Directors: Mr. Zhou Zhenxing (chairman), Mr. Chen Qiming, Mr. Xing Jianhua and Mr. Huang Jianming, and three independent non-executive Directors: Mr. Ling Bing, Mr. Qiu Xianhong and Mr. Huang Jinsong.

* for identification purpose only

distributed by