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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.

(a joint stock limited company incorporated in the People's Republic of China with limited liability)

(Stock Code: 3983)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that an annual general meeting of China BlueChemical Ltd. (the ''Company'') (''2014 AGM'') will be held at the Meeting Room, 3rd Floor, Kaikang CNOOC Mansion, No. 15 Sanqu, Anzhenxili, Chaoyang District, Beijing, the PRC on Thursday, 28 May 2015 at 4 : 00 p.m. for the purpose of considering and, if thought fit, passing of the following resolutions:
By way of ordinary resolutions:
1. To consider and approve the report of the board of directors of the Company (the
''Board'') for the year ended 31 December 2014.
2. To consider and approve the report of the supervisory committee of the Company for the year ended 31 December 2014.
3. To consider and approve the audited financial statements and the auditors' report of the
Company for the year ended 31 December 2014.
4. To consider and approve the proposal for distribution of profit of the Company for the year ended 31 December 2014 and the declaration of the Company's final dividend for the year ended 31 December 2014.
5. To consider and approve the proposal for the declaration of the Company's special dividend.
6. To consider and approve the budget proposals of the Company for the year 2015.
7. To consider and approve the re-appointment of Deloitte Touche Tohmatsu Certified Public Accountants and Deloitte Touche Tohmatsu Certified Public Accountants LLP as the overseas and domestic auditors of the Company respectively for a term until the conclusion of the next annual general meeting of the Company and to authorise the audit committee of the Board to determine their remuneration.
8. To consider and approve the re-election of Mr. Wang Hui as an executive director of the Company, to authorise the Chairman of the Company to sign the relevant service contract on behalf of the Company with Mr. Wang Hui, and to authorise the Board, which in turn will further delegate the remuneration committee of the Board to determine his remuneration.
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9. To consider and approve the re-election of Mr. Li Hui as a non-executive director of the Company, to authorise the executive director of the Company to sign the relevant service contract on behalf of the Company with Mr. Li Hui, and to authorise the Board to determine his remuneration based on the recommendation by the remuneration committee of the Board.
10. To consider and approve the re-election of Mr. Zhou Dechun as a non-executive director of the Company, to authorise the Chairman of the Company to sign the relevant service contract on behalf of the Company with Mr. Zhou Dechun, and to authorise the Board to determine his remuneration based on the recommendation by the remuneration committee of the Board.
11. To consider and approve the re-election of Mr. Zhu Lei as a non-executive director of the Company, to authorise the Chairman of the Company to sign the relevant service contract on behalf of the Company with Mr. Zhu Lei, and to authorise the Board to determine his remuneration based on the recommendation by the remuneration committee of the Board.
12. To consider and approve the re-election of Ms. Lee Kit Ying as an independent non- executive director of the Company, to authorise the Chairman of the Company to sign the relevant service contract on behalf of the Company with Ms. Lee Kit Ying and to authorise the Board to determine her remuneration based on the recommendation by the remuneration committee of the Board.
13. To consider and approve the re-election of Mr. Lee Kwan Hung as an independent non- executive director of the Company, to authorise the Chairman of the Company to sign the relevant service contract on behalf of the Company with Mr. Lee Kwan Hung and to authorise the Board to determine his remuneration based on the recommendation by the remuneration committee of the Board.
14. To consider and approve the election of Mr. Zhou Hongjun as an independent non- executive director of the Company, to authorise the Chairman of the Company to sign the relevant service contract on behalf of the Company with Mr. Zhou Hongjun and to authorise the Board to determine his remuneration based on the recommendation by the remuneration committee of the Board.
15. To consider and approve the re-election of Mr. Wang Mingyang as a supervisor of the Company, to authorise the Chairman of the Company to sign the relevant service contract on behalf of the Company with Mr. Wang Mingyang, and to authorise the Board, which in turn will further delegate to the remuneration committee of the Board to determine his remuneration.
16. To consider and approve the election of Mr. Li Xiaoyu as a supervisor of the Company, to authorise the Chairman of the Company to sign the relevant service contract on behalf of the Company with Mr. Li Xiaoyu, and to authorise the Board, which in turn will further delegate to the remuneration committee of the Board to determine his remuneration.
17. To authorise the Chairman to sign the relevant service contract on behalf of the Company with Ms. Liu Lijie as a supervisor of the Company, and to authorise the Board, which in turn will further delegate to the remuneration committee of the Board to determine her remuneration.
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By way of special resolutions:
18. To consider and to authorise the granting of a general mandate to the Board to issue domestic shares and unlisted foreign shares (the ''Domestic Shares'') and overseas listed foreign shares (the ''H Shares'') of the Company:
''THAT:
(a) The Board be and is hereby granted, during the Relevant Period (as defined in paragraph (b) below), a general and unconditional mandate to separately or concurrently issue, allot and/or deal with additional Domestic Shares and/or H Shares, and to make or grant offers, agreements or options which would or might require the Domestic Shares and/or H Shares to be issued, allotted and/or dealt with, subject to the following conditions:
(i) such mandate shall not extend beyond the Relevant Period save that the Board may during the Relevant Period make or grant offers, agreements or options which might require the exercise of such powers after the end of the Relevant Period;
(ii) the number of the Domestic Shares and H Shares to be issued, allotted and/or deal with or agreed conditionally or unconditionally to be issued, allotted and/or dealt with by the Board shall not exceed 20% of each of its existing Domestic Shares and H Shares; and
(iii) the Board will only exercise its power under such mandate in accordance with the Company Law of the PRC and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (as amended from time to time) or applicable laws, rules and regulations of other government or regulatory bodies and only if all necessary approvals from the China Securities Regulatory Commission and/or other relevant PRC government authorities are obtained.
(b) For the purposes of this special resolution:
''Relevant Period'' means the period from the passing of this special resolution until the earliest of:
(i) the conclusion of the next annual general meeting of the Company following the passing of this special resolution;
(ii) the expiration of the 12-month period following the passing of this special resolution; or
(iii) the date on which the authority granted to the Board as set out in this special resolution is revoked or varied by a special resolution of the shareholders of the Company in a general meeting,
except where the Board has resolved to issue Domestic Shares and/or H shares during the Relevant Period and the share issuance may have to be continued or implemented after the Relevant Period.
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(c) Contingent on the Board resolving to separately or concurrently issue the Domestic Shares and H Shares pursuant to paragraph (a) of this special resolution, the Board be authorised to increase the registered capital of the Company to reflect the number of such shares authorised to be issued by the Company pursuant to paragraph (a) of this special resolution and to make such appropriate and necessary amendments to the articles of association of the Company as they think fit to reflect such increases in the registered capital of the Company and to take any other action and complete any formality required to effect the separate or concurrent issuance of the Domestic Shares and H Shares pursuant to paragraph (a) of this special resolution and the increase in the registered capital of the Company.''
19. The Board be and is hereby granted, during the Relevant Period (as defined in paragraph
(c) below), a general mandate to repurchase H Shares:
''THAT:
(a) by reference to market conditions and in accordance with needs of the Company, repurchase the H Shares not exceeding 10% of the number of the H Shares in issue and having not been repurchased at the time when this resolution is passed at annual general meeting and the relevant resolutions are passed at class meetings of shareholders;
(b) the Board be authorised to (including but not limited to the following):
(i) determine detailed repurchase plan, including but not limited to repurchase price, number of shares to repurchase, timing of repurchase and period of repurchase, etc.;
(ii) open overseas share accounts and carry out the foreign exchange approval and the foreign exchange change registration procedures in relation to transmission of repurchase fund overseas;
(iii) carry out cancellation procedures for repurchased shares, reduce registered capital of the Company in order to reflect the amount of shares repurchased in accordance with the authorisation received by the Board under paragraph (a) of this special resolution and make corresponding amendments to the articles of association of the Company as it thought fit and necessary in order to reflect the reduction of the registered capital of the Company and carry out any other necessary actions and deal with any necessary matters in order to repurchase relevant shares in accordance with paragraph (a) of this special resolution.
(c) For the purposes of this special resolution, ''Relevant Period'' means the period from the passing of this special resolution until the earliest of:
(i) the conclusion of the annual general meeting of the Company for 2015;
(ii) the expiration of the 12-months period following the passing of this special resolution at the 2014 AGM and the passing of the relevant resolution by the shareholders of the Company at their respective class meeting; or
(iii) the date on which the authority conferred to the Board by this special resolution is revoked or varied by a special resolution of shareholders at a general meeting, or a special resolution of shareholders at their respective class meeting,
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except where the Board has resolved to repurchase H Shares during the Relevant Period and such share repurchase plan may have to be continued or implemented after the
''Relevant Period.''
By order of the Board
China BlueChemical Ltd.* Quan Changsheng
Company Secretary
Beijing, the PRC
13 April 2015
As at the date of this announcement, the executive director of the Company is Mr. Wang Hui, the non-executive director of the Company is Mr. Li Hui, Mr. Zhou Dechun and Mr. Zhu Lei, and the independent non-executive directors of the Company are Mr. Gu Zongqin, Ms. Lee Kit Ying and Mr. Lee Kwan Hung.

* For identification purpose only. Notes:

1. In order to determine the list of shareholders who are entitled to attend and vote at the 2014 AGM, the register of members will be closed from 29 April 2015 to 28 May 2015 (both days inclusive), during which no transfer of shares will be effected. In order to qualify for attendance at the 2014 AGM, all instruments of transfer, accompanied by the relevant H share certificates, must be lodged with the Hong Kong share registrar for H Shares, Computershare Hong Kong Investor Services Limited at Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4 : 30 p.m. on 28

April 2015. Shareholders of the Company whose names appear on the register of members of the Company on 28 May 2015 are entitled to attend the 2014 AGM.

In order to determine the list of the shareholders who are entitled to the final dividend and the special dividend, the register of members of the Company will be closed from 3 June 2015 to 7 June 2015 (both days inclusive), during which no transfer of shares will be effected. In order to qualify for the proposed final dividend and the proposed special dividend, all instruments of transfer, accompanied by the relevant H share certificates, must be lodged with the Hong Kong share registrar for H Shares, Computershare Hong Kong Investor Services Limited at Rooms 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4 : 30 p.m. on 2 June 2015.

The final and the special dividends for the year ended 31 December 2014 are expected to be paid on or about Tuesday, 30 June 2015 to the shareholders whose names appear on the register of members of the Company on Sunday, 7 June 2015.

2. A shareholder entitled to attend and vote at the 2014 AGM may appoint one or more proxies to attend and vote in his stead. A proxy need not be a shareholder of the Company. Where a shareholder has appointed more than one proxy to attend the 2014 AGM, such proxies may only vote on a poll.

The instrument appointing a proxy must be in writing under the hand of a shareholder or his attorney duly authorised in writing. If the shareholder is a corporation, that instrument must be either under its common seal or under the hand of its attorney or duly authorised attorney(s). If that instrument is signed by an attorney of the shareholder, the power of attorney authorising that attorney to sign or other authorisation document must be notarised.

In order to be valid, in respect of holders of the domestic shares or unlisted foreign shares of the Company, the proxy form together with the power of attorney or other authorisation document (if any) must be deposited at the Company's Secretary Office of the Board in China (Address: Room 1707, Kaikang CNOOC Mansion, No. 15, Sanqu, Anzhenxili, Chaoyang District, Beijing, the PRC) not less than 24 hours before the

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time fixed for holding the 2014 AGM. In respect of the Company's H Shares, the said documents together must be lodged at the Company's H Share Registrar within the abovementioned period by holders of H Shares. The H Share Registrar of the Company is Computershare Hong Kong Investor Services Limited, whose address is 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong. Completion and return of the proxy form will not preclude a shareholder from attending and voting in person at the

2014 AGM if she/he so wishes.

3. Shareholders who intend to attend the 2014 AGM in person or by proxy should return the reply slip in person, by post or by fax to the Company's Secretary Office of the Board in China (for holders of the domestic shares or unlisted foreign shares of the Company) or Computershare Hong Kong Investor Services Limited (for holders of H Shares) on or before Friday, 8 May 2015. The Company's Secretary Office of the Board in China is Room 1707, Kaikang CNOOC Mansion, No. 15, Sanqu, Anzhenxili, Chaoyang District, Beijing, the PRC (Tel: 0086-010-84527250, Fax: 0086-010-84527254, Post code: 100029). The address of Computershare Hong Kong Investor Services Limited is 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong.

4. Shareholders or their proxy must present proof of their identities upon attending the 2014 AGM. Should a proxy be appointed, the proxy must also present copies of his/her proxy form, or copies of appointing instrument and power of attorney, if applicable.

5. The 2014 AGM is expected to last not more than one day. Shareholder or proxies attending the 2014 AGM

are responsible for their own transportation and accommodation expenses.

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