Kunlun Energy : Announcements and Notices - Changes in Shareholding

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.

On 8 September 2017, the Company was informed by PetroChina, the controlling shareholder of the Company, that the Reorganisation will be effected soon.

As at the date of this announcement, PetroChina directly holds 100% equity interests of PetroChina HK. PetroChina HK directly holds 100% equity interests of PetroChina BVI. PetroChina BVI directly holds 100% equity interests of Sun World. Sun World directly holds 4,708,302,133 shares of the Company, representing approximately 58.33% of the total issued shares of the Company.

Upon completion of the Reorganisation, PetroChina HK will directly hold approximately 58.33% of the total issued shares of the Company. PetroChina will continue to directly hold 100% equity interests of PetroChina HK and indirectly hold approximately 58.33% of the total issued shares of the Company. The ultimate beneficial owner of the Company remains unchanged.

The simplified shareholding structures of the Company before and immediately after completion of the Reorganisation are set out below:

The ultimate control over the Company remains with PetroChina both before and after the Reorganisation. Accordingly, PetroChina has applied for, and the Securities and Futures Commission of Hong Kong has granted, a waiver pursuant to Note 6(a) to Rule 26.1 of the Takeovers Code of the obligation of PetroChina HK to make a general offer for the shares of the Company which may otherwise arise as a result of the Reorganisation.

In this announcement, unless the context otherwise requires, the following items shall have the meanings set out below:

"Board" the board of Directors of the Company

"Company" Kunlun Energy Company Limited (Stock Code: 00135.HK),

a company incorporated with limited liability in Bermuda and the shares of which are listed on the Hong Kong Stock Exchange

"controlling shareholder" has the meaning ascribed to it under the Listing Rules

"Hong Kong" the Hong Kong Special Administrative Region of the

People's Republic of China

"Hong Kong Stock Exchange"

The Stock Exchange of Hong Kong Limited

"Listing Rules" the Rules Governing the Listing of Securities on The Stock

Exchange of Hong Kong Limited

"PetroChina" PetroChina Company Limited, a joint stock limited company

incorporated in the PRC and it is a controlling shareholder of the Company both before and immediately after the Reorganisation, whose H shares are listed on the Hong Kong Stock Exchange, the stock code of which is 00857; its American depositary shares are listed on the New York Stock Exchange, the stock code of which is PTR; and its A shares are listed on the Shanghai Stock Exchange, the stock code of which is 601857

"PetroChina BVI" PetroChina Hong Kong (BVI) Ltd, a limited liability

company incorporated in the British Virgin Islands and it is a controlling shareholder of the Company before the Reorganisation

"PetroChina HK" PetroChina Hong Kong Limited, a limited liability company

incorporated in Hong Kong and it is a controlling shareholder of the Company both before and immediately after the Reorganisation

"Reorganisation" the proposed transfer of 100% of shares in Sun World from

PetroChina BVI to PetroChina HK and thereafter the proposed transfer of 4,708,302,133 shares of the Company from Sun World to PetroChina HK

"Sun World" Sun World Limited, a limited liability company incorporated

in the British Virgin Islands and it is a controlling shareholder of the Company before the Reorganisation

"Takeovers Code" Codes on Takeovers and Mergers and Share Buy-backs "%" per cent

By Order of the Board

Chairman and Executive Director

Hong Kong, 13 September 2017

As at the date of this announcement, the Board comprises of Mr. Huang Weihe as the Chairman and Executive Director, Mr. Wu Enlai as the Executive Director, Mr. Zhao Yongqi as the Chief Executive Officer and Executive Director, Mr. Zhao Zhongxun as Executive Director, Mr. Ding Shilu as Executive Director, Mr. Zhang Yaoming as Executive Director, and Mr. Li Kwok Sing Aubrey, Dr. Liu Xiao Feng and Mr. Sun Patrick as Independent Non- Executive Directors.