Zijin Mining : (H Share)Announcement in relation to Cancellation of a Resolution and Addition of a Proposal for the 2016 Annual General Meeting

Reference is made to the Notice of 2016 Annual General Meeting dated 5 May 2017 (the "Original Notice"), the Proxy Form for H Shares Shareholders for the Annual General Meeting sent together with the Original Notice to the H Shareholders (the "Original Proxy Form") and the Announcement in relation to Postponement of the 2016 Annual General Meeting dated 31 May 2017 (the "Postponement Announcement") of Zijin Mining Group Co., Ltd.* (the "Company"). Unless otherwise indicated, capitalised terms used in this announcement shall have the same meanings as defined in the Original Notice, the Original Proxy Form and the Postponement Announcement.

1. Explanation of the cancellation of a resolution and addition of a proposal
2. Explanation of the cancellation of a resolution
3. Name of the cancelled resolution for the 2016 Annual General Meeting

   No.	Name of the resolution
   9	To consider and approve the profit distribution plan of the Company for the year ended 31 December 2016. The Board of Directors of the Company proposed that no profit distribution will be carried out for the year of 2016 and there will be no conversion of capital reserve into share capital.

4. Reason for the cancellation of the resolution

At the third meeting of the sixth term of the board of directors of the Company (the "Board") on 24 March 2017, the profit distribution plan of the Company for the year ended 31 December 2016 was considered and approved, independent directors of the Company also expressed independent opinion on the proposal. It was resolved that the proposal would be submitted to the 2016 Annual General Meeting of the Company for consideration. Details of the proposal were: according to Article 18 of the "Administrative Measures on Securities Issuance and Underwriting" of the China Securities Regulatory Commission (the "CSRC"), if listed companies with a plan for issuance of securities have any profit distribution proposal or conversion of

capital reserve into share capital proposal which has not yet been submitted to shareholders' general meeting for voting, or when such proposal has been approved by the shareholders' general meeting but has not been implemented yet, the issuance of securities can only be proceeded after such proposal has been implemented. As the Company was carrying out the issuance of A Shares at that time, in order to speed up the progress, the Board proposed that: no profit distribution would be carried out for the year of 2016 and there would be no conversion of capital reserve into share capital.

On 8 June 2017, the Company received an additional proposal in writing from its substantial shareholder, Minxi Xinghang State-owned Assets Investment Company Limited ("Minxi Xinghang"), which suggests a profit distribution for the year ended 31 December 2016. The proposal is: on the basis of 23,031,218,891 shares after the Company's non-public issuance of A Shares, to pay the qualified shareholders of the Company the final cash dividend of RMB0.6 per 10 shares (tax included). The total distribution of cash dividend amounts to RMB1,381,873,133.46. The remaining balance of undistributed profit will be reserved for further distribution in future financial years.

The above additional proposal in relation to profit distribution is within the scope of official duty of the shareholders' general meeting. It has a clear topic and specific matters for discussion, conforms to the provisions of the relevant laws, administrative regulations and the articles of association of the Company. As the matters in relation to the non-public issuance of A Shares of the Company were approved by the document issued by the CSRC (Zhengjian Xuke [2017] No. 289) and the issuance has been completed recently, the continuation of the implementation of profit distribution for the year ended 31 December 2016 is in the interests of the Company and its shareholders as a whole. Therefore, the Board resolved to cancel the original profit distribution plan of the Company for the year ended 31 December 2016 which was proposed to be submitted to the 2016 Annual General Meeting for consideration, that resolution will no longer be considered. Instead, the above additional proposal of Minxi Xinghang will be submitted to the 2016 Annual General Meeting for consideration.

5. Explanation of the addition of a proposal

1. Party making the additional proposal: Minxi Xinghang State-owned Assets Investment Company Limited

2. Description of the procedure for adding a proposal: Minxi Xinghang, a substantial shareholder of the Company, submitted an additional proposal in writing to the Board on 8 June 2017. The Board hereby makes an announcement pursuant to the relevant provisions of the "Rules Governing the Shareholders' General Meeting of Listed Companies".

3. Details of the additional proposal

Minxi Xinghang State-owned Assets Investment Company Limited, the substantial shareholder of the Company, submitted to the Board the Additional Proposal in relation to the Profit Distribution Plan of the

Company for the Year Ended 31 December 2016, which suggests a profit distribution for the year ended 31 December 2016. The additional shareholder's proposal will be submitted to the 2016 Annual General Meeting of the Company for consideration. Details of which are as follows:

On the basis of 23,031,218,891 shares after the Company's non-public issuance of A Shares, to pay the qualified shareholders of the Company the final cash dividend of RMB0.6 per 10 shares (tax included). The total distribution of cash dividend amounts to RMB1,381,873,133.46. The remaining balance of undistributed profit will be reserved for further distribution in future financial years.

The aforesaid additional proposal as an ordinary resolution will replace resolution no. 9 in the Original Notice and the Original Proxy Form.

2. Save for the aforesaid adjustments and the adjustments as disclosed in the Postponement Announcement dated 31 May 2017, other matters set out in the Original Notice dated 5 May 2017 remain unchanged.

Please refer to the appendix of this announcement for the Additional Proposal in relation to the Profit Distribution Plan of the Company for the Year Ended 31 December 2016.

A revised notice of 2016 Annual General Meeting and a revised proxy form for H Shares Shareholders for the Annual General Meeting will be despatched to the eligible H Shareholders as soon as possible.

Investors and shareholders are advised by the board of directors to exercise caution when dealing in the shares of the Company.

Fujian, the PRC, 8 June 2017

*The Company's English name is for identification purpose only

Appendix Minxi Xinghang State-owned Assets Investment Company Limited Additional Proposal in relation to the Profit Distribution Plan of Zijin Mining Group Co., Ltd.* for the Year Ended 31 December 2016

To the board of directors of Zijin Mining Group Co., Ltd.*,

At the third meeting of the sixth term of the board of directors (the "Board") of Zijin Mining Group Co., Ltd.* (the "Company") on 24 March 2017, the profit distribution plan of the Company for the year ended 31 December 2016 was considered and approved, independent directors of the Company also expressed independent opinion on the proposal. It was resolved that the proposal would be submitted to the 2016 Annual General Meeting of the Company for consideration. Details of the proposal were: according to Article 18 of the "Administrative Measures on Securities Issuance and Underwriting" of the China Securities Regulatory Commission (the "CSRC"), if listed companies with a plan for issuance of securities have any profit distribution proposal or conversion of capital reserve into share capital proposal which has not yet been submitted to shareholders' general meeting for voting, or when such proposal has been approved by the shareholders' general meeting but has not been implemented yet, the issuance of securities can only be proceeded after such proposal has been implemented. As the Company was carrying out the issuance of A Shares at that time, in order to speed up the progress, the Board proposed that: no profit distribution would be carried out for the year ended 31 December 2016 and there would be no conversion of capital reserve into share capital.

After matters relating to the registration, custody, etc., of the additional A Shares for which Minxi Xinghang State-owned Assets Investment Company Limited ("Minxi Xinghang") subscribed under the non-public issuance of the Company in 2016 (the "Non-public Issuance") were completed at China Securities Depository and Clearing Corporation Limited (Shanghai branch), Minxi Xinghang holds 5,960,742,247 shares of the Company, representing 25.88% of the total issued shares of the Company. On 11 May 2017, the Company received the Approval for Non-public Issuance of A Shares of Zijin Mining Group Co., Ltd.* (Zhengjian Xuke [2017] No. 289) issued by the CRSC, and the issuance has been completed recently. In this regard, Minxi Xinghang considers that the continuation of the implementation of profit distribution for the year ended 31 December 2016 is in the interests of the Company and its shareholders as a whole. Details of Minxi Xinghang's additional proposal are as follows:

To protect the investors' interests, provide better return to investors and take into consideration the interests of both current and new shareholders after the completion of the Non-public Issuance of A Shares, Minxi Xinghang proposes that, on the basis of 23,031,218,891 shares after the Company's Non-public Issuance of A Shares, to pay the qualified shareholders of the Company the final cash dividend of RMB0.6 per 10 shares (tax included). The total distribution of cash dividend amounts to RMB1,381,873,133.46. The