Zijin Mining : (H Share)Notice of 2016 Annual General Meeting

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, make no representation as to its accuracy or completeness and expressly disclaim any liabilities whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this notice.

紫 金 礦 業 集 團 股 份 有 限 公 司

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

a.m. on Monday, 19 June 2017, at the conference room at 21/F., Zijin Headquarters, No. 1 Zijin Road, Shanghang County, Fujian Province, the People's Republic of China (the "PRC") to consider, approve and authorise the following matters:

1. to consider and approve a general mandate for the Company to issue debt financing instruments (details set out in Appendix A);

2. to consider and approve the Company to provide guarantee to its overseas wholly-owned subsidiaries for the loans (details set out in Appendix B);

3. to consider and approve the provision of guarantee to Jilin Zijin Copper Company Limited (details set out in Appendix C);

   ORDINARY RESOLUTIONS

4. to consider and approve the Report of the Board of Directors of the Company for 2016;

5. to consider and approve the Report of the Independent Directors of the Company for 2016;

6. to consider and approve the Report of Supervisory Committee of the Company for 2016;

7. to consider and approve the Company's financial report for the year ended 31 December 2016;

8. to consider and approve the Company's 2016 annual report and its summary report;

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 (details set out in Appendix D);

10. to consider and approve the calculation and distribution proposal for the remuneration of the Executive Directors and Chairman of Supervisory Committee of the Company for the year ended 31 December 2016 (details set out in Appendix E); and

11. to consider and approve the reappointment of Ernst & Young Hua Ming LLP as the Company's auditor for the year ended 31 December 2017, and to authorise the chairman of the Board of Directors, president and financial controller to determine the remuneration.

By order of the Board of Directors

Chairman

Fujian, the PRC, 5 May 2017

Notes:

1. The Company's register of H Shares members will be closed from 20 May 2017 (Saturday) to 19 June 2017 (Monday) (both days inclusive), during such period no transfer of H Shares will be registered. Holders of H Shares whose names appear on the H Share register of members on 19 June 2017 (Monday, being the record date) will be entitled to attend and vote at the AGM of the Company to be convened on 19 June 2017 (Monday) at the conference room at 21/F., Zijin Headquarters, No. 1 Zijin Road, Shanghang County, Fujian Province, the PRC. In order to be qualified for attending and voting at the AGM, all transfers of shares must be lodged with the Registrar of H Shares of the Company no later than 4:30 p.m. on 19 May 2017 (Friday).

   The address of the Hong Kong Registrar of H Shares is: Computershare Hong Kong Investor Services Limited

   Shops 1712-1716,

   17th Floor, Hopewell Centre, 183 Queen's Road East,

   Wanchai,

   Hong Kong

2. Holders of H Shares who intend to attend the AGM must complete and return the reply slip in writing to the Secretariat of the Board of Directors or Registrar of H Shares of the Company - Computershare Hong Kong Investor Services Limited, the address is: 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong twenty days before the AGM, that is 31 May 2017 (Wednesday).

   Details of the office of the Secretariat of the Board of Directors are as follows: 41/F., Tower B, Zhonghang Zijin Plaza,

   No. 1811 Huandao Road East, Siming District,

   Xiamen City, Fujian Province, People's Republic of China Tel: (86)592-2933652

   Fax: (86)592-2933580

3. Holders of H Shares who have the right to attend and vote at the AGM are entitled to appoint one or more proxies (whether or not a member) in writing to attend and vote on their behalf. For those shareholders who appoint more than one proxy, such proxies can only exercise their voting rights by way of polls. Shareholders who intend to appoint one or more proxies should first read the Company's 2016 annual report.

4. The instrument appointing a proxy must be in writing and signed by the appointer or his attorney duly authorised in writing. In the event that such instrument is signed by an attorney of the appointer, an authorisation that authorises such signatory shall be notarised.

5. To be valid, the form of proxy (and if the form of proxy is signed by a person under a power of attorney or other authority on behalf of the appointer, then together with such power of attorney or other authority) must be deposited at the Registrar of H Shares of the Company - Computershare Hong Kong Investor Services Limited no later than 24 hours before the specified time for the holding of the AGM (i.e. no later than 9 a.m. on Sunday, 18 June 2017, Hong Kong time). The address is: 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong.

6. If a proxy is appointed to attend the AGM on behalf of a shareholder, the proxy must indicate its identification document and the authorisation instrument with the date of issue and duly signed by the proxy and its legal representative, and in the case of legal representative of legal person shareholders, such legal representative must show its own identification document and valid document to identify its identity as legal representative. If a legal person shareholder appoints a company's representative other than its legal representative to attend the AGM, such representative must show its own identification document and the authorisation instrument bearing the company chop of the legal person shareholder and duly signed by its legal representative.

7. The AGM is expected to last for a half day, and shareholders attending the AGM will be responsible for their own travelling and accommodation expenses.

Year 2017 (Note)

Latest time for lodging transfer of shares 19 May (Friday) 4:30 p.m.

Book closure period (both days inclusive) 20 May (Saturday) to 19 June (Monday) Record date 19 June (Monday)

AGM 19 June (Monday)

Announcement on results of the AGM 19 June (Monday) Register of members re-opens 20 June (Tuesday)

Note: All times refer to Hong Kong local times.

As at the date of this notice, the Board of Directors of the Company comprises Messrs. Chen Jinghe (Chairman), Lan Fusheng, Zou Laichang, Lin Hongfu, Fang Qixue, and Ms. Lin Hongying as executive directors, Mister. Li Jian as non-executive director, and Messrs. Lu Shihua, Zhu Guang, Sit Hoi Wah, Kenneth, and Cai Meifeng as independent non-executive directors.

* The English name of the Company is for identification purpose only

text.

Should there be any discrepancy, the Chinese text of this notice shall prevail over its English