China BlueChemical : ANNOUNCEMENT - DISCLOSEABLE TRANSACTIONS - SUBSCRIPTION OF STRUCTURED DEPOSIT PRODUCTS

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)

ANNOUNCEMENT

DISCLOSEABLE TRANSACTIONS

SUBSCRIPTION OF STRUCTURED DEPOSIT PRODUCTS

INTRODUCTION

BOC STRUCTURED DEPOSIT AGREEMENTS

We refer to the announcement of the Company dated 21 April 2020 (the ''Announcement'') in relation to, among others, the subscription for structured deposit products of BOC by the Company. As disclosed in the Announcement, on 21 April 2020, the Company entered into the BOC Structured Deposit Agreement No.2 and the BOC Structured Deposit Agreement No.3 with BOC Hainan Branch to subscribe, respectively, structured deposit products of RMB300 million, using self-owned funds of the Company. The total amount subscribed under the BOC Structured Deposit Agreement No.2 and the BOC Structured Deposit Agreement No.3 is RMB600 million.

On 13 April 2021, the Company entered into the BOC Structured Deposit Agreement No.4 with BOC Hainan Branch. Pursuant to the BOC Structured Deposit Agreement No.4, the Company agreed to subscribe structured deposit product of RMB500 million using self-owned funds of the Company.

On 13 April 2021, CNOOC Fudao entered into the BOC Structured Deposit Agreement No.5 with BOC Hainan Branch. Pursuant to the BOC Structured Deposit Agreement No.5, the Company agreed to subscribe structured deposit product of RMB200 million using self-owned funds of the Company.

HONG KONG LISTING RULES IMPLICATIONS

As the BOC Structured Deposit Agreement No.2, BOC Structured Deposit Agreement No.3, BOC Structured Deposit Agreement No.4 and the BOC Structured Deposit Agreement No.5 were entered into between the Company or CNOOC Fudao, a subsidiary of the Company, and a branch of BOC within a 12 month period, pursuant to Rule 14.22 of the Hong Kong Listing Rules, these transactions shall be aggregated. Pursuant to the Hong Kong Listing Rules, as one or more of the applicable percentage ratios (as defined under Rule 14.07 of the Hong Kong Listing Rules) of the aggregated transaction amounts of the BOC Structured Deposit Agreements exceeds 5% but all of the ratios are below 25%, such transactions constitute discloseable transactions of the Company and shall be subject to the notification and announcement requirements but exempt from the shareholders' approval requirement under the Hong Kong Listing Rules.

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BACKGROUND

BOC STRUCTURED DEPOSIT AGREEMENTS

We refer to the Announcement in relation to, among others, the subscription for structured deposit products of BOC by the Company. As disclosed in the Announcement, on 21 April 2020, the Company entered into the BOC Structured Deposit Agreement No.2 and the BOC Structured Deposit Agreement No.3 with BOC Hainan Branch to subscribe, respectively, structured deposit products of RMB300 million, using self-owned funds of the Company. The total amount subscribed under the BOC Structured Deposit Agreement No.2 and the BOC Structured Deposit Agreement No.3 is RMB600 million.

On 13 April 2021, the Company entered into the BOC Structured Deposit Agreement No.4 with BOC Hainan Branch. Pursuant to the BOC Structured Deposit Agreement No.4, the Company agreed to subscribe structured deposit product of RMB500 million using self-owned funds of the Company.

On 13 April 2021, CNOOC Fudao entered into the BOC Structured Deposit Agreement No.5 with BOC Hainan Branch. Pursuant to the BOC Structured Deposit Agreement No.5, the Company agreed to subscribe structured deposit product of RMB200 million using self-owned funds of the Company.

THE BOC STRUCTURED DEPOSIT AGREEMENTS NO.4

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The terms of the BOC Structured Deposit Agreements No.4 were determined after arm's length negotiation between the parties.

THE BOC STRUCTURED DEPOSIT AGREEMENTS NO.5

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The terms of the BOC Structured Deposit Agreements No.5 were determined after arm's length negotiation between the parties.

REASONS AND BENEFITS

Using temporary idle funds reasonably and effectively will enhance the capital gain of the Company, which is consistent with the core objectives of the Company to ensure capital safety and liquidity and meet the capital needs of the Group's daily operations and dividend payment, etc. The risk associated with subscription of structured deposit products is nil or minimal, while the Company can enjoy a relatively higher return from investments in structural deposit products after comparing quotes from different banks.

The Directors consider that the terms and the transactions contemplated under Structured Deposit Agreements are fair and reasonable, on normal commercial terms or better, and are in the interests of the Company and its shareholders as a whole.

INFORMATION OF THE PARTIES INVOLVED

The Company mainly engages in the developments, production and sales of fertilisers (including urea, phosphate and compound fertiliser) and chemical products (primarily methanol and polyformaldehyde).

BOC is a large commercial bank in the PRC. BOC Hainan Branch is a branch of BOC.

HONG KONG LISTING RULES IMPLICATIONS

As the BOC Structured Deposit Agreement No.2, BOC Structured Deposit Agreement No.3, BOC Structured Deposit Agreement No.4 and the BOC Structured Deposit Agreement No.5 were entered into between the Company or CNOOC Fudao, a subsidiary of the Company, and branch of BOC within a 12 month period, pursuant to Rule 14.22 of the Hong Kong Listing Rules, these transactions shall be aggregated. Pursuant to the Hong Kong Listing Rules, as one or more of the applicable percentage ratios (as defined under Rule 14.07 of the Hong Kong Listing Rules) of the aggregated transaction amounts of the BOC Structured Deposit Agreements exceeds 5% but all of the ratios are below 25%, such transactions constitute discloseable transactions of the Company and shall be subject to the notification and announcement requirements but exempt from the shareholders' approval requirement under the Hong Kong Listing Rules.

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DEFINITIONS

Unless the context otherwise requires, the following expressions shall have the following meanings:

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''Hong Kong Listing Rules'' the Rules Governing the Listing of Securities on The Stock Exchange

By Order of the Board

China BlueChemical Ltd.*

Wu Xiaoxia

Company Secretary

Beijing, the PRC

13 April 2021

As at the date of this announcement, the executive directors of the Company are Mr. Wang Weimin and Mr. Hou Xiaofeng, the non-executive directors of the Company are Mr. Guo Xinjun and Mr. Liu Zhenyu, and the independent non-executive directors of the Company are Ms. Karen Lee Kit Ying, Mr. Eddie Lee Kwan Hung and Mr. Yu Changchun.

• For identification purpose only

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