Pearl Oriental Oil : REQUISITIONS RECEIVED FOR (1) PROPOSED AMENDMENT TO THE BYE-LAWS, (2) PROPOSED REMOVAL AND APPOINTMENT OF DIRECTORS AND (3) NOTICE OF SPECIAL GENERAL MEETING

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Pearl Oriental Oil Limited, you should at once hand this circular, together with the enclosed form of proxy to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

(Incorporated in Bermuda with limited liability)

(Stock Code: 632)

REQUISITIONS RECEIVED FOR

(1) PROPOSED AMENDMENT TO THE BYE-LAWS,

(2) PROPOSED REMOVAL AND APPOINTMENT OF DIRECTORS

AND

(3) NOTICE OF SPECIAL GENERAL MEETING

Capitalised terms used on this cover page shall have the same meanings as defined in this circular.

A notice convening the SGM to be held at Suites 1905-07, 19th Floor, Tower 6, The Gateway, Harbour City, Kowloon, Hong Kong on Sunday, 30 December 2018 at 3:00p.m. is set out on pages 14 to 17 of this circular. Whether or not you will attend the SGM, you are requested to complete the accompanying form of proxy in accordance with the instructions printed thereon and return it to the Company's branch share registrar in Hong Kong, Tricor Tengis Limited at Level 22, Hopewell Centre, 183 Queen's Road East, Hong Kong as soon as possible and in any event not less than 48 hours before the time appointed for holding the SGM or any adjournment thereof. Completion and return of the proxy form will not preclude you from attending and voting in person at the SGM or any adjourned meeting should you so wish and in such event, the form of proxy shall be deemed to be revoked.

7 December 2018

* For identification purpose only

CONTENTS

Page

DEFINITIONS ...................................................... 1-2

LETTER FROM THE BOARD .......................................... 3-8

APPENDIX

-

DETAILS OF THE PROPOSED DIRECTORS PROVIDED BY

THE REQUISITIONIST ................................. 9-13

NOTICE OF SGM ................................................... 14-17

DEFINITIONS

In this circular, unless the context otherwise requires, the following expressions shall have the following meanings:

"Bermuda Companies Act"	the Companies Act 1981 of Bermuda (as revised from time to time)
"Board"	the board of Directors
"Bye-law(s)"	the bye-law(s) of the Company, currently in force
"Company"	Pearl Oriental Oil Limited (stock code 632), a company
incorporated in Bermuda with limited liability whose issued
Shares are listed on the Main Board of the Stock Exchange
"Director(s)"	the director(s) of the Company from time to time
"First Requisition"	a letter of requisition from the Requisitionist dated 3 September
2018 and deposited at the Company's principal office in Hong
Kong requesting the Directors to convene a SGM in accordance
with the Bermuda Companies Act and the Bye-laws for the
purposes of considering and, if thought fit, approving the Proposed
Removal of Directors and the Proposed Amendment to the Bye-
laws
"Group"	collectively, the Company and its subsidiaries
"HK$"	Hong Kong dollars, the lawful currency of Hong Kong
"Hong Kong"	the Hong Kong Special Administrative Region of the PRC
"Listing Rules"	the Rules Governing the Listing of Securities on the Stock
Exchange
"PRC"	the People's Republic of China, which for the purposes of this
circular, shall exclude Hong Kong, the Macau Special
Administrative Region of the PRC and Taiwan
"Proposed Amendment to the Bye-	the proposed amendment to the Bye-laws as set out in the First
laws"	Requisition and this circular
"Proposed Appointment of	the proposed appointment of Directors as set out in the Second
Directors"	Requisition and in this circular

DEFINITIONS
"Proposed Removal of Directors"	the proposed removal of (i) Ms. Fan Amy Lizhen and Mr. Tang
Yau Sing as executive Directors and from any position they hold in
any committee of the Board, and (ii) each of the Directors
appointed on or after 3 September 2018 up to and including the
time immediately before the holding of the SGM from their
positions as Directors and from any position they hold in any
committee of the Board
"Proposed Removal and	collectively, the Proposed Removal of Directors and the Proposed
Appointment of Directors"	Appointment of Directors
"Purported SGM"	a special general meeting convened by the Requisitionist purported
to be held on Friday, 30 November 2018 at 3:00 p.m.
"Poll Results Announcement"	the poll results announcement of the special general meeting of the
Company held on 29 November 2018
"Requisitions"	collectively, the First Requisition and the Second Requisition
"Requisitionist"	Mr. So Kuen Kwok
"Second Requisition"	a letter of requisition from the Requisitionist dated 22 November
2018 and deposited to the Company requesting the Directors to
convene a SGM in accordance with the Bermuda Companies Act
and the Bye-laws for the purposes of considering and, if thought fit,
approving the Proposed Appointment of Directors
"SGM"	the purported SGM adjourned to be held at Suites 1905-07, 19th
Floor, Tower 6, The Gateway, Harbour City, Kowloon, Hong Kong
on Sunday, 30 December 2018 at 3:00 p.m. for the Shareholders to
consider and, if thought fit, approve the Proposed Removal and
Appointment of Directors and Proposed Amendment to the Bye-
laws
"Share(s)"	ordinary share(s) of HK$0.10 each in the share capital of the
Company
"Shareholder(s)"	holder(s) of the Share(s)
"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"%"	per cent.

LETTER FROM THE BOARD

(Incorporated in Bermuda with limited liability)

(Stock Code: 632)

Executive Directors:	Registered office:
Ms. Liu Gui Feng (Chairlady)	Clarendon House
Ms. Fan Amy Lizhen (Vice Chairlady)	2 Church Street
Ms. Xiao Li (Chief Executive Officer)	Hamilton HM11
Mr. Cheung Kam Shing, Terry	Bermuda
Mr. Tang Yau Sing
Mr. Lin Qing Yu	Head office and principal place of
business in Hong Kong:
Independent Non-executive Directors:	Suites 1905-07, 19th Floor
Mr. Xing Yong	Tower 6, The Gateway
Mr. Shi Wen Jiang	Harbour City
Mr. Chen Zhong Min	Kowloon
Mr. Jiang Cai Yi	Hong Kong
Mr. Zhang Yue Yang
Mr. He Jun
Ms. Chen Xue Hui
Ms. Hu Jing
Ms. Lyu Jia Lian
7 December 2018
To the Shareholders
Dear Sir or Madam,

REQUISITIONS RECEIVED FOR

(1) PROPOSED AMENDMENT TO THE BYE-LAWS,

(2) PROPOSED REMOVAL AND APPOINTMENT OF DIRECTORS

AND

(3) NOTICE OF SPECIAL GENERAL MEETING

INTRODUCTION

Reference is made to (i) the announcement of the Company dated 30 November 2018 in relation to the Purported SGM convened by the Requisitionist; and (ii) the announcement of the Company dated 4 December 2018 in relation to the Proposed Amendment to the Bye-laws.

*For identification purpose only