Xinjiang Xinxin Mining Industry : NOTICE OF THE EGM

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Xinjiang Xinxin Mining Industry Co., Ltd.*

新 疆 新 鑫 礦 業 股 份 有 限 公 司

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

(Stock code: 3833)

NOTICE OF THE EGM

NOTICE IS HEREBY GIVEN that the extraordinary general meeting ("EGM") of Xinjiang Xinxin Mining Industry Co., Ltd. (the "Company") will be held at 11:00 a.m. on Tuesday, 13 October 2020 at Conference Room, 3/F, Tower 1, Business Residence Community of Youse Mingyuan Science and Technology Park, No. 52, East 2nd Lane, Binhe Middle Road, Saybagh District, Urumqi, Xinjiang, the People's Republic of China (the "PRC") to consider and, if thought fit, to pass the following resolutions:

ORDINARY RESOLUTIONS

1. To consider and approve individually the election of the executive directors, non-executive directors and independent non-executive directors of the sixth session of the board of directors of the Company (the "Board"):

1. THAT the re-election of Mr. Liu Jun as an executive director of the Company be and is hereby approved, with effect from 14 October 2020 for a term of three years until 13 October 2023.
2. THAT the re-election of Mr. Qi Xinhui as an executive director of the Company be and is hereby approved, with effect from 14 October 2020 for a term of three years until 13 October 2023.
3. THAT the re-election of Mr. Zhang Guohua as a non-executive director of the Company be and is hereby approved, with effect from 14 October 2020 for a term of three years until 13 October 2023.

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1. THAT the re-election of Mr. Guo Quan as a non-executive director of the Company be and is hereby approved, with effect from 14 October 2020 for a term of three years until 13 October 2023.
2. THAT the re-election of Mr. Zhou Chuanyou as a non-executive director of the Company be and is hereby approved, with effect from 14 October 2020 for a term of three years until 13 October 2023.
3. THAT the re-election of Mr. Hu Chengye as a non-executive director of the Company be and is hereby approved, with effect from 14 October 2020 for a term of three years until 13 October 2023.
4. THAT the re-election of Mr. Hu Benyuan as an independent non-executive director of the Company be and is hereby approved, with effect from 14 October 2020 for a term of three years until 13 October 2023.
5. THAT the election of Mr. Wang Qingming as an independent non-executive director of the Company be and is hereby approved, with effect from 14 October 2020 for a term of three years until 13 October 2023.
6. THAT the election of Mr. Lee Tao Wai as an independent non-executive director of the Company be and is hereby approved, with effect from 14 October 2020 for a term of three years until 13 October 2023.

2. To consider and approve individually the election of the independent Supervisors and Shareholders' representative Supervisor of the sixth session of the supervisory committee of the Company (the "Supervisory Committee"):

1. THAT the re-election of Ms. Yao Wenying as an independent Supervisor of the Company be and is hereby approved, with effect from 14 October 2020 for a term of three years until 13 October 2023.
2. THAT the re-election of Mr. Meng Guojun as an independent Supervisor of the Company be and is hereby approved, with effect from 14 October 2020 for a term of three years until 13 October 2023.
3. THAT the re-election of Ms. Chen Rong as a Shareholders' representative Supervisor of the Company be and is hereby approved, with effect from 14 October 2020 for a term of three years until 13 October 2023.

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1. To consider and approve individually the remuneration of all the elected directors of the Board, in accordance with the service contracts:
2. 1. THAT there shall not be any director's remuneration payable by the Company to Mr. Liu Jun be and is hereby approved, the remuneration payable to Mr. Liu Jun by the Company shall be determined in accordance with the remuneration scale and payment procedures in respect of his working position.
   2. THAT there shall not be any director's remuneration payable by the Company to Mr. Qi Xinhui be and is hereby approved, the remuneration payable to Mr. Qi Xinhui by the Company shall be determined in accordance with the remuneration scale and payment procedures in respect of his working position.
   3. THAT there shall not be any director's remuneration payable by the Company to Mr. Zhang Guohua be and is hereby approved.
   4. THAT there shall not be any director's remuneration payable by the Company to Mr. Guo Quan be and is hereby approved.
   5. THAT there shall not be any director's remuneration paid by the Company to Mr. Zhou Chuanyou be and is hereby approved.
   6. THAT there shall not be any director's remuneration paid by the Company to Mr. Hu Chengye be and is hereby approved.
   7. THAT the director's remuneration payable by the Company to Mr. Hu Benyuan is RMB70,000 per annum (tax inclusive) and is hereby approved.
   8. THAT the director's remuneration payable by the Company to Mr. Wang Qingming is RMB70,000 per annum (tax inclusive) and is hereby approved.
   9. THAT the director's remuneration payable by the Company to Mr. Lee Tao Wai is HK$130,000 per annum (tax inclusive) and is hereby approved.
3. To consider and approve individually the remuneration of all the elected supervisors of the Supervisory Committee, in accordance with the service contracts:
4. 1. THAT there shall not be any supervisor's remuneration payable by the Company to Mr. Meng Guangzhi be and is hereby approved, the remuneration payable to Mr. Meng Guangzhi by the Company shall be determined in accordance with the remuneration scale and payment procedures in respect of his working position.

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1. THAT there shall not be any supervisor's remuneration payable by the Company to Mr. Li Jiangping be and is hereby approved, the remuneration payable to Mr. Li Jiangping by the Company shall be determined in accordance with the remuneration scale and payment procedures in respect of his working position.
2. THAT there shall not be any supervisor's remuneration payable by the Company to Ms. Chen Rong be and is hereby approved.
3. THAT the supervisor's remuneration payable by the Company to Ms. Yao Wenying shall be RMB40,000 per annum (tax inclusive) be and is hereby approved.
4. THAT the supervisor's remuneration payable by the Company to Mr. Meng Guojun shall be RMB40,000 per annum (tax inclusive) be and is hereby approved.

5. To consider and approve the authorisation to the Board, for the Chairman to sign the service contracts with all elected directors or supervisors upon such terms and conditions as the Board thinks fit, and to do such acts to effect such matters.

By order of the Board

Zhang Junjie, Lam Cheuk Fai

Joint Company Secretaries

Xinjiang, the PRC

28 August 2020

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Notes:

1. Closure of register of members and eligibility for attending the EGM
   The register of members of the Company will be closed from Monday, 14 September 2020 to Tuesday, 13 October 2020 (both days inclusive), during which time no share transfers will be registered. In order to be eligible to attend the EGM, instruments of transfer accompanied by share certificates and other appropriate documents must be lodged with the Company's H share registrar, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong no later than 4:30 p.m. on Friday, 11 September 2020. Shareholders of the Company whose names appear on the register of members of the Company at the opening of business on Tuesday, 13 October 2020 are entitled to attend the EGM.
2. Notice of attendance
   Shareholders who intend to attend the EGM should complete and lodge the accompanying reply slip and return it to the Company's H Share registrar, Computershare Hong Kong Investor Services Limited, on or before Wednesday, 23 September 2020. The reply slip may be delivered by hand, by post or by fax to the Company's H Share registrar. Completion and return of the reply slip does not affect the right of a shareholder of the Company to attend the EGM. However, the failure to return the notice of attendance may result in an adjournment of the EGM, if the number of shares carrying the right to vote represented by the shareholders of the Company proposing to attend the EGM by the notice of attendance does not reach more than half of the total number of shares of the Company carrying the right to vote at the EGM.
3. Proxy
   Every shareholder of the Company who has the right to attend and vote at the EGM is entitled to appoint one or more proxies, whether or not they are members of the Company, to attend and vote on his behalf at the EGM.
   A proxy must be appointed by an instrument in writing and signed by the appointer or his attorney duly authorised in writing. If the appointer is a legal person, then the instrument shall be signed under a legal person's seal or signed by its director or an attorney duly authorised in writing. The instrument appointing the proxy shall be deposited at the Company's H Share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong, not less than 24 hours before the time appointed for the holding of the EGM. If the instrument appointing the proxy is signed by a person authorised by the appointer, the power of attorney or other document of authority under which the instrument is signed shall be notarised. The notarised power of attorney or other document of authority shall be deposited together and at the same time with the instrument appointing the proxy at the Company's H Share registrar. Return of a form of proxy will not preclude a shareholder of the Company from attending in person and voting at the EGM if he so wishes.
   Shareholders or their proxies are required to produce their identification documents when attending the EGM.
4. Others
   The EGM is expected to last for approximately 2 hours. Shareholders and their proxies attending the meeting shall be responsible for their own travelling and accommodation expenses.

As at the date of this notice, the executive directors of the Company are Mr. Liu Jun and Mr. Qi Xinhui; the non-executive directors of the Company are Mr. Zhang Guohua, Mr. Zhou Chuanyou, Mr. Guo Quan and Mr. Hu Chengye; and the independent non- executive directors of the Company are Mr. Hu Benyuan, Mr. Wang Lijin and Mr. Wong Yi Chung John.

• For identification purposes only

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