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Proposed Re-Election of Retiring Directors; and (3) Notice of Annual General Meeting

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Proposed Re-Election of Retiring Directors; and (3) Notice of Annual 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 licensed securities dealer, registered institution in securities, bank manager, solicitor, professional accountant or other professional adviser. If you have sold or transferred all your shares in Haitian Energy International Limited (the “Company”), you should at once hand this circular and the accompanying form of proxy to the purchaser or transferee or to the bank, licensed securities dealer, registered institution in securities or other agent through whom the sale or transfer was effected for transmission to the purchaser or the 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. HAITIAN ENERGY INTERNATIONAL LIMITED 海天能源國際有限公司 (Incorporated in the Cayman Islands with limited liability) (Stock code: 1659) (1) PROPOSED GENERAL MANDATES TO ISSUE AND REPURCHASE SHARES; (2) PROPOSED RE-ELECTION OF RETIRING DIRECTORS; AND (3) NOTICE OF ANNUAL GENERAL MEETING A notice convening the annual general meeting (the “AGM”) of the Company to be held at Room 10, 21st Floor, B1 Building, Wanda Square Second Stages, Finance Street, Aojiang Road, Aofeng Avenue, Taijiang District, Fuzhou City, Fujian Province, the PRC on Friday, 25 May 2018 at 11:00 a.m., or any adjournment thereof is set out on pages 16 to 20 of this circular. Whether or not you are able to attend the AGM in person, you are requested to complete and return the accompanying form of proxy in accordance with the instructions printed thereon and return the same to the Company’s share registrar and transfer office in Hong Kong, Tricor Investor Services Limited, at Level 22, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong as soon as practicable but in any event not less than 48 hours before the time appointed for the holding of the AGM. Completion and return of the accompanying form of proxy will not preclude you from attending and voting at the AGM should you so wish. 23 April 2018 CONTENTS Page Definitions . 1 Letter from the Board Introduction . 3 Share Issue Mandate and Share Repurchase Mandate . 4 Explanatory Statement . 4 Re-election of Retiring Directors . 5 Notice of AGM and Proxy Arrangement . 5 Responsibility Statement . 6 Recommendations. 6 Appendix I – Explanatory Statement . 7 Appendix II – Details of the Retiring Directors Proposed to be Re-elected. 12 Notice of Annual General Meeting . 16 – i – DEFINITIONS In this circular, the following expressions have the following meanings unless the context requires otherwise: “AGM” the annual general meeting of the Company to be held at Room 10, 21st Floor, B1 Building, Wanda Square Second Stages, Finance Street, Aojiang Road, Aofeng Avenue, Taijiang District, Fuzhou City, Fujian Province, the PRC on Friday, 25 May 2018 at 11:00 a.m. and any adjournment thereof and notice of which is set out in pages 16 to 20 of this circular “Annual Report” the annual report of the Company for the year ended 31 December 2017 “Articles” the articles of association of the Company as amended from time to time “Close associate(s)” has the meaning as defined in Rule 1.01 of the Listing Rules ascribed thereto under the Listing Rules “Board” the board of Directors “Company” Haitian Energy International Limited, a company incorporated in the Cayman Islands with limited liability and the issued Shares of which are listed on main board of the Stock Exchange “Companies Law” the Companies Law, Cap. 22 of the Cayman Islands and any amendments or other statutory modifications thereof “Director(s)” the director(s) of the Company “Group” the Company and its subsidiaries “Hong Kong” the Hong Kong Special Administrative Region of the People’s Republic of China “HK$” Hong Kong dollars, the lawful currency of Hong Kong “RMB” Renminbi, the lawful currency of the PRC – 1 – DEFINITIONS “Latest Practicable Date” 17 April 2018, being the latest practicable date for ascertaining certain information for inclusion in this circular “Listing Rules” the Rules Governing the Listing of Securities on the Stock Exchange, as amended supplemental or otherwise modified from time to time “PRC” the People’s Republic of China, excluding, for the purpose of this circular, Hong Kong, the Macau Special Administrative Region of the People’s Republic of China and Taiwan “SFO” Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong), as amended from time to time “Share(s)” ordinary share(s) of HK$0.00125 each in the share capital of the Company “Shareholder(s)” holder(s) of Share(s) “Share Issue Mandate” a general mandate proposed to be granted to the Directors at the AGM to allot, issue and deal with additional Shares not exceeding 20% of the number of the issued Shares at the date of passing of the relevant resolution granting such general mandate “Share Repurchase Mandate” a general mandate proposed to be granted to the Directors at the AGM to enable them to repurchase Shares not exceeding 10% of the number of the issued Shares at the date of passing the relevant resolution granting such general mandate “Stock Exchange” The Stock Exchange of Hong Kong Limited “Takeovers Code” the Code on Takeovers and Mergers issued by the Securities and Futures Commission of Hong Kong, as amended from time to time “%” per cent – 2 – LETTER FROM THE BOARD HAITIAN ENERGY INTERNATIONAL LIMITED 海天能源國際有限公司 (Incorporated in the Cayman Islands with limited liability) (Stock code: 1659) Executive Directors: Registered Office: Mr. Lin Yang Cricket Square Mr. Zheng Xuesong Hutchins Drive Mr. Chen Congwen P.O. Box 2681 Mr. Lin Tian Hai Grand Cayman KY1-1111 Cayman Islands Independent non-executive Directors: Mr. Cheng Chuhan Head Office in the PRC: Mr. Chan Kam Fuk Room 10, 21st Floor, B1 Building Mr. Xie Zuomin Wanda Square Second Stages Finance Street, Aojiang Road Aofeng Avenue, Taijiang District Fuzhou City, Fujian Province, the PRC Principal Place of Business in Hong Kong: Unit 902, 9/F, Beautiful Group Tower, 74-77 Connaught Road Central, Central, Hong Kong 23 Apirl 2018 To the Shareholders Dear Sir or Madam, (1) PROPOSED GENERAL MANDATES TO ISSUE SHARES AND TO REPURCHASE SHARES; (2) PROPOSED RE-ELECTION OF RETIRING DIRECTORS; AND (3) NOTICE OF ANNUAL GENERAL MEETING INTRODUCTION The purpose of this circular is to provide you with information regarding resolutions to be proposed at the AGM to be held at Room 10, 21st Floor, B1 Building, Wanda Square Second Stages, Finance Street, Aojiang Road, Aofeng Avenue, Taijiang District, Fuzhou City, Fujian Province, the PRC on Friday, 25 May 2018 at 11:00 a.m. relating to, among other things, (i) granting of Share Issue Mandate and Share Repurchase Mandate; and (ii) re-election of retiring Directors. The notice of the AGM containing the proposed resolutions and other information is set out on pages 16 to 20 of this circular. – 3 – LETTER FROM THE BOARD SHARE ISSUE MANDATE AND SHARE REPURCHASE MANDATE The existing general mandates to allot, issue and deal with Shares, which were granted to the Directors on 19 May 2017 will lapse at the conclusion of the AGM. In order to give the Company the flexibility to issue and repurchase Shares if and when appropriate, the following ordinary resolutions will be proposed at the AGM to approve: (a) the granting of the Share Issue Mandate to the Directors to allot, issue and deal with additional Shares of not exceeding 20% of the number of the issued Shares as at the date of passing of proposed ordinary resolution contained in item 4(A) of the notice of the AGM as set out on pages 16 to 20 of this circular. As at the Latest Practicable Date, there were 9,136,000,000 Shares in issue. Subject to the passing of the proposed resolution, the Directors would be authorized to issue up to 1,827,200,000 Shares under the Share Issue Mandate on the basis that no further Shares are issued or repurchased after the Latest Practicable Date and up to the date of AGM; (b) the granting of the Share Repurchase Mandate to the Directors to purchase Shares on the Stock Exchange of not exceeding 10% of the number of the issued Shares as at the date of passing of the proposed ordinary resolution contained in item 4(B) of the notice of the AGM as set out on pages 16 to 20 of this circular. As at the Latest Practicable Date, there were 9,136,000,000 Shares in issue. Subject to the passing of the proposed resolution, the Directors would be authorized to repurchase up to 913,600,000 Shares on the basis that no further Shares are issued or repurchased after the Latest Practicable Date and up to the date of AGM; and (c) the extension of the Share Issue Mandate by adding to the aggregate number of Shares repurchased by the Company pursuant to the Share Repurchase Mandate. With reference to the Share Issue Mandate and the Share Repurchase Mandate, the Directors wish to state that they have no immediate plan to issue or repurchase any Shares pursuant thereto. EXPLANATORY STATEMENT An explanatory statement required by the Listing Rules to provide the Shareholders with requisite information reasonably necessary for them to make an informed decision on whether to vote for or against the granting of the Share Repurchase Mandate is set out in Appendix I to this circular.
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