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The Stock Exchange of Hong Kong Limited Takes No Responsibility For 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. (Stock Code: 603) ANNOUNCEMENT The board (the “Board”) of directors (the “Directors”) of China Oil And Gas Group Limited (the “Company”, together with its subsidiaries, the “Group”) is pleased to announce that on 8 December 2015, in order to establish a long-term and stable business cooperation relationship, 萍鄉市燃氣有限公 司 (Pingxiang City Natural Gas Company Limited*) (“Pingxiang Natural Gas”), a subsidiary of the Company, entered into a framework agreement in relation to natural gas utilization cooperation in Xiangdong District (the “Cooperation Framework Agreement”) with 萍鄉市安達生活水電氣公司 (Pingxiang City Anda Life Gas & Water Company*) (“Pingxiang Anda Life Gas & Water”) and 萍 鄉市中燁燃氣有限公司 (Pingxiang City China Natural Gas Company Limited*) (“Pingxiang China Natural Gas”), pursuant to which Pingxiang Natural Gas will supply gas for industrial and commercial as well as residential usage in Xiangdong District, Pingxiang City, Jiangxi Province, the PRC. Having made all reasonable enquiries by the Directors, Pingxiang Anda Life Gas & Water and Pingxiang China Natural Gas are third parties independent of and not connected with the Company and its connected persons (as defined in the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited). In order to fulfil the safety and environmental requirements of the local government, the industrial users and commercial as well as residential users who used coke oven gas in Xiangdong District have to change to use natural gas. Pingxiang Natural Gas will take over all the existing coke oven gas users in Xiangdong District, and to provide services including the pipelines of natural gas for the replacement of coke oven gas, upgrading and rebuilding the gas supply facilities, design and construction, and the operation after the replacement, as well as the development of natural gas utilization projects simultaneously pursuant to the construction and development conditions in Xiangdong District. GENERAL The Group is principally engaged in investment in natural gas and energy related business and has established a total of 112 natural gas project companies in 15 provinces and autonomous regions in China with 66 concession rights. Xiangdong District is an administrative subdivision of the Pingxiang City in Jiangxi Province, covering an area of 853.4 square kilometres with the growth rate of average annual GDP more than 10% which is the most intensive industrial area in Pingxiang City and also the largest production base of industrial ceramics in China, sharing the market of more than 60% in China. Xiangdong District is a typical - 1 - “Chimney Economy (煙囪經濟)” District, and used to be listed as a key pollution control area which restricted the economic development to a large extent. In recent years, the local government enlarge the governance of the environment, gradually adjust the industrial structure, implement the transformation of industry from resource type (資源型) and pollution type (污染型) to consolidation type (集約型) and environmental friendly type (環保型). It adopted the “Three Changes” (Coal to Gas, Coal to Electricity, and Coal to Oil) on the ceramics industry in whole district. It is known that the finished product rate of ceramics products produced by natural gas is higher, the quality is more stable and the product cycle is substantially shortened. In parallel with the reduction of sewage, it also cut off the production cost of the enterprise and raise the economic efficiency of the enterprise. The natural gas utilization projects will assist the ceramics industry in the whole district to implement the clean energy production, making the industrial economy better on a healthy development track. The Group will further expand the domestic natural gas market to enhance and enlarge the market share of the Group in the domestic natural gas business through the Cooperation Framework Agreement. The Board is of the view that the Cooperation Framework Agreement shall help the Group to make a great step forward in the gas market in China. By Order of the Board China Oil And Gas Group Limited Chan Yuen Ying, Stella Company Secretary Hong Kong, 11 December 2015 As at the date of this announcement, the Board comprises four executive Directors, namely Mr. Xu Tie- liang (Chairman and Chief Executive Officer), Mr. Zhu Yuan, Ms. Guan Yijun and Mr. Cheung Shing; and three independent non-executive Directors, namely Mr. Li Yunlong, Mr. Shi Xun-zhi and Mr. Wang Guangtian. * For identification purpose only - 2 - .
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