6-K

SECURITIES AND EXCHANGECOMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGNISSUER

Pursuant to Rule 13a-16 or 15d-16 of

the Securities ExchangeAct of 1934

For the month ofAugust 2023

Commission FileNumber: 001-15006

PETROCHINA COMPANYLIMITED

9 Dongzhimen NorthStreet, Dongcheng District

Beijing, The People’sRepublic of China, 100007

(Address of Principal ExecutiveOffices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F   ☒            Form 40-F  ☐

EXHIBITS

Exhibit Number
99.1	Results announcement for the six months ended June 30, 2023
99.2	Renewal of continuing connected transactions with CNPC and CNPC Finance in respect of 2024 to 2026
99.3	Rules of procedures of the audit committee
99.4	Proposed election and appointment of a director
99.5	Proposed amendments to the rules of procedures of supervisory committee
99.6	Cash dividend announcement for equity issuer

FORWARD-LOOKING STATEMENTS

This announcement contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual results may differ materially from information contained in these forward-looking statements as a result of a number of factors.

We do not intend to update or otherwise revise the forward-looking statements in this announcement, whether as a result of new information, future events or otherwise. Because of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this announcement might not occur in the way we expect, or at all.

You should not place undue reliance on any of these forward-looking statements.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this announcement to be signed on its behalf by the undersigned, thereunto duly authorized.

	PetroChina Company Limited
Dated: August 30, 2023	By:	/s/ WANG Hua
	Name:	WANG Hua
	Title:	CFO and Secretary to the Board of Directors

Hong Kong Exchanges and Clearing Limitedand The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as toits accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon thewhole or any part of the contents of this announcement.

PETROCHINA COMPANY LIMITED

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

(Hong Kong StockExchange Stock Code: 857

Shanghai Stock ExchangeStock Code: 601857)

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RESULTS ANNOUNCEMENTFOR THE SIX MONTHS ENDED

JUNE 30, 2023 (SUMMARYOF THE 2023 INTERIM REPORT)

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1 Important Notice

1.1 This announcement of interim results is a summary of the full version of 2023 Interim Report of PetroChina Company Limited (the "Company"). Investors who wish to get a full idea of the operating results, financial position and future development plan of the Company should read the full version of the 2023 Interim Report of the Company carefully, which will be published on the websites of the Shanghai Stock Exchange (website: http://www.sse.com.cn), "HKExnews" of The Stock Exchange of Hong Kong Limited (the "Hong Kong Stock Exchange") (website: http://www.hkexnews.hk) and the Company (website: http://www.petrochina.com.cn).

1.2 The board of directors of the Company (the "Board" or "Board of Directors"), supervisory committee (the "Supervisory Committee") and all directors ("Directors"), supervisors ("Supervisors") and senior management of the Company warrant the truthfulness, accuracy and completeness of the information contained in the 2023 Interim Report and that there are no misrepresentation, misleading statements contained in, or material omissions from the 2023 Interim Report, and severally and jointly accept full responsibility thereof.

1.3 This announcement of interim results has been approved at the 3rd meeting of the ninth session of the board of directors of the Company. All directors of the Company have attended this board meeting.

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1.4 The financial statements of the Company and its subsidiaries (the "Group") have been prepared in accordance with China Accounting Standards ("CAS") and International Financial Reporting Standards ("IFRS"), respectively. The financial statements in this announcement are unaudited.

1.5 Company Information

Stock Name	PETROCHINA	PetroChina
Stock Code	857	601857
Places of Listing	Hong Kong Stock Exchange	Shanghai Stock Exchange

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Contact Persons and Contact Details	Secretary to the Board of Directors	Representative on Securities Matters	Chief Representative of the Hong Kong Representative Office
Name	Wang Hua	Liang Gang	Wei Fang
Address	No. 9 Dongzhimen North Street, Dongcheng District, Beijing, the PRC	No. 9 Dongzhimen North Street, Dongcheng District, Beijing, the PRC	Suite 3705, Tower 2, Lippo Centre, 89 Queensway, Hong Kong
Postal Code	100007	100007
Telephone	86 (10) 5998 2622	86 (10) 5998 2622	(852) 2899 2010
Fax	86 (10) 6209 9557	86 (10) 6209 9557	(852) 2899 2390
Email Address	ir@petrochina.com.cn	ir@petrochina.com.cn	hko@petrochina.com.hk

1.6 In overall consideration of situations such as the operating results, financial position and cash flow of the Company and to provide returns to the shareholders, the Board has resolved to declare an interim dividend of RMB0.21 (inclusive of applicable tax) per share for 2023 on the basis of a total of 183,020,977,818 shares of the Company as at June 30, 2023. The total amount of the interim dividends payable is approximately RMB38,434 million.

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2 Key Financial Data and Change in Shareholders

2.1 Key Financial DataPrepared under IFRS

					Unit: RMB million
Items		For the reporting<br><br> <br>period	For the same period ofthe precedingyear (after adjustments)^(a)^		For the same period of<br><br> <br>the preceding<br><br> <br>year (before adjustments)	Changes over the<br><br> <br>same period of the preceding year (%)
Revenue		1,479,871	1,614,621		1,614,621	(8.3)
Profit for the period attributable to owners of the Company		85,272	81,627		82,391	4.5
Net cash flows from operating activities		221,706	196,061		196,061	13.1
Basic earnings per share (RMB)		0.47	0.45		0.45	4.5
Diluted earnings per share (RMB)		0.47	0.45		0.45	4.5
Return on net assets (%)		6.0	6.1		6.2	(0.1) percentage point
Items	As at the end<br><br> <br>of the reporting period			As at the end<br><br> <br>of the preceding year (after adjustments)	****<br><br> <br>As at the end<br><br> <br>of the preceding<br><br> <br>year (before adjustments)	Changes from the end of the preceding year to the end of the reporting period (%)
Total assets	2,719,277			2,670,079	2,673,485	1.8
Total equity attributable to owners of the Company	1,412,938			1,365,640	1,369,327	3.5

2.2 Key Financial DataPrepared under CAS

			Unit: RMB million
Items	For the reporting<br><br> <br>period	For the same period ofthe precedingyear (after adjustments)^(a)^	For the same period of<br><br> <br>the preceding<br><br> <br>year (before adjustments)	Changes over the<br><br> <br>same period of the preceding year (%)
Operating income	1,479,871	1,614,621	1,614,621	(8.3)
Net profit attributable to shareholders of the Company	85,276	81,624	82,388	4.5
Net profit after deducting non-recurring profit/loss items attributable to shareholders of the Company	87,393	88,875	89,639	(1.7)
Net cash flows from operating activities	221,706	196,061	196,061	13.1
Basic earnings per share (RMB)	0.47	0.45	0.45	4.5
Diluted earnings per share (RMB)	0.47	0.45	0.45	4.5
Weighted average returns on net assets (%)	6.1	6.3	6.3	(0.2) percentage points
Items	As at the end<br><br> <br>of the reporting period	As at the end<br><br> <br>of the preceding year (after adjustments)	****<br><br> <br>As at the end<br><br> <br>of the preceding<br><br> <br>year (before adjustments)	Changes from the end of the preceding year to the end of the reporting period (%)
Total assets	2,719,541	2,670,345	2,673,751	1.8
Equity attributable to equity holders of the Company	1,413,191	1,365,889	1,369,576	3.5

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(a) According to the Notice on Issuing Interpretation of Accounting Standards for Business Enterprises No. 16 ("Interpretation No.16") promulgated by the Ministry of Finance and Amendments to International Accounting Standard 12 Income Tax, the Group and the Company have made retrospective adjustments in relation to relevant financial data for the compared period. For details, please refer to the "5.1 specific explanation of changes in accounting policies, accounting estimates and accounting methods compared with the previous accounting period" in this results announcement.

2.3 Number of Shareholdersand Shareholdings

The total number of shareholders of the Company as at June 30, 2023 was 502,195, including 496,584 holders of A shares and 5,611 registered holders of H shares. The shareholdings of the top ten shareholders of the Company as at June 30, 2023 are as follows:

Unit: Shares

Name of shareholders	Nature ofshareholders	Percentage of<br><br> <br>shareholding<br><br> <br>(%)	Number of shares held	Increase /decrease during the reporting period (+,-)	Number of shares with selling restrictions	Number ofsharespledged, marked orsubject tolock-ups
China National Petroleum Corporation ("CNPC")	State-owned legal person	82.46	150,923,565,570 ^(1)^	+3,819,948,462	0	0
HKSCC Nominees Limited ^(2)^	Overseas legal person	11.42	20,900,912,815 ^(3)^	+122,156	0	0
China Petrochemical Corporation	State-owned legal person	1.00	1,830,210,000	0	0	0
Hong Kong Securities Clearing Company Limited^(4)^	Overseas legal person	0.63	1,150,877,326	+234,714,391	0	0
China Securities Finance Corporation Limited	State-owned legal person	0.56	1,020,165,128	0	0	0
China Metallurgical Group Corporation	State-owned legal person	0.31	560,000,000	0	0	0
Central Huijin Asset Management Ltd.	State-owned legal person	0.11	201,695,000	0	0	0
Bosera Fund - Ansteel Group Corporation - Bosera Fund Xin'an No.1 Single Asset Management Plan	State-owned legal person	0.09	171,360,700	-5,898,200	0	0
China Reform Investment Co., Ltd.	State-owned legal person	0.07	134,374,482	+134,374,482	0	0
Bank of Communication Co., Ltd. – E Fund SSE 50 Index Enhanced Securities Investment Fund	State-owned legal person	0.06	108,211,401	+76,211,500	0	0
(1)	Such figure excludes the H shares indirectly held by CNPC through Fairy King Investments Limited, an overseas<br>wholly-owned subsidiary of CNPC.
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(2)	HKSCC Nominees Limited is a wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited and acts<br>as the nominee on behalf of other corporate or individual shareholders to hold the H shares of the Company.
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(3)	291,518,000 H shares were indirectly held by CNPC through Fairy King Investments Limited, an overseas<br>wholly-owned subsidiary of CNPC, representing 0.16% of the total share capital of the Company. These shares were held in the name of HKSCC<br>Nominees Limited.
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(4)	Hong Kong Securities Clearing Company Limited is a wholly-owned subsidiary of Hong Kong Exchanges and<br>Clearing Limited and acts as the nominee on behalf of investors of Hong Kong Stock Exchange to hold the A shares of the Company listed<br>on Shanghai Stock Exchange.
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Description on the special repurchase accounts under the above-mentioned shareholders: there is no special repurchase account among the above-mentioned shareholders.

Description on the voting rights entrusted by or to, or waived by the above-mentioned shareholders: the Company is not aware of any voting rights entrusted by or to, or waived by the above-mentioned shareholders.

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Statement on related parties or parties acting in concert among the above-mentioned shareholders: except for the fact that HKSCC Nominees Limited and Hong Kong Securities Clearing Company Limited are subsidiaries of Hong Kong Exchanges and Clearing Limited, the Company is not aware of any other connection among or between the above top ten shareholders or that they are parties acting in concert as provided for in the Measures for the Administration of Acquisitions by Listed Companies.

2.4 Disclosure ofSubstantial Shareholders under the Securities and Futures Ordinance of Hong Kong

As at June 30, 2023, so far as the Directors are aware, persons other than a Director, Supervisor or senior management of the Company who had interests or short positions in the shares or underlying shares of the Company which are disclosable under Divisions 2 and 3 of Part XV of the Securities and Futures Ordinance were as follows:

Name of shareholders	Nature of<br><br> <br>shareholding	Number of shares	Capacity	Percentage of such<br><br> <br>shares in the same<br><br> <br>class of the issued<br><br> <br>share capital (%)	Percentage<br><br> <br>of total<br><br> <br>share capital<br><br> <br>(%)
CNPC	A Shares	150,923,565,570 (L)	Beneficial Owner	93.21	82.46
	H Shares	291,518,000 (L)^(1)^	Interest of Corporation Controlled by the Substantial Shareholder	1.38	0.16
BlackRock, Inc.^(2)^	H Shares	1,472,617,558 (L)	Interest of Corporation Controlled by the Substantial Shareholder	6.98	0.80

(L) Long position

(1)	291,518,000 H shares (long position) were held by Fairy King Investments Limited, an overseas wholly-owned<br>subsidiary of CNPC. CNPC is deemed to be interested in the H shares held by Fairy King Investments Limited.
(2)	BlackRock, Inc., through various subsidiaries,<br>had an interest in the H shares of the Company, of which 1,472,617,558 H<br>shares (long position) were held in the capacity as interest of corporation controlled by the substantial shareholder including 12,690,000<br>underlying shares through its holding of certain unlisted derivatives (cash settled).
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As at June 30, 2023, so far as the Directors are aware, save for disclosed above, no person (other than a Director, Supervisor or senior management of the Company) had an interest or short position in the shares of the Company according to the register of interests in shares and short positions kept by the Company pursuant to Section 336 of the Securities and Futures Ordinance.

2.5 Information onChanges of Controlling Shareholder and its Ultimate Controller

There was no change in the controlling shareholder or the ultimate controller of the Company during the reporting period.

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2.6 Bonds Issuedbut Not Yet Overdue

Unit: RMB100 million

Bond Name	Abbreviation	Code	Issue Date	Value Date	Due Date	Bond Balance	Rate (%)
2012 Corporate Bond (First Tranche) (15-year term)	12 PetroChina 03	122211.SH	2012-11-22	2012-11-22	2027-11-22	20	5.04
2016 Corporate Bond (First Tranche) (10-year term)	16 PetroChina 02	136165.SH	2016-01-18	2016-01-19	2026-01-19	47	3.50
2016 Corporate Bond (Second Tranche) (10-year term)	16 PetroChina 04	136254.SH	2016-03-01	2016-03-03	2026-03-03	23	3.70
2016 Corporate Bond (Third Tranche) (10-year term)	16 PetroChina 06	136319.SH	2016-03-22	2016-03-24	2026-03-24	20	3.60
2019 First Tranche Medium-term Notes	19 PetroChina MTN001	101900113.IB	2019-01-22	2019-01-24	2024-01-24	31.3	2.70
2019 Second Tranche Medium-term Notes	19 PetroChina MTN002	101900114.IB	2019-01-22	2019-01-24	2024-01-24	27.5	2.70
2019 Third Tranche Medium-term Notes	19 PetroChina MTN003	101900222.IB	2019-02-21	2019-02-22	2024-02-22	100	3.66
2019 Fourth Tranche Medium-term Notes	19 PetroChina MTN004	101900221.IB	2019-02-21	2019-02-22	2024-02-22	100	3.66
2019 Fifth Tranche Medium-term Notes	19 PetroChina MTN005	101900586.IB	2019-04-22	2019-04-23	2024-04-23	100	3.96
2022 First Tranche Medium-term Green Notes	22 PetroChina GN001	132280041.IB	2022-04-27	2022-04-28	2025-04-28	5	2.26
2022 Second Tranche Medium-term Green Notes	22 PetroChina GN002	132280055.IB	2022-06-15	2022-06-16	2025-06-16	20	2.19

Interest payment and redemptionof the bonds

From the beginning of the reporting period to the date of this announcement, the interest and the redemption part of 13 PetroChina 02, 20 PetroChina MTN001 and 20 PetroChina MTN002 were duly paid; the interest of 16 PetroChina 02, 16 PetroChina 04, 16 PetroChina 06, 19 PetroChina MTN001, 19 PetroChina MTN002, 19 PetroChina MTN003, 19 PetroChina MTN004, 19 PetroChina MTN005, 22 PetroChina GN001 and 22 PetroChina GN002 were duly paid.

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Information on Follow-upCredit Rating of Bonds

During the reporting period, there was no adjustments to the credit rating results of the Company or the bonds issued by the Company made by credit rating agencies.

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Indicators Reflecting theSolvency of the Issuer

Main Indicator	June 30, 2023	December 31, 2022
Asset-liability ratio (%)	41.60	42.54
Main Indicator	For the First Half of 2023	For the First Half of 2022
Debt-to-EBITDA ratio	0.82	0.69
EBITDA Interest Protection Multiples	35.69	46.63

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Note on Overdue Debt

The bonds issued by the Company were not overdue.

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3 Directors' Report

3.1 Discussion andAnalysis of Operations

In the first half of 2023, while the world economy faced slow recovery, China's economy as a whole resumed growth, with its gross domestic product ("GDP") increasing by 5.5%. Supply and demand in the global oil market were loosening, and international crude oil prices were fluctuating downwards sharply from those in the same period of last year.

The Group strived to seize the market opportunities by making overall arrangements for the promotion of works including business development, reform and innovation, quality improvement and profitability enhancement, safety and environmental protection. The Group also strengthened its efforts in oil and gas exploration and development, increased its reserves and output, continued to deepen the transformation and upgrading of the refining and chemical business, enhanced its marketing and sales activities continuously, steadily promoted green and low-carbon transformation, actively promoted the layout of new energy, new materials and new business. With the advantages of the integration of upstream and downstream and coordination of industrial chain, the Group achieved the steady and efficient operation of both oil and gas industry chains, the main production indicators improved comprehensively. Though the international oil prices dropped significantly, the Group realized a stable and increased profit and all business segments of the Group are profitable. The Group also achieved significant improvement of free cash flow as compared with that in the same period of last year and maintained a healthy financial condition.

3.1.1 Market Review

(1) Crude Oil Market

In the first half of 2023, affected by factors including supply and demand fundamentals and the U.S. Dollar interest hike, international crude oil prices fluctuated downwards. The average spot price of Brent crude oil was US$79.66 per barrel, representing a decrease of 26.2% as compared with US$107.94 per barrel in the same period of last year; the average spot price of U.S. West Texas Intermediate crude oil was US$74.76 per barrel, representing a decrease of 26.6% as compared with US$101.85 per barrel in the same period of last year.

(2) Refined Products Market

In the first half of 2023, domestic market demand recovered steadily, and refined products consumption showed recovering growth, returning essentially to 2019 levels. Domestic supply of refined products has accelerated recovery. According to the data of the National Bureau of Statistics, the processed volume of domestic crude oil in the first half of the year was 363.58 million tons, representing an increase of 9.9% as compared with that in the same period of last year. The trend of domestic refined products prices was basically consistent with that of the international market crude oil prices. The PRC government made adjustments for 11 times to the prices of domestic gasoline and diesel products, and the prices of reference gasoline and diesel products decreased, in aggregate, by RMB55 per ton and RMB50 per ton, respectively.

(3) Chemical Products Market

In the first half of 2023, the global market for chemical products continued to be sluggish, with the domestic market experiencing a fall in the market prices of most chemical products, where the prices of alkene and downstream synthetic resin decreased, the price of synthetic rubber slightly increased. The demand for new chemical materials was strong with a growth rate much higher than that of bulk chemical products.

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(4) Natural Gas Market

In the first half of 2023, the supply and demand in the international natural gas market were loose, and the average transaction price of natural gas in the major markets dropped sharply as compared with that in the same period of last year. Benefitting from the domestic macroeconomic recovery, domestic natural gas consumption showed a fast growth trend under a low base.

3.1.2 Business Review

(1) Oil, Gas and New Energy

Domestic Oil andGas

In the first half of 2023, the Group enhanced its efforts in domestic oil and gas exploration and development and increased its reserves and output, actively promoted efficient exploration and high-profitability development. The Group achieved multiple major discoveries and breakthroughs in Tarim, Sichuan, Ordos and other basins. Under the market-oriented and profit-centred approach, the Group optimized its production operation, vigorously ensured stable output of old oil and gas fields, accelerated profitable construction and production in new areas, domestic oil and gas production remained steadily with some increment. The Group also accelerated digitalization, and actively promoted the construction of intelligent oil and gas fields. The domestic crude oil output of the Group amounted to 392.3 million barrels, representing an increase of 1.2% as compared with the 387.7 million barrels in the same period of last year. The marketable natural gas output amounted to 2,417.3 billion cubic feet, representing an increase of 7.3% as compared with 2,253.8 billion cubic feet in the same period of last year. The oil and natural gas equivalent output amounted to 795.1 million barrels, representing an increase of 4.2% as compared with the output of 763.4 million barrels in the same period of last year.

Overseas Oil andGas

In the first half of 2023, the Group steadily promoted its overseas oil and gas cooperations, made new progress in new project development and asset optimization, and steadily promoted key projects in Central Asia and the Middle East. The group enhanced the sizeable and profitable exploration and achieved new discoveries in Chad's Doseo Basin. The Group's overseas crude oil output amounted to 82.0 million barrels, representing an increase of 27.8% as compared with 64.2 million barrels in the same period of last year. The marketable natural gas output was 99.8 billion cubic feet, representing a decrease of 4.4% as compared with 104.4 billion cubic feet in the same period of last year. The oil and natural gas equivalent output was 98.7 million barrels, representing an increase of 20.9% as compared with the 81.6 million barrels in the same period of last year and accounting for 11.0% of the total oil and natural gas equivalent output of the Group.

In the first half of 2023, the Group recorded the crude oil output of 474.3 million barrels, representing an increase of 5.0% as compared with the output of 451.9 million barrels in the same period of last year. The marketable natural gas output was 2,517.1 billion cubic feet, representing an increase of 6.7% as compared with the output of 2,358.2 billion cubic feet in the same period of last year. The oil and natural gas equivalent output was 893.8 million barrels, representing an increase of 5.8% as compared with the output of 845.0 million barrels in same period of last year.

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New Energy

In the first half of 2023, the Group adhered to the integration of oil, gas and new energy business development, continuously optimized the development plan of new energy business, actively explored the clean electricity and geothermal markets and fully promoted the implementation of 10 million kilowatt-level new energy projects in Xinjiang, Qinghai and other regions. The Group newly obtained 12.58 million kilowatts of clean electricity grid connection indicators and newly signed contracts (agreements) in relation to geothermal heating with an area of 26.33 million square meters. The Group accelerated the construction of key projects, achieved full capacity grid connection of 150 thousand-kilowatt self-absorption green power project on Jilin Oilfield, and commenced the construction of the million-kilowatt photovoltaic power generator in the Tarim oilfield and the 500 thousand-kilowatt wind power project in the Jilin oilfield. In the first half of 2023, energy output from photovoltaic and wind power generators amounted to 850 million kilowatts. The integration of the whole industry chain promoted carbon capture, and utilization and storage ("CCUS") businesses, injecting 749,000 tons of carbon dioxide in the first half of 2023.

Key Figures for theOil, Gas and New Energy Segment

	Unit	For the first half of 2023	For the first half of 2022	Changes (%)
Crude oil output	Million barrels	474.3	451.9	5.0
Of which: Domestic	Million barrels	392.3	387.7	1.2
Overseas	Million barrels	82.0	64.2	27.8
Marketable natural gas output	Billion cubic feet	2,517.1	2,358.2	6.7
Of which: Domestic	Billion cubic feet	2,417.3	2,253.8	7.3
Overseas	Billion cubic feet	99.8	104.4	(4.4)
Oil and natural gas equivalent output	Million barrels	893.8	845.0	5.8
Of which: Domestic	Million barrels	795.1	763.4	4.2
Overseas	Million barrels	98.7	81.6	20.9

Note: Figures have been converted at the rate of 1 ton of crude oil = 7.389 barrels and 1 cubic metre of natural gas = 35.315 cubic feet.

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(2) Refining, Chemicals and New Materials

In the first half of 2023, the Group conducted advanced research and accurately grasped the market trend, optimized the allocation of crude oil resources and rationally adjusted the refining load, refined products collection rate and product structure. The Group processed 673.0 million barrels of crude oil, representing an increase of 12.6% from 597.5 million barrels in the same period of last year. The Group produced 58.856 million tons of refined products, representing an increase of 14.3% from 51.510 million tons in the same period of last year. The production of aviation kerosene and refined products featured products increased significantly. The Group optimized chemical plant loads through an overall arrangement and actively promoted the development of new materials business.

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Numbers of new products were successfully put into production. The Company also dynamically optimized the marketing strategy of chemical products and continued to increase in sales volumes and profitability. The commodity volume of chemical products was 17.286 million tons, representing an increase of 8.4% from 15.945 million tons in the same period of last year. The output of synthetic resin was 6.226 million tons, representing an increase of 5.7% from 5.889 million tons in the same period of last year. The output of new materials was 624,000 tons, representing an increase of 56.0% as compared with that in the same period of last year.

With efforts to accelerate the construction of key projects, Guangdong Chemical's integration project of refining and chemicals has been put into full commercial operation, while the construction of ethylene projects in Jilin and Guangxi progress steadily.

Key Figures for theRefining, Chemicals and New Materials Segment

	Unit	For the first half of 2023	For the first half of 2022	Changes (%)
Processed crude oil	Million barrels	673.0	597.5	12.6
Gasoline, kerosene and diesel output	'000 tons	58,856	51,510	14.3
Of which:  Gasoline	'000 tons	23,938	22,012	8.7
Kerosene	'000 tons	6,288	3,764	67.1
Diesel	'000 tons	28,630	25,734	11.3
Refining yield	%	93.55	93.44	0.11 percentage point
Ethylene	'000 tons	3,988	3,763	6.0
Synthetic resin	'000 tons	6,226	5,889	5.7
Synthetic fibre raw materials and polymers	'000 tons	546	575	(5.0)
Synthetic rubber	'000 tons	493	550	(10.4)
Urea	'000 tons	1,023	1,385	(26.1)

Note: Figures have been converted at the rate of 1 ton of crude oil = 7.389 barrels

(3) Marketing

Domestic Operations

In the first half of 2023, by seizing the favourable opportunity of economic recovery and continuous regulation of the domestic refined products market, the Group adopted various measures to expand quantity and improve profitability. Adhering to the integration of wholesale and retail, mutual improvement of both oil and non-oil products, the Group integrated its online and offline businesses, implemented differentiated marketing strategies in different sectors, products and regions, focused on the expansion of sales in key regions and stations. With the significant increase of domestic refined product sales, the Group secured the smooth production in the upstream of the industry chain and achieved a sustained increase in market share. The Group continued to make innovations in non-oil business operation modes and income and profit of non-oil business both achieved growth.

The Group strived to make efforts in promoting the construction of terminal sales network, actively developed gas stations, photovoltaic stations, charging and swapping stations, hydrogen stations, comprehensive energy service stations and continuously enhanced its service capabilities.

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InternationalTrading Operations

In the first half of 2023, the Group made overall arrangement in domestic and international markets, actively explored high-end and high-profitable overseas markets, strengthened oil sales in overseas upstream businesses. The Group also reasonably arranged the export of domestic refined products and other products under profitability conditions, ensured smooth operation of the industry chain and strived to enhance the overall profit-creating capability of the entire industry chain.

The Group sold a total of 80.668 million tons of gasoline, kerosene and diesel in the first half of 2023, representing an increase of 12.9% as compared with sales of 71.433 million tons at the same period of last year, among which the domestic sales of gasoline, kerosene and diesel were 59.345 million tons, representing an increase of 17.9% as compared with sales of 50.344 million tons at the same period of last year.

Key Figures for theMarketing Segment

Production and Operations Data	Unit	For the first half of 2023	For the first half of 2022	Changes (%)
Total sales volume of gasoline, kerosene and diesel	'000 tons	80,668	71,433	12.9
of which: Gasoline	'000 tons	33,396	29,820	12.0
Kerosene	'000 tons	8,797	6,050	45.4
Diesel	'000 tons	38,475	35,563	8.2
Domestic sales volume of gasoline, kerosene and diesel	'000 tons	59,345	50,344	17.9
of which: Gasoline	'000 tons	25,546	23,041	10.9
Kerosene	'000 tons	4,804	2,824	70.1
Diesel	'000 tons	28,995	24,479	18.4
Number of gas stations and convenience stores	Unit	June 30, 2023	December 31, 2022	Changes (%)
---	---	---	---	---
Number of gas stations	Unit	22,670	22,586	0.4
of which: self-operated gas stations	Unit	20,619	20,564	0.3
Number of convenience stores	Unit	19,376	20,600	(5.9)

(4) Natural Gas Sales

In the first half of 2023, the Group took various measures to optimize the structure of natural gas resource pools and strengthen industry chains synergy to meet the market demand. The Group made advanced research of the market, continuously optimized the natural gas market distribution and sales flow, improved marketing strategies, actively promoted online transactions to increase the market shares in high-end and profitable markets and continuously improve the quality and profit of marketing.

In the first half of 2023, the Group achieved sales of 130.352 billion cubic meters of natural gas, roughly equal to the 130.291 billion cubic meters in the same period of last year, of which 108.646 billion cubic meters were sold domestically, representing an increase of 4.8% from 103.719 billion cubic meters in the same period of last year.

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3.1.3 Review of OperatingResults

The financial dataset out below is extracted from the Group's interim condensed consolidated financial statements prepared under IFRS

(1) Consolidated Operating Results

In the first half of 2023, the Group achieved a revenue of RMB1,479,871 million, representing a decrease of 8.3% as compared with the revenue of RMB1,614,621 million in the same period of last year. Profit for the period attributable to owners of the Company was RMB85,272 million, representing an increase of 4.5% as compared with RMB81,627 million in same period of last year. There was a basic earnings per share of RMB0.47.

Revenue The revenue of the Group was RMB1,479,871 million for the first half of 2023, representing a decrease of 8.3% as compared with the revenue of RMB1,614,621 million in the same period of last year. This was primarily due to the combined effect of the decline in the sales prices of most of the Group's oil and gas products and increase in the sales volumes. The table below sets out the external sales volume and average realised prices of the major products sold by the Group in the first half of 2023 and 2022 and their respective percentages of change:

	Sales Volume ('000 tons)			Average Realised Price (RMB/ton)
	For the first half of 2023	For the first half of 2022	Percentage of change (%)	For the first half of 2023	For the first half of 2022	Percentageof change(%)
Crude oil^(a)^	74,057	68,574	8.0	3,893	4,807	(19.0)
Natural gas (100 million cubic metres, RMB/'000 cubic metres)^(b)^	1,303.52	1,302.91	Even	2,105	2,521	(16.5)
Gasoline	33,396	29,820	12.0	7,989	8,701	(8.2)
Kerosene	8,797	6,050	45.4	5,728	6,095	(6.0)
Diesel	38,475	35,563	8.2	6,894	7,658	(10.0)
Polyethylene	3,071	3,227	(4.8)	7,368	8,151	(9.6)
Polypropylene	1,886	2,018	(6.5)	6,862	7,753	(11.5)
Lubricant	763	628	21.5	9,439	8,921	5.8

(a) The crude oil listed above represents all the external sales volume of crude oil of the Group

(b) The natural gas listed above represents all the external sales volume of natural gas of the Group.

OperatingExpenses Operating expenses amounted to RMB1,359,254 million for the first half of 2023, representing a decrease of 9.1% as compared with expenses of RMB1,495,606 million in the same period of last year, of which:

Purchases,Services and Other Purchases, services and other amounted to RMB1,004,823 million for the first half of 2023, representing a decrease of 9.6% as compared with RMB1,111,531 million in the same period of last year. This was primarily due to the decrease in the Group's purchase costs of crude oil and raw material oil.

EmployeeCompensation Costs Employee compensation costs (including salaries, various types of insurance, housing provident fund, training costs and other relevant additional costs of employees and market-oriented temporary and seasonal contractors) for the first half of 2023 amounted to RMB77,798 million, representing an increase of 3.8% as compared with costs of RMB74,927 million in the same period of last year. This was primarily due to the employee compensation changes in tandem with profits.

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ExplorationExpenses Exploration expenses amounted to RMB9,098 million for the first half of 2023, representing a decrease of RMB3,741 million as compared with RMB12,839 million in the same period of last year. This was primarily due to the Group's insistence on profitable exploration and optimization of oil and gas exploration deployment.

Depreciation,Depletion and Amortisation Depreciation, depletion and amortisation amounted to RMB113,017 million for the first half of 2023, representing an increase of 9.9% as compared with RMB102,863 million in the same period of last year. This was primarily due to the increase of the production in oil and gas products, fixed assets and oil and gas properties.

Selling,General and Administrative Expenses Selling, general and administrative expenses amounted to RMB28,647 million for the first half of 2023, roughly equivalent to RMB28,409 million in the same period of last year. The Group will continue to intensively promote quality improvement and profitability enhancement and vigorously control non-productive expenses.

Taxesother than Income Taxes Taxes other than income taxes amounted to RMB130,220 million for the first half of 2023, representing a decrease of 7.8% as compared with taxes of RMB141,231 million in the same period of last year, of which the consumption tax was RMB88,256 million, representing an increase of 10% as compared with consumption taxes of RMB80,222 million in the same period of last year; the resource taxes was RMB14,509 million, representing a decrease of 10.5% as compared with resource taxes of RMB16,210 million in the same period of last year; the crude oil special gain levy was RMB6,758 million, representing a decrease of 71.1% as compared with the levy of RMB23,346 million in the same period of last year.

OtherIncome/(Expense), Net Other income, net for the first half of 2023 amounted to RMB4,349 million as compared with RMB23,806 million of other expense, net recorded in the same period of last year. This was mainly due to the changes in fair value of derivatives business and the impact of the disposal of some low- or non-profitable assets in the previous year.

Profitfrom Operations Profit from operations amounted to RMB120,617 million in the first half of 2023, representing an increase of 1.3% as compared with profits of RMB119,015 million in the same period of last year.

NetExchange Gain/(Loss) Net exchange gain for the first half of 2023 amounted to RMB58 million, representing an increase of RMB573 million as compared with the net exchange loss of RMB515 million recorded in the same period of last year. This was mainly due to the change of average exchange rate of US dollar against Renminbi.

Net Interest Expense Net interest expense amounted to RMB8,587 million for the first half of 2023, representing an increase of 3.8% as compared with RMB8,269 million in the same period of last year. This was mainly due to the combined effects of rising financing costs for overseas businesses and the decline in the scale of interest-bearing debts.

Profitbefore Income Tax Expense Profit before income tax expense amounted to RMB121,755 million in the first half of 2023, representing an increase of 2.9% as compared with RMB118,335 million in the same period of last year.

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IncomeTax Expense Income tax expense amounted to RMB27,176 million for the first half of 2023, largely the same as compared with RMB27,382 million in the same period of last year.

Profitfor the period Profit for the first half of 2023 amounted to RMB94,579 million, representing an increase of 4.0% as compared with RMB90,953 million in the same period of last year.

Profitfor the period attributable to Non-controlling interests Profit for the period attributable to non-controlling interests amounted to RMB9,307 million for the first half of 2023, largely the same as compared with RMB9,326 million in the same period of last year.

Profitfor the period attributable to Owners of the Company Profit for the period attributable to owners of the Company amounted to RMB85,272 million for the first half of 2023, representing an increase of 4.5% as compared with profits of RMB81,627 million in the same period of last year.

(2) Segment Results

Oil, Gas and NewEnergy

Revenue The revenue of the Oil, Gas and New Energy segment for the first half of 2023 was RMB424,782 million, representing a decrease of 5.0% from RMB447,350 million as compared with the same period of last year. This was primarily due to combined effects of the decline in the prices of crude oil and natural gas and other oil and gas products and the increase in the sales volume. The average realised crude oil price was US$74.15 per barrel, representing a decrease of 21.7% from US$94.65 per barrel as compared with the same period of last year.

OperatingExpenses Operating expenses of the Oil, Gas and New Energy segment were RMB339,267 million for the first half of 2023, representing a decrease of 7.0% from RMB364,895 million as compared with the same period of last year. This was primarily due to the decrease in purchase costs and tax expenses. The unit oil and gas lifting cost amounted to US$10.82 per barrel, representing a decrease of 6.8% from US$11.61 per barrel as compared with the same period of last year.

Profitfrom Operations In the first half of 2023, the Group's Oil, Gas and New Energy segment closely monitored the changes in international oil prices, prudently engaged in efficient exploration and profitable construction and production. By strengthening its own analysis, study and judgment, the Group enhanced the source control of investment and production operation costs and strived to increase production and profitability. The Oil, Gas and New Energy segment recorded a profit from operations of RMB85,515 million, representing an increase of 3.7% from RMB82,455 million as compared with the same period of last year.

Refining, Chemicalsand New Materials

Revenue The revenue of the Refining, Chemicals and New Materials segment for the first half of 2023 was RMB575,005 million, representing a decrease of 1.5% from RMB583,852 million as compared with the same period of last year. This was primarily due to the decrease in prices of refined products and most of the chemical products, of which, the revenue of the refining business was RMB450,559 million, basically the same as RMB450,987 million in the same period of last year; the revenue of the chemicals business was RMB124,446 million, representing a decrease of 6.3% from RMB132,865 million as compared with the same period of last year.

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OperatingExpenses Operating expenses of the Refining, Chemicals and New Materials segment were RMB556,655 million for the first half of 2023, representing a decrease of 0.6% from RMB559,791 million as compared with the same period of last year. This was primarily due to the decrease in the procurement costs of crude oil and raw material oil. The unit cash processing cost of refining was RMB220.71 per ton, representing an increase of 5.3% from RMB209.53 per ton as compared with the same period of last year. This was primarily due to the combined effects of the increase in cost of fuel and power and the increase in processing volume of crude oil.

Profitfrom Operations In the first half of 2023, facing the downward fluctuation of international oil price, the Refining, Chemicals and New Materials segment of the Group adhered to the principle of maximising the overall profitability of the industry chain, strengthened the coordination between production activities and sales activities, optimized product structure, increased the production of high profitability and high added-value refining and chemical products. The Group also improved the management level of processing technology, continuously promoted the cost benchmarking analysis to enhance the competitiveness of our products' costs. The Refining, Chemicals and New Materials segment recorded a profit from operations of RMB18,350 million, representing a decrease of 23.7% from RMB24,061 million as compared with the same period of last year, of which, the refining business recorded a profit from operations of RMB18,511 million, representing a decrease of 22.8% from RMB23,973 million as compared with the same period of last year, which was primarily due to the narrowing in the profit margins of the refining business; the chemical business recorded a loss of RMB161 million, representing a decrease of RMB249 million compared with the operating profit of RMB88 million in the same period of last year, which was primarily due to the sluggish chemical market, resulting in narrowing of the profit margins of most chemical products.

Marketing

Revenue The revenue of the Marketing segment for the first half of 2023 was RMB1,225,310 million, representing a decrease of 9.8% from RMB1,358,004 million as compared with the same period of last year. This was primarily due to the decrease in the price of refined products and the revenue from international trade.

Operating Expenses Operating expenses of the Marketing segment were RMB1,214,365 million for the first half of 2023, representing a decrease of 10.0% from RMB1,349,482 million as compared with the same period of last year. This was primarily due to a decrease in the expenditures relating to the purchase of refined products from external suppliers and the expenditures relating to international trade procurement.

Profit from Operations In the first half of 2023, the Marketing segment reinforced its capability of conducting market research and making judgments, seized market opportunities, actively promoted lean marketing, enhanced development of important customers, continuously improved service quality and customer experience, strived to increase refined products' market share and the retail price realisation rate. The Group actively promoted the professionalization of non-oil marketing business, strived to promote on-line marketing and improve the quality of supply chain to increase the profitability of non-oil business.

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The Group also actively explored high-end overseas markets, enhanced the access to high-quality resources, continuously improved the marketing and cross-markets operation capabilities in trading business to increase the overall value of the industry chain. The Marketing segment recorded a profit from operations of RMB10,945 million, representing an increase of 28.4% from RMB8,522 million as compared with the same period of last year.

Natural Gas Sales

Revenue The revenue of the Natural Gas Sales segment was RMB276,341 million for the first half of 2023, representing an increase of 9.3% from RMB252,942 million as compared with the same period of last year. This was primarily due to the increase in sales volume of natural gas.

Operating Expenses Operating expenses of the Natural Gas Sales segment were RMB262,221 million for the first half of 2023, representing an increase of 9.6% from RMB239,293 million in the same period of last year. This was primarily due to the increase in procurement volume of natural gas and unit price of imported natural gas.

Profit from Operations In the first half of 2023, the Natural Gas Sales segment made overall arrangement regarding the procurement of natural gas, optimized natural gas source structure, strived to control the procurement costs. The Group continuously promoted low-cost development, implemented the concept of reducing costs and improving profitability, controlled operation costs through optimizing overall integration of our resource allocation. The Group adhered to the professionalization of marketing activities, actively explored high-end and high-profitability markets, fully utilized the function of value discovery through online trading, strived to increase sales volume and profit. The Group also continuously improved the natural gas end-customer business and end-customer marketing network to increase the profitability of end-customer business. The Natural Gas Sales segment recorded a profit of RMB14,120 million, representing an increase of 3.5% from RMB13,649 million in the same period of last year.

In the first half of 2023, the Group's overseas operations^(a)^ realized a revenue of RMB525,247 million, accounting for 35.5% of the total revenue of the Group; profit before income tax expense was RMB21,019 million, accounting for 17.3% of the profit before income tax expense of the Group.

(a) Overseas operations do not constitute aseparate operating segment of the Group, and the financial data of overseas operations is included in the financial data of each relevantoperating segment mentioned above.

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(3) Assets, Liabilitiesand Equity

The following table sets out the key items in the consolidated balance sheet of the Group:

	June 30, 2023	December 31, 2022	Percentage of Change
	RMB million	RMB million	%
Total assets	2,719,277	2,670,079	1.8
Current assets	660,423	613,867	7.6
Non-current assets	2,058,854	2,056,212	0.1
Total liabilities	1,131,231	1,135,913	(0.4)
Current liabilities	696,550	624,263	11.6
Non-current liabilities	434,681	511,650	(15.0)
Equity attributable to owners of the Company	1,412,938	1,365,640	3.5
Share capital	183,021	183,021	-
Reserves	334,575	332,334	0.7
Retained earnings	895,342	850,285	5.3
Total equity	1,588,046	1,534,166	3.5

Total assets amounted to RMB2,719,277 million, representing an increase of 1.8% from RMB2,670,079 million as at the end of 2022, of which:

Current assets amounted to RMB660,423 million, representing an increase of 7.6% compared to RMB613,867 million as at the end of 2022, primarily due to the increase in cash and cash equivalents and accounts receivable.

Non-current assets amounted to RMB2,058,854 million, representing an increase of 0.1% compared to RMB2,056,212 million as at the end of 2022, primarily due to an increase in other non-current assets and investments in associates and joint ventures.

Total liabilities amounted to RMB1,131,231 million, representing a decrease of 0.4% from RMB1,135,913 million as at the end of 2022, of which:

Current liabilities amounted to RMB696,550 million, representing an increase of 11.6% from RMB624,263 million as at the end of 2022, primarily due to the increase in short-term borrowings and accounts payable and accrued liabilities.

Non-current liabilities amounted to RMB434,681 million, representing a decrease of 15.0% from RMB511,650 million as at the end of 2022, primarily due to the optimization of debt structure and the decrease in long-term borrowings.

Equity attributable to owners of the Company amounted to RMB1,412,938 million, representing an increase of 3.5% from RMB1,365,640 million as at the end of 2022, primarily due to the increase in retained earnings.

(4) Cash Flows

As at June 30, 2023, the primary sources of funds of the Group were cash from operating activities and short-term and long-term borrowings. The funds of the Group were mainly used for operating activities, capital expenditures, repayment of short-term and long-term borrowings and distribution of dividends to the owners of the Company.

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The table below sets out the cash flows of the Group for the first half of 2023 and 2022, respectively, and the amount of cash and cash equivalents as at the end of each period:

	For the six months ended June 30
	2023	2022
	RMB million	RMB million
Net cash flows from operating activities	221,706	196,061
Net cash flows used for investing activities	(119,409)	(89,706)
Net cash flows used for financing activities	(78,692)	(26,141)
Translation of foreign currency	4,378	4,152
Cash and cash equivalents at end of the period	219,173	221,155

Net Cash Flows fromOperating Activities

The net cash flows from operating activities for the first half of 2023 amounted to RMB221,706 million, representing an increase of 13.1% from RMB196,061 million as compared with the same period of last year. This was primarily due to the increase in profits during the reporting period and the improvement of working capital turnover efficiency. As at June 30, 2023, the Group had cash and cash equivalents of RMB219,173 million, of which, approximately 61.9% were denominated in Renminbi, approximately 34.7% were denominated in US Dollars, approximately 3.0% were denominated in Hong Kong Dollars and approximately 0.4% were denominated in other currencies.

Net Cash FlowsUsed for Investing Activities

The net cash flows used for investing activities for the first half of 2023 amounted to RMB119,409 million, representing an increase of 33.1% compared to RMB89,706 million in the same period of last year. This was primarily due to an increase in cash disbursements for construction of fixed assets, intangible assets and other long-term assets.

Net Cash FlowsUsed for Financing Activities

The net cash flows used for financing activities for the first half of 2023 amounted to RMB78,692 million, representing an increase of RMB52,551 million compared to RMB26,141 million in the same period of last year. This was primarily due to the efforts made by the Group in optimizing its debt structure and repayment of interest-bearing borrowings.

The net borrowings of the Group as at June 30, 2023 and December 31, 2022, respectively, were as follows:

	June 30, 2023	December 31, 2022
	RMB million	RMB million
Short-term borrowings (including current portion of long-term borrowings)	162,257	100,639
Long-term borrowings	140,240	222,478
Total borrowings	302,497	323,117
Less: Cash and cash equivalents	219,173	191,190
Net borrowings	83,324	131,927

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The following table sets out the borrowings' remaining contractual maturities at the date of the statement of financial position, which are based on contractual undiscounted cash flows including principal and interest, and the earliest contractual maturity date:

	June 30, 2023	December 31, 2022
	RMB million	RMB million
Within 1 year	174,923	107,461
Between 1 and 2 years	125,423	129,885
Between 2 and 5 years	50,108	102,490
After 5 years	17,031	16,500
	367,485	356,336

Of the total borrowings of the Group as at June 30, 2023, approximately 33.7% were fixed-rate loans and approximately 66.3% were floating-rate loans; approximately 61.1% were denominated in Renminbi, approximately 36.2% were denominated in US Dollars and approximately 2.7% were denominated in other currencies.

As at June 30, 2023, the gearing ratio of the Group (gearing ratio = interest-bearing borrowing / (interest-bearing borrowing + total equity)) was 16.0% (December 31, 2022: 17.4%).

(5) Capital Expenditures

For the first half of 2023, the Group continued to follow the investment return standard and optimize investment scale and structure based on the idea of rigorous investment, precise investment, profitable investment and value-oriented investment. The capital expenditures of the Group was amounted to RMB85,137 million, representing a decrease of 7.8% from RMB92,312 million as compared with the same period of last year. The capital expenditures throughout 2023 is estimated at RMB243,500 million. The following table sets out the capital expenditures incurred by the Group for the first half of 2023 and for the first half of 2022 and the estimated capital expenditures for each of the business segments of the Group throughout the year of 2023.

	For the first half of 2023		For the first half of 2022		Estimates for 2023
	RMB million	(%)	RMB million	(%)		RMB million	(%)
Oil, Gas and New Energy	79,626	93.53	72,820	78.88		195,500	80.29
Refining, Chemicals and New Materials	3,471	4.07	16,827	18.23		34,000	13.96
Marketing	722	0.85	832	0.90		7,000	2.88
Natural Gas Sales	988	1.16	1,420	1.54		6,000	2.46
Head Office and Other	330	0.39	413	0.45		1,000	0.41
Total	85,137	100.00	92,312	100.00		243,500	100.00

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Oil, Gas and New Energy

Capital expenditures for the Oil, Gas and New Energy segment of the Group amounted to RMB79,626 million for the first half of 2023, which were primarily used for the exploration and development with scale benefit and profitability in key domestic basins such as Songliao, Ordos, Junggar, Tarim, Sichuan and Bohai Bay, devoting greater efforts in the exploration of unconventional resources such as shale gas and shale oil and promoting new energy projects such as clean electricity, CCUS and hydrogen energy demonstration projects; and the Group proactively focused on intensifying its sizeable and profitable exploration activities in key areas overseas, while improving the capacity construction of the key projects including those in Middle East, Central Asia, America and Asia-Pacific and continuing to optimize the asset structure, business structure and regional layout.

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The Group anticipates that capital expenditures for the Oil, Gas and New Energy segment throughout 2023 will amount to RMB195,500 million.

Refining, Chemicalsand New Materials

Capital expenditures for the Refining, Chemicals and New Materials segment of the Group amounted to RMB3,471 million for the first half of 2023, which were primarily used for the construction of large-scale projects such as Ethylene projects of Jilin Petrochemical Branch and Guangxi Petrochemical Branch, as well as transformation and upgrading projects such as reduction of refining products and increase of chemical products and new materials and new technologies.

The Group anticipates that capital expenditures for the Refining, Chemicals and New Materials segment throughout 2023 will amount to RMB34,000 million.

Marketing

Capital expenditures for the Marketing segment of the Group amounted to RMB722 million for the first half of 2023, which were used primarily for the construction of domestic integrated stations covering oil, gas, hydrogen, electricity and non-oil products, improvement of terminal network, the equipment construction of overseas oil and gas storage and transportation and sales.

The Group anticipates that capital expenditures for the Marketing segment throughout 2023 will amount to RMB7,000 million.

Natural Gas Sales

Capital expenditures for the Natural Gas Sales segment of the Group amounted to RMB988 million for the first half of 2023, which were primarily used for the construction of Fujian liquefied natural gas ("LNG") receiving stations, natural gas branch lines and market development projects for urban gas end-market.

The Group anticipates that capital expenditures for the Natural Gas Sales segment throughout 2023 will amount to RMB6,000 million.

Head Office and Other

Capital expenditures for the Head Office and Other segment for the first half of 2023 amounted to RMB330 million, which were primarily used for improvements of scientific research facilities and construction of the IT system.

The Group anticipates that capital expenditures of the Head Office and Other segment throughout 2023 will amount to RMB1,000 million.

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3.1.4 Business Prospectsfor the Second Half of 2023

In the second half of 2023, the world economy is still facing downside risks, while China's economy will continue to maintain the momentum of rebound, the development foundation is still unstable. The international crude oil market in general maintained an overall balance, but there are still downside risks in oil prices; the demand for natural gas market has improved. The consumption in the domestic refined products market has gradually recovered, and the demand for natural gas market has maintained rapid growth. Facing new changes and new challenges, the Group will continue to implement the new development philosophy, actively integrate into the new development pattern, implement high-quality development requirements, vigorously implement the five development strategies of innovation, resources, market, internationalization and low-carbon transformation, focus on developing its main business, strengthen enterprise management, reform and innovation, improve quality and efficiency, green transformation, digital transformation and risk prevention, and strive to create value for shareholders.

In respect of oil, gas and new energy business, the Group will vigorously strengthen risk exploration of domestic oil and gas fields and strive to obtain new strategic discoveries and breakthroughs. The Group will strengthen the concentrated exploration in the fields of reserve enhancement and actively implement the sizeable and highly profitable reserves in key regions and key areas such as Tarim Fuman, the northern slope of Sichuan ancient uplift, the southern edge of Junggar and Ordos. The Group will strengthen profitability and increase reserves, conduct high-quality economically recoverable reserves assessment and continuously improve the balance of storage and production; the Group will focus on maintaining the stable production of old oil and gas fields and the profitable construction and production in new areas, accelerating the promotion of demonstration projects for stable production of oil and gas in Daqing, Changqing and other areas, solidly carrying out technical research on improving oil recovery and improving the construction profitability of key production capacity in Xinjiang Mahu and southern part of Sichuan. The Group will further deepen cooperation in overseas oil and gas markets, actively acquire large-scale and high-quality projects and continuously optimize asset structure, business structure and regional layout. The Group will further improve the special plans for new energy businesses and systematically promote the optimization of new energy business layout; the Group will promote the implementation of new energy projects in Xinjiang, Qinghai, Inner Mongolia and other regions, strengthen the acquisition of clean electricity indicators and the development of geothermal heating markets and strive to increase the supply of clean energy; and the Group will accelerate the implementation of the CCUS full industry chain demonstration project in the Songliao Basin.

In respect of refining, chemicals and new materials business, the Group will pay close attention to market changes, timely optimize production plans, make overall arrangements for processing loads of refining and chemical plants, maintain efficient and stable operation of plants and actively increase the production of marketable, profitable and characteristic refining products such as paraffin, petroleum coke and high value-added chemical products such as polyethylene bottle caps. The Group will deeply promote the development of new materials business and accelerate the development of new products in Jilin Petrochemical Branch and Liaoyang Petrochemical Branch;

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the Group will enhance the ability to analyse and judge the chemical market, actively build a customized customer service system, deepen the application of "PetroChina e-Chemical" platform, continuously improve the marketing system and comprehensively enhance profitability creation capabilities. The Group will accelerate the construction of ethylene projects in Jilin, Guangxi and other regions and advance the preliminary work of ethane to ethylene phase II projects.

In respect of marketing business, the Group will further strengthen market analysis and judgment, accurately grasp market trends, adhere to the balance of quantity and profitability, refine marketing strategies, quickly link and allocate resources, integrally promote marketing planning, product sales and customer development and strive to consolidate and improve refined products sales and market share. The Group will focus on the improvement of gasoline retail capabilities and continuously strengthen retail terminals; the Group will promote the integrated marketing of diesel wholesale and retail and strive to improve sale profitability; the Group will develop non-oil business profitably, enrich non-oil product categories, strengthen key single products, expand online business, accelerate supply chain optimization and strive to increase revenue and create profitability. The Group will strengthen the improvement in the quality of terminal sales network and accelerate the layout of new energy marketing business. The Group will continuously improve the gas station environment and strive to improve customer experience satisfaction.

In respect of the natural gas sales business, the Group will optimize the resource structure and sales flow based on resource prices and supply and demand changes, promote the tilt of incremental resources towards profitable markets and high-end customers, enrich online trading varieties, vigorously promote the entering into of medium and long-term contracts and continuously improve marketing quality and profitability. The Group will increase market development efforts and continuously improve terminal sales and service capabilities. The Group will commence the construction of Fujian LNG receiving station and accelerate the construction of natural gas sales branch lines.

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3.2 Other FinancialInformation

3.2.1 Principal Operationsby Segment under CAS

	Income from<br><br> <br>principal<br><br> <br>operations for<br><br> <br>the first half of 2023	Cost of<br><br> <br>principal<br><br> <br>operations<br><br> <br>for the first<br><br> <br>half of 2023	Gross margin^(a)^	Changes in income from principal operations over the same period of the preceding year	Changes in cost of principal operations<br><br> <br>over the same period of the preceding year	Increase/<br><br> <br>(decrease) in gross margin
	RMB million	RMB million	%	%	%	Percentage<br><br> <br>points
Oil, Gas and New Energy	416,844	284,076	25.5	(5.1)	(4.4)	3.5
Refining, Chemicals and New Materials	571,634	435,604	6.5	(1.6)	(4.1)	0.3
Marketing	1,207,130	1,170,130	3.0	(10.1)	(9.2)	(0.9)
Natural Gas Sales	273,819	262,892	3.9	9.4	10.4	(1.0)
Head Office and Other	168	119	-	(18.4)	(20.7)	-
Intersegment elimination	(1,022,823)	(1,022,823)	-	-	-	-
Total	1,446,772	1,129,998	13.2	(8.7)	(8.2)	(0.5)

(a) Gross margin = Profit from principal operations / Income from principal operations

3.2.2 Principal Operationsby Region under CAS

	For the first half of 2023	For the first half of 2022	Changes over<br><br> <br>the same period of the<br><br> <br>preceding year
Revenue from external customers	RMB million	RMB million	%
China's mainland	954,624	928,165	2.9
Other	525,247	686,456	(23.5)
Total	1,479,871	1,614,621	(8.3)

3.2.3 Final Dividendfor the Year Ended December 31, 2022

The final dividend in respect of 2022 of RMB0.22 (inclusive of applicable tax) per share, amounting to a total of RMB40,265 million, was approved by the shareholders at the 2022 annual general meeting of the Company on June 8, 2023 and was paid on June 28, 2023 (A shares) and July 28, 2023 (H shares), respectively.

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3.2.4 Interim Dividend for 2023 and Closure of Register of Members The Board was authorised by the shareholders to approve the distribution of the interim dividend for 2023 at the 2022 annual general meeting of the Company on June 8, 2023. To provide returns to the shareholders, the Board has resolved to declare an interim dividend of RMB0.21 (inclusive of applicable tax) per share for 2023 on the basis of a total of 183,020,977,818 shares of the Company as at June 30, 2023. The total amount of the interim dividends payable is approximately RMB38,434 million and is expected to be paid on September 20, 2023 (A Shares) and October 30, 2023 (H Shares), respectively. The interim dividend of the Company will be paid to shareholders whose names appear on the register of members of the Company at the close of trading on September 19, 2023. The register of members of H shares will be closed from September 14, 2023 to September 19, 2023 (both days inclusive) during which period no transfer of H shares will be registered. In order to qualify for the interim dividend, holders of H shares must lodge all transfer documents together with the relevant share certificates at Hong Kong Registrars Limited on or before 4:30 p.m., September 13, 2023. Holders of A shares whose names appear on the register of members of the Company maintained at China Securities Depository and Clearing Corporation Limited ("CSDC") at the close of trading on the Shanghai Stock Exchange in the afternoon of September 19, 2023 will be eligible for the interim dividend. In accordance with the relevant provisions of the Articles of Association of PetroChina Company Limited and relevant laws and regulations, dividends payable to the shareholders of the Company shall be declared in Renminbi. Dividends payable to the holders of A shares shall be paid in Renminbi, and for the A shares of the Company listed on the Shanghai Stock Exchange and invested by the investors through the Hong Kong Stock Exchange, dividends shall be paid in Renminbi to the accounts of the nominal shareholders through CSDC. Save for the H shares of the Company listed on the Hong Kong Stock Exchange and invested by the investors through the Shanghai Stock Exchange and Shenzhen Stock Exchange (the "H Shares under the Southbound Trading Link"), dividends payable to the holders of H shares shall be paid in Hong Kong Dollars. The applicable exchange rate shall be the average of the medium exchange rate for Renminbi to Hong Kong Dollar as announced by the People's Bank of China for the week prior to the declaration of the dividends by the Board. Dividends payable to the holders of H Shares under the Southbound Trading Link shall be paid in Renminbi. In accordance with the Agreement on Payment of Cash Dividends on the H Shares under the Southbound Trading Link ( ) between the Company and CSDC, CSDC will receive the dividends payable by the Company to holders of the H Shares under the Southbound Trading Link as a nominal holder of the H Shares under the Southbound Trading Link on behalf of investors and assist the payment of dividends on the H Shares under the Southbound Trading Link to investors thereof. The average of the medium exchange rate for Renminbi to Hong Kong Dollar as announced by the People's Bank of China for the week prior to the declaration of the 2023 interim dividend by the Board is RMB0.91674 to 1.00 Hong Kong Dollar. Accordingly, the interim dividend will be 0.22907 Hong Kong Dollar (inclusive of applicable tax) per H share. The Company has appointed Bank of China (Hong Kong) Trustees Limited as the receiving agent in Hong Kong (the "Receiving Agent") and will pay the declared interim dividend to the Receiving Agent for its onward payment to the holders of H shares. The interim dividend will

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be paid by the Receiving Agent around October 30, 2023 to the holders of H shares by ordinary mail at their own risks. According to the Law on Corporate Income Tax of the People's Republic of China ( ) and the relevant implementing rules which came into effect on January 1, 2008 and was amended on February 24, 2017 and December 29, 2018, the Company is required to withhold corporate income tax at the rate of 10% before distributing dividends to non-resident enterprise shareholders whose names appear on the H share register of members of the Company. Any H shares registered in the name of non-individual shareholders, including HKSCC Nominees Limited, other nominees, trustees or other groups and organisations, will be treated as being held by non-resident enterprise shareholders and therefore will be subject to the withholding of the corporate income tax. Any holders of H shares wishing to change their shareholder status should consult their agents or trust institutions on the relevant procedures. The Company will withhold and pay the corporate income tax strictly in accordance with the relevant laws or requirements of the relevant governmental departments based on the information that will have been registered on the Company's H share register of members on September 19, 2023. According to the Notice on Issues Concerning the Collection and Management of Individual Income Tax after the Abolishment of Guo Shui Fa [1993] No.045 promulgated by the State Taxation Administration (Guo Shui Han [2011] No.348) ( (1993) 045 ( (2011) 348 ) ), the Company is required to withhold and pay the individual income tax for individual holders of H shares and individual holders of H shares are entitled to certain tax preferential treatments according to the tax agreements between those countries where the individual holders of H shares are resident and China and the provisions in respect of tax arrangements between Chinese mainland and Hong Kong (Macau). The Company will withhold and pay the individual income tax at the tax rate of 10% on behalf of the individual H shareholders who are Hong Kong residents, Macau residents or residents of those countries having agreements with China for individual income tax rate in respect of dividend of 10%. For individual H shareholders who are residents of those countries having agreements with China for individual income tax rates in respect of dividend of lower than 10%, the Company would make applications on their behalf to seek entitlement of the relevant agreed preferential treatments pursuant to the Circular on Issuing Administrative Measures on Preferential Treatment Entitled by Non-residents Taxpayers under Treaties (SAT Circular [2019] No.35) ( ( 2019 35 )) issued by the State Taxation Administration. For individual H shareholders who are residents of those countries having agreements with China for individual income tax rates in respect of dividend of higher than 10% but lower than 20%, the Company would withhold the individual income tax at the agreed-upon effective tax rate. For individual H shareholders who are residents of those countries without any taxation agreements with China or having agreements with China for individual income tax in respect of dividend of 20% or other situations, the Company would withhold the individual income tax at a tax rate of 20%.

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The Company will determine the country of domicile of the individual H shareholders based on the registered address as recorded in the register of members of the Company (the "Registered Address") on September 19, 2023 and will accordingly withhold and pay the individual income tax. If the country of domicile of an individual H shareholder is not the same as the Registered Address, the individual H shareholder shall notify the share registrar of the Company's H shares and provide relevant supporting documents on or before 4:30 p.m., September 13, 2023 (address: Hong Kong Registrars Limited, Shops 1712-1716, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong). If the individual H shareholder does not provide the relevant supporting documents to the share registrar of the Company's H shares within the time period stated above, the Company will determine the country of domicile of the individual H shareholder based on the recorded Registered Address on September 19, 2023. The Company will not entertain any claims arising from and assumes no liability whatsoever in respect of any delay in, or inaccurate determination of, the status of the shareholders of the Company or any disputes over the withholding and payment of tax. In accordance with the Notice of Ministry of Finance, the State Taxation Administration, and the China Securities Regulatory Commission on Taxation Policies concerning the Pilot Program of an Interconnection Mechanism for Transactions in the Shanghai and Hong Kong Stock Markets (Cai Shui [2014] No.81) ([2014]81 )), which became effective on November 17, 2014, and the Notice of the Ministry of Finance, the State Taxation Administration, and the China Securities Regulatory Commission on Taxation Policies concerning the Pilot Program of an Interconnection Mechanism for Transactions in the Shenzhen and Hong Kong Stock Markets (Cai Shui [2016] No. 127) ( ( [2016]127 )), which became effective on December 5, 2016, with regard to the dividends obtained by individual Chinese mainland investors from investment in the H shares of the Company listed on the Hong Kong Stock Exchange through the Shanghai-Hong Kong Stock Connect and Shenzhen-Hong Kong Stock Connect, the Company will withhold their individual income tax at the tax rate of 20% in accordance with the register of individual Chinese mainland investors provided by CSDC. As to the withholding tax having been paid abroad, an individual investor may file an application for tax credit with the competent tax authority of CSDC with an effective credit document. With respect to the dividends obtained by Chinese mainland securities investment funds from investment in the H shares of the Company listed on the Hong Kong Stock Exchange through the Shanghai-Hong Kong Stock Connect and Shenzhen-Hong Kong Stock Connect, the Company will withhold tax with reference to the provisions concerning the collection of tax on individual investors. The Company will not withhold income tax on dividends obtained by Chinese mainland enterprise investors, and Chinese mainland enterprise investors shall file their income tax returns and pay tax themselves instead.

With regard to the dividends obtained by the investors (including enterprises and individuals) from investment in the A shares of the Company listed on Shanghai Stock Exchange through the Hong Kong Stock Exchange, the Company will withhold income tax at the tax rate of 10%, and file tax withholding returns with the competent tax authority. Where any Hong Kong investor is a tax resident of a foreign country and the rate of income tax on dividends is less than 10%, as provided for in the tax treaty between the country and the PRC, the enterprise

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or individual may directly, or entrust a withholding agent to, file an application for the tax treatment under the tax treaty with the competent tax authority of the Company. Upon review, the competent tax authority will refund tax based on the difference between the amount of tax having been collected and the amount of tax payable calculated at the tax rate as set out in the tax treaty.

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4 Significant Events

China further clarifies the implementation calibre of consumption tax policies for certain refined products On June 30, 2023, the Ministry of Finance and the State Taxation Administration issued the Announcement on the Implementation Caliber of Consumption Tax Policies for Certain Refined Products (Announcement No. 11 [2023] of the Ministry of Finance and the State Taxation Administration) ( ( 2023 11 )), which clearly defined that from the date of that announcement, consumption tax on alkylated oil (iso-octane) shall be levied according to relevant provisions on gasoline; consumption tax on petroleum ether, crude white oil, light white oil, and certain industrial white oils (No. 5, No. 7, No. 10, No. 15, No. 22, No. 32, and No. 46) shall be levied according to relevant provisions on solvent oil; consumption tax on mixed aromatics, heavy aromatics, mixed C8, stable light hydrocarbons, light oil, and light coal tar shall be levied according to relevant provisions on naphtha; the levying of consumption tax on aerospace kerosene shall be postponed by reference to the provisions on aviation kerosene. This event did not affect the continuity of the business and the stability of management of the Group and was conducive to the sustainable and healthy development of the refined products business and positive operating results of the Group.

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5 Financial Report

5.1 specific explanationof changes in accounting policies, accounting estimates and accounting methods compared with the previous accounting period

5.1.1 Change in significantaccounting policy under CAS

In 2022, the Ministry of Finance promulgated the Notice on the Issuance of Interpretation of Accounting Standards for Business Enterprises No. 16 ("Interpretation No. 16").  From January 1, 2023 the Group and the Company took effect Interpretation No. 16 and recognize deferred tax on transactions that, on initial recognition, give rise to equal amounts of taxable and deductible temporary differences. The cumulative effect of recognising these adjustments is recognized in retained earnings and other related financial statement items at the beginning of the earliest comparative period. The Group and the Company have retroactively adjusted the single transactions that existed between January 1, 2022 and the effective date and the comparable financial statements for the year 2022 have been restated accordingly. Other than the above effects, the amendments have no material impact on the financial statements of the Group and the Company.

Accounting treatmentof recognition of deferred tax related to assets and liabilities arising from a single transaction not applying the initial recognitionexemption

---

Content and reason of accounting policy change	Affected financial statement items	Amount affected
		January 1, 2022
		The Group<br><br> <br>RMB million	The Company<br><br> <br>RMB million
The Group and the Company accordingly recognize deferred tax liabilities and deferred tax assets for the equivalent amount of taxable and deductible temporary differences arising from lease transactions in which lease liabilities and right-of-use assets are initially recognized  at the commencement date of the lease term, and transactions such as oil and gas properties in which asset retirement obligations exist and provisions are recognized and included in the cost of the related assets.	Deferred tax assets	(87)	-
	Deferred tax liabilities	2,966	3,020
	Undistributed profits	(2,751)	(2,718)
	Surplus reserves	(302)	(302)
		December 31, 2022
		The Group<br><br> <br>RMB million	The Company<br><br> <br>RMB million
	Deferred tax assets	(3,406)	(3,543)
	Deferred tax liabilities	281	328
	Undistributed profits	(3,300)	(3,484)
	Surplus reserves	(387)	(387)
		For the six months ended June 30, 2022
		The Group<br><br> <br>RMB million	The Company<br><br> <br>RMB million
	Taxation	(764)	(602)

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5.1.2 Change in significantaccounting policy under IFRS

The IASB has issued the following amendments to IFRSs that are first effective for the current accounting period of the Group:

•	Amendments to IFRS 17 "Insurance Contracts "
•	Amendments to IAS 1 and IFRS Practice Statement 2 "Disclosure of Accounting<br>Policies"
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•	Amendments to IAS 8 "Definition of Accounting Estimates"
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•	Amendments to IAS 12"Deferred Tax related to Assets and Liabilities<br>arising from a Single Transaction"
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Deferred Tax relatedto Assets and Liabilities arising from a Single Transaction – Amendments to IAS 12

The amendments to IAS 12 "Deferred Tax related to Assets and Liabilities arising from a Single Transaction" require companies to recognise deferred tax on transactions that, on initial recognition, give rise to equal amounts of taxable and deductible temporary differences.

The amendment should be applied to transactions that occur on or after the beginning of the earliest comparative period presented. In addition, the Group should recognise deferred tax assets (to the extent that it is probable that they can be utilised) and deferred tax liabilities at the beginning of the earliest comparative period for all deductible and taxable temporary differences associated with:

•	Right-of-use assets and lease liabilities; and
•	Decommissioning, restoration and similar liabilities, and the corresponding<br>amounts recognised as part of the cost of the related assets;
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The cumulative effect of recognising these adjustments is recognised in the retained earnings (or other component of equity, as appropriate) at the beginning of the earliest comparative period.

The impact of applies the amendments on the consolidated statement of financial position are summarised as follows:

	Amount of adjustment
	January 1, 2022<br><br> <br>RMB million	December 31, 2022<br><br> <br>RMB million
Deferred tax assets	(87)	(3,406)
Deferred tax liabilities	2,966	281
Retained earnings	(2,751)	(3,300)
Reserves	(302)	(387)
	Amount of adjustment
---	---
	Six months ended June 30, 2022<br><br> <br>RMB million
Income Tax Expense	(764)

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Other than the above effects, none of these developments have had a material effect on how the Group's results and financial position for the current or prior periods which have been prepared or presented in this interim financial statements.

5.2 Content, CorrectedAmount, Reason and Impact of Material Accounting Error

Not applicable

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5.3 The Balance Sheetsand Income Statements, with Comparatives

5.3.1 Condensed financialstatements prepared in accordance with IFRS

(1) Condensed Consolidated Statement of Comprehensive Income

****		Six months ended June 30
		2023	2022
****	Notes	RMB million	RMB million
REVENUE	(i)	1,479,871	1,614,621
OPERATING EXPENSES
Purchases, services and other		(1,004,823)	(1,111,531)
Employee compensation costs		(77,798)	(74,927)
Exploration expenses, including exploratory dry holes		(9,098)	(12,839)
Depreciation, depletion and amortisation		(113,017)	(102,863)
Selling, general and administrative expenses		(28,647)	(28,409)
Taxes other than income taxes		(130,220)	(141,231)
Other income/(expenses), net		4,349	(23,806)
TOTAL OPERATING EXPENSES		(1,359,254)	(1,495,606)
PROFIT FROM OPERATIONS		120,617	119,015
FINANCE COSTS
Exchange gain		14,099	8,920
Exchange loss		(14,041)	(9,435)
Interest income		3,597	1,375
Interest expense		(12,184)	(9,644)
TOTAL NET FINANCE COSTS		(8,529)	(8,784)
SHARE OF PROFIT OF ASSOCIATES AND JOINT VENTURES		9,667	8,104
PROFIT BEFORE INCOME TAX EXPENSE	(ii)	121,755	118,335
INCOME TAX EXPENSE	(iii)	(27,176)	(27,382)
PROFIT FOR THE PERIOD		94,579	90,953
OTHER COMPREHENSIVE INCOME
Item that will not be reclassified to profit or loss
Fair value changes in equity investment measured at fair value through other comprehensive income		79	(168)
Currency translation differences		2,894	3,198
Items that are or may be reclassified subsequently to profit or loss
Currency translation differences		3,412	1,914
(Losses)/gains on cash flow hedges		(2,738)	6,639
Share of the other comprehensive income of associates and joint ventures accounted for using the equity method		379	223
OTHER COMPREHENSIVE INCOME, NET OF TAX		4,026	11,806
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD		98,605	102,759
PROFIT FOR THE PERIOD ATTRIBUTABLE TO:
Owners of the Company		85,272	81,627
Non-controlling interests		9,307	9,326
		94,579	90,953
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD ATTRIBUTABLE TO:
Owners of the Company		86,381	90,314
Non-controlling interests		12,224	12,445
		98,605	102,759
BASIC AND DILUTED EARNINGS PER SHARE ATTRIBUTABLE TO OWNERS OF THE COMPANY (RMB)	(iv)	0.47	0.45

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(2) Condensed Consolidated Statement of Financial Position

		June 30, 2023	December 31, 2022
	Notes	RMB million	RMB million
NON-CURRENT ASSETS
Property, plant and equipment		1,470,724	1,492,513
Investments in associates and joint ventures		278,998	269,569
Equity investments measured at fair value through other comprehensive income		876	943
Right-of-use assets		199,500	203,065
Intangible and other non-current assets		85,505	69,813
Deferred tax assets		17,561	16,293
Time deposits with maturities over one year		5,690	4,016
TOTAL NON-CURRENT ASSETS		2,058,854	2,056,212
CURRENT ASSETS
Inventories		168,162	167,751
Accounts receivable	(vi)	81,361	72,028
Derivative financial instruments		15,007	21,133
Prepayments and other current assets		118,709	119,654
Financial assets at fair value through other comprehensive income		8,815	4,376
Financial assets at fair value through profit or loss		5,815	3,876
Time deposits with maturities over three months but within one year		43,381	33,859
Cash and cash equivalents		219,173	191,190
TOTAL CURRENT ASSETS		660,423	613,867
CURRENT LIABILITIES
Accounts payable and accrued liabilities	(vii)	393,124	372,369
Contract liabilities		75,614	77,337
Income taxes payable		6,807	16,471
Other taxes payable		39,256	37,043
Short-term borrowings		162,257	100,639
Derivative financial instruments		7,822	11,146
Lease liabilities		7,412	7,560
Financial liabilities at fair value through profit or loss		4,258	1,698
TOTAL CURRENT LIABILITIES		696,550	624,263
NET CURRENT LIABILITIES		(36,127)	(10,396)
TOTAL ASSETS LESS CURRENT LIABILITIES		2,022,727	2,045,816
EQUITY
EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY:
Share capital		183,021	183,021
Retained earnings		895,342	850,285
Reserves		334,575	332,334
TOTAL EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY		1,412,938	1,365,640
NON-CONTROLLING INTERESTS		175,108	168,526
TOTAL EQUITY		1,588,046	1,534,166
NON-CURRENT LIABILITIES
Long-term borrowings		140,240	222,478
Asset retirement obligations		145,976	142,081
Lease liabilities		115,813	118,200
Deferred tax liabilities		24,742	21,297
Other long-term obligations		7,910	7,594
TOTAL NON-CURRENT LIABILITIES		434,681	511,650
TOTAL EQUITY AND NON-CURRENT LIABILITIES		2,022,727	2,045,816

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(3) Selected notes from the financial statements prepared in accordance with IFRS

(i) Revenue

Revenue represents revenues from the sale of crude oil, natural gas, refined products, chemical products, non-oil products, etc., and from the transportation of crude oil, and natural gas. Revenue from contracts with customers is mainly recognised at a point in time.

(ii) Profit Before Income Tax Expense

****	Six months ended June 30
	2023	2022
****	RMB million	RMB million
Items credited and charged in arriving at the profit before income tax expense include:
Credited
Dividend income from equity investment measured at fair value through other comprehensive income	10	7
Reversal of provision for impairment of receivables	549	52
Reversal of write down in inventories	168	18
Gain on disposal of investment in subsidiaries	91	49
Gain from ineffective portion of cash flow hedges	882	1,128
Charged
Amortisation of intangible and other assets	2,114	3,410
Depreciation and impairment losses:
Owned property, plant and equipment	103,517	93,389
Right-of-use assets	7,386	6,064
Cost of inventories recognised as expense	1,164,467	1,250,608
Provision for impairment of receivables	136	554
Interest expense (i)	12,184	9,644
Loss on disposal and scrap of property, plant and equipment	797	7,060
Variable lease payments, low-value and short-term lease payment not included in the measurement of lease liabilities	1,062	1,075
Research and development expenses	9,651	9,142
Write down in inventories	1,613	586
Investment loss from disposal of derivative financial instruments	4,279	13,985
(i)  Interest expense
Interest expense	12,383	10,318
Include: Interest on lease liabilities	2,617	2,728
Less: Amount capitalised	(199)	(674)
	12,184	9,644

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(iii) Income Tax Expense

	Six months ended June 30
	2023	2022
****	RMB million	RMB million
Current taxes	25,740	34,517
Deferred taxes	1,436	(7,135)
	27,176	27,382

In accordance with the relevant PRC income tax rules and regulations, the PRC corporate income tax rate applicable to the Group is principally 25%. In accordance with the Circular jointly issued by the Ministry of Finance, the General Administration of Customs of the PRC and the State Administration of Taxation on Issues Concerning Tax Policies for In-depth Implementation of Western Development Strategy (Cai Shui [2011] No.58) and the Notice on Continuing the Income Tax Policy for Western Development (Notice No.23 of 2020 of the Ministry of Finance, the State Administration of Taxation, the NDRC), the corporate income tax for the enterprises engaging in the encouraged industries in the Western China Region is charged at a preferential corporate income tax rate of 15% from January 1, 2011 to December 31, 2030. Certain branches and subsidiaries of the Company in the Western China Region obtained the approval for the use of the preferential corporate income tax rate of 15%.

(iv) Basic and Diluted Earnings Per Share

Basic and diluted earnings per share for the six months ended June 30, 2023 and June 30, 2022 have been computed by dividing profit attributable to owners of the Company by 183,021 million shares issued and outstanding during the period.

There are no potentially dilutive ordinary shares.

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(v) Dividends

****	Six months ended June 30
	2023	2022
****	RMB million	RMB million
Interim dividends attributable to owners of the Company for 2023 (a)	38,434	-
Interim dividends attributable to owners of the Company for 2022 (c)	-	37,076
(a)	As authorized by shareholders in the Annual General Meeting on June 8, 2023, the Board of Directors resolved<br>to distribute interim dividends attributable to owners of the Company in respect of 2023 of RMB 0.21 yuan (inclusive of applicable tax)<br>per share, amounting to a total of RMB 38,434 million on August 30, 2023. The dividends were not paid by the end of the reporting period,<br>and were not recognized as liability at the end of the reporting period, as they were declared after the date of the statement of financial<br>position.
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(b)	Final dividends attributable to owners of the Company in respect of 2022 of RMB 0.22 yuan (inclusive of<br>applicable tax) per share, amounting to a total of RMB 40,265 million, were approved at the 2022 Annual General Meeting held on June 8,<br>2023 and were paid on June 28, 2023 (A shares) and July 28, 2023 (H shares).
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(c)	Interim dividends attributable to owners of the Company in respect of 2022 of RMB 0.20258 yuan (inclusive<br>of applicable tax) per share, amounting to a total of RMB 37,076 million, were paid on September 20, 2022 (A shares) and October 28, 2022<br>(H shares).
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(d)	Final dividends attributable to owners of the<br>Company in respect of 2021 of RMB 0.09622 yuan (inclusive of applicable tax) per share, amounting to a total of RMB 17,610 million, were<br>approved at the 2021 Annual General Meeting held on June 9, 2022 and were paid on June 28, 2022 (A shares) and July 29, 2022 (H<br>shares).
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(vi) Accounts Receivable

****	June 30, 2023	December 31, 2022
****	RMB million	RMB million
Accounts receivable	83,900	74,917
Less: Provision for impairment of accounts receivable	(2,539)	(2,889)
	81,361	72,028

The aging analysis of accounts receivable (net of impairment of accounts receivable) based on the date of revenue recognition, as at June 30, 2023 and December 31, 2022 is as follows:

	June 30, 2023	December 31, 2022
	RMB million	RMB million
Within 1 year	80,542	71,307
Between 1 and 2 years	481	266
Between 2 and 3 years	236	302
Over 3 years	102	153
	81,361	72,028

The Group offers its customers credit terms up to 180 days.

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(vii) Accounts Payable and Accrued Liabilities

****	June 30, 2023	December 31, 2022
****	RMB million	RMB million
Trade payables	154,143	172,546
Salaries and welfare payable	18,339	9,385
Dividends payable	8,276	581
Notes payable	17,995	15,630
Construction fee and equipment cost payables	100,366	116,571
Others ^(^^a)^	94,005	57,656
	393,124	372,369

(a) Others consist primarily of deposit, earnest money, caution money and insurance payables, etc.

The aging analysis of trade payables as at June 30, 2023 and December 31, 2022 is as follows:

	June 30, 2023	December 31, 2022
	RMB million	RMB million
Within 1 year	144,583	162,431
Between 1 and 2 years	1,830	2,682
Between 2 and 3 years	1,209	1,072
Over 3 years	6,521	6,361
	154,143	172,546

| - 38 - |

| --- |

(viii) Segment Information

The Group is principally engaged in a broad range of petroleum related products, services and activities. The Group's operating segments comprise: Oil, Gas and New Energy, Refining, Chemicals and New Materials, Marketing, Natural Gas Sales and Head Office and Other.

The segment information for the operating segments for the six months ended June 30, 2023 and 2022 are as follows:

Six months ended<br><br> <br>June 30,2023	Oil, Gas and New Energy	Refining, Chemicals and New Materials	Marketing	Natural Gas Sales	Head Office and  Other	Total
	RMB million	RMB million	RMB million	RMB million	RMB million	RMB<br><br> <br>million
Revenue	424,782	575,005	1,225,310	276,341	1,256	2,502,694
Less: intersegment sales	(355,390)	(418,608)	(235,988)	(12,676)	(161)	(1,022,823)
Revenue from external customers	69,392	156,397	989,322	263,665	1,095	1,479,871
Depreciation, depletion and amortisation	(86,939)	(14,096)	(8,703)	(2,460)	(819)	(113,017)
Profit / (loss) from operations	85,515	18,350	10,945	14,120	(8,313)	120,617
Six months ended<br><br> <br>June 30,2022	Oil, Gas and New Energy	Refining, Chemicals and New Materials	Marketing	Natural Gas Sales	Head Office and  Other	Total
---	---	---	---	---	---	---
	RMB million	RMB million	RMB million	RMB million	RMB million	RMB<br><br> <br>million
Revenue	447,350	583,852	1,358,004	252,942	1,252	2,643,400
Less: intersegment sales	(373,035)	(406,955)	(238,399)	(10,260)	(130)	(1,028,779)
Revenue from external customers	74,315	176,897	1,119,605	242,682	1,122	1,614,621
Depreciation, depletion and amortisation	(79,045)	(12,021)	(8,666)	(2,280)	(851)	(102,863)
Profit / (loss) from operations	82,455	24,061	8,522	13,649	(9,672)	119,015

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| - 39 - |

| --- |

5.3.2 Financial statementsprepared in accordance with CAS

(1) Consolidated and Company Balance Sheets

Unit: RMB million

****	June 30, 2023	December 31, 2022	June 30, 2023	December 31, 2022
ASSETS	The Group	The Group	The Company	The Company
Current assets
Cash at bank and on hand	262,554	225,049	88,017	72,308
Financial assets at fair value through profit or loss	5,815	3,876	-	-
Derivative financial assets	15,007	21,133	108	192
Accounts receivable	81,361	72,028	17,691	17,969
Receivables financing	8,815	4,376	8,584	4,164
Advances to suppliers	24,237	13,920	14,436	9,365
Other receivables	39,166	45,849	13,406	9,410
Inventories	168,162	167,751	107,551	109,354
Other current assets	55,306	59,885	41,241	45,204
Total current assets	660,423	613,867	291,034	267,966
Non-current assets
Investments in other equity instruments	883	950	215	333
Long-term equity investments	279,101	269,671	480,851	471,795
Fixed assets	456,463	463,027	305,533	307,660
Oil and gas properties	815,212	832,610	620,218	628,338
Construction in progress	199,049	196,876	119,582	123,486
Right-of-use assets	128,606	132,735	55,881	58,000
Intangible assets	92,999	92,960	69,871	70,193
Goodwill	7,561	7,317	69	52
Long-term prepaid expenses	12,563	10,388	9,589	7,384
Deferred tax assets	17,561	16,293	-	-
Other non-current assets	49,120	33,651	17,492	11,701
Total non-current assets	2,059,118	2,056,478	1,679,301	1,678,942
TOTAL ASSETS	2,719,541	2,670,345	1,970,335	1,946,908

| - 40 - |

| --- |

Unit: RMB million

****	June 30, 2023	December 31, 2022	June 30, 2023	December 31, 2022
LIABILITIES AND SHAREHOLDERS' EQUITY	The Group	The Group	The Company	The Company
Current liabilities
Short-term borrowings	50,543	38,375	18,712	17,255
Financial liabilities at fair value through profit or loss	4,258	1,698	-	-
Derivative financial liabilities	7,822	11,146	55	-
Notes payable	17,995	15,630	17,725	15,213
Accounts payable	254,509	289,117	94,602	121,220
Contracts liabilities	75,614	77,337	57,023	55,861
Employee compensation payable	18,339	9,385	15,130	6,817
Taxes payable	46,063	53,514	27,012	34,512
Other payables	90,612	41,542	153,227	99,302
Current portion of non-current liabilities	119,138	70,561	94,380	53,157
Other current liabilities	11,657	15,958	5,772	10,572
Total current liabilities	696,550	624,263	483,638	413,909
Non-current liabilities
Long-term borrowings	123,139	169,630	47,053	90,743
Debentures payable	17,101	52,848	13,500	49,380
Lease liabilities	115,813	118,200	43,479	44,700
Provisions	145,976	142,081	107,083	104,553
Deferred tax liabilities	24,752	21,313	1,909	328
Other non-current liabilities	7,910	7,594	3,992	4,302
Total non-current liabilities	434,691	511,666	217,016	294,006
Total liabilities	1,131,241	1,135,929	700,654	707,915
Shareholders' equity
Share capital	183,021	183,021	183,021	183,021
Capital surplus	122,885	123,612	122,993	123,486
Special reserve	10,470	8,490	6,252	4,620
Other comprehensive income	(18,074)	(19,062)	1,037	720
Surplus reserves	224,570	224,570	213,478	213,478
Undistributed profits	890,319	845,258	742,900	713,668
Equity attributable to equity holders of the Company	1,413,191	1,365,889	1,269,681	1,238,993
Non-controlling interests	175,109	168,527	-	-
Total shareholders' equity	1,588,300	1,534,416	1,269,681	1,238,993
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	2,719,541	2,670,345	1,970,335	1,946,908

| - 41 - |

| --- |

(2) Consolidated and Company Income Statements

Unit: RMB million

****	For the six months ended June 30, 2023	For the six months ended June 30, 2022	For the six months ended June 30, 2023	For the six months ended June 30, 2022
Items	The Group	The Group	The Company	The Company
Operating income	1,479,871	1,614,621	886,681	831,767
Less: Cost of sales	(1,164,467)	(1,263,447)	(684,195)	(617,333)
Taxes and surcharges	(129,856)	(140,600)	(98,667)	(106,595)
Selling expenses	(32,001)	(32,772)	(22,148)	(22,545)
General and administrative expenses	(26,121)	(24,344)	(16,014)	(14,747)
Research and development expenses	(9,651)	(9,142)	(8,127)	(7,674)
Finance expenses	(9,188)	(9,184)	(6,672)	(6,694)
Including: Interest expenses	(12,184)	(9,644)	(7,500)	(7,181)
Interest income	3,597	1,375	860	470
Add: Other income	8,371	6,406	7,883	6,154
Investment income	6,696	(4,380)	21,692	23,184
Including: Income from investment in associates and joint ventures	9,667	8,104	6,726	6,107
Gains/(Losses) from changes in fair value	1,659	(8,432)	(37)	-
Credit impairment reversal/(losses)	413	(503)	(28)	(45)
Asset impairment losses	(1,461)	(567)	(6)	(25)
Gains on asset disposal	148	349	123	257
Operating profit	124,413	128,005	80,485	85,704
Add: Non-operating income	1,052	1,061	679	902
Less: Non-operating expenses	(3,712)	(10,734)	(3,424)	(8,382)
Profit before taxation	121,753	118,332	77,740	78,224
Less: Taxation	(27,170)	(27,382)	(8,290)	(9,426)
Net profit	94,583	90,950	69,450	68,798
Classified by continuity of operations:
Net profit from continuous operation	94,583	90,950	69,450	68,798
Net profit from discontinued operation	-	-	-	-
Classified by ownership:
Shareholders of the Company	85,276	81,624	69,450	68,798
Non-controlling interests	9,307	9,326	-	-
Other comprehensive income, net of tax	4,026	11,806	317	148
Other comprehensive income (net of tax) attributable to equity holders of the Company	1,109	8,687	317	148
(1) Item that will not be reclassified to profit or loss:
Changes in fair value of investments in other equity instruments	56	(89)	(82)	(23)
(2) Items that may be reclassified to profit or loss:
Other comprehensive income recognized under equity method	379	223	461	171
Cash flow hedges	(2,738)	6,639	(62)	-
Translation differences arising from translation of foreign currency financial statements	3,412	1,914	-	-
Other comprehensive income (net of tax) attributable to non-controlling interests	2,917	3,119	-	-
Total comprehensive income	98,609	102,756	69,767	68,946
Attributable to:
Equity holders of the Company	86,385	90,311	69,767	68,946
Non-controlling interests	12,224	12,445	-	-
Earnings per share
Basic earnings per share (RMB Yuan)	0.47	0.45	0.38	0.38
Diluted earnings per share (RMB Yuan)	0.47	0.45	0.38	0.38

| - 42 - |

| --- |

6 Repurchase, Sale or Redemption of Securities

The Company and its subsidiaries did not repurchase, sell or redeem any listed securities of the Company during the six months ended June 30, 2023.

7 Disclosure of Other Information

Save as disclosed above, there have been no material changes in the information disclosed in the annual report of the Group for the year ended December 31, 2022 in respect of matters required to be disclosed under paragraph 46(3) of Appendix 16 to the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (the "Hong Kong Listing Rules").

8 Compliance with the Model Code for Securities Transactions by Directors of Listed Issuers

The Company has adopted the provisions in relation to dealing in shares of the Company by Directors as set out in the Model Code for Securities Transactions by Directors of Listed Issuers contained in Appendix 10 to the Hong Kong Listing Rules (the "Model Code"). Upon specific enquiries made to each Director and Supervisor, each Director and Supervisor has confirmed to the Company that each of them had complied with the requirements set out in the Model Code during the reporting period.

9 Compliance with the Corporate Governance Code

For the six months ended June 30, 2023, the Company has complied with all the code provisions of part Two of the Corporate Governance Code set out in Appendix 14 to the Hong Kong Listing Rules.

10 Audit Committee

The audit committee of the Company comprises Ms. Hung Lo Shan Lusan, Mr. Duan Liangwei and Mr. Jiang, Simon X. The main responsibilities of the audit committee are to review and monitor the financial reporting system and internal control procedures of the Group and provide opinions to the Board.

The audit committee of the Company has reviewed and confirmed the interim results for the six months ended June 30, 2023.

| - 43 - |

| --- |

By Order of the Board of Directors

PetroChina Company Limited

Dai Houliang

Chairman

Beijing, the PRC

August 30, 2023

As at the date of thisannouncement, the Board comprises Mr. Dai Houliang as Chairman; Mr. Hou Qijun as Vice Chairman and non-executive Director; Mr. Duan Liangweiand Mr. Xie Jun as non-executive Directors; Mr. Huang Yongzhang and Mr. Ren Lixin as executive Directors; and Mr. Cai Jinyong, Mr. Jiang,Simon X., Mr. Zhang Laibin, Ms. Hung Lo Shan Lusan and Mr. Ho Kevin King Lun as independent non-executive Directors.

Thisannouncement contains certain forward-looking statements with respect to the financial position, operational results and business of theGroup. These forward-looking statements are, by their nature, subject to significant risks and uncertainties because they relate to eventsand depend on circumstances that may occur in the future and are beyond our control. The forward-looking statements reflect the Group'scurrent views with respect to future events and are not a guarantee of future performance. Actual results may differ from informationcontained in the forward-looking statements.

This announcement is preparedin English and Chinese. In the event of any inconsistency between the two versions, the Chinese version shall prevail.

• 44 -

H**ongKong Exchange andClearingLimitedand The StockExchange of HongKong Limitedtake no responsibilityfor thecontentsof thisannouncement,make no representationas to itsaccuracyor completenessand expresslydisclaimany liabilitywhatsoeverfor any losshowsoeverarisingfrom or inrelianceupon the wholeor any of the contentsof this announcement.

P****ETROCHINACOMPANY LIMITED

*(*ajoint stocklimited company incorporatedin the People’sRepublic of Chinawith limited liability)

(StockCode: 857)

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RENEWAL OF CONTINUINGCONNECTED TRANSACTIONSWITH CNPC AND CNPC FINANCE IN RESPECTOF 2024 TO 2026

RENEWAL OF CONTINUING CONNECTED TRANSACTIONS WITH CNPC IN RESPECT OF 2024 TO 2026<br><br> <br><br><br> <br>Reference<br> is made to the announcement<br> (the “Announcement”) of the Company<br> dated<br> 27 August 2020 in respect<br> of, among other things, the renewal<br> of the continuing connected<br> transactions<br> with CNPC/Jointly-held<br> Entities. At the<br> extraordinary<br> general<br> meeting of the Company<br> held on 5 November 2020, the Independent<br> Shareholders<br> approved<br> the continuing connected<br> transactions<br> with CNPC/Jointly-held<br> Entities and the annual<br> caps for the three<br> years<br> ending 31 December<br> 2023.<br><br> <br><br><br> <br>The Board<br> hereby<br> announces<br> that the Company and CNPC entered<br> into (1) the<br> New Comprehensive<br> Agreement<br> and (2)<br> a confirmation<br> letter<br> to the Land<br> Use Rights Leasing<br> Contract<br> and the<br> 2017 Buildings<br> Leasing<br> Contract<br> on 30 August 2023 to continue<br> the Continuing<br> Connected<br> Transactions<br> with CNPC after<br> 31 December<br> 2023. The<br> Company<br> will continue<br> to comply<br> with the provisions<br> of Chapter<br> 14A of the<br> HKEx Listing<br> Rules<br> in relation<br> to the Continuing<br> Connected<br> Transactions<br> with CNPC<br> including<br> the reporting,<br> announcement,<br> annual<br> review<br> and independent<br> shareholders’<br> approval<br> requirements,<br> if applicable.<br><br> <br><br><br> <br>CNPC is a controlling<br>shareholder<br>of the Company. By<br>virtue of the above,<br>CNPC is a connected<br>person of the Company under<br>the HKEx Listing<br>Rules. Transactions<br>between<br>the Company and<br>CNPC constitute<br>connected<br>transactions<br>of the Company under the HKEx<br>Listing Rules.<br>Jointly-held<br>Entities<br>are companies<br>(not including CNPC Finance) in which the Company<br>and CNPC jointly<br>hold shares while CNPC<br>and/or its subsidiaries<br>(individually<br>or together) is/are<br>entitled<br>to exercise,<br>or control the exercise<br>of, 10% or more of the voting power<br>of these companies<br>at any general meeting of such companies, and therefore,<br>Jointly-held<br>Entities are connected<br>persons of the Company and<br>transactions<br>between the Group<br>and Jointly-held<br>Entities constitute<br>connected transactions<br>of the Company under the HKEx<br>Listing Rules. The terms<br>and the proposed<br>annual caps<br>in respect<br>of the Non-Exempt<br>Continuing Connected Transactions<br>with CNPC are<br>subject to approval<br>by the Independent<br>Shareholders<br>under the HKEx<br>Listing<br>Rules. In view of the interests<br>of CNPC, CNPC and its<br>associates will abstain<br>from voting in relation<br>to the resolution<br>approving the terms<br>and the proposed<br>annual caps<br>in respect<br>of the Non-Exempt<br>Continuing Connected Transactions<br>with CNPC.

| 1 |

| --- | | An Independent Board<br>Committee has<br>been formed to advise<br>the Independent<br>Shareholders<br>in connection<br>with the terms and the proposed<br>annual caps<br>in respect of the Non-Exempt<br>Continuing Connected<br>Transactions<br>with CNPC, and the Independent<br>Financial Advisor has<br>been<br>appointed<br>to advise the Independent<br>Board Committee<br>and the Independent<br>Shareholders<br>on the same.<br><br> <br><br><br> <br>RENEWAL OF CONTINUING CONNECTED TRANSACTIONS WITH CNPC FINANCE IN RESPECT OF 2024 TO 2026<br><br> <br><br><br> <br>Reference is made to the Announcement<br> in respect of, among other things, the provision of financial services by CNPC Finance to the Group pursuant to the Comprehensive Agreement<br> from 2021 to 2023. Pursuant to the rules of Shanghai Stock Exchange, the Company should enter into a financial services agreement with<br> its connected person in relation to connected transactions involving finance companies and disclose and submit as a separate resolution<br> to the Board meeting or the general meeting of the Company for their review.<br><br> <br><br><br> <br>The Board hereby announces that the Company<br> and CNPC Finance entered into the Financial Services Agreement on 30 August 2023. The Company will continue to comply with the provisions<br> of Chapter 14A of the HKEx Listing Rules in relation to the Continuing Connected Transactions with CNPC Finance including the reporting,<br> announcement,<br> annual<br> review<br> and independent<br> shareholders’<br> approval<br> requirements,<br> if applicable.<br><br> <br><br><br> <br>CNPC Finance is a subsidiary of the Company’s<br> controlling shareholder, CNPC. By virtue of the above, CNPC Finance is a connected person of the Company under the HKEx Listing Rules.<br> Transactions contemplated under the Financial Services Agreement constitute<br> connected<br> transactions<br> of the Company under the HKEx<br> Listing Rules.<br> The terms and the proposed<br> annual caps<br> in respect<br> of the Non-Exempt<br> Continuing Connected Transactions<br> with CNPC Finance are<br> subject to approval<br> by the Independent<br> Shareholders<br> under the HKEx<br> Listing<br> Rules. In view of the interests<br> of CNPC, CNPC and its<br> associates will abstain<br> from voting in relation<br> to the resolution<br> approving the terms<br> and the proposed<br> annual caps<br> in respect<br> of the Non-Exempt<br> Continuing Connected Transactions<br> with CNPC Finance. In addition, as the highest applicable percentage ratio in relation to the aggregate of the maximum daily amount of<br> deposits made by the Group with CNPC Finance and the total amount of interest received in respect of these deposits exceeds 5% (when aggregating<br> with the maximum daily amount of deposits made by the Group with CNPC (excluding CNPC Finance) and the total amount of interest received<br> in respect of those deposits), the deposit services to be provided by CNPC Finance to the Group constitute disclosable transactions under<br> Chapter 14 of the HKEx Listing Rules.<br><br> <br><br><br> <br>An Independent Board<br> Committee has<br> been formed to advise<br> the Independent<br> Shareholders<br> in connection<br> with the terms and the proposed<br> annual caps<br> in respect of the Non-Exempt<br> Continuing Connected<br> Transactions<br> with CNPC Finance, and the Independent<br> Financial Advisor has<br> been<br> appointed<br> to advise the Independent<br> Board Committee<br> and the Independent<br> Shareholders<br> on the same.<br><br> <br><br><br> <br>GENERAL<br><br> <br><br><br> <br>A circular<br> containing,<br> amongst other things,<br> further<br> information on the terms of the Non-Exempt<br> Continuing Connected Transactions,<br> a letter from the Independent<br> Board Committee,<br> an opinion of the Independent<br> Financial<br> Advisor, together<br> with a notice to convene<br> the Extraordinary<br> General<br> Meeting to approve<br> the terms of the Non-Exempt Continuing Connected<br> Transactions<br> and their proposed<br> annual<br> caps, is expected<br> to be despatched<br> to the Shareholders<br> on or before 20 September 2023. | | --- |

| 2 |

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1.1	Background
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Reference is made to the Announcement in respect of, among other things, the renewal of the continuing connected transactions with CNPC/Jointly-held Entities. At the extraordinary general meeting of the Company held on 5 November 2020, the Independent Shareholders approved the continuing connected transactions with CNPC/Jointly-held Entities and the annual caps for the three years ending 31 December 2023.

In addition to the Comprehensive Agreement, the Company and CNPC also entered into the Trademark Licensing Contract, the Patent and Know-how Licensing Contract and the Computer Software Licensing Contract, pursuant to which, CNPC has granted the Company the exclusive right to use certain trademarks, patents, know-how and computer software of CNPC at no cost. Furthermore, the Company also entered into the Contract for the Transfer of Rights under Production Sharing Contracts with CNPC, pursuant to which, CNPC transferred to the Company relevant rights and obligations under production sharing contracts entered into with a number of international oil and natural gas companies, except for the rights and obligations relating to CNPC’s supervisory functions. As each of the applicable percentage ratios in respect of the Trademark Licensing Contract, the Patent and Know-how Licensing Contract, the Computer Software Licensing Contract and the Contract for the Transfer of Rights under Production Sharing Contracts is less than 0.1%, the above transactions are exempted from the reporting, announcement and independent shareholders’ approval requirements under Chapter 14A of the HKEx Listing Rules. Please refer to the 2022 annual report of the Company published on 21 April 2023 for details. The Company also entered into the Land Use Rights Leasing Contract, the Supplemental Agreement to the Land Use Rights Leasing Contract and 2017 Buildings Leasing Contract, pursuant to which, CNPC has leased certain lands and buildings to the Group. Please refer to sections 1.3 and 1.4 for details.

The Board hereby announces that the Company and CNPC entered into (1) the New Comprehensive Agreement and (2) a confirmation letter to the Land Use Rights Leasing Contract and the 2017 Buildings Leasing Contract on 30 August 2023 to continue the Continuing Connected Transactions with CNPC after 31 December 2023. The Company will continue to comply with the provisions of Chapter 14A of the HKEx Listing Rules in relation to the Continuing Connected Transactions with CNPC including the reporting, announcement, annual review and independent shareholders’ approval requirements, if applicable.

| 3 |

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---	---
1.2.1	The New ComprehensiveAgreement
---	---

The Company and CNPC entered into the Comprehensive Agreement on 27 August 2020, which was effective from 1 January 2021 and valid for a term of three years, and will expire on 31 December 2023, for the provisions (1) by the Group to CNPC/Jointly-held Entities and (2) by CNPC/Jointly-held Entities to the Group, of a range of products and services which may be required and requested from time to time by either party and/or its subsidiaries and relevant units (including their respective subsidiaries, branches and other units). Therefore, on 30 August 2023, the Company and CNPC entered into the New Comprehensive Agreement which shall come into effect on 1 January 2024, the principal terms of which are as follows:

(1)	Productsand servicesto be provided by the Groupto CNPC/Jointly-heldEntities
(a)	Products<br>and services<br>including those relating to crude<br>oil, natural<br>gas, refined<br>oil products, chemical<br>products, supply of water,<br>supply of electricity,<br>supply of<br>gas, supply of heating,<br>quantifying<br>and measuring,<br>entrusted<br>operation<br>and management, material<br>supply and other relevant<br>or similar products and services<br>as may<br>be requested<br>by CNPC/Jointly-held<br>Entities for its own consumption,<br>use or sale from time to time;<br>and
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(b)	Financial<br>services provided<br>by the Group to Jointly-held<br>Entities, including entrustment<br>loans, guarantees<br>and other<br>financial<br>services.
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(2)	Productsand servicesto be provided by CNPC/Jointly-heldEntitiesto the Group
---	---

The products and services to be provided by CNPC/Jointly-held Entities to the Group are expected to be more numerous, both in terms of quantity and variety, than those to be provided by the Group to CNPC/Jointly-held Entities. They have been grouped together and categorized according to the following types of products and services:

(a)	Engineering<br>technology<br>services,<br>including but not limited to<br>exploration<br>technology service,<br>downhole operation<br>service, oilfield<br>construction<br>service,<br>refinery<br>construction<br>service, engineering<br>design service<br>and public engineering services;
(b)	Production<br>services, mainly<br>associated<br>with products and services<br>to be provided, arising from<br>the day-to-day<br>operations<br>of the Group, including but not limited<br>to crude oil,<br>natural<br>gas, refined<br>oil products, chemical<br>products, water<br>supply, electricity<br>supply, gas<br>supply, heat supply and<br>communication<br>services;
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(c)	Material<br>supply services,<br>mainly involving the agency<br>services<br>on the procurement of materials,<br>including but not limited<br>to purchase of materials,<br>quality<br>examination,<br>storage of materials<br>and delivery<br>of materials,<br>which by virtue of its<br>different nature,<br>are not covered<br>in the engineering<br>technology<br>services<br>and production<br>services referred<br>to above;
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(d)	Social<br>and living support<br>services,<br>including but not limited<br>to community security system<br>services, hospitals, cultural promotional services, staff<br>canteens,<br>training centers,<br>retirement management and re-employment services, etc.; and
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(e)	Financial<br>services,<br>including<br>loans and<br>other<br>financial<br>assistance,<br>deposits<br>services,<br>insurance, entrustment<br>loans,<br>settlement<br>services,<br>financial<br>leasing<br>services<br>and other<br>financial<br>services.
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| 4 |

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The New Comprehensive Agreement requires in general terms that:

(1)	the quality<br>of products and<br>services to be provided<br>should be satisfactory<br>to the recipient;
(2)	the price<br>at which such<br>products and services<br>are to be provided must<br>be fair and reasonable;<br>and
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(3)	the terms<br>and conditions<br>on which such products<br>and services<br>are to be provided should be no less favorable<br>than those offered<br>by independent<br>third parties.
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1.2.3	Pricing determination
---	---

Pricing principles for the Non-Exempt Continuing Connected Transactions with CNPC:

(1)	Products and services provided by the Group to CNPC/Jointly-held<br>Entities: pricing principles include government-prescribed pricing plus diversion cost (if any) and market-oriented pricing;
(2)	Engineering technology services provided by CNPC<br>to the Group: pricing principles include government-prescribed pricing, market-oriented pricing (which includes tender prices) and agreed<br>contractual price;
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(3)	Production services provided by CNPC to the Group:<br>pricing principles include government-prescribed pricing plus diversion cost (if any), market-oriented pricing, agreed contractual price<br>and the actual cost incurred; and
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(4)	Deposit service provided by CNPC to the Group: pricing<br>principles include government-prescribed pricing and market-oriented pricing.
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The New Comprehensive Agreement details specific pricing principles for the products and services to be provided pursuant to the New Comprehensive Agreement. The pricing determination of the New Comprehensive Agreement remains consistent with that of the Comprehensive Agreement. If, for any reason, the specific pricing principle for a particular product or service ceases to be applicable, whether due to a change in circumstances or otherwise, such product or service must then be provided in accordance with the following general pricing principles:

(1)	government-prescribed<br>price (this applies<br>to products and services<br>such as refined<br>oil products, natural<br>gas, water<br>supply, electricity<br>supply,<br>gas supply<br>and heat supply<br>(plus diversion costs in respect<br>of supply of water,<br>electricity,<br>gas and<br>heat)); or
(2)	where<br>there is no government-prescribed<br>price, then according<br>to the relevant market-oriented<br>prices (at<br>present,<br>this applies<br>to products and<br>services such<br>as engineering<br>design,<br>project monitoring<br>and management,<br>crude oil,<br>chemical<br>products, asset leasing,<br>repair of machinery,<br>transportation,<br>purchase of materials,<br>quantifying<br>and measuring and<br>entrusted operation<br>and management, etc.); or
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(3)	where<br>neither<br>(1) nor (2) is applicable,<br>then according<br>to:
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| --- | | (a) | the actual<br>cost incurred<br>(at present,<br>this applies<br>to book information and partial<br>filing storage,<br>maintenance<br>of roads); or | | --- | --- | | (b) | the agreed<br>contractual<br>price, being<br>the actual cost for the provision of such<br>product or service<br>plus an addition of not more than: | | --- | --- | | (i) | 15% of the<br>cost for certain<br>engineering<br>technology<br>services priced (at<br>present, this<br>applies<br>to products and services<br>such as geophysical<br>prospecting,<br>drilling, well<br>cementing,<br>logging,<br>mud logging,<br>well testing, oil testing and<br>oilfield construction)<br>provided that, such agreed<br>contractual price<br>shall not be higher<br>than the prices available<br>for the provision of such products<br>and services<br>in the international<br>market; and | | --- | --- | | (ii) | 3% of<br>the cost<br>for all<br>other<br>types<br>of products<br>and services<br>priced<br>(at present,<br>this applies<br>to products and<br>services<br>such as<br>downhole operations,<br>equipment<br>maintenance<br>and repair,<br>equipment<br>antiseptic<br>testing<br>and research,<br>technical<br>services,<br>communications,<br>firefighting,<br>quality<br>inspection,<br>storage<br>of materials,<br>delivery<br>of materials<br>and training<br>centers). | | --- | --- |

As a commitment to the investors, the Company has set caps of profit margin in light of the prevailing market circumstances as at the time of the Company’s listing, and the caps of profit margin have remained unchanged since then. Based on the past business performance and with reference to the margin of profit before tax of the similar business of more than two comparable companies in market, the Company is of the view that these caps are fair and reasonable and therefore are still in the interests of the Company and its Shareholders as a whole in the present circumstances.

In order to ensure the reasonableness and accuracy of the actual cost for the relevant products and services, the transaction parties under the Company and CNPC will generally negotiate the cost for the products and services to be provided in advance. The cost will be determined based on the number of consumed units and unit price. The number of consumed units will be determined by the parties according to the cost-efficient level or the average level of similar projects in history. The unit price will be determined by the parties with reference to the market-oriented price for cost. Meanwhile, the Company and CNPC have jointly set up a construction cost center comprised by experienced technical experts, which is responsible for the formulation of the cost standards for certain engineering technology services provided by CNPC according to the above-mentioned mechanism. After the provision of relevant products or services, the internal auditors of the Group will review the actual cost of these products or services prepared by CNPC with reference to the negotiation results prior to the transactions or the cost standards formulated by the construction cost center. The settlement and payment shall only be made after the review is approved by the internal auditors.

(4)	with regards to certain special products and services,<br>the following pricing principles are adopted:
(a)	for<br>public engineering<br>services<br>(means<br>engineering<br>service<br>in relation<br>to oil regions,<br>factory roads,<br>municipal<br>facilities,<br>civil<br>construction<br>and public<br>facilities),<br>in accordance<br>with the<br>set quotas<br>and pricing<br>standards<br>(the<br>quotas<br>specified<br>by the<br>People’s<br>Government<br>of respective<br>provinces,<br>autonomous<br>regions<br>or municipalities)<br>if the<br>same<br>have<br>been set<br>uniformly<br>by the<br>government;<br>and via public<br>tendering<br>if no such<br>quotas<br>and pricing<br>standards<br>have<br>been set;
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| --- | | (b) | for<br>security<br>system services,<br>the price<br>shall<br>not be more<br>than<br>the Company’s<br>actual<br>expense<br>incurred<br>on security<br>systems<br>in 1998. This pricing principles have been adopted since<br>the listing of the Company, and the Company considered this pricing principles can control the connected transaction amounts between the<br>Group and CNPC Finance; | | --- | --- | | (c) | for<br>hospitals and<br>cultural<br>promotional<br>services,<br>reasonably<br>proportioned<br>between<br>the Company<br>and CNPC<br>with reference<br>to CNPC’s<br>actual<br>expenses<br>incurred<br>on hospitals and<br>cultural<br>promotional<br>service<br>and the<br>share of<br>benefits<br>between the<br>Company<br>and CNPC<br>in 1998;<br>prices for subsequent periods shall not be more than the Company’s share of expenses as calculated in accordance with the aforementioned<br>formula in 1998, and shall decrease progressively; and | | --- | --- | | (d) | retirement<br>management<br>and re-employment<br>services,<br>reasonably<br>proportioned<br>between<br>CNPC and<br>the Group<br>with reference<br>to the cost<br>for such<br>services<br>and the<br>share of benefits<br>between<br>CNPC and<br>the Group and shall<br>decrease<br>progressively. | | --- | --- |

The definition of “government-prescribed price” refers to the price in respect of certain category of products or services determined by the laws, regulations, decisions, orders or policies, etc. enacted by governments of the relevant countries or regions (including but not limited to the central government, federal government, provincial government, state or coalition government or any organization responsible for domestic ruling and foreign affairs in respect to certain specified territory, irrespective of its name, organization or form) or other regulatory departments.

The “government-prescribed price” for different products and services is determined with reference to the following:

Type of<br><br> <br>p****roduct/service with “government-prescribed prices”

Basis for price determination

Refined oil products

According to the Notice of the National Development and Reform Commission on Further Improving the Pricing Mechanism of Refined Oil (Fa Gai Jia Ge [2016] No. 64) issued by the National Development and Reform Commission on 13 January 2016, the retail price and wholesale price of gasoline and diesel, as well as the supply price of gasoline and diesel to special users such as social wholesale enterprises, railway and transportation, etc., shall be government-guided prices; the supply price of gasoline and diesel to the national reserve and Xinjiang Production and Construction Corps shall be government-prescribed prices. The price of gasoline and diesel shall be adjusted every ten business days with reference to the changes in the international market price of crude oil. The National Development and Reform Commission publishes the maximum retail price in ton of standard gasoline and diesel, and the supply price of gasoline and diesel to the national reserve and Xinjiang Production and Construction Corps on its portal website. The provincial price authorities shall publish the highest wholesale prices and highest retail prices of gasoline and diesel standard products and non-standard products in their regions on the designated websites.

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| --- | | Natural gas | According to the Catalogue of Pricing by the Central Government (Order No.31 of the National Development and Reform Commission of the People’s Republic of China) issued by the National Development and Reform Commission on 13 March 2020 and effective on 1 May 2020, the station prices of offshore gas, shale gas, coal-bed gas, coal gas, liquefied natural gas, gas directly supplied to users, gas purchased and sold through gas storage facilities, gas publicly traded on the trading platform, and natural gas of imported pipelines put into operation after 2015, as well as natural gas in provinces with competitive conditions shall be formed on the market; and the station prices of natural gas of other domestic onshore pipelines and natural gas of imported pipelines put into operation before the end of 2014 shall be temporarily governed by the pricing mechanism currently in force, and be liberalized at appropriate time and formed on the market depending on the market-oriented reform progress of natural gas. According to a series of plans for natural gas price reform gradually released by the National Development and Reform Commission in recent years, the current pricing mechanism mainly involves implementing benchmark gate station price management. The natural gas supply and demand sides negotiate and determine specific gate station prices within a range of 20% upward and unlimited downward adjustments based on the benchmark gate station prices published by local governments. At the same time, the seasonal price policies will be carried out to encourage market-oriented trading. Natural gas production and operation enterprises and users are encouraged to actively enter and trade on natural gas trading platforms, and the prices of natural gas publicly traded through trading platforms such as Shanghai and Chongqing Petroleum and Gas Exchange will be formed by the market. | | --- | --- | | Refinery and chemical facilities construction (including construction and installation) | Prices shall<br> be determined by public invitation to bid according to the “The Bidding Law of the Peoples’ Republic of China”.<br><br> <br><br><br> <br>For the construction<br> phase, prices shall be determined by standards prescribed by the People’s Government of the respective province, autonomous region<br> and municipalities. For the installation phase, prices shall be determined by industrial standards. |

| 8 |

| --- | | Water supply | According to the Measures for the Administration of Urban Water Supply Prices issued by the National Development and Reform Commission and the Ministry of Housing and Urban-Rural Development on 3 August 2021 and effective on 1 October 2021, urban water supply prices are in principle set by the government, and the specific pricing power shall be implemented in accordance with the provisions of the pricing catalogue of local governments. | | --- | --- | | Electricity supply | In line with the Electricity Law issued by Standing Committee of the National People’s Congress (Order No. 23 of the President of the People’s Republic of China) on 28 December 1995 and amended respectively on 27 August 2009, 24 April 2015 and 29 December 2018, for the power purchase price of a power network spanning different provinces, autonomous regions, or municipalities, as well as in a provincial power network, a proposal shall be made through consultation by the enterprises engaged in power production and power network operation, and shall be examined and approved by the pricing administrative department of the State Council. The on-grid electricity price in an independent power network shall be negotiated and proposed by the power production enterprise and the power network operating enterprise and submitted to the pricing administrative department with management authority for approval. For the power produced by locally funded power production enterprises, if an independent power network within different regions of the province is formed or the power is generated for local use, the price shall be under the control of the People’s Government of the province, autonomous region or municipality. | | Gas supply | According to the Regulation on the Administration of Urban Gas (PRC State Council Order No.666) issued by the State Council on 19 October 2010 and amended on 6 February 2016, the pricing bureau of the People’s Government above the county level could prescribe and adjust the selling price for pipeline gas. | | Heat supply | Prices for the supply of heat are prescribed by the local governments. |

Save as disclosed above, the macro government-prescribed prices are updated in accordance with the development of national economy and policies to be issued from time to time. The prices prescribed by the People’s Government of the respective provinces, autonomous regions and municipalities are updated from time to time in accordance with the local actual situations from time to time. The Company has paid and will continue to pay close attention to the updates of government-prescribed prices and determine the prices for relevant products and services accordingly.

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The definition of “market-oriented price” refers to the price determined in accordance with the following order:

(1)	with reference<br>to the price charged,<br>by at least<br>two independent third<br>parties, in areas<br>where such<br>type of product<br>or service is provided<br>and on normal terms<br>in the area<br>where the product<br>or service<br>of comparable<br>scale is being<br>provided at<br>that time; or
(2)	with<br>reference<br>to the price charged,<br>by at least<br>two independent third<br>parties, in nearby<br>areas where such type of product<br>or service is provided<br>and on normal terms<br>in the area<br>or country adjacent<br>to the area where the product<br>or service of<br>comparable scale<br>is being provided<br>at that<br>time.
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According to the regulations for the management of bidding and tendering of the Company, in terms of the product or service of which the transaction amount reaches the particular standard prescribed in regulations, the Company shall obtain the above-mentioned market-oriented prices through tendering and the final suppliers of products or services are determined based on the price quotations and other factors including quality of products and services, specific needs of the transaction parties, technical advantages of the suppliers, performance capabilities of the suppliers, and qualification and relevant experience of the suppliers. The operating entities or the tendering center of the Company is responsible for the preparation of tendering requirement documents. A tendering committee comprised by both internal and external randomly picked experts will be established to conduct the tendering process for each project. If the terms offered by CNPC are considered to be comparable to or better than other bidders by the tendering committee after taking into consideration the above-mentioned factors, CNPC will be selected as the supplier. In terms of the product and service of which the transaction amount is lower than the particular standard prescribed in the regulations, the Company shall obtain the above-mentioned market-oriented prices by inviting suppliers to the competitive negotiations and the final suppliers of products or services are determined based on the price quotations and other factors including quality of products and services, specific needs of the transaction parties, technical advantages of the suppliers, performance capabilities of the suppliers, and qualification and relevant experience of the suppliers. If the terms offered by CNPC are considered to be comparable to or better than other suppliers by such department after taking into consideration the above-mentioned factors, CNPC will be selected as the supplier upon the final approval by the management team of the operating entity.

In addition, the New Comprehensive Agreement specifically stipulates that:

(1)	for the financial<br>services<br>provided by the Group:
(a)	the<br>pricing<br>of entrusted<br>loans<br>shall be<br>determined<br>based<br>on the<br>Loan Prime Rate and relevant fee charging standards<br>as promulgated<br>by the People’s<br>Bank<br>of China and with<br>reference<br>to market-oriented<br>price;
---	---
(b)	the guarantees shall be provided<br>at prices with reference to the market-oriented price of the same risk category; and
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(c)	the<br>pricing<br>of other<br>financial<br>services<br>shall be<br>determined<br>based<br>on the prices<br>prescribed<br>by government<br>authorities<br>including,<br>among<br>other<br>things, People’s<br>Bank of<br>China<br>and the fee<br>charging<br>standards<br>published<br>by the<br>above-mentioned relevant<br>regulatory<br>authorities<br>and with<br>reference<br>to the<br>market-oriented<br>price.
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| --- | | (2) | for the financial<br>services<br>provided by CNPC/Jointly-held<br>Entities: | | --- | --- | | (a) | the deposit<br>services shall<br>be provided<br>at prices<br>determined<br>in accordance with the relevant<br>interest<br>rate and fee<br>charging standards as promulgated<br>by the People’s<br>Bank of China.<br>Such prices<br>must also be no less favorable<br>to the Group than those offered<br>by other independent<br>third parties<br>unless otherwise provided by laws and regulations; | | --- | --- | | (b) | the loan services shall be provided at prices determined<br>after negotiation based on the Loan Prime Rate and market conditions. Such prices must also be no higher than the rate charged by major<br>commercial banks for same type of loans during the same period under the same conditions; | | --- | --- | | (c) | the guarantees shall be provided at prices with reference<br>to the market-oriented price of the same risk category; and | | --- | --- | | (d) | the<br>pricing<br>of other<br>financial<br>services<br>shall be<br>determined<br>based<br>on the prices<br>prescribed<br>by government<br>authorities<br>including,<br>among<br>other<br>things, People’s<br>Bank of<br>China<br>and the fee<br>charging<br>standards<br>published<br>by the<br>above-mentioned relevant<br>regulatory<br>authorities<br>and with<br>reference<br>to the<br>market-oriented<br>price. | | --- | --- |

For the financial leasing services provided by CNPC to the Group, payments due from the Company shall include rental payable, pre-leasing interest, pre-paid rents, etc. Rental payable, pre-leasing interest and pre-paid rents shall be calculated with reference to the lease principal and the leasing interest rate. Leasing interest rate shall be determined by reference to the Loan Prime Rate as promulgated by the National Interbank Funding Centre authorized by the People’s Bank of China. The standard of rental payable, pre-leasing interest (if any) and pre-paid rents (if any) shall be determined on terms no less favorable to the Group than those offered by other independent third parties.

1.2.4	Coordinationof annual demandof productsand services

Two months prior to the end of each financial year, both parties are required to prepare and submit to each other an annual plan detailing the estimated demand for products and services to be rendered in accordance with the New Comprehensive Agreement for the forthcoming financial year. Furthermore, one month prior to the end of each financial year, both parties are required to prepare and submit to each other a plan of provision of products and services to each other in accordance with the New Comprehensive Agreement.

1.2.5	Rights andobligations

The Group retains the right to choose to receive products and services, as contemplated under the New Comprehensive Agreement, from independent third parties where the terms and conditions such as price or quality of products or services offered by such independent third parties may be superior to those offered by CNPC.

In addition, the New Comprehensive Agreement does not require provision of products and services on an exclusive basis. Each party may provide products and services to other third parties, subject always to the obligation that each party must provide those products and services which may be required in accordance with the New Comprehensive Agreement and the annual plan then in force.

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---
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The New Comprehensive Agreement is valid for three years commencing from 1 January 2024. During the term of the New Comprehensive Agreement, termination of the individual product and service implementation agreements may be effected from time to time by the parties to the product and service implementation agreements providing at least 6 months’ written notice of termination in relation to any one or more categories of products or services. Further, in respect of any products or services contracted to be provided on or before the notice of termination, the notice of termination will not affect the completion of the provision of such products and services.

In the event that the Company is unable to find an alternative product or service provider (which shall be communicated by the Company to CNPC from time to time), then unless permitted by the Company in written consent, CNPC must continue to provide such products or services.

1.2.7	Comparisonbetweenthe New ComprehensiveAgreementand theComprehensiveAgreement

Main revised terms and conditions of the New Comprehensive Agreement in comparison with the Comprehensive Agreement are as follows:

(1)	the pricing basis for entrustment<br>loans and guarantee services provided by the Group to CNPC/ Jointly-held Entities has been updated;
(2)	the pricing basis for refinery<br>construction, loan and guarantee services provided by CNPC to the Group has been updated; and
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(3)	the financial services provided<br>by CNPC Finance to the Group have been excluded from the New Comprehensive Agreement and the Company and CNPC Finance have entered into<br>the Financial Services Agreement in relation to the financial services between the Group and CNPC Finance. Please refer to the section<br>2 of this announcement for details.
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1.2.8	Advicefrom the IndependentBoard Committeeand the IndependentFinancialAdvisor
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The Independent Board Committee will give their view on the terms and the proposed annual caps in respect of the Non-Exempt Continuing Connected Transactions with CNPC after considering the advice from the Independent Financial Advisor on the same, and their views will be given in the circular to be despatched to the Shareholders.

1.3	Land lease providedby CNPCto the Group

The Company entered into the Land Use Rights Leasing Contract with CNPC on 10 March 2000 under which CNPC has leased parcels of land in connection with and for the purpose of all aspects of the operations and business of the Group covering an aggregate area of approximately 1.145 billion square meters, located throughout the PRC, to the Company for a term of 50 years. The Board believes that a leasing term of 50 years is appropriate for the Land Use Rights Leasing Contract, since the Company is one of the largest petroleum companies in the PRC, which principally engages in the exploration, development, transmission, production and sales of crude oil and natural gas, and new energy business; the refining of crude oil and petroleum products; the production and sales of basic and derivative chemical products and

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| --- |

other chemical products, and new material business; the marketing and trading business of refined products and non-oil products; and the transportation and sales of natural gas, and the relevant land leases are of material significance of the Group’s business. The long stability of a 50-year tenure may avoid the unnecessary disruption of the Group’s operations and such tenure conforms with normal business practices in the PRC property market. The total fee payable for the lease of all such property may, after the expiration of 10 years from the date of the Land Use Rights Leasing Contract, be adjusted to reflect market conditions prevalent at such time of adjustment, including current market prices, inflation or deflation, as appropriate, and such other pertinent factors as may be considered in negotiating and agreeing to any such adjustment by agreement between the Company and CNPC.

Having regard to the operational need of the Group and changes in the land markets in the recent years, the Company entered into a supplemental agreement to the Land Use Rights Leasing Contract with CNPC on 25 August 2011, pursuant to which the parties reconfirmed the area of the leased land parcels, and the Company agreed to rent from CNPC parcels of land situated at 16 different provinces/municipalities with an area of approximately 1.783 billion square meters. Further, the parties agreed to adjust the total rental payable in accordance with the reconfirmed area of leased land parcels and the prevailing situation of the land market, and the adjusted annual rental fee (exclusive of tax and government charges) of the rented parcels of land shall be not more than RMB3,892 million. The expiry date of the Supplemental Agreement to the Land Use Rights Leasing Contract would be the same as the original Land Use Rights Leasing Contract. The Supplemental Agreement to the Land Use Rights Leasing Contract took effect from 1 January 2012 upon the approval of the Board. The Company and CNPC may negotiate to revise the leased area and rental payable every three years according to the production situation and the market situation of the Group.

Having regard to the actual operational demand of the Group and changes in the land market in recent years, the Company and CNPC issued a confirmation letter to the Land Use Rights Leasing Contract on 27 August 2020, which further adjusted the area for the leased land parcels and the rental payable. The Company agreed to rent from CNPC parcels of land with an aggregate area of approximately 1.142 billion square meters with annual rental payable (exclusive of tax and government charges) adjusted to approximately RMB5,673.17 million in accordance with the reconfirmed area of leased land parcels and the current situation of the land market. The annual rental payable (exclusive of tax and government charges) per square meter shall be approximately RMB4.97. The Land Use Rights Leasing Contract and the Supplemental Agreement to the Land Use Rights Leasing Contract shall remain unchanged, apart from the leased area and the rental payable. The confirmation letter shall become effective from 1 January 2021.

Having regard to the actual operational demand of the Group and changes in the land market in recent years, the Company and CNPC issued a confirmation letter to the Land Use Rights Leasing Contract on 30 August 2023, which further adjusted the area for the leased land parcels and the rental payable. The Company agreed to rent from CNPC parcels of land with an aggregate area of approximately 1.134 billion square meters with annual rental payable (exclusive of tax and government charges) adjusted to approximately RMB5,724.32 million in accordance with the reconfirmed area of leased land parcels and the current situation of the land market. The annual rental payable (exclusive of tax and government charges) per square meter shall be approximately RMB5.04, representing an increase of approximately RMB0.07 as compared to the annual rental payable (exclusive of tax and government charges) per square meter under the confirmation letter dated 27 August 2020 as stated

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| --- |

above. The Land Use Rights Leasing Contract and the Supplemental Agreement to the Land Use Rights Leasing Contract shall remain unchanged, apart from the leased area and the rental payable. The confirmation letter shall become effective from 1 January 2024.

      Beijing    Huayuan    Longtai    Real     Estate     and     Land     Assets    Valuation    Co.,     Ltd.
      \(                          \), an independent valuer, has reviewed the confirmation letter  and
      has confirmed that the adjusted rentals payable by  the Company to  CNPC are  fair and reasonable and such
      rents are not higher than the market level. The date of valuation is 30 June 2023.

      As  the independent financial advisor opined in  their letter when they  were engaged for advising on  the
      renewal of continuing connected transaction in August 2011, a lease term of  50 years is essential to  the
      long-term development  of  the  Group  and  is  in  line  with  normal business practices. Therefore,  the
      Directors \(including independent non-executive Directors\) still consider that a lease term of  50 years is
      in line with normal business practices.

1.4 Buildings lease provided by CNPC to the Group

      On  24  August 2017,  the Company entered into  a  2017 Buildings Leasing Contract with  CNPC, pursuant to
      which \(1\)  the Company and CNPC have agreed that the 2017 Buildings Leasing Contract became effective from
      1 January 2018; \(2\) the Company agreed to lease from CNPC buildings with  an aggregate gross floor area of
      approximately 1,153,000 square meters and  the annual rents shall be  paid  by  the Company based  on  the
      actual situations and business development demand, but  the  annual rental payable shall  not  exceed  the
      amount of RMB730.00 million. The Company and CNPC agreed that they may adjust the area  of building leased
      and  the rental payable every three years  as appropriate according to  the status  of  the production and
      operations of  the Group and the prevailing market price, but the adjusted rental payable shall not exceed
      the comparable fair  market  price. The  2017 Buildings Leasing Contract became effective from  1  January
      2018 for a term of 20 years.

      The Company and  CNPC issued  a confirmation letter to  the  2017 Buildings Leasing Contract on  27 August
      2020, which further adjusted the  gross floor area  for  the buildings leased and  the rental payable. The
      Company agreed to  rent from CNPC buildings with an aggregate gross floor area  of approximately 1,287,500
      square  meters  with  annual  rental  payable  \(exclusive  of  tax  and  government charges\)  adjusted  to
      approximately RMB713.00 million in accordance with the reconfirmed gross floor area leased and the current
      situation of  the market. The annual rental payable \(exclusive of  tax  and government charges\) per square
      meter shall  be approximately RMB553.79. The  2017 Buildings Leasing Contract shall remain unchanged apart
      from the gross floor area leased and  the rental payable. The confirmation letter became effective from  1
      January 2021.

      The Company and  CNPC issued  a confirmation letter to  the  2017 Buildings Leasing Contract on  30 August
      2023, which further adjusted the  gross floor area  for  the buildings leased and  the rental payable. The
      Company agreed to  rent from CNPC buildings with an aggregate gross floor area  of approximately 1,613,100
      square  meters  with  annual  rental  payable  \(exclusive  of  tax  and  government charges\)  adjusted  to
      approximately RMB892.68 million in accordance with the reconfirmed gross floor area leased and the current
      situation of  the market. The annual rental payable \(exclusive of  tax  and government charges\) per square
      meter shall  be approximately RMB553.39, representing a  decrease of approximately RMB0.40  as compared to
      the  annual  rental  payable \(exclusive  of  tax  and  government

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| --- |

charges) per square meter under the confirmation letter dated 27 August 2020 as stated above. The 2017 Buildings Leasing Contract shall remain unchanged apart from the gross floor area leased and the rental payable. The confirmation letter shall become effective from 1 January 2024.

      Beijing    Huayuan    Longtai    Real     Estate     and     Land     Assets    Valuation    Co.,     Ltd.
      \(         \), an independent valuer, has reviewed the confirmation letter  and
      has confirmed that the adjusted rentals payable by  the Company to  CNPC are  fair and reasonable and such
      rentals are  not higher than the market level, and  the term  of  20  years  is  in  line with  the normal
      business practices. The date of valuation is 30 June 2023.

      The  Board considered that  a  leasing term  of  20  years  for  the  2017 Buildings Leasing Contract  was
      reasonable. The reason is that the Company is  one  of  the largest petroleum companies in  the PRC, which
      principally engages in  the exploration, development, transmission, production and sales of crude oil  and
      natural gas,  and  new energy business; the refining of  crude oil  and petroleum products; the production
      and  sales  of  basic  and derivative chemical products  and  other chemical products,  and  new  material
      business;  the  marketing  and  trading  business  of  refined  products  and  non-oil  products; and  the
      transportation and sales of natural gas, and  the relevant building leases are  of material significant of
      the Group's business. A long lease term of  20 years can avoid unnecessary suspension of the business. The
      Directors \(including independent non-executive Directors\) consider that  a  lease term of  20 years is  in
      line with normal business practices.

1.5 Historical amounts, historical annual caps, proposed annual caps and rationale

      The  Board  has considered and  proposed that  the following proposed maximum values  in  respect  of  the
      Continuing Connected Transactions with  CNPC  which  will  serve  as  the  annual  caps  of  the  relevant
      transactions below for the period from 1 January 2024 to 31 December 2026:

      Transaction        Historical amount    Historical annual  Proposed     annual  Basis  of determination  of
      categories                              caps               caps  for  2024  to  the proposed annual caps
                                                                 2026

      \(1\) Products and services to be provided by the Group to CNPC/Jointly-held Entities

      \(a\) Products  and  For  the  two years                     For the three years  The  proposed  annual  caps
      services           ended  31  December  For   the   three  ending  31 December  for    the   products   and
                         2022  and  the  six  years  ending  31  2026,     RMB95,900  services to  be provided by
                         months   ended   30  December    2023,  million, RMB102,900  the        Group         to
                         June          2023,  RMB150,000         million         and  CNPC/Jointly-held  Entities
                         approximately        million,           RMB104,100 million,  have  been determined  with
                         RMB69,226  million,  RMB147,200         respectively.        reference to the historical
                         RMB82,541   million  million       and                       transactions            and
                         and       RMB27,371  RMB144,600                              transaction   amounts    in
                         million,             million,                                providing   products    and
                         respectively.        respectively.                           services by  the  Group  to
                                                                                      CNPC/Jointly-held Entities;
                                                                                      the    estimated   business
                                                                                      development of  the  Group;
                                                                                      the    estimated   business
                                                                                      development  of  CNPC;  the
                                                                                      potential  fluctuations  in
                                                                                      the prices  of  crude  oil,
                                                                                      petrochemical     products,
                                                                                      natural gas  and  other oil
                                                                                      products and  services both

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| --- | | in<br> the international market and in the domestic market; and quantities of crude oil and natural gas reserves required (by CNPC as decreed<br> by the government).<br><br> <br><br><br> <br>The<br> Group is of the view that the proposed adjustment in annual caps is in line with the estimated development of the business of the Group<br> and CNPC and is determined based on principles of fairness and reasonableness.<br><br> <br><br><br> <br>The<br> difference between the 2021 and 2022 annual caps and the historical amount incurred in 2021 and 2022 and the difference between the proposed<br> annual caps and the historical amount incurred in 2021 and 2022 are mainly because both the Company and CNPC are large enterprises, with<br> a large scale and transaction volumes. Since the annual caps for the continuing connected transactions are for three years, it is difficult<br> for the Company to anticipate all the possible contingencies accurately during the period. As such, the Company makes sufficient estimations<br> taking into consideration commercially feasible plans when applying for the proposed annual caps. Main details are as follows: (1) international<br> trade accounts for a large proportion of this category of connected transactions, and its uncertainty is much greater than other businesses;<br> (2) considering that the Group and CNPC and most of their respective subsidiaries are located in the same region, the Group wishes to<br> supply more products and services to CNPC in order to save logistic costs and improve efficiency. However, as markets and needs from CNPC<br> may change and there is competition from | | --- |

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| --- | | | | | | independent third parties on market, products and services actually provided by the Group to CNPC may be less than anticipated. The Group has lowered the proposed annual caps based on the actual conditions, expected changes of the markets in the future and the needs from CNPC. | | --- | --- | --- | --- | --- | | (b) Financial services | For the two years ended 31 December 2022, the Group did not provide any financial services to the Jointly-held Entities; and for the six months ended 30 June 2023, approximately RMB61 million. | For the three years ending 31 December 2023, RMB22,000 million, RMB22,000 million and RMB22,000 million, respectively. | For the three years ending 31 December 2026, RMB28,100 million, RMB29,500 million and RMB29,400 million, respectively. | The<br> proposed annual caps for the financial services, including entrustment loans, guarantees and other financial services, to be provided<br> by the Group to the Jointly-held Entities have been determined with reference to the business development and financing needs of the Jointly-held<br> Entities, and the acquisition opportunities which may arise from time to time in the international market. The Group is of the view that<br> the provision of financial services to the Jointly-held Entities will enable them to have sufficient funding for future business development<br> and acquisition.<br><br> <br><br><br> <br>The<br> difference between the 2021 and 2022 annual caps and the historical amount incurred in 2021 and 2022 and the difference between the proposed<br> annual caps and the historical amount incurred in 2021 and 2022 are mainly because the Group plans to grasp acquisition opportunities<br> that may emerge on the international market from time to time. Once it is confirmed that the Group will proceed with an acquisition, the<br> capital needs can be immense. Accordingly, the Company makes sufficient estimations taking into consideration commercially feasible plans<br> when applying for the proposed annual caps. In addition, Jointly-held |

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| --- | | | | | | Entities involve a number of potential business opportunities, the amount of which are usually relatively huge. However, there are uncertainty in the security terms and arrangement in individual transactions. To ensure the normal business operation of the Jointly-held Entities, the Group include all possible transactions when determining annual caps. Main details are as follows: (1) capital needs of Jointly-held Entities for acquisition may be obtained from other sources, therefore, the Group may not actually be required to provide financial services to these Jointly held Entities; (2) acquisition targets that emerge on the market may not be able to meet the acquisition expectations of the Jointly-held Entities. Furthermore, with the continuing development of the business of the Jointly-held Entities, the Group expected that the amount of entrusted loans and guarantees to be provided by the Group will increase, thus the proposed annual caps has correspondingly increased. | | --- | --- | --- | --- | --- | | (2) Products and services to be provided by CNPC/Jointly-held<br> Entities to the Group | | | | | | (a) Engineering technology services | For the two years ended 31 December 2022 and the six months ended 30 June 2023, approximately RMB162,776 million, RMB171,158 million and RMB54,123 million, respectively. | For the three years ending 31 December 2023, RMB198,200 million, RMB197,500 million and RMB197,000 million, respectively. | For the three years ending 31 December 2026, RMB236,400 million, RMB250,000 million and RMB256,800 million, respectively. | The<br> proposed annual caps for the provision of engineering technology services have been determined with reference to the completed transactions<br> and transaction amounts for the engineering technology services provided by CNPC to the Group and the estimated business development of<br> the Group.<br><br> <br><br><br> <br>The<br> Group has obtained engineering technology services from CNPC in the ordinary course of business, and as one of the most experienced companies<br> in |

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| --- | | the<br> world, the engineering technology services CNPC provided to the Group are quality services. CNPC is also one of the few companies in the<br> PRC which can provide quality petrochemical related engineering technology services.<br><br> <br><br><br> <br>The<br> Group is of the view that the proposed adjustment in annual caps is in line with the estimated development of the business of the Group<br> and is determined based on principles of fairness and reasonableness.<br><br> <br><br><br> <br>The<br> difference between the 2021 and 2022 annual caps and the historical amount incurred in 2021 and 2022 and the difference between the proposed<br> annual caps and the historical amount incurred in 2021 and 2022 are mainly because (1) both the Company and CNPC are large enterprises,<br> with a large scale and transaction volumes. Since the proposed annual caps for the continuing connected transactions are for three years,<br> it is difficult for the Company to anticipate all the possible contingencies accurately during the period. Accordingly, the Company makes<br> sufficient estimations taking into consideration commercially feasible plans and the Company’s needs for production and operation<br> when applying for the annual caps. Main details are as follows: CNPC’s competitiveness in the industry are comparably stronger as<br> it has human resource advantages, technological advantages and cost advantages, etc. When estimating the caps, the Group shall consider<br> the possibility that CNPC will participate in all the projects. However, CNPC might not | | --- |

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| --- | | | | | | be able to participate in all the projects in practice due to specific conditions of different projects; and (2) taking into account the increasing storage and production of the upstream business of the Group, the Group’s transformation and upgrading of refining and chemicals business and  international operation, and the Group’s strategic layout and continuous development of its new energy, new materials and other businesses, the amount of engineering technology services to be procured by the Group from CNPC is expected to be increased compared to the actual amount incurred in 2021 to 2023. In addition, due to the business nature and settlement practices, most of the settlement of the Group in relation to the engineering technology services occurs in the second half year, thus the actual amount is relatively lower than the annual cap for the six months ended 30 June 2023. | | --- | --- | --- | --- | --- | | (b) Production services | For the two years ended 31 December 2022 and the six months ended 30 June 2023, approximately RMB129,264 million, RMB174,688 million and RMB75,827 million, respectively. | For the three years ending 31 December 2023, RMB207,700 million, RMB205,500 million and RMB204,500 million, respectively. | For the three years ending 31 December 2026, RMB227,400 million, RMB234,400 million and RMB236,400 million, respectively. | The<br> proposed annual caps for the production services to be provided by CNPC to the Group have been determined with reference to the previous<br> transactions conducted and transaction amounts in respect of production services provided by CNPC to the Group; the estimated business<br> development of the Group, and the potential changes of the prices of oil and gas products and services in the international and the PRC<br> market.<br><br> <br><br><br> <br>Production<br> services mainly consist of water supply, electricity supply, gas supply, the supply of petroleum, natural gas and petrochemical products<br> and others (including sharing |

| 20 |

| --- | | services)<br> by CNPC to the Group. The Group is of the view that the proposed adjustment in annual caps is in line with the estimated development of<br> the business of the Group and is determined based on principles of fairness and reasonableness.<br><br> <br><br><br> <br>The<br> difference between the 2021 and 2022 annual caps and the historical amount incurred in 2021 and 2022 and the difference between the proposed<br> annual caps and the historical amount incurred in 2021 and 2022 are mainly because (1) both the Company and CNPC are large enterprises,<br> with a large scale and transaction volumes. Since the proposed annual caps for the continuing connected transactions are for three years,<br> it is difficult for the Company to anticipate all the possible contingencies accurately during the period. Accordingly, the Company makes<br> sufficient estimations taking into consideration commercially feasible plans when applying for the proposed annual caps. Main details<br> are as follows: (a) international trade accounts for a large proportion of this category of connected transactions, and its uncertainty<br> is much greater than other businesses; (b) due to the objective to maintain the quality of crude oil and natural gas, CNPC is required<br> to replace its crude oil and natural gas reserve from time to time and supply the replaced crude oil and natural gas to the Group to conduct<br> production and sales activities. Therefore, this amount needs to be taken into consideration when determining the proposed annual caps;<br> and (2) the average spot price for North Sea Brent crude oil in the first half of 2023 was US$79.66 per barrel, | | --- |

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| --- | | | | | | representing an increase of approximately 99.4% compared with US$39.95 per barrel of the first half of 2020. Thus, the proposed annual caps have increased. | | --- | --- | --- | --- | --- | | (c)<br> Material supply services | For<br> the two years ended 31 December 2022 and the six months ended 30 June 2023, approximately RMB28,853 million, RMB31,997 million and RMB7,186<br> million, respectively. | For<br> the three years ending 31 December 2023, RMB35,300 million, RMB35,300 million and RMB35,300 million, respectively. | For the three years ending 31 December 2026, RMB41,900 million, RMB42,800 million and RMB41,900 million, respectively. | The<br> annual caps for the provision of the material supply services to be paid by the Group to CNPC have been determined by reference to the<br> estimated business development of the Group.<br><br> <br><br><br> <br>CNPC<br> is one of the leading buyers of petrochemical raw materials in the PRC. With the economic scale and the collective bargaining power of<br> CNPC, the centralized purchase of materials by CNPC can stabilize the purchase prices of the Group’s raw materials.<br><br> <br><br><br> <br>The<br> Group is involved in a number of oil and gas fields and refinery construction projects in which CNPC provides to the Group material supply<br> services.<br><br> <br><br><br> <br>The<br> Group is of the view that the proposed adjustment in annual caps is in line with the estimated development of the business of the Group<br> and is determined based on principles of fairness and reasonableness.<br><br> <br><br><br> <br>The<br> difference between the 2021 and 2022 annual caps and the historical amount incurred in 2021 and 2022 and the difference between the proposed<br> annual caps and the historical amount incurred in 2021 and 2022 are mainly because both the Company and CNPC are large enterprises, with<br> a large scale and transaction volumes. Since the proposed annual caps for the continuing connected transactions are for three |

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| --- | | | | | | years, it is difficult for the Company to anticipate all the possible contingencies accurately during the period. Accordingly, the Company makes sufficient estimations taking into consideration commercially feasible plans when applying for the proposed annual caps in order to satisfy the needs of changes in the Group’s production and operations. In addition, due to the business nature and settlement practices, most of the settlement of the Group in relation to the material supply services occurs in the second half year, thus the actual amount is relatively lower than the annual cap for the six months ended 30 June 2023. | | --- | --- | --- | --- | --- | | (d) Social and living support services | For the two years ended 31 December 2022 and the six months ended 30 June 2023, approximately RMB3,614 million, RMB3,159 million and RMB1,369 million, respectively. | For the three years ending 31 December 2023, RMB5,800 million, RMB5,800 million and RMB5,800 million, respectively. | For the three years ending 31 December 2026, RMB5,000 million, RMB5,100 million and RMB5,200 million, respectively. | A majority<br> of the Group’s local subsidiaries are situated in isolated industrial or mining zones, where few social and living support services<br> are available from independent third parties on more favorable terms, if at all. It is therefore more convenient for CNPC to provide such<br> services.<br><br> <br><br><br> <br>The<br> proposed annual caps for social and living support services have been determined with reference to the previous transactions conducted<br> and transaction amounts in respect of the social and living support services provided by CNPC to the Group, estimated development of the<br> Group’s business and possible future reforms to the social and living support services provided by CNPC. The Group is of the view<br> that the proposed annual caps are in line with the development of the business of the Group, and are determined based on principles of<br> fairness and reasonableness. |

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| --- | | | | | | The<br> difference between the 2021 and 2022 annual caps and the historical amount incurred in 2021 and 2022 and the difference between the proposed<br> annual caps and the historical amount incurred in 2021 and 2022 are mainly because both the Company and CNPC are large enterprises, with<br> a large scale and large volumes. Since the proposed annual caps for the continuing connected transactions are for three years, it is difficult<br> for the Company to anticipate all the possible contingencies accurately during the period. Accordingly, the Company makes sufficient estimations<br> taking into consideration commercially feasible plans when applying for the proposed annual caps in order to satisfy the needs of changes<br> in the Group’s production and operations. The Group has lowered the proposed annual caps based on the actual conditions. | | --- | --- | --- | --- | --- | | (e) Financial services | | | | | | (i) Aggregate of maximum daily amount of deposits to be made by the Group with CNPC (excluding CNPC Finance) and the total amount of interests to be received in respect of these deposits | For<br> the two years ended 31 December 2022 and the six months ended 30 June 2023, approximately RMB7,554 million, RMB7,959 million and RMB7,974<br> million, respectively.<br><br> <br><br><br> <br>Note:As the Company has entered into the Financial Services Agreement with CNPC Finance regarding the financial services between them, theabove amount did not include the | For<br> the three years ending 31 December 2023, RMB55,000 million, RMB55,000 million and RMB55,000 million, respectively.<br><br> <br><br><br> <br>Note:The annual caps regarding the deposit services under financial services for 2021-2023 is RMB55,000 million. The Company divided the annualcaps into RMB47,000 million for CNPC Finance and | For<br> the three years ending 31 December 2026, RMB10,000 million, RMB10,000 million and RMB10,000 million, respectively.<br><br> <br><br><br> <br>Note: For the avoidance of doubt, the above proposed annual caps are independent from the proposed annual caps for the deposit services to be provided by CNPC Finance to the Group. | The<br> proposed annual caps for the deposit services (aggregate of deposits and interests) to be provided by CNPC (excluding CNPC Finance) to<br> the Group have been determined with reference to the estimated business development of the Group, the Group’s historical cash flow<br> and levels of deposits and the competitive interest rates offered by financial institutions.<br><br> <br><br><br> <br>In order<br> to optimize cash flow management and capital efficiency of the Group and CNPC, CNPC’s financial institutions provide a full range<br> of financial services to the Group and CNPC. The Group is of the |

| 24 |

| --- | | | historical amount of deposits made by the Group with CNPC Finance and the total amount of interests to be received in respect of these deposits. Please refer to the paragraph 2.4 of this announcement for the historical amount of deposits made by the Group with CNPC Finance and the total amount of interests to be received in respect of these deposits. | RMB8,000 million for other financial institutions under CNPC according to the business management needs. | | view<br> that the proposed annual caps is in line with the development of the business of the Group and is determined based on principles of fairness<br> and reasonableness.<br><br> <br><br><br> <br>Fees<br> and interest rates with respect to deposit services are determined in accordance with the relevant interest rate and fee charging standards<br> as promulgated by the People’s Bank of China, and they are no less favorable than those offered by other independent third parties<br> to the Group unless otherwise provided by laws and regulations.<br><br> <br><br><br> <br>The<br> difference between the 2021 and 2022 annual caps divided to other financial institutions under CNPC and the historical amount of the deposits<br> made by the Group with other financial institutions under CNPC and the total amount of interests received in respect of these deposits<br> in 2021 and 2022 and the difference between the proposed annual caps and the historical amount of the deposits made by the Group with<br> other financial institutions under CNPC and the total amount of interests received in respect of these deposits were minimal. | | --- | --- | --- | --- | --- | | (ii) Insurance, handling fees for entrustment loans, fees and expenses for settlement services and other intermediary services | For<br> the two years ended 31 December 2022 and the six months ended 30 June 2023, approximately RMB1,321 million, RMB1,383 million and RMB1,323<br> million, respectively.<br><br> <br><br><br> <br>Note: As the Company has | For<br> the three years ending 31 December 2023, RMB2,400 million, RMB2,400 million and RMB2,400 million, respectively.<br><br> <br><br><br> <br>Note: The above amounts include the historical annual caps of the | For the three years ending 31 December 2026, RMB2,500 million, RMB3,000 million and RMB3,400 million, respectively. | To optimize cash flow management and capital efficiency of the Group, CNPC’s financial institutions provide a full range of financial services to the Group. The proposed annual caps for the insurance, handling fees for entrustment loans, fees and expenses for settlement services and other intermediary services to be paid by the Group to CNPC (excluding CNPC Finance) |

| 25 |

| --- |

entered into the Financial Services Agreement with CNPC handling fees for Finance regarding entrustment loans, the financial fees and expenses have been determined with services between for other reference to the estimated them, the above intermediary business development of the amount did not services paid by Group, the historical amount include the the Group to CNPC incurred and the competitive historical amount of Finance. fees offered by financial the handling fees institutions. for entrustment loans, fees and Through captive insurance, expenses for other property insurance and life intermediary insurance services provided services paid by the by Generali China Insurance Group to CNPC Co., Ltd. Finance. Please ( ) in refer to the which CNPC holds 51% issued paragraph 2.4 of share capital, CNPC Captive this announcement Insurance Co., Ltd. for the historical ( ) amount of the in which CNPC holds 51% handling fees for issued share capital and entrustment loans, Generali China Life fees and expenses Insurance Co., Ltd for other ( ) in intermediary which CNPC holds 50% issued services paid by the share capital, the Group Group to CNPC obtains broader and more Finance. in-depth access to different types of insurance, including property, personal injury and liability, etc. This enhances the Group's ability to manage risks.

                                                                                      Fees  with  respect  to  the
                                                                                      guarantees services shall be
                                                                                      referred       to        the
                                                                                      market-oriented price of the
                                                                                      same   risk   category;  the
                                                                                      pricing  of  other financial
                                                                                      services shall be determined
                                                                                      based    on    the    prices
                                                                                      prescribed   by   government
                                                                                      authorities including, among
                                                                                      other things, People's  Bank
                                                                                      of   China   and   the   fee
                                                                                      charging standards published
                                                                                      by    the    above-mentioned
                                                                                      relevant          regulatory
                                                                                      authorities     and     with
                                                                                      reference       to       the
                                                                                      market-oriented        price
                                                                                      Currently,        settlement
                                                                                      services     provided     by
                                                                                      financial institutions under
                                                                                      CNPC  \(including  bills   of
                                                                                      exchange,   entrusted   fund
                                                                                      collection,           online
                                                                                      settlement,          account
                                                                                      management     and      fund
                                                                                      management, etc.\)  can offer
                                                                                      more     simplicity      and
                                                                                      expediency   in   terms   of

| 26 |

| --- | | | | | | approval<br> process and settlement efficiency compared to other commercial banks in the market.<br><br> <br><br><br> <br>The<br> difference between the 2021 and 2022 annual caps and the historical amount incurred in 2021 and 2022 and the difference between the proposed<br> annual caps and the historical amount incurred in 2021 and 2022 are mainly because (1) both the Company and CNPC are large enterprises,<br> with a large scale and transaction volumes. Since the proposed annual caps for the continuing connected transactions are for three years,<br> it is difficult for the Company to anticipate all the possible contingencies accurately during the period. Accordingly, the Company makes<br> sufficient estimations taking into consideration commercially feasible plans when applying for the proposed annual caps; (2) the Group<br> will purchase insurance from independent third parties which provide better terms or services. However, to ensure the Group’s risk<br> management requirements, the Group include all possible required insurance amount when determining annual caps; and (3) the amount and<br> coverage of the insurance demanded by the Group will increase accordingly with the continuous development of business and the increase<br> of assets of the Group. | | --- | --- | --- | --- | --- | | (iii) Financial leasing services | | | | | | Maximum<br> outstanding daily balance (including the outstanding lease principal, rents, pre-leasing/leasing | For the two years ended 31 December 2022 and the six months ended 30 June 2023, approximately RMB1,201 million, | For<br> the three years ending 31 December 2023, RMB5,000 million, RMB5,000 million and RMB5,000 million, respectively. | For the three years ending 31 December 2026, RMB3,000 million, RMB3,000 million and RMB4,000 | In order to maintain its investment in development of oil and gas area with scale, major refining infrastructure and sale networks for refined products, the Group needs service support from financial companies which |

| 27 |

| --- | | interest and other fees) due by the Group | RMB965<br> million and RMB503 million, respectively. | million, respectively. | are<br> capable of providing low cost, reliable fund-raising, financing and settlement services of high quality, flexibility and convenience,<br> in such a way as to reconcile financial capital with industrial capital. Leveraging on the financial edge of Kunlun Leasing, the Group<br> will be capable of deepening financing innovation, broadening sources of financing and ensuring timely and effective availability of capital<br> required for the Group’s strategic development. The Group would also be able to refine the Group’s management of interest-bearing<br> debt and match potential project investment return to fund-raising and financing capabilities, and capital operations to operating cash<br> flows. The proposed annual caps for the maximum outstanding daily balance (including the outstanding lease principal, rents, pre-leasing/leasing<br> interest and other fees) due by the Group have been determined with reference to the estimated business development of the Group, the<br> historical amount incurred and the fee charging standards offered by Kunlun Leasing.<br><br> <br><br><br> <br>Kunlun<br> Leasing is capable of providing the Group with better quality services at prices, terms and conditions which are no less favorable than<br> those offered by any other third-party financial institutions.<br><br> <br><br><br> <br>The<br> difference between the 2021 and 2022 annual caps and the historical amount incurred in 2021 and 2022 and the difference between the proposed<br> annual caps and the historical maximum outstanding daily balances for 2021 and 2022 are | | --- | --- | --- | --- |

| 28 |

| --- | | | | | | mainly because financial leasing is only one of financing means used by the Group. In practice, the Group will make general adjustments to means of financing taking into consideration the prevailing circumstances and the needs of the Group and may use other means of financing. As a result, the historical amount incurred for financial leasing is lower than the relevant annual caps. However, as the Company may still need to use financial leasing as a means of financing, therefore, the proposed annual caps have been determined with reference to the estimated capital needs of the Group, circumstances of the relevant assets and the cost of financing in the market, etc. | | --- | --- | --- | --- | --- | | (f)<br> Land lease<br><br> <br><br><br> <br>The<br> value of right-of-use assets relating to the land to be leased by CNPC to the Group | For<br> the two years ended 31 December 2022 and the six months ended 30 June 2023, approximately RMB5,801 million, RMB3,881 million and RMB1,537<br> million, respectively.<br><br> <br><br><br> <br>Note: the above amounts are the annual value of right-of-use assets relating to land lease. For the two years ended 31 December 2022 and the six months ended 30 June 2023, the rent amount (exclusive of tax and government charges) paid by the Group to CNPC was approximately RMB1,985 million, RMB1,884 million | For<br> the three years ending 31 December 2023, RMB16,578 million, RMB11,019 million and RMB5,685 million, respectively. | For the three years ending 31 December 2026, RMB16,802 million, RMB11,186 million and RMB5,778 million, respectively. | The<br> Board considers that the proposed annual caps on the land lease to be provided by CNPC to the Group would ensure that the Group achieves<br> its future business development plans.<br><br> <br><br><br> <br>In<br> the light of the fact that International Financial Reporting Standard No. 16 “Leases” has become effective on 1 January 2019<br> and pursuant to the requirements of the Hong Kong Stock Exchange, the basis of determination of the proposed annual caps for the period<br> from 2024 to 2026 have been determined with reference to the annual value of right-of-use assets relating to land lease. The annual value<br> of the right-of-use assets is mainly based on the recognition of the current value of the minimum lease payment and the measurement of<br> the corresponding lease liability. |

| 29 |

| --- | | | and RMB739 million, respectively. | | | The<br> 2021-2023 historical annual caps were the value of right-of-use assets based on the then market prices prepared by the valuer engaged<br> by the Company, however CNPC rent the lands to the Group at prices lower than the valued prices. Thus, the historical amounts are lower<br> than the historical annual caps.<br><br> <br><br><br> <br>The<br> proposed annual caps of 2024-2026 for land lease are mainly based on: (1) the total value of right-of-use assets relating to land lease<br> in the period of 2024-2026; (2) the estimated changes in annual leasing fees to be paid in respect of the land lease in the period of<br> 2024-2026 and relevant situation of the market price of land lease; (3) the discount rate determined based on the five-year period loan<br> interest issued by the People’s Bank of China and with reference to the interest rate for the Company’s new loans. Pursuant<br> to the confirmation letters to the Land Use Rights Leasing Contract issued by the Company and CNPC on 30 August 2023, the expected annual<br> rents (exclusive of tax and government charges) to be paid for 2024-2026 are approximately RMB5,724.32 million, representing an increase<br> of approximately RMB51.15 million as compared to RMB5,673.17 million for 2021-2023, mainly because of the growth of the land rental market<br> price and land price. Thus, the proposed annual caps have increased. | | --- | --- | --- | --- | --- | | (g) Buildings lease<br><br> <br><br><br> <br>The value of right-of-use<br> assets relating to | For the two years ended 31 December 2022 and the six months ended 30 June 2023, approximately | For the three years ending 31 December 2023, RMB2,083 million, RMB1,384 million and | For the three years ending 31 December 2026, RMB 2,593 million, RMB 1,718 million and RMB 874 million respectively. | The Board considers that the proposed annual caps in respect of the building leases to be provided by CNPC to the Group would ensure that the Group |

| 30 |

| --- | | the<br> buildings to be leased by CNPC to the Group | RMB1,220 million, RMB921<br> million and RMB427 million, respectively.<br><br> <br><br><br> <br>Note: the above amount is the annual value of right-of-use assets relating to buildings lease. For the two years ended 31 December 2022 and the six months ended 30 June 2023, the rent amount (exclusive of tax and government charges) paid by the Group to CNPC was approximately RMB418 million, RMB447 million and RMB205 million, respectively. | RMB714 million, respectively. | achieves<br> its future business development plans.<br><br> <br><br><br> <br>In<br> the light of the fact that International Financial Reporting Standard No. 16 “Leases” has become effective on 1 January 2019<br> and pursuant to the requirements of the Hong Kong Stock Exchange, the basis of determination of the proposed annual caps for the period<br> from 2024 to 2026 have been determined with reference to the annual value of right-of-use assets relating to buildings lease. The annual<br> value of right-of-use assets is mainly based on the recognition of the current value of the minimum lease payment and the measurement<br> of the corresponding lease liability.<br><br> <br><br><br> <br>The<br> proposed annual caps of 2024-2026 for buildings lease are mainly based on: (1) the total value of right-of-use assets relating to the<br> buildings lease in the period of 2024-2026; (2) the estimated changes in annual leasing fee to be paid in respect of the buildings lease<br> in the period of 2024-2026 and relevant situation of the market price of buildings lease; (3) the discount rate determined based on the<br> five-year period loan interest issued by the People’s Bank of China and with reference to the interest rate for the Company’s<br> new loans. Pursuant to the confirmation letters to 2017 Buildings Leasing Contract issued by the Company and CNPC on 30 August 2023, the<br> expected annual rents (exclusive of tax and government charges) to be paid for 2024-2026 are approximately RMB892.68 million, representing<br> an increase of approximately RMB179.68 million as compared to approximately | | --- | --- | --- | --- |

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| --- | | RMB713.00 million for 2021-2023, mainly because the area of buildings to be rented by the Group from CNPC will be increased by approximately 325,600 square meters. Thus, the proposed annual caps have increased. | | --- |

N**otes:The New ComprehensiveAgreementalso providesfor loans and otherfinancial assistanceto be provided by CNPC(excluding CNPC Finance) /Jointly-heldEntities tothe Group. These transactionsare fully exempt fromshareholders’approval, annualreviewand all disclosurerequirementsset out in Chapter14A of the HKExListingRules, pursuantto the Rule 14A.90 of theHKEx ListingRules. Please referto paragraph1.7 for details.

1.6	Reasons for and benefits of the Continuing Connected Transactions withCNPC

CNPC is an integrated energy corporation with businesses covering domestic and foreign exploration and development of oil, gas and new energy, marketing of refining, petrochemical and new materials, maintenance and service, capital and finance. The Company is a joint-stock company established during the reorganization of CNPC on 5 November 1999. CNPC injected the assets, liabilities and rights related to its core business into the Company, such as oil and gas exploration and development, oil refinement, petrochemical, sales and marketing, natural gas, pipelines and related scientific research, etc. CNPC is the sole promoter of the Company. The Company completed its offshore listing in April 2000 and CNPC continues to be the controlling shareholder of the Company. CNPC retained businesses related to the production and operation of petroleum and natural gas, such as engineering technology services, production services, material supply services, social and living support services and financial services, etc. These businesses can provide a series of necessary services in relation to the production and operation of the Company and its subsidiaries and the livelihood of their employees. CNPC is one of the most experienced and competent companies in the global petroleum industry and equipped with strong advantages of talented employees, advanced technology, experience and cost and geographical vicinity. The Group and CNPC have been in a good and long-term cooperation relationship with each other and accumulated rich experience in cooperation. CNPC is one of the few companies providing quality petroleum and petrochemical related engineering technology services and has competitive advantages in safety, reliability, professional techniques and equipment, which can satisfy the high technological and quality standards of the Group, remove potential safety and environmental hazards and provide services and business support for certain remote areas where the Group operates. Therefore, the Company believes that the Continuing Connected Transactions with CNPC will be beneficial to the continued operation and development of the Group, which mainly includes:

(1)	The engineering<br>technology,<br>production<br>and financial<br>services<br>provided to<br>the Group by CNPC have<br>competitive<br>advantages<br>over other service<br>providers in the same<br>industry in the PRC. CNPC has<br>significant experience,<br>technology<br>and cost<br>advantages<br>when compared<br>with other service<br>providers;
(2)	The<br>petroleum industry<br>has its unique requirements<br>for technology and<br>quality,<br>and the oil and gas<br>engineering<br>and technological<br>services<br>provided by CNPC are<br>of higher<br>standards within the industry,<br>which can satisfy<br>the technological<br>and quality<br>standards of the projects<br>invested in and<br>operated<br>by the Group.<br>At the same time,<br>high quality
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services can also reduce safety and environmental protection risks of the Group significantly;

      \(3\)     The financial institutions under CNPC  have  been providing financial services to  the  Group  for
              many years  and  have established a comprehensive cooperation mechanism with  the Group, which can
              provide more efficient internal settlement services and  more favorable interest rates, reduce the
              Group's costs  and facilitate the  Group's  more efficient and convenient business operations. The
              insurance institutions under CNPC are familiar with  the risk situations of  the Group and provide
              customized risk protection plans  which  can  ensure  the insurance compensation is  efficient and
              fast  and continuously enhance the Group's ability to  resist risks. Among which, the  Group holds
              49%  issued share capital  in  CNPC Captive Insurance Co.,  Ltd. \(                 \),
              which enables  the  Group  to  share stable dividend returns while obtaining insurance protection.
              Kunlun Leasing is  capable of providing low  cost, reliable fund-raising and financing services of
              high quality, flexibility and convenience and  other cost reduction and  tax  saving services that
              can reduce equipment procurement costs  and operating expenses and deduct interest value-added tax
              of  the Group, which will support the Group to maintain its scale  of investment in development of
              oil and gas, major refining infrastructure and in sale networks for refined products;

      \(4\)     The Group's main  oil fields  and refining and chemical production facilities are scattered across
              different regions, some  of  which are  in remote areas with harsh operating conditions. CNPC  and
              its subsidiaries can provide service and business support to the Group locally, which, to  a large
              extent, is beneficial to the Group's continued development in such regions.

      Actual practices proved  that  the  Continuing Connected Transactions with  CNPC  benefit  the  continued
      operation and development of the Group.

      Given  the  nature  of  the cooperation between  the Company  and  CNPC,  the  Company considers the  New
      Comprehensive Agreement, the Non-Exempt Continuing Connected Transactions with  CNPC  and  their proposed
      annual caps  to  be  one significant proposal. As such, the New Comprehensive Agreement and  the proposed
      annual caps in respect of  the Non-Exempt Continuing Connected Transactions with CNPC will be proposed to
      the Extraordinary General Meeting for Independent Shareholders' consideration and approval as  one single
      resolution. Any votes by  the Independent Shareholders on such resolution will  be applicable to  the New
      Comprehensive Agreement as  well  as  the proposed annual caps  in  respect  of  each  of  the Non-Exempt
      Continuing Connected Transactions with CNPC alike.

      The  Directors \(including  the  independent non-executive Directors\) consider  that  \(1\)  the  Continuing
      Connected Transactions with CNPC  is beneficial for  the continued and healthy development of  the Group.
      CNPC is one of the most experienced and competent companies in the global petroleum industry and equipped
      with strong advantages of talented employees, advanced technology, experience and  cost  and geographical
      vicinity. The Group and CNPC have been in  a  good and long-term cooperation relationship with each other
      and accumulated rich experience  in cooperation. CNPC  is  one  of  the  few  companies providing quality
      petroleum  and petrochemical related engineering technology services  and  has competitive advantages  in
      safety, reliability, professional techniques and equipment, which can satisfy the  high technological and
      quality standards of  the  Group, remove potential safety  and

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environmental hazards and provide services and business support for certain remote areas where the Group operates; (2) the Continuing Connected Transactions with CNPC are in the interests of the Company and the Shareholders as a whole. The Continuing Connected Transactions with CNPC are and will be conducted in the ordinary and usual course of business of the Group and have been and will be conducted on normal commercial terms or on terms no less favorable than those available to the Group from independent third parties; the products and services provided by CNPC are on non-exclusive basis, and the Company has the right to choose to receive products and services from CNPC or independent third parties with lower prices or better quality; and CNPC must not cease providing the products and services in the case the Company could not find other suppliers. The terms of the Continuing Connected Transactions with CNPC are conducted under prevailing market conditions and are fair and reasonable and in the interests of the Company and the Shareholders as a whole, and that the proposed annual caps for the Continuing Connected Transactions with CNPC are fair and reasonable and are in the interests of the Company and the Shareholders as a whole. At the same time, the Continuing Connected Transactions with CNPC do not harm the interests of the Company and the minority Shareholders, will not have an adverse effect on the Company’s current and future financial conditions, and will not affect the Company’s independence.

The Independent Board Committee will give their view on the Non-Exempt Continuing Connected Transactions with CNPC and their proposed annual caps after considering the advice from the Independent Financial Advisor, and their views will be given in the circular to be despatched to the Shareholders.

1.7	HKEx ListingRules Implication
1.7.1	The Continuing Connected<br>Transactions<br>with CNPC mainly comprise:
---	---
(1)	(a) Products<br>and services to be provided<br>by the Group<br>to CNPC/Jointly-held<br>Entities
---	---
(b)	Financial<br>services<br>to be provided by the Group<br>to Jointly-held<br>Entities
---	---
(2)	(a) Engineering<br>technology<br>services<br>to be provided<br>by CNPC to the Group
---	---
(b)	Production<br>services<br>to be provided by CNPC to the<br>Group
---	---
(c)	Material<br>supply services<br>to be provided by CNPC<br>to the Group
---	---
(d)	Social<br>and living support<br>services to be provided<br>by CNPC to the Group
---	---
(e)	Financial services<br>to be provided by CNPC<br>(excluding CNPC Finance) /Jointly-held<br>Entities to the Group
---	---
(i)	Aggregate<br>of the maximum daily amount<br>of deposits made by the Group<br>with CNPC (excluding CNPC Finance) and the total amount<br>of interest received<br>in respect<br>of these deposits
---	---
(ii)	Insurance, handling<br>fees for entrustment loans, fees and<br>expenses<br>for settlement<br>services<br>and other intermediary<br>services to be provided<br>by CNPC (excluding CNPC Finance) to the Group
---	---

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| --- | | (iii) | Maximum<br>outstanding daily<br>balance<br>(including the outstanding<br>lease principal, rents, pre-leasing/leasing<br>interest and<br>other fees)<br>due by the Group to Kunlun<br>Leasing<br>in respect of the<br>financial<br>leasing services<br>to be provided by<br>Kunlun Leasing<br>to the Group | | --- | --- | | (iv) | Loans<br>and other financial<br>assistance<br>to be provided by CNPC<br>(excluding CNPC Finance) /Jointly-held<br>Entities to the Group | | --- | --- | | (f) | Land<br>lease to<br>be provided by<br>CNPC to the Group | | --- | --- | | (g) | Buildings<br>lease to be provided<br>by CNPC to the Group | | --- | --- | | 1.7.2 | The implications<br>of the Continuing Connected Transactions with CNPC under the HKEx Listing Rules are as below: | | --- | --- | | (1) | Under<br>the Rule 14A.90 of the HKEx Listing<br>Rules, 1.7.1(2)(e)(iv)<br>loans and other financial<br>assistance<br>to be provided by CNPC<br>(excluding CNPC Finance) /Jointly-held<br>Entities to the Group, being<br>financial assistance<br>provided by a connected<br>person for the benefit<br>of the listed issuer<br>on normal commercial<br>terms (or better<br>to the listed issuer)<br>where no security<br>over the assets<br>of the listed issuer<br>is granted<br>in respect thereof,<br>is fully exempt<br>from shareholders’<br>approval,<br>annual review<br>and all disclosure requirements<br>set out in Chapter 14A of the HKEx<br>Listing Rules | | --- | --- | | (2) | Under the Rule 14A.76(2) of the HKEx Listing Rules,<br>the following categories of Continuing Connected Transactions with CNPC are exempted from the independent shareholders’ approval<br>requirement but are subject to the reporting and announcement requirements, as each of the applicable percentage ratios under Rule 14.07<br>of the HKEx Listing Rules in relation of each of these categories is, on an annual basis, less than 5%: | | --- | --- |

1.7.1 (1)(b) Financial services to be provided by the Group to Jointly-held Entities

1.7.1 (2)(c) Material supply services to be provided by CNPC to the Group

1.7.1 (2)(d) Social and living support services to be provided by CNPC to the Group

1.7.1 (2)(e)(ii) Insurance, handling fees for entrustment loans, fees and expenses for settlement services and other intermediary services provided by CNPC (excluding CNPC Finance) to the Group

1.7.1 (2)(e)(iii) Maximum outstanding daily balance (including the outstanding lease principal, rents, pre-leasing/leasing interest and other fees) due by the Group to Kunlun Leasing in respect of the financial leasing services to be provided by Kunlun Leasing to the Group

1.7.1 (2)(f) Land lease to be provided by CNPC to the Group

1.7.1 (2)(g) Buildings lease to be provided by CNPC to the Group

(3)	Under<br>the HKEx<br>Listing<br>Rules,<br>the following<br>transactions<br>are Non-Exempt<br>Continuing<br>Connected<br>Transactions<br>with CNPC which<br>are subject<br>to the<br>reporting,<br>announcement<br>and independent<br>shareholders’<br>approval<br>requirements:

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1.7.1 (1)(a) Products and services to be provided by the Group to CNPC/Jointly-held Entities

1.7.1 (2)(a) Engineering technology services to be provided by CNPC to the Group

1.7.1 (2)(b) Production services to be provided by CNPC to the Group

1.7.1 (2)(e)(i) Aggregate of the maximum daily amount of deposits made by the Group with CNPC (excluding CNPC Finance) and the total amount of interest received in respect of these deposits when aggregating with the maximum daily amount of deposits made by the Group with CNPC Finance and the total amount of interest received in respect of those deposits

1.8	Approvalby the Board andIndependentShareholders

CNPC is a controlling shareholder of the Company. By virtue of the above, CNPC is a connected person of the Company under the HKEx Listing Rules. Transactions between the Company and CNPC constitute connected transactions of the Company under the HKEx Listing Rules. Jointly-held Entities are companies (not including CNPC Finance) in which the Company and CNPC jointly hold shares while CNPC and/or its subsidiaries (individually or together) is/are entitled to exercise, or control the exercise of, 10% or more of the voting power of these companies at any general meeting of such companies, and therefore, Jointly-held Entities are connected persons of the Company and transactions between the Group and Jointly-held Entities constitute connected transactions of the Company under the HKEx Listing Rules. The terms and the proposed annual caps in respect of the Non-Exempt Continuing Connected Transactions with CNPC are subject to approval by the Independent Shareholders under the HKEx Listing Rules. In view of the interests of CNPC, CNPC and its associates will abstain from voting in relation to the resolution approving the terms and the proposed annual caps in respect of the Non-Exempt Continuing Connected Transactions with CNPC.

The audit committee of the Board gave advice to the Board about the Continuing Connected Transactions with CNPC and their proposed annual caps. The audit committee of the Board is of the view that the terms of the New Comprehensive Agreement are fair and reasonable, the Continuing Connected Transactions with CNPC are conducted in the ordinary course of business of the Group and on normal commercial terms, and in the interest of the Company and the Shareholders as a whole. Thus, the audit committee of the Board approved the entering into of the New Comprehensive Agreement between the Company and CNPC and the proposed annual caps. The Board (including the independent non-executive directors) has reviewed the advice and is of the view that such transactions are in the ordinary course of business of the Group and have been entered into on normal commercial terms or terms no less favorable to the Group than those with independent third parties, are fair and reasonable, and in the interest of the Company and the Shareholders as a whole. On such basis, the Board suggests the Independent Shareholders to approve the terms and the proposed annual caps in respect of the Non-Exempt Continuing Connected Transactions with CNPC.

On 30 August 2023, the 3rd meeting of the ninth session of the Board was convened by way of a combination of physical meeting and virtual meeting, at which the non-connected Directors unanimously approved the resolution on the renewal of the New Comprehensive Agreement in relation to the continuing connected transactions between the Group and CNPC and the Jointly-held Entities. Each of Mr. Dai Houliang, Mr. Hou Qijun, Mr. Duan Liangwei,

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Mr. Huang Yongzhang, Mr. Ren Lixin and Mr. Xie Jun, who are deemed as connected directors of the Company by virtue of their positions in CNPC, abstained from voting on the relevant resolution of the Board. Save as disclosed above, none of the Directors has any material interest in the transactions abovementioned.

Further, an Independent Board Committee has been formed to advise the Independent Shareholders in connection with the terms and the proposed annual caps in respect of the Non-Exempt Continuing Connected Transactions with CNPC, and the Independent Financial Advisor has been appointed to advise the Independent Board Committee and the Independent Shareholders on the same.

2	RENEWAL OF CONTINUING CONNECTEDTRANSACTIONS WITH CNPC FINANCE IN RESPECT OF 2024 TO 2026

---

2.1	Background

Reference is made to the Announcement in respect of, among other things, the provision of financial services by CNPC Finance to the Group pursuant to the Comprehensive Agreement from 2021 to 2023. Pursuant to the rules of Shanghai Stock Exchange, the Company should enter into a financial services agreement with its connected person in relation to connected transactions involving finance companies and disclose and submit as a separate resolution to the Board meeting or the general meeting of the Company for their review.

The Board hereby announces that the Company and CNPC Finance entered into the Financial Services Agreement on 30 August 2023. The Company will continue to comply with the provisions of Chapter 14A of the HKEx Listing Rules in relation to the Continuing Connected Transactions with CNPC Finance including the reporting, announcement, annual review and independent shareholders’ approval requirements, if applicable.

2.2	Continuing Connected Transactions with CNPC Financeunder the Financial Services Agreement

The Comprehensive Agreement entered into between the Company and CNPC on 27 August 2020 includes the financial services between the Group and CNPC Finance. The Comprehensive Agreement was effective from 1 January 2021 and valid for a term of three years and will expire on 31 December 2023. Thus, pursuant to the rules of Shanghai Stock Exchange, on 30 August 2023, the Company entered into the Financial Services Agreement with CNPC Finance which shall come into effect on 1 January 2024. The Group and CNPC Finance will enter into separate agreements regarding their loan and financial derivative transactions.

2.2.1	The services under the Financial Services Agreement

Pursuant to the Financial Services Agreement, CNPC Finance will provide deposit services, settlement services and other financial services (including entrustment loans, bills, bonds underwriting, non-financing letter of guarantee services, financial advisory, credit verification and consulting agency business, etc.).

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---
---	---

The Financial Services Agreement requires in general terms that:

(1)	the services to be provided by CNPC Finance shall<br>be conducted on normal commercial terms or better and must be fair and reasonable; and
(2)	the terms and conditions on which such services<br>to be provided by CNPC Finance should be no less favorable than the terms offered by independent third-party financial institutions for<br>the same financial service.
---	---
2.2.3	Pricing determination
---	---

Pricing principles:

(1)	government-prescribed price; or
(2)	where there is no government-prescribed price, then<br>the price shall be determined based on the government-guided price;
---	---
(3)	where neither (1) or (2) is applicable, then;
---	---
(a)	the price shall be determined with reference to the<br>market price or fee charging standards offered by the independent third parties; or
---	---
(b)	where there is no market price from independent third<br>parties, the price shall be determined after arm’s length negotiation based the principle of fairness and reasonableness.
---	---

In addition, the Financial Services Agreement specifically stipulates that:

(1)	the interest rate for Renminbi deposit services<br>shall be no less than the relevant interest rate for deposit as promulgated by the People’s Bank of China and the interest rate<br>offered by the independent third parties for same deposit service during the same period. The interest rate for foreign currency deposit<br>services shall be determined after arm’s length negotiation with reference to the market conditions;
(2)	CNPC Finance will not charge the Group in relation<br>to provision of settlement services;
---	---
(3)	Fees for other financial services shall be no higher<br>than the fees offered by independent third parties to the Group for the same category of services and the fees charged by CNPC Finance<br>to the subsidiaries of CNPC (excluding the Group) for the same category of services.
---	---
2.2.4	Term
---	---

The Financial Services Agreement is valid for three years commencing from 1 January 2024.

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---
---	---

The Independent Board Committee will give their view on the terms and the proposed annual caps in respect of the Non-Exempt Continuing Connected Transactions with CNPC Finance after considering the advice from the Independent Financial Advisor on the same, and their views will be given in the circular to be despatched to the Shareholders.

2.4	Historical amounts, historical annual caps, proposed annual caps andrationale

The Board has considered and proposed that the following proposed maximum values in respect of the Continuing Connected Transactions with CNPC Finance which will serve as the annual caps of the relevant transactions below for the period from 1 January 2024 to 31 December 2026:

Transaction categories	Hi****storical amount	Hi****storical annual caps	Proposed annual caps for 2024 to 2026	Basis of determination of the proposed annual caps
(1) Aggregate of maximum daily amount of deposits to be made by the Group with CNPC Finance and the total amount of interests to be received in respect of these deposits	For the two years ended 31 December 2022 and the six months ended 30 June 2023, approximately RMB46,789 million, RMB45,847 million and RMB45,628 million, respectively.	For<br> the three years ending 31 December 2023, RMB55,000 million, RMB55,000 million and RMB55,000 million, respectively.<br><br> <br><br><br> <br>Note: The annual caps regarding the deposit services under financial services for 2021-2023 is RMB55,000 million. The Company divided the annual caps into RMB47,000 million for CNPC Finance and RMB8,000 million for other financial institutions under CNPC according to its business management needs.	For<br> the three years ending 31 December 2026, RMB65,000 million, RMB65,000 million and RMB65,000 million, respectively.<br><br> <br><br><br> <br>Note: For the avoidance of doubt, the above proposed annual caps are independent from the proposed annual caps for the deposit services to be provided by CNPC (excluding CNPC Finance) to the Group.	The<br> proposed annual caps for the deposit services (aggregate of deposits and interests) provided by CNPC Finance to the Group have been determined<br> with reference to the estimated business development of the Group, the Group’s historical cash flow and levels of deposits and the<br> competitive interest rates offered by financial institutions. For the two years ended 31 December 2022 and six months ended 2023, the<br> average annual growth rate of the Group at CNPC Finance was approximately 29.3% and the actual deposit amount accounted for more than<br> 97% of the annual caps. For the six months ended 30 June 2023, the beginning balance of the Group’s deposits with CNPC Finance was<br> RMB41,192 million, with cash inflow of RMB2,392,408 million and cash outflow of RMB2,387,974 million during the reporting period, and<br> the end-of-period balance was RMB45,626 million; the Renminbi interest rate range was from 0.20% to 3.30%.<br><br> <br><br><br> <br>The<br> interest rate for Renminbi deposit services shall be no less than the relevant interest rate as promulgated by the People’s Bank<br> of China and the interest rate offered by the independent third parties for same deposit service. The interest rate for foreign currency<br> deposit services shall be determined after

| 39 |

| --- | | arm’s<br> length negotiation with reference to the market conditions.<br><br> <br><br><br> <br>The<br> difference between the 2021 and 2022 annual caps divided to CNPC Finance and the historical amount of the deposits made by the Group with<br> CNPC Finance, and the total amount of interests received in respect of these deposits in 2021 and 2022 was minimal. The Group amended<br> the proposed annual caps based on the historical amounts and the estimated business development of the Group.<br><br> <br><br><br> <br>Given<br> the balance of loans provided by CNPC Finance to the Group generally exceeded the balance of deposits the Group made with CNPC Finance,<br> the Group is of the view that the proposed annual caps are in line with the development of the business of the Group and are determined<br> based on principles of fairness and reasonableness. In addition to deposit services, CNPC Finance also provides loan services to the Group.<br> For the two years ended 31 December 2022 and the six months ended 30 June 2023, the amount of loans provided by CNPC Finance to the Group<br> was approximately RMB70,567 million, RMB64,616 million and RMB62,353 million, respectively. For the six months ended 30 June 2023, the<br> beginning balance of the loans provided by CNPC Finance to the Group was RMB64,616 million, with new loans of RMB18,218 million and repaid<br> loans of RMB20,481 million during the reporting period, and the end-of-period balance is RMB62,353 million. The Renminbi interest rate<br> range is from 2.40% to 4.18%. In addition, based on the current business plan of the Group, the Company expected that the ratio between<br> the amount of loans to be provided by CNPC Finance to the Group and the deposits to be made by the Group with CNPC Finance for the three<br> years ending 31 December 2026 will remain basically stable. The Company expected that the amount of loans to be provided by CNPC to the<br> Group for the three years ending 31 December 2026 is RMB120,000 | | --- |

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| --- | | | | | | million, RMB170,000 million and RMB200,000 million, respectively. | | --- | --- | --- | --- | --- | | (2) Fees such as handling fees for entrustment loans, guarantee services, bills and other financial services | For the two years ended 31 December 2022 and the six months ended 30 June 2023, approximately RMB67 million, RMB93 million and RMB46 million, respectively. | For<br> the three years ending 31 December 2023, RMB2,400 million, RMB2,400 million and RMB2,400 million, respectively.<br><br> <br><br><br> <br>Note: the above amounts include the historical annual caps of the insurance, handling fees for entrustment loans, fees and expenses for settlement services and other intermediary services paid by the Group to other financial institutions under CNPC. | For<br> the three years ending 31 December 2026, RMB200 million, RMB200 million and RMB200 million, respectively. | In order<br> to optimize cash flow management and capital efficiency of the Group and CNPC, CNPC’s financial institutions provide a full range<br> of financial services to the Group and CNPC. The proposed annual caps for the fees such as handling fees for entrustment loans, guarantee<br> services, bills and other financial services to be paid by the Group to CNPC Finance have been determined with reference to the estimated<br> business development of the Group, the historical amount incurred and the competitive fees offered by financial institutions.<br><br> <br><br><br> <br>CNPC<br> Finance will not charge the Group in relation to the provision of settlement services. Fees for other financial services shall be determined<br> with reference to the fees offered by independent third parties to the Group for the same category of services and the fees charged by<br> CNPC Finance to the subsidiaries of CNPC (excluding the Group) for the same category of services.<br><br> <br><br><br> <br>As the<br> historical annual caps for the fees such as handling fees for entrustment loans, guarantee services, bills and other financial services<br> were small, thus the Company did not divide certain amount to CNPC Finance. The Company has determined the proposed annual caps based<br> on the historical transaction amount and the Group’s expected business development. Thus, the Group is of the view that the proposed<br> annual caps are in line with the development of the business of the Group and are determined based on principles of fairness and reasonableness. |

Note: In addition to the financialservices provided by CNPC Finance to the Group pursuant to the Financial Services Agreement, CNPC Finance also provides loan servicesto the Group from time to time. As these transactions are conducted on normal commercial terms or better and no security over the Group’sassets is granted in respect thereof, pursuant to Rule 14A.90 of the HKEx Listing Rules, these transactions are fully exempted from shareholders’approval, annual review and all disclosure requirements set out in Chapter 14A of the HKEx Listing Rules.

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2.5 Reasons for and benefits of the Continuing Connected Transactions with CNPC Finance

      CNPC Finance  was incorporated with  the approval from  the People's Bank  of  China  and  holds business
      license  and  financial  permit  and  is  a  financial enterprise controlled  by  CNPC,  the  controlling
      shareholder of  the Company, which focuses  on  serving CNPC  and  has  strong comprehensive strength  to
      provide efficient financial services  to  the Group's domestic and overseas operations. Details  of  CNPC
      Finance are set out below:

       \(1\) CNPC  Finance  is  the  internal settlement, fund  raising  and  financing  and  capital management
           platform of  CNPC and  has been providing deposit, loan, settlement and other financial services to
           the Group  for  many years; CNPC Finance has convenient and efficient internal settlement platforms
           and  foreign currency derivative business channels and  has established a comprehensive and matured
           cooperation mechanism with  the  Group. CNPC  Finance  will  not  charge  the  Group  for providing
           settlement services and other prices provided by CNPC Finance should be  no less favorable than the
           terms and conditions in  the market, thus  the transactions with CNPC Finance could lower the costs
           of the Group;

       \(2\) CNPC Finance is under the supervision of  the National Administration of Financial Regulation as  a
           major  domestic non-bank financial institution, operates  under  strict observance  with  the  risk
           controlling indicators and  risk monitoring indicators required  by  national laws  and regulations
           and  has  met  the regulatory requirements as determined by regulatory indicators over  the  years.
           According   to   the  Industry  Statistics  of  Enterprise  Group  Finance  Companies  for   2022>
           \(     \) published  by  China  National  Association  of  Finance
           Companies, the total asset and equity amount of  CNPC Finance ranked the first for 2022. As  at  30
           June 2023, the cash  on  hand and  at  the People's Bank of China of CNPC Finance was approximately
           RMB11.40 billion and  the lending to  banks  and  other financial institutions of  CNPC Finance was
           approximately RMB236.28 billion, the  total  assets  of  CNPC  Finance  was approximately RMB632.64
           billion. For  the  six months ended  30  June 2023,  CNPC Finance achieved revenue of approximately
           RMB4.74 billion,  net  interest income  of approximately RMB3.35 billion,  profit  of approximately
           RMB3.48 billion and net profit after tax  of approximately RMB3.03 billion, which is  in  a leading
           position among  domestic counterparts. As  at  30  June  2023,  the regulatory indicators  of  CNPC
           Finance  met  the  regulatory  requirements prescribed  by  National  Administration  of  Financial
           Regulation, the  main regulatory indicators of which are  as follows: the capital adequacy ratio of
           CNPC Finance was 21.90% \(the regulatory requirement is \(greater or equal\)Y10.5%\) ;  the loan-deposit ratio  of  CNPC
           Finance \(loan-deposit ratio  =  loan balance/ the  sum  of deposit balance and paid-in capital\) was
           41.25%  \(the regulatory requirement is  \(less than or equal\)U80%\); the investment ratio  of  CNPC  Finance \(investment
           ratio  =  total investment /  net capital\) was  56.79%  \(the regulatory requirement is  \(less than or equal\)U70%\); the
           liquidity ratio  of  CNPC Finance was 78.06% \(the regulatory requirement is \(greater or equal\)Y25%\); and  the  fixed
           asset ratio of  CNPC Finance \(fixed asset ratio  =  net fixed assets /  net capital\) was 0.21% \(the
           regulatory requirement is \(less than or equal\)U20%\). Since 2011, CNPC Finance \(HK\) Limited,  a wholly-owned subsidiary
           of CNPC Finance, has maintained a credit rating next only to PRC's sovereign rating assigned by  an
           international rating agency. This  is  currently the  highest credit  rating obtained  by  domestic
           financial institutions. In addition, the Company and  CNPC Finance agreed on  a  series  of  strict
           risk assessment and control measures in  the Financial Services Agreement to  ensure the safety  of
           the  Group's deposits  in  CNPC Finance. Meanwhile, CNPC Finance

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shall provide various information, including various financial indicators (as well as annual and interim financial reports), semi-annually so that the Company can monitor the risk and financial conditions of CNPC Finance continuously. The Company believes that the risk profile of CNPC Finance is not greater than those of commercial banks in the PRC;

(3)	The balance of loans provided<br>by CNPC Finance to the Group generally exceeded the balance of deposits the Group made with CNPC Finance. As at 31 December 2021, 31 December<br>2022 and 30 June 2023, the balance of the Group’s deposits with CNPC Finance was RMB30,128 million, RMB41,192 million and RMB45,626<br>million, representing 17.6%, 18.1% and 17.1% of the total deposits of the Group respectively; as at 31 December 2021, 31 December 2022<br>and 30 June 2023, the balance of loans provided by CNPC Finance to the Group was RMB70,567 million, RMB64,616 million and RMB62,353 million<br>respectively. In addition, in order to regulate the connected transactions between the Group and CNPC Finance, the Company and CNPC Finance<br>adopted the Risk Management Plan of PetroChina Company Limited for Conducting Financial Business with China Petroleum Finance Company<br>Limited, which covers the relevant risk control system and the risk management plan to prevent financial risks and to ensure that the<br>deposits of the Group in CNPC Finance can be utilized at the Group’s discretion;
(4)	In order to ensure the normal<br>operation and management of CNPC Finance, CNPC has made relevant undertakings, among other things: (a) CNPC has undertaken not to abuse<br>its rights as a shareholder of CNPC Finance, interfere in the daily business of CNPC Finance or harm the legitimate rights and interest<br>of CNPC Finance and its other shareholders in any way; (b) CNPC has undertaken not to engage in any irregular or improper connected transactions<br>with CNPC Finance, pursue any connected transactions superior than those of similar conditions with other shareholders of CNPC Finance<br>and non-connected persons or obtain any improper benefits using its influence on the operation and management of CNPC Finance; and (c)<br>CNPC has undertaken to establish an effective risk isolation mechanism to prevent the transmission and transfer of risks among CNPC, CNPC<br>Finance and other connected persons; and
---	---
(5)	CNPC has also undertaken<br>to act as the payer of last resort for CNPC Finance, i.e., CNPC has undertaken that in case of emergency where CNPC Finance has difficulties<br>making payments, CNPC will increase the capital of CNPC Finance in accordance with the actual needs for the purpose of permitting payments<br>to be made, which provides better security of funds as compared to external banks. As at 31 December 2022, the cash at bank and on hand<br>of CNPC was approximately RMB96.3 billion (excluding the cash at bank and on hand of the Group). Furthermore, the Company is in a position<br>to benefit from dividends by virtue of owning 32% shareholding in CNPC Finance.
---	---

Based on the above, the Company believes that the Continuing Connected Transactions with CNPC Finance benefit the continued operation and development of the Group.

Given the nature of the cooperation between the Company and CNPC Finance, the Company considers the Financial Services Agreement, the Non-Exempt Continuing Connected Transactions with CNPC Finance and their proposed annual caps to be one significant proposal. As such, the Financial Services Agreement and the proposed annual caps in respect of the Non-Exempt Continuing Connected Transactions with CNPC Finance will be proposed to the Extraordinary General Meeting for Independent Shareholders’ consideration and

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approval as one single resolution. Any votes by the Independent Shareholders on such resolution will be applicable to the Financial Services Agreement as well as the proposed annual caps in respect of each of the Non-Exempt Continuing Connected Transactions with CNPC Finance alike.

The Directors (including the independent non-executive Directors) consider that (1) due to the long-term relationship between the Group and CNPC Finance and it is beneficial for the Group to continue conducting the Continuing Connected Transactions with CNPC Finance as these transactions have facilitated and will continue facilitating the operation and growth of the Group’s business; (2) the Continuing Connected Transactions with CNPC Finance have been and will be conducted in the ordinary and usual course of business of the Group, have been and will be conducted on normal commercial terms or on terms no less favorable than those available from independent third party financial institutions offered to the Group for the same category of financial services, will continue to be agreed on an arm’s length basis with terms that are fair and reasonable to the Group and under prevailing local market conditions, are fair and reasonable and in the interests of the Company and the Shareholders as a whole, and that the proposed annual caps for the Continuing Connected Transactions with CNPC Finance are fair and reasonable and are in the interests of the Company and the Shareholders as a whole. At the same time, the Continuing Connected Transactions with CNPC Finance do not harm the interests of the Company and the minority Shareholders, will not have an adverse effect on the Company’s current and future financial conditions; and will not affect the Company’s independence.

The Independent Board Committee will give their view on the Non-Exempt Continuing Connected Transactions with CNPC Finance and their proposed annual caps after considering the advice from the Independent Financial Advisor, and their views will be given in the circular to be despatched to the Shareholders.

2.6	HKEx Listing Rules Implication
2.6.1	The Continuing Connected Transactions with CNPC Finance<br>mainly comprise:
---	---
(1)	Aggregate of the maximum<br>daily amount of deposits made by the Group with CNPC Finance and the total amount of interest received in respect of these deposits
---	---
(2)	Fees such as handling fees<br>for entrustment loans, guarantee services, bills and other financial services to be provided by CNPC Finance to the Group
---	---
2.6.2	The implications of the Continuing Connected Transactions<br>with CNPC Finance under the HKEx Listing Rules are as below:
---	---
(1)	In relation to 2.6.1(2)<br>fees such as handling fees for entrustment loans, guarantee services, bills and other financial services to be provided by CNPC Finance<br>to the Group, as each of the applicable percentage ratios under Rule 14.07 of the HKEx Listing Rules is, on an annual basis, less than<br>5%, 2.6.1(2) fees such as handling fees for entrustment loans, guarantee services, bills and other financial services to be provided by<br>CNPC Finance to the Group is exempted from independent shareholders’ approval but are subject to the reporting and announcement<br>requirements pursuant to the Rule 14A.76(2) of the HKEx Listing Rules
---	---

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| --- | | (2) | In relation to 2.6.1(1)<br>aggregate of the maximum daily amount of deposits made by the Group with CNPC Finance and the total amount of interest received in respect<br>of these deposits, as the highest applicable percentage ratio under Rule 14.07 of the HKEx Listing Rules exceeds 5% (when aggregating<br>with the maximum daily amount of deposits made by the Group with CNPC (excluding CNPC Finance) and the total amount of interest received<br>in respect of those deposits), 2.6.1(1) aggregate of the maximum daily amount of deposits made by the Group with CNPC Finance and the<br>total amount of interest received in respect of these deposits constitutes the Non-Exempt Continuing Connected Transactions with CNPC<br>Finance which are subject to the reporting, announcement and independent shareholders’ approval requirements pursuant to the HKEx<br>Listing Rules and also constitutes disclosable transactions under Chapter 14 of the HKEx Listing Rules | | --- | --- | | 2.7 | Approval by the Board and Independent Shareholders | | --- | --- |

CNPC Finance is a subsidiary of the Company’s controlling shareholder, CNPC. By virtue of the above, CNPC Finance is a connected person of the Company under the HKEx Listing Rules. Transactions contemplated under the Financial Services Agreement constitute connected transactions of the Company under the HKEx Listing Rules. The terms and the proposed annual caps in respect of the Non-Exempt Continuing Connected Transactions with CNPC Finance are subject to approval by the Independent Shareholders under the HKEx Listing Rules. In view of the interests of CNPC, CNPC and its associates will abstain from voting in relation to the resolution approving the terms and the proposed annual caps in respect of the Non-Exempt Continuing Connected Transactions with CNPC Finance.

The audit committee of the Board gave advice to the Board about the Continuing Connected Transactions with CNPC Finance and their proposed annual caps. The audit committee of the Board is of the view that the terms of the Financial Services Agreement are fair and reasonable, the Continuing Connected Transactions with CNPC Finance are conducted in the ordinary course of business of the Group and on normal commercial terms, and in the interest of the Company and the Shareholders as a whole. Thus, the audit committee of the Board approved the entering into of the Financial Services Agreement between the Company and CNPC Finance and the proposed annual caps. The Board (including the independent non-executive Directors) has reviewed the advice and is of the view that such transactions are in the ordinary course of business of the Group and have been entered into on normal commercial terms or terms no less favorable to the Group than those with independent third parties, are fair and reasonable, and in the interest of the Company and the Shareholders as a whole. On such basis, the Board suggests the Independent Shareholders to approve the terms and the proposed annual caps in respect of the Non-Exempt Continuing Connected Transactions with CNPC Finance.

On 30 August 2023, the 3rd meeting of the ninth session of the Board was convened by way of a combination of physical meeting and virtual meeting, at which the non-connected Directors unanimously approved the resolution on the entering into of the Financial Services Agreement between the Company and CNPC Finance. Each of Mr. Dai Houliang, Mr. Hou Qijun, Mr. Duan Liangwei, Mr. Huang Yongzhang, Mr. Ren Lixin and Mr. Xie Jun, who are deemed as connected directors of the Company by virtue of their positions in CNPC, abstained from voting on the relevant resolution of the Board. Save as disclosed above, none of the Directors has any material interest in the transactions abovementioned.

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Further, an Independent Board Committee has been formed to advise the Independent Shareholders in connection with the terms and the proposed annual caps in respect of the Non-Exempt Continuing Connected Transactions with CNPC Finance, and the Independent Financial Advisor has been appointed to advise the Independent Board Committee and the Independent Shareholders on the same.

3	THE COMPANY’S INTERNAL CONTROL MEASURES TOENSURE THAT THE CONTINUING CONNECTED TRANSACTIONS ARE CONDUCTED IN ACCORDANCE WITH THE NEW COMPREHENSIVE AGREEMENT AND FINANCIAL SERVICESAGREEMENT

The Company will strictly enforce a series of policies, including connected transaction management methods, internal control management handbook and internal control assessment management methods, to ensure the continuing connected transactions of the Company are conducted in accordance with the New Comprehensive Agreement and the Financial Services Agreement. The Company’s audit committee and external auditors shall conduct annual supervision and inspection and external audits of the effectiveness of the Company’s internal control system, including two tests on internal control at the middle and end of each year; the audit committee of the Board shall review the evaluation of internal control and the implementation of the continuing connected transactions twice a year; the Supervisory Committee shall listen to reports on internal control evaluation and the implementation of the continuing connected transactions simultaneously.

The Company has established a series of internal control measures to ensure that the pricing basis for the continuing connected transactions of the Company will follow the prescribed pricing mechanism under the framework agreements, including:

(1)	For products and services<br>where the government-prescribed price applies, when any laws, regulations or other regulatory documents in relation to government-prescribed<br>price in respect of certain category of products or services come into effect, the pricing department of the Company will forward these<br>regulatory requirements to its operating entities and require all the operating entities to follow the government-prescribed price. The<br>internal audit department of the Company will review the enforcement of the government-prescribed price by the operating entities from<br>time to time. All the operating entities shall accept the law enforcement supervision by the pricing authorities of the government;
(2)	For products and services<br>where the market-oriented price applies, all the operating entities of the Company shall comply with the regulations for the management<br>of bidding and tendering of the Company. In terms of the product or service of which the transaction amount reaches the particular standard<br>prescribed in regulations, all the operating entities shall determine their suppliers of products and services through tendering. The<br>operating entities or the tendering center of the Company is responsible for the preparation of tendering requirement documents. A tendering<br>committee comprised by both internal and external randomly picked experts will be established to conduct the tendering process for each<br>project and determine the final suppliers. In terms of the product and service of which the transaction amount is lower than the particular<br>standard prescribed in regulations, all the operating entities shall determine their suppliers of products and services by inviting suppliers<br>to the competitive negotiations. The relevant department of the operating entities to which the product or service will be offered is<br>responsible for comparing the terms of these suppliers. The comparison results will be submitted to the management team of the operating<br>entity for final approval;
---	---

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| --- | | (3) | For<br>products and<br>services<br>where the actual cost<br>or agreed<br>contractual<br>price applies,<br>the operating entities<br>of the Group and CNPC will generally<br>negotiate<br>the cost for the products<br>and services<br>to be provided in advance.<br>Meanwhile, the Company and<br>CNPC have jointly<br>set up a construction<br>cost center comprised<br>by experienced<br>technical experts,<br>which is responsible<br>for the formulation<br>of the cost standards for certain<br>engineering<br>technology<br>services provided<br>by CNPC. After<br>the provision of relevant products<br>or services,<br>the internal<br>auditors of the Group<br>will review the actual<br>cost of these products<br>or services prepared<br>by CNPC with reference<br>to the negotiation<br>results prior to the transactions<br>or the cost standards<br>formulated<br>by the construction<br>cost center.<br>The settlement<br>and payment<br>shall only be<br>made after<br>the review is approved<br>by the internal<br>auditors; | | --- | --- | | (4) | The Company’s audit<br>department shall regularly conduct internal assessments on the internal control measures every year to ensure that the internal control<br>measures in respect of connected transactions remain complete and effective; | | --- | --- | | (5) | The Board shall review<br>the financial reports containing the disclosure and analysis of the execution of the continuing connected transactions on a semi-annual<br>basis. The review will mainly include whether the Group and relevant connected persons follow the continuing connected transaction agreements<br>(including the prescribed pricing mechanism thereunder) during the year or half of the year and whether the actual transaction amounts<br>incurred between the Group and relevant connected persons are within the annual caps as approved at the Shareholders’ general meeting<br>(if applicable). The annual reports and interim reports of the Company will disclose the information on the deposit and loan transactions<br>between the Group and CNPC Finance as well; | | --- | --- | | (6) | The independent non-executive<br>Directors shall conduct annual review on the continuing connected transactions and provide annual confirmations in the annual reports<br>of the Company on whether the continuing connected transactions of the Company are conducted (i) in the ordinary and usual course of business<br>of the Group; (ii) on normal commercial terms or better; (iii) according to the relevant agreements the terms of which are fair and reasonable<br>and in the interest of the Company and the Shareholders as a whole; | | --- | --- | | (7) | The audit committee of<br>the Board shall conduct review on the annual report and interim report which include the disclosure and analysis of the implementation<br>of the continuing connected transactions; | | --- | --- | | (8) | The external auditors of<br>the Company shall report on the continuing connected transactions of the Company every year and issue a letter to the Board in respect<br>of the continuing connected transactions of the Company in accordance with the regulatory rules of places where the Company is listed<br>and prepare special report on the connected transactions between the Group and CNPC Finance (such as deposit, loan and other financial<br>transactions); and | | --- | --- | | (9) | The Supervisory Committee<br>shall supervise the continuing connected transactions and hear the annual report and interim report which include the disclosure and analysis<br>of the | | --- | --- |

---

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implementation of the continuing connected transactions of the Company twice a year. The Supervisory Committee shall also review whether the connected transactions between the Group and connected persons comply with the regulatory requirements of places where the Company is listed, whether the prices are fair and reasonable and whether there is any act which is detrimental to the interests of the Company and the Shareholders. 4 GENERAL INFORMATION 4.1 Information on the Company The Company is a joint stock limited company incorporated on 5 November 1999 under the PRC Company Law as a result of the restructuring of CNPC. The H Shares and A Shares of the Company are listed on the Hong Kong Stock Exchange and the Shanghai Stock Exchange, respectively. The Company and its subsidiaries principally engage in the exploration, development, transmission, production and sales of crude oil and natural gas, and new energy business; the refining of crude oil and petroleum products; the production and sales of basic and derivative chemical products and other chemical products, and new material business; the marketing and trading business of refined products and non-oil products; and the transportation and sales of natural gas. 4.2 Information on CNPC As at the date of this announcement, CNPC holds approximately 82.62% equity interests in the Company (including the 291,518,000 H shares indirectly held by CNPC through Fairy King Investments Limited, an overseas wholly-owned subsidiary of CNPC, representing approximately 0.16% of the total issued Shares of the Company), thus CNPC is the controlling shareholder and a connected person of the Company. CNPC is a petroleum and petrochemical conglomerate that was formed in the wake of the restructuring launched by the State Council to restructure the predecessor of CNPC, China National Petroleum Company ( ), in July 1998. CNPC is also a state-authorized investment corporation and state-owned enterprise. CNPC is an integrated energy corporation with businesses covering domestic and foreign exploration and development of oil, gas and new energy, marketing of refining, petrochemical and new materials, maintenance and service, capital and finance. 4.3 Information on CNPC Finance As at the date of this announcement, CNPC Finance is owned as to 40% by CNPC, 32% by the Company and 28% indirectly by CNPC Capital Company Limited ( ) and is a connected person of the Company. CNPC holds approximately 77.35% shares in CNPC Capital Company Limited ( ). The principal business activities of CNPC Finance include providing guarantee to members of the CNPC and the Group, providing entrusted loan and entrusted investment services related to members of the CNPC and the Group, bill acceptance and discounting for members of the CNPC and the Group, internal fund transfer and settlement, relevant internal settlement and clearance plans designing related to members of the CNPC and the Group and, taking deposits from members of the CNPC and the Group, providing loans to members of the CNPC and the

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Group, underwriting corporate bonds of members of the CNPC and the Group, investment in marketable securities.

5	CIRCULAR,VIEWS OF THE INDEPENDENTBOARD COMMITTEE ANDADVICE OF THE INDEPENDENTFINANCIALADVISOR

In accordance with the HKEx Listing Rules, the views of the Independent Board Committee as well as the advice of the Independent Financial Advisor to the Independent Board Committee and the Independent Shareholders in respect of the terms and conditions and the proposed annual caps in respect of the Non-Exempt Continuing Connected Transactions will be stated in a circular to be despatched to the Shareholders.

A circular containing, amongst other things, further information on the terms of the Non-Exempt Continuing Connected Transactions, a letter from the Independent Board Committee, an opinion of the Independent Financial Advisor, together with a notice to convene the Extraordinary General Meeting to approve the terms of the Non-Exempt Continuing Connected Transactions and their proposed annual caps, is expected to be despatched to the Shareholders on or before 20 September 2023.

6	INDEPENDENTSHAREHOLDERS’APPROVAL

Pursuant to the HKEx Listing Rules, the Non-Exempt Continuing Connected Transactions and their proposed annual caps shall be approved by the Independent Shareholders at the Extraordinary General Meeting. Any Shareholder with a material interest in the transactions and its associates will abstain from voting on the relevant resolutions.

CNPC and its associates will abstain from voting on the relevant resolutions. To the knowledge of the Company and its Directors, as at the date of this announcement, CNPC and its associates hold 150,923,565,570 A Shares and 291,518,000 H Shares, representing approximately 82.62% of the total issued share capital of the Company.

7	DOCUMENTSFOR INSPECTION

The following documents are available for inspection at the legal address of the Company during its normal business hours:

(1)	Resolutions passed at the 3rd meeting of the ninth<br>session of the Board;
(2)	Opinion of the independent non-executive Directors;
---	---
(3)	Opinion of the audit committee of the Board;
---	---
(4)	The New Comprehensive Agreement;
---	---
(5)	The Financial Services Agreement; and
---	---
(6)	The confirmation letter to the Land Use Rights Leasing<br>Contract and the 2017 Buildings Leasing Contract.
---	---
8	DEFINITIONS
---	---

In this announcement, unless the context otherwise requires, the following terms shall have the meanings set out below:

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"2017 Buildings Leasing the buildings leasing contract entered into between the Company and CNPC on 24 Contract" August 2017

      "Amended       Buildings   the  amended buildings leasing contract entered into between  the  Company  and
      Leasing Contract"          CNPC on 25 August 2011

      "associate\(s\)"             has the meanings ascribed to it under the HKEx Listing Rules

      "A Share\(s\) "              the PRC listed domestic share\(s\) in the Company's share capital, with a nominal
                                 value  of RMB1.00 each, which  are  listed  on  the Shanghai Stock Exchange and
                                 traded in RMB

      "Board"                    the board of directors of the Company

      "Buildings       Leasing   the buildings leasing contract dated  10  March  2000 entered into between  the
      Contract"                  Company and  CNPC pursuant to  which CNPC  has leased  to  the  Group buildings
                                 located throughout the PRC for the use by  the Group for its business operation
                                 including the exploration, development and production for  a term of  20 years,
                                 as amended by a supplemental agreement dated 26 September 2002

      "CNPC"                      China   National   Petroleum   Corporation   \(       \),   a
                                 state-owned  enterprise incorporated  under  the  laws  of  the  PRC,  and  the
                                 controlling  shareholder  of   the  Company,  and  for   the  purpose  of  this
                                 announcement, unless otherwise specified, shall include  other subsidiaries and
                                 units of  CNPC \(including subsidiaries, branches and relevant units\) other than
                                 the Group

      "CNPC Finance"             China Petroleum Finance Company Limited \(         \), owned as to 40%
                                 by  CNPC,  32%  by  the  Company  and  28%  by  CNPC  Capital  Company  Limited
                                 \(               \)  respectively   as   at   the   date   of   this
                                 announcement,  and  for  the  purpose  of  this announcement, unless  otherwise
                                 specified, shall include its subsidiaries

      "Company"                  PetroChina Company Limited \(           \), a  joint stock company
                                 limited by shares incorporated in the PRC on  5 November 1999 under the laws of
                                 the PRC, the  H shares and  A Shares of which are listed on the Hong Kong Stock
                                 Exchange and the Shanghai Stock Exchange, respectively

      "Comprehensive              the comprehensive products and services agreement dated 27 August 2020 entered
      Agreement"                 into between CNPC  and  the  Company regarding the provision by  the  Group  to
                                 CNPC/Jointly-held Entities and by CNPC/Jointly-held Entities to the Group, of a
                                 range  of products and services from  time  to  time, coming into effect  on  1
                                 January 2021 and effective for three years

| 50 |

| --- | | “connected person(s)” | has the meanings ascribed to it under the HKEx Listing Rules | | --- | --- | | “Continuing Connected Transactions with CNPC” | the continuing connected transactions which have been and will continue to be entered into between the Group and CNPC/Jointly-held Entities, details of which are set out in the section 1 of this announcement. For the avoidance of doubt, the Continuing Connected Transactions with CNPC do not include the continuing connected transactions between the Group and CNPC Finance as the Company and CNPC Finance have entered into the Financial Services Agreement in relation to the financial services between the Group and CNPC Finance | | “Continuing Connected Transactions with CNPC Finance” | the continuing connected transactions which have been and will continue to be entered into between the Group and CNPC Finance, details of which are set out in the section 2 of this announcement | | “controlling shareholder(s)” | has the meanings ascribed to it under the HKEx Listing Rules | | “Director(s)” | directors of the Company | | “Extraordinary General Meeting” | an extraordinary general meeting of the Company to be held to approve, among other things, the New Comprehensive Agreement, the Financial Services Agreement, the Non-Exempt Continuing Connected Transactions and their proposed annual caps | | “Financial Services Agreement” | the financial services agreement dated 30 August 2023 entered into between the Company and CNPC Finance regarding the provision of certain financial services by CNPC Finance to the Group, coming into effect on 1 January 2024 and effective for three years | | “Group” | the Company and its subsidiaries | | “HKEx Listing Rules” | the Rules Governing the Listing of Securities on the Hong Kong Stock Exchange | | “Hong Kong” | the Hong Kong Special Administrative Region of the PRC | | “Hong Kong Stock Exchange” | The Stock Exchange of Hong Kong Limited | | “H Share(s)” | the overseas listed foreign share(s) in the Company’s share capital, with a nominal value of RMB1.00 each, which are listed on the Hong Kong Stock Exchange and traded in Hong Kong dollars | | “Independent Board Committee” | the independent committee of the Board, comprising Mr. Cai Jinyong, Mr. Jiang, Simon X., Mr. Zhang Laibin, Ms. Hung Lo Shan Lusan and Mr. Ho Kevin King Lun, the independent non-executive |

| 51 |

| --- |

Directors, formed for the purpose of reviewing and advising the Independent Shareholders in respect of the New Comprehensive Agreement, the Financial Services Agreement, the Non-Exempt Continuing Connected Transactions and the relevant proposed annual caps

      "Independent Financial     ICBC   International   Capital   Limited  \(          \),  a   licensed
      Advisor"                   corporation carrying out  Type  1 \(dealing in securities\), Type  4 \(advising on
                                 securities\) and  Type  6  \(advising on  corporate finance\) regulated activities
                                 under the  SFO,  and  the independent financial advisor appointed to advise the
                                 Independent Board Committee and the Independent Shareholders in respect of  the
                                 terms and  the relevant proposed annual caps  in connection with the Non-Exempt
                                 Continuing Connected Transactions

      "Independent               the shareholder\(s\) of the Company other than CNPC and its associates
      Shareholder\(s\)"

      "Jointly-held              A company\(ies\) \(not including CNPC Finance\)  in  which  the  Company  and  CNPC
      Entity\(ies\)"               jointly  hold  shares  while  CNPC  and/or  its  subsidiaries \(individually  or
                                 together\) is/are entitled to exercise, or control the exercise of, 10%  or more
                                 of  the  voting  power  of  the  companies  at  any  general  meeting  of  such
                                 company\(ies\)

      "Kunlun Leasing"           Kunlun  Financial  Leasing  Co.,  Ltd.  \(           \),  a  company
                                 incorporated in the PRC with limited liability, which is a subsidiary of CNPC

      "Land Use Rights Leasing    the  land use rights leasing contract dated 10 March 2000 entered into between
      Contract"                  the Company and CNPC pursuant to which CNPC has leased to  the Group parcels of
                                 land throughout the PRC  in connection with and for the purpose of  all aspects
                                 of the operations and business of the Group for a term of 50 years

      "New       Comprehensive    the comprehensive products and services agreement dated 30 August 2023 entered
      Agreement"                 into between CNPC  and  the  Company regarding the provision by  the  Group  to
                                 CNPC/Jointly-held Entities and by CNPC/Jointly-held Entities to the Group, of a
                                 range  of products and services from  time  to  time, coming into effect  on  1
                                 January 2024 and effective for three years

      "Non-Exempt   Continuing   the  Non-Exempt Continuing  Connected Transactions  with  CNPC  and  Non-Exempt
      Connected Transactions"    Continuing Connected Transactions with CNPC Finance

      "Non-Exempt   Continuing   the Continuing Connected Transactions with  CNPC under the categories of  1.7.1
      Connected   Transactions   \(1\)\(a\), \(2\)\(a\), \(2\)\(b\) and \(2\)\(e\)\(i\), as  set  out  in  the section 1  of  this
      with CNPC"                 announcement

| 52 |

| --- | | Transactions<br> with CNPC” | | | --- | --- | | “Non-Exempt Continuing Connected Transactions with CNPC Finance” | the Continuing Connected Transactions with CNPC Finance under the categories of 2.6.1(1), as set out in the section 2 of this announcement | | “PRC” or “China” | the People’s Republic of China | | “RMB” | Renminbi, the lawful currency of the PRC | | “SFO” | Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong), as amended from time to time | | “Shanghai Stock Exchange” | Shanghai Stock Exchange | | “Share(s)” | share(s) of the Company, including the A Share(s) and the H Share(s) | | “Shareholder(s)” | holder(s) of Shares of the Company | | “subsidiary(ies)” | has the meanings ascribed to it under the HKEx Listing Rules | | “Supervisory Committee” | the supervisory committee of the Company | | Supplemental Agreement to the Land Use Rights Leasing Contract | the supplemental agreement to the Land Use Rights Leasing Contract entered into between the Company and CNPC on 25 August 2011 | | By<br>order of the Board<br><br><br><br>P****etroChinaCompanyLimited<br><br><br><br>Company<br>Secretary<br><br><br><br>WANGHua | | --- |

Beijing, the PRC

30 August 2023

As at the date of this announcement,the Board comprises Mr. Dai Houliang as Chairman; Mr. Hou Qijun as Vice Chairman and non-executive Director; Mr. Duan Liangwei and Mr.Xie Jun as non-executive Directors; Mr. Huang Yongzhang and Mr. Ren Lixin as executive Directors; and Mr. Cai Jinyong, Mr. Jiang, SimonX., Mr. Zhang Laibin, Ms. Hung Lo Shan Lusan and Mr. Ho Kevin King Lun as independent non-executive Directors.

53

P****ETROCHINACOMPANYLIMITED

RULESOF PROCEDURES OF THE AUDIT COMMITTEE

Clause1: Pursuant to the Articles of Association of PetroChina Company Limited (the “Articles”), the Rules of Procedures for the Board of Directors (the “Board”) of PetroChina Company Limited (the “Company”) and applicable regulatory requirements, these Rules are laid down to govern the constitution, responsibilities and procedures of the Board’s Audit Committee and to ensure the truthfulness of the Company’s financial information and the effectiveness of its internal control.

Clause2: The Audit Committee is established by the Board as a professional committee under it. The Audit Committee reports and is accountable to the Board.

In fulfilling its responsibilities, the Audit Committee shall abide by applicable laws and regulations, the Articles and these Rules. By virtue of legislative requirements, the Audit Committee shall be subject to the supervision by the Supervisory Committee of the Company.

Clause3: The Audit Committee shall be composed of three or four non-executive Directors, with independent non-executive Directors taking the most seats. The Audit Committee shall have a Chairman, who shall be an independent non-executive Director himself.

Clause4: Members of the Audit Committee shall satisfy the following requirements:

(1)	The members have skills and experience suitable for the Company’s<br>business.
(2)	The members have a certain level of financial knowledge.
---	---
(3)	At least one of the members have expertise in accounting or financial management<br>and meet the qualification of accounting professionals required by the regulatory rules of Shanghai Stock Exchange and on The Stock Exchange<br>of Hong Kong Limited.
---	---

Clause5: Members of the Audit Committee shall be appointed or dismissed by the Board with the term of office same as that of the Board members and are eligible for re-election. Any member who ceases to be a Director of the Company during his term of office shall no longer be qualified as a member of the Audit Committee, in which case the Board shall fill any vacancies resulting therefrom in a timely manner in accordance with these Rules set out above in order for the composition of the Audit Committee to comply with these Rules.

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| --- |

Clause6: Meetings of the Audit Committee may be held either physically or by means of teleconferencing. The Chairman of the Audit Committee may convene a meeting at his own initiative or at the request of the external accountants engaged or the internal auditor of the Company. An extraordinary meeting of the Audit Committee may also be convened if requested by two or more of its members.

The quorum for a meeting of the Audit Committee shall be two thirds or more of its members present. A meeting shall be presided over by the Chairman of the Audit Committee or, in his absence, by a member appointed by the Chairman the Audit Committee. Any member who is unable to attend the meeting for any reason may appoint another member in writing to exercise his powers on his behalf.

Clause7: The Audit Committee shall hold no less than four regular meetings every year and shall hold at least one regular meeting every quarter.

The first regular meeting shall principally discuss, but is not limited to, the following matters:

(1)	to discuss the financial<br>report and<br>the proposed profit<br>distribution of the Company<br>for the preceding year;
(2)	to discuss the annual report and annual results for the preceding year;
---	---
(3)	to discuss the internal audit report of the Company for the preceding year;
---	---
(4)	to discuss the internal control evaluation report of the Company for the<br>preceding year;
---	---
(5)	to discuss the report on continuing connected transactions of the Company<br>for the preceding year;
---	---
(6)	to discuss the proposal for engaging the Company’s domestic and international<br>accounting firms for the current year; and
---	---
(7)	to note the financial audit report for the preceding year prepared by the<br>external accounting firm.
---	---

The Committee shall submit a resolution or proposal to the board of directors after discussion.

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| --- |

The second regular meeting shall principally discuss, but is not limited to, the following matters:

(1)	to discuss<br>the first quarterly report;
(2)	to note the report submitted<br>by the external<br>accounting<br>firm.
---	---

The Committee shall submit a resolution or proposal to the board of directors after discussion.

The third regular meeting shall principally discuss, but is not limited to, the following matters:

(1)	to discuss the financial<br>report and plan for profit distribution<br>of the Company for the interim<br>period;
(2)	to discuss the interim report and the interim results of the Company;
---	---
(3)	to discuss the interim report of the<br>Company on the continuing connected transactions;
---	---
(4)	to discuss<br>the internal<br>audit report<br>of the Company for<br>the interim period;
---	---
(5)	to discuss<br>the internal<br>control evaluation report of the Company<br>for the interim<br>period; and
---	---
(6)	to discuss the report on audit fees of the external accounting firms;
---	---
(7)	to note the financial<br>audit report for<br>the interim period prepared<br>by the external<br>accounting<br>firm.
---	---

The Committee shall submit a resolution or proposal to the board of directors after discussion.

The fourth regular meeting shall principally discuss, but is not limited to, the following matters:

(1)	to discuss the third quarterly report of the Company;
(2)	to discuss the internal audit report of the Company;
---	---
(3)	to discuss the internal control assessment report of the Company; and
---	---
(4)	to note the report submitted by the external accounting firm.
---	---

The Committee shall submit a resolution or proposal to the board of directors after discussion.

Clause8: The following matters shall be submitted to the board of directors for consideration after being considered and adopted by the Audit Committee:

(1)	disclosure of financial information in financial accounting reports and<br>periodic reports and internal control assessment report;
(2)	engagement or dismissal of accounting firms which conduct the Company’s<br>audit business;
---	---
(3)	engagement or dismissal of the chief financial officer of the Company;
---	---
(4)	changes in accounting policies, changes in accounting estimates or corrections<br>of material accounting errors, which are made for reasons other than changes in accounting standards;
---	---

| 3 |

| --- | | (5) | other matters stipulated by laws, administrative regulations, CSRC regulations<br>and the Articles. | | --- | --- |

Clause9: The Audit Committee may entrust the following routine matters to the Office of the Board:

(1)	to distribute copies of the agenda and related<br>supporting documents to members of the Audit Committee seven business days prior to a meeting of the Audit Committee is convened;
(2)	to prepare meeting minutes and to consolidate the<br>opinions of each member of the Audit Committee who presents at the meeting into resolutions or proposals of the Audit Committee and dispatch<br>the same to each attending member for signed confirmation; and
---	---
(3)	to distribute copies of the meeting minutes to<br>the Board and members of the Audit Committee within 14 days after the conclusion of the meeting.
---	---

Financial reports, internal audit reports and internal control assessment reports are prepared by the relevant functional departments; external accountants' audit (or review) reports are prepared by external accounting firms engaged by the Company.

Clause10: The Audit Committee shall examine the integrity of the annual reports, interim reports and quarterly reports of the Company as well as related financial statements and accounts, and review the major opinions expressed on the financial reporting contained in the above statements and reports.

The Audit Committee shall, before participation of the external accountants in the annual audit, examine financial statements prepared by the Company and form its opinion on the same in writing; and shall re-examine financial statements of the Company and form its opinion on the same in writing after the external accountants engaged for the annual audit has issued its preliminary audit opinion.

---

Clause11: The Audit Committee shall submit its opinions on financial reports (including annual, interim and quarterly reports) of the Company and related materials to the Board after examining the same. The Audit Committee shall consider any significant or unusual items that are, or may need to be, reflected in the financial reports and accounts and shall give due attention

| 4 |

| --- |

to any matters that have been raised by the Chief Financial Officer and the external accountants, particularly the following:

(1)	any changes in accounting policies and practices;
(2)	major judgments areas;
---	---
(3)	significant adjustments resulting from audit;
---	---
(4)	the going concern assumptions and any qualifications;
---	---
(5)	compliance with relevant mandatory accounting standards;<br>and
---	---
(6)	compliance with legal requirements on financial<br>reporting in applicable laws and regulations, including rules recently promulgated by professional and regulatory authorities, and potential<br>impact of the same on the financial reports.
---	---

Clause12: The Audit Committee shall inspect and monitor the work of internal audit department of the Company in accordance with applicable PRC and overseas rules.

Clause13: The Audit Committee shall be responsible for monitoring the financial reporting system and internal control procedures of the Company and for conducting the following examinations and assessments:

(1)	to examine the accounting policies and practices<br>to be complied by the Company in preparing its financial statements;
(2)	to monitor the process of preparing periodic financial<br>reports (interim, annual and quarterly financial reports) and examine information disclosure in periodic financial reports, results announcements,<br>Form 20-F and other announcements;
---	---
(3)	to assess the effectiveness of internal control<br>and risk management frameworks of the Company, and to ensure coordination between internal auditors and external accountants, availability<br>of sufficient resources necessary for the operation of internal auditing functions of the Company, possession of necessary expertise and<br>working experience by related personnel and availability of regular training programmes or similar arrangements;
---	---
(4)	to examine major queries raised by the external<br>accountants to the management about accounting records, financial accounts or systems of control of the Company and management’s<br>response and other correspondence, and to ensure effective communication between the external accountants and the Company’s management;<br>and
---	---
(5)	to fully understand the internal control measures<br>and process implemented by the management, and ensure that financial statements available from existing financial system comply with relevant<br>standards and requirements and have received examination and approval of the management.
---	---

---

| 5 |

| --- |

Clause 14: The Audit Committee shall review and supervise the engagement and performance of the accounting firm, as follows:

(1)	the Audit Committee shall consult the accounting<br>firm and agree with it on the timeframe for auditing financial reports of the Company for the current year, supervise that the accounting<br>firm submits its audit report within the agreed time period, and record in writing the manner and frequency of making such supervision<br>and also the result of such supervision; this record shall be signed by the relevant responsible officer as confirmation;
(2)	the Audit Committee shall examine performance of<br>the accounting firm on an annual basis, submit a report to the Board to conclude the performance of auditing work by the accounting firm<br>for the year and make recommendations on the engagement, re-appointment or dismissal of the accounting firm and on the auditing fee to<br>be paid to the accounting firm;
---	---
(3)	the Audit Committee shall propose to initiate the<br>work related to the selection of the accounting firm, consider the selection documents, determine the evaluation elements and specific<br>scoring criteria, supervise the selection process, examine the qualifications of the accounting firm (including the background and experience<br>of its partners and auditing personnel) and also independence of the accounting firm, and ensure that the periodic rotation of the responsible<br>partner(s) is in compliance with relevant laws and regulations;
---	---
(4)	the Audit Committee shall discuss with the external<br>accountants and examine the scope and method of the audit for the current year as proposed by the external accountants, assess the objectivity<br>and effectiveness of the proposed work and procedures, and pre-approve the auditing services before commencement of the work, with due<br>consideration of any changes to existing laws and regulations and other regulatory requirements;
---	---
(5)	the Audit Committee shall formulate policies on<br>provision of non-auditing services by the accounting firm to ensure that provision of such non-auditing services will not affect independence<br>or objectivity of the accounting firm. The Audit Committee shall also make recommendations to the Board on improvements or advisable steps<br>to be made or taken to deal with issues which may affect the provision of non-auditing services by the accounting firm, and shall examine<br>and approve the terms and fee for providing non-auditing services to the Company by the accounting firm;
---	---

| 6 |

| --- | | (6) | the Audit Committee shall discuss with the external<br>accountants matters that both parties believe specific discussion is necessary and ensure that the external accountants have smooth communication<br>channels with the Audit Committee whenever necessary; | | --- | --- | | (7) | the Audit Committee shall obtain from the accounting<br>firm a report on the status of internal control of the Company and any major defect or deficiency in that aspect every year; and | | --- | --- | | (8) | the Audit Committee shall examine the Company’s<br>policies on the employment of staff members and former staff members of the accounting firm and monitor the implementation of such policies. | | --- | --- |

---

Clause 15: The Audit Committee shall lay down procedures regarding handling of complaints as follows:

(1)	the acceptance, reservation and handling of complaints<br>known to the Company regarding accounting, internal accounting control or auditing matters; and
(2)	the acceptance and handling of complaints or anonymous<br>reports made by employees regarding accounting or auditing matters and the assurance of confidentiality of the same.
---	---

Clause16: The Audit Committee shall keep in regular contact with the Board, the senior management and the external accountants.

The Audit Committee shall meet with the external accountants and the Company’s own legal counsel at least twice every year.

Clause17: In exercising its powers, the Audit Committee shall have the right to engage independent legal, accounting or other external advisors for their advice.

The Company shall bear reasonable costs incurred from the engagement of external advisors by the Audit Committee in performing its duties.

Clause18: Resolutions or opinions arrived at by the Audit Committee shall be approved by the majority of all the members and reported to the Board in writing. The Audit Committee shall also report to the Board regularly on the following matters:

(1)	important issues that would facilitate prompt understanding<br>by the Board of potential effects on the financial position and business operations of the Company; and

| 7 |

| --- | | (2) | self-appraisal of members of the Audit Committee<br>and the Audit Committee as a whole on performance of their duties. | | --- | --- |

Clause19: Any reference to “or above” or “or more” in these Rules shall include the number which precedes it. Unless otherwise stated, technical terms used in these Rules shall have the same meaning as they appear in the Articles.

Clause20: These Rules are written in both English and Chinese. In the event of any discrepancy between the interpretation of the Chinese and the English text, the Chinese version shall prevail.

Clause21: These Rules shall come into effect from the date of their being passed by the

Board.

Clause22: These Rules shall be construed and interpreted by the Board.

| 8 |

| --- |

Hong Kong Exchanges and Clearing Limitedand The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as toits accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon thewhole or any part of the contents of this announcement.

PETROCHINA COMPANY LIMITED

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

(Stock Code: 857)

PROPOSED ELECTION AND APPOINTMENT OF A DIRECTOR

The board (the “Board”) of directors of PetroChina Company Limited (the “Company”, together with its subsidiaries, the “Group”) hereby announces that the Board has proposed to elect and appoint Mr. Zhang Daowei as director candidate of the Company. The appointment of Mr. Zhang Daowei shall be approved by the shareholders of the Company (the “Shareholders”) by way of ordinary resolution at the general meeting of the Company.

The biographical details of Mr. Zhang Daowei are set out below:

Mr. Zhang Daowei, aged 50, is a senior vice president of the Company and a member of the Party committee and vice general manager of China National Petroleum Corporation (“CNPC”). Mr. Zhang is a professor-level senior engineer with a doctorate degree. Since December 2015, he has successively served as the deputy general manager and executive deputy general manager of the Qinghai Oilfield Branch, the Party secretary, general manager and executive director of Southwest Oilfield Branch, general manager of the Exploration and Production Branch, general manager of the Crude Oil Marketing Branch, executive director of the Exploration and Production Branch and executive director of Oil, Gas and New Energy Branch. He was appointed as a vice president of the Company in June 2022, a member of the Party committee and vice general manager of CNPC in May 2023 and a senior vice president of the Company in June 2023.

Save as disclosed above, as at the date of this announcement, Mr. Zhang Daowei (i) has not held any directorship in any other listed companies in the past three years; (ii) does not have any relationship with any other director, supervisor, senior management, substantial Shareholder (as defined in the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong (the “Stock Exchange Listing Rules”)) or controlling Shareholder (as defined in the Stock Exchange Listing Rules) of the Company; and (iii) does not have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance of Hong Kong.

Save as disclosed above, as at the date of this announcement, there is no information on Mr. Zhang Daowei that needs to be disclosed pursuant to Rule 13.51(2)(h) to (v) of the Stock Exchange Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

If the appointment of Mr. Zhang Daowei is approved at the general meeting of the Company, the term of office of Mr. Zhang Daowei will commence from the date on which the relevant resolution being approved by the Shareholders until the expiry of the term of the ninth session of the Board. The emoluments of Mr. Zhang Daowei will be fixed by the Board pursuant to the authorization granted by the Shareholders by reference to his duties and responsibilities, performance and the results of the Group and the market overall situation.

A circular containing, among other things, the proposed election and appointment of Mr. Zhang Daowei as director will be despatched to Shareholders as soon as practicable.

By order of the Board<br><br><br><br>PetroChina Company Limited<br><br><br><br>Company Secretary<br><br><br><br>WANG Hua

Beijing, the PRC

30 August 2023

As at the date of this announcement, theBoard comprises Mr. Dai Houliang as Chairman; Mr. Hou Qijun as Vice Chairman and non-executive Director; Mr. Duan Liangwei and Mr. XieJun as non-executive Directors; Mr. Huang Yongzhang and Mr. Ren Lixin as executive Directors; and Mr. Cai Jinyong, Mr. Jiang, Simon X.,Mr. Zhang Laibin, Ms. Hung Lo Shan Lusan and Mr. Ho Kevin King Lun as independent non-executive Directors.

Hong Kong Exchanges and Clearing Limitedand The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as toits accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon thewhole or any part of the contents of this announcement.

PETROCHINA COMPANY LIMITED

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

(Stock Code: 857)

PROPOSED AMENDMENTS TO THE RULES OF PROCEDURESOF SUPERVISORY COMMITTEE

The supervisory committee (the “SupervisoryCommittee”) of PetroChina Company Limited (the “Company”) hereby announces that the Supervisory Committee has considered and approved the resolution on amendments to the rules of procedures of Supervisory Committee (the “Rules of Proceduresof Supervisory Committee”), and it was approved that such proposed amendments be submitted to the general meeting of the Company for consideration.

The proposed amendments to the Rules of Procedures of Supervisory Committee are set out as follows:

Original articles	Revised articles after the proposed amendments
Article 1	Article 1
In order to further improve the corporate governance structure of the Company, standardize the procedure and voting procedures of the Supervisory Committee of the Company, and improve the supervision mechanism of the Company, these rules are formulated in accordance with the Company Law of the People’s Republic of China (hereinafter referred to as the “Company Law”), the Articles of Association of Listed Companies Abroad, the Guidelines for the Articles of Association of Listed Companies (revised in 2006), the Guidelines for the Governance of Listed Companies and other relevant laws and regulations of the places where the company are listed and the Articles of Association of PetroChina Company Limited (hereinafter referred to as the “Articles of Association”), and with reference to the Model Rules of Procedure for the Supervisory Committee of Listed Companies of Shanghai Securities Exchange.	In order to further improve the corporate governance structure of the Company, standardize the procedure and voting procedures of the Supervisory Committee of the Company, and improve the supervision mechanism of the Company, these rules are formulated in accordance with the Company Law of the People’s Republic of China (hereinafter referred to as the “Company Law”), ~~the Articles of Association of Listed Companies Abroad, the Guidelines for the Articles of Association of Listed Companies (revised in 2006),~~ the Guidelines for the Governance of Listed Companies and other relevant laws and regulations of the places where the company are listed and the Articles of Association of PetroChina Company Limited (hereinafter referred to as the “Articles of Association”), and with reference to ~~the Model Rules of Procedure for the Supervisory Committee of Listed Companies of Shanghai Securities Exchange~~ the Guidelines of the Supervisory Committee of Listed Companies.

| 1 |

---
---	---
According to relevant laws, administrative regulations, the Articles of Association and other relevant regulations, the Supervisory Committee will focus on supervising the Company’s financial activities and the behaviors of the Company’s directors, president, senior vice president, vice president, chief financial officer and other senior management personnel in performing their duties in order to ensure that the Company’s assets and shareholders’ rights and interests are not infringed upon.	~~According to relevant laws, administrative regulations, the Articles of Association and other relevant regulations, the~~ The Supervisory Committee will ~~focus on supervising~~ check the Company’s ~~financial activities~~ financial affairs and supervise ~~behaviors of~~ the Company’s directors~~, president, senior vice president, vice president, chief financial officer~~ and ~~other~~ senior management personnel ~~in performing their duties in order to ensure that the Company’s assets and shareholders’ rights and interests are not infringed upon~~ legally performing their duties, exercising other functions and powers stipulated in the Articles of Association, and safeguard the legitimate rights and interests of the Company and its shareholders.
Article 5	Article 5
Supervisors recommended by shareholders shall<br> be elected and removed at shareholders’ meeting. Employee representative supervisors shall be democratically elected and removed<br> by the employees of the Company. Directors, presidents, senior vice presidents, vice presidents, chief financial officer and other senior<br> management personnel shall not concurrently serve as supervisors. The term of office of supervisors is three years, and the supervisor<br> may be re-elected. The term of office of supervisors shall be calculated from the date of approval at the shareholders’ meeting.<br><br> <br>If the supervisor fails to be re-elected in<br> time after the expiration of his/her term of office, or if the resignation of the supervisor during his/her term of office results in<br> the number of members of the Supervisory Committee being lower than the quorum, the original supervisor shall still perform the duties<br> of supervisor in accordance with the provisions of laws, administrative regulations and the Articles of Association before the re-elected<br> supervisor takes office.	Supervisors recommended by shareholders shall<br> be elected and removed at shareholders’ meeting. Employee representative supervisors shall be democratically elected and removed<br> by the employees of the Company. Directors~~, presidents, senior vice presidents, vice presidents, chief financial officer~~ and<br> ~~other~~ senior management personnel shall not concurrently serve as supervisors. The term of office of supervisors is three<br> years, and the supervisor may be re-elected. The term of office of supervisors shall be calculated from the date of ~~approval at the shareholders’ meeting~~ appointment.<br><br> <br>If the supervisor fails to be re-elected in<br> time after the expiration of his/her term of office, or if the resignation of the supervisor during his/her term of office results in<br> the number of members of the Supervisory Committee being lower than the quorum, the original supervisor shall still perform the duties<br> of supervisor in accordance with the provisions of laws, administrative regulations and the Articles of Association before the re-elected<br> supervisor takes office.
Article 7	Article 7
In addition to meeting the qualifications stipulated<br> in the Company Law and the Articles of Association, supervisors shall also meet the following conditions:<br><br> <br>****	In addition to meeting the qualifications stipulated<br> in the Company Law and the Articles of Association, supervisors shall also meet the following conditions:<br><br> <br>****

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| --- | | (1) familiar with and able to implement the<br> relevant laws, administrative regulations and rules and regulations of PRC;<br><br> <br>(2) safeguarding the rights and interests of<br> shareholders in accordance with the law and having a high sense of responsibility for preserving and increasing the value of the Company’s<br> assets;<br><br> <br>(3) having knowledge of finance, accounting,<br> auditing, capital operation, law and macro-economy, being familiar with the Company’s management and rules and regulations, and<br> having many years of relevant working experience;<br><br> <br>(4) adhering to principles, fairness, honesty<br> and self-discipline, loyal to their duties;<br><br> <br>(5) having a strong comprehensive analysis and<br> judgment ability. | (1) familiar with and able to implement the<br> relevant laws, administrative regulations and rules and regulations of PRC;<br><br> <br>(2) safeguarding the rights and interests of<br> shareholders in accordance with the law and having a high sense of responsibility for preserving and increasing the value of the Company’s<br> assets;<br><br> <br>(3) having knowledge of finance, accounting,<br> auditing, capital operation, law and macro-economy, being familiar with the Company’s management and rules and regulations, and<br> having many years of relevant working experience;<br><br> <br>(4) adhering to principles, fairness and<br> justice, honesty and self-discipline, loyal to their duties;<br><br> <br>(5) having a strong comprehensive analysis and<br> judgment ability. | | --- | --- | | Article 9 | Article 9 | | The Supervisory Committee shall be responsible<br> to the shareholders’ meeting and shall exercise the following functions and powers according to law:<br><br> <br>(1) to review the Company’s regular reports<br> prepared by the board of directors and put forward written examination opinions;<br><br> <br>(2) to check the Company’s financial affairs;<br><br> <br>(3) to supervise the acts of directors, president,<br> senior vice president, vice president, chief financial officer and other senior management personnel of the Company in performing their<br> duties, and proposing the removal of the aforesaid personnel when violating the law, administrative regulations, the Articles of Association<br> or resolutions of the shareholders’ meeting;<br><br> <br>(4) when the acts of the directors, president,<br> senior vice president, vice president, chief financial officer and other senior management personnel of the Company harm the interests<br> of the Company, the aforesaid personnel shall be required to make correction;<br><br> <br>(5) to review the financial reports, business<br> reports, profit distribution plans and other financial information to be submitted by the board of directors to the shareholders’<br> meeting, and to entrust certified public accountants and practicing auditors in the name of the Company to assist in the review if any<br> doubt is found; | The Supervisory Committee shall be responsible<br> to the shareholders’ meeting and shall exercise the following functions and powers according to law:<br><br> <br>(1) to review the Company’s regular reports<br> prepared by the board of directors and put forward written examination opinions;<br><br> <br>(2) to check the Company’s financial affairs;<br><br> <br>(3) to supervise the acts of directors~~, president, senior vice president, vice president, chief financial officer~~ and ~~other~~ senior management personnel<br> of the Company in performing their duties, and proposing the removal of the ~~aforesaid personnel~~ the directors and<br> senior management personnel when violating the law, administrative regulations, the Articles of Association or resolutions of the<br> shareholders’ meeting;<br><br> <br>(4) when the acts of the directors~~, president, senior vice president, vice president, chief financial officer~~ and ~~other~~ senior management personnel<br> of the Company harm the interests of the Company, the directors and senior management personnel shall be required to make correction;<br><br> <br>(5) to review the financial reports, business<br> reports, profit distribution plans and other financial information to be submitted by the board of directors to the shareholders’<br> meeting, and to entrust certified public accountants and practicing auditors in the name of the Company to assist in the review if any<br> doubt is found; |

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| --- | | (6) to propose the convening of an extraordinary<br> shareholders’ meeting, and convene and preside over the shareholders’ meeting when the board of directors fails to perform<br> its duties of convening and presiding over the shareholders’ meeting as stipulated in the Company Law;<br><br> <br>(7) to submit proposals to the shareholders’<br> meeting;<br><br> <br>(8) to negotiate with directors on behalf of<br> the Company or bring lawsuits against directors, president, senior vice president, vice president, chief financial officer and other senior<br> management personnel in accordance with Article 152 of the Company Law;<br><br> <br>(9) to carry out investigation when abnormal<br> company operation is found;<br><br> <br>(10) to conduct an annual review on the practice<br> performance of external auditors together with the audit committee of the board of directors, and to make recommendations to the shareholders’<br> meeting on engagement, re-engagement and removal of external auditors and their audit service fees;<br><br> <br>(11) to supervise the compliance of related<br> party transactions;<br><br> <br>(12) other functions and powers stipulated in<br> the Articles of Association.<br><br> <br>Supervisors attend the board meeting as nonvoting<br> delegates. | (6) to propose the convening of an extraordinary<br> shareholders’ meeting, and convene and preside over the shareholders’ meeting when the board of directors fails to perform<br> its duties of convening and presiding over the shareholders’ meeting as stipulated in the Company Law;<br><br> <br>(7) to submit proposals to the shareholders’<br> meeting;<br><br> <br>(8) to negotiate with directors on behalf of<br> the Company or bring lawsuits against directors, ~~president, senior vice president, vice president, chief financial officer~~<br> and ~~other~~ senior management personnel in accordance with ~~Article 152~~ Article 151 of the Company<br> Law;<br><br> <br>(9) to carry out investigation when abnormal<br> company operation is found;<br><br> <br>~~(10) to conduct an annual review on the practice performance of external auditors together with the audit committee of the board of directors, and to make recommendations to the shareholders’ meeting on engagement, re-engagement and removal of external auditors and their audit service fees;~~<br><br> <br>(10) to supervise the compliance of related<br> party transactions;<br><br> <br>(11) other functions and powers stipulated in<br> the Articles of Association.<br><br> <br>Supervisors attend the board meeting as nonvoting<br> delegates and can raise questions or suggestions on matters decided by the board of directors. | | --- | --- | | Article 10 | Article 10 | | Supervisors have the right and interest to know and inquire about the Company’s operation. When necessary, the Supervisory Committee can independently employ intermediary agencies to help them perform their duties. | Supervisors have the ~~right~~ power to know and inquire about the Company’s operation. When necessary, the Supervisory Committee can independently employ intermediary agencies to help them perform their duties. | | Article 11 | Article 11 | | The chairman of the Supervisory Committee, shall<br> exercise the following duties and powers according to law:<br><br> <br>(1) convening and presiding over meetings of<br> the Supervisory Committee;<br><br> <br>(2) responsible for the daily work of the Supervisory<br> Committee;<br><br> <br>**** | The chairman of the Supervisory Committee, shall<br> exercise the following duties and powers according to law:<br><br> <br>(1) convening and presiding over meetings of<br> the Supervisory Committee;<br><br> <br>(2) responsible for the daily work of the Supervisory<br> Committee;<br><br> <br>**** |

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| --- | | (3) reviewing and approving and signing the<br> report of the Supervisory Committee and other important documents;<br><br> <br>(4) checking the implementation of the resolutions<br> of the Supervisory Committee;<br><br> <br>(5) to make work reports to the shareholders’<br> meeting on behalf of the Supervisory Committee;<br><br> <br>(6) according to the needs of supervision and<br> inspection, may attend or appoint other supervisors and office personnel of the Supervisory Committee to attend relevant meetings of the<br> Company;<br><br> <br>(7) other duties that shall be performed by<br> the chairman of the Supervisory Committee. | (3) reviewing and approving and signing the<br> report of the Supervisory Committee and other important documents;<br><br> <br>(4) checking the implementation of the resolutions<br> of the Supervisory Committee;<br><br> <br>(5) to ~~make~~ produce work<br> reports to the shareholders’ meeting on behalf of the Supervisory Committee;<br><br> <br>(6) according to the needs of supervision and<br> inspection, may attend or appoint other supervisors and office personnel of the Supervisory Committee to attend relevant meetings of the<br> Company;<br><br> <br>(7) other duties that shall be performed by<br> the chairman of the Supervisory Committee. | | --- | --- | | Article 12 | Article 12 | | Establish a normal supervision system for the<br> Company’s financial affairs, and the Supervisory Committee will regularly or irregularly inspect the Company’s financial situation,<br> including the following ways:<br><br> <br>(1) to check the Company’s financial reports,<br> audit reports, accounting vouchers, accounting books and other financial and accounting information as well as other information related<br> to the operation and management activities.<br><br> <br>The financial department of the Company shall<br> report the monthly, quarterly, semi-annual and annual financial reports and their analysis and explanation to the office of the Supervisory<br> Committee on the second business day after the work completed in order to master the financial situation of the Company. The financial<br> personnel shall have the obligation to explain the doubts found by the Supervisory Committee in the financial report to the inspectors<br> and make written explanations when necessary. Relevant departments and personnel shall not refuse, conceal, or falsify reports.<br><br> <br>(2) to listen to the reports of the Company’s<br> chief financial officer on finance, asset status and operation and management, and to participate in relevant financial meetings held<br> by the Company.<br><br> <br>(3) to go deep into the subordinate units of<br> the company, conduct investigations and on-site inspections, and if problems are found, require the person in charge of the company to<br> explain the relevant problems. When necessary, social intermediary organizations can be employed to carry out audit investigations. | Establish a normal supervision system for the<br> Company’s financial affairs, and the Supervisory Committee will regularly or irregularly inspect the Company’s financial situation,<br> including the following ways:<br><br> <br>(1) to check the Company’s financial reports,<br> audit reports, accounting vouchers, accounting books and other financial and accounting information as well as other information related<br> to the operation and management activities.<br><br> <br>The financial department of the Company shall<br> report the monthly, quarterly, semi-annual and annual financial reports and their analysis and explanation to the office of the Supervisory<br> Committee on the second business day after the work completed in order to master the financial situation of the Company. The financial<br> personnel shall have the obligation to explain the doubts found by the Supervisory Committee in the financial report to the inspectors<br> and make written explanations when necessary. Relevant departments and personnel shall not refuse, conceal, or falsify reports.<br><br> <br>(2) to listen to the reports of the Company’s<br> chief financial officer on finance, asset status and operation and management, and to participate in relevant financial meetings held<br> by the Company.<br><br> <br>(3) to go deep into the subordinate units of<br> the company, conduct investigations and on-site inspections, and if problems are found, require the person in charge of the company to<br> explain the relevant problems. When necessary, social intermediary organizations can be employed to carry out audit investigations. |

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| --- | | (4) at least once every six months to listen to the relevant work report of financial, auditing, accounting firms, human resource, discipline inspection and supervision departments and units. | (4) ~~at least once every six months~~ to listen to the relevant work report of financial, auditing, ~~accounting firms,~~ human resource, discipline inspection, accounting firms and supervision departments and units regularly. | | --- | --- | | Article 13 | Article 13 | | The Supervisory Committee may perform its duties by holding hearings, financial sampling audit investigations, supervisors’ inspections, special investigations, etc. | The Supervisory Committee may perform its duties by holding hearings, financial sampling ~~audit~~ investigations, supervisors’ inspections, special investigations, etc. | | Article 19 | Article 19 | | When members of the Supervisory Committee have achieved outstanding results in supervision and inspection and made important contributions to safeguarding the interests of the Company and shareholders, the Company shall be advised to provide rewards. | When members of the Supervisory Committee have achieved outstanding results in supervision and inspection and made important contributions to safeguarding the interests of the Company and shareholders, the Company ~~shall be advised to~~ may provide rewards. | | Article 20 | Article 20 | | The directors, president, senior vice president, vice president, chief financial officer and other senior management personnel of the Company shall provide necessary assistance for supervisors to perform their duties normally, and shall not interfere or obstruct. All relevant departments of the Company, professional companies and regional companies shall actively support and closely cooperate with the work of the Supervisory Committee, truthfully provide relevant information and materials, and shall not refuse, conceal or falsify reports. | The directors~~, president, senior vice president, vice president, chief financial officer~~ and ~~other~~ senior management personnel of the Company shall provide necessary assistance for supervisors to perform their duties normally, and shall not interfere or obstruct. All relevant departments of the Company, professional companies and regional companies shall actively support and closely cooperate with the work of the Supervisory Committee, truthfully provide relevant information and materials, and shall not refuse, conceal or falsify reports. | | Article 23 | Article 23 | | Under any of the following circumstances, the<br> Supervisory Committee shall convene an extraordinary meeting within ten days:<br><br> <br>(1) when any supervisor proposes to convene<br> the meeting;<br><br> <br>(2) when the general meetings and the meetings<br> of the board of directors have passed resolutions that violates the regulations and requirements of law, rules, regulations, regulatory<br> authorities, the Articles of Association, resolutions of the general meeting and other relevant provisions;<br><br> <br>(3) when the misconduct of director, president,<br> senior vice president, vice president, chief financial officer and other senior management personnel, may cause significant damage to<br> the company or adverse effects in the market; | Under any of the following circumstances, the<br> Supervisory Committee shall convene an extraordinary meeting within ten days:<br><br> <br>(1) when any supervisor proposes to convene<br> the meeting;<br><br> <br>(2) when the general meetings and the meetings<br> of the board of directors have passed resolutions that violates the regulations and requirements of law, rules, regulations, regulatory<br> authorities, the Articles of Association, resolutions of the general meeting and other relevant provisions;<br><br> <br>(3) when the misconduct of director~~, president, senior vice president, vice president, chief financial officer~~ and ~~other~~ senior management personnel,<br> may cause significant damage to the company or adverse effects in the market; |

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| --- | | (4) when directors, supervisors, presidents,<br> senior vice presidents, vice presidents, chief financial officer and other senior management personnel are sued by shareholders;<br><br> <br>(5) when the Company, directors, supervisors,<br> presidents, senior vice presidents, vice presidents, chief financial officer and other senior management personnel are punished by the<br> securities regulatory authorities or publicly condemned by the exchanges where the Company is listed;<br><br> <br>(6) when the securities regulatory authorities<br> request the convening of the meeting;<br><br> <br>(7) other circumstances stipulated in this Articles<br> of Association;<br><br> <br>(8) other circumstances under which the Supervisory<br> Committee considers it is necessary to convene an extraordinary meeting. | (4) when the Company, directors, supervisors~~, presidents, senior vice presidents, vice presidents, chief financial officer~~ and ~~other~~ senior management personnel<br> are sued by shareholders;<br><br> <br>(5) when the Company, directors, supervisors~~, presidents, senior vice presidents, vice presidents, chief financial officer~~ and ~~other~~ senior management personnel<br> are punished by the securities regulatory authorities or publicly condemned by the exchanges where the Company is listed;<br><br> <br>(6) when the securities regulatory authorities<br> request the convening of the meeting;<br><br> <br>(7) other circumstances stipulated in ~~this~~<br> the Articles of Association;<br><br> <br>(8) other circumstances under which the Supervisory<br> Committee considers it is necessary to convene an extraordinary meeting. | | --- | --- | | Article 24 | Article 24 | | When a supervisor proposes to convene an extraordinary<br> meeting of the Supervisory Committee, a written proposal signed by the proposing supervisor shall be submitted through the office of the<br> Supervisory Committee or directly to the chairman of the Supervisory Committee. The written proposal shall include the following items:<br><br> <br>(1) the name of the proposed supervisor;<br><br> <br>(2) the reason for the proposal or the objective<br> matters on which the proposal is based;<br><br> <br>(3) the proposed the time or time limit, location,<br> and method of convening the meeting;<br><br> <br>(4) the clear and specific proposals;<br><br> <br>(5) the contact information of the proposed<br> supervisor and proposal date.<br><br> <br>Within three days after receiving a written<br> proposal from a supervisor, the office of the Supervisory Committee or the chairman of the Supervisory Committee shall issue a notice<br> to convene an extraordinary meeting of the Supervisory Committee. | When a supervisor proposes to convene an extraordinary<br> meeting of the Supervisory Committee, a written proposal signed by the proposing supervisor shall be submitted through the office of the<br> Supervisory Committee or directly to the chairman of the Supervisory Committee. The written proposal shall include the following items:<br><br> <br>(1) the name of the proposed supervisor;<br><br> <br>(2) the reason for the proposal or the objective<br> matters on which the proposal is based;<br><br> <br>(3) the proposed the time or time limit, location,<br> and method of convening the meeting;<br><br> <br>(4) the clear and specific proposals;<br><br> <br>(5) the contact information of the proposed<br> supervisor and proposal date.<br><br> <br>Within three business days after receiving<br> a written proposal from a supervisor, the office of the Supervisory Committee or the chairman of the Supervisory Committee shall issue<br> a notice to convene an extraordinary meeting of the Supervisory Committee. | | Article 25 | Article 25 | | The meetings of the Supervisory Committee shall<br> be convened and presided over by chairman of the Supervisory Committee. If chairman of the Supervisory Committee is unable or fails to<br> perform his duties, a supervisor jointly elected by more than half of the supervisors shall convene and preside over the meetings. | The meetings of the Supervisory Committee shall<br> be convened and presided over by chairman of the Supervisory Committee. If chairman of the Supervisory Committee is unable or fails to<br> perform his duties, a supervisor jointly elected by more than half of the supervisors shall convene and preside over the meetings. |

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| --- | | Presiding Officer shall, on the proposal of<br> the supervisors, require directors, presidents, senior vice presidents, vice presidents, chief financial officer and other senior management<br> personnel, other employees of the Company or relevant personnels of intermediary institutions to attend the meetings to receive inquiries.<br><br> <br>The secretary of the board of directors shall<br> attend the meetings of the Supervisory Committee. | Presiding Officer shall, on the proposal of<br> the supervisors, require directors~~, presidents, senior vice presidents, vice presidents, chief financial officer~~ and<br> ~~other~~ senior management personnel, other employees of the Company or relevant personnels of intermediary institutions<br> to attend the meetings to receive inquiries.<br><br> <br>The secretary of the board of directors shall<br> attend the meetings of the Supervisory Committee. | | --- | --- | | Article 26 | Article 26 | | The meetings of the Supervisory Committee shall<br> be held only when more than half of the supervisors are present in person.<br><br> <br>The resolutions of the Supervisory Committee<br> shall be passed by more than two-thirds of the members of the Supervisory Committee through voting.<br><br> <br>The voting at the Supervisory Committee meeting<br> shall be carried out in the form of one person, one vote, and in writing. The voting intentions of supervisors are divided into agree,<br> disagree, and abstain. | The meetings of the Supervisory Committee shall<br> be held only when more than half of the supervisors are present ~~in person~~.<br><br> <br>The resolutions of the Supervisory Committee<br> shall be passed by more than two-thirds of the members of the Supervisory Committee through voting.<br><br> <br>The voting at the Supervisory Committee meeting<br> shall be carried out in the form of one person, one vote, and in writing. The voting intentions of supervisors are divided into agree,<br> disagree, and abstain. | | Article 27 | Article 27 | | To convene a meeting of the Supervisory Committee, the office of the Supervisory Committee shall issue a written notice ten days in advance and submit it to all supervisors by direct delivery, fax, express mail, registered mail or other means. In case other than direct delivery, it shall also be confirmed by telephone and the corresponding record keeping shall be made. Documents to be discussed at the meeting shall be delivered to all supervisors at least seven business days in advance. | ~~To convene a meeting of the Supervisory Committee, the office of the Supervisory Committee shall issue a written notice ten days in advance~~ To convene a regular or extraordinary meeting of the Supervisory Committee, the office of the Supervisory Committee shall issue a written notice ten and five days in advance respectively and submit it to all supervisors by direct delivery, fax, express mail, registered mail or other means. In case other than direct delivery, it shall also be confirmed by telephone and the corresponding record keeping shall be made. Documents to be discussed at the meeting shall be delivered to all supervisors at least seven ~~business~~ days for regular meeting and three days for extraordinary meeting in advance. | | Article 28 | Article 28 | | The meeting of the Supervisory Committee shall be held in the form of tele-conference or with the aid of similar communication equipment, and all supervisors attending the meeting shall be deemed to have attended the meeting in person. When voting by correspondence, supervisors shall fax their written opinions and voting intentions on the matters under consideration to the office of the Supervisory Committee after signing and confirming. Supervisors should not only state their voting opinions without their written opinions or voting reasons. | The meeting of the Supervisory Committee shall be held in the form of video-conference, tele-conference or with the aid of similar communication equipment, and all supervisors attending the meeting shall be deemed to have attended the meeting in person. When voting by correspondence, supervisors shall ~~fax~~ return their written opinions and voting intentions on the matters under consideration to the office of the Supervisory Committee after signing and confirming. ~~Supervisors should not only state their voting opinions without their written opinions or voting reasons.~~ |

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If the Supervisory Committee has distributed the contents of the proposed resolution to all supervisors in writing and the number of supervisors who have signed resolution has reached the number required to make a decision as stipulated in Article 26 of these Rules, an effective resolution can be formed for the matters that need to be voted by the extraordinary meeting of the Supervisory Committee, and a meeting of the Supervisory Committee is not required to convene.	If the Supervisory Committee has distributed the contents of the proposed resolution to all supervisors in writing and the number of supervisors who have signed resolution has reached the number required to make a decision as stipulated in Article 26 of these Rules, an effective resolution can be formed for the matters that need to be voted by the extraordinary meeting of the Supervisory Committee, and a physical meeting of the Supervisory Committee is not required to convene.
Article 33	Article 33
Supervisors shall attend the meeting of the Supervisory Committee in person. If the supervisor is unable to attend for some reason, he may entrust other supervisors to attend on his behalf in writing. The power of attorney shall specify scope of authorization. The Supervisory Committee shall request the general meeting of shareholders to replace supervisor who did not attend the meetings of the Supervisory Committee twice consecutively nor did he or she entrust other supervisors to exercise his or her powers on his or her behalf.	Supervisors shall attend the meeting of the Supervisory Committee in person. If the supervisor is unable to attend for some reason, he may entrust other supervisors to attend on his behalf in writing. The power of attorney shall specify scope of authorization and voting intention. The Supervisory Committee shall request the general meeting or employee representative meeting to replace supervisor who did not attend the meetings of the Supervisory Committee twice consecutively nor did he or she entrust other supervisors to exercise his or her powers on his or her behalf.
Article 34	Article 34
A supervisor may resign before the expiration of his term of office, and a written resignation report shall be submitted to the Supervisory Committee.	A supervisor ~~may~~ who resigns before the expiration of his term of office~~, and~~ shall submit a written resignation report ~~shall be submitted~~ to the Supervisory Committee.
Article 37	Article 37
The files of the Supervisory Committee meeting,<br> including the meeting notice and meeting materials, meeting attendance book, meeting recording materials, voting tickets, meeting record<br> keeping signed and confirmed by the supervisors attending the meeting, resolution announcement, etc., shall be kept by a special person.	The files of the Supervisory Committee meeting,<br> including the meeting notice and meeting materials, meeting attendance book, meeting recording materials, voting tickets, meeting record<br> keeping signed and confirmed by the supervisors attending the meeting, resolution announcement, etc., shall be kept by a special person.

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| --- | | The files of the Supervisory Committee meeting shall be preserved for more than 10 years. | The files of the Supervisory Committee meeting shall be preserved as Company files for more than 10 years. | | --- | --- | | Article 38 | Article 38 | | All supervisors of the Supervisory Committee have the right to obtain the Company information needed to perform their duties. The supervisors obtain information mainly through the office of the Supervisory Committee. | (Deleted) | | Article 39 | Article 39 | | Daily communication of information. The office<br> of the Supervisory Committee shall provide all supervisors with relevant reports and materials currently available in the Company.<br><br> <br>In addition, the Company’s important conference<br> report, the Company’s files with respect to management system and management policy and reports of other major events should be<br> communicated by the office of the Supervisory Committee with the office of the president of the Company and delivered to all supervisors<br> in a timely manner. | (Deleted) | | Article 40 | Article 38 | | The office of the Supervisory Committee is established under the Supervisory Committee. The office of the Supervisory Committee is the daily administrative body of the Supervisory Committee, equipped with a number of directors, deputy directors, department level and below employees who understand financial, auditing, legal and other professional knowledge. | The office of the Supervisory Committee is established under the Supervisory Committee. The office of the Supervisory Committee is the daily administrative body of the Supervisory Committee, equipped with a number of directors, deputy directors~~, department level~~ and below employees who ~~understand~~ are equipped with financial, auditing, legal and other professional knowledge. | | Article 41 | Article 39 | | The duties of the office of the Supervisory<br> Committee are:<br><br> <br>(1) to be responsible for preparing and organizing<br> meetings of the Supervisory Committee, preparing meeting documents, arranging relevant meetings, and being responsible for the accuracy<br> of meeting records;<br><br> <br>(2) to keep the meeting documents and records,<br> to master the implementation of relevant resolutions of the Supervisory Committee, and reminding chairman of the Supervisory Committee<br> to communicate with the board of directors and make suggestions on important issues that need to be considered by the Supervisory Committee<br> before the relevant board of directors is convened;<br><br> <br>**** | The duties of the office of the Supervisory<br> Committee are:<br><br> <br>(1) to be responsible for preparing and organizing<br> meetings of the Supervisory Committee, preparing meeting documents, arranging relevant meetings, and being responsible for the accuracy<br> of meeting records;<br><br> <br>(2) to keep the meeting documents and records,<br> to master the implementation of relevant resolutions of the Supervisory Committee, and ~~reminding chairman of the Supervisory Committee to communicate with the board of directors and make suggestions on important issues that need to be considered by the Supervisory Committee before the relevant board of directors is convened~~ submit review opinions of the Supervisory Committee timely before the convening<br> of the board of directors meeting;<br><br> <br>**** |

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| --- | | (3) to actively organize and carry out research<br> work, timely and accurate grasp of the situation, provide accurate basis for the implementation of supervision by the Supervisory Committee;<br><br> <br>(4) when the Supervisory Committee considers<br> necessary to hire independent accounting firm to conduct auditing, it shall be responsible for the recommendation of the accounting firm<br> to be engaged and the coordination and liaison work during the auditing period;<br><br> <br>(5) to be responsible for coordinating the collection<br> of required information by the Supervisory Committee and supervisors;<br><br> <br>(6) to be responsible for the contact with various<br> departments of the Company’s organs and the accounting firm employed by the Company, and to do a good job of communication;<br><br> <br>(7) to be responsible for the research of the<br> Supervisory Committee on the supervision policies and the supervision mechanism of the Company, and to provide relevant information and<br> research reports to the members of the Supervisory Committee in a timely manner;<br><br> <br>(8) to be responsible for the confidentiality<br> of sensitive information of the Company within the scope of the Supervisory Committee, and to formulate corresponding confidentiality<br> systems and measures;<br><br> <br>(9) other daily affairs that the Supervisory<br> Committee needs to carry out. | (3) to actively organize and carry out research<br> work, timely and accurate grasp of the situation, provide accurate basis for the implementation of supervision by the Supervisory Committee;<br><br> <br>(4) when the Supervisory Committee considers<br> necessary to hire independent accounting firm to conduct auditing, it shall be responsible for the recommendation of the accounting firm<br> to be engaged and the coordination and liaison work during the auditing period;<br><br> <br>(5) to be responsible for coordinating the collection<br> of required information by the Supervisory Committee and supervisors;<br><br> <br>(6) to be responsible for the contact with various<br> departments of the Company’s ~~organs~~ and the accounting firm employed by the Company, and to do a good job of communication;<br><br> <br>(7) to be responsible for the research of the<br> Supervisory Committee on the supervision policies and the supervision mechanism of the Company, and to provide relevant information and<br> research reports to the members of the Supervisory Committee in a timely manner;<br><br> <br>(8) to be responsible for the confidentiality<br> of sensitive information of the Company within the scope of the Supervisory Committee, and to formulate corresponding confidentiality<br> systems and measures;<br><br> <br>(9) other daily affairs that the Supervisory<br> Committee needs to carry out. | | --- | --- |

* The Rules of Procedures of SupervisoryCommittee is written in Chinese without an official English version. Therefore, the English translation above is for reference only. Incase of inconsistency, the Chinese version shall prevail.

Following the above amendments, the number of articles of the Rules of Procedures of Supervisory Committee will decrease from 44 to 42 and other articles will be renumbered accordingly.

A circular containing, among other things, the proposed amendments to the Rules of Procedures of Supervisory Committee, will be despatched to shareholders of the Company as soon as practicable.

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Beijing, the PRC

30 August 2023

As at the date of this announcement, theBoard comprises Mr. Dai Houliang as Chairman; Mr. Hou Qijun as Vice Chairman and non-executive Director; Mr. Duan Liangwei and Mr. XieJun as non-executive Directors; Mr. Huang Yongzhang and Mr. Ren Lixin as executive Directors; and Mr. Cai Jinyong, Mr. Jiang, Simon X.,Mr. Zhang Laibin, Ms. Hung Lo Shan Lusan and Mr. Ho Kevin King Lun as independent non-executive Directors.

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Disclaimer 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 arisen from or in reliance upon the whole or any part of the contents of this announcement. Cash Dividend Announcement for Equity Issuer Issuer name PetroChina Company Limited Stock code 00857 Multi-counter stock code and currency Not applicable Other related stock code(s) and name(s) Not applicable Title of announcement INTERIM DIVIDEND FOR THE SIX MONTHS ENDED 30 JUNE 2023 Announcement date 30 August 2023 Status New announcement Information relating to the dividend Dividend type Interim (Semi-annual) Dividend nature Ordinary For the financial year end Not applicable Reporting period end for the dividend declared 30 June 2023 Dividend declared RMB 0.21 per share Date of shareholders' approval Not applicable Information relating to Hong Kong share register the dividend will be paid HKD 0.22907 per share Exchange rate RMB 1 : HKD 1.090822 Ex-dividend date 12 September 2023 Latest time to lodge transfer 13 September 2023 16:30 documents for registration with share registrar for determining entitlement to the dividend Book close period From 14 September 2023 to 19 September 2023 Record date 19 September 2023 Payment date 30 October 2023 Hong Kong Registrars Limited Share registrar and its address Shops 1712-1716 Hopewell Centre 183 Queen's Road East Wanchai Hong Kong

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Information relating to withholding tax Details of withholding tax (including type of shareholders and applicable tax rates) applied to the dividends declared of H shares are set out in the table below. In addition, for individual H shareholders who are residents of those countries having agreements with China for individual income tax rates in respect of dividend of lower than 10%, the Company would make applications on their behalf to seek entitlement of the relevant agreed preferential treatments pursuant to the circular of State Administration of Taxation on Issuing Administrative Measures on Preferential Treatment Entitled by Non-residents Taxpayers under Tax Treaties. For individual H shareholders who are residents of those countries having agreements with China for individual income tax rates in respect of dividend of higher than 10% but lower than 20%, the Company would withhold the individual income tax at the agreed-upon effective tax rate. For further details, please refer to the section headed "Interim Dividend for 2023 and Closure of Register of Members" in the interim results announcement of the Company dated 30 August 2023. The Company will not entertain any claims arising from and assume no liability whatsoever in respect of any delay in, or inaccurate determination of, the status of the shareholders of the Company or any disputes over the withholding and payment of tax.

Details of withholding tax applied to the dividend declared Other relevant Type of shareholders Tax rate information (if any) Enterprise - non-resident 10% The Company is required to i.e. registered address withhold corporate income tax at outside PRC the rate of 10% before distributing dividends to non-resident enterprise shareholders whose names appear on the register of members of H shares of the Company. Any H shares registered in the name of nonindividual shareholders, including HKSCC Nominees Limited, other nominees, trustees or other groups and organizations will be treated as being held by nonresident enterprise shareholders and therefore will be subject to the withholding of the corporate income tax. Individual - non-resident 10% The Company would withhold and i.e. registered address pay the individual income tax at outside PRC the tax rate of 10% on behalf of the individual H shareholders who are Hong Kong residents, Macau residents or residents of those countries having agreements with China for individual income tax rate in respect of dividend of 10%. Individual - non-resident 20% For individual H shareholders i.e. registered address who are residents of those outside PRC countries without any taxation agreements with China or having agreements with China for individual income tax in respect of dividend of 20% or in other situations, the Company would withhold the individual income tax at a tax rate of 20%.

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Mainland investors For dividends obtained by (excluding enterprises) from 20% individual mainland investors investment in the H shares from investment in the H shares of the Company listed on the of the Company listed on the Hong Kong Stock Exchange Hong Kong Stock Exchange through through the Shanghai-Hong the Shanghai-Hong Kong and Kong and Shenzhen-Hong Kong Shenzhen-Hong Kong Stock Stock Connect Connect, the Company will withhold their individual income tax at the rate of 20% in accordance with the register of individual mainland investors provided by CSDC. For dividends obtained by mainland securities investment funds from investment in the H shares of the Company listed on the Hong Kong Stock Exchange through the ShanghaiHong Kong and Shenzhen-Hong Kong Stock Connect, the Company will withhold tax with reference to the provisions concerning the collection of tax on individual investors. Information relating to listed warrants / convertible securities issued by the issuer Details of listed warrants / convertible securities issued by the Not applicable issuer Other information Other information Not applicable Directors of the issuer

As at the date of this announcement, the Board comprises Mr. Dai Houliang as Chairman; Mr. Hou Qijun as Vice Chairman and non-executive Director; Mr. Duan Liangwei and Mr. Xie Jun as non-executive Directors; Mr. Huang Yongzhang and Mr. Ren Lixin as executive Directors; and Mr. Cai Jinyong, Mr. Jiang, Simon X., Mr. Zhang Laibin, Ms. Hung Lo Shan Lusan and Mr. Ho Kevin King Lun as independent non-executive Directors.

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