Luoyang Glass : ANNOUNCEMENT ON AMENDMENTS TO THE ARTICLES OF ASSOCIATION

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ANNOUNCEMENT ON AMENDMENTS TO

THE ARTICLES OF ASSOCIATION

Luoyang Glass Company Limited* (the "Company") and all members of the board (the "Board") of directors (the "Directors") of the Company warrant the truthfulness, accuracy and completeness of the contents of this announcement, and accept several and joint responsibilities for the false information, misleading statements or material omissions in this announcement.

References are made to (i) the overseas regulatory announcement of the Company dated 29 April 2019 in relation to its Board resolutions; (ii) the overseas regulatory announcement of the Company dated 30 April 2019 in relation to the compensation scheme for unfulfilled performance commitment in 2018 in respect of the target assets under the significant assets restructuring; (iii) the circular of the Company dated 30 May 2019 in relation to, among others, its Share Buy-backs (the "Circular"); (iv) the announcement of the Company dated 21 June 2019 in relation to its resolutions on the Annual General Meeting 2018, the 2019 first H Share Class Meeting and the 2019 first A Share Class Meeting, at which the resolutions on the compensation scheme for unfulfilled performance guarantee of Hefei New Energy, Tongcheng New Energy and Yixing New Energy in 2018 and the grant of authorisation to the Board to handle the share repurchase, cancellation, registered capital reduction and other relevant matters, amendments to relevant articles of the Articles of Association of the Company in respect of total share capital and equity structure, and the implementation of relevant

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registration and filing procedures inside or outside the PRC (the "Authorisation") were considered and approved respectively; (v) the overseas regulatory announcement of the Company dated 21 June 2019 in relation to the creditor notification of the repurchase and cancellation of performance compensation shares and capital reduction;

1. the announcement of the Company dated 10 December 2019 in relation to Share Buy-backs; and (vii) the announcement of the Company dated 12 December 2019 in relation to cancellation of Shares and reduction of registered capital. Unless otherwise indicated, capitalised terms used herein shall have the same meanings as those defined in the Circular.

According to the implementation progress of the Company on the repurchase of A Shares, as the Company completed the Share Buy-backs on 10 December 2019 and the cancellation of Shares on 12 December 2019, the total number of Shares and registered capital of the Company have been changed. On 13 December 2019, the eighth meeting of the ninth session of the Board considered and approved the resolution regarding the reduction of registered capital and the resolution regarding the corresponding amendments to the articles of the Articles of Association, which the Board agreed respectively that after the completion of Share Buy-backs and cancellation of Shares, the total number of Shares of the Company will be changed from 559,797,391 Shares to 552,396,509 Shares, the registered capital of the Company will be changed from RMB559,797,391 to RMB552,396,509, and to make corresponding changes to the relevant articles of the Articles of Association of the Company (the "Articles of Association") according to the changes to the total number of Shares and the registered capital of the Company.

According to the Authorisation, the Board was authorised by shareholders at the Annual General Meeting 2018, the 2019 first H Share Class Meeting and the 2019 first A Share Class Meeting held on 21 June 2019 to handle the amendments of the relevant articles of Articles of Association in relation to total share capital and equity structure. Therefore, these amendments to the Articles of Association will not be submitted for consideration and approval at the general meeting.

The amendments to the Articles of Association are as follows:

Original Article 19: With the approval of the company examination and approval authority as authorized by State Council, the current number of issued ordinary shares of the Company is 559,797,391.

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At the time of establishment, the Company issued 400,000,000 shares to the promoter; upon the public issuance of H Shares and A Shares, the Company has issued 700,000,000 ordinary shares, in which the promoter held 57.14% of the total number of ordinary shares that can be issued by the Company. After the Company has completed the reform of stock allocation and reduced the registered capital, the number of ordinary shares issued by the Company was 500,018,242, in which the promoter held 159,018,242 ordinary shares, accounting for 31.8% of the total number of ordinary shares of the Company. Upon the completion of the significant asset swap and issuance of shares by the Company for asset acquisition in cash and raising of supporting funds proceeds, the total number of ordinary shares issued by the Company was 526,766,875 in February 2016, in which the promoter held 174,018,242 ordinary shares, accounting for approximately 33.04% of the total number of ordinary shares of the Company. The promoter transferred its 69,000,000 ordinary shares in the Company to Bengbu Glass Industry Design and Research Institute* ( 蚌 埠 玻 璃 工 業 設 計 研 究 院) (now renamed as (CNBM)

Bengbu Design & Research Institute for Glass Industry Co., Ltd* ( 中 建 材 蚌 埠 玻 璃 工 業 設 計 研 究 院 有

限 公 司)) by agreement in October 2016, thereafter, the promoter held 105,018,242 ordinary shares, accounting for approximately 19.94% of the total number of ordinary shares of the Company. After the Company completed the issuance of shares for asset acquisition in April 2018, the total number of issued ordinary shares of the Company was 559,797,391, in which the promoter held 115,115,830 ordinary shares, accounting for approximately 20.56% of the total number of ordinary shares of the Company.

Amended Article 19: With the approval of the company examination and approval authority as authorized by State Council, the current number of issued ordinary shares of the Company is 552,396,509.

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At the time of establishment, the Company issued 400,000,000 shares to the promoter; upon the public issuance of H Shares and A Shares, the Company has issued 700,000,000 ordinary shares, in which the promoter held 57.14% of the total number of ordinary shares that can be issued by the Company. After the Company has completed the reform of stock allocation and reduced the registered capital, the number of ordinary shares issued by the Company was 500,018,242, in which the promoter held 159,018,242 ordinary shares, accounting for 31.8% of the total number of ordinary shares of the Company. Upon the completion of the significant asset swap and issuance of shares by the Company for asset acquisition in cash and raising of supporting funds proceeds, the total number of ordinary shares issued by the Company was 526,766,875 in February 2016, in which the promoter held 174,018,242 ordinary shares, accounting for approximately 33.04% of the total number of ordinary shares of the Company. The promoter transferred its 69,000,000 ordinary shares in the Company to Bengbu Glass Industry Design and Research Institute* ( 蚌 埠 玻 璃 工 業 設 計 研 究 院) (now renamed as (CNBM)

Bengbu Design & Research Institute for Glass Industry Co., Ltd* ( 中 建 材 蚌 埠 玻 璃 工 業 設 計 研 究 院 有

限 公 司)) by agreement in October 2016, thereafter, the promoter held 105,018,242 ordinary shares, accounting for approximately 19.94% of the total number of ordinary shares of the Company. After the Company completed the issuance of shares for asset acquisition in April 2018, the total number of issued ordinary shares of the Company was 559,797,391, in which the promoter held 115,115,830 ordinary shares, accounting for approximately 20.56% of the total number of ordinary shares of the Company. Following the implementation and completion of the buy-backsand cancellation of the compensation shares for the 2018 performance guarantee in relation to significant asset restructuring by the Company in December 2019, the total number of issued ordinary shares of the Company was 552,396,509, in which the promoter held 112,614,918 ordinary shares, accounting for approximately 20.39% of the total number of ordinary shares of the Company.

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Original Article 20: The equity structure of the Company: the number of overseas-listedforeign-invested shares is 250,000,000, representing approximately 44.66% of the total issued ordinary shares of the Company; the number of domestic listed shares is 309,797,391, representing approximately 55.34% of the total issued ordinary shares of the Company.

Amended Article 20: The equity structure of the Company: the number of overseas-listedforeign-invested shares is 250,000,000, representing approximately 45.26% of the total issued ordinary shares of the Company; the number of domestic listed shares is 302,396,509, representing approximately 54.74% of the total issued ordinary shares of the Company.

Original Article 23: The Company's registered capital is RMB559,797,391.

Amended Article 23: The Company's registered capital is RMB552,396,509.

The English version of the above articles of the Articles of Association is an unofficial translation of its Chinese version. In case of any discrepancy between the two versions, the Chinese version shall prevail.

By order of the Board

LUOYANG GLASS COMPANY LIMITED*

Zhang Chong

Chairman

Luoyang, the PRC

13 December 2019

As at the date of this announcement, the Board comprises five executive Directors: Mr. Zhang Chong, Mr. Xie Jun, Mr. Ma Yan, Mr. Wang Guoqiang and Mr. Zhang Rong; two non-executive Directors: Mr. Ren Hongcan and Mr. Chen Yong; and four independent non-executive Directors: Mr. Jin Zhanping, Mr. Ye Shuhua, Mr. He Baofeng and Ms. Zhang Yajuan.

• For identification purposes only

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