CGG.TO · 2024-06-27 12:00:00

China Gold International Resources Corp. Ltd. LEGAL_1:87270782.1

Corporate Updates

China Gold International

Resources Corp. Ltd.

LEGAL_1:87270782.1

Suite 660, One Bentall Centre

505 Burrard Street, Box 27

Vancouver, BC

Canada V7X 1M4

CLARIFICATION ANNOUNCEMENT

POLL RESULTS OF THE ANNUAL GENERAL AND SPECIAL MEETING HELD

ON 27 JUNE 2024, VANCOUVER TIME

Reference is made to the announcement published on 2 July 2024, Vancouver time

(the “ Announcement”) in relation to the poll results of the annual general and

special meeting (the “Meeting”) of shareholders of China Gold International

Resources Corp. Ltd. (the “ Company”) held on 27 June 2024, Vancouver time .

Unless the context requires otherwise, terms used in this announcement shall have

the same meanings as defined in the Announcement.

The voting results were incorrectly stated in the Announcement due to a tabulation

error in the scrutineer’s certificate, upon which the poll result is based. After the

Meeting, the scrutineer identified proxies that were submitted prior to the Meeting

and should have been included in the scrutineer’s certificate. Although the outcome

of all Resolutions is not affected, the Company considers it appropriate to rectify its

corporate records and re -state the voting results for the Meeting giving effect to the

additional proxies . The Company has received today the revised scrutineer’s

certificate with the corrected number of votes per Resolution. The number of Shares

voting for, against and withheld the Resolutions are as follows:

No. Resolutions Number of Votes

% of Votes

Cast For

(rounded)

To approve, by ordinary

resolution, setting the number of

Directors at nine (9).

For Against Total

227,220,463 62,116 227,282,579 99.97%

To elect as Directors: For Withheld Total

(i) JUNHU TONG 211,866,392 14,760,011 226,626,403 93.49%

(ii) YUANHUI FU 211,886,887 14,739,516 226,626,403 93.50%

(iii) WEIBIN ZHANG 211,861,792 14,764,611 226,626,403 93.49%

(iv) NA TIAN 211,568,121 15,058,282 226,626,403 93.36%

(v) WANMING WANG 211,846,726 14,779,677 226,626,403 93.48%

(vi) YINGBIN IAN HE 226,390,873 235,530 226,626,403 99.90%

(vii) WEI SHAO 224,759,675 1,866,728 226,626,403 99.18%

China Gold International

Resources Corp. Ltd.

LEGAL_1:87270782.1

Suite 660, One Bentall Centre

505 Burrard Street, Box 27

Vancouver, BC

Canada V7X 1M4

(viii) BIELIN SHI 226,416,282 210,121 226,626,403 99.91%

(ix) RUIXIA HAN 226,416,121 210,282 226,626,403 99.91%

To re -appoint Deloitte Touche

Tohmatsu as auditors of the

Company at a remuneration to

be fixed by the Board.

For Withheld Total

227,522,584 31,395 227,553,979 99.99%

To grant to the board of

directors a general mandate to

allot, issue and otherwise deal

with unissued shares and/or sell

or transfer treasury shares of

the Company not exceeding

20% of the aggregate number

of issued shares (excluding

Treasury Shares) of the

Company as at the date of the

passing of this resolution and

the said approval shall be

limited accordingly.

For Against Total

203,242,519 23,391,884 226,634,403 89.68%

To grant to the board of

directors a general mandate to

repurchase shares (excluding

Treasury Shares) not exceeding

10% of the aggregate number

of issued shares of the

Company as at the date of the

passing of this resolution and

the said approval shall be

limited accordingly.

For Against Total

226,583,682 42,721 226,626,403 99.98%

To extend the mandate to allot,

issue and otherwise deal with

unissued shares and/or sell or

transfer treasury shares by the

addition thereto of the shares

repurchased by the Company.

For Against Total

203,264,724 23,082,179 226,346,903 89.80%

To vote on any other matter that

may properly come before the

Meeting or any adjournments

thereof.

For Against Total

203,643,497 22,982,906 226,626,403 89.86%

China Gold International

Resources Corp. Ltd.

LEGAL_1:87270782.1

Suite 660, One Bentall Centre

505 Burrard Street, Box 27

Vancouver, BC

Canada V7X 1M4

To vote on an ordinary

resolution of the independent

shareholders of the Company

approving the 2024 Financial

Service Agreement, and the

2024-2026 annual caps in

respect deposit services

contemplated thereunder, as

more particularly described in

the information circular

accompanying this proxy.

For Against Total

38,258,872 31,307,401 69,566,273 55.00%

Note 1: The table above only provides a summary of the Resolutions. The full text of these

Resolutions is set out in the Notice.

All Resolutions were duly passed. The tabulation error in the number of votes in all

Resolutions has not affected the voting results.

Save as disclosed above, all other information as set out in the Announcement

remains unchanged. This clarification announcement is supplemental to and should

be read in conjunction with the Announcement.

About China Gold International Resources

China Gold International Resources is a gold and base metal mining company incorporated

in BC, Canada and operates two mines, the CSH Gold Mine in Inner Mongolia, China and

the Jiama Copper -Gold Polymetallic Mine in Tibet, China. The Company’s objective is to

build shareholder value through growing production at its current mining operations,

expanding its resource base, and acquiring and developing new projects internationally. The

Company is listed on the Toronto Stock Exchange (TSX: CGG) and the Main Board of The

Stock Exchange of Hong Kong Limited (HKEx: 2099).

For further information on the Company, please refer to SEDAR’s website at

www.sedar.com, The Stock Exchange of Hong Kong Limited’s website at www.hkex.com.hk,

the Company's website at www.chinagoldintl.com, or call the Company at +1 -604-609-0598

and email to [email protected].

Cautionary Note About Forward-Looking Statements

Certain information regarding China Gold International Resources contained herein may

constitute forward -looking statements within the meaning of applicable securities laws.

Forward-looking statements may include estimates, plans, expectations, opinions, forecasts,

projections, guidance or other statements that are not statements of fact. Although China

Gold International Resources believes that the expectations reflected in such forward -

looking statements are reasonable, it can give no assurance that such expectations will

prove to have been correct. China Gold International Resources cautions that actual

performance will be affected by a number of factors, most of which are beyond its control,

and that future events and results may vary substantially from what China Gold International

Resources currently foresees. Factors that could cause actual results to differ materially

China Gold International

Resources Corp. Ltd.

LEGAL_1:87270782.1

Suite 660, One Bentall Centre

505 Burrard Street, Box 27

Vancouver, BC

Canada V7X 1M4

from those in forward-looking statements include market prices, exploitation and exploration

results, continued availability of capital and financing and general economic, market or

business conditions. The forward -looking statements are expressly qualified in their entirety

by this cautionary statement. The information contained herein is stated as of the current

date and subject to change after that date.

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