12:16 ANGANG NEWSTEEL<00347> - Announcement (1) The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this Announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Announcement. This Announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities mentioned herein. Angang New Steel Company Limited (a joint stock limited company incorporated in the People's Republic of China with limited liability) (Stock Code: 0347) Proposed Amendments to the Articles of Association Proposed Appointment of Independent Non-Executive Director The Board passed resolutions on 16 March 2005, among other things, proposing to (i) amend the relevant provisions of the Articles of Association of the Company in order to comply with the provisions under Certain Rules in Respect of the Strengthening of the Protection of the Interests of the Public Shareholders issued by China Securities Regulatory Committee and the Rules Governing the Listing of the Stocks (amended in 2004) of Shenzhen Stock Exchange; and (ii) appoint Ms.Wang Xiaobin as an independent non-executive director of the Company. The proposed amendments to the articles of association are subject to the approval of the shareholders of the Company by way of special resolutions and approval and/or endorsement on registration as may be necessary by the relevant PRC authorities. The proposed appointment of Ms. Wang Xiaobin as an independent non -executive director of the Company is subject to the approval of the shareholders of the Company by way of ordinary resolution. The board of the directors (the "Board") of Angang New Steel Company Limited (the "Company") passed resolutions on 16 March 2005, among other things, proposing to (i) amend the relevant provisions of the Articles of Association of the Company (the "Articles of Association") in order to comply with provisions under Certain Rules in Respect of the Strengthening of the Protection of the Interests of the Social Public Shareholders issued by China Securities Regulatory Committee and the Rules Governing the Listing of the Stocks (amended in 2004) of Shenzhen Stock Exchange; and (ii) appoint Ms. Wang Xiaobin as independent non-executive director of the Company. Proposed Amendments to the Articles of Association The proposed amendments to the Articles of Association (collectively the "Proposed Amendments") are as follows: 1. THAT Article 17 of the Articles of Association is proposed to be amended as follows: (i) paragraph 3 and 4 of Article 17 to be deleted in their entirety; (ii) a new paragraph 3 of Article 17 to be inserted after the existing paragraph 2 as follows: "Upon the conversion of convertible debentures of the Company into A Shares, the share capital structure of the Company shall be: 2,962,985,697 ordinary shares, of which, 1,319,000,000 shares are held by Anshan Iron & Steel Group Complex in the form of state-owned shares, representing 44.5% of the total share capital of the Company; 890,000,000 shares are held by foreign shareholders in the form of H shares, representing 30.0% of the total share capital of the Company; and 753,985,697 shares are held by domestic shareholders in the form of domestic listed shares, representing 25.5% of the total share capital of the Company." 2. Article 20 of the Articles of Association is proposed to be amended and restated in its entirety as follows: "The registered capital of the Company shall be Rmb 2,962,985,697." 3. The following paragraph is proposed to be inserted after paragraph