SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF
FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of June 2015
Commission File Number: 001-15006
PETROCHINA
COMPANY LIMITED
9 Dongzhimen North Street, Dongcheng District
Beijing, The Peoples Republic of China, 100007
(Address of Principal Executive Offices)
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 x Form
40-F ¨
Indicate by check mark if the registrant
is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No x
(If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule
12g3-2(b): 82- )
EXHIBITS
Exhibit Number
99.1 Announcement dated June 3, 2015
relating to the Supplemental Notice OF Annual General Meeting.
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.
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PetroChina Company Limited |
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Dated: June 3, 2015 |
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By: |
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/s/ Wu Enlai |
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Name: |
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Wu Enlai |
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Title: |
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Company Secretary |
Exhibit 99.1
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this document, make no
representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this document.
PETROCHINA COMPANY LIMITED
(a joint stock limited company incorporated in the Peoples Republic of China with limited liability)
(Stock Code: 857)
ELECTION AND APPOINTMENT OF DIRECTOR
SUPPLEMENTAL NOTICE OF ANNUAL GENERAL MEETING
This notice is supplemental to the notice of PetroChina Company Limited (the Company) dated 8 April 2015 (the
Notice), which sets out the time and venue of the Companys annual general meeting of 2014 (the AGM) and contains the resolutions to be tabled before the AGM for the approval of the Companys
shareholders. Unless otherwise indicated, the capitalized terms used in this supplemental notice shall have the same meaning as those defined in the circular of the AGM of the Company dated 8 April 2015.
SUPPLEMENTAL NOTICE IS HEREBY GIVEN that China National Petroleum Corporation (CNPC), the controlling shareholder of the Company,
submitted its interim motion to the Board on the nomination of Wang Yilin as candidate for the election of Director of the Company in accordance with the Articles of Association of the Company. Pursuant to applicable laws, regulations and the
Articles of Association, such interim motion will be proposed at the AGM for shareholders consideration. The AGM will be held, as have been set out in the announcement on postponement of AGM of the Company dated 15 May 2015, at 9 a.m. on
23 June 2015 at Third Floor, Kempinski Hotel, Beijing Lufthansa Center, No. 50 Liangmaqiao Road, Chaoyang District, Beijing, the PRC to consider and, if thought fit, pass the following ordinary resolution, in addition to the resolutions
set out in the Notice, as resolutions number 7(ii):
ORDINARY RESOLUTIONS
7(ii). |
To consider and approve the election of Mr Wang Yilin as a Director of the Company. |
The term
of office of the Director, if elected, will commence on 23 June 2015 and expire on the date of the 2016 annual general meeting of the Company to be held in 2017, when the term for the sixth session of the Board is over. The Director
emoluments will be fixed by the Board pursuant to the authority granted by the Shareholders at the AGM by reference to the Director duties, responsibilities and performance and the results of the Group.
As required under Rule 13.51(2) of the Listing Rules, the biographical details of Mr Wang Yilin who will stand
for election of Director at the AGM are set out below to enable the Shareholders to make an informed decision on the election.
Wang
Yilin, aged 58, is the chairman of CNPC. Mr Wang is a professor-level senior engineer and holds a doctorate degree. He has over 30 years of working experience in Chinas oil and gas industry. From June 1996, Mr. Wang served as the
deputy director and chief exploration geologist of Xinjiang Petroleum Administration Bureau. From September 1999, he served as the general manager of Xinjiang Oilfield Company. From July 2003, he served as the assistant to general manager of CNPC.
From December 2003, he served as the deputy general manager of CNPC. From July 2004, he also served as the chief safety officer of CNPC. From November 2005 to April 2011, he served as a Director of the Company. Mr Wang served as chairman of China
National Offshore Oil Corporation and CNOOC Limited, a company listed on The Stock Exchange of Hong Kong (stock code: 00883), New York Stock Exchange (code: CEO) and Toronto Stock Exchange (code: CNU) from April 2011. Mr Wang served as the chairman
of CNPC since April 2015.
Save as disclosed above, as at the date of this supplemental notice, Mr Wang (i) has not held any
directorship in any other listed companies in the past three years; (ii) has no relationship with any other Director, supervisor, senior management, substantial shareholder or controlling shareholder of the Company; and (iii) has no
interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance.
There is no information on
Mr Wang that needs to be disclosed pursuant to any of the requirements under paragraphs 13.51(2)(h) to 13.51(2)(v) of the Listing Rules nor are there any other matters that need to be brought to the attention of the Shareholders.
The resolution previously numbered as 7 is hereby renumbered as 7(i).
Save as disclosed above, no change has been made as to information set out in the Notice.
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By Order of the Board
PetroChina Company Limited
Wu Enlai Secretary to the
Board |
3 June 2015
Notes:
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1. |
A supplemental form of proxy in respect of the ordinary resolutions mentioned above is enclosed with this supplemental notice. |
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2. |
Shareholders are entitled to appoint one or more proxies to attend the AGM, but only one of the proxies can be designated to vote at the AGM. If the proxy being appointed to attend the AGM under the supplemental form of
proxy is different from the proxy appointed under the original form of proxy and both proxies attend the AGM, the proxy validly appointed under the original form of proxy shall be entitled to vote as a proxy at the AGM. |
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Please refer to the Notice for details in respect of other resolutions to be passed at the AGM, eligibility for attending the AGM, proxy form, registration procedures, closure of register of members and other relevant
matters in relation to the AGM. |
As at the date of this announcement, the board of directors of the Company comprises Mr Zhou Jiping as
the Chairman; Mr Wang Dongjin as Vice Chairman and executive director; Mr Yu Baocai, Mr Shen Diancheng and Mr Liu Yuezhen as non-executive directors; Mr Liu Hongbin as executive director; and Mr Chen Zhiwu, Mr Richard H. Matzke, Mr Lin Boqiang and
Mr Zhang Biyi as independent non-executive directors.
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