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 arising from or in reliance upon the whole or any part of the contents of this announcement.

(Stock Code: 603)

DISCLOSEABLE TRANSACTION ACQUISITION OF 100% EQUITY INTEREST IN AN OIL AND GAS PRODUCING COMPANY IN CANADA Exclusive Financial Advisor to the Company

Reference is made to the announcement of China Oil And Gas Group Limited dated 20 June 2014 (the "Announcement") in relation to the acquisition of the 100% equity interest in Baccalieu Energy Inc., the Target Company. Unless otherwise defined, capitalised term used in this announcement shall have the same meanings as those defined in the Announcement.
The Board is pleased to announce that all conditions precedent under the Arrangement Agreement have been fulfilled and all related procedural registration matters have also been completed, and the Target Company has become an indirect wholly-owned subsidiary of the Company.
The Board also wishes to state that the audited net asset value of the Target Company as at 31
December 2013 prepared in accordance with the Canadian Accounting Standards for Private Enterprises was approximately CAD120 million (equivalent to approximately HK$855 million) which did not include the value of its resources, including light oil, NGLs and natural gas as at 31
December 2013.
By Order of the Board

China Oil And Gas Group Limited Xu Tie-liang

Chairman

Hong Kong, 24 July 2014

As at the date of this announcement, the Board comprises four executive Directors, namely Mr. Xu Tie-liang (Chairman and Chief Executive Officer), Mr. Zhu Yuan, Ms. Guan Yijun and Mr. Cheung Shing; and three independent non-executive Directors, namely Mr. Li Yunlong, Mr. Shi Xun-zhi and Mr. Wang Guangtian.

* for identification purposes only

distributed by