Stock Code: 200053   Short Form of Stock: Shenzhen Base (B Share)    No.: 
2004-017

                  SHENZHEN CHIWAN PETROLEUM SUPPLY BASE CO LTD
     Resolution of the 1st Session of the 4th Board of Director's Meeting

    The Board of Directors of Shenzhen Chiwan Petroleum Supply Base Co Ltd has 
held a meeting in 16th floor, Chiwan Petroleum Building, Shenzhen, PRC on May 
25th 2004. All directors attended the meeting. It was in conformity with the 
Company Law and the Articles of Association of the Company and the following 
resolutions were passed:
    1.to elect Mr. Koh Soo Keong, Mr. Han Guimao, Mr. Liu Fu, Mr. Tian Rugeng 
and Mr. Lin Zhijun as the members of the Strategy and Development Committee of
the fourth board of directors, and approve Mr. Han Guimao as the Chief member
of the Committee elected by the Committee members;
    2.to elect Mr. Han Guimao, Mr. Fong Yue Kwong, Mr. Tian Rugeng, Mr. Bai 
Youzhong and Mr. Lin Zhijun as the members of the Nomination & Emolument 
Committee of the fourth board of directors, and approve Mr. Tian Rugeng as the 
Chief member of the Committee elected by the Committee members;
    3.to elect Mdm. Wang Fen, Mr. Han Guimao, Mr. Tian Rugeng, Mr. Bai Youzhong 
and Mr. Lin Zhijun as the members of the Audit Committee of the fourth board of 
directors, and approve Mr. Lin Zhijun as the Chief member of the Committee 
elected by the Committee members.

                                Shenzhen Chiwan Petroleum Supply Base Co Ltd
                                                      By Order of the Board
                                                         Dated: 26 May 2004