If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser. If you have sold or transferred all your shares in Sinotrans Shipping Limited, you should at once hand this circular, together with the enclosed form of proxy, to the purchasers or transferees or to the bank, stockbroker or other agent through whom the sale was effected for transmission to the purchasers or transferees.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

(Incorporated in Hong Kong with limited liability)

(Stock Code: 368) MAJOR TRANSACTION FINANCIAL ASSISTANCE PROVISION OF GUARANTEES TO JOINT VENTURE COMPANIES

15 February 2017

Page

DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 APPENDIX I - FINANCIAL INFORMATION OF THE GROUP . . . . . . . . . . I-1 APPENDIX II - GENERAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . II-1

In this circular, the following expressions have the following meanings unless the context requires otherwise:

"Assignment Agreements" the five assignment agreements and assignment payment

letters all dated 12 December 2016 entered into between each of the JV Companies and each of the Hai Kuo Companies in relation to, amongst other things, the assignment of each JV Company's rights and interests under the Shipbuilding Contracts to each Hai Kuo Company

"Bareboat Charters" the five bareboat charter agreements all dated 12 December

2016 in respect of the Vessels made between each Hai Kuo Company as owner and each JV Company as a bareboat charterer

"Board" the board of Directors

"Charter Period" the period commencing from the delivery of each Vessel and continues for a period of 144 months thereafter pursuant to the Bareboat Charters

"CLNG" China LNG Shipping (Holdings) Limited, a company incorporated in Hong Kong with limited liability

"Company" Sinotrans Shipping Limited (中外運航運有限公司), a company incorporated in Hong Kong with limited liability and the Shares of which are listed on the Stock Exchange

"Daewoo" Daewoo Shipbuilding & Marine Engineering Co., Ltd., a company incorporated in the Republic of Korea with limited liability

"Directors" directors of the Company

"Dynagas" Dynagas Holding Ltd, a company incorporated in the Republic of the Marshall Islands with limited liability

"Group" the Company and its subsidiaries

"Guarantees" the five guarantees all dated 12 December 2016 entered into by the Company in favour of each Hai Kuo Company for the provision of guarantee in respect of each JV Company's obligations under each of the Bareboat Charters and other ancillary security documents

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"Hai Kuo Companies" Hai Kuo Shipping 1601 Limited, Hai Kuo Shipping 1602

Limited, Hai Kuo Shipping 1603 Limited, Hai Kuo Shipping 1605 Limited and Hai Kuo Shipping 1606 Limited, each of which is a special purpose vehicle incorporated in Republic of Cyprus with limited liability, and wholly-owned by a state-owned financial conglomerate

"HK$" Hong Kong dollars, the lawful currency of Hong Kong

"Hong Kong" the Hong Kong Special Administrative Region of the People's Republic of China

"JV Agreements" the five joint venture agreements dated 21 December 2015 entered into between (1) the Company; (2) Sinotrans LNG;

(3) Dynagas; (4) CLNG; and (5) each of the JV Companies, in relation to, amongst other things, the operation of each of the five JV Companies

"JV Companies" Arctic LNG 1 Ltd., Arctic LNG 2 Ltd., Arctic LNG 3 Ltd., Arctic LNG 4 Ltd. and Arctic LNG 5 Ltd., each of which is incorporated in the Republic of the Marshall Islands and re-domiciled in Cyprus with limited liability, and owned as to 49% by Dynagas, 25.5% by CLNG and 25.5% by the Group

"Latest Practicable Date" 10 February 2017, being the last practicable date before the

printing of this circular for the purpose of ascertaining information for inclusion in this circular

"Listing Rules" the Rules Governing the Listing of Securities on the Stock Exchange

"LNG" liquefied natural gas

"Majority Shareholder" Sinotrans Shipping (Holdings) Limited, a company

incorporated in the British Virgin Islands with limited liability, holding approximately 65.13% of the total issued share capital of the Company as at the Latest Practicable Date

"Negative Pledges" the five negative pledges over shares executed by Sinotrans

LNG in favour of each Hai Kuo Company

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Sinotrans Shipping Limited published this content on 15 February 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 24 February 2017 08:53:19 UTC.

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