(Jan 2, 2006) - CNOOC Limited announced today that all resolutions in the two extraordinary general meetings held on December 31 were passed by shareholders, with the exception of the ordinary resolution of amendments to the existing non-compete undertaking, which was not passed due to opposition by a number of independent shareholders.

The Company said, “Whilst we regret to hear this result, we respect the decision of the minority shareholders on this issue. Nonetheless, we still believe that the proposed amendments to the non-compete undertaking, if passed, would be beneficial to the Company and its shareholders as a whole. The amendments would not affect the existing rights enjoyed by the Company. Moreover, it would provide the Company with greater flexibility to develop new projects with a lower risk. Furthermore, the Company could have the right to acquire projects from the parent company when they are beneficial to the Company. It would provide opportunities for the future development of the Company, and the interests of the Company, as well as minority shareholders, would be sufficiently protected. Therefore, we regret the loss which might be brought to the shareholders and the Company due to this result. “

“Looking forward, we will continue to maintain our efforts to develop and grow the business while protecting the interests of the Company and its shareholders. We hope that our efforts will attract the support of all our shareholders.”