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Final Results - Part 1

25 Mar 2019 08:17

RNS Number : 8033T
China Petroleum & Chemical Corp
25 March 2019
 

Click on, or paste the following link into your web browser, to view the associated PDF document.

http://www.rns-pdf.londonstockexchange.com/rns/8033T_1-2019-3-24.pdf

 

CONTENTS

 

2

Company Profile

3

Principal Financial Data and Indicators

6

Changes in Share Capital and Shareholdings

 of Principal Shareholders

8

Chairman's Address

11

Business Review and Prospects

19

Management's Discussion and Analysis

31

Significant Events

42

Connected Transactions

45

Corporate Governance

52

Report of the Board of Directors

62

Report of the Board of Supervisors

64

Directors, Supervisors, Senior

 Management and Employees

80

Principal Wholly-owned and

 Controlled Subsidiaries

81

Financial Statements

219

Corporate Information

220

Documents for Inspection

 

This annual report includes forward-looking statements. All statements, other than statements of historical facts, that address activities, events or developments that the Company expects or anticipates will or may occur in the future (including but not limited to projections, targets, reserve and other estimates and business plans) are forward-looking statements. The Company's actual results or developments may differ materially from those indicated by these forward-looking statements as a result of various factors and uncertainties. The Company makes the forward-looking statements referred to herein as at 22 March 2019 and unless required by regulatory authorities, the Company undertakes no obligation to update these statements.

COMPANY PROFILE

 

IMPORTANT NOTICE: THE BOARD OF DIRECTORS, THE BOARD OF SUPERVISORS, DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT OF SINOPEC CORP. WARRANT THAT THERE ARE NO FALSE REPRESENTATIONS, MISLEADING STATEMENTS OR MATERIAL OMISSIONS IN THIS ANNUAL REPORT, AND JOINTLY AND SEVERALLY ACCEPT FULL RESPONSIBILITY FOR THE AUTHENTICITY, ACCURACY AND COMPLETENESS OF THE INFORMATION CONTAINED IN THIS ANNUAL REPORT. THERE IS NO OCCUPANCY OF NON-OPERATING FUNDS BY THE CONTROLLING SHAREHOLDERS OF SINOPEC CORP. MR. LI YONG, DIRECTOR, DID NOT ATTEND THE 5TH MEETING OF THE SEVENTH SESSION OF THE BOARD DUE TO OFFICIAL DUITES. MR. LI YONG AUTHORISED MR. LI YUNPENG TO VOTE ON HIS BEHALF IN RESPECT OF THE RESOLUTIONS PROPOSED AT THE MEETING. MR. DAI HOULIANG, CHAIRMAN OF THE BOARD, MR. MA YONGSHENG, PRESIDENT, MR. WANG DEHUA, CHIEF FINANCIAL OFFICER AND HEAD OF THE FINACIAL DEPARTMENT OF SINOPEC CORP. WARRANT THE AUTHENTICITY AND COMPLETENESS OF THE FINANCIAL STATEMENTS CONTAINED IN THIS ANNUAL REPORT. THE AUDIT COMMITTEE OF SINOPEC CORP. HAS REVIEWED THE FINANCIAL ANNUAL RESULTS OF SINOPEC CORP. FOR THE YEAR ENDED 31 DECEMBER 2018.

 

THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2018 OF THE COMPANY PREPARED IN ACCORDANCE WITH THE PRC ACCOUNTING STANDARDS FOR BUSINESS ENTERPRISES (CASs) AND INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) HAVE BEEN AUDITED BY PRICEWATERHOUSECOOPERS ZHONG TIAN LLP AND PRICEWATERHOUSECOOPERS RESPECTIVELY. BOTH FIRMS HAVE ISSUED STANDARD UNQUALIFIED AUDITOR'S REPORT.

 

AS APPROVED AT THE 5TH MEETING OF THE SEVENTH SESSION OF THE BOARD OF DIRECTORS OF SINOPEC CORP., THE BOARD PROPOSED A FINAL CASH DIVIDEND OF RMB 0.26 (TAX INCLUSIVE) PER SHARE FOR 2018, COMBINING WITH THE INTERIM CASH DIVIDEND OF RMB 0.16 (TAX INCLUSIVE) PER SHARE, THE TOTAL CASH DIVIDEND FOR 2018 WILL BE RMB 0.42 (TAX INCLUSIVE) PER SHARE. THE DIVIDEND PROPOSAL IS SUBJECT TO THE SHAREHOLDERS' APPROVAL AT THE ANNUAL GENERAL MEETING FOR THE YEAR 2018.

 

COMPANY PROFILE

Sinopec Corp. is one of the largest integrated energy and chemical companies in China. Its principal operations include the exploration and production, pipeline transportation and sale of petroleum and natural gas; the production, sale, storage and transportation of refinery products, petrochemical products, coal chemical products, synthetic fibre, and other chemical products; the import and export, including an import and export agency business, of petroleum, natural gas, petroleum products, petrochemical and chemical products, and other commodities and technologies; and research, development and application of technologies and information.

 

DEFINITIONS:

In this report, unless the context otherwise requires, the following terms shall have the meaning as set out below:

Sinopec Corp.: China Petroleum & Chemical Corporation;

Company: Sinopec Corp. and its subsidiaries;

China Petrochemical Corporation: our controlling shareholder, China Petrochemical Corporation;

Sinopec group: China Petrochemical Corporation and its subsidiaries;

NDRC: China National Development and Reform Commission

RMC: Oil and Natural Gas Reserves Management Committee of the Company;

CSRC: China Securities Regulatory Commission.

Hong Kong Stock Exchange: The Stock Exchange of Hong Kong Limited

Hong Kong Listing Rules: Listing Rules of the Hong Kong Stock Exchange

 

CONVERSION:

For domestic production of crude oil, 1 tonne = 7.1 barrels;

For overseas production of crude oil: 2018, 1 tonne = 7.21 barrels; 2017, 1 tonne = 7.21 barrels; 2016, 1 tonne = 7.20 barrels;

For production of natural gas, 1 cubic meter = 35.31 cubic feet;

Refinery throughput is converted at 1 tonne = 7.35 barrels.

 

 

PRINCIPAL FINANCIAL DATA AND INDICATORS

 

1 FINANCIAL DATA AND INDICATORS PREPARED IN ACCORDANCE WITH CASs

 

(1) Principal financial data

 

For the year ended 31 December

2018

2017

Change

2016

Items

RMB million

RMB million

%

RMB million

Operating income

2,891,179

2,360,193

22.5

1,930,911

Operating profit

101,474

86,965

16.7

77,389

Profit before taxation

100,502

86,573

16.1

79,877

Net profit attributable to equity shareholders of the Company

63,089

51,119

23.4

46,416

Net profit attributable to equity shareholders of the Company

 excluding extraordinary gains and losses

59,630

45,582

30.8

29,713

Net cash flow from operating activities

175,868

190,935

(7.9)

214,543

 

For the year of 2018

First

Second

Third

Fourth

Quarter

Quarter

Quarter

Quarter

Total

Items

RMB million

RMB million

RMB million

RMB million

RMB million

Operating income

621,251

679,001

772,718

818,209

2,891,179

Net profit attributable to equity shareholders of the Company

18,770

22,830

18,380

3,109

63,089

Net profit attributable to equity shareholders of the Company

 excluding extraordinary gains and losses

17,982

21,809

17,359

2,480

59,630

Net cash flow from operating activities

12,052

59,568

66,299

37,949

175,868

 

As of 31 December

2018

2017

Change

2016

Items

RMB million

RMB million

%

RMB million

Total assets

1,592,308

1,595,504

(0.2)

1,498,609

Total liabilities

734,649

741,434

(0.9)

666,084

Total equity attributable to equity shareholders of the Company

718,355

727,244

(1.2)

712,232

Total number of shares (1,000 shares)

121,071,210

121,071,210

-

121,071,210

 

(2) Principal financial indicators

 

For the year ended 31 December

2018

2017

Change

2016

Items

RMB

RMB

%

RMB

Basic earnings per share

0.521

0.422

23.4

0.383

Diluted earnings per share

0.521

0.422

23.4

0.383

Basic earnings per share (excluding extraordinary gains and losses)

0.493

0.376

31.1

0.245

Weighted average return on net assets (%)

8.67

7.14

1.53

6.68

 

 

 

percentage

points

 

Weighted average return (excluding extraordinary gains and losses)

 on net assets (%)

8.20

6.37

1.83

percentage

4.33

 

 

 

points

 

Net cash flow from operating activities per share

1.453

1.577

(7.9)

1.772

 

As of 31 December

2018

2017

Change

2016

Items

RMB

RMB

%

RMB

Net assets attributable to equity shareholders of the Company per share

5.933

6.007

(1.2)

5.883

Liabilities to assets ratio (%)

46.14

46.47

(0.33)

44.45

 

 

 

percentage

points

 

 

(3) Extraordinary items and corresponding amounts

 

For the year ended 31 December

(Income)/expenses

2018

2017

2016

Items

RMB million

RMB million

RMB million

Net loss on disposal of non-current assets

742

1,518

1,489

Donations

180

152

133

Government grants

(7,482)

(4,783)

(3,987)

Gain on holding and disposal of various investments

(1,023)

(148)

(518)

Investment income on loss of control and remeasuring interests in pipeline company

-

-

(20,562)

Gain on remeasurement of interests in Shanghai SECCO

-

(3,941)

-

Other non-operating expenses, net

1,613

690

1,367

Net gain of business combination under common control from beginning of the year

 to the consolidation date

-

-

(86)

Subtotal

(5,970)

(6,512)

(22,164)

Tax effect

2,312

976

5,578

Total

(3,658)

(5,536)

(16,586)

Attributable to: Equity shareholders of the Company

(3,459)

(5,537)

(16,703)

Minority interests

(199)

1

117

 

(4) Items measured by fair values

 

Unit: RMB million

 

Influence

Items

Beginning

of the year

End

of the year

Changes

on the profit

of the year

Other equity instruments

1,676

1,450

(226)

515

Derivative financial instruments

(522)

1,584

2,106

191

Cash flow hedging

(1,617)

(7,268)

(5,651)

(9,069)

Financial assets held for trading

51,196

25,732

(25,464)

878

Total

50,733

21,498

(29,235)

(7,485)

 

(5) Significant changes of items in the financial statements

The table below sets forth reasons for those changes where the fluctuation was more than 30% during the reporting period:

 

As of 31 December

Increase/(decrease)

2018

2017

Amount

Percentage

Items

RMB million

RMB million

RMB million

(%)

Reasons for change

Financial assets held for trading

25,732

51,196

(25,464)

(49.7)

Decrease of structured deposit

Non-current liabilities due

17,450

26,681

(9,231)

(34.6)

Bond repayment at maturity

 within one year

 

 

 

 

 

Financial expenses

(1,001)

1,560

(2,561)

(164.2)

Optimisation of capital operation and increase of interest income

Impairment losses

11,605

21,791

(10,186)

(46.7)

Decrease of impairment losses in current year

Non-operating income

2,070

1,317

753

57.2

Relocation compensation entitled by susidiaries

Non-operating expenses

3,042

1,709

1,333

78.0

Retirement of underground oil tanks in service station and other assets

Cash received from disposal

56,546

4,729

51,817

1,095.7

Receipt of the structured deposits at maturity

 of investments

 

 

 

 

 

Other cash paid relating to

87,696

52,304

35,392

67.7

Receipt of time deposits at maturity

 investing activities

 

 

 

 

 

Cash paid for acquisition of fixed

(103,014)

(70,948)

(32,066)

45.2

Increase of capital expenditure

 assets, intangible assets and

 other long-term assets

 

 

 

 

 

Cash paid for dividends, profit

 distribution or interest

(87,483)

 

(45,763)

 

(41,720)

 

91.2

 

Increase of dividend declared

 

 

2 FINANCIAL INFORMATION EXTRACTED FROM THE FINANCIAL STATEMENTS PREPARED IN ACCORDANCE WITH IFRS

 

Unit: RMB million

 

For the year ended 31 December

Items

2018

2017

2016

2015

2014

Turnover and other operating revenues

2,891,179

2,360,193

1,930,911

2,020,375

2,827,566

Operating profit

82,264

71,470

77,193

56,822

73,439

Profit before taxation

99,110

86,697

80,151

56,411

65,818

Profit attributable to shareholders of the Company

61,618

51,244

46,672

32,512

46,639

Basic earnings per share (RMB)

0.509

0.423

0.385

0.269

0.399

Diluted earnings per share (RMB)

0.509

0.423

0.385

0.269

0.399

Return on capital employed (%)

9.25

8.26

7.30

5.23

6.06

Return on net assets (%)

8.59

7.06

6.56

4.81

7.84

Net cash generated from operating activities per share (RMB)

1.453

1.577

1.772

1.371

1.267

 

Unit: RMB million

 

As of 31 December

Items

2018

2017

2016

2015

2014

Non-current assets

1,088,188

1,066,455

1,086,348

1,113,611

1,094,035

Net current liabilities

60,978

50,397

73,282

129,175

242,892

Non-current liabilities

170,675

163,168

181,831

196,275

201,540

Non-controlling interests

139,251

126,770

120,241

111,964

54,348

Total equity attributable to shareholders of the Company

717,284

726,120

710,994

676,197

595,255

Net assets per share (RMB)

5.924

5.997

5.873

5.585

5.033

Adjusted net assets per share (RMB)

5.741

5.868

5.808

5.517

4.969

 

3 MAJOR DIFFERENCES BETWEEN THE AUDITED FINANCIAL STATEMENTS PREPARED UNDER CASs AND IFRS PLEASE REFER TO PAGE 212 OF THE REPORT.

 

 

CHANGES IN SHARE CAPITAL AND SHAREHOLDINGS OF PRINCIPAL SHAREHOLDERS

 

1 CHANGES IN THE SHARE CAPITAL

There is no change in the number and nature of shares of Sinopec Corp. during the reporting period

 

2 NUMBER OF SHAREHOLDERS AND THEIR SHAREHOLDINGS

As of 31 December 2018, the total number of shareholders of Sinopec Corp. was 490,808 including 484,996 holders of domestic A shares and 5,812 holders of overseas H shares. As of 28 February 2019, the total number of shareholders of Sinopec Corp. was 464,131. Sinopec Corp. has complied with requirement for minimum public float under the Hong Kong Listing Rules.

 

(1) Shareholdings of top ten shareholders

The shareholdings of top ten shareholders as of 31 December 2018 are listed as below:

 

 

 

 

 

 

Number of

 

Nature of

Percentage of

Total number of

Changes of

shares subject to

Name of shareholders

Shareholders

shareholdings %

shares held

shareholding1

pledges or lock-up

China Petrochemical Corporation

State-owned Share

68.31

82,709,227,393

(3,083,443,708)

0

HKSCC Nominees Limited2

H Share

20.97

25,390,660,438

10,853,566

Unknown

中國證券金融股份有限公司

A Share

2.16

2,609,312,057

(722,418,086)

0

國新投資有限公司

A Share

1.04

1,253,177,754

1,253,177,754

0

香港中央結算有限公司

A Share

0.84

1,021,782,160

620,799,215

0

北京誠通金控投資有限公司

A Share

0.78

947,604,254

947,604,254

0

招商銀行股份有限公司-博時中證央企結構調整交易型

開放式指數證券投資基金3

A Share

0.33

397,446,193

397,446,193

0

中央匯金資產管理有限責任公司

A Share

0.27

322,037,900

0

0

中國人壽保險股份有限公司-分紅-個人分紅-

 005L-FH002

A Share

0.15

181,957,660

128,785,037

0

中國農業銀行股份有限公司-華夏中證央企結構調整交易型開放式指數證券投資基金3

A Share

0.13

154,958,200

154,958,200

0

 

Note 1: As compared with the number of shares held as of 31 December 2017.

 

Note 2: Sinopec Century Bright Capital Investment Limited, an overseas wholly-owned subsidiary of China Petrochemical Corporation, held 553,150,000 H shares, accounting for 0.46% of the total issued share capital of Sinopec Crop. Those shareholdings are included in the total number of the shares held by HKSCC Nominees Limited.

 

Note 3: China Petrochemical Corporation subscribed for the shares of 博時中證央企結構調整交易型開放式指數證券投資基金 and 華夏中證央企結構調整交易型開放式指數證券投資基金 with 600 million A shares of Sinopec Corp. in October 2018.

 

Statement on the connected relationship or acting in concert among the above-mentioned shareholders:

 

We are not aware of any connected relationship or acting in concert among or between the above-mentioned shareholders.

 

(2) Information disclosed by the shareholders of H shares in accordance with the Securities and Futures Ordinance (SFO) as of 31 December 2018

 

Name of shareholders

Status of shareholders

Number of shares interested

% of Sinopec Corp.'s issued

voting shares (H Share)

BlackRock, Inc.

 

Interest of corporation controlled

 by the substantial shareholder

2,320,644,807(L)

1,244,000(S)

9.10(L)

0.00(S)

Citigroup Inc.

Person having a security interest in shares

618,800(L)

0.00(L)

 

 

Interest of corporation controlled by the

 substantial shareholder

152,698,359(L)

 101,037,238(S)

0.60(L)

0.40(S)

 

Approved lending agent

1,736,184,160(L)

6.80(L)

JPMorgan Chase & Co.

Beneficial owner

478,700,855(L)

1.88(L)

 

 

157,452,151(S)

0.62(S)

 

Investment manager

103,077,862(L)

0.40(L)

 

Trustee (exclusive of passive trustee)

1,006,400(L)

0.00(L)

 

Approved lending agent

956,876,795(L)

3.75(L)

Schroders Plc.

Investment manager

1,516,334,573(L)

5.94(L)

 

(L): Long position, (S): Short position

 

3 ISSUANCE AND LISTING OF SECURITIES

 

(1) Issuance of securities in reporting period

Not Applicable.

 

(2) Existing employee shares

Not Applicable.

 

4 CHANGES IN THE CONTROLLING SHAREHOLDERS AND THE DE FACTO CONTROLLER

There was no change in the controlling shareholder and the de facto controller of Sinopec Corp. during the reporting period.

 

(1) Controlling shareholder

The controlling shareholder of Sinopec Corp. is China Petrochemical Corporation. Established in July 1998, China Petrochemical Corporation is a state-authorized investment organisation and a state-owned enterprise. The legal representative is Mr. Dai Houliang. Through re-organization in 2000, China Petrochemical Corporation injected its principal petroleum and petrochemical businesses into Sinopec Corp. and retained certain petrochemical facilities. It provides well-drilling services, well-logging services, downhole operation services, services in connection with manufacturing and maintenance of production equipment, engineering construction, and utility services including water and power and social services. On 20 August 2018, China Petrochemical Corporation completed the industrial and commercial registration and changed from enterprise owned by the whole people into limited liability company (solely State-owned company) and changed its Chinese name.

 

Shares of other listed companies directly held by China Petrochemical Corporation

 

Name of Company

Number of

Shares Held

Shareholding

Percentage

Sinopec Engineering (Group)

 Co. Ltd

2,907,856,000

65.67%

Sinopec Oilfield Service

 Corporation

10,727,896,364

56.51%

Sinopec Oilfield Equipment

 Corporation

351,351,000

58.74%

China Merchants Energy

 Shipping Co., Ltd

912,886,426

15.05%

 

Note: China Petrochemical Corporation holds 2,595,786,987 H shares of Sinopec Oilfield Service Corporation (the "SSC") through Sinopec Century Bright Capital Investment Ltd., a wholly-owned overseas subsidiary of China Petrochemical Corporation, accounting for 13.67% of the total share capital of SSC. Such shareholdings are excluded from the total shares of SSC directly held by China Petrochemical Corporation indicated above.

 

(2) Other than HKSCC Nominees Limited, there was no other legal person shareholder holding 10% or more of the total issued share capital of Sinopec Corp.

 

(3) Basic information of the de facto controller

China Petrochemical Corporation is the de facto controller of Sinopec Corp.

 

(4) Diagram of the equity and controlling relationship between Sinopec Corp. and its de facto controller

 

 

 

*: Inclusive of 553,150,000 H shares held by Sinopec Century Bright Capital Investment Ltd. (overseas wholly-owned subsidiary of China Petrochemical Corporation) through HKSCC Nominees Limited.

 

 

CHAIRMAN'S ADDRESS

 

Dear Shareholders and Friends:

 

On behalf of the Board of Directors, the management and the entire staff, I would like to express my sincere gratitude to our shareholders and the community for your interest and support.

 

In the face of complicated international situation, daunting challenges brought by the international oil prices fluctuating in a wide range, increasing demand for refined oil and petrochemical products and fierce market competition, adhering to the general principle of making progress while maintaining stability, following the new development philosophy and requirements for high-quality development, we fully exerted the advantages of the integrated value chain, initiated and implemented the phased goals for year 2020 and through year 2050, made great efforts in optimising operation, expanding market, reducing costs, controlling risks, deepening reforms, reinforcing management, and launching the Talent Empowering Enterprise Scheme. We successfully dealt with various risks and challenges, made progress in many aspects and pushed forward the sustainable development in an all-round way.

 

Over the past year, the Company's profitability increased significantly. In accordance with the International Financial Reporting Standards, our turnover and other operating revenues reached RMB 2.89 trillion. Profit attributable to equity shareholders of the Company grew by 20.2% year on year to RMB 61.6 billion, while the year-end liability-to-asset ratio was 46.21%. Taking into account the Company's profitability, shareholder returns and the future development, the Board of Directors proposed a final dividend of RMB 0.26 per share. Combined with the interim dividend of RMB 0.16 per share, the total dividend for the year is RMB 0.42 per share with a dividend payout ratio of 82.5%.

 

Over the past year, we constantly improved the Company's development quality by optimising production and operation, actively expanding markets, accelerating structural adjustment, and further promoting scientific and technological innovations, which strengthened our competitiveness. In upstream, we made great efforts to enhance oil and gas exploration and production and achieved domestic crude oil reserves replacement ratio of 131.7%. Meanwhile, we pushed ahead with the construction of natural gas production, supply, storage and marketing system, rapidly increasing natural gas production and sales volume. In refining, we optimised resources allocation, adjusted product slate to further lower diesel-to-gasoline ratio and successfully accomplished the quality upgrading of GB VI standard. In marketing, we gave full play to the advantages of integrated value chain and distribution network, actively responded to the fierce market competition and achieved continuous growth in both total domestic sales volume and retail scale. Moreover, the non-fuel business maintained rapid growth. In chemicals, we made great efforts in adjusting structure and pushing ahead with the integration of production, marketing, research and application. The share of high value-added products of three principal synthetic materials increased continuously and the total sales volume of chemicals soared. Moreover, a number of key projects supporting our long-term development progressed smoothly, which consolidated the development foundation. Several significant breakthroughs were made in the development of core technologies. Both patents applications and patents granted hit record highs. Meanwhile, we made solid progress in the integration of informatisation and industrialisation by actively advancing the development of smart factories, smart oil and gas fields, and smart service stations as well as e-commerce platforms such as Epec, ChemEmall and EasyJoy.

 

Over the past year, we consistently enhanced our corporate governance. The Company reelected the Board of Directors and the Board of Supervisors, appointed the senior management, and established the Nomination Committee. Independent directors played a better role. The Company improved the corporate governance structure. The regulation for the participation by the Party Organisation in corporate governance was improved, thus facilitating scientific decision-making. We made long-term development strategy and relevant execution plans and drew the road-map of building the company into a world-class enterprise in the new era. The continuing connected transactions for the next three years have been approved by shareholders, which safeguarded the Company's stable operation.

 

Over the past year, we were determined to fulfilling our social responsibilities. Committed to mitigating climate change and keeping our skies blue, our waters clear, and our land pollution-free, we launched the Green Enterprise Campaign so as to vigorously develop clean energy and improve energy efficiency. We stepped up efforts to control greenhouse gas emissions and formulated a three-year plan for pollution prevention and control. Meanwhile, we reinforced our HSSE management system and the accountability system for safe operation and production, enhanced employees' health and public security management. We achieved fruitful results by reinforcing targeted poverty alleviation, actively participated in various social and charity activities, disaster relief, the work related to the United Nations Global Compact and we were widely acclaimed by society.

 

Looking ahead, we face both opportunities and challenges. Global politics and economy are facing increasing uncertainties. China will still be in an important period of strategic opportunity for development. Energy production and consumption revolution will be accelerated, domestic oil and gas industrial reform will be further deepened, and demand for energy and petrochemical products will increase. Adhering to the general principle of making progress while maintaining stability and the requirements for high-quality development, we will accelerate the strategic plan of our phased goals for year 2020 through year 2050. Guided by "reform, management, innovation and development", we stick to the operating principles of "specialised development, market-based operation, international layout and overall coordination". By expediting the upgrading of traditional business, strengthening extensive business, fostering new business, and building new green advantages, we will fully exert the specialised and integrated advantages and improved product and service quality with an emphasis on high-quality development. Meanwhile, we will make sure that staff develop together with the Company and the Company achieve harmonious development with society, which will help us achieve sustainable development in an all round way.

 

In 2019, the Company will adhere to the overall strategy of pursuing progress while maintaining stability, fulfill our due responsibilities and make more efforts in implementing our plans so as to lay solid foundation for sustainable development. Meticulous planning will be made to secure stable operation and to boost operational quality and profitability. Besides, we will strive to implement reform and to improve motivation and incentive mechanisms. Foundation will be consolidated, risk control will be strengthened, and operation and management standards will be further enhanced. In addition, we will strongly promote technological innovations to drive our future growth. We advance structural reform by building a solid resource foundation for sustainable development, strengthening the overall competitiveness of the value chain of refining and marketing businesses, and enhancing our capability in high-end production and value creation of chemical business. With an aim to build the Company into a green enterprise with high quality, we will make vigorous efforts in pollution prevention and environmental protection to raise the level of our green development. Moreover, we will explore and capture strategic emerging business opportunities through financial investments, thereby cultivating new growth drivers. The Company's capital expenditure for 2019 will be RMB 136.3 billion, increasing 15.5% year-on-year.

 

Great aspiration and strong persistence will create remarkable accomplishments. I believe that with the joint efforts of the Board of Directors, the management and the entire staff, as well as the support from our shareholders and the community. Sinopec Corp. will surely stride ahead and create greater value for shareholders and the community.

 

Dai Houliang

Chairman

 

Beijing, China

22 March 2019

 

 

Business Review and Prospects

 

BUSINESS REVIEW

In 2018, the global economic recovery was slow while China maintained an overall stable economic performance with its gross domestic product (GDP) up by 6.6%. International oil prices fluctuated in a wide range. Domestic demand for natural gas grew rapidly. Domestic oil products market saw fierce competition because of oversupply, and demand for chemicals increased steadily. Meanwhile, China's environmental regulations became more stringent. The Company actively coped with market changes by focusing on reform, management, innovation and development. We coordinated all aspects of our work by pressing ahead measures for optimised operation, market expansion, cost reduction, risk control, reform promotion, and management enforcement, which helped the company achieve solid operating results.

 

 

 

 

 

1 MARKET REVIEW

 

(1) Crude Oil & Natural Gas Market

In 2018, international crude oil prices fluctuated upward in the first three quarters, but slided rapidly in the fourth quarter. The spot price of Platt's Brent for the year averaged USD 71.03 per barrel, up by 31.1%. Along with the changes in China's energy mix, domestic demand for natural gas remained strong. Domestic apparent consumption of natural gas reached 280.3 billion cubic meters, up by 18.1% year on year.

 

(2) Refined Oil Products Market

In 2018, domestic demand for refined oil products maintained its growth while market supply was in surplus, which led to intense competition. According to statistics released by the NDRC, the apparent consumption of refined oil products (including gasoline, diesel and kerosene) was 325 million tonnes, up by 6.0% from the previous year, with gasoline up by 7.8%, kerosene up by 8.4% and diesel up by 4.1%. Prices for domestic refined oil products were adjusted timely with the international oil prices. There were 24 price adjustments throughout the year with 13 increases and 11 decreases.

 

(3) Chemical Products Market

Domestic demand for chemicals kept strong momentum in 2018. Based on our statistics, domestic consumption of ethylene equivalent was up by 9.2% from the previous year, and the apparent consumption of synthetic resin, synthetic fibre and synthetic rubber rose by 7.7%, 7.6% and 0.6%, respectively. Domestic chemical product prices followed the same trend with international chemical product prices.

 

2 PRODUCTION & OPERATIONS REVIEW

 

(1) Exploration and Production

In 2018, we pressed ahead with high-efficiency exploration and profit-oriented development. Measures were taken to accelerate the formation of an integrated value chain of natural gas business including production, supply, storage and marketing and continuously reduce cost and expenditure on all fronts. Tangible results were achieved in maintaining oil production, increasing gas output and reducing cost. We reinforced preliminary exploration in new areas and strengthened integrated detailed evaluation in mature fields, which led to new discoveries in Tarim, Yin'e and Sichuan basins. The Company's newly added proved reserves in China reached 458.2 million barrels of oil equivalent, with crude oil reserve replacement ratio at 131.7%. In crude oil development, we made a full-fledged push to build profitable production capacity, deepen the structural adjustment of mature fields, reduce natural decline rate and ensure steady production. In natural gas development, we constantly pushed forward capacity building in Hangjinqi of Neimongol, the eastern slope of west Sichuan Depression and Weirong shale gas fields. We optimised production and distribution and promoted a coordinated growth along the value chain. The Company's production of oil and gas reached 451.46 million barrels of oil equivalent, with domestic crude production registering 248.93 million barrels and natural gas production totaling 977.32 billion cubic feet, up by 7.1%.

 

Summary of Operations for the Exploration and Production Segment

 

Change from

2018

2017

2016

2017 to 2018(%)

Oil and gas production (mmboe)

451.46

448.79

431.29

0.6

Crude oil production (mmbbls)

288.51

293.66

303.51

(1.8)

China

248.93

248.88

253.15

0.02

Overseas

39.58

44.78

50.36

(11.6)

Natural gas production (bcf)

977.32

912.50

766.12

7.1

 

Summary of Reserves of Crude Oil and Natural Gas

 

Crude oil reserves (mmbbls)

Items

31 December 18

31 December 17

Proved reserves

1,666

1,599

Proved developed reserves

1,533

1,429

China

1,244

1,124

Consolidated subsidiaries

1,244

1,124

Shengli

910

811

Others

334

313

Overseas

289

305

Consolidated subsidiaries

27

32

Equity accounted entities

261

273

Proved undeveloped reserves

134

170

China

96

137

Consolidated subsidiaries

96

137

Shengli

16

49

Others

80

88

Overseas

38

33

Consolidated subsidiaries

0

0

Equity accounted entities

38

33

 

 

Natural gas reserves (bcf)

Items

31 December 18

31 December 17

Proved reserves

6,807

6,997

Proved developed reserves

5,835

6,012

China

5,822

6,000

Consolidated subsidiaries

5,822

6,000

Puguang

1,904

2,127

Fuling

1,149

1,121

Others

2,769

2,752

Overseas

13

12

Consolidated subsidiaries

0

0

Equity accounted entities

13

12

Proved undeveloped reserves

972

985

China

972

985

Consolidated subsidiaries

972

985

Fuling

195

187

Others

777

798

 

Exploration and Production Activities

 

Wells drilled (as of 31 December)

2018

2017

Exploratory

Development

Exploratory

Development

Productive

Dry

Productive

Dry

Productive

Dry

Productive

Dry

China

286

131

1,941

6

266

149

1,442

9

Consolidated subsidiaries

286

131

1,941

6

266

149

1,442

9

Shengli

149

71

1,201

5

151

71

845

1

Others

137

60

740

1

115

78

597

8

Overseas

0

0

70

0

2

1

119

0

Consolidated subsidiaries

0

0

0

0

0

0

0

0

Equity accounted entities

0

0

70

0

2

1

119

0

Total

286

131

2,011

6

268

150

1,561

9

 

Wells drilling (as of 31 December)

2018

2017

Gross

Net

Gross

Net

Exploratory

Development

Exploratory

Development

Exploratory

Development

Exploratory

Development

China

69

277

69

277

62

147

62

147

Consolidated subsidiaries

69

277

69

277

62

147

62

147

Shengli

25

72

25

72

19

0

19

0

Others

44

205

44

205

43

147

43

147

Overseas

0

10

0

10

0

5

0

5

Consolidated subsidiaries

0

0

0

0

0

0

0

0

Equity accounted entities

0

10

0

10

0

5

0

5

Total

69

287

69

287

62

152

62

152

 

Oil productive wells (as of 31 December)

2018

2017

Gross

Net

Gross

Net

China

51,030

51,030

50,121

50,121

Consolidated subsidiaries

51,030

51,030

50,121

50,121

Shengli

32,805

32,805

32,105

32,105

Others

18,225

18,225

18,016

18,016

Overseas

7,293

3,939

7,350

3,968

Consolidated subsidiaries

28

14

28

14

Equity accounted entities

7,265

3,925

7,322

3,954

Total

58,323

54,969

57,471

54,089

 

 

Natural gas productive wells (as of 31 December)

2018

2017

Region

Gross

Net

Gross

Net

China

5,068

5,028

4,800

4,762

Consolidated subsidiaries

5,068

5,028

4,800

4,762

Puguang

58

58

57

57

Fuling

368

368

266

266

Others

4,642

4,602

4,477

4,439

Total

5,068

5,028

4,800

4,762

 

Unit: Square kilometers

 

Area under license (as of 31 December)

2018

2017

Acreage with exploration licenses

525,269

621,529

China

525,269

621,529

Acreage with development licenses

36,748

36,604

China

31,643

31,498

Overseas

5,106

5,106

 

(2) Refining

In 2018, with market-oriented approach, we optimised product mix to produce more gasoline, jet fuel and chemical feedstock, production of high value-added products further increased, and diesel-to-gasoline ratio declined to 1.06. We proactively promoted structural adjustment and quality upgrading projects, the GB VI standard upgrading is completed successfully. We moderately increased the export of oil products to keep a relatively high utilisation rate. Optimisation of resources allocation were carried out to reduce crude oil cost. In 2018, the Company processed 244 million tonnes of crude oil, up by 2.3% and produced 155 million tonnes of refined oil products, up by 2.7%, with gasoline up by 7.2% and kerosene up by 7.6% year on year.

 

Summary of Operations for the Refining Segment Unit: million tonnes

 

Change from

2018

2017

2016

2017 to 2018 (%)

Refinery throughput

244.01

238.50

235.53

2.3

Gasoline, diesel and kerosene production

154.79

150.67

149.17

2.7

Gasoline

61.16

57.03

56.36

7.2

Diesel

64.72

66.76

67.34

(3.1)

Kerosene

28.91

26.88

25.47

7.6

Light chemical feedstock production

38.52

38.60

38.54

(0.2)

Light product yield (%)

76.00

75.85

76.33

0.15 percentage points

Refinery yield (%)

94.93

94.88

94.70

0.05 percentage points

 

Note: Includes 100% of the production from domestic joint ventures.

 

(3) Marketing and Distribution

In 2018, confronted with fierce market competition, the Company aimed to achieve a balance between sales volume and profits. We brought our advantages of integrated business and distribution network into full play, and increased marketing efforts, thus, achieved sustained growth in both total domestic sales volume and retail scale. We adopted a flexible and targeted marketing strategy and upgraded our distribution network to further strengthen our existing advantages. We proactively promoted vehicle natural gas business and accelerated the construction and operation of CNG stations. Total sales volume of refined oil products for the year was 198 million tonnes, of which domestic sales volume accounted for 180 million tonnes. Meanwhile, we strengthened development and marketing of self-owned brands to speed up the growth of non-fuel business.

 

Summary of Operations for the Marketing and Distribution Segment

 

Change from

2018

2017

2016

2017 to 2018 (%)

Total sales volume of oil products (million tonnes)

198.32

198.75

194.84

(0.2)

Total domestic sales volume of oil products (million tonnes)

180.24

177.76

172.70

1.4

Retail sales (million tonnes)

121.64

121.56

120.14

0.1

Direct sales and distribution (million tonnes).

58.61

56.20

52.56

4.3

Annual average throughput per station (tonne/station)

3,979

3,969

3,926

0.3

 

Change from

31 December

2018

31 December

2017

31 December

2016

the end of the

previous year to

the end of the

reporting period

(%)

Total number of service stations under the Sinopec brand

30,661

30,633

30,603

0.1

Number of company-operated stations

30,655

30,627

30,597

0.1

 

(4) Chemicals

In 2018, the Company sticked to the development philosophy of "basic plus high-end" to enhance effective supply. We persistently fine-tuned chemical feedstock mix to lower cost. We optimised products slate and increased high-end products output. The ratio of new and specialty products in synthetic resin reached 64.3%, the ratio of high-value-added products in synthetic rubber amounted to 26.3%, and our differential ratio of synthetic fibre reached 90.4%. By optimising utilisation rate and production plan based on market demand, we improved the operation of chemical units. To reinforce the capacity structural adjustment, we actively promoted several key projects. Annual ethylene production was 11.51 million tonnes. The Company also intensified its efforts to enhance the efficiency of the integration among production, marketing, R&D, and application as well as promoted targeted marketing and servicing to further expand our business, with total chemical sales volume increased by 10.3% to 86.6 million tonnes, hitting a record high.

 

Summary of Operations for the Chemicals Segment Unit: thousand tonnes

 

Change from

2018

2017

2016

2017 to 2018 (%)

Ethylene

11,512

11,610

11,059

(0.8)

Synthetic resin

15,923

15,938

15,201

(0.1)

Synthetic rubber

896

848

857

5.7

Synthetic fiber monomer and polymer

9,343

9,439

9,275

(1.0)

Synthetic fiber

1,218

1,220

1,242

(0.2)

 

Note: Includes 100% of the production of domestic joint ventures.

 

(5) Research and Development

In 2018, with the emphasis on reinforcing innovation-driven strategy, the Company accomplished notable results in R&D, deepened reform of R&D mechanism and pushed ahead with efforts in key and frontier technologies. In upstream segment, further advancement in evaluation technology of buried hill bedrock and deep carbonate reservoir and fracturing technology of deep shale gas field brought the breakthroughs in the exploration of Guaizihu Depression in Yin'e Basin and new series of strata in Maokou Formation in Yuanba area as well as the discovery of Weirong deep shale gas field. The pilot test of 185℃ high temperature measurement while drilling was successfully conducted in the ultra-deep well in Shunbei. In refining, we realised the industrialisation of technologies including new sulfuric acid alkylation and hydro-isomerisation dewaxing for producing high grade base oil. In chemicals, the industrial demonstration unit of HPPO achieved stable operation and new products like PE film turned into commercial production. In addition, SOR, the framework type code of a novel structured zeolite synthesized by us, has been approved by the Structure Commission of International Zeolite Association, making us the first Chinese company to achieve a breakthrough in this area. In 2018, the Company had 6,074 patent applications at home and abroad, among which 4,434 were granted. The Company also won one second prize of National Technology Invention and three second prizes of National Sci-tech Progress, four silver and four excellent prizes of National Patent Awards.

 

(6) Health, Safety, Security and Environment

In 2018, the Company constantly promoted the HSSE management. We implemented the concept of "Comprehensive Health" by integrating the management of occupational, physical and mental health of our employees. The Company took stringent measures to control risks and supervise the safety and operations of contractors. We also strengthened safety measures at all levels, removing potential hazards and enhancing our emergency response capability, all acheived sound and reliable production and operation. Public security management capability was strengthened with improvement in risk evaluation, monitoring and early warning and emergency response mechanism. The green and low-carbon growth strategy was further carried out by promoting clean energy and green development, such as steadily pushing forward our Green Enterprise Campaign and Efficiency Doubling Plan. We accomplished all emission reduction targets by pursuing clean production and preventing pollutions. For more detailed information, please refer to "Communication on Progress for Sustainable Development 2018 of Sinopec Crop".

 

(7) Capital Expenditures

In 2018, focusing on quality and profitability of investment, the Company continuously optimised its capital projects, with total capital expenditures of RMB 118 billion. Capital expenditure for the exploration and production segment was RMB 42.2 billion, mainly for Fuling and Weirong shale gas development projects, Hangjinqi natural gas development project, Shengli and Northwest crude oil development projects, phase I of Xinjiang gas pipeline, phase I of Erdos-Anping-Cangzhou gas pipeline, Wen 23 and Jintan gas storages, as well as overseas projects. Capital expenditure for the refining segment was RMB 27.9 billion, mainly for Zhongke Refining and Petrochemical project, Zhenhai, Tianjin, Maoming and Luoyang refineries, the gasoline and diesel GB VI quality upgrading projects and the construction of Rizhao-Puyang-Luoyang crude pipeline. Capital expenditure for the marketing and distribution segment was RMB 21.4 billion, mainly for construction of oil products depots, pipelines, service stations, non-fuel business and the renovation of underground oil tanks to remove potential safety hazards. Capital expenditure for the chemicals segment was RMB 19.6 billion, mainly for ethylene projects in Zhongke, Zhenhai and Gulei, Phase II of Hainan high-efficiency and environmentally-friendly aromatics project, Sinopec-SABIC Polycarbonate project and Zhongan coal chemical project. Capital expenditure for corporate and others was RMB 6.9 billion, mainly for setting up the joint-venture of Sinopec Capital Company with Sinopec Group, R&D facilities and information technology projects.

 

BUSINESS PROSPECTS

 

(1) Market Outlook

Looking ahead to 2019, the international economy is expected to show a slower growth rate in the midst of a complex and uncertain global political and economic environment. Meanwhile, continued growth of China's economy will further drive up domestic demand for high-end refined oil products and petrochemicals. As the adjustment of China's energy mix deepens, demand for natural gas will continue to grow at a rapid pace. Considering uncertainties of supply capacity of major oil producing countries, global oil demand and geopolitical issues, etc., the international oil price is expected to fluctuate within a wide range.

 

(2) Operations

In 2019, adhering to the general principle of seeking progress while maintaining stability, the new development philosophy and the operating guidelines of "specialised development, market-based operation, internationalisation and overall coordination". The following activities will be prioritized during the year.

 

Exploration and Production, by fully implementing the action plan of redoubling efforts in oil and gas exploration and production, we will advance high-efficiency exploration, continuously increase proved reserves and expand resource base. In crude oil development, more efforts will be made in promoting the capacity building of the Tahe Oilfield, making technological breakthrough for undeveloped oil-bearing reservoirs, improving refined reservoir characterization of mature fields in order to increase reserve development rate and recovery rate. In natural gas development, we will accelerate the capacity construction of key projects, optimise the system of natural gas production, supply, storage and marketing as well as the market layout so as to foster coordinated development of the whole business value chain. In 2019, we plan to produce 288 million barrels of crude oil, among which overseas production will be 39 million barrels, and 1,019.1 billion cubic feet of natural gas.

 

Refining, with integrated planning, we will optimise crude oil allocation, reinforce inventory management, and push forward the high-efficiency operation of the refining value chain. Maintenance will be arranged according to market changes so as to achieve maximum overall profit. We will further optimise product mix by lowering diesel-to-gasoline ratio and increasing the production of gasoline, jet fuel and light chemical feedstock. The quality upgrading plan for new spec marine fuel oil will be implemented to raise capacity utilisation ratio. Marketing mechanisms will be improved to push up the total trading volume of other refined oil products. In 2019, we plan to process 246 million tonnes of crude oil and produce 157 million tonnes of refined oil products.

 

Marketing and Distribution, insisting the marketing strategy of balancing profits and sales volume, we will continue to optimise resources allocation, expand market, and increase operation profit. We will carry out targeted and differential marketing with customers at its core so as to constantly improve service quality. The marketing and distribution network will be further improved to amplify the existing advantages. We will accelerate the construction and operation of natural gas stations and expand natural gas market for automobiles. Substantial progress will be made in hydrogen refueling stations and charging and battery swap stations. We will explore the new business mode of "Internet + service stations + convenience stores + comprehensive services" to advance the development and marketing of self-owned brands and to advance the growth of non-fuel business. In 2019, we plan to sell 182 million tonnes of refined oil products in the domestic market.

 

Chemicals, we will further adjust feedstock mix, product slate and facilities structure to constantly strengthen competitiveness. The continuous feedstock mix optimisation will diversify feedstock procurement channels and reduce costs. More efforts will be made in adjusting product slate and coordinating production, marketing, research and application to raise the proportion of high-end products. We will enhance the dynamic optimisation of facilities and product chain, and improve the utilisation and production scheduling based on market demand. We will strengthen market analysis to actively expand market, thus increasing market shares. Meanwhile, advantages cultivation and production capacity building will be accelerated to produce high-end products and create more value. In 2019, we plan to produce 12.12 million tonnes of ethylene.

 

Research and Development, we will continue to fully implement the innovation-driven development strategy, deepen the reform of scientific and technological systems, accelerate key technological breakthroughs, push ahead with frontier research on leading technologies, and step up the commercial application of technological achievement so as to strive for sustainable development in an all-round way. With the emphasis on constantly advancing oil and gas exploration and production technologies, we will focus on achieving breakthroughs in oil and gas exploration and production and resource evaluation technologies. In refining, more efforts will be made in making progress in refined oil product quality upgrading technologies, enhancing the technology development of self-owned refined oil product, and reinforcing the research on refinery total process optimisation technology. In chemicals, we will continue to improve the technological system for chemical products and strengthen development of high-value-added new materials. Technological breakthrough in safety and environmental protection will be stepped up. At the same time, prospective and basic research will be carried out on such leading and new areas including new energy, new materials, artificial intelligence and low-carbon so as to boost innovation.

 

Capital Expenditures, in 2019, we will further focus on investment quality and profitability through constantly optimising capital projects. Capital expenditures for the year are budgeted at RMB 136.3 billion. Of which RMB 59.6 billion will be invested in exploration and production with focuses on the production capacity building of Shengli Oilfield, Northwest Oilfield, Leikou Slope in western Sichuan, Fuling Shale Gas Filed and Weirong Shale Gas Field, and the construction of natural gas pipelines and storage facilities as well as overseas oil and gas projects. The capital expenditure for refining will amount to RMB 27.9 billion which will be spent on the construction of Zhongke and Zhenhai Projects, and the refining structural adjustment projects of Tianjin, Maoming, Luoyang, Wuhan, Beihai and Yangzi. RMB 21.8 billion are budgeted for marketing and distribution with emphases on the construction of depots and storage facilities for refined oil products, pipelines and service stations, non-fuel business development, as well as renovation of underground oil storage tanks. The share for chemicals will be RMB 23.3 billion which will be used on Zhongke, Zhenhai, Gulei, Hainan and Wuhan, coal chemical projects of Bijie and Zhongan, and comprehensive resource utilisation and structural adjustment projects of Yangzi and SSTPC. The capital expenditure for corporate and others will reach RMB 3.7 billion, mainly for R&D facilities and information technology projects.

 

In 2019, adhering to the concept of innovative, coordinated, green, open and share development, we will continue to consolidate development foundation, focus on long term strategies and push forward high-quality development in an all-round way to achieve sound results.

 

MANAGEMENT'S DISCUSSION AND ANALYSIS

 

THE FOLLOWING DISCUSSION AND ANALYSIS SHOULD BE READ IN CONJUNCTION WITH THE COMPANY'S AUDITED FINANCIAL STATEMENTS AND THE ACCOMPANYING NOTES. PARTS OF THE FOLLOWING FINANCIAL DATA WERE ABSTRACTED FROM THE COMPANY'S AUDITED FINANCIAL STATEMENTS THAT HAVE BEEN PREPARED ACCORDING TO THE IFRS, UNLESS OTHERWISE STATED. THE PRICES IN THE FOLLOWING DISCUSSION DO NOT INCLUDE VALUE-ADDED TAX.

 

1 CONSOLIDATED RESULTS OF OPERATIONS

In 2018, the Company's turnover and other operating revenues was RMB 2,891.2 billion, increased by 22.5% compared with that of 2017. The operating profit was RMB 82.3 billion, representing a year on year increase of 15.1%.

 

The following table sets forth the main revenue and expenses from the Company's consolidated financial statements:

 

Year ended 31 December

2018

2017

Change (%)

RMB million

RMB million

Turnover and other operating revenues

2,891,179

2,360,193

22.5

Turnover

2,825,613

2,300,470

22.8

Other operating revenues

65,566

59,723

9.8

Operating expenses

(2,808,915)

(2,288,723)

22.7

Purchased crude oil, product and operating supplies and expenses

(2,292,983)

(1,770,651)

29.5

Selling, general and administrative expenses

(65,642)

(64,973)

1.0

Depreciation, depletion and amortisation

(109,967)

(115,310)

(4.6)

Exploration expenses, including dry holes

(10,744)

(11,089)

(3.1)

Personnel expenses

(77,721)

(74,854)

3.8

Taxes other than income tax

(246,498)

(235,292)

4.8

Other operating expense, net

(5,360)

(16,554)

(67.6)

Operating profit

82,264

71,470

15.1

Net finance costs

1,001

(1,560)

(164.2)

Investment income and share of profits less losses from associates and joint ventures

15,845

16,787

(5.6)

Profit before taxation

99,110

86,697

14.3

Income tax expense

(20,213)

(16,279)

24.2

Profit for the year

78,897

70,418

12.0

Attributable to:

 

 

 

Shareholders of the Company

61,618

51,244

20.2

Non-controlling interests

17,279

19,174

(9.9)

 

(1) Turnover and other operating revenues

In 2018, the Company's turnover was RMB 2,825.6 billion, representing an increase of 22.8% over 2017. This was mainly attributed to the prices increase of major products. Meanwhile, sales volume also increased as a result of the Company's efforts in bringing our advantages in distribution network into full play, constantly promoting targeted marketing, optimising allocation of internal and external resources and reinforcing market expansion.

 

The following table sets forth the external sales volume, average realised prices and respective rates of change of the Company's major products in 2018 and 2017:

 

Average realised price

Sales volume (thousand tonnes)

(RMB/tonne, RMB/thousand cubic meters

Year ended 31 December

Year ended 31 December

2018

2017

Change (%)

2018

2017

Change (%)

Crude oil

6,595

6,567

0.4

3,100

2,390

29.7

Natural gas (million cubic meters)

24,197

22,529

7.4

1,400

1,290

8.5

Gasoline

88,057

83,933

4.9

7,870

6,941

13.4

Diesel

84,630

88,848

(4.7)

5,996

5,038

19.0

Kerosene

25,787

25,557

0.9

4,562

3,531

29.2

Basic chemical feedstock

40,520

35,964

12.7

5,488

4,855

13.0

Monomer and polymer for synthetic fibre

11,127

10,267

8.4

6,971

6,038

15.5

Synthetic resin

14,433

13,199

9.3

8,634

8,155

5.9

Synthetic fibre

1,314

1,304

0.8

9,712

8,556

13.5

Synthetic rubber

1,114

1,128

(1.2)

10,619

11,913

(10.9)

Chemical fertiliser

794

698

13.8

2,096

2,010

4.3

 

Most crude oil and a small portion of natural gas produced by the Company were internally used for refining and chemical production, with the remaining sold to external customers. In 2018, the turnover from crude oil, natural gas and other upstream products sold externally amounted to RMB 93.5 billion, an increase of 35.2% over 2017. The change was mainly due to the company seized opportunities of the prices increase in crude oil and natural gas to maintain steady crude oil production and rapidly expanded production of natural gas.

 

In 2018, petroleum products (mainly consisting of refined oil products and other refined petroleum products) sold by Refining Segment and Marketing and Distribution Segment achieved external sales revenues of RMB 1,557.9 billion (accounting for 53.9% of the Company's turnover and other operating revenues), representing an increase of 17.6% over 2017, mainly due to the increase in petroleum products' prices, as well as the Company actively coped with market challenge caused by resources oversupply, optimised production and operation with the market-oriented approach and maintained high utilisation rate. The sales revenue of gasoline, diesel and kerosene was RMB 1,318.1 billion, representing an increase of 17.6% over 2017, and accounting for 84.6% of the total sales revenue of petroleum products. Turnover of other refined petroleum products was RMB 239.8 billion, representing an increase of 17.6% compared with 2017, accounting for 15.4% of the total sales revenue of petroleum products.

 

Chemical products sold by Chemicals Segment achieved external sales revenue of RMB 457.4 billion, representing an increase of 22.4% over 2017, accounting for 15.8% of the Company's total turnover and other operating revenues. This was mainly due to the increase in price and sales volume of chemical products, which resulting from the Company seized good market opportunities and strengthened the coordination between production and marketing to positively expand market share and trading scale.

 

(2) Operating expenses

In 2018, the Company's operating expenses was RMB 2,808.9 billion, increased by 22.7% compared with 2017. The operating expenses mainly consisted of the following:

 

Purchased crude oil, products and operating supplies and expenses was RMB 2,293.0 billion, representing an increase of 29.5% over the same period of 2017, accounting for 81.6% of the total operating expenses, of which:

 

Crude oil purchasing expenses was RMB 701.3 billion, representing an increase of 41.1% over the same period of 2017. Throughput of crude oil purchased externally in 2018 was 227.19 million tonnes (excluding the volume processed for third parties), representing an increase of 7.7% over the same period of 2017. The average cost of crude oil purchased externally was RMB 3,452 per tonne, representing an increase by 30.0% over 2017.

 

The Company's purchasing expenses of refined oil products was RMB 355.5 billion, representing an increase of 18.3% over the same period of 2017. This was mainly due to the increase in prices of externally purchased refined oil products, which were in line with the increase in prices of crude oil.

 

The Company's purchasing expense related to trading activities was RMB 655.4 billion, representing an increase of 30.1% over the same period of 2017. This was mainly due to the increase in prices of externally purchased crude oil and refined oil products in the trading business.

 

The Company's other purchasing expenses was RMB 580.7 billion, representing an increase of 23.8% over the same period of 2017. This was mainly due to the increase in prices of externally purchased oil related products in line with the increase in prices of crude oil.

 

Selling, general and administrative expenses was RMB 65.6 billion, representing an increase of 1.0% over 2017 as a result of the increase in R&D expenses.

 

Depreciation, depletion and amortisation was RMB 110.0 billion, representing a decrease of 4.6% compared with 2017. That was mainly due to the Company reinforced efficient exploration, enhanced profit-oriented production of refined reservoir with an emphasis on increasing proved reserves of crude oil and natural gas. Meanwhile, its depreciation and depletion decreased as a result of the Company's proved reserves increased in line with the increase in crude oil price.

 

Exploration expenses was RMB 10.7 billion, representing a decrease of 3.1% year on year. That was mainly due to the Company constantly reinforced the management of exploration investment, improved exploration success rate.

 

Personnel expenses was RMB 77.7 billion, representing an increase of 3.8% over 2017.

 

Taxes other than income tax was RMB 246.5 billion, representing an increase of 4.8% compared with 2017. That was mainly because of increased consumption tax as a result of the increase in the sales volume of refined oil products, as well as resource tax and special oil income levy increased resulting from increase in crude oil price.

 

Other operating expense, net was RMB 5.4 billion, decreased 67.6% over the same period of 2017. That was mainly due to the decrease in impairment during the year.

 

(3) Operating profit was RMB 82.3 billion, representing an increase of 15.1% compared with 2017. Loss from upstream business greatly reduced and downstream business achieved good profit under the fierce market competition, as the Company persistently centralised on value-oriented operation, focused on improving asset quality, increasing asset efficiency, and upgrading asset structure.

 

(4) Profit before taxation was RMB 99.1 billion, representing an increase of 14.3% compared with 2017.

 

(5) Income tax expense was RMB 20.2 billion, representing an increase of 24.2% year on year, mainly due to the increase in profit and the decrease in exempt investment income.

 

(6) Profit attributable to non-controlling interests was RMB 17.3 billion, representing an increase of RMB 1.9 billion compared with 2017.

 

(7) Profit attributable to shareholders of the Company was RMB 61.6 billion, representing an increase of 20.2% year on year.

 

2 RESULTS OF SEGMENT OPERATIONS

The Company manages its operations through four business segments, namely exploration and production segment, refining segment, marketing and distribution segment and chemicals segment, and corporate and others. Unless otherwise specified, the inter-segment transactions have not been eliminated from financial data discussed in this section. In addition, the operating revenue data of each segment include other operating revenues.

 

The following table shows the operating revenues by each segment, the contribution of external sales and inter-segment sales as a percentage of operating revenues before elimination of inter-segment sales, and the contribution of external sales as a percentage of consolidated operating revenues (i.e. after elimination of inter-segment sales) for the periods indicated.

 

As a percentage of

As a percentage of

consolidated operating

consolidated operating

revenue before elimination

revenue after elimination

Operating revenues

of inter-segment sales

of inter-segment sales

Year ended 31 December

Year ended 31 December

Year ended 31 December

2018

2017

2018

2017

2018

2017

RMB million

RMB million

(%)

(%)

(%)

(%)

Exploration and Production Segment

 

 

 

 

 

 

External sales*

104,237

79,701

2.2

2.1

3.6

3.4

Inter-segment sales

95,954

77,804

2.0

2.0

 

 

Operating revenues

200,191

157,505

4.2

4.1

 

 

Refining Segment

 

 

 

 

 

 

External sales*

154,319

137,582

3.2

3.6

5.3

5.8

Inter-segment sales

1,109,088

874,271

22.9

23.0

 

 

Operating revenues

1,263,407

1,011,853

26.1

26.6

 

 

Marketing and Distribution Segment

 

 

 

 

 

 

External sales*

1,441,413

1,220,235

29.9

32.1

49.9

51.7

Inter-segment sales

5,224

3,962

0.1

0.1

 

 

Operating revenues

1,446,637

1,224,197

30.0

32.2

 

 

Chemicals Segment

 

 

 

 

 

 

External sales*

472,898

388,128

9.8

10.2

16.4

16.5

Inter-segment sales

73,835

49,615

1.5

1.3

 

 

Operating revenues

546,733

437,743

11.3

11.5

 

 

Corporate and Others

 

 

 

 

 

 

External sales*

718,312

534,547

14.9

14.0

24.8

22.6

Inter-segment sales

650,271

440,303

13.5

11.6

 

 

Operating revenues

1,368,583

974,850

28.4

25.6

 

 

Operating revenue before elimination of

 inter-segment sales

4,825,551

3,806,148

100.0

100.0

 

 

Elimination of inter-segment sales

(1,934,372)

(1,445,955)

 

 

 

 

Turnover and other operating revenues

2,891,179

2,360,193

 

 

100.0

100.0

 

*: Other operating revenues are included.

 

The following table sets forth the operating revenues, operating expenses and operating profit by each segment before elimination of the inter-segment transactions for the periods indicated, and the percentage change of 2018 compared to 2017.

 

Year ended 31 December

2018

2017

Change

RMB million

RMB million

(%)

Exploration and Production Segment

 

 

 

Operating revenues

200,191

157,505

27.1

Operating expenses

210,298

203,449

3.4

Operating loss

(10,107)

(45,944)

-

Refining Segment

 

 

 

Operating revenues

1,263,407

1,011,853

24.9

Operating expenses

1,208,580

946,846

27.6

Operating profit

54,827

65,007

(15.7)

Marketing and Distribution Segment

 

 

 

Operating revenues

1,446,637

1,224,197

18.2

Operating expenses

1,423,173

1,192,628

19.3

Operating profit

23,464

31,569

(25.7)

Chemicals Segment

 

 

 

Operating revenues

546,733

437,743

24.9

Operating expenses

519,726

410,766

26.5

Operating profit

27,007

26,977

0.1

Corporate and Others

 

 

 

Operating revenues

1,368,583

974,850

40.4

Operating expenses

1,377,876

979,334

40.7

Operating loss

(9,293)

(4,484)

-

Elimination of inter-segment (loss)/profit

(3,634)

(1,655)

-

 

(1) Exploration and Production Segment

Most crude oil and a small portion of the natural gas produced by the exploration and production segment were used for the Company's refining and chemical production. Most of the natural gas and a small portion of crude oil were sold externally to other customers.

 

In 2018, the operating revenues of this segment was RMB 200.2 billion, representing an increase of 27.1% over 2017. This was mainly attributed to the rise of realised price of crude oil and natural gas as well as the expansion of natural gas and LNG business.

 

In 2018, the segment sold 34.79 million tonnes of crude oil, representing a decrease of 1.5% over 2017. Natural gas sales volume was 26.25 billion cubic meters (bcm), representing an increase of 7.2% over 2017. Regasified LNG sales volume was 8.33 bcm, representing an increase of 72.9% over 2017. LNG sales volume was 2.856 million tonnes, representing an increase of 25.1% over 2017. Average realised prices of crude oil, natural gas, Regasified LNG, and LNG were RMB 3,046 per tonne, RMB 1,410 per thousand cubic meters, RMB 1,934 per thousand cubic meters, and RMB 3,779 per tonne, representing increase of 30.1%, 8.8%, 11.0%, and 23.7% respectively over 2017.

 

In 2018, the operating expenses of this segment was RMB 210.3 billion, representing an increase of 3.4% over 2017. That was mainly due to the following:

 

‧ Resource Tax and special oil income levy increased by RMB 2.8 billion year on year, as a result of increase in crude oil prices;

 

‧ Personnel expenses increased by RMB 2.4 billion year on year;

 

‧ Procurement cost increased by RMB 16.2 billion year on year, as a result of expansion of LNG business and increase in LNG price;

 

‧ Depreciation, depletion and amortisation decreased by RMB 6.5 billion year on year;

 

‧ Impairment losses on long-lived assets decreased by RMB 9.3 billion year on year;

 

In 2018, the oil and gas lifting cost was RMB 796 per tonne, representing a year on year increase of 1.0%.

 

In 2018, the operating loss of the exploration and production segment was RMB 10.1 billion, representing a declined loss by RMB 35.8 billion as compared with 2017. By capturing the recovery of crude oil price, the segment reinforced efficient exploration, enhanced profitable production of refined reservoir, promoted stable production of crude oil, and rapidly expanded production of natural gas. By deducting the impairment losses on long-lived assets, the operating loss was RMB 5.8 billion.

 

(2) Refining Segment

Business activities of the refining segment include purchasing crude oil from third parties and the exploration and production segment of the Company, as well as processing crude oil into refined petroleum products. Gasoline, diesel and kerosene are sold internally to the marketing and distribution segment of the Company; part of the chemical feedstock is sold to the chemicals segment of the Company; and other refined petroleum products are sold externally to both domestic and overseas customers.

 

In 2018, the operating revenues of this segment was RMB 1,263.4 billion, representing an increase of 24.9% over 2017. This was mainly attributed to the increase in products prices, as well as the Company's efforts in expanding the refinery throughput and increasing the sales volumes.

 

The following table sets forth the sales volumes, average realised prices and the respective changes of the Company's major refined oil products of the segment in 2018 and 2017.

 

Sales Volume (thousand tonnes)

Average realised price (RMB/tonne)

Year ended 31 December

Year ended 31 December

2018

2017

Change (%)

2018

2017

Change (%)

Gasoline

59,746

54,273

10.1

7,386

6,538

13.0

Diesel

62,676

60,680

3.3

5,766

4,962

16.2

Kerosene

22,418

17,080

31.3

4,515

3,527

28.0

Chemical feedstock

38,524

36,951

4.3

3,910

3,204

22.0

Other refined petroleum products

61,439

58,801

4.5

3,312

2,929

13.1

 

In 2018, sales revenues of gasoline was RMB 441.3 billion, representing an increase of 24.4% over 2017.

 

The sales revenues of diesel was RMB 361.4 billion, representing an increase of 20.0% over 2017.

 

The sales revenues of kerosene was RMB 101.2 billion, representing an increase of 68.0% over 2017.

 

The sales revenues of chemical feedstock was RMB 150.6 billion, representing an increase of 27.2% over 2017.

 

The sales revenues of refined petroleum products other than gasoline, diesel, kerosene and chemical feedstock was RMB 203.5 billion, representing an increase of 18.2% over 2017.

 

In 2018, the segment's operating expenses was RMB 1,208.6 billion, representing an increase of 27.6% over 2017. This was mainly attributed to the increase in refinery throughput and procurement cost of crude oil.

 

In 2018, the average processing cost for crude oil was RMB 3,548 per tonne, representing an increase of 27.9% over 2017. Total crude oil processed was 248.29 million tonnes (excluding volume processed for third parties), representing an increase of 7.8% over 2017. The total cost of crude oil processed was RMB 880.8 billion, representing an increase of 37.9% over 2017.

 

In 2018, refining gross margin was RMB 461 per tonne, representing a reduction of RMB 49 per tonne compared with 2017. This is mainly due to the increased procurement cost of crude oil, as well as the narrowed gross margin of refined petroleum products other than gasoline, diesel, kerosene and chemical feedstock.

 

In 2018, the unit refining cash operating cost (defined as operating expenses less the processing cost of crude oil and refining feedstock, depreciation and amortisation, taxes other than income tax and other operating expenses, then divided by the throughput of crude oil and refining feedstock) was RMB 180.2 per tonne, an increase of RMB 5.1 per tonne over 2017, mainly because of increased operating expenses resulted from quality upgrading of refined oil products as well as product mix optimisation.

 

In 2018, the operating profit of the segment totaled RMB 54.8 billion, representing a decline of RMB 10.2 billion compared with 2017.

 

(3) Marketing and Distribution Segment

The business activities of the marketing and distribution segment include purchasing refined oil products from the refining segment and third parties, conducting wholesale and direct sales to domestic customers and distributing oil products through the segment's retail and distribution network, as well as providing related services.

 

In 2018, the operating revenues of this segment was RMB 1,446.6 billion, representing an increase of 18.2% over 2017, of which: the sales revenues of gasoline totaled RMB 693.1 billion, representing an increase of 18.9% compared with 2017; the sales revenues of diesel was RMB 509.0 billion, representing an increase of 13.3% over 2017, and the sales revenues of kerosene was RMB 117.6 billion, representing an increase of 30.4% over 2017.

 

The following table sets forth the sales volumes, average realised prices, and the respective percentage changes of the segment's four major refined oil products in 2018 and 2017, including breakdown in retail, direct sales and wholesale of gasoline and diesel:

 

Sales Volume (Thousand tonnes)

Average realised price (RMB/tonne)

Year ended 31 December

Year ended 31 December

2018

2017

Change (%)

2018

2017

Change (%)

Gasoline

88,076

83,980

4.9

7,870

6,941

13.4

Retail

66,855

66,364

0.7

8,296

7,346

12.9

Direct sales and wholesale

21,221

17,616

20.5

6,524

5,412

20.6

Diesel

84,865

89,146

(4.8)

5,998

5,039

19.0

Retail

43,327

44,736

(3.1)

6,435

5,588

15.2

Direct sales and wholesale

41,537

44,410

(6.5)

5,541

4,486

23.5

Kerosene

25,787

25,555

0.9

4,562

3,531

29.2

Fuel

23,372

23,299

0.3

2,974

2,251

32.1

 

In 2018, the operating expenses of the segment was RMB 1,423.2 billion, representing an increase of RMB 230.5 billion or 19.3% as compared with that of 2017. This was mainly due to the increase in refined oil products procurement price.

 

In 2018, the segment's marketing cash operating cost (defined as the operating expenses less purchase costs, taxes other than income tax, depreciation and amortisation, and then divided by the sales volume) was RMB 207 per tonne, representing an increase of 4.2% compared with that of 2017.

 

In 2018, the segment actively coped with the fierce market competition by taking advantages of integrated business and distribution network into full play, reinforcing the coordination of internal and external resources, constantly intensifying the market strategy of balancing profits and sales volume, and putting efforts to expand non-fuel business scale and profitability.

 

In 2018, the operating profit of this segment was RMB 23.5 billion, representing a decrease of 25.7% compared with 2017.

 

(4) Chemicals Segment

The business activities of the chemicals segment include purchasing chemical feedstock from the refining segment and third parties, producing, marketing and distributing petrochemical and inorganic chemical products.

 

In 2018, the operating revenue of the chemicals segment was RMB 546.7 billion, representing an increase of 24.9% as compared with that of 2017, This was mainly due to increase in sales volume and price of chemical products as a result of the Company's effort in actively expanding sales volume and market share, optimising product mix.

 

The sales revenues generated by the segment's six major categories of chemical products (namely basic organic chemicals, synthetic resin, synthetic fibre monomer and polymer, synthetic fibre, synthetic rubber, and chemical fertiliser) totaled RMB 516.2 billion, representing an increase of 24.8% as compared with 2017, and accounted for 94.4% of the operating revenues of the segment.

 

The following table sets forth the sales volume, average realised prices and respective percentage changes of each of the segment's six major categories of chemical products in 2018 and 2017.

 

Sales Volume (Thousand tonnes)

Average realised price (RMB/tonne)

Year ended 31 December

Year ended 31 December

2018

2017

Change (%)

2018

2017

Change (%)

Basic organic chemicals

52,450

46,351

13.2

5,281

4,684

12.7

Synthetic fibre monomer and polymer

11,252

10,332

8.9

6,978

6,047

15.4

Synthetic resin

15,325

13,215

16.0

8,646

8,153

6.0

Synthetic fibre

1,314

1,304

0.8

9,712

8,556

13.5

Synthetic rubber

1,278

1,138

12.3

10,750

11,957

(10.1)

Chemical fertiliser

796

700

13.7

2,093

2,008

4.2

 

In 2018, the operating expenses of the chemicals segment was RMB 519.7 billion, representing an increase of 26.5% over 2017, mainly because of the significant increase in the price of externally procured raw materials as compared with the same period in 2017.

 

In 2018, the segment seized the opportunities of high chemical margin, continuously optimised the structures of feedstock, product and facilities, strengthened the coordination among research, development, production and marketing, intensified allocation of resources, improved targeted marketing strategy, and achieved remarkable profits with increased sales volume of petrochemicals.

 

In 2018, the operating profit of this segment was RMB 27.0 billion, achieving an increase as compared with 2017.

 

(5) Corporate and Others

The business activities of corporate and others mainly consist of import and export business activities of the Company's subsidiaries, R&D activities of the Company, and managerial activities of headquarters.

 

In 2018, the operating revenues generated from corporate and others was RMB 1,368.6 billion, representing an increase of 40.4% over 2017. This was mainly attributed to the increase in revenues from crude oil and overseas refined oil products trading business, as well as the rapid growth of the petrochemicals business scale through Epec platform.

 

In 2018, the operating expenses of corporate and others was RMB 1,377.9 billion, representing an increase of 40.7% over 2017.

 

In 2017, the operating losses from corporate and others was RMB 9.3 billion.

 

3 ASSETS, LIABILITIES, EQUITY AND CASH FLOWS

The major funding sources of the Company are its operating activities and short-term and long-term loans. The major use of funds includes operating expenses, capital expenditures, and repayment of the short-term and long-term debts.

 

(1) Assets, liabilities and equity

Unit: RMB million

 

As of

As of

31 December

2018

31 December

2017

Change

Total assets

1,592,308

1,595,504

(3,196)

Current assets

504,120

529,049

(24,929)

Non-current assets

1,088,188

1,066,455

21,733

Total liabilities

735,773

742,614

(6,841)

Current liabilities

565,098

579,446

(14,348)

Non-current liabilities

170,675

163,168

7,507

Total equity attributable to shareholders of the Company

717,284

726,120

(8,836)

Share capital

121,071

121,071

-

Reserves

596,213

605,049

(8,836)

Non-controlling interests

139,251

126,770

12,481

Total equity

856,535

852,890

3,645

 

As of 31 December 2018, the Company's total assets was RMB 1,592.3 billion, representing a decrease of RMB 3.2 billion compared with that of the end of 2017, of which:

 

Current assets was RMB 504.1 billion, representing a decrease of RMB 24.9 billion compared with that of the end of 2017, mainly because the financial assets at fair value through profit and loss and trade accounts receivable and bills receivable decreased by RMB 25.5 billion and RMB 19.8 billion respectively, as well as the prepayments and other current assets increased by RMB 13.1 billion.

 

Non-current assets was RMB 1,088.2 billion, representing an increase of RMB 21.7 billion as compared with that of the end of 2017. This was mainly due to the depreciation and depletion of property, plant and equipment decreased by RMB 33.0 billion, construction in progress increased by RMB 18.3 billion. Equity of associates and joint ventures increased by RMB 9.8 billion, deferred tax assets increased by RMB 6.6 billion, lease prepayments increased by RMB 6.0 billion, long-term prepayment and other assets increased by RMB 9.4 billion.

 

The Company's total liabilities was RMB 735.8 billion, representing a decrease of RMB 6.8 billion compared with that of the end of 2017, of which:

 

Current liabilities was RMB 565.1 billion, representing a decrease of RMB 14.3 billion as compared with that of the end of 2017. This was mainly due to the short-term debts and loans from Sinopec Group decreased by RMB 19.5 billion, derivative financial liabilities and liabilities from contracts and other payables increased by RMB 10.9 billion and RMB 14.4 billion respectively, trade accounts payable and bills payable and taxes payable decreased by RMB 13.8 billion and RMB 6.3 billion respectively.

 

Non-current liabilities was RMB 170.7 billion, representing an increase of RMB 7.5 billion compared with that of the end of 2017. This was mainly due to long-term debts decreased by RMB 4.8 billion, provisions increased by RMB 2.8 billion, and other non-current liabilities increased by RMB 10.8 billion.

 

Total equity attributable to owners of the Company was RMB 717.3 billion, representing a decrease of RMB 8.8 billion compared with that of the end of 2017, which was mainly due to the capital reserve was RMB 596.2 billion, representing a decrease of RMB 8.8 billion. Minority interests was RMB 139.3 billion, representing an increase of RMB 12.5 billion.

 

(2) Cash Flow

The following table sets forth the major items in the consolidated cash flow statements for 2018 and 2017.

 

Unit: RMB million

 

Major items of cash flows

Year ended 31 December

2018

2017

Net cash generated from operating activities

175,868

190,935

Net cash used in investing activities

(66,422)

(145,323)

Net cash used in financing activities

(111,260)

(56,509)

 

In 2018, the net cash generated from operating activities of the company was RMB 175.9 billion, representing a decrease of RMB 15.1 billion as compared with 2017. Of which: profit before taxation increased by RMB 12.4 billion, depreciation, depletion & amortization and assets impairment loss decreased by RMB 15.5 billion, accounts receivable and net change for other current assets decreased by RMB 30.1 billion, net change for inventory decreased by RMB 25.6 billion, accounts payable and net change for other current liabilities decreased by RMB 57.1 billion, and the paid income tax increased by RMB 13.0 billion as compared with 2017.

 

In 2018, the net cash used in investing activities was RMB 66.4 billion, representing a decrease of RMB 78.9 billion over 2017. Of which: capital expenditure increased by RMB 31.2 billion, income from the change of structured deposit increased by RMB 76.6 billion, outcome from in time deposit with maturities over three months decreased by RMB 30.5 billion.

 

In 2018, the net cash used in the Company's financing activities was RMB 111.3 billion, representing an increase of cash out flow by RMB 54.8 billion over 2017. This was mainly due to the cash paid for dividends increased by RMB 35.1 billion, cash repayments of borrowings increased by RMB 13.9 billion, and distributions by subsidiaries to non-controlling interests increased by RMB 6.2 billion.

 

At the end of 2018, the cash and cash equivalents was RMB 111.9 billion.

 

(3) Contingent Liabilities

Please refer to "Material Guarantee Contracts and Their Performances" in the "Significant Events" section of this report.

 

(4) Capital Expenditures

Please refer to "Capital Expenditures" in the "Business Review and Prospects" section of this report.

 

(5) Research & development and environmental expenditures

R&D expenditures occurred in the period including R&D expenses, expenditures for wildcat exploration, seismic data interpretation, and pilot demonstration project in upstream, expenditures for pilot test and relevant utilities of initial commercial trial in refining segment, as well as expenditures for research equipment. In 2018, the expenditures for R&D was RMB 12.876 billion, of which expense was RMB 7.96 billion (In 2017, the expenditures for R&D was RMB 11.533 billion, of which expense was RMB 6.423 billion).

 

Environmental expenditures refer to the normal routine pollutant discharge fees paid by the Company, excluding capitalised cost of pollutant treatment properties. In 2018, the Company paid environmental expenditures of RMB 7.94 billion.

 

(6) Measurement of fair values of derivatives and relevant system

The Company has established sound decision-making mechanism, business process and internal control systems relevant to financial instrument accounting and information disclosure.

 

Items relevant to measurement of main fair values Unit: RMB million

 

Profits and

Items

End of

last year

Beginning

of the year

End of

the year

losses from

variation of fair

values in the

current year

Accumulated

variation of fair

values recorded

as equity

Impairment

loss provision

of the

current year

Funding

source

Financial assets at fair value through

 profit or loss of the reporting period

51,196

51,196

25,732

885

-

-

Self-owned fund

Structured Deposit

51,196

51,196

25,550

880

-

-

-

Stock

-

-

182

5

-

-

-

Available for sale financial assets

178

-

-

-

-

-

-

Stock

178

-

-

-

-

-

-

Derivative financial instruments

(522)

(522)

1,584

191

-

-

Self-owned fund

Cash flow hedges

(1,617)

(1,617)

(7,268)

(1,978)

(12,500)

-

Self-owned fund

Other equity instruments investment

-

1,676

1,450

-

(53)

-

Self-owned fund

Total

49,235

50,733

21,498

(902)

(12,553)

-

-

 

4 ANALYSIS OF FINANCIAL STATEMENTS PREPARED UNDER CASs

The major differences between the Company's financial statements prepared under CASs and IFRS are set out in Section C of the financial statements of the Company on page 212 of this report.

 

(1) Under CASs, the operating income and operating profit or loss by reportable segments were as follows:

 

Year ended 31 December

2018

2017

RMB million

RMB million

Operating income

 

 

Exploration and Production Segment

200,191

157,505

Refining Segment

1,263,407

1,011,853

Marketing and Distribution Segment

1,446,637

1,224,197

Chemicals Segment

546,733

437,743

Corporate and Others

1,368,583

974,850

Elimination of inter-segment sales

(1,934,372)

(1,445,955)

Consolidated operating income

2,891,179

2,360,193

Operating (loss)/profit

 

 

Exploration and Production Segment

(11,557)

(47,399)

Refining Segment

53,703

64,047

Marketing and Distribution Segment

24,106

32,011

Chemicals Segment

25,970

22,796

Corporate and Others

(8,151)

(3,160)

Elimination of inter-segment sales

(3,634)

(1,655)

Financial expenses, investment income, gains/(losses) from changes in fair value, asset disposal

 expense and other income

21,037

20,325

Consolidated operating profit

101,474

86,965

Net profit attributable to equity shareholders of the Company

63,089

51,119

 

Operating profit: In 2018, the operating profit of the Company was RMB 101.5 billion, representing an increase of RMB 14.5 billion as compared with 2017.

 

Net profit: In 2018, the net profit attributable to the equity shareholders of the Company was RMB 63.1 billion, representing an increase of RMB 12.0 billion or 23.4% comparing with 2017.

 

(2) Financial data prepared under CASs

 

As of 31

As of 31

December 2018

December 2017

Change

RMB million

RMB million

Total assets

1,592,308

1,595,504

(3,196)

Non-current liabilities

169,551

161,988

7,563

Shareholders' equity

857,659

854,070

3,589

 

At the end of 2018, the Company's total assets was RMB 1,592.3 billion, representing a decrease of RMB 3.2 billion compared with that of the end of 2017.

 

At the end of 2018, the Company's non-current liabilities was RMB 169.6 billion, representing an increase of RMB 7.6 billion compared with that of the end of 2017.

 

At the end of 2018, the shareholders' equity of the Company was RMB 857.7 billion, representing an increase of RMB 3.6 billion compared with that of the end of 2017.

 

(3) The results of the principal operations by segments

 

Increase/

Increase/

Segments

Operation

income

RMB million

Operation cost

RMB million

Gross profit

margin* (%)

(decrease) of

operation

income on

a year-on-year

basis (%)

Increase/

(decrease) of

operation cost

on a year-on-

year basis (%)

(decrease) of

gross profit

margin on a

year-on-year

basis (%)

Exploration and Production

200,191

165,444

11.6

27.1

7.3

15.1

Refining

1,263,407

952,577

6.4

24.9

35.4

(2.2)

Marketing and Distribution

1,446,637

1,355,391

6.1

18.2

20.2

(1.5)

Chemicals

546,733

492,991

9.4

24.9

27.7

(1.7)

Corporate and Others

1,368,583

1,365,348

0.2

40.4

41.7

(1.0)

Elimination of inter-segment sales

(1,934,372)

(1,930,738)

N/A

N/A

N/A

N/A

Total

2,891,179

2,401,013

8.4

22.5

27.0

(1.5)

 

*: Gross profit margin = (operation income - operation cost, tax and surcharges)/operation income.

 

5 THE CAUSE AND IMPACT OF THE CHANGE IN THE COMPANY'S ACCOUNTING POLICY

Please refer to the note 3 in the financial statement complying with the PRC Accounting Standards for Business Enterprises (CASs).

 

6 SIGNIFICANT CHANGES IN MAJOR ASSETS DURING THE REPORTING PERIOD

During the reporting period, there are no significant changes in the Company's major assets.

 

 

SIGNIFICANT EVENTS

 

1 MAJOR PROJECTS

 

(1) Tianjin LNG project

The first phase of Tianjin LNG project with designed receiving capacity of 3 million tonnes per year consists mainly of the construction of wharf, terminal and transportation pipelines. It was completed and put into operation at the end of January 2018. The Company's self-owned fund accounts for approximately 40% of the project investment and bank loan is the main source of the remaining 60%. As of 31 December 2018, the aggregate investment was RMB 11.8 billion.

 

(2) Hainan Refining and Chemical expansion project

Hainan Refining and Chemical expansion project consists of 5,000,000 tpa refinery project and 1,000,000 tpa ethylene project, among which second set of high-efficiency and environment-friendly aromatics project started in August 2017 and is expected to be put into operation in June 2019. The Company's self-owned fund accounts for approximately 30% of the project investment and bank loan is the main source of the remaining 70%. As of 31 December 2018, the aggregate investment was RMB 2.6 billion.

 

(3) Zhongke integrated refining and chemical project

Zhongke integrated refining and petrochemical project mainly consists of a 10,000,000 tpa refinery project, 800,000 tpa ethylene unit, 300,000 tonne capacity jetty and relevant utilities project. The mechanical completion is expected to be achieved in June 2020. The Company's self-owned fund accounts for 30% of the project investment, bank loan is the main sourceof the remaining 70%. As of 31 December 2018, the aggregate investment was RMB 10.8 billion.

 

(4) Zhenhai Refining & Chemical expansion project

Zhenhai Refining & Chemical expansion project consists of 15,000,000 tpa refinery project and 1,200,000 tpa ethylene project. The project was approved in June 2018, ethylene and relevant projects started at the end of October 2018 and is expected to be put into operation in 2021. The Company's self-owned fund accounts for 30% of the project investment, bank loan is the main source of the remaining 70%. As of 31 December 2018, the aggregate investment was RMB 1.6 billion.

 

(5) E-An-Cang gas pipeline project

The first phase of E-An-Cang gas pipeline project mainly consists of the main pipeline from Luquan to Cangzhou and two branch pipelines Puyang and Baoding. The total length of the pipeline is 736 kilometers with a designed transmission capacity of 9 billion cubic meters per year. It is expected to be completed and put into operation in December 2019. The Company's self-owned fund accounts for 30% of the project investment and bank loan is the main source of the remaining 70%. As of 31 December 2018, the aggregate investment was RMB 4.9 billion.

 

(6) Wen 23 gas storage project

The first phase of Wen 23 gas storage project mainly consists of the construction of injection and production wells and surface facilities with storage capacity of 8.431 billion cubic meters. The gas storage is expected to be officially put into operation in July 2020. The Company's self-owned fund accounts for 30% of the project investment and bank loan is the main source of the remaining 70%. As of 31 December 2018, the aggregate investment was RMB 3.5 billion.

 

(7) Xinqi pipeline project

The main project of the first phase of Xinqi pipeline project was the construction of the pipeline from Qianjiang to Shaoguan. The total length of the pipeline is 839.5 kilometers with a designed transmission capacity of 6 billion cubic meters per year. It is expected to be completed and put into operation in July 2020. The Company's self-owned fund accounts for 38% of the project investment and bank loan is the main source of the remaining 62%. As of 31 December 2018, the aggregate investment was RMB 5.8 billion.

 

2 CORPORATE BONDS ISSUED AND INTEREST PAYMENTS

 

Basic information of corporate bonds

 

Sinopec Corp.

Sinopec Corp.

Sinopec Corp

Bond name

2010 Corporate bond

2012 Corporate bond

2015 Corporate bond (first issue)

Abbreviation

10石化02

12石化02

15石化01

15石化02

Code

122052

122150

136039

136040

Issuance date

21 May 2010

1 June 2012

19 November 2015

Maturity date

21 May 2020

1 June 2022

19 November

19 November

 

 

 

2018

2020

Amount issued (RMB billion)

9

7

16

4

Outstanding balance (RMB billion)

9

7

0

4

Interest rate (%)

4.05

4.90

3.30

3.70

Principal and interest repayment

 

Simple interest is calculated and paid on an annual basis without compounding interests. The principal will be paid at maturity with last installment of interest.

Payment of interests

 

Sinopec Corp. had paid in full the interest accrued for the current period interest payment year and 15石化01 had been repaid and delisted from the Shanghai Stock Exchange.

Investor Qualification Arrangement

 

15石化01 and 15石化02 were publicly offered to qualified investors in accordance with Administration of the Issuance and Trading of Corporate Bonds

Listing exchange

Shanghai Stock Exchange

Corporate bonds trustee

China International Capital Corporation Limited

27th-28th Floor, China World Office 2, 1 Jianguomenwai Avenue, Chaoyang District, Beijing

Huang Xu, Zhai Ying

 

(010) 6505 1166

Credit rating agency

United Credit Ratings Co., Ltd.

 

12th Floor, PICC building, No.2 Jianguomenwai Avenue, Chaoyang District, Beijing

Use of proceeds

 

Proceeds from the above-mentioned corporate bonds have been used for their designated purpose as disclosed. All the proceeds have been completely used.

Credit rating

 

 

 

During the reporting period, United Credit ratings Co., Ltd. provided continuing credit rating for 10石化02, 12石化02, 15石化01 and 15石化02 and reaffirmed AAA credit rating. The long term credit rating and outlook of the Company remained at AAA and stable respectively. Pursuant to relevant regulations, the Company will publish its latest credit rating results through medias designated by regulators within two months commencing from the announcement date of annual report.

Credit addition mechanism, repayment scheme and

other relative events for corporate bonds during

the reporting period

 

 

During the reporting period, there is no credit addition mechanism and change of the repayment arrangement for the above-mentioned corporate bonds. The Company strictly followed the provisions in the corporate bond prospectus to repay principals and interests of the corporate bonds. The guarantor of 10石化02 and 12石化02 is China Petrochemical Corporation. For more information of the guarantor, please refer to the annual report of corporate bonds which will be published on website of Shanghai Stock Exchange by China Petrochemical Corporation.

Convening of corporate bond holders' meeting

During the reporting period, the bondholders' meeting has not been convened.

Performance of corporate bonds trustee

 

 

 

 

 

 

During the durations of the above-mentioned bonds, the bond trustee, China International Capital Corporation Limited, has strictly followed the Bond Trustee Management Agreement and continuously tracked the Company's credit status, the use of bond proceeds and repayment of principals and interests of the bond. The bond trustee has also advised the Company to satisfy obligations as described in the corporate bond prospects and exercised its duty to protect the bondholders' legitimate rights and interests. The bond trustee is expected to disclose the Trustee Management Affairs Report after the publish of the Company's annual report. The details of such report will be available on the website of Shanghai Stock Exchange (http://www.sse.com.cn)

 

Principal accounting data and financial indicators for the two years ended 31 December 2018

 

Principal data

2018

2017

Change

Reasons for change

EBITDA (RMB million)

 

216,352

 

207,528

 

8,824

 

Mainly due to the increase of earnings compared

with last year

Current ratio

0.89

0.91

(0.02)

Mainly due to the decrease of account receivable

 

 

 

 

and inventories compared with last year

Quick ratio

0.57

0.59

(0.02)

Mainly due to the decrease of account receivable,

and cash caused by the increase of dividend

 

 

 

 

compared with last year

Liability-to-asset ratio (%)

46.14

46.47

(0.33)

percentage

Mainly due to the decrease of financial leverage by lowering debts compared with last year

 

 

 

points

 

EBITDA to total debt ratio

1.33

1.11

0.22

Mainly due to the increase of EBITDA

Interest coverage ratio

16.76

14.60

2.16

Mainly due to the increase of EBIT compared

 

 

 

 

with last year

Cash flow interest coverage ratio

35.92

39.11

(3.19)

Mainly due to the decrease of cash caused by the

 

 

 

 

increase of dividend compared with last year

EBITDA-to-interest coverage ratio

33.93

32.59

1.34

Mainly due to the increase of EBITDA

Loan repayment rate (%)

100

100

-

 

Interest payment rate (%)

100

100

-

 

 

During the reporting period, the Company paid in full the interest accrued for the other bonds and debt financing instruments. As at 31 December 2018, the standby credit line provided by several domestic financial institutions to the Company was RMB 392.7 billion in total, facilitating the Company to get such amount of unsecured loans. The Company has fulfilled all the relevant undertakings in the offering circular of corporate bonds and had no significant matters which could influence the Company's operation and debt paying ability.

 

On 18 April 2013, Sinopec Capital (2013) Limited, a wholly-owned overseas subsidiary of Sinopec Corp., issued senior notes guaranteed by the Company with four different maturities, 3 years, 5 years, 10 years and 30 years. The 3-year notes principal totaled USD 750 million, with an annual interest rate of 1.250% and had been repaid and delisted; the 5-year notes principal totaled USD 1 billion, with an annual interest rate of 1.875% and had been repaid and delisted; the 10-year notes principal totaled USD 1.25 billion, with an annual interest rate of 3.125%; and the 30-year notes principal totaled USD 500 million, with an annual interest rate of 4.250%. These notes were listed on the Hong Kong Stock Exchange on 25 April 2013, with interest payable semi-annually. The first payment of interest was made on 24 October 2013. During the reporting period, the Company has paid in full the current-period interests of all notes with maturity of 10 years and 30 years.

 

3 SHARE OPTION INCENTIVE SCHEME OF SINOPEC CORP.'S SUBSIDIARY, SINOPEC SHANGHAI PETROCHEMICAL COMPANY LIMITED (SHANGHAI PETRO), DURING THE REPORTING PERIOD

Pursuant to the requirements of the Hong Kong Listing Rules, the resolution relating to the Shanghai Petro A Share Option Incentive Scheme (Draft) was considered and passed at the 18th meeting of the fifth session of the Board of Directors and the first extraordinary general meeting of Sinopec Corp. for 2014. The Scheme came into effect on 23 December 2014 with a validity period of 10 years. The expiry date of the Scheme is 22 December 2024. Under the Scheme, the total number of underlying shares to be granted shall neither exceed 10% of the total share capital of Shanghai Petro (10,800 million shares) nor exceed 10% of the total A share capital of Shanghai Petro (7,305 million shares). As of 20 March 2019, there is no exercisable outstanding share options according to the Scheme. As of 20 March 2019, the number of the underlying shares of the share options to be granted by Shanghai Petro to the participants was 691,740,000 A shares, which represents 6.4% of the total share capital of Shanghai Petro (10,823,813,500 shares). The vesting period for each grant under the Scheme shall be no less than two years.

 

(1) Summary of the Scheme

For the details of the purpose of the Scheme, eligible participants and maximum entitlement of each participant, underlying shares and incentive instrument, validity period and the basis for the exercise price, please refer to page 31-33 of Sinopec Corp's 2015 Annual Report published on 29 March 2016.

 

(2) Information on the Initial Grant of the Share Option of Shanghai Petro's A share (Share Option)

 

(i) Initial Grant of the Share Option:

 

Grant Date: 6 January 2015

Number of Participants:

 214 persons

Number of Share Options Granted:

 38,760,000

 

(ii) The exercise condition of the first exercise period of share option under the first grant

 

Exercise date: 29 August 2017

Number of exercisable Share Options:

14,212,500 options

Number of lapsed Share Options:

 5,228,900 options

Number of exercised Share Options:

 14,176,600 options

Date of completion of the registration

 for newly increased shares:

 27 September 2017

Number of participants who exercised

 the option: 199

Exercise price: RMB 3.85/share

 

(iii) The exercise condition of the second exercise period of Share Option under the first grant

 

Exercise date: 12 January 2018

Number of exercisable Share Options:

 9,636,900 options

Number of lapsed Share Options:

 520,700 options

Number of exercised Share Options:

 9,636,900 options

Date of completion of the registration

 for newly increased shares:

 14 February 2018

Number of participants who exercised

 the option: 185

Exercise price: RMB 3.85/share

 

(iv) The exercise condition of the third exercise period of Share Option under the first grant

 

Since the exercise conditions were not satisfied, the total amount of Share Options that have lapsed during the reporting period is: 8,946,900

 

(v) Outstanding Share Options held by directors, chief executive and substantial shareholder of Shanghai Petro during the reporting period

 

At the beginning of the Reporting Period, a total number of 966,000 outstanding Share Options which were not exercised were held by the directors of Shanghai Petro Mr. Gao Jinping, Mr. Jin Qiang, Mr. Guo Xiaojun and Vice President of Shanghai Petro Mr. Jin Wenmin.

 

During the reporting period, Vice President of Shanghai Petro Mr. Jin Wenmin was appointed as Director of Shanghai Petro on 13 June 2018. During the reporting period, a total of 483,000 Share Options had been exercised by Director of Shanghai Petro Mr. Gao Jinping, Mr. Jin Qiang, Mr Guo Xiaojun and Mr. Jin Wenmin during the second exercise period.

 

During the reporting period, since Director of Shanghai Petro Mr. Gao Jinping resigned, the 150,000 A share options granted to him which were not exercised had lapsed. During the reporting period, since the third exercise conditions were not met, a total of 333,000 Share Options held by Director of Shanghai Petro Mr. Jin Qiang, Mr. Guo Xiaojun and Mr. Jin Wenmin had lapsed.

 

There is no outstanding Share Options which were not exercised held by directors, chief executives and substantial shareholders of Shanghai Petro as of the end of the Reporting Period.

 

(vi) Outstanding Share Options granted to employees other than the persons mentioned in item (v)

 

At the beginning of the reporting period, a total number of 18,138,500 outstanding Share Options which were not exercised were held by Shanghai Petro' key business personnel.

 

During the reporting period, a total number of 9,153,900 outstanding Share Options had been exercised by Shanghai Petro's key business personnel during the second exercise period.

 

During the reporting period, a total of 8,984,600 Share Options granted to Shanghai Petro's key business personnel had lapsed due to participants' resignations and un-satisfaction of the exercise conditions for the third exercise period etc.

 

At the end of the Reporting Period, there is no outstanding Shares Options which were not exercisable held by Shanghai Petro's key business personnel.

 

(vii) Exercise price of the initial grant and the adjustment to the exercise price

 

According to the pricing principle disclosed by Shanghai Petro on the determination of exercise price, the exercise price of the initial grant was RMB4.20 per share (in the event of dividends payment, capitalisation of capital reserves, bonus issue, subdivision or reduction of shares or allotment of shares during the validity period, the exercise price shall be adjusted according to the Scheme). On 15 June 2016, the 2015 annual profit distribution plan was considered and passed at Shanghai Petrol's 2015 annual general meeting, whereby a cash dividend of RMB1.00 was paid for each 10 shares. On 15 June 2017, the 2016 annual profit distribution plan was considered and passed at Shanghai Petrol's 2016 annual general meeting, whereby a cash dividend of RMB2.50 was paid for each 10 shares and the exercise price was adjusted to RMB3.85 per share accordingly. On 13 June 2018, the 2017 annual profit distribution plan was considered and passed at Shanghai Petrol's 2017 annual general meeting, whereby a cash dividend of RMB3.00 was paid for each 10 shares and the exercise price was adjusted to RMB3.55 per share accordingly.

 

(viii) Validity of and exercise arrangements for the initial grant

 

The validity period of the Share Options shall be five years commencing from the grant date, but is subject to exercise arrangement for the Scheme. For the details of the exercise arrangement, please refer to the section of "Validity Period" on Page 32 of Sinopec Corp.'s 2015 annual report published on 29 March 2016.

 

(ix) The progress of share option incentive up to the date of Shanghai Petro's 2018 annual report

 

None

 

Save as disclosed above and in previous relevant announcements, during the reporting period, Shanghai Petro granted no Share Option in accordance with the Scheme, none of the Share Options was exercised by the Participant and none of the share option was cancelled or lapsed.

 

4 PERFORMANCE OF THE UNDERTAKINGS BY CHINA PETROCHEMICAL CORPORATION

 

Type of

Whether bears

Whether strictly

Background

Undertaking

Party

Contents

Term for performance

deadline or not

performed or not

Undertakings related to Initial

 Public Offerings (IPOs)

IPOs

China Petrochemical

Corporation

1 Compliance with the connected transaction agreements;

From 22 June 2001

No

Yes

2 Solving the issues regarding the legality of land-use rights certificates and property ownership rights certificates within a specified period of time;

3 Implementation of the Reorganisation Agreement (please refer to the definition of Reorganisation Agreement in the H share prospectus of Sinopec Corp.);

4 Granting licenses for intellectual property rights;

5 Avoiding competition within the same industry;

 

 

 

6 Abandonment of business competition and conflicts of interest with Sinopec Corp.

 

 

 

Other undertakings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

China Petrochemical Corporation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Given that China Petrochemical Corporation engages in the same or similar businesses as Sinopec Corp. with regard to the exploration and production of overseas petroleum and natural gas, China Petrochemical Corporation hereby grants a 10-year option to Sinopec Corp. with the following provisions: (i) after a thorough analysis from political, economic and other perspectives, Sinopec Corp. is entitled to require China Petrochemical Corporation to sell its overseas oil and gas assets owned as of the date of the undertaking and still in its possession upon Sinopec Corp.'s exercise of the option to Sinopec Corp.; (ii) in relation to the overseas oil and gas assets acquired by China Petrochemical Corporation after the issuance of the undertaking, within 10 years of the completion of such acquisition, after a thorough analysis from political, economic and other perspectives, Sinopec Corp. is entitled to require China Petrochemical Corporation to sell these assets to Sinopec Corp. China Petrochemical Corporation undertakes to transfer the assets as required by Sinopec Corp. under aforesaid items (i) and (ii) to Sinopec Corp., provided that the exercise of such option complies with applicable laws and regulations, contractual obligations and other procedural requirements.

Within 10 years after 29 April 2014 or the date when China Petrochemical Corporation acquires the assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Yes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Yes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of the date of this report, Sinopec Corp. had no undertakings in respect of financial performance, asset injections or asset restructuring that had not been fulfilled, nor did Sinopec Corp. make any profit forecast in relation to any asset or project.

 

5 SIGNIFICANT EQUITY INVESTMENT

 

On 9 July 2018, Sinopec Corp. entered into the Articles of Association (Sinopec Capital AOA) of Sinopec Capital Co., Ltd. (Sinopec Capital) with China Petrochemical Corporation. Pursuant to Sinopec Capital AOA, Sinopec Corp. proposed to establish Sinopec Capital with China Petrochemical Corporation with a registered capital of RMB 10 billion, of which, Sinopec Corp. will subscribe capital contribution of RMB 4.9 billion by cash, representing 49% of the registered capital of Sinopec Capital; and China Petrochemical Corporation will subscribe capital contribution of RMB 5.1 billion by cash, representing 51% of the registered capital of Sinopec Capital. Sinopec Corp. and China Petrochemical Corporation shall pay all their respective capital contribution to Sinopec Capital no later than 31 December 2020. Upon the establishment of Sinopec Capital, its investments will focus on strategic emerging industries, including new energy, new material, energy conservation and environmental protection, and intelligence manufacturing in relation to the industry chain. In respect of the investment projects which are related to Sinopec Corp.'s principal business, Sinopec Corp. will have the right of first refusal to acquire such projects. The formation of Sinopec Capital will speed up investments in emerging industries and help support Sinopec Corp.'s own business development and industrial chain upgrade. It will play an important role in achieving comprehensive, sustainable and high-quality development of Sinopec Corp.

 

Pursuant to Chapter 14A of the Hong Kong Listing Rules, China Petrochemical Corporation, the controlling shareholder of Sinopec Corp., is a connected person of the Company. Therefore, the transaction between Sinopec Corp. and China Petrochemical Corporation constituted a connected transaction under the Hong Kong Listing Rules.

 

For details of the transaction, please refer to the announcements published in China Securities Journal, Shanghai Securities, News Securities Times and the websites of Shanghai Stock Exchange on 11 July 2018 and on the website of Hong Kong Stock Exchange on 10 July 2018.

 

6 SIGNIFICANT ASSETS AND EQUITY SALE

 

During the reporting period, there is no significant assets or equity sale of the Company.

 

7 MATERIAL GUARANTEE CONTRACTS AND THEIR PERFORMANCE Unit: RMB million

 

Major external guarantees (excluding guarantees for controlled subsidiaries)

Guarantor

Relationship

with the

Company

Name of

guaranteed

company

Amount

Transaction date

(date of signing)

Period of guarantee

Type

Whether

completed

or not

Whether

overdue

or not

Amount of

overdue

guarantee

Counter-

guaranteed

Whether guaranteed for connected parties yes or no)*1

Sinopec Corp.

The listed company itself

Zhongtian Hechuang Energy Co., Ltd

12,168

25-May-16

25 May 2016 -31 December 2023 (the mature date is estimated)

Joint liability guarantee

No

 

No

-

No

Yes

Sinopec Corp.

The listed company itself

Zhong An United Coal Chemical Co., Ltd.

5,033

18-Apr-18

18 April 2018-31 December 2031

Joint liability guarantee

No

No

-

No

No

Sinopec Corp.

The listed company itself

Yanbu Aramco Sinopec Refining Company(YASREF) Limited

No specific amount agreed, guarantee on contract performance

31-Dec-14

30 years from the date YASRFE requires supply of hydrogen from Air Liquide Arabia LLC.

Joint liability guarantee

No

No

-

No

No

 

 

SSI

 

Controlled subsidiary

New Bright International

Development Ltd./

7,197

 

 

 

 

 

Joint liability guarantee

No

 

No

 

-

 

Yes

 

No

 

 

 

 

 

Sonangol E.P./SSI15

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total amount of guarantees provided during the reporting period*2

5,033

Total amount of guarantees outstanding at the end of reporting period*2 (A)

21,159

Guarantees by the Company to the controlled subsidiaries

 

Total amount of guarantee provided to controlled subsidiaries during the reporting period

-

Total amount of guarantee for controlled subsidiaries outstanding at the end of the reporting period (B)

11,951

Total amount of guarantees for the Company (including those provided for controlled subsidiaries)

 

Total amount of guarantees(A+B)

33,110

The proportion of the total amount of guarantees to the Sinopec Corp.'s net assets

4.61%

Guarantees provided for shareholder, de facto controller and its related parties (C)

-

Amount of debt guarantees provided directly or indirectly to the companies with liabilities to assets ratio over 70% (D)

2,771

The amount of guarantees in excess of 50% of the net assets (E)

None

Total amount of the above three guarantee items (C+D+E)

2,771

Statement of guarantee undue that might be involved in any joint and several liabilities

None

Statement of guarantee status

None

 

*1: As defined in the Listing Rules of the Shanghai Stock Exchange.

 

*2: The amount of guarantees provided during the reporting period and the outstanding balance of guarantees amount at the end of the reporting period include the guarantees provided by the controlled subsidiaries to external parties. The amount of the guarantees provided by these subsidiaries is derived from multiplying the guarantees provided by Sinopec Corp.'s subsidiaries by the percentage of shareholding of Sinopec Corp. in such subsidiaries.

 

8 SPECIFIC STATEMENTS AND INDEPENDENT OPINIONS FROM INDEPENDENT NON-EXECUTIVE DIRECTORS REGARDING EXTERNAL GUARANTEES PROVIDED BY the Company DURING AND BY THE END OF 2018:

We, as independent directors of Sinopec Corp., hereby make the following statements after conducting a thorough check of external guarantees provided by the Company accumulated up to and during 2018 in accordance with the requirements of the domestic regulatory authorities:

 

The external guarantees prior to 2018 had been disclosed in previous annual report. The aggregate balance of external guarantees provided by Sinopec Corp. for the year 2018 was RMB 33.11 billion, accounting for approximately 4.61% of the Company's net assets.

 

We hereby present the following opinions:

 

Sinopec Corp. shall continue to strengthen its management and actively monitor guarantee risks. It shall strictly follow the approval and disclosure procedures in relation to guarantee businesses for any new external guarantees provided thereafter.

 

9 SIGNIFICANT LITIGATION, ARBITRATION RELATING TO the Company

No significant litigation, arbitration relating to the Company occurred during the report period.

 

10 INSOLVENCY AND RESTRUCTURING

During the reporting period, the Company was not involved in any insolvency or restructuring matters.

 

11 OTHER MATERIAL CONTRACTS

Saved as disclosed by Sinopec Corp., the Company did not enter into any significant contracts subject to disclosure obligations during the reporting period.

 

12 CREDIBILITY FOR THE COMPANY, CONTROLLING SHAREHOLDERS AND DE FACTO CONTROLLER

During the reporting period, the Company and its controlling shareholder did not have any unperformed court's effective judgments which should be performed or any large amount of debt which should be repaid.

 

13 TRUSTEESHIP, CONTRACTING AND LEASES

During the reporting period, the Company was not involved in any events relating to significant trusteeship, contracting or leases for the assets of any other company, nor has it placed its assets with any other company under a trusteeship, contracting or lease agreement subject to disclosure obligations.

 

14 ENTRUSTED ASSET MANAGEMENT AND ENTRUSTED LOANS

 

(1) Entrusted Asset Management

During the reporting period, the Company has no entrusted asset management subject to disclosure obligation.

 

(2) Entrusted loans Unit: RMB billion

 

Categories

Source of fund

Amount

Outstanding

Balance

Overdue and

uncollected

amount

Used for project construction.

Self-owned fund

0.1244

0.5744

None

Used for working capital

Self-owned fund

0.154

0.381

None

 

(3) Other asset management and derivative investment

During the reporting period, the Company has no other asset management or derivative investment subject to disclosure obligation.

 

15 DEPOSITS AT SINOPEC FINANCE CO., LTD. AND SINOPEC CENTURY BRIGHT CAPITAL INVESTMENT, LTD.

In order to regulate connected transactions between the Company and Sinopec Finance Co., Ltd. (Sinopec Corp.'s domestic settlement center, hereinafter referred as the Finance Company) and to ensure the safety and liquidity of the deposits of the Company at the Finance Company, Sinopec Corp. and the Finance Company formulated the Risk Control System on Connected Transactions between China Petroleum & Chemical Corporation and Sinopec Finance Co., Ltd., which covers the risk control system and the risk management plan of the Company to prevent financial risks and to ensure that the deposits of the Company at the Finance Company can be utilised at the Company's discretion. At the same time, as the controlling shareholder of the Finance Company, China Petrochemical Corporation undertakes that in case of an emergency when the Finance Company has difficulty in making payments, China Petrochemical Corporation will increase the capital of the Finance Company in accordance with the actual need for the purpose of making payment.

 

In order to regulate connected transactions between the Company and Sinopec Century Bright Capital Investment, Ltd. (Sinopec Corp.'s overseas settlement center, hereinafter referred at the Century Bright Company), Century Bright Company ensures the safety of the deposits of the Company at Century Bright Company by strengthening internal risk controls and obtaining support from China Petrochemical Corporation. China Petrochemical Corporation has formulated a number of internal rules, including the Rules for the Internal Control System, the Rules for Implementation of Overseas Capital Management Methods, and the Provisional Methods for Overseas Fund Platform Management, to impose strict rules on Century Bright Company for providing overseas financial services. Century Bright Company has also established the Rules for the Implementation of the Internal Control System, which ensures the standardisation and safety of its corporate deposits business. At the same time, as the wholly controlling shareholder of Century Bright Company, China Petrochemical Corporation entered into a keep-well agreement with Century Bright Company in 2013, in which China Petrochemical Corporation undertakes that when Century Bright Company has difficulty in making payments, China Petrochemical Corporation will ensure that Century Bright Company will fulfill its repayment obligation through various channels.

 

The deposits of the Company at the Finance Company and Century Bright Company during the reporting period did not exceed the relevant caps as approved at the general meeting of Sinopec Corp. During daily operations, the Company can withdraw the full amount of its deposits at the Finance Company and Century Bright Company.

 

16 APPROPRIATION OF NONOPERATIONAL FUNDS BY THE CONTROLLING SHAREHOLDER AND ITS RELATED PARTIES AND THE PROGRESS FOR CLEARING UP

Not applicable

 

17 STRUCTURED ENTITY CONTROLLED BY THE COMPANY

None

 

18 DETAILED IMPLEMENTATION OF THE SHARE INCENTIVE SCHEME DURING THE REPORTING PERIOD

Sinopec Corp. did not implement any share incentive scheme during the reporting period.

 

19 ENVIRONMENTAL PROTECTION SOLUTIONS OF COMPANIES AND THEIR SUBSIDIARIES AS MAJOR POLLUTANT DISCHARGING COMPANIES RECOGNIZED BY ENVIRONMENTAL PROTECTION DEPARTMENTS

In 2018, some subsidiaries of Sinopec Corp. which are listed as major pollutant discharge units have disclosed environmental information as required by the relevant authorities and local government. The details of such information was published on the local government website. Sinopec Corp. strictly implemented the new standards in refining and petrochemical industry, completed the treatment of sewage and flue gas, and actively conducted the comprehensive treatment of VOCs. For details, please refer to the Company's Communication on Progress for Sustainable Development. Pollution prevention and control facilities remained in effective and stable operation. The Company further regulated environmental management of construction projects, enhanced assessment, and implemented "three-simultaneity" management (environmental facilities shall be designed, constructed and put into operation simultaneously with the main construction). All of the newly-built projects have obtained approvals from the environment authorities. Sinopec Corp. strictly complying with relevant national requirements on environment emergency plan management and continulysly improves the emergency plans for environmental emergencies and heavy pollution weather. According to the national pollution permit and self-monitoring technology guidelines in relevant industries, we modified the self-monitoring plan, and implemented new national requirements of sewage, flue gas and noise monitory, and disclosed the environmental results. For other subsidiaries that are not listed as major pollutant discharge units, the Company also completed relevant environmental protection formalities in accordance with the national and local requirements, and implemented relevant environmental protection measures. According to the requirements of national and local ecological environment departments, these companies do not need to disclose relevant information.

 

20 POVERTY ALLEVIATION PROGRAM LAUNCHED BY The Company

 

(1) Targeted Poverty Alleviation Plan

The Company actively fulfilled our social responsibilities and strictly followed the fundamental principles of poverty alleviation and elimination. We focused on poverty alleviation in terms of industry, consumption, employment and education, so as to ensure to stably lift poor household out of poverty, increase income of poor household and orderly carry out rural revival strategy.

 

(2) Overview on 2018 Targeted Poverty Alleviations

In 2018, the Company invested nearly RMB 0.23 billion in Targeted Poverty Alleviation, including RMB 108.41 million invested in 50 targeted poverty alleviation programs in Yingshang county, Yuexi county, Fenghuang county, Luxi county, Yuepuhu county and Dongxiang county, mainly including rural industry development, village tourism development, labor output trainings and education assistance. We lifted 12,250 registered people out of poverty and funded the education of 206 students.

 

(3) 2018 Targeted Poverty Alleviation Work Statistics

 

Unit: RMB million

 

Index

Data

I. Overview

 

1. Funds

228.47

2. Number of people lifted out of poverty

32,250

II. Input breakdowns

 

1. Poverty elimination through industrial development

 

1.1 Categories of poverty alleviation programs through

□ Poverty alleviation through agriculture and forestry development

industrial development

□ Poverty alleviation through tourism development

 

□ Poverty alleviation through e-commerce

□ Poverty alleviation through assets income

□ Poverty alleviation through science and technology development

 

□ Others

1.2 Number of poverty alleviation programs

1,500

1.3 Input in poverty alleviation projects through

 

industrial development

110

2. Poverty elimination through provision of employment

 

2.1 Input in professional skill training

4.09

2.2 Participants of professional skill trainings (person time)

3,149

3. Poverty elimination through relocation

 

3.1 Number of relocated people

545

3.2 Input in relocation

6

4. Poverty elimination through education

4.1 Input in students funding

3.5

4.2 Number of students who received funding assistance

1,374

4.3 Input in education resources in poverty-stricken areas

22.33

5. Poverty alleviation through healthcare

 

5.1 Input in medical and health care resources in poverty- stricken areas

2.31

6. Emergency relief

 

6.1 Input in emergency relief

8.1

6.2 Number of people get assistance

6,198

7. Other input

18.25

III. Consumption assistance

 

1. Procurement Agriculture products from impoverish areas

17.7

2. Assistance on sales of agriculture products from impoverish areas

146

 

Note1: The table was prepared in accordance with the 2018 requirements of the State Council Leading Group Office of Poverty Alleviation and Development.

 

Note2: Fund for Poverty Alleviation Work consists of our own funds and financing from other parties introduced by the Company.

 

(4) Subsequent targeted poverty alleviation plan

In 2019, the Company will further strengthen poverty alleviation key-problem tackling work, continue to insist on targeted poverty alleviation and targeted lifting of poor people out of poverty, insist on combination of "blood transfusion" and "haematogenesis", focus on tackling of key problems of poor regions, exert the advantages of the enterprise, and focus on poverty alleviation in terms of industry; attach importance to poverty alleviation in terms of employment, and create jobs; deepen poverty alleviation in terms of education, and strengthen support to poor students; strengthen cooperation with China Foundation for Poverty Alleviation, and motivate social strength to participate in poverty alleviation; optimize poverty alleviation in terms of medical treatment, and provide high quality medical treatment support to the people in poor regions; strengthen poverty alleviation in terms of consumption, cooperate with Social Participation in Poverty Alleviation and Development of China, promote high quality agriculture products of poor counties to the whole country and make efforts to optimize targeted poverty alleviation work.

 

21 OTHER EVENT

Sinopec Corp. published voluntary announcement and progress update announcements in relation to China International United Petroleum and Chemical Company Limited. For details, please refer to the announcements published in China Securities Journal, Shanghai Securities News Securities Times and the website of the Shanghai Stock Exchange on 28 December 2018, 5 January 2019 and 26 January 2019 and on the website of Hong Kong Stock Exchange on 27 December 2018, 4 January 2019 and 25 January 2019.

 

CONNECTED TRANSACTIONS

 

1 AGREEMENTS CONCERNING CONTINUING CONNECTED TRANSACTIONS BETWEEN SINOPEC CORP. AND CHINA PETROCHEMICAL CORPORATION

Prior to Sinopec Corp.'s overseas listing, in order to ensure the smooth continuation of production and business conducted by the Company and China Petrochemical Corporation, the two parties entered into a number of agreements on continuing connected transactions, details of which are as follows:

 

(1) The Company and China Petrochemical Corporation will mutually supply ancillary services for products, production and construction services (Mutual Supply Agreement)

 

(2) China Petrochemical Corporation will provide trademarks, patents and computer software to the Company for use free of charge

 

(3) China Petrochemical Corporation will provide cultural and educational, hygienic and community services to the Company (Cultural, Educational, Hygiene and Auxiliary Services Agreement)

 

(4) China Petrochemical Corporation will provide leasing services for lands and certain properties to the Company

 

(5) China Petrochemical Corporation will provide comprehensive insurance to the Company

 

(6) China Petrochemical Corporation will provide shareholders' loans to the Company; and

 

(7) The Company will provide franchise licenses for service stations to China Petrochemical Corporation.

 

On 24 August 2018, Sinopec Corp. and China Petrochemical Corporation entered into a supplemental agreement of the continuing connected transactions and the Land Use Rights Leasing Agreement Amendment Memo, pursuant to which the scope of services of the Mutual Supply Agreement and the Cultural, Educational, Hygienic and Auxiliary Services Agreement were adjusted and the term of the Mutual Supply Agreement and the Cultural, Educational, Hygienic and Auxiliary Services Agreement was extended from 1 January 2019 to 31 December 2021; the term of the Properties Leasing Agreement was extended to 31 December 2021 and the term of Intellectual Property Licensing Agreements was extended to 31 December 2029. The area and rent in the Land Use Rights Leasing Agreement were also adjusted. The resolution relating to continuing connected transactions for the three years from 2019 to 2021 was approved at the first extraordinary general meeting of the Company for 2018 held on 23 October 2018. For details of the above continuing connected transactions, please refer to relevant announcements published on 27 August 2018 in the China Securities Journal, the Shanghai Securities News and the Securities Times and on the website of the Shanghai Stock Exchange and on the website of the Hong Kong Stock Exchange dated 26 August 2018. The capitalised terms used in this section shall have the same meaning as that used in the above-mentioned announcements.

 

2 COMPLIANCE OF DISCLOSURE AND APPROVALS OF CONTINUING CONNECTED TRANSACTIONS BETWEEN THE COMPANY AND SINOPEC GROUP WITH HONG KONG LISTING RULES AND THE SHANGHAI LISTING RULES

Pursuant to the Hong Kong Listing Rules and the Shanghai Listing Rules, the continuing connected transactions between the Company and Sinopec Group are subject to disclosure, independent non-executive directors' approval and/or independent shareholders' approval (if needed) based on the nature and the value of the transactions. Sinopec Corp. has fully complied with the above requirements in relation to the continuing connected transaction between the Company and Sinopec Group.

 

The aggregated amount of the continuing connected transactions for 2018 of the Company is in compliance with the relevant requirements of the Hong Kong Listing Rules and the Shanghai Listing Rules. For performance details of connected transaction agreements, please refer to Item 3 below.

 

3 ACTUAL CONTINUING CONNECTED TRANSACTIONS ENTERED INTO BY THE COMPANY DURING THE YEAR

Pursuant to the above-mentioned agreements on continuing connected transactions, the aggregate amount of the continuing connected transactions of the Company during the reporting period was RMB 417.201 billion. Among which, purchases expenses amounted to RMB 267.505 billion, representing 9.04% of the total amount of this type of transaction for the reporting period, including purchases of products and services (procurement, storage and transportation, exploration and development services, and production-related services) of RMB 251.444 billion, purchases of auxiliary and community services of RMB 6.664 billion, payment of property rent of RMB 522 million, payment of land use right of RMB 7.765 billion, and the interest expenses amounted to RMB 1.11 billion. The sales income amounted to RMB 149.697 billion, representing 4.91% of the total amount of this type of transaction for the reporting period, including RMB 148.779 billion for sales of products and services, RMB 69 million for agency commission income, and RMB 848 million for interest income.

 

The amounts of the above continuing connected transactions between the Company and Sinopec Group did not exceed the relevant caps for the continuing connected transactions as approved by the general meeting of shareholders and the Board.

 

Principle of pricing for the continuing connected transactions:

 

(a) The government-prescribed price will apply;

 

(b) where there is no government-prescribed price but where there is a government-guidance price, the government-guidance price will apply;

 

(c) where there is neither a government-prescribed price nor a government-guidance price, the market price will apply; or

 

(d) where none of the above is applicable, the price for the provision of the products or services is to be agreed between the relevant parties, which shall be the reasonable cost incurred in providing the same plus 6% or less of such cost.

 

For details of the pricing principle, please refer to relevant announcements published on 27 August 2018 in the China Securities Journal, the Shanghai Securities News and the Securities Times and on the website of the Shanghai Stock Exchange and on the website of the Hong Kong Stock Exchange on 26 August 2018.

 

Decision-making procedures:

 

The continuing connected transaction agreements were entered into in the ordinary course of the Company's business and in accordance with normal commercial terms that are fair and reasonable to the Company and its shareholders. The Company, according to its internal control procedures, adjusts the scope and the relevant caps of continuing connected transactions every three years, and will be announced and implemented upon the approval of the Board and/or independent shareholders. For the other connected transactions, Sinopec Corp., in strict compliance with domestic and overseas regulatory rules, will publish the announcement and implement the transactions only after submitting the relevant proposals of connected transactions to the Board and/or the general meeting of shareholders for consideration and approval according to internal control procedures.

 

Related party transactions with the Sinopec Group that occurred during the year, as set out in Note 37 to the financial statements prepared under the IFRS in this annual report, also fall under the definition of connected transactions under Chapter 14A of the Hong Kong Listing Rules.

 

The above-mentioned connected transactions between the Company and Sinopec Group in 2018 were approved at the 5th meeting of the seventh session of the Board and have complied with the requirements under Chapter 14A of the Hong Kong Listing Rules.

 

The external auditor of Sinopec Corp. was engaged to report on the Company's continuing connected transactions in accordance with the Hong Kong Standard on Assurance Engagements 3000, Assurance Engagement Other Than Audits or Reviews of Historical Financial Information, and with reference to Practice Note 740, Auditor's Letter on Continuing Connected Transactions under the Hong Kong Listing Rules, issued by the Hong Kong Institute of Certified Public Accountants. The auditor has issued its unqualified letter containing its conclusions in respect of the above-mentioned continuing connected transactions in accordance with Rule 14A.56 of the Hong Kong Listing Rules. Sinopec Corp. has submitted a copy of the auditor's letter to the Hong Kong Stock Exchange.

 

After reviewing the above-mentioned connected transactions, the independent non-executive directors of Sinopec Corp. have confirmed the following:

 

(a) The transactions have been conducted in the ordinary course of the Company's business.

 

(b) The transactions have been entered into based on either of the following terms:

 

i normal commercial terms; or

 

ii terms not less favorable than those available from or to independent third parties, where there is no available comparison to determine whether such terms are on normal commercial terms.

 

(c) The transactions were conducted pursuant to the terms of relevant agreements, and the terms were fair and reasonable and in the interests of Sinopec Corp. and its shareholders as a whole.

 

4 OTHER SIGNIFICANT CONNECTED TRANSACTIONS OCCURED THIS YEAR

For details, please refer to item 5" significant equity investment" in section "Significant Events".

 

5 FUNDS PROVIDED BETWEEN RELATED PARTIES

Unit: RMB million

 

Funds to related parties

Funds from related parties

Related Parties

Relations

Balance

at the

beginning

of the year

Amount

incurred

Balance

at the end

of the year

Balance

at the

beginning

of the year

Amount

incurred

Balance at

the end

of the year

Sinopec Group

Parent company and

24,038

5,377

29,415

28,268

1,964

30,232

 

 affiliated companies*

 

 

 

 

 

 

Other related parties

Associates and joint ventures

1,678

(247)

1,431

38

295

333

Total

 

25,716

5,130

30,846

28,306

2,259

30,565

Reason for provision of funds between related parties

Loans and other accounts receivable and payable

Impacts on the Company

No material negative impact

 

*: affiliated companies include subsidiaries, associates and joint ventures.

 

 

CORPORATE GOVERNANCE

 

1 IMPROVEMENTS IN CORPORATE GOVERNANCE DURING THE REPORTING PERIOD

During the Reporting Period, Sinopec Corp. was in full compliance with the Articles of Association as well as domestic and overseas laws and regulations and has not received any regulatory sanction imposed by securities regulatory authorities. Sinopec Corp. further improved corporate governance structure through completion of the re-election of the Board of Directors, Board of Supervisors, and the appointment of senior management, as well as the appointment of each Board Committee and establishment of the Nomination Committee under the Board. We amended the Articles of Association, Rules and Procedures of the Board Meetings and Internal Control Procedures, and formulated Terms of References of Nomination Committee. Pursuant to Article of Association and other regulations, we further improved the regulations in relation to the Party's participation in the corporate governance of the Company, which promoted the scientific decision-making procedures. The Company actively implemented "the year of party building quality" event to drive the high-quality development of the Company. The independent directors have played an active and good role with diligence in performing their duties. The investor relations work has been further refined, and the required information was disclosed in time, which improved the transparency of the Company and were positively recognised by the capital market. The Company's active performance of its social responsibilities has achieved good results.

 

During the reporting period, there are no material inconsistency between Sinopec Corp.'s corporate governance and the requirements of the PRC Company Law and relevant regulations of the CSRC. The Board of Supervisors of Sinopec Corp. agreed with all supervised matters. None of Sinopec Corp., the Board, directors, supervisors, senior management, controlling shareholders or de facto controllers of Sinopec Corp. were under the investigation by the CSRC or received any regulatory sanction or criticised publicly by the CSRC, the Hong Kong Securities and Futures Commission, the Securities and Exchange Commission of the United States, or received any public censure from Shanghai Stock Exchange, the Hong Kong Stock Exchange, the New York Stock Exchange or the London Stock Exchange.

 

2 GENERAL MEETINGS

 

During the reporting period, Sinopec Corp. convened the 2017 annual general meeting on 15 May 2018, and 2018 first extraordinary general meeting on 23 October 2018 in Beijing, China in accordance with the required procedures of noticing, convening and holding procedures pursuant to the relevant laws and regulations and the Articles of Association. For meeting details, please refer to the poll results announcements published in China Securities Journal, Shanghai Securities News and Securities Times and on the websites of Hong Kong Stock Exchange after the general meetings.

 

3 EQUITY INTERESTS OF DIRECTORS, SUPERVISORS AND OTHER SENIOR MANAGEMENT

As of 31 December 2018, apart from 13,000 A shares of Sinopec Corp. held by Director, Senior Vice President Mr. Ling Yiqun, none of the directors, supervisors or other senior management of Sinopec Corp. held any shares of Sinopec Corp.

 

Save as disclosed above, during the reporting period, none of the directors, supervisors and senior management of Sinopec Corp. and their associates had any interests or short positions (including any interest or short position that is regarded or treated as being held in accordance with the SFO) in the shares, debentures and underlying shares of Sinopec Corp. or any associated corporations (as defined in Part XV of SFO) would fall to be disclosed to the Sinopec Corp. and the Hong Kong Stock Exchange under the Division 7 and 8 of Part XV of SFO or which was recorded in the register required to be kept under section 352 of SFO or otherwise should notified Sinopec Corp. or the Hong Kong Stock Exchange pursuant to the Model Code for Securities Transactions by Directors of Listed Company under the Hong Kong Listing Rules.

 

4 PERFORMANCE OF THE INDEPENDENT DIRECTORS

During the reporting period, the independent non-executive directors of Sinopec Corp. fulfilled their duties in good faith as required by laws and regulations and the Articles of Association, and actively contributed to the development of the Company. They actively attended Board meetings and meetings of the Board Committees (please refer to the section "Report of the Board of Directors" in this annual report for details of their attendance), reviewed the relevant documents with due care and exercised their profession advantages to offer advice and suggestions to Sinopec Corp.'s development strategy, operations and reform. The independent non-executive directors gave their independent opinions on matters such as nomination of directors, connected transactions, dividend distributions and appointments of senior management of the Company as required by relevant rules and regulations, and maintained timely and effective communications with management, external auditors and the internal auditing department. The independent non-executive directors strengthened the communications with the shareholders and independently and objectively protected the legitimate interests of Sinopec Corp. and the shareholders, especially the minority shareholders' interests, when performing their duties.

 

Pursuant to requirements of securities regulatory authority of China, independent non-executive directors of Sinopec Corp. reviewed the performance of the senior managers of Sinopec Corp. who held concurrent positions as senior managers in China Petrochemical Corporation and published independent opinions as follows: "The President Mr. Ma Yongsheng, Senior Vice President Mr. Ling Yiqun and Mr. Liu Zhongyun, each of whom concurrently held position as deputy general manager of China Petrochemical Corporation, have obtained the exemptions for holding concurrent position from CSRC. During the reporting period, Mr. Ma Yongsheng, Mr. Ling Yiqun and Mr. Liu Zhongyun devoted sufficient time and energy to fulfill their duties with diligence and due care. They protected the interests of the Company and minority shareholders effectively and didn't harm the legitimate interests of Sinopec Corp. and minority shareholders due to holding concurrent position in China Petrochemical Corporation."

 

5 COMPANY'S INDEPENDENCE FROM CONTROLLING SHAREHOLDER

The Company is independent from its controlling shareholder in terms of, among other matters, business, assets and finances. The Company has a well-integrated independent business and independent operational capabilities.

 

6 COMPETITION BETWEEN SINOPEC CORP AND ITS CONTROLLING SHAREHOLDER

Please refer to "Performance of Undertaking by China Petrochemical Corporation" under the section "Significant Events" in this annual report for details.

 

7 IMPROVEMENT AND IMPLEMENTATION OF THE INTERNAL CONTROL SYSTEM

For details of internal control self-assessment and internal control auditing, please refer to the internal control assessment report and the internal control auditing report disclosed by the Company on the same date of this annual report.

 

8 SENIOR MANAGEMENT APPRAISAL AND INCENTIVE SCHEMES

Sinopec Corp. has established and is continuously improving the fairness and transparency of its performance appraisal standards, incentive schemes and requirements for directors, supervisors and other senior management. Sinopec Corp. has implemented a number of incentive policies, including the Measures of Sinopec Corp. for the Implementation of Remuneration for Senior Managers and the Measures of Sinopec Corp. for the Management of Performance Evaluations.

 

9 CORPORATE GOVERNANCE REPORT (IN ACCORDANCE WITH HONG KONG LISTING RULES)

 

(1) Compliance with the Corporate Governance Code

Sinopec Corp. complied with all code provisions set out in the Corporate Governance Code during the reporting period.

 

A board of directors

 

A.1 Board of Directors

a. The Board is the decision-making body of Sinopec Corp. and abides by good corporate governance practices and procedures. All decisions made by the Board are implemented by the Management of Sinopec Corp.

 

b. The meeting of the Board is held at least once a quarter. The Board will usually communicate the time and proposals of the Board meeting 14 days before convening of the meeting. The relevant documents and materials for Board meetings are usually sent to each Director 10 days in advance. In 2018, Sinopec Corp. held seven Board meetings. For details about each Director's attendance at the Board meetings and the general meetings, please refer to the section "Report of the Board of Directors" in this annual report.

 

c. Each Director of the Board can submit proposals to be included in the agenda of Board meetings, and each Director is entitled to request other related information.

 

d. The Board has reviewed and evaluated its performance in 2018 and is of the view that the Board made decisions in compliance with domestic and overseas regulatory authorities' requirements and the Company's internal rules; that the Board have considered the suggestions from the Party organisation, Board of Supervisors and Management during its decision making process; and that the Board safeguarded the rights and interests of Sinopec Corp. and its shareholders.

 

e. The Secretary to the Board assists the Directors in handling the daily work of the Board, continuously informs the Directors of any regulations, policies or other requirements of domestic or overseas regulatory authorities in relation to corporate governance and ensures that the Directors comply with domestic and overseas laws and regulations when performing their duties and responsibilities. Sinopec Corp. has purchased liability insurance for all Directors to minimise their risks that might incur from the performance of their duties.

 

A.2 Chairman and President

a. The Chairman of the Board is elected by a majority vote of all Directors, and the President is nominated and appointed by the Board. The main duties and responsibilities of the Chairman and the President are clearly distinguished from each other, and the scope of their respective duties and responsibilities are set out in the Articles of Association. Mr. Dai Houliang serves as Chairman of the Board and Mr. Ma Yongsheng serves as President of Sinopec Corp.

 

b. The Chairman of the Board places great emphasis on communication with the Independent Non-executive Directors. The Chairman independently held three meetings with the Independent Non-executive Directors in respect of development strategy, corporate governance and operational management, etc. of the Company.

 

c. The Chairman encourages open and active discussions. Directors actively and deeply participated in the discussions of significant decisions made by the Board in the Board meetings.

 

A.3 Board composition

a. For details of the composition of the Board of Directors, please refer to the section "Directors, Supervisors, Other Senior Management and Employees" of this annual report. The Board has a fairly good diversity. The Executive Directors and Non-executive Director of Sinopec Corp. have petroleum and petrochemical technical background and/or extensive management experience in large-scale enterprises. The Independent Non-executive Directors are with professional backgrounds in economics, accounting and finance.

 

b. Sinopec Corp. has received from each of the Independent Non-executive directors a letter of confirmation for 2018 regarding their compliance with relevant independence requirements set out in Rule 3.13 of the Hong Kong Listing Rules. Sinopec Corp. considers that each of the Independent Non-executive Directors is independent.

 

A.4 Appointment, re-election and dismissal

a. The term of each session of the Directors of Sinopec Corp. is three years, and the consecutive term of office of an Independent Non-executive Director cannot exceed six years. For details about the tenure of each director, please refer to the section "Directors, Supervisors, Other Senior Management and Employees"

 

b. All Directors of Sinopec Corp. have been elected at the general meeting of shareholders. The Board has no power to appoint temporary Directors.

 

c. Sinopec Corp. engages professional consultants to prepare detailed materials for newly elected Directors, to notify them of the regulations of each listing place of Sinopec Corp. and to remind them of their rights, responsibilities and obligations as Directors.

 

A.5 Nomination Committee

a. As approved at the annual general meeting for the year 2017, the Board of Sinopec Corp. established Nomination Committee, consisting of Chairman of the Board Mr. Dai Houliang, who served as the Chairman, and Independent Non-Executive Directors Mr. Tang Min and Mr. Ng, Kar Ling Johnny, who served as members. The major responsibilities of Nomination Committee are to provide suggestion on Board's size and composition, as well as the selecting standards, procedures and candidates for directors and senior management.

 

b. The Board establishes the Board Diversity Policy which stipulates that the members of the Board shall be nominated and appointed based on the skills and experience for the overall optimum operation of the Board, while taking into account the targets and requirements of the board diversity. When deciding the composition of the Board, Sinopec Corp. shall consider several factors in relation to the diversity of the Board, including but not limited to profession experience, skills, knowledge, length of service, regions, cultural and educational backgrounds, gender and age.

 

c. The members of the Nomination Committee can engage professions when performing its duties. Reasonable costs arising from such consultations are borne by Sinopec Corp. In the meantime, the Nomination Committee has also appointed consultants member and can require such member to provide advice. The working expenses of the Remuneration Committee are included in the budget of Sinopec Corp.

 

d. during the reporting period, the Nomination Committee held two meetings (please refer to "Meetings held by the special committees of the Board" under the section "Report of the Board of Directors" in this annual report). The review opinions were issued at each meeting and submitted to the Board.

 

A.6 Responsibility of Directors

a. All Non-executive Directors have the same duties and powers as the Executive Directors. In addition, the Independent Non-executive Directors are entitled to certain specific powers. The Articles of Association and the Rules of Procedure of Board Meetings clearly prescribe the duties and powers of Directors, Non-executive Directors including Independent Non-executive Directors, which are published on the Sinopec Corp.'s website at http://www.sinopec.com/listco/.

 

b. Each of the Directors was able to devote sufficient time and efforts to handling the matters of Sinopec Corp.

 

c. Each of the Directors confirmed that he has complied with the Model Code for Securities and Transactions by Directors of Listed Companies during the reporting period. In addition, Sinopec Corp. formulated the Rules Governing Shares Held by Company Directors, Supervisors and Senior Managers and Changes in Shares and the Model Code of Securities Transactions by Company Employees to regulate the purchase and sale of Sinopec Corp.'s securities by relevant personnel.

 

d. Sinopec Corp. organised and arranged training sessions for Directors and paid the relevant fees as well as making relevant records. The Directors actively participated in the trainings and paid more attention on continuing professional development program to ensure that their contribution to the Board remains informed and relevant.

 

A.7 Provision of and access to information

a. The agenda and other reference documents for meetings of the Board and Board committees will be distributed prior to the meetings to give each Director sufficient time to review the materials so that Directors can make informed decisions.

 

b. Each Director can obtain all related information in a comprehensive and timely manner. The Secretary to the Board is responsible for organising and preparing the materials for the Board meetings, including preparation of explanations for each proposal to ensure fully understanding by the Directors. The Management is responsible for providing the Directors with necessary information and materials. The Director may require the Management, or require, via the Management, relevant departments to provide necessary information or explanations. The Directors may seek advices from professional consultants when necessary.

 

B Remuneration and Appraisal Committee

a. Remuneration and Appraisal Committee (Remuneration Committee) consists of Independent Non-executive Director Mr. Fan Gang, who serves as the Chairman, and Non-executive Director Mr. Li Yunpeng and Independent Non-executive Director Mr. Ng, Kar Ling Johnny, who serve as the members of the Remuneration Committee. The Remuneration Committee is responsible for reviewing the implementation of the annual remuneration plans for Directors, Supervisors and other senior Management as approved at the general meeting of the shareholders, and report to the Board.

 

b. The Remuneration Committee always consults the Chairman of the Board and the President about the remuneration plans for other Executive Directors. After the Remuneration Committee's review, it is of the view that all the Executive Directors of Sinopec Corp. have fulfilled the duty clauses in their service contracts in 2018.

 

c. The members of the Remuneration Committee can engage independent professionals when performing its duties. Reasonable costs arising from such consultations are borne by Sinopec Corp. In the meantime, the Remuneration Committee has also appointed consultants member and can require such member to provide advices. The working expenses of the Remuneration Committee are included in the budget of Sinopec Corp. According to the policies of Sinopec Corp., the senior Management and relevant departments of Sinopec Corp. must actively cooperate with the Remuneration Committee.

 

d. During the reporting period, the Remuneration Committee held one meeting (please refer to "Meetings held by the special committees of the Board" under the section of "Report of the Board of Directors" in this annual report).

 

C Accountability and Auditing

 

C.1 Financial reporting

a. Directors are responsible for supervising the preparation of accounts for each fiscal period to ensure that the accounts truly and fairly reflect the condition of the business, the performance and the cash flow of the Company during the period. The Board approved the Financial Report for 2018 and warranted that the annual report contained no false representations, no material omissions or misleading statements and jointly and severally accepted full responsibility for the authenticity, accuracy and completeness of the content.

 

b. Sinopec Corp. provides Directors with information about the financial, production and operating data of the Company every month to ensure that the Directors can learn about the latest developments of the Company in a timely manner.

 

c. Sinopec Corp. has adopted an internal control mechanism to ensure that the Management and relevant departments have provided the Board and the Audit Committee with sufficient financial data and related explanations and materials.

 

d. The external auditors of Sinopec Corp. made a statement on their reporting responsibilities in the auditor's report contained in the financial report.

 

C.2 Internal Control and Risk Management

a. Sinopec Corp. has formulated and implemented its internal control and risk management system. The Board as a decision-making body is responsible for evaluating and review the effectiveness of its internal control and risk management. The Board and Audit Committee periodically (at least annually) receive reports of the Company regarding internal control and risk management information from the Management. All major internal control and risk management issues are reported to the Board and Audit Committee. Sinopec Corp. has set up its internal control and risk management department and internal auditing departments, which are equipped with sufficient staff, and these departments periodically (at least twice per year) report to the Audit Committee. The internal control and risk management system of the Company are designed to manage rather than eliminate all the risks of the Company.

 

b. In terms of internal control, Sinopec Corp. adopted the internal control framework prescribed in the internationally accepted Committee of Sponsoring Organisations of the Treadway Commission Report (COSO). Based upon the Articles of Association and the applicable management policies currently in effect, as well as in accordance with relevant domestic and overseas applicable regulations, Sinopec Corp. formulated and continuously improves the Internal Control Manual to achieve internal control of all factors of internal environment, risk assessment, control activities, information and communication, and internal supervision. At the same time, Sinopec Corp. has constantly supervised and evaluated its internal control, and conducted comprehensive and multi-level inspections including regular test, enterprise self-examination and auditing check, and included headquarters, branches and subsidiaries into the scope of internal control evaluation, with an internal control evaluation report being produced. The Board annually reviews the internal control evaluation report. For detailed information about the internal control during the reporting period, please refer to the report on internal control evaluation prepared by Sinopec Corp.

 

Sinopec Corp. has formulated and implemented its information disclosure policy and insider information registration policy. The Company regularly evaluates the policy implementation and makes disclosure in accordance with relevant regulations. Please refer to the website of Sinopec Corp. (http://www.sinopec.com/listco/) for the details of the information disclosure policy.

 

c. In terms of risk management, Sinopec Corp. adopted the enterprise risk management framework provided by COSO, and established its risk management policy and risk management organisation system. The Company annually conducts risk evaluation to identify major and important risks and perform risk management duties. It has designed major and important risks tackling measures combined with its internal control system and periodically monitor their implementation to ensure adequate care, monitor and tackling of major risks.

 

d. Based upon the review and evaluation of internal control and risk management of the reporting period, the Board is of the view that the internal control and risk management of the Company are effective.

 

C.3 Audit Committee

a. The Board has established an Audit Committee. The Audit Committee consists of Independent Non-executive Director Mr. Ng, Kar Ling Johnny, who serves as the Chairman, and Independent Non-executive Director Mr. Tang Min and Independent Non-executive Director Mr. Cai Hongbin, who serve as members. As verified, none of them has served as a partner or a former partner in our current auditing firm.

 

b. During the reporting period, the Audit Committee held six meetings (please refer to the "Meetings held by the special committees of the Board" under the section of "Report of the Board of Directors" in this annual report). The review opinions were issued at each meeting and submitted to the Board. During the reporting period, the Board and the Audit Committee had no disagreement.

 

c. Audit Committee members can engage independent professionals when performing its duties. Reasonable costs arising from such consultations are borne by Sinopec Corp. In the meantime, the Audit Committee has appointed consultants members and can request such member to provide advices. The working expenses of the Audit Committee are included in the budget of Sinopec Corp. In accordance with the policies of Sinopec Corp., the Senior Management and relevant departments of Sinopec Corp. shall actively cooperate with the Audit Committee.

 

d. The Audit Committee has reviewed the adequacy and sufficiency of the resources for accounting and financial reporting and the qualifications and experience of the relevant employees as well as the sufficiency of the training courses provided to relevant employees. Audit Committee is of the view that the Management has fulfilled the duties to establish an effective internal control system. The Company established a whistle-blowing policy in its internal control system, providing several channels as online reporting, letter reporting, receipt of appeals and a complaint mailbox, etc. to employees to report behavior that violates the internal control system of the Company. The Audit Committee has reviewed and approved such policy.

 

D Delegation of power by the Board

a. The Board and the Management have clear duties and responsibilities in written rules. The Articles of Association and the Rules of Procedure for the General Meetings of Shareholders and the Rules of Procedure of the Board Meetings clearly set forth the scope of duties, powers and delegation of power of the Board and Management, which are published on the website of Sinopec Corp. at http://www.sinopec.com/listco/.

 

b. In addition to the Audit Committee, the Remuneration Committee and Nomination Committee, the Board had established the Strategy Committee and the Social Responsibility Management Committee. The Strategy Committee is responsible for overseeing long-term development strategies and significant investment decisions of the Company. The 7th session Strategy Committee consists of six directors, including Chairman of the Board Mr. Dai Houliang, who serves as Chairman, as well as Executive Director Mr. Ma Yongsheng, Mr. Ling Yiqun, Mr. Liu Zhongyun and Independent Non-executive Directors Mr. Fan Gang and Mr. Cai Hongbin, who serve as members. The Social Responsibility Management is responsible for preparing policies, governance, strategies and plans for social responsibility management of the Company. The Social Responsibility Management Committee consists of three Directors, including Chairman of the Board Mr. Dai Houliang, who serves as Chairman, Independent Non-executive Directors Mr. Tang Min and Mr. Fan Gang, who serve as members.

 

c. Each Board Committee is required to report its decisions and recommendations to the Board and has formulated its terms of references. The terms of reference of the Audit Committee, the Remuneration Committee and the Nomination Committee are published on the website of Sinopec Corp. at http://www.sinopec.com/listco/.

 

E Investor Relations

a. In order to further enhance corporate governance and satisfy business expansion needs of the Company, as approved at the annual general meeting of shareholders for the year 2017, Sinopec Corp. amends the Articles of Association and its appendix Rules and Procedures of Board Meetings. For more details, please refer to the announcement published in the China Securities Journal, the Shanghai Securities News and the Securities Times by Sinopec Corp. as well as the website of Shanghai Stock Exchange on 16 May 2018 and the announcement published on the website of the Hong Kong Stock Exchange on 15 May 2018.

 

b. Sinopec Corp. pays high attention to investor relations. The team led by management conduct road shows every year to answer questions on subjects of concern to investors, such as introduction of the development strategies and the production and business performance of the Company. Sinopec Corp. established a department responsible for communicating with investors. In compliance with regulatory provisions, Sinopec Corp. enhanced communication with investors by holding meetings with institutional investors, setting up an investor hotline and communicating through internet platform.

 

c. During the reporting period, separate resolution was proposed for each substantially separate issue at the general meetings. All resolutions were voted by poll to ensure the interests of all shareholders. Notices of the general meeting were dispatched to shareholders 45 days (excluding the date of the general meeting) in advance.

 

d. The Chairman of the Board hosted the annual general meeting for the year 2017 and the first extraordinary general meeting for the year 2018. Some members of the Board and senior Management attended the meeting and communicated with the investors extensively.

 

e. According to relevant rules of Sinopec Corp., the Secretary to the Board is responsible for establishing an effective communication channel between Sinopec Corp. and its shareholders, for setting up special departments to communicate with the shareholders and for passing the opinions and proposals of the shareholders to the Board and Management in a timely manner. Contact details of Sinopec Corp. can be found on the Investor Center page on Sinopec Corp's website.

 

F Company Secretary

a. The Hong Kong Stock Exchange recognized the Secretary to the Board as having the relevant qualifications as company Secretary. Nominated by the Chairman of the Board and appointed by the Board, the Secretary to the Board is a Senior Management Officer of Sinopec Corp. and responsible for the Company and the Board. The Secretary gives opinions on corporate governance to the Board and arranges orientation training and professional development for the Directors.

 

b. During the reporting period, the Secretary to the Board actively participated in career development training with more than 15 training hours.

 

G Shareholders' rights

a. Shareholders who individually or collectively hold 10% of the total voting shares of Sinopec Corp. may request the Board in writing to convene the general meeting of shareholders. If the Board fails to approve the request to convene the meeting according to the Rules of Procedure for General Meetings of Shareholders, the shareholders may convene and hold the meeting at their discretion according to applicable laws, and reasonable expenses incurred will be borne by Sinopec Corp. These provisions are subject to the following conditions: the proposals at the general meeting of shareholders must fall within the responsibilities of the general meeting of shareholders, with specific proposals and resolutions and in compliance with relevant laws, administrative regulations and the Articles of Association.

 

b. When Sinopec Corp. holds the general meeting of shareholders, shareholders who individually or collectively hold 3% of the total voting shares of Sinopec Corp. may propose a supplemental proposal 10 days before the date of the general meeting.

 

c. The eligibility for attending the general meeting, the rights of shareholders, the proposals at the meeting and the voting procedures are clearly stated in the notice of the general meeting of Sinopec Corp. dispatched to the shareholders.

 

d. Sinopec Corp. established special organisation in charge of communication with shareholders and published relevant contact details to facilitate shareholders to make enquiries pursuant to Articles of Association.

 

(2) Auditors

The appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers as Sinopec Corp.'s external auditors for 2018 and the authorisation of the Board to determine their remuneration were approved at Sinopec Corp.'s annual general meeting for the year 2017 on 15 May 2018. The audit fee for 2018 is RMB 47.58 million (including audit fee of internal control), which was approved at the 5th meeting of the seventh session of the Board. The annual financial statements have been audited by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers. The Chinese certified accountants signing the report are Zhao Jianrong and Xu Xia from PricewaterhouseCoopers Zhong Tian LLP.

 

During the reporting period, neither PricewaterhouseCoopers Zhong Tian LLP nor PricewaterhouseCoopers provided any non-audit service to the Company.

 

(3) Other information about Sinopec Corp.'s corporate governance

Except for their working relationships with Sinopec Corp., none of the Directors, Supervisors or other Senior Management has any financial, business or family relationship or any relationship in other material aspects with one another. For information about changes in share capital and shareholdings of substantial shareholders, please refer to page 6 to page 7; for information about meetings of the Board, please refer to page 52; for information about meeting held by Board Committees, please refer to page 54; for information about tenure of non-executive directors, please refer to page 69; for information about equity interests of Directors, Supervisors and other senior Management, please refer to page 45; for information about the biographies and annual remuneration of Directors, Supervisors and other senior Management, please refer to page 64 to page 78.

 

 

REPORT OF THE BOARD OF DIRECTORS

 

The Board is pleased to present the directors' report for the year ended 31 December 2018 for shareholders' review.

 

1 MEETINGS OF THE BOARD

During this reporting period, Sinopec Corp. held seven (7) Board meetings. The details are as follows:

 

(1) The 16th meeting of the sixth session of the Board was held by written resolution on 8 February 2018, whereby the proposals in relation to the appointment of senior management of the Company and the revision of the internal control manual (version 2018) were approved at the meeting.

 

(2) The 17th meeting of the sixth session of the Board was held by on site meeting and via video conference on 23 March 2018, whereby the proposals in relation to the following matters were approved: (i) the Work Report of the sixth session of the Board, (ii) the Work Report of the sixth Session of the Senior Management, (iii) Financial results and business performance of the Company for the year 2017(including a. provision for impairment for the year 2017; b. The connected transactions for the year 2017; c. Profit distribution plan for the year 2017; d. Audit costs for the year 2017; e. the report of Risk Assessment for Capital Deposits at Finance Company and Century Bright Company), (iv) 2017 Communication on Progress for Sustainable Development of Sinopec Corp., (v) Financial Statements of Sinopec Corp. for the year 2017, (vi) Annual Report and form 20F of the Company for the year 2017, (vii) Internal control assessment report of Sinopec Corp. for the year 2017, (viii)Re-appointment of external auditors of Sinopec Corp. for the year of 2018 and to authorise the Board to determine their remunerations, (ix) Provision of Guarantee for Zhong An United Coal Chemical Co., Ltd. by Sinopec Corp. (x) the service contracts between Sinopec Corp. and the Directors of the seventh session of the Board (including emolument provisions) and service contracts between Sinopec Corp. and the Supervisors of the seventh session of the Board of Supervisors(including emolument provisions) (xi) the establishment of Board committees (xii) the amendments to the Articles of Association of Sinopec Corp. (xiii) the amendments to the rules and procedures of the Board meetings, (xiv)the re-election of the Board of Directors, (xv) the re-election of the Board of Supervisors, (xvi)to authorise the Board to determine the interim profit distribution plan of Sinopec Corp. for the year 2018, (xvii)authorising the Board to determine the proposed plan for issuance of debt financing instrument(s) (xviii) granting to the Board a general mandate to issue new domestic shares and/or overseas-listed foreign shares of Sinopec Corp., (xix)Convening the annual general meeting of Sinopec Corp. for the year 2017 and to dispatch the notice of the annual general meeting.

 

(3) The 18th meeting of the sixth session of the Board was held by written resolution on 26 April 2018, whereby the proposal in relation to the first quarterly results of the Company for the three months ended 31 March 2018 was approved.

 

(4) The 1st meeting of the seventh session of the Board was held by on site meeting on 15 May 2018, whereby the proposals in relation to the following matters were approved: (i) the election of the Chairman of the seventh session of the Board, (ii) the adjustment of members of the Board Committees including Strategy Committee, Audit Committee, Remuneration Committee,Nomination Committee and Social Responsibility Management Committee, (iii) the appointment of the President of Sinopec Corp., (iv) the appointment of Senior Vice Presidents, Chief Financial Officer and Vice Presidents of Sinopec Corp., (v) the appointment of the Secretary to the Board, the authorised representative of Sinopec Corp. to Hong Kong Stock Exchange and the representative on securities matters. And authorise the Secretary to the Board to handle the above-mentioned matters and to sign relevant documents.

 

(5) The 2nd meeting of the seventh session of the Board was held by written resolution on 10 July 2018, whereby the proposal on the proposed establishment of Sinopec Capital by Sinopec Corp. with China Petrochemical Corporation was approved.

 

(6) The 3rd meeting of the seventh session of the Board was held by on site meeting on 24 August 2018, whereby the proposals in relation to the following matters were approved: (i) the report on the fulfillment of the key targets for the first half of the year 2018 and the work arrangements for the second half of the year 2018, (ii) Financial results and business performance of the Company for the first half of the year 2018 (including a. the 2018 interim dividend distribution plan; b. the report of Risk Assessment for Capital Deposits at Finance Company and Century Bright Company), (iii) the financial statements for the first half of the year 2018, (iv) interim report for the six months ended 30 June 2018, (v) Three years rolling development plan of Sinopec Corp. (2018 to 2020). (vi) to propose to the general meeting for election of the Directors of the Board. (vii) the continuing connected transactions for three years from 2019 to 2021 (viii) to propose to the general meeting for election of the first extraordinary general meeting of Sinopec Corp. for the year 2018 and to dispatch the notice of the meeting.

 

(7) The 4th meeting of the seventh session of the Board was held by written resolution on 30 October 2018, whereby the proposals in relation to (i) the third quarterly report for three months ended 30 September 2018, (ii) the nomination and appointment of the President of Sinopec Corp., (iii) the appointment of Senior Vice Presidents of Sinopec Corp. were approved.

 

For details of each meeting, please refer to the announcements published in China Securities Journal, Shanghai Securities News and Securities Times on the next working day after each meeting and on the websites of Shanghai Stock Exchange, Hong Kong Stock Exchange and Sinopec Corp.

 

2 IMPLEMENTATION OF RESOLUTIONS APPROVED AT THE GENERAL MEETINGS OF SHAREHOLDERS BY THE BOARD

During this reporting period, in accordance with relevant laws and regulations as well as the Articles of Association, all members of the Board diligently implemented the resolutions approved at the general meetings of Sinopec Corp., and have completed all the tasks delegated to them at the general meetings.

 

3 DIRECTORS' ATTENDANCE TO THE BOARD MEETINGS AND TO THE GENERAL MEETINGS.

 

(1) The Directors' attendance to the sixth session of the Board Meetings and the General Meeting.

 

Director Titles

Names

Board Meetings

General Meetings.

No. of

Actual

Attended By

Attended

Absent

No. of

Actual

meeting held

Attendance

communication

by proxy

meeting held

Attendance

Vice Chairman

Dai Houliang

3

1

2

0

0

1

1

Director

Li Yunpeng

3

1

2

0

0

1

1

Director

Wang Zhigang

0

0

0

0

0

0

0

Director

Zhang Haichao

0

0

0

0

0

0

0

Director

Jiao Fangzheng

3

0

2

1

0

1

1

Director

Ma Yongsheng

3

0

2

1

0

1

0

Independent Director

Jiang Xiaoming

3

1

2

0

0

1

0

Independent Director

Andrew Y. Yan

3

1

2

0

0

1

0

Independent Director

Tang Min

3

1

2

0

0

1

1

Independent Director

Fan Gang

3

0

2

1

0

1

0

 

(2) The Directors' attendance to the seventh session of the Board Meeting and the General Meeting.

 

Director Titles

Names

Board Meetings

General Meetings.

No. of

Actual

Attended By

Attended

Absent

No. of

Actual

meeting held

Attendance

communication

by proxy

meeting held

Attendance

Chairman

Dai Houliang

4

2

2

0

0

1

1

Director

Li Yunpeng

4

2

2

0

0

1

0

Director

Yu Baocai

1

0

1

0

0

0

0

Director

Jiao Fangzheng

1

1

0

0

0

0

0

Director

Ma Yongsheng

4

0

2

2

0

1

0

Director

Ling Yiqun

4

1

2

1

0

1

1

Director

Liu Zhongyun

4

1

2

1

0

1

0

Director

Li Yong

4

1

2

1

0

1

1

Independent Director

Tang Min

4

1

2

1

0

1

1

Independent Director

Fan Gang

4

2

2

0

0

1

0

Independent Director

Cai Hongbin

4

1

2

1

0

1

0

Independent Director

Ng, Kar Ling Johnny

4

2

2

0

0

1

0

 

1. No directors were absent from two consecutive Board meetings.

2. Mr Wang Zhigang, Mr. Zhang Haichao resigned as directors of the Board on 29 January 2018.

3. Mr. Jiao Fangzheng resigned as director of the Board on 7 June 2018.

4. Independent Director Mr. Jiang Xiaoming, Mr. Andrew Y. Yan have not been directors of the board since 15 May 2018.

5. Pursuant to the Hong Kong Listing Rules, attended by proxy was not counted as attendance by the director himself.

 

4 MEETINGS HELD BY THE BOARD COMMITTEES

During the reporting period, the Audit Committee held six (6) meetings. Strategy Committee held two (2) meetings, the Remuneration Committee held one (1) meeting, the Social Responsibility Management Committee held one (1) meeting, and the Nomination Committee held two (2) meetings. All members of each committee had attended the relevant meetings. Details of those meetings are as follows:

 

(1) The 11th meeting of the sixth session of the Audit Committee was held by written resolutions on 8 February 2018, whereby the proposal in relation to the revision of the internal control manual (version 2018) was approved at the meeting.

 

(2) The 12th meeting of the sixth session of the Audit Committee was held by on site meeting on 21 March 2018, whereby the following matters were approved at the meeting: (i) Financial results, business performance and other related matters of the Company for the year 2017 (including a. provision for impairment for the year 2017; b. the connected transactions for the year 2017; c. profit distribution plan for the year 2017; d. audit costs for the year 2017; e. the report of Risk Assessment for Capital Deposits at Finance Company and Century Bright Company), (ii) Annual Report and 20F for the year 2017; (iii) Financial Statements of Sinopec Corp. for the year 2017; (iv) Internal control assessment report of the Company for the year 2017; (v) Work report on the internal auditing for the year 2017. Reports on the auditing work of the financial statements for the year 2017 prepared by the domestic and overseas auditors were also reviewed at the meeting.

 

(3) The 13th meeting of the sixth session of Audit Committee was held by written resolution on 26 April 2018, whereby the first quarterly report for three months ended 31 March 2018 was approved at the meeting.

 

(4) The 1st meeting of the seventh session of Audit Committee was held by written resolution on 10 July 2018, whereby the proposal in relation to the the proposed establishment of Sinopec Capital by Sinopec Corp. with China Petrochemical Corporation was approved.

 

(5) The 2nd meeting of the seventh session of Audit Committee was held by on site meeting on 22 August 2018, whereby (i) Financial statements for the first half year of 2018; (ii)Interim report for the first half year of 2018; (iii) Business performance and financial results of the first half year of 2018; (iv) Reports on internal auditing work for the first half year of 2018;. (v) the continuing connected transactions for three years from 2019 to 2021 were approved at the meeting.

 

(6) The 3rd meeting of the seventh session of the Audit Committee was held by written resolution on 29 October 2018, whereby the third quarterly report for three months ended 30 September 2018 was approved at the meeting.

 

(7) The 5th meeting of the sixth session of the Strategy Committee was held by written resolution on 21 March 2018, whereby the proposal in relation to the proposed 2018 investments plan was approved at the meeting.

 

(8) The 1st meeting of the seventh session of the Strategy Committee was held by written resolution on 22 August 2018, whereby the proposal in relation to three years rolling development plan of Sinopec Corp. (2018-2020) was approved at the meeting.

 

(9) The 3rd meeting of the sixth session of the Remuneration Committee was held by written resolution on 21 March 2018, whereby the proposals in relation to implementation of the remuneration rules for directors, supervisors and other senior management for 2017 and the report of the remuneration for directors of the seventh session of the Board and for supervisors of the seventh session of the Board of Supervisors were reviewed and approved at the meeting.

 

(10) The 3rd meeting of the sixth session of the Social Responsibility Management Committee was held by written resolution on 21 March 2018, whereby the 2017 Communication on Progress for the Sustainable Development of Sinopec Corp. was approved at the meeting.

 

(11) The 1st meeting of the seventh session of the Remuneration Committee was held by written resolution on 22 August 2018, whereby the proposal in relation to the election of the directors of the Board for general meeting's approval was approved.

 

(12) The 2nd meeting of the seventh session of the Remuneration Committee was held by written resolution on 29 October 2018, whereby the proposals in relation to the appointment of the President and Senior Vice Presidents of Sinopec Corp. were approved.

 

5 BOARD COMMITTEES HAVE ISSUED REVIEW OPINIONS WITHOUT ANY OBJECTION TO THE BOARD WHEN PERFORMING THEIR DUTIES DURING THE REPORT PERIOD.

 

6 BUSINESS PERFORMANCE

The financial results of the Company for the year ended 31 December 2018, which is prepared in accordance with IFRS and the financial position as at that date and the accompanying analysis are set out from page 152 to page 211 in this annual report. The Company's business review, discussions and analysis on business performance using financial key performance indicators and the material factors underlying our results and financial position during the reporting period, particulars of significant events affecting the Company and the prospects of the Company's business are disclosed in this annual report under the relevant sections of Chairman's Address, Business Review and Prospects, Management's Discussion and Analysis and Significant Events. All the sections above constitute parts of this Report of the Board of Directors.

 

7 DIVIDEND

The profit distribution policy of Sinopec Corp. maintains consistency and steadiness, and considers the long-term interests of the Company, overall interests of all the shareholders and the sustainable development of the Company. Sinopec Corp. gives priority to adopting cash dividends for profit distribution, and is able to deliver an interim profit distribution. When the net profits and retained earnings of the Company are positive in current year, and in the event that the cash flow of Sinopec Corp. can satisfy the normal operation and sustainable development, Sinopec Corp. should adopt cash dividends, and the distribution profits in cash every year are no less than 30% of the net profits of the Company realised during the corresponding year.

 

The profit distribution plan of Sinopec Corp. for the corresponding year will be carried out in accordance with the policy and procedures stipulated in the Articles of Association, with the advice of minority shareholders being heard and considered. Meanwhile, the independent directors will issue independent opinions.

 

Proposals for dividend distribution

At the 5th meeting of the seventh session of the Board, the Board approved the proposal to distribute a final cash dividend of RMB 0.26 (tax inclusive) per share, combining with an interim distributed dividend of RMB 0.16 (tax inclusive) per share, the total dividend for the whole year is RMB 0.42 (tax included) per share.

 

The final cash dividend will be distributed on or before 21 June 2019 (Friday) to all shareholders whose names appear on the register of members of Sinopec Corp. on the record date of 10 June 2019 (Monday). In order to qualify for the final dividend for H shares, the holders of H shares must lodge all share certificates accompanied by the transfer documents with Hong Kong Registrars Limited located at 1712-1716 17th Floor Hopewell Centre, 183 Queen's Road East, Wan Chai Hong Kong before 4:30 p.m. on 3 June 2019 (Monday) for registration. The H shares register of members of Sinopec Corp. will be closed from 4 June 2019 (Tuesday) to 10 June 2019 (Monday) (both dates inclusive).

 

The dividend will be denominated and declared in RMB, and distributed to the domestic shareholders and investors participating in the Shanghai-Hong Kong Stock Connect Program in RMB and to the overseas shareholders in Hong Kong Dollar. The exchange rate for the dividend calculation in Hong Kong Dollar is based on the average benchmark exchange rate of RMB against Hong Kong Dollar as published by the People's Bank of China one week preceding the date of the declaration of such dividend.

 

In accordance with the Enterprise Income Tax Law of the People's Republic of China which came into effect on 1 January 2008 and its implementation regulations, Sinopec Corp. is required to withhold and pay enterprise income tax at the rate of 10% on behalf of the non-resident enterprise shareholders whose names appear on the register of members for H Shares of Sinopec Corp. when distributing cash dividends or issuing bonus shares by way of capitalisation from retained earnings. Any H Shares of the Sinopec Corp. which is not registered under the name of an individual shareholder, including those registered under HKSCC Nominees Limited, other nominees, agents or trustees, or other organisations or groups, shall be deemed as shares held by non-resident enterprise shareholders. Therefore, on this basis, enterprise income tax shall be withheld from dividends payable to such shareholders. If holders of H Shares intend to change its shareholder status, please enquire about the relevant procedures with your agents or trustees. Sinopec Corp. will strictly comply with the law or the requirements of the relevant government authority to withhold and pay enterprise income tax on behalf of the relevant shareholders based on the registration of members for H shares of Sinopec Corp. as at the record date.

 

If the individual holders of the H shares who are Hong Kong or Macau residents or residents of the countries which had an agreed tax rate of 10% for the cash dividends or bonus shares by way of capitalisation from retained earnings with China under the relevant tax agreement, Sinopec Corp. should withhold and pay individual income tax on behalf of the relevant shareholders at a rate of 10%. Should the individual holders of the H Shares are residents of the countries which had an agreed tax rate of less than 10% with China under the relevant tax agreement, Sinopec Corp. shall withhold and pay individual income tax on behalf of the relevant shareholders at a rate of 10%. In that case, if the relevant individual holders of the H Shares wish to reclaim the extra amount withheld (Extra Amount) due to the application of 10% tax rate, Sinopec Corp. would apply for the relevant agreed preferential tax treatment provided that the relevant shareholders submit the evidence required by the notice of the tax agreement to the share register of Sinopec Corp. in a timely manner. Sinopec Corp. will assist with the tax refund after the approval of the competent tax authority. Should the individual holders of the H Shares are residents of the countries which had an agreed tax rate of over 10% but less than 20% with China under the tax agreement, Sinopec Corp. shall withhold and pay the individual income tax at the agreed actual rate in accordance with the relevant tax agreement. In the case that the individual holders of the H Shares are residents of the countries which had an agreed tax rate of 20% with China, or which has not entered into any tax agreement with China, or otherwise, Sinopec Corp. shall withhold and pay the individual income tax at a rate of 20%.

 

Pursuant to the Notice on the Tax Policies Related to the Pilot Program of the Shanghai-Hong Kong Stock Connect (關於滬港股票市場交易互聯互通機制試點有關稅收政策的通知) (Caishui [2014] No. 81):

 

For domestic investors investing in the H Shares of Sinopec Corp. through Shanghai-Hong Kong Stock Connect Program, the company shall withhold and pay income tax at the rate of 20% on behalf of individual investors and securities investment funds. The company will not withhold or pay the income tax of dividends for domestic enterprise investors and those domestic enterprise investors shall report and pay the relevant tax by themselves.

 

For investors of the Hong Kong Stock Exchange (including enterprises and individuals) investing in the A Shares of Sinopec Corp. through Shanghai-Hong Kong Stock Connect Program, the Company will withhold and pay income taxes at the rate of 10% on behalf of those investors and will report to the tax authorities for the withholding. For investors who are tax residents of other countries, whose country of domicile is a country having entered into a tax treaty with the PRC stipulating a dividend tax rate of lower than 10%, the enterprises and individuals may, or may entrust a withholding agent to, apply to the competent tax authorities for the entitlement of the rate under such tax treaty. Upon approval by the tax authorities, the amount paid in excess of the tax payable based on the tax rate according to such tax treaty will be refunded.

 

The dividend distribution and bonus shares declared by Sinopec Corp. in the past three years are as follows:

 

2018

2017

2016

Cash dividends (RMB/Share, tax inclusive)

0.42

0.50

0.249

Total amount of cash dividends (RMB billion, tax inclusive)

50.85

60.54

30.15

Net profits attributed to the shareholders of the listed company shown in the

 consolidated statement for the dividend year (RMB billion)

61.618

51.12

46.42

Ratio between the dividends and the net profit attributed to the shareholders of the

 listed company in the consolidated statement (%)

82.52

118.42

64.95

 

Note: The final cash dividend for 2018 is subject to the approval at the 2018 annual general meeting.

 

The aggregate cash dividend declared by Sinopec Corp. during three years from 2016 to 2018 is RMB 1.169 per share, and the total dividend payment from 2016 to 2018 as a percentage of average net profit in the three years is 266.8%.

 

8 RESPONSIBILITIES FOR THE COMPANY'S INTERNAL CONTROL

The Board is fully responsible for establishing and maintaining the internal control system related to the financial statements as well as ensuring its effective implementation. In 2018, the Board assessed and evaluated the internal control of Sinopec Corp. according to the Basic Standard for Enterprise Internal Control, Application Guidelines for Enterprise Internal Control and Assessment Guidelines for Enterprise Internal Control. There were no material defects in relation to the internal control system as of 31 December 2018. The internal control system of Sinopec Corp. related to the financial statements is sound and effective.

 

2018 Internal Control Assessment Report of Sinopec Corp. was reviewed and approved at the 5th meeting of the seventh Session of the Board on 22 March 2019, and all members of the Board warrant that the contents of the report are true, accurate and complete, and there are no false representations, misleading statements or material omissions contained in the report.

 

9 DURING THIS REPORTING PERIOD, THE IMPLEMTATION OF ENVIRONMENTAL POLICIES BY THE COMPANY

The Company did not violate any environmental policy during the reporting period. Details with regard to the Company's performance in relation to environmental and social-related policies and performances are provided in the Chairman's Address and Business Review and Prospects in this annual report as well as the 2018 Communication on Progress for the Sustainable Development of Sinopec Corp. Those disclosures in relation to the environmental policies constitute part of the Report of the Board of Directors.

 

10 DURING THIS REPORTING PERIOD, THE COMPANY DID NOT VIOLATE LAWS OR REGULATIONS WHICH HAVE A MATERIAL IMPACT ON THE COMPANY

 

11 MAJOR SUPPLIERS AND CUSTOMERS

During this reporting period, the total value of the purchasing from the top five crude oil suppliers of the Company accounted for 46.6% of the total value of the crude oil purchasing by the Company, of which the total value of the purchasing from the largest supplier accounted for 14.8% of the total value of the crude oil purchasing by the Company.

 

The total sales value to the five largest customers of the Company in 2018 was RMB 231,305 million, accounted for 8% of the total sales value of the Company, of which the sales value to the connected party (Sinopec group) among the five largest customers was RMB 92,475 million, accounted for 3.2% of the total sales value for the year.

 

During the reporting period, other than disclosed above, all the top five crude oil suppliers and the other four largest customers of the Company were independent third parties. There were no supplier, customer, employee or others that have a significant impact on the Company and on which the Company's success depends.

 

12 BANK LOANS AND OTHER BORROWINGS

Details of bank loans and other borrowings of the Company as of 31 December 2018 are set out in Note 29 to the financial statements prepared in accordance with IFRS in this annual report.

 

13 FIXED ASSETS

During this reporting period, changes to the fixed assets of the Company are set out in Note 16 to the financial statements prepared in accordance with IFRS in this annual report.

 

14 RESERVES

During this reporting period, the changes to the reserves of the Company are set out in the consolidated statement of changes in shareholders' equity in the financial statements prepared in accordance with IFRS in this annual report.

 

15 DONATIONS

During this reporting period, the amount of charity donations made by the Company amounted to RMB 0.18 billion.

 

16 PRE-EMPTIVE RIGHTS

Pursuant to the Articles of Association and the laws of the PRC, the shareholders of Sinopec Corp. are not entitled to any pre-emptive rights. Therefore the existing shareholders cannot request Sinopec Corp. for the right of first refusal in proportion to their shareholdings.

 

17 REPURCHASE, SALES AND REDEMPTION OF SHARES

During this reporting period, neither Sinopec Corp. nor any of its subsidiaries repurchased, sold or redeemed any listed shares of Sinopec Corp. or its subsidiaries.

 

18 DIRECTORS' INTERESTS IN COMPETING BUSINESS

For details for the positions held by the directors of Sinopec Corp. in the Sinopec Group during the reporting period, please refer to the section "Directors, Supervisors, Senior Management and Employees" of this annual report.

 

19 DIRECTORS' INTERESTS IN CONTRACTS

No director had a material interest, either directly or indirectly, in any contract of significance to the business of the Company to which Sinopec Corp. or any of its holding companies, subsidiaries or fellow subsidiaries was a party during the reporting period.

 

20 MANAGEMENT CONTRACTS

No contracts concerning management or administration of the whole or any substantial part of the business of the Company were entered into or existed during the reporting period.

 

21 PERMITTED INDEMNITY PROVISIONS

During the reporting period, Sinopec Corp. has purchased liability insurance for all directors to minimise their risks arising from the performance of their duties. The permitted indemnity provisions are stipulated in such directors liability insurance in respect of the liabilities and costs associated with the potential legal proceedings that may be brought against such directors.

 

22 EQUITY-LINKED AGREEMENTS

 

As of 31 December 2018, the Company has not entered into any equity-linked agreement.

 

23 OIL & GAS RESERVE APPRAISAL PRINCIPLES

We manage our reserves estimation through a two-tier management system. Our Oil and Natural Gas Reserves Management Committee, or RMC, at the headquarters level oversees the overall reserves estimation process including organisation, coordination, monitoring and major decision-making, and reviews the reserves estimation of our Company. Each of our branches has a reserves management committee that manages and coordinates the reserves estimation, organises the estimation process and reviews the reserve estimation report at the branch level.

 

Our RMC is led by President of our Company, related departments of headquarter, Petroleum Exploration and Production Research Institute of Sinopec (PEPRIS) and senior managers of oilfield branches. Mr. Ma Yongsheng, the chairman of RMC is President of Sinopec Corp., an academician of the Chinese academy of Engineering with over 30 years of experience in oil and gas industry. A majority of our RMC members hold Ph.D. or master's degrees, and our members have an average of 20 years of technical experience in relevant professional fields, such as geology, engineering and economics.

 

Our reserves estimates are guided by procedural manuals and technical guidance formulated by the company. A number of working divisions at the production bureau level, including the exploration, development and financial divisions are responsible for initial collection and compilation of information about reserves. Experts from exploration, development and economic divisions prepare the initial report on the reserves estimate which is then reviewed by the RMC at the subsidiary level to ensure the qualitative and quantitative compliance with technical guidance as well as its accuracy and reasonableness. We also engage outside consultants to assist in our compliance with the rules and regulations of the U.S. Securities and Exchange Commission. Our reserves estimation process is further facilitated by a specialised reserves database, which is improved and updated periodically.

 

24 CORE COMPETITIVENESS ANALYSIS

The Company is a large scale integrated energy and petrochemical company with upstream, mid-stream and downstream operations. The Company is a large scaled oil and gas producer in China; in respect of refining capacity, it ranks first in China; equipped with a well-developed refined oil products sales network, the Company is the largest supplier of refined oil products in China; and in terms of ethylene production capacity, the Company rank first in China, and has a well-established marketing network for chemical products.

 

The integrated business structure of the Company carries strong advantages in synergy among its various business segments, enabling the Company to continuously tap onto potentials in attaining an efficient and comprehensive utilisation of its resources, and endowed the Company with strong resistance against risks, as well as remarkable capabilities in sustaining profitability.

 

The Company enjoys a favourable positioning with its operations located close to the consumer markets. Along with the steady growth in the Chinese economy, sales volume of both oil products and chemical products of the Company has been increasing steadily over the years; through continuous and specialised marketing efforts, the Company's capability in international operations and market expansion has been further enhanced.

 

The Company owns a team of professionals and expertise engaged in the production of oil and gas, operation of refineries and chemical plants, as well as marketing activities. The Company applies outstanding fine management measures with its remarkable capabilities in management of operations, and enjoys a favourable operational cost advantage in its downstream businesses.

 

The Company has formulated a well-established technology system and mechanism, and owns competent teams specialised in R&D covering a wide range of subjects; the four platforms for technology advancement is taking shape, which includes exploration and development of oil and gas, refining, petrochemicals and strategic emerging technology. With its overall technologies reaching state of the art level in the global arena, and some of them taking the lead globally, the Company enjoys a strong technical.

 

The Company always attaches great importance to fulfilling social responsibilities, and carries out the green and low carbon development strategy to pursue a sustainable development. Moreover, the Company enjoys an outstanding "Sinopec" brand name, plays an important role in the national economy and is a renowned and reputable company in China.

 

25 RISK FACTORS

In the course of its production and operations, the Company will actively take various measures to circumvent operational risks. However, in practice, it may not be possible to prevent the occurrence of all risks and uncertainties described below.

 

Risks with regard to the variations from macroeconomic situation: The business results of the Company are closely related to China's and global economic situation. The development of Chinese economy has entered New Normal. Although various countries have adopted different kinds of macroeconomic policies to eliminate negative effects caused by lower growth of global economy, the turnaround of economic recovery still remains uncertain. The Company's business could also be adversely affected by other factors such as the impact on export due to trade protectionism from certain countries, impact on import which is likely caused by regional trade agreements, and negative impact on the investment of overseas oil and gas exploration and development and refining and chemical storage projects which results from the uncertainty of geopolitics, international crude oil price and etc.

 

Risks with regard to the cyclical effects from the industry: The majority of the Company's operating income comes from the sales of refined oil products and petrochemical products, and part of those businesses and their related products are cyclic and are sensitive to macro-economy, cyclic changes of regional and global economy, the changes of the production capacity and output, demand of consumers, prices and supply of the raw materials, as well as prices and supply of the alternative products etc. Although the Company is an integrated company with upstream, midstream and downstream operations, it can only counteract the adverse influences of industry cycle to some extent.

 

Risks from the macroeconomic policies and government regulation: Although the Chinese government is gradually liberalizing the market entry regulations on petroleum and petrochemicals sector, the petroleum and petrochemical industries in China are still subject to entry regulations to a certain degree, which include: issuing licenses in relation to exploration and development of crude oil and natural gas, issuing business licenses for trading crude oil and refined oil, setting caps for retail prices of gasoline, diesel and other oil products, the imposing of the special oil income levy, formulation of refined oil import and export quotas and procedures, formulation of safety, quality and environmental protection standards and formulation of energy conservation policies. In addition, the changes which have occurred or might occur in macroeconomic and industry policies such as the opening up of crude oil import licenses and the right of tenure, and further improvement in pricing mechanism of refined oil products, gas stations investment are fully opened overseas, reforming and improvement in pricing mechanism of natural gas, cost supervision of gas pipeline and access to third party, and reforming in resource tax and environmental tax, will cause effects on our business operations. Such changes might further intensify market competition and have certain effect on the operations and profitability of the Company.

 

Risks with regard to the changes from environmental legislation requirements: Our production activities generate waste liquids, gases and solids. The Company has built up the supporting effluent treatment systems to prevent and reduce the pollution to the environment. However, the relevant government authorities may issue and implement much stricter environmental protection laws and regulations, adopt much stricter environment protection standards. Under such situations, the Company may increase expenses in relation to the environment protection accordingly.

 

Risks from the uncertainties of obtaining additional oil and gas resources: The future sustainable development of the Company is partly dependent to a certain extent on our abilities in continuously discovering or acquiring additional oil and natural gas resources. To obtain additional oil and natural gas resources, the Company faces some inherent risks associated with exploration and development and/or with acquisition activities, and the Company has to invest a large amount of money with no guarantee of certainty. If the Company fails to acquire additional resources through further exploration, development and acquisition to increase the reserves of crude oil and natural gas, the oil and natural gas reserves and production of the Company may decline over time which may adversely affect the Company's financial situation and operation performance.

 

Risks with regard to the external purchase of crude oil: A significant amount of crude oil as needed by the Company is satisfied through external purchases. In recent years, especially influenced by the mismatch between supply and demand of crude oil, geopolitics, global economic growth and other factors, the prices of crude oil fluctuate sharply. Additionally, the supply of crude oil may even be interrupted due to some extreme major incidents in certain regions. Although the Company has taken flexible countermeasures, it may not fully avoid risks associated with any significant fluctuation of international crude oil prices and sudden disruption of supply of crude oil from certain regions.

 

Risks with regard to the operation and natural disasters: The process of petroleum chemical production is exposed to the high risks of inflammation, explosion and environmental pollution and is vulnerable to extreme natural disasters. Such contingencies may cause serious impacts to the society, major financial losses to the Company and grievous injuries to people. The Company has always been paying great emphasis on the safety production, and has implemented a strict HSSE management system as an effort to avoid such risks as far as possible. Meanwhile, the main assets and inventories of the Company as well as the possibility of damage to a third party have been insured. However, such measures may not shield the Company from financial losses or adverse impact resulting from such contingencies.

 

Investment risks: Petroleum and chemical sector is a capital intensive industry. Although the Company has adopted a prudent investment strategy, and as required by the new procedure and management of investment decision-making issued in 2017, conducted rigorous feasibility study on each investment project, which consists of special verifications in raw material market, technical scheme, profitability, safety and environmental protection, legal compliance, etc., certain investment risks will still exist and expected returns may not be achieved due to major changes in factors such as market environment, prices of equipment and raw materials, and construction period during the implementation of the projects.

 

Risks with regard to overseas business development and management: The Company engages in oil and gas exploration, refining and chemical, warehouse logistics and international trading businesses in some regions outside China. The Company's overseas businesses and assets are subject to the jurisdiction of the host country's laws and regulations. In light of the complicated factors such as imbalance of global economy, competitiveness of industry and trade structure, exclusiveness of regional trading blocs, polarisation of benefits distribution in trade, and politicisation of economic and trade issues, including sanctions, barriers to entry, instability in the financial and taxation policies, contract defaults, tax dispute, the Company's risks with regard to overseas business development and management could be increased.

 

Currency risks: At present, China implements an administered floating exchange rate regime based on market supply and demand which is regulated with reference to a basket of currencies in terms of the exchange rate of Renminbi. As the Company purchases a significant portion of crude oil in foreign currency which is based on US dollar-denominated prices, the realized price of crude oil is based on international oil price. Despite the fact that, the price of the domestic refined oil products will change as the exchange rate of the Renminbi changes according to the pricing mechanism for the domestic refined oil products, and the price of other domestic petrochemical products will also be influenced by the price of the imported products, which to a large extent, smooths the impact of the Renminbi exchange rate on the processing and sales of the Company's crude oil refined products. However, the fluctuation of the Renminbi exchange rate will still have an effect on the income of the upstream sector.

 

Cyber-security risks: the Company has a well- established network safety system, information infrastructure and operation system, and network safety information platform, devotes significant resources to protecting our digital infrastructure and data against cyber-attacks, if our systems against cyber-security risk prove to be ineffective, we could be adversely affected by, among other things, disruptions to our business operations, and loss of proprietary information, including intellectual property, financial information and employer and customer data, injury to people, property, environment and reputation. As cyber-security attacks continue to evolve, we may be required to expend additional resources to enhance our protective measures against cyber-security breaches.

 

 

 

 

 

 

By Order of the Board

Dai Houliang

Chairman

 

Beijing, China, 22 March 2019

 

 

Report of the Board of Supervisors

 

Dear Shareholders:

 

In 2018, the Board of Supervisors and each supervisor of Sinopec Corp. diligently performed their supervision responsibilities, actively participated in the supervision process of decision making, carefully reviewed and effectively supervised the major decisions of the Company, and endeavored to safeguard the interests of shareholders and the Company in accordance with the PRC Company Law and the Articles of Association of Sinopec Corp.

 

During this reporting period, the Board of Supervisors held five (5) meetings in total, and mainly reviewed and approved the proposals in relation to the Company's periodic report, financial statements, communication on progress for sustainable development, internal control assessment report, working report of the Board of Supervisors and continuing connected transactions etc.

 

On 23 March 2018, the 13th meeting of the sixth session of the Board of Supervisors was held, and the proposals in relation to Annual Report of Sinopec Corp. for 2017, the Financial Statements of Sinopec Corp. for 2017, 2017 Communication on Progress for Sustainable Development of Sinopec Corp., Internal Control Assessment Report of Sinopec Corp. for 2017, Work Report of the Board of Supervisors of Sinopec Corp. for 2017, Work Report of the Sixth Session of the Board of Supervisors of Sinopec Corp., were reviewed and approved at the meeting.

 

On 26 April 2018, the 14th meeting of the sixth session of the Board of Supervisors was held, and the proposal in relation to the First Quarterly Report of Sinopec Corp. for 2018 was reviewed and approved at the meeting.

 

On 15 May 2018, the 1st meeting of the seventh session of the Board of Supervisors was held, and Mr. Zhao Dong was elected as Chairman of the Board of Supervisors of Sinopec Corp.

 

On 24 August 2018, the 2nd meeting of the seventh session of the Board of Supervisors was held, and the Interim Report of Sinopec Corp. for 2018, the Interim Financial Statements of Sinopec Corp. for 2018 and Proposal of Continuing Connected Transactions from 2019 to 2021 were reviewed and approved at the meeting.

 

On 30 October 2018, the 3rd meeting of the seventh session of the Board of Supervisors was held, and the Third Quarterly Report of Sinopec Corp. for 2018 was reviewed and approved at the meeting.

 

In addition, the supervisors attended the general meetings of shareholders and attended meetings of the Board. The Board of Supervisors also organised supervisors to attend the trainings for directors and supervisors of listed companies organised by Beijing Securities Supervisory Bureau under CSRC, which have further improved the Supervisors' capabilities in performing supervisory duties.

 

Through supervision and inspection on the production and operation management as well as financial management conditions, the Board of Supervisors and all the supervisors conclude that under the fluctuation of international crude oil prices and severe operating environment of excessive supply of refined oil products in domestic market in 2018, the Company took advantage of its integrated value chain to accelerate the Company's transformation and focused on improving quality and efficiency; made every effort to expand the market, reinforce its management, strictly control costs, promote the deepening reform, promote transformation and development, all contributing to a hard-won business result. The Board of Supervisors had no objection to the supervised issues during this reporting period.

 

Firstly, the Board and the senior management of Sinopec Corp. performed their responsibilities pursuant to relevant laws and regulations, and implemented efficient management. The Board diligently fulfilled its obligations and exercised its rights under the PRC Company Law and the Articles of Association, and made informed decisions on major issues concerning change in growth mode, structure adjustment, as well as development and profitability. The senior management diligently executed the resolutions approved by the Board, continued to deepen the reform, focus on innovations and compliance operations, intensified refined management and strived to tap potentials and enhance efficiency, optimise business structures, committed to achieving the target of sustaining profit and growth set by the Board. During the reporting period, the Board of Supervisors did not discover any behavior of any director or senior management which violated laws, regulations, or the Articles of Association, or was detrimental to the interests of Sinopec Corp. or its shareholders.

 

Secondly, the reports and financial statements prepared by Sinopec Corp. in 2018 complied with the relevant regulation of domestic and overseas securities regulators, the disclosed information truly, accurately, completely and fairly reflected Sinopec Corp.'s financial results and operation performance. The dividend distribution plan was made after comprehensive consideration of the long-term interests of Sinopec Corp. and the interests of the shareholders. No violation of confidential provisions of persons who prepared and reviewed the report was found.

 

Thirdly, Sinopec Corp.'s internal control system is effective. No material defects of internal control were found. In the meantime, Sinopec Corp. actively fulfilled its social responsibilities and promoted the sustainable development of social economy. Information disclosed in the Communication on Progress for Sustainable Development was in Compliance with requirements made by Shanghai Stock Exchange for listed companies with regard to the publication of social responsibility report.

 

Fourthly, the consideration for the equity investment made by Sinopec Corp. was fair and reasonable, neither insider trading, damage to shareholders' interest nor losses of corporate assets was discovered.

 

Fifthly, all connected transactions between the Company and Sinopec Group were in compliance with the relevant rules and regulations of domestic and overseas listing exchanges. The pricing of all the connected transaction was fair and reasonable. No insider trading or asset loss which is detrimental to the interests of Sinopec Corp. or its shareholders was discovered.

 

In 2019, the Board of Supervisors and each supervisor will continue to follow the principle of due diligence and integrity, earnestly perform the duties of supervision as delegated by the shareholders, strictly review the significant decisions, strengthen the process control and supervision, increase the strength of inspection and supervision on subsidiaries and protect Sinopec Corp.'s benefit and its shareholders' interests.

 

 

 

 

 

Zhao Dong

Chairman of the Board of Supervisors

22 March 2019

 

 

DIRECTORS, SUPERVISORS, SENIOR MANAGEMENT AND EMPLOYEES

 

1 INTRODUCTION OF DIRECTORS, SUPERVISORS AND OTHER SENIOR MANAGEMENT

 

(1) Directors

Dai Houliang, aged 55, Chairman of the Board of Directors of Sinopec Corp. Mr. Dai is a professor level senior engineer with a Ph.D. degree and an academician of the Chinese Academy of Engineering. Mr. Dai is the alternate member of the nineteenth Central Committee of the Communist Party of China. In December 1997, he was appointed as Vice President of Yangzi Petrochemical Corporation; in April 1998, he served as Director and Vice President of Yangzi Petrochemical Co., Ltd.; in July 2002, he served as Vice Chairman of Board of Directors, President of Yangzi Petrochemical Co., Ltd. and Director of Yangzi Petrochemical Corporation; in December 2003, he served as Chairman of Board of Directors and President of Yangzi Petrochemical Co., Ltd. and concurrently as Chairman of Board of Directors of Yangzi Petrochemical Corporation; in December 2004, he served concurrently as Chairman of Board of Directors of BASF-YPC Company Limited; in September 2005, he was appointed as Deputy CFO of Sinopec Corp.; in November 2005, he was appointed as Vice President of Sinopec Corp.; in May 2006, he served as Director, Senior Vice President and CFO of Sinopec Corp.; in June 2008, he served as a member of the Leading Party Member Group of China Petrochemical Corporation; in May 2009, he was elected as Director and appointed as Senior Vice President of Sinopec Corp.; in August 2012, he was appointed concurrently as Chairman of Sinopec Great Wall Energy & Chemical Ltd.; in March 2013, he was appointed concurrently as Chairman of Sinopec Catalyst Ltd.; in May 2016, he was appointed as the President and Deputy Secretary of the Leading Party Member Group of China Petrochemical Corporation and since August 2016, he was elected as the Vice Chairman of the Board; between August 2016 and October 2018, he acted as President of Sinopec Corp.; in July 2018, he was appointed as the Chairman of the Board of Sinopec Petrochemical Corporation; in May 2018, he was appointed as the Chairman of the Board.

 

Li Yunpeng, aged 59, Director of Sinopec Corp. Mr. Li is a senior administration engineer with a master degree in engineering. In January 1998, he was appointed as deputy General Manager of Executive Division of China Ocean Shipping (Group) Company ("COSCO"); in September 1998, he served as Deputy Secretary of Discipline Inspection Committee, Director of Supervision Office and concurrently served as General Manager of Supervision Division of COSCO; in November 1999, he was appointed as General Manager of Human Resource Division of COSCO; and in September 2000, he served as Head of the Party Organisation Department of COSCO; in December 2000, he was appointed as Secretary of Communist Youth League Committee of COSCO; in April 2003, he was appointed as Assistant President of COSCO; in April 2004, he served as a member of the Leading Party Member Group and Team Leader of the Discipline Inspection Group of the Leading Party Member Group of COSCO; in December 2011, he was appointed as Vice President and a member of the Leading Party Member Group of COSCO; in June 2013, he served as President and a member of the Leading Party Member Group of COSCO; in July 2013, he served as Director of COSCO; and in February 2017, Mr. Li was appointed as Deputy Secretary of the Leading Party Member Group and Vice President of China Petrochemical Corporation. In June 2017, he was elected as Director of Sinopec Corp.

 

Yu Baocai, aged 53, Director of Sinopec Corp. Mr. Yu is a senior engineer and master in economics. In September 1999, Mr. Yu was appointed as the Deputy General Manager of Daqing Petrochemical Company; In December 2001, he was appointed as the General Manager and Deputy Secretary of CPC Committee of Daqing Petrochemical Company; In September 2003, he was appointed as the General Manager and Secretary of CPC Committee of Lanzhou Petrochemical Company; In June 2007, he was appointed as the General Manager and Deputy Secretary of CPC Committee of Lanzhou Petrochemical Company and the General Manager of Lanzhou Petroleum & Chemical Company; He had been a member of the Leading Party Member Group and the Deputy General Manager of China National Petroleum Corporation since September 2008 and had been acting concurrently as director of Petrochina Company Limited since May 2011; Since June 2018, he has been a member of the Leading Party Member Group and the Vice President of China Petrochemical Corporation. In August 2018, he was appointed concurrently as Chairman of Sinopec Enginnering (Group) Co., Ltd. In October 2018, Mr. Yu was elected as Director of Sinopec Corp.

 

Ma Yongsheng, aged 57, Director and President of Sinopec Corp. Mr. Ma is a professor level senior engineer with a Ph.D. degree and an academician of the Chinese Academy of Engineering. Mr. Ma is the member of the thirteenth national committee of CPPCC. In April 2002, he was appointed as Chief Geologist of Sinopec Southern Exploration and Production Company; in April 2006, he was appointed as Executive Deputy Manager (in charge of overall management), Chief Geologist of Sinopec Southern Exploration and Production Company; in January 2007, he was appointed as General Manager and Party Secretary of CPC Committee of Sinopec Southern Exploration and Production Company; in March 2007, he served as General Manager and Deputy Party Secretary of CPC Committee of Sinopec Exploration Company; in May 2007, he was appointed as Deputy Commander of Sichuan-East China Gas Pipeline Project Headquarter of Sinopec Corp., General Manager and Deputy Secretary of CPC Committee of Sinopec Exploration Company; in May 2008, he was appointed as Deputy Director General of Exploration and Production Department of Sinopec Corp. (Director General Level) and Deputy Commander of Sichuan-East China Gas Pipeline Project Headquarter; in July 2010, he served as Deputy Chief Geologist of Sinopec Corp.; in August 2013, he was appointed as Chief Geologist of Sinopec Corp.; in December 2015, he served as Vice President of China Petrochemical Corporation and appointed as Senior Vice President of Sinopec Corp.; in February 2016, he was elected as Director of Sinopec Corp.; in January 2017, he was appointed as Member of the Leading Party Member Group of China Petrochemical Corporation; in October 2018, he was appointed as President of Sinopec Corp.

 

Ling Yiqun, aged 56, Director and Senior Vice President of Sinopec Corp. Mr. Ling is a professor level senior engineer with a Ph.D. degree. From 1983, he worked in the refinery of Beijing Yanshan Petrochemical Company and the Refining Department of Beijing Yanshan Petrochemical Company Ltd. In February 2000, he was appointed as the Deputy Director General of Refining Department of Sinopec Corp.; in June 2003, he was appointed as the Director General of Refining Department of Sinopec Corp.; in July 2010, he was appointed as Vice President of Sinopec Corp.; in May 2012, he was appointed concurrently as Executive Director, President and Secretary of CPC Committee of Sinopec Refinery Product Sales Company Limited; in August 2013, he was appointed concurrently as the President of Sinopec Qilu Company; in December 2016, he was elected concurrently as Chairman of Board of Directors of Sinopec Engineering(Group) Co., Ltd.; in March 2017, he was appointed as Vice President of China Petrochemical Corporation and in February 2018, he was appointed as Senior Vice President of Sinopec Corp. In May 2018, he was elected as Director of Sinopec Corp.

 

Liu Zhongyun, aged 55, Director and Senior Vice President of Sinopec Corp. Mr. Liu is a professor level senior engineer with a Ph.D. in engineering. In December 2002, he was appointed as a standing committee member of CPC Committee and Director of the Party Organisation Department of Shengli Petroleum Administration Bureau; in November 2004, he was appointed as Deputy Secretary of CPC Committee of Shengli Petroleum Administration Bureau; in December 2005, he was appointed as Manager of Sinopec Shengli Oilfield Branch; in December 2008, he was appointed as Secretary of CPC Committee of Sinopec International Petroleum Exploration and Production Limited; in July 2010, he was appointed as General Manager of Sinopec Northwest Oilfield Company, Director General of Northwest Petroleum Bureau under China Petrochemical Corporation. Since August 2014, Mr. Liu has acted as Assistant to President and Director General of HR Department of China Petrochemical Corporation, and in May 2015, he was elected as Supervisor of Sinopec Corp.; in March 2017, he was appointed as Vice President of China Petrochemical Corporation; in February 2018, he was appointed as Senior Vice President of Sinopec Corp. In December 2018, he was appointed concurrently as the Chairman of Sinopec Oilfield Service Corporation. In May 2018, Mr. Liu was elected as Director of Sinopec Corp.

 

Li Yong, aged 55, Director of Sinopec Corp. Mr. Li is a senior engineer with a master degree. In April 2003, he was appointed as Deputy General Manager of Tianjin Branch of China National Offshore Oil Corporation (China) Limited; in October 2005, he was appointed as Executive Vice President of China Oilfield Services Limited; in April 2009, he was appointed as President of China Oilfield Services Limited; in September 2010, he was appointed as Chief Executive Officer and President of China Oilfield Services Limited; in July 2012, he was appointed as the Chief Executive Officer, President and Secretary of CPC Committee of China Oilfield Services Limited; in June 2016, he was appointed as Assistant President of China National Offshore Oil Corporation and Executive Vice President of China National Offshore Oil Corporation Limited, as well as Chief Director (General Manager) and Secretary of CPC Committee of China National Offshore Oil Corporation Bohai Petroleum Administration Bureau (China National Offshore Oil Corporation (China) Limited Tianjin Branch); in March 2017, he was appointed as Vice President of China Petrochemical Corporation, and since July 2017, he concurrently served as Vice Chairman of the Board of Directors, President and Secretary of CPC Committee of Sinopec International Petroleum Exploration and Production Corporation, as well as Chairman of Board of Directors and President of Sinopec International Petroleum Exploration and Production Limited. In May 2018, he was elected as Director of Sinopec Corp.

 

Tang Min, aged 65, Independent Director of Sinopec Corp. Mr. Tang has a Ph.D. in economics. He presently acts as Counsellor of the State Council of the PRC and Executive Vice Chairman of YouChange China Social Entrepreneur Foundation, Independent Director of Baoshang Bank Co., Ltd, and Independent Director of China Minmetals Development Co., Ltd. He was an economist and senior economist at the Economic Research Centre of the Asian Development Bank between 1989 and 2000; chief economist at the Representative office of the Asian Development Bank in China between 2000 and 2004; Deputy Representative at the Representative Office of the Asian Development Bank in China between 2004 and 2007 and Deputy Secretary-General of the China Development Research Foundation between 2007 and 2010. In May 2015, he acted as Independent Director of Sinopec Corp.

 

Fan Gang, aged 65, Independent Director of Sinopec Corp. Mr. Fan has a Ph.D. in economics. He presently acts as Vice President of China Society of Economic Reform, Head of the National Economic Research Institution of China Reform Foundation, President of China Development Institute (Shenzhen) and an economics professor at Peking University. He began to work for Chinese Academy of Social Sciences in 1988, and subsequently served as Director of Editorial Department for the Economic Research Journal between 1992 and 1993 and as Deputy Head of the Institute of Economics of Chinese Academy of Social Sciences between 1994 and 1995. In 1996, he was redesignated to work for China Society of Economic Reform, and subsequently founded the National Economic Research Institution. From 2006 to 2010, and between 2015 and 2018, he served as a member of the Monetary Policy Committee of the People's Bank of China. Mr. Fan is recognised as one of the National Young and Middle-Aged Experts with Outstanding Contributions. In May 2015, he acted as Independent Director of Sinopec Corp.

 

Cai Hongbin, aged 51, Independent Director of Sinopec Corp. Mr. Cai is dean of Faculty of Business and Economics and Professor of Economics of the University of Hong Kong. Mr. Cai has a Ph.D. degree in Economics. From 1997 to 2005, Mr. Cai taught at University of California, Los Angeles; since 2005, he served as a professor and Ph.D. supervisor in Applied Economics Department at Guanghua School of Management at Peking University, he once served as Director, Assistant to the Dean and Vice Dean of the Applied Economics Department. From December 2010 to January 2017, he served as the dean of Guanghua School of Management at Peking University. In June 2017, he joined the Faculty of Business and Economics of the University of Hong Kong. Professor Cai Hongbin is a member of the 12th National People's Congress and a member of Beijing Municipal Committee of Chinese People's Political Consultative Conference, serving as member of the eleventh Central Committee of China Democratic League, deputy Chairman of Beijing Municipal Committee of China Democratic League, and a special auditor of the National Audit Office. Mr. Cai once served as external director of China Petrochemical Corporation, independent directors of China Unicom and China Everbright Bank, etc. Mr. Cai currently serves as independent director of CCB International (Holdings) Ltd., Rightway Holdings Co., Ltd. and Beijing Landsky Environmental Technology Co., Ltd., In May 2018, Mr. Cai acted as Independent Director of Sinopec Corp.

 

Ng, Kar Ling Johnny, aged 58, Independent Director of Sinopec Corp. Mr. Ng currently is a practicing certified public accountant in Hong Kong, a practicing auditor and certified public accountant in Macau, a fellow member of the Hong Kong Institute of Certified Public Accountants (FCPA), a fellow member of the Association of Chartered Certified Accountant (FCCA), and a member of the Institute of Chartered Accountants in England and Wales (AICAEW). Mr. Ng obtained a Bachelor's degree and a Master's degree in Business Administration from the Chinese University of Hong Kong in 1984 and 1999, respectively. Mr. Ng joined KPMG (Hong Kong) in 1984 and became a Partner in 1996. He acted as a Managing Partner from June 2000 to September 2015 and the Vice Chairman of KPMG (China) from October 2015 to March 2016. Mr. Ng currently serves as Independent Non-executive Director and Chairman of the audit committee of China Vanke Co., Ltd. In May 2018, Mr. Ng acted as Independent Director of Sinopec Corp.

 

List of Members of the Board

 

Remuneration

paid by

Whether

in 2018

paid by

Equity interests in Sinopec Corp.

Position in

(RMB 1,000,

the holding

(as at 31 December)

Name

Gender

Age

Sinopec Corp.

Tenure

before tax)

Company

2018

2017

Dai Houliang

Male

55

Chairman

2009.05-2021.05

467.8

No

0

0

Li Yunpeng

Male

59

Board Director

2017.06-2021.05

-

Yes

0

0

Yu Baocai

Male

53

Board Director

2018.10-2021.05

-

Yes

0

0

Ma Yongsheng

 

Male

 

57

 

Board Director,

President

2016.02-2021.05

 

394.6

 

No

 

0

 

0

 

Ling Yiqun

 

Male

 

56

 

Board Director,

Senior Vice President

2018.05-2021.05

 

-

 

Yes

 

13,000

 

13,000

 

Liu Zhongyun

 

Male

 

55

 

Board Director,

Senior Vice President

2018.05-2021.05

 

-

 

Yes

 

0

 

0

 

Li Yong

Male

55

Board Director

2018.05-2021.05

-

Yes

0

0

Tang Min

Male

65

Independent Director

2015.05-2021.05

333.3

No

0

0

Fan Gang

Male

65

Independent Director

2015.05-2021.05

333.3

No

0

0

Cai Hongbin

Male

51

Independent Director

2018.05-2021.05

233.3

No

0

0

Ng, Kar Ling Johnny

Male

58

Independent Director

2018.05-2021.05

233.3

No

0

0

 

Remuneration

paid by

Whether

in 2018

paid by

Equity interests in Sinopec Corp.

Position in

(RMB 1,000,

the holding

(as at 31 December)

Name

Gender

Age

Sinopec Corp.

Tenure

before tax)

Company

2018

2017

Wang Zhigang

 

Male

 

61

 

Former Director and

Senior Vice President

2006.05-2018.01

 

48.29

 

No

 

0

 

0

 

Zhang Haichao

 

Male

 

61

 

Former Director and

Senior Vice President

2015.05-2018.01

 

-

 

Yes

 

0

 

0

 

Jiao Fangzheng

 

Male

 

56

 

Former Director and

Senior Vice President

2015.05-2018.06

 

-

 

Yes

 

0

 

0

 

Jiang Xiaoming

 

Male

 

65

 

Former Independent

Director

2012.05-2018.05

 

12.50

 

No

 

0

 

0

 

Yan Yan

 

Male

 

61

 

Former Independent

Director

2012.05-2018.05

 

12.50

 

No

 

0

 

0

 

 

Note 1: Mr. Dai Houliang received remuneration from the Company from January 2018 to October 2018.

2: Mr. Ma Yongsheng receives remuneration from the Company since November 2018.

 

(2) Supervisors

Zhao Dong, aged 48, Chairman of Board of Supervisors of Sinopec Corp. Mr. Zhao is a professor-level senior accountant with a doctor's degree. In July 2002, he was appointed as chief accountant and general manager of financial assets department of CNPC International (Nile) Ltd.; in January 2005, he was appointed as deputy chief accountant and executive deputy director of financial and capital operation department of China National Oil and Gas Exploration and Development Corporation; in April 2005, he was appointed as deputy chief accountant and general manager of financial and capital operation department of China National Oil and Gas Exploration and Development Corporation; in June 2008, he was appointed as chief accountant of China National Oil and Gas Exploration and Development Corporation; in October 2009, he was appointed as chief accountant of China National Oil and Gas Exploration and Development Corporation and chief financial officer of PetroChina International Investment Company Limited; in September 2012, he was appointed as vice general manager of CNPC Nile Company and in August 2013, he was appointed as general manager of CNPC Nile Company; in November 2015, he was appointed as chief financial officer of PetroChina Company Limited. He has been a member of the Leading Party Member Group and chief accountant of China Petrochemical Corporation since November 2016; in June 2017, he was elected as Chairman of Board of Supervisors of Sinopec Corp.

 

Jiang Zhenying, aged 54, Supervisor of Sinopec Corp. Mr. Jiang is a professor level senior economist with a doctor degree. In December 1998, he was appointed as the Vice President of the China Petrochemical Supplies & Equipment Co., Ltd.; in February 2000, he was appointed as the Deputy Director General of Sinopec Procurement Management Department; in December 2001, he was appointed as the Director General of Sinopec Procurement Management Department and in November 2005 he concurrently held the positions of Chairman of Board of Directors, President and Secretary of CPC Committee of China Petrochemical International Co., Ltd.; in March 2006, he was appointed as the Director General (General Manager), Executive Director and Secretary of the CPC Committee of Sinopec Procurement Management Department (Sinopec International Co. Ltd.); in April 2010, he was appointed as the Director General (General Manager), Executive Director and Deputy Secretary of the CPC Committee of Sinopec Procurement Management Department (Sinopec International Co. Ltd); in November 2014, he was appointed as Director General of Safety Supervisory Department of Sinopec Corp.; in May 2017, he was appointed as Deputy Director of the Office of Leading Party Member Group Inspection Work of China Petrochemical Corporation and since December 2010, he was elected as the Employee's Representative Supervisor of Sinopec Corp. Since December 2018, he was appointed as Director of Audit Bureau of China Petrochemical Corporation, and Director of Audit Department of Sinopec Corp. In May 2018, he was elected as Supervisor of Sinopec Corp.

 

Yang Changjiang, aged 58, Supervisor of Sinopec Corp. Mr. Yang is a professor-level senior administration engineer with a Master's degree. In October 2007, he was appointed as a standing committee member of CPC Committee of Shengli Petroleum Administration Bureau; in April 2009, he was appointed as Deputy Secretary of CPC Committee and Secretary of Discipline Inspection Committee of Shengli Petroleum Administration Bureau, as well as a standing committee member of CPC Committee of Dongying City, Shandong Province; in December 2012, he was appointed as Secretary of CPC Committee and Deputy Director of Southwest Petroleum Bureau, Deputy General Manager of Sinopec Southwest Oil & Gas Company and a member of the Coordination Committee of Sinopec Southwest Petroleum Bureau, Sinopec Southwest Oil & Gas Company and Sinopec Southern Exploration Company; in December 2016, he was appointed as Secretary of CPC Committee and Deputy Director General of Shengli Petroleum Administration Bureau, and Deputy General Manager of Shengli Oilfield Company; in October 2017, he was appointed as Secretary of CPC Committee and Deputy General Manager of Shengli Petroleum Administration Bureau Co., Ltd., and Deputy General Manager of Sinopec Shengli Oilfield Company. Since March 2018, he has served as Director General of Party Affairs and Employee Relations Department (Leading Party Member Group Office), Deputy Secretary of the CPC Committee directly under China Petrochemical Corporation, Deputy Director General of Working Committee of Trade Union, and Deputy Director of the Youth Working Committee of China Petrochemical Corporation. In May 2018, he was elected as Supervisor of Sinopec Corp.

 

Zhang Baolong, aged 59, Supervisor of Sinopec Corp. Mr. Zhang is a professor-level senior economist with a Master degree. In July 1995, he served as General Manager of Hong Kong Century Bright Capital Investment Limited; in August 1996, he served as Deputy General Manager of Sinopec Finance Co., Ltd.; in December 2001, he was appointed as Deputy General Manager and Chief Accountant of China International United Petroleum & Chemicals Co., Ltd.; in August 2004, he was appointed concurrently as Secretary of Disciplinary Inspection Committee of China International United Petroleum & Chemicals Co., Ltd.; since March 2006, he has served as General Manager and Secretary of CPC Committee of Sinopec Finance Co., Ltd. In June 2018, he was appointed as Deputy Director of Department of Capital Management and Financial Services of China Petrochemical Corporation. In May 2018, he was elected as Supervisor of Sinopec Corp.

 

Zou Huiping, aged 58, Supervisor of Sinopec Corp. Mr. Zou is a professor level senior accountant with a university diploma. In November 1998, he was appointed as Chief Accountant in Guangzhou Petrochemical General Plant of China Petrochemical Corporation; in February 2000, he was appointed as Deputy Director General of Finance & Assets Department of China Petrochemical Corporation; in December 2001, he was appointed as Deputy Director General of Finance & Planning Department of China Petrochemical Corporation; in March 2006, he was appointed as Director General of Finance & Assets Department of Assets Management Co., Ltd. of China Petrochemical Corporation; in March 2006, he was appointed as Director General of Auditing Department of Sinopec Corp and Director General of China Petrochemical Corporation Audit Bureau. In September 2018, he was appointed as Chief Representative of Sinopec Corp. Hong Kong Office. In May 2006, he was elected as Supervisor of Sinopec Corp.

 

Zhou Hengyou, aged 55, Employee's Representative Supervisor of Sinopec Corp. Mr. Zhou is a professor level senior administration engineer and with a master degree. In December 1998, Mr. Zhou was appointed as a standing committee member of CPC Committee and Vice Chairman of Trade Union of Jiangsu Petroleum Exploration Bureau; in February 1999, he was appointed as a standing committee member of CPC Committee and Trade Union Chairman of Jiangsu Petroleum Exploration Bureau of China Petrochemical Corporation; in December 2002, he was appointed as Deputy Secretary of CPC Committee and Trade Union Chairman of Jiangsu Petroleum Exploration Bureau; in June 2004, he was appointed as Deputy Secretary of CPC Committee and Secretary of CPC Disciplinary Inspection Committee of Jiangsu Petroleum Exploration Bureau; in August 2005, he was appointed as Secretary of CPC Committee of Jiangsu Petroleum Exploration Bureau; in March 2011, he was appointed as Director General and Secretary of CPC Committee of China Petrochemical News. In March 2015, he was appointed as Director General of the General Office of China Petrochemical Corporation, Director General of Policy Research Department of the General Office of China Petrochemical Corporation and Director General of President's office of Sinopec Corp. In August 2015, he was appointed as Director General of Board of Directors Office under China Petrochemical Corporation; and in May 2015, he was elected as Supervisor of Sinopec Corp. In May 2018, he was elected as Employee's Representative Supervisor of Sinopec Corp.

 

Yu Renming, aged 55, Employee's Representative Supervisor of Sinopec Corp. Mr. Yu is a professor level senior engineer with a university diploma. In June 2000, he was appointed as the Deputy General Manager of Sinopec Zhenhai Refining & Chemical Co., Ltd.; in June 2003, he was appointed as the Board Director and Deputy General Manager of Sinopec Zhenhai Refining & Chemical Co., Ltd.; in September 2006, he was appointed as the Vice President of Sinopec Zhenhai Refining & Chemical Company; in September 2007, he was appointed as the President and the Vice Secretary of CPC committee of Sinopec Zhenhai Refining & Chemical Company; in January 2008, he was appointed as the Director General of Sinopec Production Management Department; in December 2017, he was appointed as the Director General of Refining Department of Sinopec Corp.; and in December 2010, he was elected as Employee's Representative Supervisor of Sinopec Corp.

 

Yu Xizhi, aged 56, Employee's Representative Supervisor of Sinopec Corp. Mr Yu is a professor-level senior engineer with a Ph.D. in engineering. In August 1997, he was appointed as Deputy General Manager of Anqing Petrochemical General Plant and concurrent General Manager of Fertiliser Plant; in September 1999, he became a member of the CPC Standing Committee of Anqing Petrochemical General Plant; in February 2000, he was appointed as Deputy General Manager of Sinopec Anqing Company and in September 2000, he was appointed as General Manager of Sinopec Anqing Company. In January 2005, he was appointed as General Manager of Anqing Petrochemical General Plant and from May 2009 to July 2010, he served a interim position at the Standing Committee of the CPC Anqing Municipal Committee. In July 2010, he became General Manager and Deputy Secretary of the CPC Committee of Maoming Petrochemical Company and General Manager of Sinopec Maoming Company; in July 2016, Mr. Yu was appointed as head of Maoming-Zhanjiang Integration Leading Group; in December 2016, he became Executive Director, General Manager and Deputy Secretary of the CPC Committee of Zhongke (Guangdong) Refining and Petrochemical Co., Ltd. Since April 2017, Mr. Yu has been Director General of Human Resources Department of Sinopec Corp. In June 2017, he was elected as Employee's Representative Supervisor of Sinopec Corp.

 

List of Members of the Board of Supervisors

 

Remuneration

paid by

Sinopec Corp.

Whether

in 2018

paid by the

Equity interests in Sinopec Corp.

Position in

(RMB 1,000,

holding

(as of 31 December)

Name

Gender

Age

Sinopec Corp.

Tenure

before tax)

Company

2018

2017

Zhao Dong

Male

48

Chairman of the

2017.06-2021.05

-

Yes

0

0

 

 

 

Board of Supervisors

 

 

 

 

 

Jiang Zhenying

Male

54

Supervisor

2018.05-2021.05

-

Yes

0

0

Yang Changjiang

Male

58

Supervisor

2018.05-2021.05

-

Yes

0

0

Zhang Baolong

Male

59

Supervisor

2018.05-2021.05

-

Yes

0

0

Zou Huiping

Male

58

Supervisor

2006.05-2021.05

1,034.7

No

0

0

Zhou Hengyou

Male

55

Employee's

2018.05-2021.05

340.8

No

0

0

Representative

 

 

 

Supervisor

 

 

 

 

 

Yu Xizhi

Male

56

Employee's

2017.06-2021.05

1,008.6

No

0

0

 Representative

 

 

 

Supervisor

 

 

 

 

 

Yu Renming

Male

55

Employee's

2010.12-2021.05

984.1

No

0

0

Representative

 

 

 

Supervisor

 

 

 

 

 

 

Remuneration

paid by

Sinopec Corp.

Whether

in 2018

paid by

Equity interests in Sinopec Corp.

Position in

(RMB 1,000,

the holding

(as of 31 December)

Name

Gender

Age

Sinopec Corp.

Tenure

before tax)

Company

2018

2017

Liu Zhongyun

Male

55

Former Supervisors

2015.05-2018.02

-

Yes

0

0

Zhou Hengyou

Male

55

Former Supervisors

2015.05-2018.05

-

Yes

 

 

Jiang Zhenying

Male

54

Former Employee's

2010.12-2018.05

-

Yes

0

0

Representative

 

 

 

Supervisor

 

 

 

 

 

 

Note: Mr. Zhou Hengyou receives remuneration from the Company since May 2018.

 

(3) Other Members of Senior Management

Lei Dianwu, aged 56, Senior Vice President of Sinopec Corp. Mr. Lei is a Professor level Senior Engineer with a university diploma. In October 1995, he was appointed as Vice President of Yangzi Petrochemical Corporation; in December 1997, he was appointed as Director General of Planning & Development Department in China Eastern United Petrochemical (Group) Co., Ltd. in May 1998, he was appointed as Vice President of Yangzi Petrochemical Corporation; in August 1998 he was appointed as Vice President of Yangzi Petrochemical Co., Ltd. in March 1999, he was appointed temporarily as Deputy Director General of Development & Planning Department of China Petrochemical Corporation; in February 2000, he was appointed as Deputy Director General of Development & Planning Department of Sinopec Corp.; in March 2001, he was appointed as Director General of Development & Planning Department of Sinopec Corp.; in March 2009, he was appointed as Assistant to President of China Petrochemical Corporation; in May 2009, he was appointed as Vice President of Sinopec Corp.; in August 2013, he was appointed as the Chief Economist of China Petrochemical Corporation; in October 2015, he was appointed as Secretary to the Board of Directors of China Petrochemical Corporation; in June 2018, he was appointed concurrently as Director General of International Cooperation Department of Sinopec Corp. In October 2018, he was appointed as Senior Vice President of Sinopec Corp.

 

Chen Ge, aged 56, Senior Vice President of Sinopec Corp. Mr. Chen is a senior economist with a master degree. In February 2000, he was appointed as Deputy Director General of the Board Secretariat of Sinopec Corp. In December 2001, he was appointed as Director General of the Board Secretariat of Sinopec Corp. In April 2003, he was appointed as Secretary to the Board of Directors of Sinopec Corp. From April 2005 to August 2013, he was appointed concurrently as Director General of Corporate Reform & Management Dept. of Sinopec Corp. In July 2010, he was appointed as Assistant to President of China Petrochemical Corporation. From December 2013 to December 2015, he was appointed temporarily as Deputy Secretary-General of Guizhou Provincial People's Government and a member of the Leading Party Member Group of Guizhou Provincial General Office. In November 2015, he was appointed as Employee's Representative Director of China Petrochemical Corporation. In December 2017, he was appointed concurrently as Director General of Corporate Reform & Management Dept. of Sinopec Corp. In October 2018, he was appointed as Senior Vice President of Sinopec Corp.

 

Wang Dehua, aged 52, Chief Financial Officer of Sinopec Corp. Mr.Wang is a senior accountant with university diploma. In January 2001, he was appointed as Deputy Director General of Finance Department of Sinopec Corp.; in May 2014, he was appointed as Acting Director General of Finance Department of Sinopec Corp.; in October 2015, he was promoted to Director General of Finance Department of Sinopec Corp.; in November 2015, he was appointed as Director General of Finance Department of China Petrochemical Corporation; in August 2016, he was appointed as Director General of Finance Department of Sinopec Corp.. Mr. Wang now concurrently acts as Vice Chairman of Sinopec Finance CO., Ltd. in September 2016, he was appointed as Chief Financial Officer of Sinopec Corp.

 

Zhao Rifeng, aged 55, Vice President of Sinopec Corp. Mr. Zhao is a Professor level Senior Engineer with a master degree. In July 2000, he was appointed as Deputy General Manager of Sinopec Jinling Petrochemical Co., Ltd and Deputy Manager of Sinopec Jinling Company; in October 2004, he was appointed as General Manager of Sinopec Jinling Company; in October 2006, he was appointed as Vice Chairman and General Manager of Sinopec Jinling Petrochemical Co., Ltd; in November 2010, he was appointed as Chairman, General Manger, Deputy Secretary of CPC Committee of Sinopec Jinling Petrochemical Co., Ltd; in August 2013, he was appointed as Director General of Refining Department of Sinopec Corp.; and in December 2017, he was appointed as the Chairman and Secretary of CPC Committee of Sinopec Marketing Company Limited. In February 2018, he was appointed as Vice President of Sinopec Corp.

 

Huang Wensheng, aged 52, Vice President of Sinopec Corp., Secretary to the Board of Directors. Mr. Huang is a professor level senior economist with a university diploma. In March 2003, he was appointed as Deputy Director General of the Board Secretariat of Sinopec Corp.; in May 2006, he was appointed as Representative on Securities Matters of Sinopec Corp.; since August 2009, He has served as the Deputy Director General of President's office of Sinopec Corp. In September 2009, he was appointed as Director General of the Board Secretariat of Sinopec Corp.; In May 2012, he was appointed as Secretary to the Board of Directors of Sinopec Corp.; In June 2018, he was appointed concurrently as Director General of Department of Capital Management and Financial Services of China Petrochemical Corporation. In July 2018, he was appointed concurrently as Chairman, President and Secretary of CPC Committee of Sinopec Capital Co., Ltd.; and in May 2014, he was appointed as Vice President of Sinopec Corp.

 

List of Members of the Senior Management

 

 

Remuneration

paid by

Sinopec Corp.

Whether

in 2018

paid by

Equity interests in Sinopec Corp.

Position in

(RMB 1,000,

the holding

(as of 31 December)

Name

Gender

Age

Sinopec Corp.

before tax)

Company

2018

2017

Lei Dianwu

Male

56

Senior Vice President

1,155.6

No

0

0

Chen Ge

Male

56

Senior Vice President

129.7

No

0

0

Wang Dehua

Male

52

CFO

1,130.0

No

0

0

Zhao Rifeng

Male

56

Vice President

606.6

No

0

0

Huang Wensheng

Male

52

Vice President,

1,130.0

No

0

0

 

 

 

Board Secretary

 

 

 

 

 

Remuneration

paid by

Sinopec Corp.

Whether

in 2018

paid by

Equity interests in Sinopec Corp.

Position in

(RMB 1,000,

the holding

(as of 31 December)

Name

Gender

Age

Sinopec Corp.

before tax)

Company

2018

2017

Chang Zhenyong

Male

60

Former Vice President

749

No

0

0

 

Note: Mr. Chen Ge receives remuneration from the Company since November 2018.

 

2 INFORMATION ON APPOINTMENT OR TERMINATION OF DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT

On 29 January 2018, Mr. Wang Zhigang resigned as director, member of Strategy Committee of the Board and the Senior Vice President of Sinopec Corp. due to his age.

 

On 29 January 2018, Mr. Zhang Haichao resigned as director, member of Strategy Committee of the Board and the Senior Vice President of Sinopec Corp. due to his age.

 

On 7 February 2018, Mr. Liu Zhongyun resigned as the supervisor of Sinopec Corp. due to change of working arrangement.

 

On 8 February 2018, Mr. Lin Yiqun was appointed as Senior Vice President of Sinopec Corp.

 

On 8 February 2018, Mr. Liu Zhongyun was appointed as Senior Vice President of Sinopec Corp.

 

On 8 February 2018, Mr. Zhao Rifeng was appointed as Vice President of Sinopec Corp.

 

On 15 May 2018, the members of the Seventh Session of the Board of Directors and the Board of Supervisors (non-employee representative supervisors) were elected at the 2017 general meeting of shareholders. The 1st meeting of the Seventh Session of Board held at the same date elected Chairman of the Board and appointed senior management. The 1st meeting of the Seventh Session of the Board of Supervisors elected Chairman of the Board of Supervisors. The changes of the directors, supervisors and other senior management are as follows:

 

Board of Directors: Mr. Dai Houliang was elected as Executive Director and Chairman of the Board. Mr. Li Yunpeng, Mr. Jiao Fangzheng, Mr. Ma Yongsheng, Mr. Ling Yiqun, Mr. Liu Zhongyun and Mr. Li Yong were elected as Directors. Mr. Tang Min, Mr. Fan Gang, Mr. Cai Hongbin and Mr. Ng. Kar Ling Johnny were elected as Independent Non-executive Directors. Mr. Jiang Xiaoming and Mr. Andrew Y. Yan were no longer the Independent Non-executive Directors of the Board.

 

Board of Supervisors: Mr. Zhao Dong was elected as the Chairman of Board of Supervisors. Mr. Jiang Zhenying, Mr. Yang Changjiang, Mr. Zhang Baolong and Mr. Zou Huiping were elected as Supervisors. Mr. Zhou Hengyou, Mr. Yu Renming and Mr. Yu Xizhi were elected as Employee Representative Supervisors.

 

Other Senior Management: Mr. Zhao Rifeng, Mr. Huang Wensheng and Mr. Lei Dianwu were elected as Vice President. Mr. Huang Wensheng was elected as Secretary to the Board.

 

On 7 June 2018, Mr. Jiao Fangzheng resigned as director, member of Strategy Committee of the Board and the Senior Vice President of Sinopec Corp. due to change of working arrangement.

 

On 23 October 2018, Mr. Yu Baocai was elected as Non-executive Director of the Seventh Session of the Board of Sinopec Corp.

 

On 30 October 2018, Mr. Dai Houliang was re-designated as the Non-executive Director of Sinopec Corp.

 

On 30 October 2018, Mr. Ma Yongsheng was appointed as president of Sinopec Corp.

 

On 30 October 2018, Mr. Lei Dianwu was appointed as Senior Vice President of Sinopec Corp.

 

On 30 October 2018, Mr. Chen Ge was appointed as Senior Vice President of Sinopec Corp.

 

3 CHANGE OF SHAREHOLDING OF DIRECTORS, SUPERVISORS, AND THE SENIOR MANAGEMENT

There is no change in shareholdings of the Company by Directors, Supervisors and other senior managements during the reporting period.

 

4 CONTRACTRAL INTERESTS OF DIRECTORS AND SUPERVISORS

As of 31 December 2018 or any time during the reporting period, there is no Director or Supervisor of the Company entered into any agreement with any of Sinopec Corp., its controlling shareholder, any subsidiary or related subsidiary which shall significantly benefit such Director or Supervisor.

 

5 REMUNERATION OF DIRECTORS, SUPERVISORS, AND THE SENIOR MANAGEMENT

During this reporting period, there is a total of 19 directors, supervisors and other senior management received remuneration from Sinopec Corp. with a total amount of RMB 10.9976 million.

 

6 THE COMPANY'S EMPLOYEES

As at 31 December 2018, the Company has a total of 423,543 employees. There are a total of 241,168 retired employees to be reimbursed by Sinopec Corp. Sinopec Marketing Co. Limited, principal subsidiary of Sinopec Corp., have 142,669 employees.

 

THE BREAKDOWN ACCORDING TO THE MEMBERS OF EACH OPERATION SEGMENT AS FOLLOWS:

 

 

 

EMPLOYEES' PROFESSIONAL STRUCTURE AS FOLLOWS:

 

 

 

EDUCATIONAL BACKGROUND STRUCTURE FOR EMPLOYEES AS FOLLOWS:

 

 

 

7 CHANGES OF CORE TECHNICAL TEAM OR KEY TECHNICIANS

During the reporting period, there are no significant changes of core technical team or key technicians.

 

8 EMPLOYEE BENEFITS SCHEME

Details of the Company's employee benefits scheme are set out in Note 38 of the financial statements prepared under IFRS of this annual report. As at 31 December 2018, the Company has a total of 241,168 retired employees. All of them participated in the basic pension schemes administered by provincial (autonomous region or municipalities) governments. Government-administered pension schemes are responsible for the payments of basic pensions.

 

9 REMUNERATION POLICY

Based on a relatively united basic remuneration system, Sinopec Corp. has established its remuneration distribution system based on the value of positions, performance & contribution, with an aim to improve employee capabilities, and constantly improve employee performance evaluation and incentive & discipline mechanisms.

 

10 TRAINNING PROGRAMS

Centring on enterprise development strategy and key work of the year, the Company organised training programs at headquarters level which were attended by 4,471 Key employees. With an aim to improve the Corporate Governance level, the Company launched a series of training programs for 1,731 senior management personnel. The Company conducted seminars with the topic of learning the spirit of the 19th CPC National Congress for 1,083 senior managers and 12,000 managers. The Company organised training programs with topics of Innovation Development, Green Development, transnational operation, risk prevention and increasing the comprehensive capabilities of young managers for 644 employees. With the aim to advance Professional and technical personnel's innovation capability, the Company trained 1,085 employees from all the business segments. With roles of Craftsmanship and heritage, the Company focused trainings on top talents such as first chief technicians and famous craftsmen for 221 people. To enhance the management of transnational operation, finance, taxation, law and HSSE, the company organised a series of training programs covering 1,434 overseas project managers.

 

PRINCIPAL WHOLLY-OWNED AND CONTROLLED SUBSIDIARIES

 

On 31 December, 2018, details of the principal wholly-owned and controlled subsidiaries of the Company were as follows:

 

Percentage of

Name of Company

Registered

shares held by

Total Assets

Net Assets

Net Profit/

Principal Activities

Capital

Sinopec Corp.

(Net Loss)

RMB million

(%)

RMB million

RMB million

RMB million

Sinopec International Petroleum

8,000

100

54,751

23,218

3,272

Investment in exploration, production and

 Exploration and Production Limited

 

 

 

 

 

 sale of petroleum and natural gas

Sinopec Great Wall Energy & Chemical

22,761

100

32,972

14,997

(1,574)

Coal chemical industry investment

 Company Limited

 management, production and

 

 

 

 

 

 

 sale of coal chemical products

Sinopec Yangzi Petrochemical

15,651

100

30,453

18,919

3,692

Manufacturing of intermediate etrochemical

 Company Limited

 

 

 

 

 

 products and petroleum products

Sinopec Pipeline Storage & Transportation

12,000

100

39,182

22,648

2,685

Pipeline storage and transportation

 Company Limited

 

 

 

 

 

 of crude oil

Sinopec Yizheng Chemical Fibre

4,000

100

8,041

5,459

101

Production and sale of polyester chips and

 Limited Liability Company

 

 

 

 

 

 polyester fibres

Sinopec Lubricant Company Limited

3,374

100

9,247

3,926

382

Production and sale of refined petroleum

 products, lubricant base oil,

 

 

 

 

 

 

 and petrochemical materials

Sinopec Qingdao Petrochemical

1,595

100

3,640

549

319

Manufacturing of intermediate petrochemical

 Company Limited

 

 

 

 

 

 products and petroleum products

Sinopec Chemical Sales Company Limited

1,000

100

17,773

3,248

1,279

Marketing and distribution of

 

 

 

 

 

 

 petrochemical products

China International United Petroleum and

3,000

100

176,748

22,749

(4,024)

Trading of crude oil and

 Chemical Company Limited

 

 

 

 

 

 petrochemical products

Sinopec Overseas Investment

USD 1,662

100

26,832

12,802

245

Overseas investment holding

 Holding Limited

million

 

 

 

 

 

Sinopec Catalyst Company Limited

1,500

100

9,694

4,712

683

Production and sale of catalyst products

China Petrochemical International

1,400

100

14,533

4,104

712

Trading of petrochemical products

 Company Limited

 

 

 

 

 

 

Sinopec Beihai Refining and Chemical

5,294

98.98

17,173

11,657

2,433

Import and processing of crude oil, production,

 Limited Liability Company

storage and sale of petroleum products and

 

 

 

 

 

 

 petrochemical products

Sinopec Qingdao Refining and

5,000

85

20,174

12,066

3,564

Manufacturing of intermediate petrochemical

 Chemical Company Limited

 

 

 

 

 

 products and petroleum products

Sinopec Hainan Refining and

3,986

75

21,239

10,329

2,619

Manufacturing of intermediate petrochemical

 Chemical Company Limited

 

 

 

 

 

 products and petroleum products

Sinopec Marketing Co., Limited

28,403

70.42

391,923

208,071

21,995

Marketing and distribution of refined

 

 

 

 

 

 

 petroleum products

Sinopec Shanghai SECCO Petrochemical

7,801

67.6

21,839

17,908

3,099

Production and sale of petrochemical products

 Company Limited

 

 

 

 

 

 

Sinopec-SK(Wuhan) Petrochemical

6,270

65

15,363

13,029

1,879

Production, sale, research and development of

 Company Limited

 

 

 

 

 

 ethylene and downstream by-products

Sinopec Kantons Holdings Limited

HKD 248

60.33

14,104

10,250

1,065

Oil jetty and nature gas pipeline

 

million

 

 

 

 

 transportation service

Sinopec Shanghai Gaoqiao Petroleum and

10,000

55

31,710

15,225

3,282

Manufacturing of intermediate petrochemical

 Chemical Limited

 

 

 

 

 

 products and petroleum products

Sinopec Shanghai Petrochemical

10,824

50.44

44,540

30,487

5,277

Manufacturing of synthetic fibres, resin

 Company Limited

and plastics, intermediate petrochemical

 

 

 

 

 

 

 products and petroleum products

Fujian Petrochemical Company Limited

8,140

50

12,260

11,523

1,595

Manufacturing of plastics, intermediate

 petrochemical products and

 

 

 

 

 

 

 petroleum products

 

Note 1: All above subsidiaries except Fujian Petrochemical Company Limited are audited by PricewaterhouseCoopers Zhong Tian LLP or PricewaterhouseCoopers in 2018. KPMG Huazhen LLP served the exception.

 

2: The above indicated total assets and net profit has been prepared in accordance with CASs. Except for Sinopec Kantons Holdings Limited and Sinopec Overseas Investment Holdings Ltd, which are incorporated in Bermuda and Hong Kong SAR, respectively, all of the above wholly-owned and non-wholly-owned subsidiaries are incorporated in the PRC. All of the above wholly-owned and controlling subsidiaries are limited liability companies except for Sinopec Shanghai Petrochemical Company Limited, Sinopec Marketing Co., Limited and Sinopec Kantons Holdings Limited. The Board of Directors considered that it would be redundant to disclose the particulars of all subsidiaries and, therefore, only those which have material impact on the results or assets of Sinopec Corp. are set out above.

 

 

Report OF the PRC Auditor

 

 

 

 

 

PwC ZT Shen Zi (2019) No. 10001

 

To the Shareholders of China Petroleum & Chemical Corporation,

 

Opinion

 

What we have audited

 

We have audited the accompanying financial statements of China Petroleum & Chemical Corporation (hereinafter "Sinopec Corp."), which comprise the consolidated and company balance sheets as at 31 December 2018, the consolidated and company income statements for the year then ended, the consolidated and company cash flow statements for the year then ended, the consolidated and company statements of changes in shareholders' equity for the year then ended, and notes to the financial statements.

 

Our opinion

 

In our opinion, the accompanying financial statements present fairly, in all material respects, the consolidated and company's financial position of Sinopec Corp. as at 31 December 2018, and their financial performance and cash flows for the year then ended in accordance with the requirements of Accounting Standards for Business Enterprises ("CASs").

 

Basis for Opinion

 

We conducted our audit in accordance with China Standards on Auditing ("CSAs"). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

 

We are independent of Sinopec Corp. in accordance with the Code of Ethics for Professional Accountants of the Chinese Institute of Certified Public Accountants ("CICPA Code"), and we have fulfilled our other ethical responsibilities in accordance with the CICPA Code.

 

Key Audit Matters

 

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Key audit matters identified in our audit are summarised as follows:

 

‧ Recoverability of the carrying amount of fixed assets relating to oil and gas producing activities

 

‧ Net realisable value (NRV) of crude oil, finished goods and work in progress of refined oil products

 

Key Audit Matter

How our audit addressed the Key Audit Matter

Recoverability of the carrying amount of fixed assets relating to oil and gas producing activities

 

Refer to Note 13 "Fixed assets", Note 42 "Impairment losses", and Note 53 "Principal accounting estimates and judgements" to the consolidated financial statements.

 

Decrease in prices of international crude oil in the fourth quarter of the year ended 31 December 2018 gave rise to possible indication that the carrying amount of fixed assets relating to oil and gas producing activities as at 31 December 2018 might be impaired. The Group has adopted discounted future cash flow to determine the respective recoverable amounts of fixed assets relating to oil and gas producing activities, which involved key estimations or assumptions including:

 

- Future crude oil prices;

- Future production profiles;

- Future cost profiles; and

- Discount rates.

 

Because of the significance of the carrying amount of fixed assets relating to oil and gas producing activities as at 31 December 2018, together with the use of significant estimations or assumptions in determining their respective discounted cash flow, we had placed our audit emphasis on this matter.

In auditing the respective discounted cash flow of fixed assets relating to oil and gas producing activities, we performed the following key procedures on the relevant discounted cash flow projections prepared by management:

 

‧ Evaluated and tested the key controls in respect of the preparation of the discounted cash flow projections of fixed assets relating to oil and gas producing activities.

 

‧ Assessed the methodology adopted in, and tested mathematical accuracy of the discounted cash flow projections.

 

‧ Compared estimates of future crude oil prices adopted by the Group against a range of reputable published crude oil price forecasts.

 

‧ Compared the future production profiles against the oil and gas reserve estimation report approved by the management. Evaluated the competence, capability and objectivity of the management's experts engaged in estimating the oil and gas reserves. Assessed key estimations or assumptions used in the reserve estimation, by reference to historical data, management plans and/or reputable external data.

 

‧ Compared the future cost profiles against historical costs and relevant budgets of the Group.

 

‧ Tested selected other key data inputs, such as natural gas prices and production profiles in the projections by reference to historical data and/or relevant budgets of the Group.

 

‧ Independently estimated a range of relevant discount rates, and found that the discount rates adopted by management were within the range.

 

‧ Evaluated the sensitivity analyses prepared by the Group, and assessed the potential impacts of a range of possible outcomes.

 

Based on our work, we found the key assumptions and input data adopted were supported by the evidence we obtained.

 

Key Audit Matter

How our audit addressed the Key Audit Matter

Net realisable value (NRV) of crude oil, finished goods and work in progress of refined oil products

 

Refer to Note 3(4) "Inventories", Note 11 "Inventories" and Note 53 "Principal accounting estimates and judgements" to the consolidated financial statements.

 

Decrease in prices of international crude oil along with its highly-correlated products, such as refined oil products in the fourth quarter of the year ended 31 December 2018 gave rise to the risk that net realisable values of crude oil, finished goods and work in progress of refined oil products were lower than their respective book values as at 31 December 2018.

 

Management has determined the NRVs of crude oil, finished goods and work in progress of refined oil products based on the respective estimated selling prices less the estimated costs to completion, other necessary costs of sales and the related taxes, which involved key estimations or assumptions including:

 

- Estimated selling prices;

 

- Estimated costs to completion, other necessary costs of sales and related taxes.

 

Because of the significance of the book value of crude oil, finished goods and work in progress of refined oil products as at 31 December 2018, together with the use of significant estimations or assumptions in determining their respective NRVs, we had placed our audit emphasis on this matter.

In auditing the NRVs of crude oil, finished goods and work in progress of refined oil products, we performed the following key procedures on the inventory NRV models prepared by the management.

 

‧ Evaluated and tested the key controls, relating to the preparation of the NRV models of crude oil, finished goods and work in progress of refined oil products.

 

‧ Assessed the methodology adopted in, and tested mathematical accuracy of the NRV models.

 

‧ On a sampling basis, compared the estimated selling prices of inventories used in the NRV models against the recently realised selling prices, and the prices available on domestic and international markets.

 

‧ On a sampling basis, compared the costs to completion, other necessary costs of sales and related taxes against historical data of the Group.

 

Based on the work, we found that the key assumptions and data adopted in the NRV models were supported by the evidence we obtained.

 

Other Information

 

Management of Sinopec Corp. is responsible for the other information. The other information comprises all of the information included in 2018 annual report of Sinopec Corp. other than the financial statements and our auditor's report thereon.

 

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

 

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

 

Responsibilities of Management and Those Charged with Governance for the Financial Statements

 

Management of Sinopec Corp. is responsible for the preparation and fair presentation of these financial statements in accordance with the CASs, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

 

In preparing these financial statements, management is responsible for assessing Sinopec Corp.'s ability to continue as a going concern, disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting unless management either intend to liquidate Sinopec Corp. or to cease operations, or have no realistic alternative but to do so.

 

Those charged with governance are responsible for overseeing Sinopec Corp.'s financial reporting process.

 

Auditor's Responsibilities for the Audit of the Financial Statements

 

Our objectives are to obtain reasonable assurance about whether these financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with CSAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

 

As part of an audit in accordance with CSAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

 

‧ Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

 

‧ Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances.

 

‧ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

 

‧ Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists relating to events or conditions that may cast significant doubt on Sinopec Corp.'s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in these financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause Sinopec Corp. to cease to continue as a going concern.

 

‧ Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

 

‧ Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Sinopec Corp. to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

 

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

 

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

 

 

 

 

PricewaterhouseCoopers Zhong Tian LLP

Signing CPA

Zhao Jianrong

Shanghai, the People's Republic of China

(Engagement Partner)

22 March 2019

Signing CPA

Xu Xia

 

 

(A) FINANCIAL STATEMENTS PREPARED UNDER CHINA ACCOUNTING STANDARDS FOR BUSINESS ENTERPRISES

CONSOLIDATED BALANCE SHEET

as at 31 December 2018

 

Notes

At 31 December

At 31 December

At 1 January

2018

2017

2017

RMB million

RMB million

RMB million

Assets

 

 

 

 

Current assets

 

 

 

 

Cash at bank and on hand

5

167,015

165,004

142,497

Financial assets held for trading

6

25,732

51,196

-

Derivative financial assets

7

7,887

526

762

Bills receivable and accounts receivable

8

64,879

84,701

63,486

Prepayments

9

5,937

4,901

3,749

Other receivables

10

25,312

15,941

24,834

Inventories

11

184,584

186,693

156,511

Other current assets

 

22,774

20,087

20,422

Total current assets

 

504,120

529,049

412,261

Non-current assets

 

 

 

 

Available-for-sale financial assets

 

-

1,676

11,408

Long-term equity investments

12

145,721

131,087

116,812

Other equity instrument investments

 

1,450

-

-

Fixed assets

13

617,812

650,920

690,594

Construction in progress

14

136,963

118,645

129,581

Intangible assets

15

103,855

97,126

85,023

Goodwill

16

8,676

8,634

6,353

Long-term deferred expenses

17

15,659

14,720

13,537

Deferred tax assets

18

21,694

15,131

7,214

Other non-current assets

19

36,358

28,516

25,826

Total non-current assets

 

1,088,188

1,066,455

1,086,348

 

 

 

 

 

Total assets

 

1,592,308

1,595,504

1,498,609

Liabilities and shareholders' equity

 

 

 

 

Current liabilities

 

 

 

 

Short-term loans

21

44,692

54,701

30,374

Derivative financial liabilties

7

13,571

2,665

4,472

Bills payable and accounts payable

22

192,757

206,535

180,129

Advances from customers

3(26)

-

120,734

95,928

Contract liabilities

23

124,793

-

-

Employee benefits payable

24

7,312

7,162

1,618

Taxes payable

25

87,060

71,940

52,886

Other payables

26

77,463

89,028

75,164

Short-term debentures payable

 

-

-

6,000

Non-current liabilities due within one year

27

17,450

26,681

38,972

Total current liabilities

 

565,098

579,446

485,543

Non-current liabilities

 

 

 

 

Long-term loans

28

61,576

67,754

62,461

Debentures payable

29

31,951

31,370

54,985

Provisions

30

42,800

39,958

39,298

Deferred tax liabilities

18

5,948

6,466

7,661

Other non-current liabilities

31

27,276

16,440

16,136

Total non-current liabilities

 

169,551

161,988

180,541

 

 

 

 

 

Total liabilities

 

734,649

741,434

666,084

Shareholders' equity

 

 

 

 

Share capital

32

121,071

121,071

121,071

Capital reserve

33

119,192

119,557

119,525

Other comprehensive income

34

(6,774)

(4,413)

(932)

Specific reserve

 

1,706

888

765

Surplus reserves

35

203,678

199,682

196,640

Retained earnings

 

279,482

290,459

275,163

Total equity attributable to shareholders of the Company

 

718,355

727,244

712,232

Minority interests

 

139,304

126,826

120,293

Total shareholders' equity

 

857,659

854,070

832,525

 

 

 

 

 

Total liabilities and shareholders' equity

 

1,592,308

1,595,504

1,498,609

 

These financial statements have been approved by the board of directors on 22 March 2019.

 

Dai Houliang

Ma Yongsheng

Wang Dehua

Chairman

President

Chief Financial Officer

(Legal representative)

 

The accompanying notes form part of these financial statements.

BALANCE SHEET

as at 31 December 2018

 

Notes

At 31 December

At 31 December

At 1 January

2018

2017

2017

RMB million

RMB million

RMB million

Assets

 

 

 

 

Current assets

 

 

 

 

Cash at bank and on hand

 

82,879

92,545

98,250

Financial assets held for trading

 

22,500

48,179

-

Bills receivable and accounts receivable

8

30,145

37,766

38,803

Prepayments

9

2,488

4,429

3,454

Other receivables

10

57,432

63,820

45,643

Inventories

 

45,825

44,933

46,942

Other current assets

 

15,835

27,189

32,743

Total current assets

 

257,104

318,861

265,835

Non-current assets

 

 

 

 

Available-for-sale financial assets

 

-

395

297

Long-term equity investments

12

289,207

275,557

268,451

Other equity instrument investments

 

395

-

-

Fixed assets

13

302,082

329,814

373,020

Construction in progress

14

51,598

50,046

49,277

Intangible assets

 

8,571

8,340

7,913

Long-term deferred expenses

 

2,480

1,958

1,980

Deferred tax assets

 

11,021

6,834

-

Other non-current assets

 

9,145

10,690

10,952

Total non-current assets

 

674,499

683,634

711,890

 

 

 

 

 

Total assets

 

931,603

1,002,495

977,725

Liabilities and shareholders' equity

 

 

 

 

Current liabilities

 

 

 

 

Short-term loans

 

3,961

17,330

9,256

Derivative financial liabilties

 

967

-

-

Bills payable and accounts payable

 

84,418

86,604

78,548

Advances from customers

3(26)

-

3,413

2,360

Contract liabilities

 

4,230

-

-

Employee benefits payable

 

4,294

4,854

312

Taxes payable

 

54,764

42,549

32,423

Other payables

 

119,514

143,274

113,841

Short-term debentures payable

 

-

-

6,000

Non-current liabilities due within one year

 

16,729

19,539

38,082

Total current liabilities

 

288,877

317,563

280,822

Non-current liabilities

 

 

 

 

Long-term loans

 

48,104

63,667

58,448

Debentures payable

 

20,000

20,000

36,000

Provisions

 

33,094

31,405

29,767

Deferred tax liabilities

 

-

-

505

Other non-current liabilities

 

4,332

2,591

2,607

Total non-current liabilities

 

105,530

117,663

127,327

 

 

 

 

 

Total liabilities

 

394,407

435,226

408,149

Shareholders' equity

 

 

 

 

Share capital

 

121,071

121,071

121,071

Capital reserve

 

68,795

68,789

68,769

Other comprehensive income

 

(485)

196

263

Specific reserve

 

989

482

393

Surplus reserves

 

203,678

199,682

196,640

Retained earnings

 

143,148

177,049

182,440

Total shareholders' equity

 

537,196

567,269

569,576

 

 

 

 

 

Total liabilities and shareholders' equity

 

931,603

1,002,495

977,725

 

These financial statements have been approved by the board of directors on 22 March 2019.

 

 

 

 

Dai Houliang

Ma Yongsheng

Wang Dehua

Chairman

President

Chief Financial Officer

(Legal representative)

 

The accompanying notes form part of these financial statements.

 

CONSOLIDATED INCOME STATEMENT

for the year ended 31 December 2018

 

Notes

2018

2017

RMB million

RMB million

Operating income

36

2,891,179

2,360,193

Less: Operating costs

36/39

2,401,012

1,890,398

Taxes and surcharges

37

246,498

235,292

Selling and distribution expenses

39

59,396

56,055

General and administrative expenses

39

73,390

72,505

Research and development expenses

39/40

7,956

6,423

Financial expenses

38

(1,001)

1,560

Exploration expenses, including dry holes

39/41

10,744

11,089

Impairment losses

42

11,605

21,791

Credit impairment losses

 

141

-

Add: Other income

43

6,694

4,356

Investment income

44

11,428

19,060

Gains/(losses) from changes in fair value

45

2,656

(13)

Asset disposal expense

 

(742)

(1,518)

Operating profit

 

101,474

86,965

Add: Non-operating income

46

2,070

1,317

Less: Non-operating expenses

47

3,042

1,709

Profit before taxation

 

100,502

86,573

Less: Income tax expense

48

20,213

16,279

Net profit

 

80,289

70,294

Classification by going concern:

 

 

 

Continuous operating net profit

 

80,289

70,294

Termination of net profit

 

-

-

Classification by ownership:

 

 

 

Equity shareholders of the Company

 

63,089

51,119

Minority interests

 

17,200

19,175

Basic earnings per share

60

0.521

0.422

Diluted earnings per share

60

0.521

0.422

Other comprehensive income

34

 

 

Items that may not be reclassified subsequently to profit or loss

Changes in fair value of other equity instrument investments

 

(53)

-

Items that may be reclassified subsequently to profit or loss

Other comprehensive income that can be converted into profit or loss under the equity method

 

(229)

1,053

Changes in fair value of available-for-sale financial assets

 

-

(57)

Cash flow hedges

 

(9,741)

(1,580)

Foreign currency translation differences

 

3,399

(3,792)

Total other comprehensive income

 

(6,624)

(4,376)

 

 

 

 

Total comprehensive income

 

73,665

65,918

Attributable to:

 

 

 

Equity shareholders of the Company

 

55,471

47,638

Minority interests

 

18,194

18,280

 

These financial statements have been approved by the board of directors on 22 March 2019.

 

 

 

 

 

 

Dai Houliang

Ma Yongsheng

Wang Dehua

Chairman

President

Chief Financial Officer

(Legal representative)

 

The accompanying notes form part of these financial statements.

 

INCOME STATEMENT

for the year ended 31 December 2018

 

Note

2018

2017

RMB million

RMB million

Operating income

36

1,058,493

857,478

Less: Operating costs

36

812,355

633,114

Taxes and surcharges

 

168,905

158,480

Selling and distribution expenses

 

3,078

2,670

General and administrative expenses

 

36,169

39,537

Research and development expenses

 

7,453

5,445

Financial expenses

 

1,029

2,642

Exploration expenses, including dry holes

 

9,796

10,614

Impairment losses

 

6,766

14,372

Credit impairment losses

 

42

-

Add: Other income

 

2,777

1,784

Investment income

44

28,336

38,058

(Losses)/gains from changes in fair value

 

(20)

179

Asset disposal income/(expense)

 

12

(887)

Operating profit

 

44,005

29,738

Add: Non-operating income

 

599

474

Less: Non-operating expenses

 

1,687

725

Profit before taxation

 

42,917

29,487

Less: Income tax expense

 

2,960

(928)

Net profit

 

39,957

30,415

Classification by going concern:

 

 

 

Continuous operating net profit

 

39,957

30,415

Termination of net profit

 

-

-

Other comprehensive income

 

 

 

Items that may be reclassified subsequently to profit or loss

 

 

 

Other comprehensive loss that can be converted into profit or loss under the equity method

 

(64)

(120)

Cash flow hedges

 

(617)

53

Total other comprehensive income

 

(681)

(67)

 

 

 

 

Total comprehensive income

 

39,276

30,348

 

These financial statements have been approved by the board of directors on 22 March 2019.

 

 

 

 

 

Dai Houliang

Ma Yongsheng

Wang Dehua

Chairman

President

Chief Financial Officer

(Legal representative)

 

The accompanying notes form part of these financial statements.

 

CONSOLIDATED CASH FLOW STATEMENT

for the year ended 31 December 2018

Note

2018

2017

RMB million

RMB million

Cash flows from operating activities:

 

 

 

Cash received from sale of goods and rendering of services

 

3,189,004

2,644,126

Refund of taxes and levies

 

1,681

2,158

Other cash received relating to operating activities

 

90,625

57,287

Sub-total of cash inflows

 

3,281,310

2,703,571

Cash paid for goods and services

 

(2,565,392)

(2,041,977)

Cash paid to and for employees

 

(77,048)

(68,260)

Payments of taxes and levies

 

(329,387)

(328,304)

Other cash paid relating to operating activities

 

(133,615)

(74,095)

Sub-total of cash outflows

 

(3,105,442)

(2,512,636)

 

 

 

 

Net cash flow from operating activities

50(a)

175,868

190,935

Cash flows from investing activities:

 

 

 

Cash received from disposal of investments

 

56,546

4,729

Cash received from returns on investments

 

10,720

8,506

Net cash received from disposal of fixed assets, intangible assets and other long-term assets

 

9,666

1,313

Other cash received relating to investing activities

87,696

52,304

Net cash received from disposal of subsidiaries and other business entities

 

11

80

Sub-total of cash inflows

 

164,639

66,932

Cash paid for acquisition of fixed assets, intangible assets and other long-term assets

 

(103,014)

(70,948)

Cash paid for acquisition of investments

 

(39,666)

(57,627)

Other cash paid relating to investing activities

(85,193)

(82,392)

Net cash paid for the acquisition of subsidiaries and other business entities

 

(3,188)

(1,288)

Sub-total of cash outflows

 

(231,061)

(212,255)

 

 

 

 

Net cash flow from investing activities

 

(66,422)

(145,323)

Cash flows from financing activities:

 

 

 

Cash received from capital contributions

 

1,886

946

Including: Cash received from minority shareholders' capital contributions to subsidiaries

 

1,886

946

Cash received from borrowings

 

746,655

524,843

Other cash received relating to financing activities

 

190

-

Sub-total of cash inflows

 

748,731

525,789

Cash repayments of borrowings

 

(772,072)

(536,380)

Cash paid for dividends, profits distribution or interest

 

(87,483)

(45,763)

Including: Subsidiaries' cash payments for distribution of

 dividends or profits to minority shareholders

 

(13,700)

(7,539)

Other cash paid relating to financing activities

 

(436)

(155)

Sub-total of cash outflows

 

(859,991)

(582,298)

 

 

 

 

Net cash flow from financing activities

 

(111,260)

(56,509)

Effects of changes in foreign exchange rate

 

518

(353)

 

 

 

 

Net decrease in cash and cash equivalents

50(b)

(1,296)

(11,250)

 

These financial statements have been approved by the board of directors on 22 March 2019.

 

Dai Houliang

Ma Yongsheng

Wang Dehua

Chairman

President

Chief Financial Officer

(Legal representative)

 

The accompanying notes form part of these financial statements.

 

CASH FLOW STATEMENT

for the year ended 31 December 2018

 

Note

2018

2017

RMB million

RMB million

Cash flows from operating activities:

 

 

 

Cash received from sale of goods and rendering of services

 

1,228,816

1,000,467

Refund of taxes and levies

 

1,481

1,304

Other cash received relating to operating activities

 

19,380

42,913

Sub-total of cash inflows

 

1,249,677

1,044,684

Cash paid for goods and services

 

(867,259)

(653,412)

Cash paid to and for employees

 

(41,770)

(37,054)

Payments of taxes and levies

(206,305)

(200,995)

Other cash paid relating to operating activities

 

(26,211)

(35,502)

Sub-total of cash outflows

 

(1,141,545)

(926,963)

 

 

 

 

Net cash flow from operating activities

 

108,132

117,721

Cash flows from investing activities:

 

 

 

Cash received from disposal of investments

 

65,930

18,919

Cash received from returns on investments

 

43,693

23,842

Net cash received from disposal of fixed assets, intangible assets and other long-term assets

 

2,838

252

Other cash received relating to investing activities

 

28,724

23,270

Net cash received from disposal of subsidiaries and other business entities

 

-

1

Sub-total of cash inflows

 

141,185

66,284

Cash paid for acquisition of fixed assets, intangible assets and other long-term assets

 

(54,792)

(37,139)

Cash paid for acquisition of investments

 

(40,169)

(66,913)

Other cash paid relating to investing activities

 

(28,759)

(30,116)

Sub-total of cash outflows

 

(123,720)

(134,168)

 

 

 

 

Net cash flow from investing activities

 

17,465

(67,884)

Cash flows from financing activities:

 

 

 

Cash received from borrowings

 

109,915

106,407

Sub-total of cash inflows

 

109,915

106,407

Cash repayments of borrowings

 

(176,757)

(133,663)

Cash paid for dividends or interest

 

(71,944)

(38,392)

Sub-total of cash outflows

 

(248,701)

(172,055)

 

 

 

 

Net cash flow from financing activities

 

(138,786)

(65,648)

 

 

 

 

Net decrease in cash and cash equivalents

 

(13,189)

(15,811)

 

These financial statements have been approved by the board of directors on 22 March 2019.

 

 

 

 

 

 

Dai Houliang

Ma Yongsheng

Wang Dehua

Chairman

President

Chief Financial Officer

(Legal representative)

 

The accompanying notes form part of these financial statements.

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2018

 

Share

capital

Capital

reserve

Other

comprehensive

income

Specific

reserve

Surplus

reserves

Retained

earnings

Total

shareholders'

equity

attributable

to equity

shareholders of

the Company

Minority

interests

Total

shareholders'

equity

RMB million

RMB million

RMB million

RMB million

RMB million

RMB million

RMB million

RMB million

RMB million

Balance at 1 January 2017

121,071

119,525

(932)

765

196,640

275,163

712,232

120,293

832,525

Change for the year

 

 

 

 

 

 

 

 

1. Net profit

-

-

-

-

-

51,119

51,119

19,175

70,294

2. Other comprehensive income (Note 34)

-

-

(3,481)

-

-

-

(3,481)

(895)

(4,376)

Total comprehensive income

-

-

(3,481)

-

-

51,119

47,638

18,280

65,918

Transactions with owners, recorded directly in

 shareholders' equity:

 

 

 

 

 

 

 

 

 

3. Appropriations of profits:

 

 

 

 

 

 

 

 

 

- Appropriations for surplus reserves

-

-

-

-

3,042

(3,042)

-

-

-

- Distributions to shareholders (Note 49)

-

-

-

-

-

(32,689)

(32,689)

-

(32,689)

4. Transaction with minority interests

-

(13)

-

-

-

-

(13)

724

711

5. Distributions to minority interests

-

-

-

-

-

-

-

(12,501)

(12,501)

Total transactions with owners, recorded directly in

 shareholders' equity

-

(13)

-

-

3,042

(35,731)

(32,702)

(11,777)

(44,479)

6. Net increase in specific reserve for the year

-

-

-

123

-

-

123

3

126

7. Others

-

45

-

-

-

(92)

(47)

27

(20)

 

 

 

 

 

 

 

 

 

 

Balance at 31 December 2017

121,071

119,557

(4,413)

888

199,682

290,459

727,244

126,826

854,070

Balance at 31 December 2017

121,071

119,557

(4,413)

888

199,682

290,459

727,244

126,826

854,070

Change in accounting policy (Note 3(26))

-

-

(12)

-

-

12

-

-

-

Balance at 1 January 2018

121,071

119,557

(4,425)

888

199,682

290,471

727,244

126,826

854,070

Change for the year

 

 

 

 

 

 

 

 

 

1. Net profit

-

-

-

-

-

63,089

63,089

17,200

80,289

2. Other comprehensive income (Note 34)

-

-

(7,618)

-

-

-

(7,618)

994

(6,624)

Total comprehensive income

-

-

(7,618)

-

-

63,089

55,471

18,194

73,665

Amounts transferred to cash flow hedge reserves

 initially recognised by hedged items

-

-

5,269

-

-

-

5,269

-

5,269

Transactions with owners, recorded directly in

 shareholders' equity:

 

 

 

 

 

 

 

 

 

3. Appropriations of profits:

 

 

 

 

 

 

 

 

 

- Appropriations for surplus reserves

-

-

-

-

3,996

(3,996)

-

-

-

- Distributions to shareholders (Note 49)

-

-

-

-

-

(67,799)

(67,799)

-

(67,799)

4. Transaction with minority interests

-

-

-

-

-

-

-

2,060

2,060

5. Contributions to subsidiaries from non-controlling

interests

-

(12)

-

-

-

-

(12)

(299)

(311)

6. Distributions to minority interests

-

-

-

-

-

-

-

(7,476)

(7,476)

Total transactions with owners, recorded directly

 in shareholders' equity

-

(12)

-

-

3,996

(71,795)

(67,811)

(5,715)

(73,526)

7. Net increase in specific reserve for the year

-

-

-

818

-

-

818

91

909

8. Others

-

(353)

-

-

-

(2,283)

(2,636)

(92)

(2,728)

 

 

 

 

 

 

 

 

 

 

Balance at 31 December 2018

121,071

119,192

(6,774)

1,706

203,678

279,482

718,355

139,304

857,659

 

These financial statements have been approved by the board of directors on 22 March 2019.

 

 

 

 

 

 

Dai Houliang

Ma Yongsheng

Wang Dehua

Chairman

President

Chief Financial Officer

(Legal representative)

 

The accompanying notes form part of these financial statements.

 

STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2018

 

Share

capital

Capital

reserve

Other

comprehensive

income

Specific

reserve

Surplus

reserves

Retained

earnings

Total

shareholders'

equity

RMB million

RMB million

RMB million

RMB million

RMB million

RMB million

RMB million

Balance at 1 January 2017

121,071

68,769

263

393

196,640

182,440

569,576

Change for the year

 

 

 

 

 

 

 

1. Net profit

-

-

-

-

-

30,415

30,415

2. Other comprehensive income

-

-

(67)

-

-

-

(67)

Total comprehensive income

-

-

(67)

-

-

30,415

30,348

Transactions with owners, recorded directly

 in shareholders' equity:

 

 

 

 

 

 

 

3. Appropriations of profits:

 

 

 

 

 

 

 

- Appropriation for surplus reserves

-

-

-

-

3,042

(3,042)

-

-Distributions to shareholders (Note 49)

-

-

-

-

-

(32,689)

(32,689)

Total transactions with owners, recorded directly

 in shareholders' equity

-

-

-

-

3,042

(35,731)

(32,689)

4. Net increase in specific reserve for the year

-

-

-

89

-

-

89

5. Others

-

20

-

-

-

(75)

(55)

 

 

 

 

 

 

 

 

Balance at 31 December 2017

121,071

68,789

196

482

199,682

177,049

567,269

Balance at 31 December 2017

121,071

68,789

196

482

199,682

177,049

567,269

Change in accounting policy (Note 3(26))

-

-

-

-

-

-

-

Balance at 1 January 2018

121,071

68,789

196

482

199,682

177,049

567,269

Change for the year

 

 

 

 

 

 

 

1. Net profit

-

-

-

-

-

39,957

39,957

2. Other comprehensive income

-

-

(681)

-

-

-

(681)

Total comprehensive income

-

-

(681)

-

-

39,957

39,276

Transactions with owners, recorded directly

 in shareholders' equity:

 

 

 

 

 

 

 

3. Appropriations of profits:

 

 

 

 

 

 

 

- Appropriation for surplus reserves

-

-

-

-

3,996

(3,996)

-

- Distributions to shareholders (Note 49)

-

-

-

-

-

(67,799)

(67,799)

Total transactions with owners, recorded directly

 in shareholders' equity

-

-

-

-

3,996

(71,795)

(67,799)

4. Net increase in specific reserve for the year

-

-

-

507

-

-

507

5. Others

-

6

-

-

-

(2,063)

(2,057)

 

 

 

 

 

 

 

 

Balance at 31 December 2018

121,071

68,795

(485)

989

203,678

143,148

537,196

 

These financial statements have been approved by the board of directors on 22 March 2019.

 

 

 

 

 

 

Dai Houliang

Ma Yongsheng

Wang Dehua

Chairman

President

Chief Financial Officer

(Legal representative)

 

The accompanying notes form part of these financial statements.

 

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 December 2018

 

1 STATUS OF THE COMPANY

 

China Petroleum & Chemical Corporation (the "Company") was established on 25 February 2000 as a joint stock limited company. The company is registered in Beijing, the People's Republic of China, and the headquarter is located in Beijing, the People's Republic of China. The approval date of the financial report is 22 March 2019.

 

According to the State Council's approval to the "Preliminary Plan for the Reorganisation of China Petrochemical Corporation" (the "Reorganisation"), the Company was established by China Petrochemical Corporation ("Sinopec Group Company"), which transferred its core businesses together with the related assets and liabilities at 30 September 1999 to the Company. Such assets and liabilities had been valued jointly by China United Assets Appraisal Corporation, Beijing Zhong Zheng Appraisal Company, CIECC Assets Appraisal Corporation and Zhong Fa International Properties Valuation Corporation. The net asset value was determined at RMB 98,249,084,000. The valuation was reviewed and approved by the Ministry of Finance (the "MOF") (Cai Ping Zi [2000] No. 20 "Comments on the Review of the Valuation Regarding the Formation of a Joint Stock Limited Company by China Petrochemical Corporation").

 

In addition, pursuant to the notice Cai Guan Zi [2000] No. 34 "Reply to the Issue Regarding Management of State-Owned Equity by China Petroleum and Chemical Corporation" issued by the MOF, 68.8 billion domestic state-owned shares with a par value of RMB 1.00 each were issued to Sinopec Group Company, the amount of which is equivalent to 70% of the above net asset value transferred from Sinopec Group Company to the Company in connection with the Reorganisation.

 

Pursuant to the notice Guo Jing Mao Qi Gai [2000] No. 154 "Reply on the Formation of China Petroleum and Chemical Corporation", the Company obtained the approval from the State Economic and Trade Commission on 21 February 2000 for the formation of a joint stock limited company.

 

The Company took over the exploration, development and production of crude oil and natural gas, refining, chemicals and related sales and marketing business of Sinopec Group Company after the establishment of the Company.

 

The Company and its subsidiaries (the "Group") engage in the oil and gas and chemical operations and businesses, including:

 

(1) the exploration, development and production of crude oil and natural gas;

 

(2) the refining, transportation, storage and marketing of crude oil and petroleum product; and

 

(3) the production and sale of chemical.

 

Details of the Company's principal subsidiaries are set out in Note 54, and there are no significant changes related to the consolidation scope during current period.

 

2 BASIS OF PREPARATION

 

(1) Statement of compliance of China Accounting Standards for Business Enterprises ("CASs")

The financial statements have been prepared in accordance with the requirements of Accounting Standards for Business Enterprises - Basic Standards, specific standards and relevant regulations (hereafter referred as CASs collectively) issued by the MOF on or after 15 February 2006. These financial statements also comply with the disclosure requirements of "Regulation on the Preparation of Information Disclosures of Companies Issuing Public Shares, No.15: General Requirements for Financial Reports" issued by the China Securities Regulatory Commission ("CSRC"). These financial statements present truly and completely the consolidated and company financial position as at 31 December 2018, and the consolidated and company financial performance and the consolidated and company cash flows for the year ended 31 December 2018.

 

These financial statements are prepared on a basis of going concern.

 

(2) Accounting period

The accounting year of the Group is from 1 January to 31 December.

 

(3) Measurement basis

The financial statements of the Group have been prepared under the historical cost convention, except for the assets and liabilities set out below:

 

- Financial assets held for trading (see Note 3(10))

 

- Other equity instrument investments (see Note 3(10))

 

- Derivative financial instruments (see Note 3(10))

 

(4) Functional currency and presentation currency

The functional currency of the Company's and most of its subsidiaries are Renminbi. The Company and its subsidiaries determine their functional currency according to the main economic environment in where they operate. The Group's consolidated financial statements are presented in Renminbi. Some of subsidiaries use other currency as the functional currency. The Company translates the financial statements of subsidiaries from their respective functional currencies into Renminbi (see Note 3(2)) if the subsidiaries' functional currencies are not Renminbi.

 

3 SIGNIFICANT ACCOUNTING POLICIES

 

The Group determines specific accounting policies and accounting estimates based on the characteristics of production and operational activities, mainly reflected in the accounting for allowance for financial assets (Note 3(10)), valuation of inventories (Note 3(4)), depreciation of fixed assets and depletion of oil and gas properties (Note 3(6), (7)), measurement of provisions (Note 3(15)), etc.

 

Principal accounting estimates and judgements of the Group are set out in Note 53.

 

(1) Accounting treatment of business combination involving entities under common control and not under common control

 

(a) Business combination involving entities under common control

A business combination involving entities or businesses under common control is a business combination in which all of the combining entities or businesses are ultimately controlled by the same party or parties both before and after the business combination, and that control is not transitory. The assets and liabilities that the acquirer receives in the acquisition are accounted for at the acquiree's carrying amount on the acquisition date. The difference between the carrying amount of the acquired net assets and the carrying amount of the consideration paid for the acquisition (or the total nominal value of shares issued) is recognised in the share premium of capital reserve, or the retained earnings in case of any shortfall in the share premium of capital reserve. Any costs directly attributable to the combination shall be recognised in profit or loss for the current period when occurred. The expense incurred for equity securities and debt securities issued as the consideration of the combination is recognised in the initial cost of the securities. The combination date is the date on which the acquirer effectively obtains control of the acquiree.

 

(b) Business combination involving entities not under common control

A business combination involving entities or businesses not under common control is a business combination in which all of the combining entities or businesses are not ultimately controlled by the same party or parties both before and after the business combination. Difference between the consideration paid by the Group as the acquirer, comprises of the aggregate of the fair value at the acquisition date of assets given, liabilities incurred or assumed, and equity securities issued by the acquirer in exchange for control of the acquiree, and the Group's interest in the fair value of the identifiable net assets of the acquiree, is recognised as goodwill (Note 3(9)) if it is an excess, otherwise in the profit or loss. The expense incurred for equity securities and debt securities issued as the consideration of the combination is recognised in the initial cost of the securities. Any other expense directly attributable to the business combination is recognised in the profit or loss for the year. The difference between the fair value and the book value of the assets given is recognised in profit or loss. The acquiree's identifiable assets, liabilities and contingent liabilities, if satisfying the recognition criteria, are recognised by the Group at their fair value at the acquisition date. The acquisition date is the date on which the acquirer effectively obtains control of the acquiree.

 

(c) Method for preparation of consolidated financial statements

The scope of consolidated financial statements is based on control and the consolidated financial statements comprise the Company and its subsidiaries. Control means an entity is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases.

 

Where the Company combines a subsidiary during the reporting period through a business combination involving entities under common control, the financial statements of the subsidiary are included in the consolidated financial statements as if the combination had occurred at the beginning of the earliest comparative year presented or, if later, at the date that common control was established. Therefore the opening balances and the comparative figures of the consolidated financial statements are restated. In the preparation of the consolidated financial statements, the subsidiary's assets, liabilities and results of operations are included in the consolidated balance sheet and the consolidated income statement, respectively, based on their carrying amounts in the subsidiary's financial statements, from the date that common control was established.

 

Where the Company acquires a subsidiary during the reporting year through a business combination involving entities not under common control, the identifiable assets, liabilities and results of operations of the subsidiaries are consolidated into consolidated financial statements from the date that control commences, based on the fair value of those identifiable assets and liabilities at the acquisition date.

 

Where the Company acquired a minority interest from a subsidiary's minority shareholders, the difference between the investment cost and the newly acquired interest into the subsidiary's identifiable net assets at the acquisition date is adjusted to the capital reserve (capital surplus) in the consolidated balance sheet. Where the Company partially disposed an investment of a subsidiary that do not result in a loss of control, the difference between the proceeds and the corresponding share of the interest into the subsidiary is adjusted to the capital reserve (capital surplus) in the consolidated balance sheet. If the credit balance of capital reserve (capital surplus) is insufficient, any excess is adjusted to retained profits.

 

In a business combination involving entities not under common control achieved in stages, the Group remeasures its previously held equity interest in the acquiree on the acquisition date. The difference between the fair value and the net book value is recognised as investment income for the year. If other comprehensive income was recognised regarding the equity interest previously held in the acquiree before the acquisition date, the relevant other comprehensive income is transferred to investment income in the period in which the acquisition occurs.

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(1) Accounting treatment of business combination involving entities under common control and not under common control (Continued)

 

(c) Method for preparation of consolidated financial statements (Continued)

Where control of a subsidiary is lost due to partial disposal of the equity investment held in a subsidiary, or any other reasons, the Group derecognises assets, liabilities, minority interests and other equity items related to the subsidiary. The remaining equity investment is remeasured to fair value at the date in which control is lost. The sum of consideration received from disposal of equity investment and the fair value of the remaining equity investment, net of the fair value of the Group's previous share of the subsidiary's identifiable net assets recorded from the acquisition date, is recognised in investment income in the period in which control is lost. Other comprehensive income related to the previous equity investment in the subsidiary, is transferred to investment income when control is lost. Other comprehensive income related to the equity investment of the orginal subsidiary shall be converted into the current investment income in the event of loss of control.

 

Minority interest is presented separately in the consolidated balance sheet within shareholders' equity. Net profit or loss attributable to minority shareholders is presented separately in the consolidated income statement below the net profit line item.

 

The excess of the loss attributable to the minority interests during the period over the minority interests' share of the equity at the beginning of the reporting period is deducted from minority interests.

 

Where the accounting policies and accounting period adopted by the subsidiaries are different from those adopted by the Company, adjustments are made to the subsidiaries' financial statements according to the Company's accounting policies and accounting period. Intra-group balances and transactions, and any unrealised profit or loss arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealised losses resulting from intra-group transactions are eliminated in the same way as unrealised gains but only to the extent that there is no evidence of impairment.

 

The unrealised profit or loss arising from the sale of assets by the Company to its subsidiaries is eliminated in full against the net profit attributed to shareholders; the unrealised profit or loss from the sale of assets by subsidiaries to the Company is eliminated according to the distribution ratio between shareholders of the parent company and minority interests. For sale of assets that occurred between subsidiaries, the unrealised gains and losses is eliminated according to the distribution ratio for its subsidiaries seller between net profit attributable to shareholders of the parent company and minority interests.

 

(2) Transactions in foreign currencies and translation of financial statements in foreign currencies

Foreign currency transactions are, on initial recognition, translated into Renminbi at the spot exchange rates quoted by the People's Bank of China ("PBOC rates") at the transaction dates.

 

Foreign currency monetary items are translated at the PBOC rates at the balance sheet date. Exchange differences, except for those directly related to the acquisition, construction or production of qualified assets, are recognised as income or expenses in the income statement. Non-monetary items denominated in foreign currency measured at historical cost are not translated. Non-monetary items denominated in foreign currency that are measured at fair value are translated using the exchange rates at the date when the fair value was determined. The difference between the translated amount and the original currency amount is recognised as other comprehensive income, if it is classified as other equity instrument investments; or charged to the income statement if it is measured at fair value through profit or loss.

 

The assets and liabilities of foreign operation are translated into Renminbi at the spot exchange rates at the balance sheet date. The equity items, excluding "Retained earnings", are translated into Renminbi at the spot exchange rates at the transaction dates. The income and expenses of foreign operation are translated into Renminbi at the spot exchange rates or an exchange rate that approximates the spot exchange rates on the transaction dates. The resulting exchange differences are separately presented as other comprehensive income in the balance sheet within equity. Upon disposal of a foreign operation, the cumulative amount of the exchange differences recognised in which relate to that foreign operation is transferred to profit or loss in the year in which the disposal occurs.

 

(3) Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, demand deposits, short-term and highly liquid investments which are readily convertible into known amounts of cash and are subject to an insignificant risk of change in value.

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(4) Inventories

Inventories are initially measured at cost. Cost includes the cost of purchase and processing, and other expenditures incurred in bringing the inventories to their present location and condition. The cost of inventories is calculated using the weighted average method. In addition to the cost of purchase of raw material, work in progress and finished goods include direct labour and an appropriate allocation of manufacturing overhead costs.

 

At the balance sheet date, inventories are stated at the lower of cost and net realisable value.

 

Any excess of the cost over the net realisable value of each item of inventories is recognised as a provision for diminution in the value of inventories. Net realisable value is the estimated selling price in the normal course of business less the estimated costs of completion and the estimated costs necessary to make the sale and relevant taxes. The net realisable value of materials held for use in the production is measured based on the net realisable value of the finished goods in which they will be incorporated. The net realisable value of the quantity of inventory held to satisfy sales or service contracts is measured based on the contract price. If the quantities held by the Group are more than the quantities of inventories specified in sales contracts, the net realisable value of the excess portion of inventories is measured based on general selling prices.

 

Inventories include raw materials, work in progress, semi-finished goods, finished goods and reusable materials. Reusable materials include low-value consumables, packaging materials and other materials, which can be used repeatedly but do not meet the definition of fixed assets. Reusable materials are amortised in full when received for use. The amounts of the amortisation are included in the cost of the related assets or profit or loss.

 

Inventories are recorded by perpetual method.

 

(5) Long-term equity investments

 

(a) Investment in subsidiaries

In the Company's separate financial statements, long-term equity investments in subsidiaries are accounted for using the cost method. Except for cash dividends or profits distributions declared but not yet distributed that have been included in the price or consideration paid in obtaining the investments, the Company recognises its share of the cash dividends or profit distributions declared by the investee as investment income irrespective of whether these represent the net profit realised by the investee before or after the investment. Investments in subsidiaries are stated at cost less impairment losses (see Note 3(11)) in the balance sheet. At initial recognition, such investments are measured as follows:

 

The initial investment cost of a long-term equity investment obtained through a business combination involving entities under common control is the Company's share of the carrying amount of the subsidiary's equity at the combination date. The difference between the initial investment cost and the carrying amounts of the consideration given is adjusted to share premium in capital reserve. If the balance of the share premium is insufficient, any excess is adjusted to retained earnings.

 

For a long-term equity investment obtained through a business combination not involving enterprises under common control, the initial investment cost comprises the aggregate of the fair values of assets transferred, liabilities incurred or assumed, and equity securities issued by the Company, in exchange for control of the acquiree. For a long-term equity investment obtained through a business combination not involving enterprises under common control, if it is achieved in stages, the initial cost comprises the carrying value of previously-held equity investment in the acquiree immediately before the acquisition date, and the additional investment cost at the acquisition date.

 

An investment in a subsidiary acquired otherwise than through a business combination is initially recognised at actual purchase cost if the Group acquires the investment by cash, or at the fair value of the equity securities issued if an investment is acquired by issuing equity securities, or at the value stipulated in the investment contract or agreement if an investment is contributed by investors.

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(5) Long-term equity investments (Continued)

 

(b) Investment in joint ventures and associates

A joint venture is an incorporated entity over which the Group, based on legal form, contractual terms and other facts and circumstances, has joint control with the other parties to the joint venture and rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require the unanimous consent of the Group and the parties sharing control.

 

An associate is the investee that the Group has significant influence on their financial and operating policies. Significant influence represents the right to participate in the financial and operating policy decisions of the investee but is not control or joint control over the establishment of these policies. The Group generally considers the following circumstances in determining whether it can exercise significant influence over the investee: whether there is representative appointed to the board of directors or equivalent governing body of the investee; whether to participate in the investee's policy-making process; whether there are significant transactions with the investees; whether there is management personnel sent to the investee; whether to provide critical technical information to the investee.

 

An investment in a joint ventures or an associate is accounted for using the equity method, unless the investment is classified as held for sale.

 

The initial cost of investment in joint ventures and associates is stated at the consideration paid except for cash dividends or profits distributions declared but unpaid at the time of acquisition and therefore included in the consideration paid should be deducted if the investment is made in cash. Under the circumstances that the long-term investment is obtained through non-monetary asset exchange, the initial cost of the investment is stated at the fair value of the assets exchanged if the transaction has commercial substance, the difference between the fair value of the assets exchanged and its carrying amount is charged to profit or loss; or stated at the carrying amount of the assets exchanged if the transaction lacks commercial substance.

 

The Group's accounting treatments when adopting the equity method include:

 

Where the initial investment cost of a long-term equity investment exceeds the Group's interest in the fair value of the investee's identifiable net assets at the date of acquisition, the investment is initially recognised at the initial investment cost. Where the initial investment cost is less than the Group's interest in the fair value of the investee's identifiable net assets at the time of acquisition, the investment is initially recognised at the investor's share of the fair value of the investee's identifiable net assets, and the difference is charged to profit or loss.

 

After the acquisition of the investment, the Group recognises its share of the investee's net profits or losses and other comprehensive income as investment income or losses and other comprehensive income, and adjusts the carrying amount of the investment accordingly. Once the investee declares any cash dividends or profits distributions, the carrying amount of the investment is reduced by that attributable to the Group.

 

The Group recognises its share of the investee's net profits or losses after making appropriate adjustments to align the accounting policies or accounting periods with those of the Group based on the fair values of the investee's net identifiable assets at the time of acquisition. Under the equity accounting method, unrealised profits and losses resulting from transactions between the Group and its associates or joint ventures are eliminated to the extent of the Group's interest in the associates or joint ventures. Unrealised losses resulting from transactions between the Group and its associates or joint ventures are fully recognised in the event that there is an evidence of impairment.

 

The Group discontinues recognising its share of net losses of the investee after the carrying amount of the long-term equity investment and any long-term interest that is in substance forms part of the Group's net investment in the associate or the joint venture is reduced to zero, except to the extent that the Group has an obligation to assume additional losses. However, if the Group has incurred obligations for additional losses and the conditions on recognition of provision are satisfied in accordance with the accounting standard on contingencies, the Group continues recognising the investment losses and the provision. Where net profits are subsequently made by the associate or joint venture, the Group resumes recognising its share of those profits only after its share of the profits equals the share of losses not recognised.

 

The Group adjusts the carrying amount of the long-term equity investment for changes in owners' equity of the investee other than those arising from net profits or losses and other comprehensive income, and recognises the corresponding adjustment in capital reserve.

 

(c) The impairment assessment method and provision accrual on investment

The impairment assessment and provision accrual on investments in subsidiaries, associates and joint ventures are stated in Note 3(11).

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(6) Fixed assets and construction in progress

Fixed assets represent the tangible assets held by the Group using in the production of goods, rendering of services and for operation and administrative purposes with useful life over one year.

 

Fixed assets are stated in the balance sheet at cost less accumulated depreciation and impairment losses (see Note 3(11)). Construction in progress is stated in the balance sheet at cost less impairment losses (see Note 3(11)).

 

The cost of a purchased fixed asset comprises the purchase price, related taxes, and any directly attributable expenditure for bringing the asset to working condition for its intended use. The cost of self-constructed assets includes the cost of materials, direct labour, capitalised borrowing costs (see Note 3(18)), and any other costs directly attributable to bringing the asset to working condition for its intended use. According to legal or contractual obligations, costs of dismantling and removing the items and restoring the site on which the related assets located are included in the initial cost.

 

Construction in progress is transferred to fixed assets when the asset is ready for its intended use. No depreciation is provided against construction in progress.

 

Where the individual component parts of an item of fixed asset have different useful lives or provide benefits to the Group in different patterns thus necessitating use of different depreciation rates or methods, each part is recognised as a separate fixed asset.

 

The subsequent costs including the cost of replacing part of an item of fixed assets are recognised in the carrying amount of the item if the recognition criteria are satisfied, and the carrying amount of the replaced part is derecognised. The costs of the day-to-day servicing of fixed assets are recognised in profit or loss as incurred.

 

The Group terminates the recognition of an item of fixed asset when it is in a state of disposal or it is estimated that it is unable to generate any economic benefits through use or disposal. Gains or losses arising from the retirement or disposal of an item of fixed asset are determined as the difference between the net disposal proceeds and the carrying amount of the item and are recognised in profit or loss on the date of retirement or disposal.

 

Other than oil and gas properties, the cost of fixed assets less residual value and accumulated impairment losses is depreciated using the straight-line method over their estimated useful lives, unless the fixed asset is classified as held for sale. The estimated useful lives and the estimated rate of residual values adopted for respective classes of fixed assets are as follows:

 

Estimated

Estimated rate

useful life

of residual value

Plants and buildings

12-50 years

3%

Equipment, machinery and others

4-30 years

3%

 

Useful lives, residual values and depreciation methods are reviewed at least each year end.

 

(7) Oil and gas properties

Oil and gas properties include the mineral interests in properties, wells and related support equipment arising from oil and gas exploration and production activities.

 

The acquisition cost of mineral interest is capitalised as oil and gas properties. Costs of development wells and related support equipment are capitalised. The cost of exploratory wells is initially capitalised as construction in progress pending determination of whether the well has found proved reserves. Exploratory well costs are charged to expenses upon the determination that the well has not found proved reserves. However, in the absence of a determination of the discovery of proved reserves, exploratory well costs are not carried as an asset for more than one year following completion of drilling. If, after one year has passed, a determination of the discovery of proved reserves cannot be made, the exploratory well costs are impaired and charged to expense. All other exploration costs, including geological and geophysical costs, are charged to profit or loss in the year as incurred.

 

The Group estimates future dismantlement costs for oil and gas properties with reference to engineering estimates after taking into consideration the anticipated method of dismantlement required in accordance with the industry practices. These estimated future dismantlement costs are discounted at credit-adjusted risk-free rate and are capitalised as oil and gas properties, which are subsequently amortised as part of the costs of the oil and gas properties.

 

Capitalised costs of proved oil and gas properties are amortised on a unit-of-production method based on volumes produced and reserves.

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(8) Intangible assets

Intangible assets, where the estimated useful life is finite, are stated in the balance sheet at cost less accumulated amortisation and provision for impairment losses (see Note 3(11)). For an intangible asset with finite useful life, its cost less estimated residual value and accumulated impairment losses is amortised on a straight-line basis over the expected useful lives, unless the intangible assets are classified as held for sale.

 

An intangible asset is regarded as having an indefinite useful life and is not amortised when there is no foreseeable limit to the year over which the asset is expected to generate economic benefits for the Group.

 

Useful lives and amortisation methods are reviewed at least each year end.

 

(9) Goodwill

The initial cost of goodwill represents the excess of cost of acquisition over the acquirer's interest in the fair value of the identifiable net assets of the acquiree under the business combination involving entities not under common control.

 

Goodwill is not amortised and is stated at cost less accumulated impairment losses (see Note 3(11)). On disposal of an asset group or a set of asset groups, any attributable amount of purchased goodwill is written off and included in the calculation of the profit or loss on disposal.

 

(10) Financial Instruments

Financial instruments, refer to the contracts that form one party's financial assets and form the financial liabilities or equity instruments of the other party. The Group recognises a financial asset or a financial liability when the Group enters into and becomes a party to the underlining contract of the financial instrument.

 

(a) Financial assets

 

(i) Classification and measurement

The Group classifies financial assets into different categories depending on the business model for managing the financial assets and the contractual terms of cash flows of the financial assets: (1) financial assets measured at amortised cost, (2) financial assets measured at fair value through other comprehensive income, (3) financial assets measured at fair value through profit or loss. A contractual cash flow characteristic which could have only a de minimis effect, or could have an effect that is more than de minimis but is not genuine, does not affect the classification of the financial asset.

 

Financial assets are initially recognised at fair value. For financial assets measured at fair value through profit or loss, the relevant transaction costs are recognised in profit or loss. The transaction costs for other financial assets are included in the initially recognised amount. Bills receivable and accounts receivable arising from sales of goods or rendering services, without significant financing component, are initially recognised based on the transaction price expected to be entitled by the Group.

 

Debt instruments

Debt instruments held by the Group mainly include cash at bank and on hand, and receivables, etc. These financial assets are measured at amortised cost.

 

The business model for managing such financial assets by the Group are held for collection of contractual cash flows. The contractual cash flow characteristics are to give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Interest income from these financial assets is recognised using the effective interest rate method.

 

Equity instruments

Equity instruments that the Group has no power to control, jointly control or exercise significant influence over, are measured at fair value through profit or loss and presented as financial assets held for trading.

 

In addition, the Group designates some equity instruments that are not held for trading as financial assets at fair value through other comprehensive income, and presented in other equity instrument investments. The relevant dividends of these financial assets are recognised in profit or loss. When derecognised, the cumulative gain or loss previously recognised in other comprehensive income transfer to retained earnings.

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(10) Financial Instruments (Continued)

 

(a) Financial assets (Continued)

 

(ii) Impairment

The Group recognises a loss allowance for expected credit losses on a financial asset that is measured at amortised cost.

 

The Group measures and recognises expected credit losses, considering reasonable and supportable information about the relevant past events, current conditions and forecasts of future economic conditions.

 

The Group measures the expected credit losses of financial instruments on different stages at each balance sheet date. For financial instruments that have no significant increase in credit risk since the initial recognition, on first stage, the Group measures the loss allowance at an amount equal to 12-month expected credit losses. If there has been a significant increase in credit risk since the initial recognition of a financial instrument but credit impairment has not occurred, on second stage, the Group recognises a loss allowance at an amount equal to lifetime expected credit losses. If credit impairment has occurred since the initial recognition of a financial instrument, on third stage, the Group recognises a loss allowance at an amount equal to lifetime expected credit losses.

 

For financial instruments that have low credit risk at the balance sheet date, the Group assumes that there is no significant increase in credit risk since the initial recognition, and measures the loss allowance at an amount equal to 12-month expected credit losses.

 

For financial instruments on the first stage and the second stage, and that have low credit risk, the Group calculates interest income according to carrying amount without deducting the impairment allowance and effective interest rate. For financial instruments on the third stage, interest income is calculated according to the carrying amount minus amortised cost after the provision of impairment allowance and effective interest rate.

 

For receivables related to revenue, the Group measures the loss allowance at an amount equal to lifetime expected credit losses.

 

The Group recognises the loss allowance accrued or written back in profit or loss.

 

(iii) Derecognition

The Group derecognises a financial asset when a) the contractual right to receive cash flows from the financial asset expires; b) the Group transfers the financial asset and substantially all the risks and rewards of ownership of the financial asset; c) the financial assets have been transferred and the Group neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset, but the Group has not retained control.

 

On derecognition of other equity instrument investments, the difference between the carrying amounts and the sum of the consideration received and any cumulative gain or loss previously recognised in other comprehensive income, is recognised in retained earnings. While on derecognition of other financial assets, this difference is recognised in profit or loss.

 

(b) Financial liabilities

The Group, at initial recognition, classifies financial liabilities as either financial liabilities subsequently measured at amortised cost or financial liabilities at fair value through profit or loss.

 

The Group's financial liabilities are mainly financial liabilities measured at amortised cost, including bills payable and accounts payable, other payables, loans and debentures payable, etc. These financial liabilities are initially measured at the amount of their fair value after deducting transaction costs and use the effective interest rate method for subsequent measurement.

 

Where the present obligations of financial liabilities are completely or partially discharged, the Group derecognises these financial liabilities or discharged parts of obligations. The differences between the carrying amounts and the consideration received are recognised in profit or loss.

 

(c) Determination of fair value

If there is an active market for financial instruments, the quoted price in the active market is used to measure fair values of the financial instruments. If no active market exists for financial instruments, valuation techniques are used to measure fair values. In valuation, the Group adopts valuation techniques that are applicable in the current situation and have sufficient available data and other information to support it, and selects input values that are consistent with the asset or liability characteristics considered by market participants in the transaction of relevant assets or liabilities, and gives priority to relevant observable input values. Use of unobservable input values where relevant observable input values cannot be obtained or are not practicable.

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(10) Financial Instruments (Continued)

 

(d) Derivative financial instruments and hedge accounting

Derivative financial instruments are recognised initially at fair value. At each balance sheet date, the fair value is remeasured. The gain or loss on remeasurement to fair value is recognised immediately in profit or loss, except where the derivatives qualify for hedge accounting.

 

Hedge accounting is a method which recognises the offsetting effects on profit or loss of changes in the fair values of the hedging instrument and the hedged item in the same accounting period, to represent the effect of risk management activities.

 

Hedged items are the items that expose the Group to risks of changes in future cash flows and that are designated as being hedged and that must be reliably measurable. The Group's hedged items include a forecast transaction that is settled with an undetermined future market price and exposes the Group to risk of variability in cash flows, etc.

 

A hedging instrument is a designated derivative whose changes in cash flows are expected to offset changes in the cash flows of the hedged item.

 

The hedging relationship meets all of the following hedge effectiveness requirements:

 

(1) There is an economic relationship between the hedged item and the hedging instrument, which shares a risk and that gives rise to opposite changes in fair value that tend to offset each other.

 

(2) The effect of credit risk does not dominate the value changes that result from that economic relationship.

 

(3) The hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the entity actually hedges and the quantity of the hedging instrument that the entity actually uses to hedge that quantity of hedged item. However, that designation shall not reflect an imbalance between the weightings of the hedged item and the hedging instrument.

 

- Cash flow hedges

 

Cash flow hedge is a hedge of the exposure to variability in cash flows that is attributable to a particular risk associated with all, or a component of, a recognised asset or liability (such as all or some future interest payments on variable-rate debt) or a highly probable forecast transaction, and could affect profit or loss. As long as a cash flow hedge meets the qualifying criteria for hedge accounting, the hedging relationship shall be accounted for as follows:

 

- The cumulative gain or loss on the hedging instrument from inception of the hedge;

 

- The cumulative change in present value of the expected future cash flows on the hedged item from inception of the hedge.

 

The gain or loss on the hedging instrument that is determined to be an effective hedge is recognised in other comprehensive income.

 

The portion of the gain or loss on the hedging instrument that is determined to be an ineffective hedge is recognised in profit or loss.

 

If a hedged forecast transaction subsequently results in the recognition of a non-financial asset or non-financial liability, or a hedged forecast transaction for a non-financial asset or a nonfinancial liability becomes a firm commitment for which fair value hedge accounting is applied, the entity shall remove that amount from the cash flow hedge reserve and include it directly in the initial cost or other carrying amount of the asset or the liability. This is not a reclassification adjustment and hence it does not affect other comprehensive income.

 

For cash flow hedges, other than those covered by the preceding two policy statements, that amount shall be reclassified from the cash flow hedge reserve to profit or loss as a reclassification adjustment in the same period or periods during which the hedged expected future cash flows affect profit or loss.

 

If the amount that has been accumulated in the cash flow hedge reserve is a loss and the Group expects that all or a portion of that loss will not be recovered in one or more future periods, the Group immediately reclassify the amount that is not expected to be recovered into profit or loss.

 

When the hedging relationship no longer meets the risk management objective on the basis of which it qualified for hedge accounting (ie the entity no longer pursues that risk management objective), or when a hedging instrument expires or is sold, terminated, exercised, or there is no longer an economic relationship between the hedged item and the hedging instrument or the effect of credit risk starts to dominate the value changes that result from that economic relationship or no longer meets the criteria for hedge accounting, the Group discontinues prospectively the hedge accounting treatments. If the hedged future cash flows are still expected to occur, that amount shall remain in the cash flow hedge reserve and shall be accounted for as cash flow hedges. If the hedged future cash flows are no longer expected to occur, that amount shall be immediately reclassified from the cash flow hedge reserve to profit or loss as a reclassification adjustment. A hedged future cash flow that is no longer highly probable to occur may still be expected to occur, if the hedged future cash flows are still expected to occur, that amount shall remain in the cash flow hedge reserve and shall be accounted for as cash flow hedges.

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(11) Impairment of other non-financial long-term assets

Internal and external sources of information are reviewed at each balance sheet date for indications that the following assets, including fixed assets, construction in progress, goodwill, intangible assets and investments in subsidiaries, associates and joint ventures may be impaired.

 

Assets are tested for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. The recoverable amounts of goodwill and intangible assets with uncertain useful lives are estimated annually no matter there are any indications of impairment. Goodwill is tested for impairment together with related asset units or groups of asset units.

 

An asset unit is the smallest identifiable group of assets that generates cash inflows largely independent of the cash inflows from other assets or groups of assets. An asset unit comprises related assets that generate associated cash inflows. In identifying an asset unit, the Group primarily considers whether the asset unit is able to generate cash inflows independently as well as the management style of production and operational activities, and the decision for the use or disposal of asset.

 

The recoverable amount is the greater of the fair value less costs to sell and the present value of expected future cash flows generated by the asset (or asset unit, set of asset units).

 

Fair value less costs to sell of an asset is based on its selling price in an arm's length transaction less any direct costs attributable to the disposal. Present value of expected future cash flows is the estimation of future cash flows to be generated from the use of and upon disposal of the asset, discounted at an appropriate pre-tax discount rate over the asset's remaining useful life.

 

If the recoverable amount of an asset is less than its carrying amount, the carrying amount is reduced to the recoverable amount. The amount by which the carrying amount is reduced is recognised as an impairment loss in profit or loss. A provision for impairment loss of the asset is recognised accordingly. Impairment losses related to an asset unit or a set of asset units first reduce the carrying amount of any goodwill allocated to the asset unit or set of asset units, and then reduce the carrying amount of the other assets in the asset unit or set of asset units on a pro rata basis. However, the carrying amount of an impaired asset will not be reduced below the highest of its individual fair value less costs to sell (if determinable), the present value of expected future cash flows (if determinable) and zero.

 

Impairment losses for assets are not reversed.

 

(12) Long-term deferred expenses

Long-term deferred expenses are amortised on a straight-line basis over their beneficial periods.

 

(13) Employee benefits

Employee benefits are all forms of considerations and compensation given in exchange for services rendered by employees, including short term compensation, post-employment benefits, termination benefits and other long term employee benefits.

 

(a) Short term compensation

Short term compensation includes salaries, bonuses, allowances and subsidies, employee benefits, medical insurance premiums, work-related injury insurance premium, maternity insurance premium, contributions to housing fund, unions and education fund and short-term absence with payment etc.. When an employee has rendered service to the Group during an accounting period, the Group shall recognise the short term compensation actually incurred as a liability and charge to the cost of an asset or to profit or loss in the same period, and non-monetary benefits are valued with the fair value.

 

(b) Post-employment benefits

The Group classifies post-employment benefits into either Defined Contribution Plan (DC plan) or Defined Benefit Plan (DB plan). DC plan means the Group only contributes a fixed amount to an independent fund and no longer bears other payment obligation; DB plan is post-employment benefits other than DC plan. In this reporting period, the post-employment benefits of the Group primarily comprise basic pension insurance and unemployment insurance and both of them are DC plans.

 

Basic pension insurance

 

Employees of the Group participate in the social insurance system established and managed by local labor and social security department. The Group makes basic pension insurance to the local social insurance agencies every month, at the applicable benchmarks and rates stipulated by the government for the benefits of its employees. After the employees retire, the local labor and social security department has obligations to pay them the basic pension. When an employee has rendered service to the Group during an accounting period, the Group shall recognise the accrued amount according to the above social security provisions as a liability and charge to the cost of an asset or to profit or loss in the same period.

 

(c) Termination benefits

When the Group terminates the employment relationship with employees before the employment contracts expire, or provides compensation as an offer to encourage employees to accept voluntary redundancy, a provision for the termination benefits provided is recognised in profit or loss under the conditions of both the Group has a formal plan for the termination of employment or has made an offer to employees for voluntary redundancy, which will be implemented shortly; and the Group is not allowed to withdraw from termination plan or redundancy offer unilaterally.

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(14) Income tax

Current tax and deferred tax are recognised in profit or loss except to the extent that they relate to business combinations and items recognised directly in equity (including other comprehensive income).

 

Current tax is the expected tax payable calculated at the applicable tax rate on taxable income for the year, plus any adjustment to tax payable in respect of previous years.

 

At the balance sheet date, current tax assets and liabilities are offset if the Group has a legally enforceable right to set them off and also intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.

 

Deferred tax assets and liabilities are recognised based on deductible temporary differences and taxable temporary differences respectively. Temporary difference is the difference between the carrying amounts of assets and liabilities and their tax bases. Unused tax losses and unused tax credits able to be utilised in subsequent years are treated as temporary differences. Deferred tax assets are recognised to the extent that it is probable that future taxable income will be available to offset the deductible temporary differences.

 

Temporary differences arise in a transaction, which is not a business combination, and at the time of transaction, does not affect accounting profit or taxable profit (or unused tax losses), will not result in deferred tax. Temporary differences arising from the initial recognition of goodwill will not result in deferred tax.

 

At the balance sheet date, the amounts of deferred tax recognised is measured based on the expected manner of recovery or settlement of the carrying amount of the assets and liabilities, using tax rates that are expected to be applied in the period when the asset is recovered or the liability is settled in accordance with tax laws.

 

The carrying amount of deferred tax assets is reviewed at each balance sheet date. If it is unlikely to obtain sufficient taxable income to offset against the benefit of deferred tax asset, the carrying amount of the deferred tax assets is written down. Any such write-down should be subsequently reversed where it becomes probable that sufficient taxable income will be available.

 

At the balance sheet date, deferred tax assets and liabilities are offset if all the following conditions are met:

 

- the taxable entity has a legally enforceable right to offset current tax assets and current tax liabilities; and

 

- they relate to income taxes levied by the same tax authority on either:

 

- the same taxable entity; or

 

- different taxable entities which either to intend to settle the current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

 

(15) Provisions

Provisions are recognised when the Group has a present obligation as a result of a contingent event, it is probable that an outflow of economic benefits will be required to settle the obligations and a reliable estimate can be made. Where the effect of time value of money is material, provisions are determined by discounting the expected future cash flows.

 

Provisions for future dismantlement costs are initially recognised based on the present value of the future costs expected to be incurred in respect of the Group's expected dismantlement and abandonment costs at the end of related oil and gas exploration and development activities. Any subsequent change in the present value of the estimated costs, other than the change due to passage of time which is regarded as interest costs, is reflected as an adjustment to the provision of oil and gas properties.

 

(16) Revenue recognition

Revenue arises in the course of the Group's ordinary activities, and increases in economic benefits in the form of inflows that result in an increase in equity, other than those relating to contributions from equity participants.

 

The Group sells crude oil, natural gas, petroleum and chemical products, etc. Revenue is recogniesd according to the expected consideration amount, when a customer obtains control over the relevant goods or services. To determine whether a customer obtains control of a promised asset, the Group shall consider indicators of the transfer of control, which include, but are not limited to, the Group has a present right to payment for the asset; the Group has transferred physical possession of the asset to the customer; the customer has the significant risks and rewards of ownership of the asset; the customer has accepted the asset.

 

Sales of goods

Sales are recognised when control of the goods have transferred, being when the products are delivered to the customer. Advance from customers but goods not yet delivered is recorded as contract liabilities and is recognised as revenues when a customer obtains control over the relevant goods.

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(17) Government grants

Government grants are the gratuitous monetary assets or non-monetary assets that the Group receives from the government, excluding capital injection by the government as an investor. Special funds such as investment grants allocated by the government, if clearly defined in official documents as part of "capital reserve" are dealt with as capital contributions, and not regarded as government grants.

 

Government grants are recognised when there is reasonable assurance that the grants will be received and the Group is able to comply with the conditions attaching to them. Government grants in the form of monetary assets are recorded based on the amount received or receivable, whereas non-monetary assets are measured at fair value.

 

Government grants received in relation to assets are recorded as deferred income, and recognised evenly in profit or loss over the assets' useful lives. Government grants received in relation to revenue are recorded as deferred income, and recognised as income in future periods as compensation when the associated future expenses or losses arise; or directly recognised as income in the current period as compensation for past expenses or losses.

 

(18) Borrowing costs

Borrowing costs incurred on borrowings for the acquisition, construction or production of qualified assets are capitalised into the cost of the related assets in the capitalisable period.

 

Except for the above, other borrowing costs are recognised as financial expenses in the income statement when incurred.

 

(19) Repairs and maintenance expenses

Repairs and maintenance (including overhauling expenses) expenses are recognised in profit or loss when incurred.

 

(20) Environmental expenditures

Environmental expenditures that relate to current ongoing operations or to conditions caused by past operations is expensed as incurred. Liabilities related to future remediation costs are recorded when environmental assessments and/or cleanups are probable and the costs can be reliably estimated. As facts concerning environmental contingencies become known to the Group, the Group reassesses its position both with respect to accrued liabilities and other potential exposures.

 

(21) Research and development costs

Research costs and development costs that cannot meet the capitalisation criteria are recognised in profit or loss when incurred.

 

(22) Operating leases

Operating lease payments are charged as expenses on a straight-line basis over the period of the respective leases.

 

(23) Dividends

Dividends and distributions of profits proposed in the profit appropriation plan which will be authorised and declared after the balance sheet date, are not recognised as a liability at the balance sheet date and are separately disclosed in the notes to the financial statements. Dividends are recognised as a liability in the period in which they are declared.

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(24) Related parties

If a party has the power to control, jointly control or exercise significant influence over another party, or vice versa, or where two or more parties are subject to common control, joint control from another party, they are considered to be related parties. Related parties may be individuals or enterprises. Where enterprises are subject to state control but are otherwise unrelated, they are not related parties. Related parties of the Group and the Company include, but not limited to:

 

(a) the holding company of the Company;

 

(b) the subsidiaries of the Company;

 

(c) the parties that are subject to common control with the Company;

 

(d) investors that have joint control or exercise significant influence over the Group;

 

(e) enterprises or individuals if a party has control, joint control over both the enterprises or individuals and the Group;

 

(f) joint ventures of the Group, including subsidiaries of the joint ventures;

 

(g) associates of the Group, including subsidiaries of the associates;

 

(h) principle individual investors of the Group and close family members of such individuals;

 

(i) key management personnel of the Group, and close family members of such individuals;

 

(j) key management personnel of the Company's holding company;

 

(k) close family members of key management personnel of the Company's holding company; and

 

(l) an entity which is under control, joint control of principle individual investor, key management personnel or close family members of such individuals.

 

(25) Segment reporting

Reportable segments are identified based on operating segments which are determined based on the structure of the Group's internal organisation, management requirements and internal reporting system. An operating segment is a component of the Group that meets the following respective conditions:

 

‧ engage in business activities from which it may earn revenues and incur expenses;

 

‧ whose operating results are regularly reviewed by the Group's management to make decisions about resource to be allocated to the segment and assess its performance; and

 

‧ for which financial information regarding financial position, results of operations and cash flows are available.

 

Inter-segment revenues are measured on the basis of actual transaction price for such transactions for segment reporting, and segment accounting policies are consistent with those for the consolidated financial statements.

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(26) Changes in significant accounting policies

 

(a) MOF issued Cai Kuai [2018] No. 15 "Announcement of the revision of general enterprise financial statements format for 2018". The Group has adopted the above guidelines to prepare the financial statements of 2018. The comparative financial statements of 2017 have been adjusted.

 

(i) The impact to the Group's financial statements is as follows:

 

31 December

2017

1 January

2017

Contents and reasons of the changes

Item

RMB million

RMB million

The Group combined presents bills receivable

Bills receivable and accounts receivable

84,701

63,486

 and accounts receivable into bills

Accounts receivable

(68,494)

(50,289)

 and accounts receivable

Bills receivable

(16,207)

(13,197)

The Group combined presents fixed assets

Fixed assets

146

-

 and fixed assets pending for disposal into fixed assets

Other non-current assets

(146)

-

The Group combined presents bills payable

Bills payable and accounts payable

206,535

180,129

 and accounts payable into bills and accounts payable

Accounts payable

(200,073)

(174,301)

 

Bills payable

(6,462)

(5,828)

The Group combined presents interests payable,

Other payables

6,843

2,006

 dividends payable and other payables

Dividends payable

(6,843)

(2,006)

 into other payables

 

 

 

 

Year of 2017

Contents and reasons of the changes

Item

RMB million

The research and development expenses originally included

Research and development expenses

6,423

 in the general and administrative expenses were separately

General and administrative expenses

(6,423)

 presented as the research and development

 expenses in income statements

 

 

 

(ii) The impact to the Company's financial statements is as follows:

 

31 December

2017

1 January

2017

Contents and reasons of the changes

Item

RMB million

RMB million

The Company combined presents bills receivable

Bills receivable and accounts receivable

37,766

38,803

 and accounts receivable into bills and

Accounts receivable

(37,609)

(38,332)

 accounts receivable

Bills receivable

(157)

(471)

The Company combined presents dividends receivable

Other receivables

16,327

5,454

 and other receivables into other receivables

Dividends receivable

(16,327)

(5,454)

The Company combined presents bills payable

Bills payable and accounts payable

86,604

78,548

 and accounts payable into bills and accounts payable

Accounts payable

(83,449)

(75,787)

 

Bills payable

(3,155)

(2,761)

 

Year of 2017

Contents and reasons of the changes

Item

RMB million

The research and development expenses originally included

Research and development expenses

5,445

 in the general and administrative expenses were separately

General and administrative expenses

(5,445)

 presented as the research and development expenses

 in income statements

 

 

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(26) Changes in significant accounting policies (Continued)

 

(b) MOF issued revised "No.14 Accounting Standard for Business Enterprises - Revenue" ("New Revenue Standard") in 2017 and the New Revenue Standard was effective on 1 January 2018. In accordance with the New Revenue Standard, the Group adjusted the first year's retained earnings and other related items of the financial statements according to the cumulative impact of the New Revenue Standard for the first time, while the comparative financial statements have not been restated.The Group has adopted the above standard to prepare the financial statements of 2018, while the comparative financial statements of 2017 have not been restated.

 

The New Revenue Standard has no significant impact on the shareholder's equity in the consolidated balance sheet. Other financial statement items that affected by the initial implementation of the standard is as follows:

 

At 1 January 2018 (RMB million)

Contents and reasons of the changes

Item

The Group

The Company

Advances from customers were reclassified as contract liabilities

Contract liabilities

120,734

3,413

 by implementation of the New Revenue Standard

Advances from customers

(120,734)

(3,413)

 

Financial statement items as at 31 December 2018 that affected by the implementation of New Revenue Standard compared to the original revenue standard is as follows:

 

At 31 December 2018 (RMB million)

Item

The Group

The Company

Contract liabilities

124,793

4,230

Advances from customers

(124,793)

(4,230)

 

(c) MOF issued revised "No.22 Accounting Standards for Business Enterprises - Financial instruments: recognition and measurement", revised "No.23 Accounting Standards for Business Enterprises - Transfer of financial assets", revised "No.24 Accounting Standards for Business Enterprises - Hedging" and revised "No.37 Accounting Standards for Business Enterprises - Presentation of financial instruments" (collectively referred to as "New Financial Instruments Standards"). The New Financial Instruments Standards were effective on 1 January 2018. In accordance with the New Financial Instruments Standards, the Group classified and measured financial instruments (including impairment), involving comparative financial statements which are not consistent with the requirements of this standard and need not be adjusted. The difference between the original book value of the financial instrument and the new book value on the date of execution of the New Financial Instruments Standards shall be included in the retained earnings or other comprehensive income at the beginning financial statements. The Group has adopted the above guidelines to prepare financial statements of the year ended 31 December 2018, while the comparative figures for 2017 have not been restated.

 

The New Financial Instruments Standards have no significant impact on the shareholder's equity. The impact to the Group's financial statements is presented as below:

 

(i) At 1 January 2018, the comparatives of classification and measurement in the Group's financial statements between the New Financial Instruments Standards and the Financial Instruments Standards before revision are as below:

 

Financial Instruments Standards

before revision

New Financial Instruments Standards

Item

Measurement

RMB million

Item

Measurement

RMB million

Financial assets at fair value through profit or loss

 

Measured at fair value through profit or loss

51,196

 

Financial assets held for trading

Measured at fair value through profit or loss

51,196

 

Available-for-sale financial assets

 

 

 

Measured at fair value through other comprehensive income (equity instruments)

178

 

 

 

Other equity instrument investments

 

Measured at fair value through other comprehensive income

 

1,676

 

 

 

 

 

Measured at cost (equity instruments)

1,498

 

 

 

 

 

 

 

 

3 SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

(26) Changes in significant accounting policies (Continued)

 

At 1 January 2018, the comparatives of classification and measurement in the Company's financial statements between the New Financial Instruments Standards and the Financial Instruments Standards before revision are as below:

 

Financial Instruments Standards before revision

New Financial Instruments Standards

Item

Measurement

RMB million

Item

Measurement

RMB million

Financial assets at

fair value through

profit or loss

Measured at fair value through profit or loss

 

48,179

 

 

 

 

 

Financial assets held for trading

 

Measured at fair value through profit or loss

 

48,179

 

 

Available-for-sale financial assets

 

 

Measured at cost (equity instruments)

 

 

395

 

 

 

 

 

 

 

Other equity instrument investments

 

 

Measured at fair value through other comprehensive income

 

395

 

 

 

 

As a consequence:

 

‧ any adjustments to carrying amounts of financial assets or liabilities are recognised at the beginning of the current reporting period, with the difference recognised in opening retained earnings

 

‧ financial assets are not reclassified in the balance sheet for the comparative period

 

‧ provisions for impairment have not been restated in the comparative period

 

(ii) The Group has adopted the simplified expected credit loss model for its receivables and contract assets, and the general expected credit loss model for receivables and contract assets carried at amortised. The Group assessed the loss allowance for receivables under the expected credit loss model on 1 January 2018, no significant difference compared with the loss allowance under accounting policies applied until 31 December 2017.

 

(iii) Hedging

The Group has applied the hedging accounting prospectively to the derivatives held for hedging purpose.

 

(d) New and amended standards and interpretations not yet adopted by the Group

 

MoF issued revised "No. 21 Accounting Standard for Business Enterprises - Leases" ("New Leases Standard") in December 2018 and the New Leases Standard will be effective on 1 January 2019. It will result in almost all leases being recognised on the balance sheet by lessees, as the distinction between operating and finance leases is removed. Under the new standard, an asset (the right to use the leased item) and a financial liability to pay rentals are recognised. Leases to explore for or use oil and natural gas are not applied to the New Leases Standard.

 

The Group will apply the standard from its mandatory adoption date of 1 January 2019. The Group intends to apply the simplified transition approach and will not restate comparative amounts for the year prior to first adoption. All right-of-use assets will be measured at the amount of the lease liabilities on adoption (adjusted for any prepaid or accrued lease expenses). In applying the New Leases Standard for the first time, the Group has used the following practical expedients permitted by the standard:

 

‧ the use of a single discount rate to a portfolio of leases with reasonably similar characteristics

 

‧ the accounting for operating leases with a remaining lease term of less than 12 months as at 1 January 2019 as short-term leases

 

The Group has set up a project team which has reviewed all of the Group's leasing arrangements over the last year in light of the new lease accounting rules in the New Leases Standard. The standard will affect primarily the accounting for the Group's operating leases.

 

The Group expects to recognise right-of-use assets of approximately RMB 207.5 billion on 1 January 2019, lease liabilities of RMB 198.6 billion (after adjustments for prepayments and accrued lease payments recognised as at 31 December 2018).

 

4 TAXATION

 

Major types of tax applicable to the Group are income tax, consumption tax, resources tax, value added tax, city construction tax, education surcharge and local education surcharge.

 

Consumption tax was levied based on sales quantities of taxable products, tax rate of products is presented as below:

 

Products

Effective from

13 January 2015

(RMB/Ton)

Gasoline

2,109.76

Diesel

1,411.20

Naphtha

2,105.20

Solvent oil

1,948.64

Lubricant oil

1,711.52

Fuel oil

1,218.00

Jet fuel oil

1,495.20

 

5 CASH AT BANK AND ON HAND

 

The Group

 

 

At 31 December 2018

At 31 December 2017

Original

Original

currency

Exchange

RMB

currency

Exchange

RMB

million

rates

million

million

rates

million

Cash on hand

 

 

 

 

 

 

Renminbi

 

 

82

 

 

14

Cash at bank

 

 

 

 

 

 

Renminbi

 

 

102,572

 

 

92,711

US Dollars

3,377

6.8632

23,179

3,760

6.5342

24,561

Hong Kong Dollars

39

0.8762

35

98

0.8359

82

EUR

1

7.8473

11

1

7.8023

10

Others

 

 

79

 

 

112

 

 

 

125,958

 

 

117,490

Deposits at related parities

 

 

 

 

 

 

Renminbi

 

 

24,625

 

 

32,117

US Dollars

2,389

6.8632

16,374

2,336

6.5342

15,256

EUR

4

7.8473

33

16

7.8023

126

Others

 

 

25

 

 

15

 

 

 

41,057

 

 

47,514

Total

 

 

167,015

 

 

165,004

 

Deposits at related parties represent deposits placed at Sinopec Finance Company Limited and Sinopec Century Bright Capital Investment Limited. Deposits interest is calculated based on market rate.

 

At 31 December 2018, time deposits with financial institutions of the Group amounted to RMB 55,093 million (2017: RMB 51,786 million).

 

At 31 December 2018, structured deposits included in cash at bank and on hand with financial institutions of the Group amounted to RMB 77,909 million (2017: RMB 65,250 million).

 

6 FINANCIAL ASSETS HELD FOR TRADING

 

At 31 December

At 31 December

2018

2017

RMB million

RMB million

Structured deposit

25,550

51,196

Equity investments, listed and at quoted market price

182

-

Total

25,732

51,196

 

The financial assets are primarily the structured deposit with financial institutions, which are presented as current assets since they are expected to be expired within 12 months from the end of the reporting period.

 

7 DERIVATIVE FINANCIAL ASSETS AND DERIVATIVE FINANCIAL LIABILITIES

 

Derivative financal assets and derivative financial liabilities of the Group are primarily commodity futures and swaps. See Note 58.

 

8 BILLS RECEIVABLE AND ACCOUNTS RECEIVABLE

 

The Group

The Company

At 31 December

At 31 December

At 31 December

At 31 December

2018

2017

2018

2017

RMB million

RMB million

RMB million

RMB million

Bills receivable (a)

7,886

16,207

156

157

Accounts receivable (b)

56,993

68,494

29,989

37,609

Total

64,879

84,701

30,145

37,766

 

(a) Bills receivable

 

Bills receivable represents mainly the bills of acceptance issued by banks for sales of goods and products.

 

At 31 December 2018, the Group's derecognised but outstanding bills due to endorsement or discount amounted to RMB 4,385 million (2017: RMB 12,190 million).

 

At 31 December 2018, the Group considers that its bills of acceptance issued by banks do not pose a significant credit risk and will not cause any significant loss due to the default of drawers.

 

(b) Accounts receivable

 

The Group

The Company

At 31 December

At 31 December

At 31 December

At 31 December

2018

2017

2018

2017

RMB million

RMB million

RMB million

RMB million

Accounts receivable

57,599

69,106

30,120

37,756

Less: Allowance for doubtful accounts

606

612

131

147

Total

56,993

68,494

29,989

37,609

 

Ageing analysis on accounts receivable is as follows:

 

The Group

At 31 December 2018

At 31 December 2017

Amount

Percentage

to total

accounts

receivable

Allowance

Percentage

of allowance

to accounts

receivable

balance

Amount

Percentage

to total

accounts

receivable

Allowance

Percentage

of allowance

to accounts

receivable

balance

RMB million

%

RMB million

%

RMB million

%

RMB million

%

Within one year

56,431

97.9

-

-

67,777

98.1

-

-

Between one and two years

436

0.8

83

19.0

715

1.0

142

19.9

Between two and three years

289

0.5

165

57.1

87

0.1

44

50.6

Over three years

443

0.8

358

80.8

527

0.8

426

80.8

Total

57,599

100.0

606

 

69,106

100.0

612

 

 

The Company

At 31 December 2018

At 31 December 2017

Amount

Percentage

to total

accounts

receivable

Allowance

Percentage

of allowance

to accounts

receivable

balance

Amount

Percentage

to total

accounts

receivable

Allowance

Percentage

of allowance

to accounts

receivable

balance

RMB million

%

RMB million

%

RMB million

%

RMB million

%

Within one year

29,797

98.9

-

-

37,331

98.8

-

-

Between one and two years

125

0.4

15

12.0

134

0.4

17

12.7

Between two and three years

54

0.2

10

18.5

154

0.4

29

18.8

Over three years

144

0.5

106

73.6

137

0.4

101

73.7

Total

30,120

100.0

131

 

37,756

100.0

147

 

 

8 BILLS RECEIVABLE AND ACCOUNTS RECEIVABLE (Continued)

 

(b) Accounts receivable (Continued)

 

At 31 December 2018 and 31 December 2017, the total amounts of the top five accounts receivable of the Group are set out below:

 

At 31 December

At 31 December

2018

2017

Total amount (RMB million)

15,699

17,920

Percentage to the total balance of accounts receivable

27.3%

25.9%

Allowance for doubtful accounts

-

-

 

Sales are generally on a cash term. Credit is generally only available for major customers with well-established trading records. Amounts due from Sinopec Group Company and fellow subsidiaries are repayable under the same terms.

 

Bills receivables and accounts receivable (net of impairment losses for bad and doubtful debts) primarily represent receivables that are neither past due nor impaired. These receivables relate to a wide range of customers for whom there is no recent history of default. Information about the impairment of trade accounts receivable and the Group exposure to credit risk can be found in Note 58.

 

During 2018 and 2017, the Group and the Company had no individually significant accounts receivable been fully or substantially provided allowance for doubtful accounts.

 

During 2018 and 2017, the Group and the Company had no individually significant write-off or recovery of doubtful debts which had been fully or substantially provided for in prior years.

 

9 PREPAYMENTS

 

The Group

The Company

At 31 December

At 31 December

At 31 December

At 31 December

2018

2017

2018

2017

RMB million

RMB million

RMB million

RMB million

Prepayments

5,990

4,926

2,493

4,433

Less: Allowance for doubtful accounts

53

25

5

4

Total

5,937

4,901

2,488

4,429

 

Ageing analysis of prepayments is as follows:

 

The Group

At 31 December 2018

At 31 December 2017

Amount

Percentage

 to total

prepayments

Allowance

Percentage of

allowance to

prepayments

balance

Amount

Percentage

to total

prepayments

Allowance

Percentage of

allowance to

prepayments

balance

RMB million

%

RMB million

%

RMB million

%

RMB million

%

Within one year

5,683

94.9

-

-

4,605

93.5

-

-

Between one and two years

169

2.8

38

22.5

173

3.5

14

8.1

Between two and three years

60

1.0

5

8.3

85

1.7

4

4.7

Over three years

78

1.3

10

12.8

63

1.3

7

11.1

Total

5,990

100.0

53

 

4,926

100.0

25

 

 

The Company

At 31 December 2018

At 31 December 2017

Amount

Percentage

to total

prepayments

Allowance

Percentage of

allowance to

prepayments

balance

Amount

Percentage

to total

prepayments

Allowance

Percentage of

allowance to

prepayments

balance

RMB million

%

RMB million

%

RMB million

%

RMB million

%

Within one year

2,306

92.6

-

-

4,227

95.3

-

-

Between one and two years

70

2.8

1

1.4

101

2.3

1

1.0

Between two and three years

36

1.4

1

2.8

25

0.6

-

-

Over three years

81

3.2

3

3.7

80

1.8

3

3.8

Total

2,493

100.0

5

 

4,433

100.0

4

 

 

9 PREPAYMENTS (Continued)

 

At 31 December 2018 and 31 December 2017, the total amounts of the top five prepayments of the Group are set out below:

 

At 31 December

At 31 December

2018

2017

Total amount (RMB million)

2,009

1,472

Percentage to the total balance of prepayments

33.5%

29.9%

 

10 OTHER RECEIVABLES

 

The Group

The Company

At 31 December

At 31 December

At 31 December

At 31 December

2018

2017

2018

2017

RMB million

RMB million

RMB million

RMB million

Other receivables

26,793

17,427

58,549

64,982

Less: Allowance for doubtful accounts

1,481

1,486

1,117

1,162

Total

25,312

15,941

57,432

63,820

 

Ageing analysis of other receivables is as follows:

 

The Group

At 31 December 2018

At 31 December 2017

Amount

Percentage

to total other

receivables

Allowance

Percentage

of allowance

to other

receivables

balance

Amount

Percentage

to total other

receivables

Allowance

Percentage

of allowance

to other

receivables

balance

RMB million

%

RMB million

%

RMB million

%

RMB million

%

Within one year

24,301

90.7

-

-

14,665

84.2

-

-

Between one and two years

329

1.2

53

16.1

509

2.9

82

16.1

Between two and three years

320

1.2

21

6.6

433

2.5

44

10.2

Over three years

1,843

6.9

1,407

76.3

1,820

10.4

1,360

74.7

Total

26,793

100.0

1,481

 

17,427

100.0

1,486

 

 

The Company

At 31 December 2018

At 31 December 2017

Amount

Percentage

to total other

receivables

Allowance

Percentage

of allowance

to other

receivables

balance

Amount

Percentage

to total other

receivables

Allowance

Percentage of

allowance

to other

receivables

balance

RMB million

%

RMB million

%

RMB million

%

RMB million

%

Within one year

27,088

46.3

-

-

40,273

61.9

-

-

Between one and two years

13,233

22.6

1

-

12,920

19.9

1

-

Between two and three years

9,747

16.6

-

-

2,570

4.0

2

0.1

Over three years

8,481

14.5

1,116

13.2

9,219

14.2

1,159

12.6

Total

58,549

100.0

1,117

64,982

100.0

1,162

 

 

At 31 December 2018 and 2017, the total amounts of the top five other receivables of the Group are set out below:

 

At 31 December

At 31 December

2018

2017

Total amount (RMB million)

6,837

5,947

Ageing

Within one year

Within one year

Percentage to the total balance of other receivables

25.5%

34.1%

Allowance for doubtful accounts

-

-

 

During the year ended 31 December 2018 and 2017, the Group and the Company had no individually significant other receivables been fully or substantially provided allowance for doubtful accounts.

 

During the year ended 31 December 2018 and 2017, the Group and the Company had no individually significant write-off or recovery of doubtful debts which had been fully or substantially provided for in prior years.

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
 
END
 
 
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