form6k.htm


SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
 
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
The Securities Exchange Act of 1934

For the month of August, 2013

CHINA PETROLEUM & CHEMICAL CORPORATION
22 Chaoyangmen North Street,
Chaoyang District, Beijing, 100728
People's Republic of China
Tel: (8610) 59960114

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)
 
 
Form 20-F  
X
Form 40-F  
   

(Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. )
 
Yes  
 
No  
X
 

(If "Yes" is marked, indicate below the file number assigned to registrant in connection with Rule 12g3-2(b): 82-__________. )
N/A

 
 
 

 

 
This Form 6-K consists of:

1.           an announcement regarding interim results for the six months ended June 30, 2013 of China Petroleum & Chemical Corporation (the “Registrant”), made by the Registrant on August 23, 2013; and

2.           the interim report for the six months ended June 30, 2013 of the Registrant.

 
 

 
 

 
 

 
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

 
 
CHINA PETROLEUM & CHEMICAL CORPORATION
(a joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock Code: 0386)


INTERIM RESULTS ANNOUNCEMENT FOR THE SIX MONTHS ENDED 30 JUNE 2013

1
Important Notice

1.1
This announcement is a summary of the 2013 Interim Report of Sinopec Corp.. The entire report is also contained in the website of the Shanghai Stock Exchange (www.sse.com.cn), The Stock Exchange of Hong Kong Limited (“Hong Kong Stock Exchange”) (www.hkex.com.hk) and Sinopec Corp. (www.sinopec.com). The investors should read the 2013 interim report for more details.

1.2
The interim financial statements for the six-month period ended 30 June 2013 of Sinopec Corp. and its subsidiaries (“the Company”), prepared in accordance with the Accounting Standards for Business Enterprises (“ASBE”) of the PRC, and International Financial Reporting Standards (“IFRS”), have been audited by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers Certified Public Accountants respectively, and both firms have issued standard unqualified opinions on the interim financial statements contained in this announcement.

 
- 1 -

 


1.3
Basic Information of Sinopec Corp.

Stock name
 
SINOPEC CORP
 
SINOPEC CORP
 
SINOPEC CORP
 
中国石化
Stock code
 
0386
 
SNP
 
SNP
 
600028
Stock Exchange
 
Hong Kong Stock Exchange
 
New York Stock Exchange
 
London Stock Exchange
 
Shanghai Stock Exchange
   
Authorised
Representatives
 
Secretary to the Board
 
Representative on Securities Matters
Name
 
Mr. Li Chunguang
 
Mr. Huang Wensheng
 
Mr. Huang Wensheng
 
Mr. Zheng Baomin
Address
    22 Chaoyanmen North Street, Chaoyang District, Beijing, PRC
Tel
 
86-10-59960028
 
86-10-59960028
 
86-10-59960028
 
86-10-59960028
Fax
 
86-10-59960386
 
86-10-59960386
 
86-10-59960386
 
86-10-59960386
E-mail
 
ir@sinopec.com

2
Principal Financial Data and Indicators

2.1
Principal Financial Data and Indicators Prepared in Accordance with ASBE

2.1.1
Principal financial data and indicators

   
As at 30 June 2013
   
As at 31 December 2012
   
Changes from the end of last year
 
   
RMB million
   
RMB million
   
%
 
Total assets
    1,274,233       1,238,522       2.9  
Total equity attributable to equity shareholders of the Company
    546,386       513,374       6.4  
 
 
 
   
Six-month periods ended 30 June
       
   
2013
   
2012
   
Changes over the same period ofthe preceding year
 
   
RMB million
   
RMB million
   
%
 
Net cash flows from operating activities
    32,903       20,554       60.1  
Operating income
    1,415,244       1,348,072       5.0  
Net profit attributable to equity shareholders of the Company
      29,417         23,697         24.1  
Net profit attributable to equity shareholders of the Company after deducting extraordinary gain/loss items
        29,196           23,259           25.5  
Weighted average return on net assets (%)
 
   
5.49
 
     
4.89
 
   
0.60
percentage points
 
Basic earnings per share (RMB)
    0.254       0.210       21.0  
Diluted earnings per share (RMB)
    0.239       0.202       18.3  
 
 

 
- 2 -

 


  Note:   
Total share capital of Sinopec Corp. for the six-month period ended 30 June 2013 has increased as a result of H share issuances, bonus issues of shares and coversion of capital reserves to all shareholders and conversion of the A share Convertible Bonds. The data of 2012 have been retrospectively adjusted in accordance with ASBE.

2.1.2
Extraordinary items and corresponding amounts
 
   
Six-month period ended 30 June 2013 (gain)/loss RMB million
 
Loss on disposal of non-current assets
    95  
Donations
    103  
Gain on holding and disposal of various investments
    (24 )
Other extraordinary income and expenses, net
    (473 )
         
Subtotal
    (299 )
Tax effect
    75  
         
Total
    (224 )
         
Attributable to:
       
Equity shareholders of the Company
    (221 )
Minority interests
    (3 )
 
 
 
- 3 -

 
 
 
2.2
Principal Financial Data and Indicators Prepared in Accordance with IFRS
 
   
Six-month periods ended 30 June
       
   
2013
   
2012
   
Changes over the same period of the preceding year
 
   
RMB million
   
RMB million
   
%
 
Operating profit
    46,741       40,083       16.6  
Net profit attributable to owners of the Company
    30,281       24,503       23.6  
Basic earnings per share (RMB)
    0.262       0.217       20.7  
Diluted earnings per share (RMB)
    0.246       0.209       17.7  
Net cash generated from operating activities
    32,903       20,322       61.9  
 
 
Note:   
 
Total share capital of Sinopec Corp. for the six-month period ended 30 June 2013 has increased as a result of H share issuances, bonus issues of shares and coversion of capital reserves to all shareholders and conversion of the A share Convertible Bonds. The data of 2012 have been retrospectively adjusted in accordance with IFRS.
 
   
As at 30 June 2013
   
As at 31 December 2012
   
Changes from the end of last year
 
   
RMB million
   
RMB million
   
%
 
                   
Total assets
    1,273,688       1,257,944       1.3  
Equity attributable to owners of the Company
    543,717       510,914       6.4  
 

 
- 4 -

 

 
3
Number of Shareholders and Shareholdings of Principal Shareholders

As at 30 June 2013, there were a total of 706,422 shareholders of Sinopec Corp., of which 699,868 were holders of A shares and 6,554 were holders of H shares. The public float of Sinopec Corp. satisfied the minimum requirements under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Hong Kong Listing Rules”).
 
3.1
Top Ten Shareholders
Unit: shares

Name of Shareholders
 
Nature of shareholders
 
As a percentage of total shares at the end of the reporting period %
   
Total shares held at the end of reporting period
   
Increase/Decrease at the end of the reporting period
   
Number of shares with selling restrictions
   
Number of shares pledged or lock-ups
 
China Petrochemical Corporation
 
A share
    73.38       85,536,266,000       19,739,138,308       0        
HKSCC (Nominees) Limited
 
H share
    21.77       25,371,490,385       8,694,245,913       0    
Unknown
 
PICC Life-Dividend-Individual Insurance Dividend
 
A share
    0.13       154,878,484       54,450,011       0       0  
China Life-Dividend-Individual Dividend 005L-FH002 Shanghai
 
A share
    0.07       77,262,088       21,649,342       0       0  
China Social Security Fund Portfolio106
 
A share
    0.06       74,614,548       44,718,659       0       0  
Bank of Communication-E Fund 50 Index Securities Investment Fund
 
A share
    0.06       71,277,521       16,848,659       0       0  
China Construction Bank-Yinhua Core Value Selected Stock Type, Investment Fund
 
A share
    0.06       69,029,472       69,029,472       0       0  
China Construction Bank-Hua Xia Advantage Stock Type, Securities Inv. Fund
 
A share
    0.06       67,759,150       49,759,241       0       0  
Industrial & Commerce Bank of China, South Selected Securities Investment Fund
 
A share
    0.06       65,069,068       26,288,460       0       0  
Qatar Holding Company Ltd-Self Owned Fund
 
A share
    0.05       63,096,185       63,096,185       0       0  


  Note:  
Sinopec Century Bright Capital Investment Limited, a wholly-owned overseas subsidiary of China Petrochemical Corporation, holds 553,150,000 H shares, which are included in the total number of shares held by HKSCC Nominees Limited.

 
- 5 -

 


Statement on the Connected Relationship or Acting-in-Concert Among the Aforementioned Shareholders:

We are not aware of any connection or acting-in-concert among or between the top ten shareholders.

3.2
Information disclosed by H share shareholders in accordance with the Securities and Futures Ordinance as at 30 June 2013

Name of shareholders
 
Status of shareholders
 
Number of shares with interests held or regarded as being held
   
As a percentage of total interests (H share) of Sinopec Corp. (%)
 
JPMorgan Chase & Co.
 
Beneficial owner
    275,718,832 (L)     1.08  
          171,465,171 (S)     0.67  
   
Investment manager
    806,312,363 (L)     3.16  
   
Custodian corporation/ Approved lending agent
    1,624,081,097 (L)     6.37  
Blackrock, Inc.
 
Interests of corporation controlled by the substantial shareholder
   
1,875,342,244
12,129,000
(L)
(S)
   
7.35
0.05
 
                     
 
Note:    (L): Long position, (S): Short position.
 
3.3
Changes in the Controlling Shareholders and the de facto Controller

There was no change in the controlling shareholder or the de facto controller in the reporting period.

4
Directors, Supervisors and Senior Management

4.1
Information on Appointment and Termination of Engagement of Directors, Supervisors and Other Senior Management

On 28 May 2013, in order to further improve the corporate governance and minimise the conflicts of interest, Mr. Wang Tianpu tendered his resignation as the president of Sinopec Corp. since he has served as the general manager of China Petrochemical Corporation. On 29 May 2013, the board of directors of the Sinopec Corp. nominated and appointed Mr. Li Chunguang as the President of the Sinopec Corp..

Mr. Ma Weihua, an independent non-executive director of Sinopec Corp. was no longer a director, Governor and Secretary of the Communist Party of China Leading Group of China Merchants Bank Co., Ltd, the Chairman of CIGNA & CMC Life Insurance Co., Ltd. and the China Merchants Fund Management Co., Ltd..

 
- 6 -

 


Mr. Andrew Y. Yan, an independent non-executive director of Sinopec Corp., was no longer the Chairman and independent non-executive director of NVC Lighting Holding Limited, the independent executive director of Mobi Development Co.,Ltd., the director of Eternal Asia Supply Chain Management Ltd.. Mr. Yan was re-designated as the non-executive directors from independent non-executive directors of Digital China Holdings Limited, China Huiyuan Juice Group Limited, Feng Deli Holdings Limited and Guodian Technology & Environment Group Corporation Limited.

Ms. Bao Guoming, an independent non-executive director of Sinopec Corp., has been appointed as the independent non-executive director of Hebei Chengde Lulu Co., Limited since June 2013.

4.2
Equity Interests of Directors, Supervisors and Other Senior Management

During the reporting period, other than the 13,000 A shares of Sinopec Corp. held by vice president Mr. Ling Yiqun, none of the directors, supervisors and other senior management of Sinopec Corp. has held any shares of Sinopec Corp..

Save as disclosed above, the directors, supervisors and other senior management of Sinopec Corp. and their associates did not hold shares, bonds or any interest or short position (including any interest or short position in shares that is regarded or treated as being held in accordance with the Securities and Futures Ordinance (the “Ordinance”)) in the shares of Sinopec Corp. or any associated corporation (Please refer to the Interpretation of Part XV of the Ordinance), which, according to Divisions 7 and 8 of Part XV of the Ordinance, shall be informed to Sinopec Corp. and Hong Kong Stock Exchange, or pursuant to Section 352 of the Ordinance, shall be registered on the designated register as required by the Ordinance, or the Model Code for Securities Transactions by Directors of Listed Issuers (the “Model Code”) contained in the Hong Kong Listing Rules, shall be informed to Sinopec Corp. or Hong Kong Stock Exchange.

 
- 7 -

 

5
Business Review and Management’s Discussion and Analysis

5.1
Business Review

In the first half of 2013, world economy suffered sluggish recovery, while China’s economy grew steadily with GDP up by 7.6% over the same period last year. Domestic demand for oil products and chemical products continued to grow. Prices of chemical products dropped due to an increase in imported products. Domestic consumption of oil products (including gasoline, diesel and kerosene)increased by 3.95% compared with the corresponding period in 2012, among which, gasoline and kerosene increased considerably, and diesel slightly went down over the same period of last year; domestic consumption of ethylene also rose by 4.7% compared with the corresponding period in 2012. The Chinese government further improved the pricing mechanism for oil products and announced an adjustment of natural gas price.

                                                                                    
                                                             

5.1.1
 Production and Operations

 
(1)
Exploration and Production

In the first half of 2013, international oil prices hit an early high and then eased, fluctuating in a high range for the period. Brent spot price for crude oil averaged USD107.50 per barrel, down by 5.15% compared with the corresponding period in 2012. Domestic oil prices moved in line with the international market.

 
- 8 -

 


The Company achieved excellent results in oil and gas exploration through domestic growth in five key areas. In exploration, the Company made major breakthroughs in new blocks such as the Tarim Basin, and discoveries in new locations, stratas and types. The Company also made progress in exploration evaluation in key areas. In oil and gas development, the Company maintained highly efficient level of production, achieving domestic production of 153.66 million barrels of crude oil, up by 1.1% compared with the corresponding period in 2012, and 324.1 billion cubic feet of natural gas, up by 11.8% compared with the corresponding period in 2012. The Company also made major progress in the Fuling shale gas project and launched development of coal-bed methane in South Yanchuan. In the first half of 2013, the overseas equity oil production of the Company reached 11.78 million barrels, increasing by 5.8% compared with the corresponding period in 2012.
 
Exploration and Production: Summary of Operations

   
Six-month period ended 30 June
   
Changes
 
   
2013
   
2012
   
(%)
 
Oil and gas production (mmboe)
    219.46       211.42       3.80  
Crude oil production (mmbbls)1
    165.44       163.09       1.44  
China
    153.66       151.96       1.12  
Overseas
    11.78       11.13       5.84  
Natural gas production (bcf)2
    324.14       289.93       11.80  
 
1:      For domestic production of crude oil, 1 tonne = 7.1 barrels; for overseas production, 1 tonne = 7.27 barrels.
2:       For production of natural gas, 1 cubic meter = 35.31 cubic feet.

 
- 9 -

 


 
(2)
Refining

In the first half of 2013, we adjusted our product mix in response to changes in domestic market demand, producing more gasoline, jet fuel and other high-value-added products that sold well in the market and increasing the export volume of our products. We upgraded fuel quality and considerably increased our production of gasoline and diesel above GB IV standards. We optimised the marketing of LPG, asphalt and paraffin by taking advantage of our strengths in specialisation. In the first half of 2013, refinery throughput was 115 million tonnes, representing a growth of 5.17% over the same period last year. Oil product output rose by 5.76% compared with the corresponding period in 2012.
Refining: Summary of Operations

   
Six-month period ended 30 June
   
Changes
 
   
2013
   
2012
   
(%)
 
Refinery throughput (million tonnes)
    115.44       109.76       5.17  
Gasoline, diesel and kerosene production (million tonnes)
    69.75       65.95       5.76  
Gasoline (million tonnes)
    22.75       19.61       16.01  
Diesel (million tonnes)
    38.64       39.10       (1.18 )
Kerosene (million tonnes)
    8.36       7.25       15.31  
Light chemical feedstock production (million tonnes)
    18.82       18.53       1.57  
Light yield (%)
    76.20       77.20       (1.0 )
                   
percentage points
 
Refining yield (%)
    94.61       95.41       (0.8 )
                   
percentage points
 
Note:          1.      Refinery throughput is converted at 1 tonne = 7.35 barrels.
2.      100% production of joint ventures was included.
 
 
(3)
Marketing and Distribution

In the first half of 2013, in response to changes in supply and demand in the domestic market and the implementation of the newly-announced oil products pricing mechanism, the Company adjusted its marketing strategies by adopting differentiated marketing, thus maximising its profitability. While increasing sales volume, we focused on the retail market and expanded its size by offering distinctive services. We strengthened our quality management to ensure excellent oil products quality. We also vigorously promoted growth in new businesses and in our non-fuel businesses, with the aim of providing one-stop service to our customers. In the first half of 2013, total sales volume of oil products increased to 88.05 million tonnes, up by 6.51% over the same period last year. Total domestic sales volume reached 80.75 million tonnes, an increase of 4.83%, and sales of non-fuel businesses reached RMB 6.58 billion, an increase of 20.5% compared with the corresponding period in 2012.

 
- 10 -

 


Marketing and Distribution: Summary of Operations

   
Six-month period ended 30 June
   
Change
 
   
2013
   
2012
   
(%)
 
                   
Total sales volume of oil products (million tonnes)
   88.05      82.67      6.51  
Total domestic sales volume of oil products (million tonnes)
    80.75       77.03       4.83  
Retail (million tonnes)
    55.52       53.15       4.46  
Direct sales (million tonnes)
    16.07       15.68       2.49  
Wholesale (million tonnes)
    9.16       8.20       11.71  
Annualised average throughput per station (tonne/station)
    3,620       3,487       3.81  
                         
   
As of 30 June
2013
   
As of 31 December 2012
   
Change from the end of last year (%)
 
Total number of Sinopec-branded service stations
    30,682       30,836       (0.50 )
Company-operated
    30,669       30,823       (0.50 )


 
- 11 -

 


 
(4)
Chemicals

In the first half of the year, we further optimised our feedstock structure and cut feedstock costs by using more light feedstock. We sharpened our market analysis; strengthened the integration of R&D, production and marketing; optimised operations and utilisation of facilities; and introduced new products to improve our product mix. We improved our marketing tactics and customer service. We reinforced our supply-chain management and operated with low inventory level. Ethylene production was 4.84 million tonnes, an increase by 0.64% compared with the corresponding period in 2012. Chemicals sales volume reached 28.06 million tonnes, up by 7.30% compared with the corresponding period in 2012.
                                                                                   
 Major Chemical Products: Summary of Operations     Unit of production: 1,000 tonnes 
             
   
Six-month period ended 30 June
   
Changes
 
   
2013
   
2012
   
(%)
 
Ethylene
    4,841       4,810       0.64  
Synthetic resin
    6,730       6,701       0.43  
Synthetic fiber monomer and polymer
    4,539       4,580       (0.90 )
Synthetic fiber
    699       674       3.71  
Synthetic rubber
    457       475       (3.79 )
 
Note:           100% of production of joint ventures was included.
                       

5.1.2
Health, Safety and the Environment and Low-Carbon Growth

We strictly implemented an HSE accountability system, promoted OSHA management standards, enhanced operation hazard prevention and maintained safety in production. We increased our emphasis on environmental protection, energy conservation and emission reduction as well as on green and low-carbon growth. We established a dedicated department in the head office to coordinate planning and management of these activities, to promote energy performance contracting and the development of an energy management system. We also launched the Blue Skies, Clean Water initiative. In the first half of 2013, the Company’s energy intensity dropped by 3.24% compared with the corresponding period in 2012. Chemical Oxygen Demand (COD) in discharged wastewater fell by 4.15% compared with the corresponding period in 2012, and SO2 emissions fell by 4.54% as compared with the corresponding period in 2012.

 
- 12 -

 


5.1.3
Capital Expenditures

The Company has focused on improving the quality and efficiency of development and has made progress in a number of key projects. The Company’s capital expenditures were RMB 51.975 billion in the first half of 2013. Capital expenditures for E&P were RMB 24.996 billion, mainly for tight oil in south Hubei, shallow heavy oil in west Shengli, new blocks in the Tahe Oilfield, Yuanba and the Daniudi gas fields, and the Shandong LNG project. Capital expenditures for the Refining Segment were RMB 7.710 billion, mainly for upgrading oil product quality and revamping project for processing lower-quality crude oil. In the Chemicals segment, RMB 5.283 billion were used for the construction of the Wuhan 800,000-tpa ethylene project, the Hubei syngas-to-MEG project and the Hainan aromatics project. Capital expenditures for Marketing and Distribution segment were RMB 11.612 billion, mainly for building and acquiring service stations along expressways and in major cities and for the construction of refined oil product pipelines and depots. We added 501 new service stations during the period, of which 100 were gas stations. RMB 2.374 billion was used for the Corporate and Others, mainly for R&D facilities and IT projects construction.

 
- 13 -

 


5.2
Management’s Discussion and Analysis

Parts of the following concerned financial data, unless otherwise stated, were abstracted from the company’s audited interim financial statements that have been prepared according to the International Financial Reporting Standards (“IFRS”).

In the first half of 2013, under the backdrop of steady economic growth coupled with increased domestic demand for oil and chemical products, the Company actively expanded its sales volume. Turnover and other operating revenues were RMB 1,415.2 billion, representing a year-on-year increase of 5.0%, and the operating profit was RMB 46.7 billion, representing a year-on-year increase of 16.6%.

The following table sets forth major revenue and expense items in the consolidated income statement of the Company for the indicated periods:

   
Six-month periods ended 30 June
       
   
2013
   
2012
   
Change
 
   
RMB million
   
RMB million
   
(%)
 
Turnover and other operating revenues
    1,415,244       1,348,072       5.0  
Of which: Turnover
    1,395,934       1,327,466       5.2  
Other operating revenues
    19,310       20,606       (6.3 )
Operating expenses
    (1,368,503 )     (1,307,989 )     4.6  
Of which: Purchased crude oil, products, and operating supplies and expenses
    (1,170,856 )     (1,119,324 )     4.6  
Selling, general and administrative expenses
    (31,991 )     (28,641 )     11.7  
Depreciation, depletion and amortisation
    (38,969 )     (34,534 )     12.8  
Exploration expenses (including dry holes)
    (7,644 )     (6,882 )     11.1  
Personnel expenses
    (24,843 )     (24,020 )     3.4  
Taxes other than income tax
    (94,451 )     (95,267 )     (0.9 )
Other operating income (net)
    251       679       (63.0 )
Operating profit
    46,741       40,083       16.6  
Net finance costs
    (2,531 )     (5,027 )     (49.7 )
Investment income and share of profit less losses from associates and jointly controlled entities
    924       386       139.4  
Profit before taxation
    45,134       35,442       27.3  
Tax expense
    (12,727 )     (9,643 )     32.0  
Profit for the period
    32,407       25,799       25.6  
Attributable to:
                       
Equity shareholders of the Company
    30,281       24,503       23.6  
Non-controlling interests
    2,126       1,296       64.0  

 
- 14 -

 


5.2.1
Turnover and other operating revenues

In the first half of 2013, the Company actively expanded the markets, increased the sales volume of products, and the revenue from the Company’s trading business. Turnover and other operating revenues were RMB 1,395.9 billion, representing an increase of 5.2% over the first half of 2012.

The following table sets forth the external sales volume, average realised prices and respective change rates of the Company’s major products over the first half of 2013 compared with the first half of 2012.
 
   
Sales Volume (1,000 tonnes)
   
Average realised price (VAT excluded) (RMB/tonne, RMB/thousand cubic meters)
 
   
Six-month periods ended 30 June
   
Change
   
Six-month periods ended 30 June
   
Change
 
   
2013
   
2012
   
(%)
   
2013
   
2012
   
(%)
 
Crude oil
    3,384       2,873       17.8       4,333       4,867       (11.0 )
Natural gas (million cubic meters)
    7,645       6,881       11.1       1,289       1,282       0.5  
Gasoline
    29,188       25,540       14.3       8,450       8,740       (3.3 )
Diesel
    48,698       47,689       2.1       7,031       7,334       (4.1 )
Kerosene
    9,707       8,914       8.9       6,195       6,550       (5.4 )
Basic chemical feedstock
    12,261       11,134       10.1       6,981       6,792       2.8  
Synthetic fibre monomer and polymer
    3,368       3,298       2.1       8,359       8,377       (0.2 )
Synthetic resin
    5,106       5,237       (2.5 )     9,319       9,058       2.9  
Synthetic fibre
    730       710       2.8       10,592       11,102       (4.6 )
Synthetic rubber
    642       631       1.7       13,626       19,034       (28.4 )
Chemical fertilizer
    514       506       1.6       1,826       2,204       (17.2 )

Most of the crude oil and a small portion of natural gas produced by the Company were used internally for refining and chemical production with the remainder sold to external customers. In the first half of 2013, the turnover from crude oil, natural gas and other upstream products sold externally amounted to RMB 28.0 billion, increased by 7.8% year on year, accounting for 2.0% of the Company’s turnover and other operating revenues. The change was mainly due to the growth in the sales volume of crude oil exceeding the decrease in the price of crude oil, plus the increase in the sales volume and price of natural gas over the same period in 2012.

 
- 15 -

 


Petroleum products (mainly consisting of refined oil products and other refined petroleum products) sold by the refining segment and the marketing and distribution segment achieved an external sales revenue of RMB 820.1 billion, representing an increase of 2.8% over the same period of 2012 and accounting for 58.8% of the Company’s turnover and other operating revenues. This was mainly due to the increased sales volume of refined oil products. The sales revenue of gasoline, diesel and kerosene was RMB 649.2 billion, representing an increase of 2.8% over the same period in 2012, accounting for 79.2% of the sales revenue of petroleum products. Sales revenue of other refined petroleum products was RMB 170.9 billion, representing an increase of 2.8% compared with the first half of 2012, accounting for 20.8% of the sales revenue of petroleum products.
The Company’s external sales revenue of chemical products was RMB 180.3 billion, representing an increase of 3.9% over the same period of 2012, accounting for 12.9% of its turnover and other operating revenues. This was mainly due to the increased sales volume of chemical products, especially of basic chemical feedstocks year on year.

5.2.2
Operating expenses

In the first half of 2013, the Company’s operating expenses were RMB 1,368.5 billion, representing an increase of 4.6% over the first half of 2012. The operating expenses mainly consisted of the following:
 
Crude oil procurement, products and operating supplies and expenses were RMB 1,170.9 billion in the first half of 2013, representing an increase of 4.6% over the same period of 2012, accounting for 85.6% of the total operating expenses, of which:

 
Procurement cost of crude oil was RMB 755.2 billion, representing an increase of 2.1% over the same period of 2012. Total processed volume of crude oil purchased externally in the first half of 2013 was 88.0 million tonnes (excluding the volume processed for third parties), increased by 3.8% over the first half of 2012. The average unit processing cost of crude oil purchased externally was RMB 4,962 per tonne, decreased by 8.3% over the first half of 2012.

 
Other procurement cost was RMB 415.7 billion, up by 9.4% year on year, mainly due to the expansion of the Company’s crude oil and oil products trading business.

Selling, general and administrative expenses of the Company totaled RMB 32.0 billion, representing an increase of 11.7% over the first half of 2012. This was mainly due to the expenses such as lease of land and community service, which increased by RMB 3.4 billion over the first half of 2012.
 
Depreciation, depletion and amortisation expenses of the Company were RMB 39.0 billion, representing an increase of 12.8% compared with the first half of 2012. This was mainly due to the increase of continuous investment in fixed assets.

 
- 16 -

 


Exploration expenses in the first half of 2013 were RMB 7.6 billion, representing an increase of 11.1% compared with the same period in 2012. This was mainly because the Company made intensified efforts in the exploration in areas including the Ordos Basin and the Sichuan Basin.
 
Personnel expenses were RMB 24.8 billion, representing an increase by 3.4% compared with the corresponding period in 2012. This was mainly an outcome of the change of calculation base for social insurance and etc.
 
Taxes other than income tax totaled RMB 94.5 billion, representing a decrease of 0.9% compared with the first half of 2012. It was mainly due to a decreases in the oil prices, which led to a decrease in special income levy by RMB 3.5 billion, partly off-set by an increase in consumption tax of RMB 2 billion due to increased sales volume of the oil products.
 
5.2.3   Operating profit

In the first half of 2013, the Company’s operating profit was RMB 46.7 billion, representing an increase of 16.6% over the same period in 2012.

5.2.4
Net finance costs

In the first half of 2013, the Company’s net finance costs were RMB 2.5 billion, representing a year-on-year decrease of 49.7%, among which, interest expenses were RMB 5.2 billion, decreased by RMB 0.7 billion as a result of increase in borrowings in US dollars at a low finance cost; exchange gains were RMB 1.3 billion, an increase by RMB 1.5 billion; gains from fair market value of convertible bonds issued by the Company increased by RMB 0.3 billion.

5.2.5
Profit before taxation

In the first half of 2013, the Company’s profit before taxation amounted to RMB 45.1 billion, representing an increase of 27.3% compared with the same period of 2012.

5.2.6
Tax expense

In the first half of 2013, the income tax expense of the Company totaled RMB 12.7 billion, increasing by 32.0% over the same period of 2012, mainly due to the Company’s higher profit for the period and the increased income tax from the overseas upstream business.

5.2.7
Profit attributable to non-controlling interests of the Company

In the first half of 2013, profit attributable to non-controlling shareholders was RMB 2.1 billion, representing an increase of 64.0% over the same period of 2012, mainly due to the increased profit from some controlling subsidiaries.

5.2.8
Profit attributable to equity shareholders of the Company

In the first half of 2013, profit attributable to equity shareholders of the Company was RMB 30.3 billion, representing an increase of 23.6% over the same period of 2012.

 
- 17 -

 


5.2.9
Assets, liabilities, equity and cash flows

 
(1)
Assets, liabilities and equity
Units: RMB million


   
At 30 June 2013
   
At 31 December 2012
   
Amount of changes
 
Total assets
    1,273,688       1,257,944       15,744  
Current assets
    365,130       365,015       115  
Non-current assets
    908,558       892,929       15,629  
Total liabilities
    689,079       709,908       (20,829 )
Current liabilities
    510,354       513,373       (3,019 )
Non-current liabilities
    178,725       196,535       (17,810 )
Total equity attributable to equity shareholders of the company
    543,717       510,914       32,803  
Share capital
    116,565       86,820       29,745  
Reserves
    427,152       424,094       3,058  
Interests attributable to non-controlling shareholders
    40,892       37,122       3,770  
Total equity
    584,609       548,036       36,573  

As at 30 June 2013, the Company’s total assets were RMB 1,273.7 billion, representing an increase of RMB 15.7 billion compared with that at the end of 2012, of which:

 
Current assets increased by RMB 0.1 billion from that at the end of 2012 to RMB 365.1 billion.

 
Non-current assets were RMB 908.6 billion, an increase of RMB 15.6 billion over the end of 2012, mainly due to a net increase of RMB 6.8 billion from projects under construction, property, plant and equipment etc. as a result of carrying out various investment as planned, and interests of the associates and joint ventures increased by RMB 4.2 billion; prepaid lease for land of service stations as well as operation rights increased by RMB 4.5 billion.

On 30 June 2013 total liabilities of the Company were RMB 689.1 billion, a decrease by RMB
20.8 billion from that at the end of 2012, of which:

 
Current liabilities decreased by RMB 3.0 billion from that at the end of 2012 to RMB 510.4 billion, mainly attributable to a decrease of RMB 53.6 billion resulted from decrease of liabilities such as in accounts payable, and an increase of RMB 51.6 billion in short-term debts and loans from China Petrochemical Corporation and its subsidiaries, among which RMB 43.4 billion was converted to short term debts to be matured within one year.

 
- 18 -

 


 
Non-current liabilities decreased by RMB 17.8 billion from that at the end of 2012 to RMB 178.7 billion, mainly attributable to the RMB 43.4 billion of corporate bonds converted to short term liabilities due within one year. Non-current liabilities increased by RMB 21.4 billion compared with that at the end of 2012 after the issuance of USD 3.5 billion senior notes.

As at 30 June 2013, total equity attributable to equity shareholders of the Company was RMB
543.7 billion, representing an increase of RMB 32.8 billion compared with that at the end of 2012, mainly attributable to the profit realised over the reporting period, the issuance of H shares, and distribution of the final dividend for the year 2012.

 
(2)
Cash Flow

The following table sets forth the major items on the consolidated cash flow statements for the first half of 2013 and 2012.

   
Units: RMB million
             
   
Six-month periods ended 30 June
       
Major items of cash flows
 
2013
   
2012
   
Changes in amount
 
Net cash generated from operating activities
    32,903       20,322       12,581  
Net cash used in investing activities
    (67,022 )     (79,659 )     12,637  
Net cash generated from financing activities
    34,654       47,242       (12,588 )
Net increase/(decrease) in cash and cash equivalents
    535       (12,095 )     12,630  

In the first half of 2013, net cash generated from operating activities was RMB 32.9 billion, representing an increase of RMB 12.6 billion in cash inflow year on year. This was mainly attributable to the increase in the net profit and the reduction in inventory-related funds of the reporting period.

In the first half of 2013, net cash used in investing activities was RMB 67.0 billion, representing a decrease of RMB 12.6 billion in cash outflow on a year-on-year basis, mainly due to the Company’s strict control over payment for investment.

In the first half of 2013, net cash generated from financing activities was RMB 34.7 billion, representing a decrease of RMB 12.6 billion on a year-on-year basis.
As of 30 June 2013, the Company’s cash and cash equivalents were RMB 11.2 billion, increased by RMB 0.7 billion as of 31 December 2012.

 
- 19 -

 


5.3
The Results of the Principal Operations by Segments

Financial Data were abstrated from the Interim Financial Statement Prepared according to ASBE.


Segment
 
Income from principal operations (RMB million)
   
Cost of principal operations (RMB million)
   
Gross profit margin (%) Note
   
Increase of Income from principal operations on a year-on-year basis (%)
   
Increase of cost of principal operations on a year-on-year basis (%)
   
Increase/(decrease) of gross profit margin on a year-on-year basis (%)
 
Exploration and Production
    117,242       51,783       40.5       (7.0 )     3.9       (2.4 )
Refining
    644,246       560,030       1.4       0.9       (2.0 )     2.1  
Marketing and Distribution
    732,752       691,647       5.5       3.2       3.6       (0.4 )
Chemicals
    211,521       203,456       3.6       5.4       5.0       0.3  
Others
    681,911       679,212       0.4       4.2       4.3       (0.1 )
Elimination of inter-segment sales
    (972,428 )     (972,578 )     N/A       N/A       N/A       N/A  
Total
    1,415,244       1,213,550       7.6       5.0       5.3       0.2  
 
 
Note:
Gross profit margin = (Income from principal operations – Cost of principal operations, tax and surcharges)/Income from principal operations

 
- 20 -

 


5.4
Use of Proceeds
 
RMB million
 
             
Total proceeds
22,962.38Note1
 
Total proceed used in this reporting period
    359.02  
     
Total cumulative use of proceed
    22,962.38  
 
Projects promised
 
Proposed investment amount
   
Change in projects
   
Actual proceed used
   
Returns accrued
   
On schedule
   
Compliance with expected return
 
Wuhan 800,000 tpa ethylene project
    11,289.38    
No
      11,289.38    
No
   
Yes
       
Anqing sour crude oil processing and oil quality upgrade project
    3,000    
No
      3,000    
No
   
Yes
       
Shijiazhuang refinery revamping project
    3,200    
No
   
3,273Note2
   
No
   
Yes
       
Yulin-Jinan gas pipeline project
    3,300    
No
      3,300    
Note3
   
Yes
   
Note3
 
Rizhao-Yizheng crude oil pipeline and supporting projects
    2,100    
No
      2,100    
Note4
   
Yes
   
Note4
 
Total
    22,889.38             22,962.38                    
Explanation on the failure to realize planned schedule and expected return
         
No
                                 
Reasons for and procedures of changes
         
No
                                 

  Note 1:  
The total proceeds raised will be the total issue amount of RMB 23 billion reduced by the issuing cost of RMB 110.62 million (including underwriters commissions and other intermediary fees) plus RMB 73 million for interest accrued by the dedicated accounts of proceeds.

  Note 2:  
In the Shijiazhuang Refinery Petrochemical Branch project for upgrading oil product quality and revamping inferior crude oil, the investment amount committed before the raising of funds was RMB 3.2 billion. After the Company allotted the raised capital in 2013, the dedicated accounts of proceeds accrued interest of RMB 73 million, all of which was invested in the project. The investment amount from the proceeds for this project has been adjusted to RMB 3.273 billion.

  Note 3:  
The Company’s committed financial benefits are expected after-tax financial internal rate of return. The useful life of Yulin-Jinan gas pipeline project is 20 years. This committed project has been put into operation since the first half of 2012, and the operating period is too short to determine whether this committed project achieved the estimated after-tax financial internal rate of return as committed for the entire operating period of the project. The net cash flow realised during reporting period satisfied the estimated net cash flow in the project budget.

  Note 4:  
The Company’s committed financial benefits are expected after-tax internal rate of return. The useful life of Rizhao-Yizheng crude oil pipeline and supporting project is 20 years. This committed project has been put into operation at the end of 2011, and the operating period is too short to determine whether this committed project achieved the estimated after-tax financial internal rate of return as committed for the entire operating period of the project. The net cash flow realised during reporting period did not satisfy the estimated net cash flow in the project budget.

 
- 21 -

 


5.5
Business Prospects

In the second half of the year, the global economic recovery will continue to be weak. The Chinese government will accelerate structural adjustments and upgrades to maintain stable economic growth. In the second half of the year, we expect balanced supply and demand fundamentals in global oil market and a steady growth in domestic demand for refined oil products and chemicals.

Given current circumstances, the Company will focus on improving the quality and efficiency of development, always oriented toward the market and centered on profitability, while ensuring safety and protection of the environment. The Company will redouble its efforts to expand its markets, optimise operations, unlock its potential, increase its efficiency, improve the capacity of sustainable development, reinforce safe production practices and achieve sound operating results.

In exploration and production, we will focus our exploration efforts on commercial discoveries in key areas. In development, we will strengthen development of mature oilfields, develop tight- oil resources effectively and accelerate development in other key areas. We will increase our activities in geological surveys and evaluation of potential areas for development to achieve capacity replacement. In natural gas, we will accelerate development in Yuanba, the medium and shallow formations of west Sichuan and the Daniudi gas field. In unconventional resources, we will conduct further evaluations of marine-facies shale gas resources in the Sichuan basin and the surrounding areas. We will also increase the pace of activity in the Fuling marine-facies shale gas zone and launch the pilot development program on stream, along with the coal-bed methane project in South Yanchuan. In the second half of the year, we expect to produce 23.29 million tonnes of crude oil and 9.2 billion cubic meters of natural gas.

In refining, with efficiency as our top priority, we will optimise crude procurement and allocation and reduce crude purchasing costs. We will promote oil products upgrading, and supply the market with clean fuels. We will also reinforce coordination between production and marketing, adjust our product mix and utilisation rate, increase domestic output of gasoline, jet fuel and other products with high added value, and expand exported volume. In the second half of the year, we plan to process 120 million tonnes of crude oil.

In marketing and distribution, we will continue to be market based, strengthen resource planning, expand retail and direct sales volume, and enhance operational quality and efficiency. We will promote one-stop service for our customers, develop new product features and accelerate development of our non-fuel businesses. In the second half of the year, we plan to sell 84.25 million tonnes of oil products in the domestic market.

 
- 22 -

 


In chemicals, we will continue to adjust facility utilisation and production plans based on demand, modify our product mix through better integration of production, marketing and R&D, optimise the structure of our feedstock to achieve lower costs, maintain operations with low inventory level, implement differentiated marketing, develop new and specialty products, and increase production of high-value-added products. In the second half of the year, we plan to produce 5.05 million tonnes of ethylene.
 
6
Dividend

6.1
Dividend Distribution for the Year ended 31 December 2012

Upon its approval at the annual general meeting of the Sinopec Corp. for the year 2012, Sinopec Corp. distributed the final dividend for 2012 which comprises of (i) a cash dividend of RMB
2.00 (tax inclusive), and (ii) bonus issue of two shares by way of the capitalisation of the retained earnings for every 10 shares. Sinopec Corp. also issued one share by way of the capitalisation of share premium for every 10 shares. The final dividend for 2012 has been distributed to shareholders on 25 June 2013 who were registered as existing shareholders as of 18 June 2013. The full year cash dividend for year 2012 was RMB 0.30 per share (tax inclusive).

6.2
Interim Dividend Distribution Plan for the Six-month Period ended 30 June 2013

As approved by the Ninth meeting of the Fifth Session of the Board, the interim dividend distribution plan for the six-month period ended 30 June 2013 – an interim cash dividend of RMB
0.09 per share (tax inclusive) would be distributed based on the total number of shares as of 11 September 2013 (the record date).
The Sinopec Corp’s 2013 interim profit distribution proposal is in compliance with its articles of association and relevant procedures. The independent non-executive directors have provided independent opinions on it.

The interim dividend will be distributed on or before Tuesday, 17 September 2013 to the shareholders whose names appear on the shareholder register of Sinopec Corp. on Wednesday, 11 September 2013. To be entitled to the interim dividend.Holders of H shares shall lodge their share certificate(s) and transfer documents with Hong Kong Registrars Limited at 1712-1716, 17th floor, Hopewell Centre, No. 183 Queen’s Road East, Wanchai, Hong Kong, for registration of transfer, no later than 4:30 p.m. on Friday, 6 September 2013. The register of members of the H shares of Sinopec Corp. will be closed from Saturday, 7 September 2013, to Wednesday, 11 September 2013 (both dates inclusive).
 
The dividend will be denominated and declared in Renminbi (“RMB”), and distributed to domestic shareholders in RMB and to foreign shareholders in Hong Kong Dollar. The exchange rate for dividends to be paid in Hong Kong dollars 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 declaration of dividends, being Friday, 23 August 2013.

 
- 23 -

 

7
Financial statements

7.1
Auditors’ Opinion

Financial statements  
o
 
Unaudited
 
ü
 
Audited
Auditors’ opinion  
ü
 
Unqualified opinion
 
o
 
Not standard opinion
 
7.2
Financial Statements

7.2.1
Interim financial statements prepared under ASBE

Consolidated and Company Balance Sheets

Unit:RMB million

   
At 30 June 2013
   
At 31 December 2012
 
   
The Group
   
The Company
   
The Group
   
The Company
 
Current assets
                       
Cash at bank and on hand
    11,385       5,299       10,864       5,468  
Bills receivable
    19,008       2,030       20,045       1,333  
Accounts receivable
    87,386       28,752       81,395       21,041  
Other receivables
    11,479       55,181       8,807       42,055  
Prepayments
    4,667       5,851       4,370       5,003  
Inventories
    216,028       138,912       218,262       148,844  
Other current assets
    15,177       13,836       1,008       707  
 
Total current assets
    365,130       249,861       344,751       224,451  
 
Non-current
assets
                               
Long-term equity investments
    56,138       144,027       52,061       111,467  
Fixed assets
    597,745       472,028       588,969       475,417  
Construction in progress
    166,956       137,959       168,977       152,199  
Intangible assets
    53,016       42,540       49,834       43,114  
Goodwill
    6,257             6,257        
Long-term deferred expenses
    10,322       8,157       10,246       8,617  
Deferred tax assets
    5,089       371       6,381       1,397  
Other non-current assets
    13,580       6,576       11,046       5,290  
Total non-current assets
    909,103       811,658       893,771       797,501  
Total assets
    1,274,233       1,061,519       1,238,522       1,021,952  

 
- 24 -

 
 
 
   
At 30 June 2013
   
At 31 December 2012
 
Current liabilities
 
The Group
   
The Company
   
The Group
   
The Company
 
Short-term loans
    101,507       13,512       70,228       1,692  
Bills payable
    5,700       2,580       6,656       4,000  
Accounts payable
    187,176       139,906       215,628       121,184  
Advances from customers
    62,367       58,701       69,299       58,570  
Employee benefits payable
    3,059       2,424       1,838       1,315  
Taxes payable
    29,829       24,073       21,985       17,854  
Other payables
    54,676       107,047       61,721       118,311  
Short-term debentures payable
    10,000       10,000       30,000       30,000  
Non-current liabilities due within one year
    56,040       55,188       15,754       15,754  
 
Total current liabilities
    510,354       413,431       493,109       368,570  
 
Non-current liabilities
                               
Long-term loans
    41,433       38,474       40,267       38,560  
Debentures payable
    100,234       78,789       121,849       121,849  
Provisions
    23,379       20,487       21,591       19,598  
Deferred tax liabilities
    7,069             7,294        
Other non-current liabilities
    4,387       2,516       3,811       1,688  
 
Total non-current liabilities
    176,502       140,266       194,812       181,695  
Total liabilities
    686,856       553,697       687,921       550,265  
Shareholders’ equity
                               
Share capital
    116,565       116,565       86,820       86,820  
Capital reserve
    39,504       47,865       30,574       39,146  
Specific reserve
    4,623       3,771       3,550       3,017  
Surplus reserves
    187,096       187,096       184,603       184,603  
Retained earnings
    200,504       152,525       209,446       158,101  
Foreign currency translation differences
    (1,906 )           (1,619 )      
 
Total equity attributable to shareholders of the Company
    546,386       507,822       513,374       471,687  
                                 
Minority interests
    40,991             37,227        
Total shareholders’ equity
    587,377       507,822       550,601       471,687  
Total liabilities and shareholders' equity
    1,274,233       1,061,519       1,238,522       1,021,952  
 
 
 
 
- 25 -

 


Consolidated and Company Income Statements

Unit: RMB million

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
The Group
   
The Company
   
The Group
   
The Company
 
Operating income
    1,415,244       783,594       1,348,072       778,788  
Less: Operating costs
    1,213,550       630,595       1,152,431       620,503  
Sales taxes and surcharges
    94,451       73,967       95,267       76,954  
Selling and distribution expenses
    20,811       16,223       18,922       16,061  
General and administrative expenses
    33,375       27,434       29,223       24,652  
Financial expenses
    3,292       3,962       5,533       4,898  
Exploration expenses, including dry holes
    7,644       7,624       6,882       6,882  
Impairment losses
    73       (23 )     7,048       5,967  
Add: Gain from changes in fair value
    737       778       510       568  
Investment income
    908       5,723       232       6,058  
 
Operating profit
    43,693       30,313       33,508       29,497  
Add:  Non-operating income
    1,157       969       1,362       1,148  
Less: Non-operating expenses
    878       771       587       536  
 
Profit before taxation
    43,972       30,511       34,283       30,109  
Less: Income tax expense
    12,468       5,585       9,337       5,912  
 
Net profit
    31,504       24,926       24,946       24,197  




 
- 26 -

 

 
   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
The Group
   
The Company
   
The Group
   
The Company
 
Attributable to:
                       
Equity shareholders of the Company
    29,417       24,926       23,697       24,197  
Minority interests
    2,087             1,249        
 
Basic earnings per share
    0.254       N/A       0.210       N/A  
 
Diluted earnings per share
    0.239       N/A       0.202       N/A  
 
Net profit
    31,504       24,926       24,946       24,197  
 
Other comprehensive income
                               
Cash flow hedges
    82                     1            
Available-for-sale financial assets
    890       890       1        
Share of other comprehensive income of associates
    (241 )     (241 )     26       26  
                                 
Foreign currency translation differences
    (388 )           89        
 
Total other comprehensive income
    343       649       117       26  
 
Total comprehensive income
    31,847       25,575       25,063       24,223  
 
Attributable to:
                               
Equity shareholders of the Company
    29,861       25,575       23,784       24,223  
Minority interests
    1,986             1,279        


 
- 27 -

 

 
Consolidated and Company Cash Flow Statements

Unit: RMB million

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
 
 
The Group
   
The Company
   
The Group
   
The Company
 
 
Cash flows from operating activities:
                       
Cash received from sale of goods and rendering of services
   1,558,641      896,968      1,542,904      902,674  
Refund of taxes and levies
    860       618       460       166  
Other cash received relating to operating activities
    9,153       11,472       6,662       27,443  
 
Sub-total of cash inflows
    1,568,654       909,058       1,550,026       930,283  
 
Cash paid for goods and services
    (1,333,780 )     (688,908 )     (1,335,797 )     (723,765 )
Cash paid to and for employees
    (23,996 )     (18,777 )     (19,830 )     (16,295 )
Payments of taxes and levies
    (153,343 )     (120,599 )     (159,122 )     (127,924 )
Other cash paid relating to operating activities
    (24,632 )     (27,731 )     (14,723 )     (12,748 )
 
Sub-total of cash outflows
    (1,535,751 )     (856,015 )     (1,529,472 )     (880,732 )
Net cash flow from operating activities
    32,903       53,043       20,554       49,551  
 
Cash flows from investing activities:
                               
Cash received from disposal of investments
    156       1,503       1,315       307  
Cash received from returns on investments
    447       5,661       1,250       5,324  
Net cash received from disposal of fixed assets, oil and gas properties, intangible assets and other long-term assets
    902       1,265       166       152  
Other cash received relating to investing activities
    2,343       46       2,478       1,484  
 
Sub-total of cash inflows
    3,848       8,475       5,209       7,267  
 
Cash paid to acquire fixed assets, oil and gas properties, intangible assets
    (62,870 )     (46,141 )     (77,126 )     (63,165 )
                                 
and other long-term assets
                               
Cash paid for acquisition of investments
    (6,450 )     (9,082 )     (4,825 )     (6,955 )
Other cash paid relating to investing activities
    (1,550 )           (3,149 )      
 
Sub-total of cash outflows
    (70,870 )     (55,223 )     (85,100 )     (70,120 )
 
Net cash flow from investing activities
    (67,022 )     (46,748 )     (79,891 )     (62,853 )
 
 
- 28 -

 
 
   
Six-month periods ended 30 June
 
   
2013
   
2012
 
Cash flows from financing activities:
 
The Group
   
The Company
   
The Group
   
The Company
 
Cash received from borrowings
    550,958       113,471       438,230       128,151  
Cash received from capital contributions
    22,259       19,406       936        
Including: Cash received from minority shareholders’ capital contributions to subsidiaries
    2,853             936        
 
Sub-total of cash inflows
    573,217       132,877       439,166       128,151  
 
Cash repayments of borrowings
    (519,985 )     (122,790 )     (369,421 )     (109,528 )
Cash paid for dividends,profits distribution or interest
    (18,556 )     (16,551 )     (22,432 )     (21,177 )
Including: Subsidiaries’ cash payments for distribution of dividends or profits to minority shareholders
    (785 )           (578 )      
Other cash paid relating to financing activities
    (22 )                    
 
Sub-total of cash outflows
    (538,563 )     (139,341 )     (391,924 )     (130,705 )
 
Net cash flow from financing activities
    34,654       (6,464 )     47,242       (2,554 )
 
Effects of changes in foreign exchange rate
    199             7        
 
Net increase/(decrease) in cash and cash equivalents
    734       (169 )     (12,088 )     (15,856 )
 
 
- 29 -

 
 
Consolidated Statement of Changes in Equity
 
   
Share capital RMB million
   
Capital reserve RMB million
   
Specific reserve RMB million
   
Surplus reserves RMB million
   
Retained earnings RMB million
   
Translation difference in foreign currency statements RMB million
   
Total shareholders’equity attributable to equity shareholdersof the Company RMB million
   
Minority interests RMB million
   
Total shareholders’equity RMB million
 
Balance at 1 January 2012
    86,702       29,583       3,115       178,263       178,336       (1,600 )     474,399       35,126       509,525  
Change for the period
                                                                       
1.   Net profit
                            23,697             23,697       1,249       24,946  
2.   Other comprehensive income
          28                         59       87       30       117  
 
Total comprehensive income
          28                   23,697       59       23,784       1,279       25,063  
 
Transactions with owners, recorded directly in shareholders’ equity:
                                                                       
3.   Appropriations of profits:
                                                                       
-    Appropriation for surplus reserves
                      2,420       (2,420 )                        
-    Distributions to shareholders
                            (17,364 )           (17,364 )           (17,364 )
4.   Exercise of conversion of the 2011 Convertible Bonds
    118       799                               917             917  
5.   Rights issue of shares by a subsidiary
          (18 )                             (18 )     781       763  
6.   Acquisition of minority interests
          (55 )                             (55 )     (16 )     (71 )
7.   Distributions to minority interests, (net of contributions)
                                              (720 )     (720 )
8.   Net increase in specific reserve for the period
                1,067                         1,067       41       1,108  
 
 
    118       726       1,067       2,420       (19,784 )           (15,453 )     86       (15,367 )
Balance at 30 June 2012
    86,820       30,337       4,182       180,683       182,249       (1,541 )     482,730       36,491       519,221  
 
 
- 30 -

 
 
   
Share capital RMB million
   
Capital reserve RMB million
   
Specific reserve RMB million
   
Surplus reserves RMB million
   
Retained earnings RMB million
   
Translation difference in foreign currency statements RMB million
   
Total shareholders’ equity attributable shareholders
of the Company RMB million
   
Minority interests RMB million
   
Total shareholders’ equity RMB million
 
Balance at 1 January 2013
    86,820       30,574       3,550       184,603       209,446       (1,619 )     513,374       37,227       550,601  
Change for the period
                                                                       
1.   Net profit
                                                29,417                     29,417           2,087           31,504  
2.   Other comprehensive income
          731                         (287 )     444       (101 )     343  
Total comprehensive income
          731                   29,417       (287 )     29,861       1,986       31,847  
Transactions with owners, recorded directly in shareholders’ equity:
                                                                       
3.   Appropriations of profits:
                                                                       
–    Appropriation for surplus reserves
                      2,493       (2,493 )                        
–    Distribution to shareholders
                            (17,933 )           (17,933 )           (17,933 )
–   Bonus issues
    17,933                         (17,933 )                        
4.   Capitalisation
    8,967       (8,967 )                                          
5.   Rights issue of H shares, (net of issuance cost)
    2,845       16,561                               19,406             19,406  
6.   Acquisition of minority interests
          (13 )                             (13 )     (27 )     (40 )
7.   Contributions by subsidiaries from non-controlling interests
          618                               618       2,235       2,853  
8.   Distribution to non-controlling interests
                                              (463 )     (463 )
9.   Net increase in specific reserve for the period
                1,073                         1,073       33       1,106  
 
 
    29,745       8,199       1,073       2,493       (38,359 )           3,151       1,778       4,929  
Balance at 30 June 2013
    116,565       39,504       4,623       187,096       200,504       (1,906 )     546,386       40,991       587,377  

 
 
- 31 -

 


Company Statement of Changes in Equity

   
Share capital RMB million
   
Capital reserve RMB million
   
Specific reserve RMB million
   
Surplus reserves RMB million
   
Retained earnings RMB million
   
Total shareholders’equity RMB million
 
 
Balance at 1 January 2012
    86,702       37,983       2,571       178,263       127,087       432,606  
 
Change for the period
                                               
1.   Net profit
                            24,197       24,197  
2.   Other comprehensive income
          26                         26  
 
Total comprehensive income
          26                   24,197       24,223  
Transactions with owners, recorded directly in shareholders’ equity:
                                               
3.   Appropriations of profits:
                                               
–   Appropriation for surplus reserves
                      2,420       (2,420 )      
–   Distributions to shareholders
                            (17,364 )     (17,364 )
4.   Exercise of conversion of the 2011 Convertible Bonds
    118       799                         917  
5.   Net increase in specific reserve for the period
                881                   881  
 
 
    118       799       881       2,420       (19,784 )     (15,566 )
 
Balance at 30 June 2012
    86,820       38,808       3,452       180,683       131,500       441,263  

 
 
- 32 -

 

   
Share capital RMB million
   
Capital reserve RMB million
   
Specific reserve RMB million
   
Surplus reserves RMB million
   
Retained earnings RMB million
   
Total shareholders’ equity RMB million
 
 
Balance at 1 January 2013
    86,820       39,146       3,017       184,603       158,101       471,687  
 
Change for the period
                                               
1.   Net profit
                            24,926       24,926  
2.   Other comprehensive income
          649                         649  
Total comprehensive income
          649                   24,926       25,575  
Transactions with owners, recorded directly in shareholders’ equity:
                                               
3.   Appropriations of profits:
                                               
–    Appropriation for surplus reserves
                      2,493       (2,493 )      
–    Distributions to shareholders
                            (17,933 )     (17,933 )
–    Bonus issues
    17,933                         (17,933 )      
4.   Capitalisation
    8,967       (8,967 )                        
5.   Rights issue of H shares, (net of issuance cost)
    2,845       16,561                         19,406  
6.   Net increase in specific reserve for the period
                767                   767  
Total transactions with owners, recorded directly in shareholders’ equity:
    29,745       7,594       767       2,493       (38,359 )     2,240  
7.   Other movement
          476       (13 )           7,857       8,320  
                                                 
Balance at 30 June 2013
    116,565       47,865       3,771       187,096       152,525       507,822  
 

 
- 33 -

 


7.2.2
Interim financial statements prepared under IFRS

Consolidated Income Statement

(Amount in RMB million, except for per share data)

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
Turnover and other operating revenues
           
Turnover
    1,395,934       1,327,466  
Other operating revenues
    19,310       20,606  
      1,415,244       1,348,072  



Operating expenses
           
Purchased crude oil, products and operating supplies and expenses
    (1,170,856 )     (1,119,324 )
Selling, general and administrative expenses
    (31,991 )     (28,641 )
Depreciation, depletion and amortisation
    (38,969 )     (34,534 )
Exploration expenses, including dry holes
    (7,644 )     (6,882 )
Personnel expenses
    (24,843 )     (24,020 )
Taxes other than income tax
    (94,451 )     (95,267 )
Other operating income, net
    251       679  
 
Total operating expenses
    (1,368,503 )     (1,307,989 )
 
Operating profit
    46,741       40,083  
 
Finance costs
    (5,201 )     (5,946 )
Interest expense
               
Interest income
    592       563  
Unrealised gain on embedded derivative component of the convertible bonds
    761       506  
Foreign currency exchange gains/(losses), net
    1,317       (150 )

 
- 34 -

 


(Amount in RMB million, except for per share data)

Six-month periods ended 30 June
   
2013
   
2012
 
Net finance costs
    (2,531 )     (5,027 )
 
Investment income
    50       63  
 
Share of profits from associates and joint ventures
    874       323  
 
Profit before taxation
    45,134       35,442  
Tax expense
    (12,727 )     (9,643 )
 
Profit for the period
    32,407       25,799  
 
Attributable to:
               
Owners of the Company
    30,281       24,503  
Non-controlling interests
    2,126       1,296  
 
Profit for the period
    32,407       25,799  
 
Earnings per share:
               
Basic
    0.262       0.217  
Diluted
    0.246       0.209  

 
- 35 -

 


Consolidated Statement of Comprehensive Income

Unit: RMB million

Six-month periods ended 30 June
   
2013
   
2012
 
Profit for the period
    32,407       25,799  
Other comprehensive income:
               
Items that may be reclassified subsequently to profit or loss (after tax and reclassification adjustments):
               
Cash flow hedges
    82       1  
Available-for-sale securities
    890       1  
Share of other comprehensive income of associates
    (241 )     26  
Foreign currency translation differences
    (388 )     89  
 
Total items that may be reclassified subsequently to profit or loss
    343       117  
 
Total comprehensive income
    343       117  
 
Total comprehensive income for the period
    32,750       25,916  
 
Attributable to:
               
Owners of the Company
    30,725       24,590  
Non-controlling interests
    2,025       1,326  
 
Total comprehensive income for the period
    32,750       25,916  

 
- 36 -

 


Consolidated Balance Sheet

Unit: RMB million


   
2013
   
2012
 
   
30 June
   
31 December
 
Non-current assets
           
Property, plant and equipment, net
    597,745       588,969  
Construction in progress
    166,956       168,977  
Goodwill
    6,257       6,257  
Interest in associates
    28,275       28,812  
Interest in joint ventures
    26,166       21,388  
Investments
    3,105       2,001  
Deferred tax assets
    4,544       5,539  
Lease prepayments
    37,953       36,240  
Long-term prepayments and other assets
    37,557       34,746  
 
Total non-current assets
    908,558       892,929  
 
Current assets
               
Cash and cash equivalents
    11,190       10,456  
Time deposits with financial institutions
    195       408  
Trade accounts receivable
    87,386       81,395  
Bills receivable
    19,008       20,045  
Inventories
    216,028       218,262  
Prepaid expenses and other current assets
    31,323       34,449  
 
Total current assets
    365,130       365,015  

 
- 37 -

 

 
   
2013
   
2012
 
   
30 June
   
31 December
 
Current liabilities
           
Short-term debts
    110,546       73,063  
Loans from Sinopec Group Company and fellow subsidiaries
    57,001       42,919  
Trade accounts payable
    187,176       215,628  
Bills payable
    5,700       6,656  
Accrued expenses and other payables
    146,568       169,062  
Income tax payable
    3,363       6,045  
 
Total current liabilities
    510,354       513,373  
 
Net current liabilities
    (145,224 )     (148,358 )
 
Total assets less current liabilities
    763,334       744,571  
 
Non-current liabilities
               
Long-term debts
    104,712       124,518  
Loans from Sinopec Group Company and fellow subsidiaries
    36,955       37,598  
Deferred tax liabilities
    7,625       7,294  
Provisions
    23,379       21,591  
Other long-term liabilities
    6,054       5,534  
 
Total non-current liabilities
    178,725       196,535  
 
 
    584,609       548,036  
 
Equity
               
Share capital
    116,565       86,820  
Reserves
    427,152       424,094  
 
Total equity attributable to owners of the Company
    543,717       510,914  
Non-controlling interests
    40,892       37,122  
 
Total equity
    584,609       548,036  

 
- 38 -

 


7.2.3
Difference between financial statement prepared in accordance with the accounting policies complying with ASBE and IFRS (unaudited)

 
(1)
Effects of major differences between the net profit under ASBE and the profit for the period under IFRS are analysed as follows:

   
For six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
             
Net profit under ASBE
    31,504       24,946  
Adjustments:
               
Government grants
    56       51  
Safety production fund
    847       802  
                 
Profit for the period under IFRS*
    32,407       25,799  

 
(2)
Effects of major differences between the shareholders’equity under ASBE and the total equity under IFRS are analysed as follows:


   
2013
   
2013
 
   
30 June
   
31 December
 
   
RMB million
   
RMB million
 
             
Shareholder’s equity under ASBE
    587,377       550,601  
Adjustments:
               
Government grants
    (1,667 )     (1,723 )
Safety production fund
    (1,101 )     (842 )
                 
Total equity under IFRS*
    584,609       548,036  


  *  
The figures are extracted from the consolidated financial statements prepared in accordance with the accounting policies complying with IFRS during the year ended 31 December 2012 and the six-month period ended 30 June 2013 which have been audited by KPMG and PricewaterhouseCoopers, respectively.

7.3
Changes in accounting polices
 
 
o
Applicable
ü
Not applicable

7.4
The Group has no material accounting errors during the reporting period.

7.5
Changes in the scope of consolidation as compared with those for last annual report
 
 
o
Applicable
ü
Not applicable
 
 
 
- 39 -

 


7.6
Notes on the financial statements prepared under IFRS

7.6.1
Turnover

Turnover represents revenue from the sales of crude oil, natural gas, petroleum and chemical products.
 
7.6.2
Tax expense

Tax expense in the consolidated income statement represents:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
Current tax
           
–   Provision for the period
    11,151       10,418  
–   Adjustment of prior years
    453       473  
Deferred taxation
    1,123       (1,248 )
      12,727       9,643  

 
Reconciliation between actual tax expense and the expected income tax expense at applicable statutory tax rates is as follows:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
 
Profit before taxation
    45,134       35,442  
Expected PRC income tax expense at a statutory tax rate of 25%
    11,284       8,861  
Tax effect of non-deductible expenses
    133       220  
Tax effect of non-taxable income
    (365 )     (137 )
Tax effect of preferential tax rate (Note)
    (1,028 )     (916 )
Effect of income taxes from foreign operations in excess of taxes at the PRC statutory tax rate (Note)
    1,276       101  
Tax effect of utilisation of previously unrecognised tax losses and temporary differences
    (95 )     (109 )
Tax effect of tax losses not recognised
    296       538  
Write-down of deferred tax assets
    773       612  
Adjustment of prior years
    453       473  
 
Actual income tax expense
    12,727       9,643  

 
- 40 -

 


Note:

The provision for PRC current income tax is based on a statutory income tax rate of 25% of the assessable income of the Group as determined in accordance with the relevant income tax rules and regulations of the PRC, except for certain entities of the Group in western regions in the PRC are taxed at preferential income tax rate of 15% through the year 2020, and the foreign operation in the Republic of Angola (“Angola”) that is taxed at 50% of the assessable income as determined in accordance with the relevant income tax rules and regulations of Angola.

7.6.3
Basic and Diluted Earnings per Share

The calculation of basic earnings per share for the six-month period ended 30 June 2013 is based on the profit attributable to ordinary owners of the Company of RMB 30,281 million (2012: RMB 24,503 million) and the weighted average number of shares of 115,639,886,505 (2012: 112,840,871,514) during the period. The weighted average number of shares for the six-month period ended 30 June 2012 has been retrospectively adjusted as a result of bonus issues and capitalization during the period, basic earnings and diluted earnings per share has been adjusted retrospectively.

The calculation of diluted earnings per share for the six-month period ended 30 June 2013 is based on the profit attributable to ordinary owners of the Company of RMB 29,851 million (2012: RMB 24,731 million) and the weighted average number of shares of 121,321,406,189 (2012: 118,252,214,431) calculated as follows:

 
(i)
Profit attributable to ordinary owners of the Company (diluted)

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
             
Profit attributable to ordinary owners of the Company
    30,281       24,503  
After tax effect of interest expenses (net of exchange gain) of the 2007 Convertible Bonds and the 2011 Convertible Bonds
    141       608  
After tax effect of unrealised gain (net of unrealised loss) on embedded derivative components of the 2007 Convertible Bonds and the 2011 Convertible Bonds
    (571 )     (380 )
                 
Profit attributable to ordinary owners of the Company (diluted)
    29,851       24,731  



 
- 41 -

 


 
(ii)
Weighted average number of shares (diluted)

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
Number of
   
Number of
 
   
shares
   
shares
 
             
Weighted average number of shares at 30 June
    115,639,886,505       112,840,871,514  
Effect of conversion of the 2007 Convertible Bonds
    1,439,688,889       1,413,144,699  
Effect of conversion of the 2011 Convertible Bonds
    4,241,830,795       3,998,198,218  
                 
Weighted average number of shares (diluted) at 30 June
    121,321,406,189       118,252,214,431  

7.6.4
Dividends

Dividends payable to owners of the Company attributable to the period represent:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
 
Interim dividends declared after the balance sheet date of RMB 0.09 per share (2012: RMB 0.10 per share)
    10,491       8,682  

Pursuant to the Company’s Articles of Association and a resolution passed at the Directors’ meeting on 23 August 2013, the directors authorised to declare the interim dividends for the year ending 31 December 2013 of RMB 0.09 (2012: RMB 0.10) per share totalling RMB10,491 million (2012: RMB 8,682 million). Dividends declared after the balance sheet date are not recognised as a liability at the balance sheet date.
 

 
- 42 -

 


Dividends payable to owners of the Company attributable to the previous financial year, approved during the period represent:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
 
Final cash dividends in respect of the previous financial year, approved during the period of RMB 0.20 per share (2012: RMB 0.20 per share)
    17,933       17,364  

Pursuant to the shareholders’ approval at the Annual General Meeting on 29 May 2013, a final dividend of RMB 0.20 per share, and with bonus issues of 2 shares converted from the retained earnings for every 10 existing shares in respect of the year ended 31 December 2012 was declared. Dividends paid in the six-month period ended 30 June 2013 RMB 12,552 million.
Pursuant to the shareholders’ approval at the Annual General Meeting on 11 May 2012, a final dividend of RMB 0.20 per share totaling RMB 17,364 million in respect of the year ended 31 December 2011 was declared.

7.6.5
Trade Accounts Receivable and Bills Receivable

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
             
Amounts due from third parties
    71,750       63,311  
Amounts due from Sinopec Group Company and fellow subsidiaries
    7,042       7,207  
Amounts due from associates and joint ventures
    9,289       11,576  
      88,081       82,094  
Less: Impairment losses for bad and doubtful debts
    (695 )     (699 )
Trade accounts receivable, net
    87,386       81,395  
Bills receivable
    19,008       20,045  
      106,394       101,440  

 

 
- 43 -

 


The ageing analysis of trade accounts and bills receivables (net of impairment losses for bad and doubtful debts) is as follows:

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
             
Within one year
    106,259       101,295  
Between one and two years
    109       85  
Between two and three years
    21       52  
Over three years
    5       8  
      106,394       101,440  

Impairment losses for bad and doubtful debts are analysed as follows:

   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
             
Balance at 1 January
    699       1,012  
Impairment losses recognised for the period
    5       2  
Reversal of impairment losses
    (6 )     (119 )
Written off
    (4 )     (10 )
Others
    1        
                 
Balance at 30 June
    695       885  

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.
 
Trade accounts and bills receivables (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.
 

 
- 44 -

 

 
7.6.6 
Trade Accounts and Bills Payables


   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
             
Amounts due to third parties
    174,733       204,535  
Amounts due to Sinopec Group Company and fellow subsidiaries
    8,799       6,870  
Amounts due to associates and joint ventures
    3,644       4,223  
      187,176       215,628  
Bills payable
    5,700       6,656  
Trade accounts and bills payables measured at amortised cost
    192,876       222,284  

The maturities of trade accounts and bills payables are as follows:

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
             
Due within 1 month or on demand
    170,930       188,822  
Due after 1 month but within 6 months
    18,960       33,315  
Due after 6 months
    2,986       147  
      192,876       222,284  
 

 
 
- 45 -

 

 
7.6.7 
Segment Reporting

Information of the Group’s reportable segments is as follows:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
Turnover
           
Exploration and production
           
External sales
    27,992       25,956  
Inter-segment sales
    81,651       90,728  
      109,643       116,684  
Refining
               
External sales
    95,953       95,805  
Inter-segment sales
    545,502       540,088  
      641,455       635,893  
Marketing and distribution
               
External sales
    724,184       701,769  
Inter-segment sales
    3,507       4,003  
      727,691       705,772  
Chemicals
               
External sales
    180,264       173,576  
Inter-segment sales
    27,854       23,457  
      208,118       197,033  

 
 
- 46 -

 


   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
Corporate and others
           
External sales
    367,541       330,360  
Inter-segment sales
    313,914       323,343  
      681,455       653,703  
                 
Elimination of inter-segment sales
    (972,428 )     (981,619 )
                 
Turnover
    1,395,934       1,327,466  
                 
Other operating revenues
               
Exploration and production
    7,599       9,433  
Refining
    2,791       2,680  
Marketing and distribution
    5,061       4,181  
Chemicals
    3,403       3,736  
Corporate and others
    456       576  
                 
Other operating revenues
    19,310       20,606  
Turnover and other operating revenues
    1,415,244       1,348,072  

 
 
- 47 -

 
 

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB
   
RMB
 
   
million
   
million
 
Result
           
Operating profit/(loss)
           
By segment
           
– Exploration and production
    30,949       40,463  
– Refining
    213       (18,501 )
– Marketing and distribution
    16,852       20,252  
– Chemicals
    (409 )     (1,251 )
– Corporate and others
    (1,014 )     (356 )
– Elimination
    150       (524 )
Total segment operating profit
    46,741       40,083  
                 
Share of profits from associates and joint ventures
               
– Exploration and production
    109       123  
– Refining
    (266 )     (741 )
– Marketing and distribution
    195       553  
– Chemicals
    286       (86 )
– Corporate and others
    550       474  
                 
Aggregate share of profits from associates and joint ventures
    874       323  
                 
Investment income
               
– Refining
    3       8  
– Marketing and distribution
    33       40  
– Chemicals
          15  
– Corporate and others
    14        
                 
Aggregate investment income
    50       63  
                 
Net finance costs
    (2,531 )     (5,027 )
                 
Profit before taxation
    45,134       35,442  

 
 
- 48 -

 

 
   
30 June
2013
RMB
million
   
31 December
2012
RMB
million
 
Assets
Segment assets
–   Exploration and production
      375,600         368,587  
–   Refining
    303,743       309,204  
–   Marketing and distribution
    266,107       261,724  
–   Chemicals
    146,545       145,867  
–   Corporate and others
    104,139       100,517  
 
Total segment assets
    1,196,134       1,185,899  
 
Interest in associates and joint ventures
    54,441       50,200  
Investments
    3,105       2,001  
Deferred tax assets
Cash and cash equivalents and time deposits with financial institutions
   
4,544
11,385
     
5,539
10,864
 
Other unallocated assets
    4,079       3,441  
 
Total assets
    1,273,688       1,257,944  
 
Liabilities
Segment liabilities
–   Exploration and production
          77,163             90,430  
–   Refining
    51,080       62,271  
–   Marketing and distribution
    86,692       87,785  
–   Chemicals
    26,037       30,100  
–   Corporate and others
    115,796       139,811  
 
Total segment liabilities
    356,768       410,397  
 
Short-term debts
    113,558       73,063  
Income tax payable
    3,363       6,045  
Long-term debts
Loans from Sinopec Group Company and fellow subsidiaries
   
104,712
90,944
     
124,518
80,517
 
Deferred tax liabilities
    7,625       7,294  
Other unallocated liabilities
    12,109       8,074  
 
Total liabilities
    689,079       709,908  

 
 
- 49 -

 


Segment capital expenditure is the total cost incurred during the period to acquire segment assets that are expected to be used for more than one year.

Six-month periods ended 30 June
   
2013
RMB
million
   
2012
RMB
million
 
Capital expenditure
Exploration and production
    24,996       21,839  
Refining
    7,710       10,427  
Marketing and distribution
    11,612       12,390  
Chemicals
    5,283       6,341  
Corporate and others
    2,374       507  
      51,975       51,504  
 
Depreciation, depletion and amortisation
               
Exploration and production
    21,186       19,328  
Refining
    6,661       6,062  
Marketing and distribution
    5,353       4,091  
Chemicals
    5,113       4,450  
Corporate and others
    656       603  
      38,969       34,534  
 
Impairment losses on long-lived assets
Refining
      44          
      44    
 

 
 
- 50 -

 


The following tables set out information about the geographical information of the Group’s external sales and the Group’s non-current assets, excluding financial instruments and deferred tax assets. In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of customers, and segment assets are based on the geographical location of the assets.
 
Six-month periods ended 30 June
   
2013
RMB
million
   
2012
RMB
million
 
External sales
Mainland China
    1,034,044       1,016,324  
Others
    381,200       331,748  
 
 
    1,415,244       1,348,072  
   
 
30 June
2013
RMB
million
   
 
31 December
2012
RMB
million
 
Non-current assets                
Mainland China
      876,669         862,044  
Others
    21,857       22,123  
 
 
    898,526       884,167  
 
 
 
- 51 -

 

 
Repurchase, Sale and Redemption of Shares

None of Sinopec Corp. or any of its subsidiaries repurchased, sold or redeemed any listed securities of Sinopec Corp. or its subsidiaries during the reporting period (excluding the placing of new H shares as mentioned in item 4 of the section “Significant Events” in the 2013 interim report of Sinopec Corp.).
 
Compliance with the Model Code

As required by the Hong Kong Stock Exchange, Sinopec Corp. has formulated the Rules Governing Shares Held by Company Directors, Supervisors and Senior Management and Changes in Shares as well as the Model Code of Securities Transactions by Company Employees (the “Rules and the Code”) to stipulate securities transaction by relevant employees. The standards of the Rules and the Code are no less exacting than those set out in the Model Code. Upon specific inquiries by Sinopec Corp., all the directors confirmed that they have complied with the required standards of the Model Code as well as those of the Rules and the Code.
 
10 
Compliance with the Corporate Governance Code

Based on its actual situations, Sinopec Corp. did not establish a nomination committee under the Board in accordance with the code provisions set out in the Corporate Governance Code and Corporate Governance Report (“Corporate Governance Code”) contained in Appendix 14 of the Hong Kong Listing Rules. Sinopec Corp. is of the view that the nomination of the candidates for directorship by all the members of the Board will better serve the operation needs of Sinopec Corp., as such, the duties of the nomination committee set out in the Corporate Governance Code will be performed by the Board.

Due to other work-related duties, each of chairman and the members of the Audit Committee of Sinopec Corp. was absent from the annual general meeting of Sinopec Corp. for the year 2012. None of the shareholders at the meeting raised enquiries to the Audit Committee.

Save as disclosed above, during the reporting period, Sinopec Corp. have complied with the code provisions set out in the Corporate Governance Code.
 
11
 
Review of the Interim Report and the Interim Results

The Audit Committee of Sinopec Corp. has reviewed and agreed with the 2013 interim report and interim results of Sinopec Corp..

 
 
- 52 -

 


12
 
The 2013 interim report of Sinopec Corp. containing all the information required by paragraphs 37 to 44 of Appendix 16 to the Hong Kong Listing Rules will be published on the website of the Hong Kong Stock Exchange.

This announcement is published on both English and Chinese languages. The Chinese version shall prevail.

 
By Order of the Board
 
Fu Chengyu
 
Chairman
Beijing, the PRC, 23 August 2013

As of the date of this announcement, directors of Sinopec Corp. are: Fu Chengyu*, Wang Tianpu*, Zhang Yaocang*, Li Chunguang#, Zhang Jianhua#, Wang Zhigang#, Cai Xiyou#, Cao Yaofeng*, Dai Houliang#, Liu Yun*, Chen Xiaojin+, Ma Weihua+, Jiang Xiaoming+, Andrew Y. Yan+, Bao Guoming+.

#       Executive Director
*       Non-executive Director
+       Independent Non-executive Director
 

 
- 53 -

 


CONTENTS

2
 
Company Profile
4
 
Principal Financial Data and Indicators
6
 
Changes in Share Capital and Shareholdings of Principal Shareholders
8
 
Business Review and Prospects
12
 
Management’s Discussion and Analysis
23
 
Significant Events
34
 
Directors, Supervisors and Senior Management
35
 
Financial Statements
144
 
Documents for Inspection


 









This interim report contains forward-looking statements. All statements, other than statements of historical facts, that address business activities, events or developments that the Company expects or anticipates will or may occur in the future (including, but not limited to projections, targets, reserves and other estimates and business plans) are forward-looking statements. The actual results or developments of the Company 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 23 August 2013 and, unless otherwise required by the relevant regulatory authorities, undertakes no obligation to update these statements.

 
1

 

COMPANY PROFILE

IMPORTANT NOTICE: THE BOARD OF DIRECTORS (THE “BOARD”) AND THE BOARD OF SUPERVISORS OF CHINA PETROLEUM & CHEMICAL CORPORATION (“SINOPEC CORP.”) AND ITS DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT WARRANT THAT THERE ARE NO FALSE REPRESENTATIONS, MISLEADING STATEMENTS OR MATERIAL OMISSIONS CONTAINED IN THIS INTERIM REPORT, AND SEVERALLY AND JOINTLY ACCEPT FULL RESPONSIBILITY FOR THE AUTHENTICITY, ACCURACY AND COMPLETENESS OF THE INFORMATION CONTAINED IN THIS INTERIM REPORT. THERE IS NO OCCUPANCY OF NON-OPERATING FUNDS BY THE SUBSTANTIAL SHAREHOLDERS OF SINOPEC CORP.. MR. WANG TIANPU, VICE CHAIRMAN OF SINOPEC CORP., MR. LIU YUN, DIRECTOR OF SINOPEC CORP., AND MR. JIANG XIAOMING, INDEPENDENT NON-EXECUTIVE DIRECTOR OF SINOPEC CORP. DID NOT ATTEND THE NINTH MEETING OF THE FIFTH SESSION OF THE BOARD, FOR REASONS OF OFFICIAL DUTIES. MR. WANG TIANPU AUTHORISED MR.ZHANG YAOCANG, VICE CHAIRMAN OF SINOPEC CORP., MR. LIU YUN ARTHORISED MR. CAO YAOFENG, DIRECTOR OF SINOPEC CORP., AND MR. JIANG XIAOMING AUTHORISED MR. ANDREW.Y.YAN, INDEPENDENT NON-EXECITIVE DIRECTOR OF SINOPEC CORP., TO VOTE ON HIS BEHALF IN RESPECT OF THE RESOLUTIONS PUT FORWARD AT THE NINTH MEETING OF THE FIFTH SESSION OF THE BOARD. MR. FU CHENGYU, CHAIRMAN OF THE BOARD, MR. LI CHUNGUANG, PRESIDENT AND DIRECTOR, AND MR. WANG XINHUA, CHIEF FINANCIAL OFFICER AND HEAD OF THE CORPORATE FINANCE DEPARTMENT WARRANT THE AUTHENTICITY AND COMPLETENESS OF THE INTERIM FINANCIAL STATEMENTS CONTAINED IN THIS INTERIM REPORT.

THE INTERIM FINANCIAL STATEMENTS FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2013 OF SINOPEC CORP. AND ITS SUBSIDIARIES (“THE COMPANY”), PREPARED IN ACCORDANCE WITH THE ACCOUNTING STANDARDS FOR BUSINESS ENTERPRISES (“ASBE”) OF THE PRC, AND INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRS”), HAVE BEEN AUDITED BY PRICEWATERHOUSECOOPERS ZHONG TIAN LLP AND PRICEWATERHOUSECOOPERS CERTIFIED PUBLIC ACCOUNTANTS RESPECTIVELY, AND BOTH FIRMS HAVE ISSUED STANDARD UNQUALIFIED OPINIONS ON THE INTERIM FINANCIAL STATEMENTS CONTAINED IN THIS INTERIM REPORT.

COMPANY PROFILE
Sinopec Corp. is one of the largest integrated energy and chemical companies in China. The principal operations of the Company include: the exploration and production, pipeline transportation and sales of petroleum and natural gas; petroleum refining; production, sales, storage and transportation of petroleum products, petrochemical products, synthetic fiber, fertilizer and other chemical products; import & export, as well as 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.

Sinopec Corp. holds true to its mission of “Developing the Company, Contributing to the Country, Creating Shareholder Value, Promoting Social Responsibility and Employee Well-being”. Implementing our strategies for resources, market expansion, integration, internationalisation, differentiation and low-carbon development, we will strive to realise the group’s vision of becoming a “first-class global energy and chemical corporation”.
 

 
2

 

 
BASIC INFORMATION

LEGAL NAME
石油化工股份有限公司

CHINESE ABBREVIATION
中國石化

ENGLISH NAME
China Petroleum & Chemical Corporation

ENGLISH ABBREVIATION
Sinopec Corp.

LEGAL REPRESENTATIVE
Mr. Fu Chengyu

AUTHORISED REPRESENTATIVE
Mr. Li Chunguang
Mr. Huang Wensheng

SECRETARY TO THE BOARD
Mr. Huang Wensheng

REPRESENTATIVE ON SECURITIES MATTERS
Mr. Zheng Baomin

REGISTERED ADDRESS, PLACE OF BUSINESS AND CORRESPONDENCE ADDRESS
22 Chaoyangmen North Street,
Chaoyang District, Beijing, China
Postcode: 100728
Tel: 86-10-59960028
Fax: 86-10-59960386
Website: http://www.sinopec.com
E-mail:ir@sinopec.com

CHANGE OF INFORMATION DISCLOSURE MEDIA AND ACCESS PLACES
There was no change to Sinopec Corp.’s
information disclosure media and access places in the reporting period.

PLACES OF LISTING OF SHARES, STOCK NAMES AND STOCK CODES
A Shares:
 
Shanghai Stock Exchange
   
Stock name: 中國石化
   
Stock code: 600028
     
H Shares:
 
Hong Kong Stock Exchange
   
Stock code: 0386
     
ADR:
 
New York Stock Exchange
   
Stock code: SNP
     
   
London Stock Exchange
   
Stock code: SNP

REGISTRATION CHANGES DURING THE REPORTING PERIOD
Sinopec Corp.’s registered capital was changed to RMB 89,665,523,175 on 14 February 2013.
 

 
3

 

PRINCIPAL FINANCIAL DATA AND INDICATORS

1
FINANCIAL DATA AND INDICATORS PREPARED IN ACCORDANCE WITH CHINA ACCOUNTING STANDARDS FOR BUSINESS ENTERPRISES (“ASBE”)
     
 
(1) 
Principal accounting data

   
Six-month periods ended 30 June
   
Changes
over the same
period of the
 
   
2013
   
2012
   
preceding year
 
Items
 
RMB million
   
RMB million
   
(%)
 
                   
Operating income
    1,415,244       1,348,072       5.0  
Net profit attributable to equity shareholders of the Company
    29,417       23,697       24.1  
Net profit attributable to equity shareholders of the Company after deducting extraordinary gain/loss items
    29,196       23,259       25.5  
Net cash flows from operating activities
    32,903       20,554       60.1  

   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
   
Changes
from the end
of last year
(%)
 
                   
Total equity attributable to equity shareholders of the Company
    546,386       513,374       6.4  
Total assets
    1,274,233       1,238,522       2.9  

 
(2) 
Principal financial indicators

   
Six-month periods ended 30 June
   
Changes
over the same
period of the
 
   
2013
   
2012
   
preceding year
 
ItemsNote
 
RMB million
   
RMB million
   
(%)
 
                   
Basic earnings per share (RMB)
    0.254       0.210       21.0  
Diluted earnings per share (RMB)
    0.239       0.202       18.3  
Basic earnings per share after deducting extraordinary gain/loss items (RMB)
    0.252       0.206       22.3  
Weighted average return on net assets (%)
    5.49       4.89    
0.6
percentage points
 
Weighted average return on net assets after deducting extraordinary gain/loss items (%)
    5.45       4.80    
0.65
percentage points
 
Net assets per share attributable to equity shareholders of the Company (RMB) (fully diluted)
    4.687       4.548       3.1  

Note: 
Total share capital of Sinopec Corp. for the six-month period ended 30 June 2013 has increased as a result of H share issuances, bonus issues of shares and coversion of capital reserves to all shareholders and conversion of the A share Convertible Bonds. The data of 2012 have been retrospectively adjusted in accordance with ASBE.

 
(3) 
Extraordinary items and corresponding amounts:

Items
 
Six-month period ended 30 June 2013
(gain)/loss
RMB million
 
       
Loss on disposal of non-current assets
    95  
Donations
    103  
Gain on holding and disposal of various investments
    (24 )
Other extraordinary income and expenses, net
    (473 )
Subtotal
    (299 )
Tax effect
    75  
Total
    (224 )
Attributable to:
       
Equity shareholders of the Company
    (221 )
Minority interests
    (3 )


 
4

 


FINANCIAL DATA AND INDICATORS PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRS”)
     
 
(1) 
Principal accounting data

 
   
Six-month periods ended 30 June
   
Changes
over the same
 
   
2013
   
2012
   
period of the
 
Items
 
RMB million
   
RMB million
   
preceding year(%)
 
                   
Operating profit
    46,741       40,083       16.6  
Net profit attributable to owners of the Company
    30,281       24,503       23.6  
Net cash generated from operating activities
    32,903       20,322       61.9  

               
Changes
 
   
As of 30 June
   
As of 31 December
   
from the end
 
   
2013
   
2012
   
of last year
 
   
RMB million
   
RMB million
   
(%)
 
                   
Equity attributable to owners of the Company
    543,717       510,914       6.4  
Total assets
    1,273,688       1,257,944       1.3  

 
(2) 
Principal financial indicators

   
Six-month periods ended 30 June
   
Changes
over the same
period of the
 
   
2013
   
2012
   
preceding year
 
Items 1
 
RMB million
   
RMB million
   
(%)
 
                   
Basic earnings per share (RMB)
    0.262       0.217       20.7  
Diluted earnings per share (RMB)
    0.246       0.209       17.7  
Net assets per share (RMB)
    4.664       4.527       3.0  
Return on capital employed (%) 2
 
    3.88       3.65    
0.23
percentage points
 

1: 
Total share capital of Sinopec Corp. as of 30 June 2013 has increased as a result of issuance of H share, bonus issues of shares and capitalisation of share premium to all shareholders and conversion of the A share Convertible Bonds during the first half of 2013. The data of 2012 have been retrospectively adjusted in accordance with IFRS.
   
2: 
Return on capital employed=operating profit×(1-income tax rate)/capital employed


 
5

 

CHANGES IN SHARE CAPITAL AND SHAREHOLDINGS OF PRINCIPAL SHAREHOLDERS

CHANGES IN THE SHARE CAPITAL OF SINOPEC CORP.
Unit: shares

   
Before Change
   
Increase/Decrease
   
After Change
 
   
Number of shares
   
Percentage
(%)
   
New shares
issued
   
Bonus
issued
   
Conversion
from reserve
   
Others
   
Sub-total
   
Number of shares
   
Percentage
(%)
 
                                                       
RMB ordinary shares
    70,039,798,886       80.67             14,007,974,817       7,003,987,408       78,261       21,012,040,486       91,051,839,372       78.11  
Foreign shares listed domestically
                                                     
Foreign shares listed overseas
    16,780,488,000       19.33       2,845,234,000       3,925,144,400       1,962,572,200             8,732,950,600       25,513,438,600       21.89  
Others
                                                     
Total Shares
    86,820,286,886       100       2,845,234,000       17,933,119,217       8,966,559,608       78,261       29,744,991,086       116,565,277,972       100  

NUMBER OF SHAREHOLDERS AND SHAREHOLDINGS OF PRINCIPAL SHAREHOLDERS
 
As at 30 June 2013, there were a total of 706,422 shareholders of Sinopec Corp., of which 699,868 were holders of A shares and 6,554 were holders of H shares. The public float of Sinopec Corp. satisfied the minimum requirements under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Hong Kong Listing Rules”).

 
(1) 
Top ten shareholders
Unit: shares

Name of Shareholders
 
Nature of
shareholders
 
As a
percentage
of total shares
at the end of the
reporting period %
   
Total shares
held at the end
of reporting
period
   
Increase/
Decrease
at the end of the
reporting period
   
Number
of shares
with selling
restrictions
   
Number
of shares
pledged or
lock-ups
 
                                   
China Petrochemical Corporation
 
A share
    73.38       85,536,266,000       19,739,138,308       0       0  
HKSCC (Nominees) Limited
 
H share
    21.77       25,371,490,385       8,694,245,913       0    
Unknown
 
PICC Life-Dividend-Individual Insurance Dividend
 
A share
    0.13       154,878,484       54,450,011       0       0  
China Life-Dividend-Individual Dividend 005L-FH002 Shanghai
 
A share
    0.07       77,262,088       21,649,342       0       0  
China Social Security Fund Portfolio106
 
A share
    0.06       74,614,548       44,718,659       0       0  
Bank of Communication-E Fund 50 Index Securities Investment Fund
 
A share
    0.06       71,277,521       16,848,659       0       0  
China Construction Bank-Yinhua Core Value Selected Stock Type, Investment Fund
 
A share
    0.06       69,029,472       69,029,472       0       0  
China Construction Bank-Hua Xia Advantage Stock Type, Securities Inv. Fund
 
A share
    0.06       67,759,150       49,759,241       0       0  
Industrial & Commerce Bank of China, South Selected Securities Investment Fund
 
A share
    0.06       65,069,068       26,288,460       0       0  
Qatar Holding Company Ltd-Self Owned Fund
 
A share
    0.05       63,096,185       63,096,185       0       0  

Note: 
Sinopec Century Bright Capital Investment Limited, a wholly-owned overseas subsidiary of China Petrochemical Corporation, holds 553,150,000 H shares, which are included in the total number of shares held by HKSCC Nominees Limited.

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

 
We are not aware of any connection or acting-in-concert among or between the top ten shareholders.
 
 
 
6

 


 
(2) 
Information disclosed by H share shareholders in accordance with the Securities and Futures Ordinance as at 30 June 2013

Name of shareholders
Status of shareholders
 
Number of
shares with
interests held
or regarded as
being held
   
As a percentage
of total interests
(H share) of
Sinopec Corp.
(%)
 
               
JPMorgan Chase & Co.
Beneficial owner
    275,718,832 (L)     1.08  
        171,465,171 (S)     0.67  
 
Investment manager
    806,312,363 (L)     3.16  
 
Custodian corporation/Approved lending agent
    1,624,081,097 (L)     6.37  
Blackrock, Inc.
Interests of corporation controlled
    1,875,342,244 (L)     7.35  
 
by the substantial shareholder
    12,129,000 (S)     0.05  


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

3
CHANGES IN THE CONTROLLING SHAREHOLDERS AND THE DE FACTO CONTROLLER
 
There was no change in the controlling shareholder or the de facto controller in the reporting period.


 
7

 

BUSINESS REVIEW AND PROSPECTS

BUSINESS REVIEW
In the first half of 2013, world economy suffered sluggish recovery, while China’s economy grew steadily with GDP up by 7.6% over the same period last year. Domestic demand for oil products and chemical products continued to grow. Prices of chemical products dropped due to an increase in imported products. Domestic consumption of oil products (including gasoline, diesel and kerosene)increased by 3.95% compared with the corresponding period in 2012, among which, gasoline and kerosene increased considerably, and diesel slightly went down over the same period of last year; domestic consumption of ethylene also rose by 4.7% compared with the corresponding period in 2012. The Chinese government further improved the pricing mechanism for oil products and announced an adjustment of natural gas price.
 
 
PRODUCTION AND OPERATIONS
     
 
(1) 
Exploration and Production
   
In the first half of 2013, international oil prices hit an early high and then eased, fluctuating in a high range for the period. Brent spot price for crude oil averaged USD107.50 per barrel, down by 5.15% compared with the corresponding period in 2012. Domestic oil prices moved in line with the international market.
     
   
The Company achieved excellent results in oil and gas exploration through domestic growth in five key areas. In exploration, the Company made major breakthroughs in new blocks such as the Tarim Basin, and discoveries in new locations, stratas and types. The Company also made progress in exploration evaluation in key areas. In oil and gas development, the Company maintained highly efficient level of production, achieving domestic production of 153.66 million barrels of crude oil, up by 1.1%  compared with the corresponding period in 2012, and 324.1 billion cubic feet of natural gas, up by 11.8% compared with the corresponding period in 2012. The Company also made major progress in the Fuling shale gas project and launched development of coal-bed methane in South Yanchuan. In the first half of 2013, the overseas equity oil production of the Company reached 11.78 million barrels, increasing by 5.8% compared with the corresponding period in 2012.


 
8

 

Exploration and Production: Summary of Operations

   
Six-month period ended 30 June
   
Changes
 
   
2013
   
2012
   
(%)
 
                   
Oil and gas production (mmboe)
    219.46       211.42       3.80  
Crude oil production (mmbbls)1
    165.44       163.09       1.44  
China
    153.66       151.96       1.12  
Overseas
    11.78       11.13       5.84  
Natural gas production (bcf)2
    324.14       289.93       11.80  

1:
For domestic production of crude oil, 1 tonne = 7.1 barrels; for overseas production, 1 tonne = 7.27 barrels.
2:
For production of natural gas, 1 cubic meter = 35.31 cubic feet.

 
(2)   
Refining
   
In the first half of 2013, we adjusted our product mix in response to changes in domestic market demand, producing more gasoline, jet fuel and other high-value-added products that sold well in the market and increasing the export volume of our products. We upgraded fuel quality and considerably increased our production of gasoline and diesel above GB IV standards. We optimised the marketing of LPG, asphalt and paraffin by taking advantage of our strengths in specialisation. In the first half of 2013, refinery throughput was 115 million tonnes, representing a growth of 5.17% over the same period last year. Oil product output rose by 5.76% compared with the corresponding period in 2012.

Refining: Summary of Operations

   
Six-month period ended 30 June
   
Changes
 
   
2013
   
2012
   
(%)
 
                   
Refinery throughput (million tonnes)
    115.44       109.76       5.17  
Gasoline, diesel and kerosene production (million tonnes)
    69.75       65.95       5.76  
Gasoline (million tonnes)
    22.75       19.61       16.01  
Diesel (million tonnes)
    38.64       39.10       (1.18 )
Kerosene (million tonnes)
    8.36       7.25       15.31  
Light chemical feedstock production (million tonnes)
    18.82       18.53       1.57  
Light yield (%)
    76.20       77.20       (1.0 )
                   
percentage points
 
Refining yield (%)
    94.61       95.41       (0.8 )
                   
percentage points
 

1:
Refinery throughput is converted at 1 tonne = 7.35 barrels.
2:
100% production of joint ventures was included.


 
9

 


(3)
Marketing and Distribution
 
In the first half of 2013, in response to changes in supply and demand in the domestic market and the implementation of the newly-announced oil products pricing mechanism, the Company adjusted its marketing strategies by adopting differentiated marketing, thus maximising its profitability. While increasing sales volume, we focused on the retail market and expanded its size by offering distinctive services. We strengthened our quality management to ensure excellent oil products quality. We also vigorously promoted growth in new businesses and in our non-fuel businesses, with the aim of providing one-stop service to our customers. In the first half of 2013, total sales volume of oil products increased to 88.05 million tonnes, up by 6.51% over the same period last year. Total domestic sales volume reached 80.75 million tonnes, an increase of 4.83%, and sales of non-fuel businesses reached RMB 6.58 billion, an increase of 20.5% compared with the corresponding period in 2012.

 
Marketing and Distribution: Summary of Operations

   
Six-month period ended 30 June
   
Change
 
   
2013
   
2012
   
(%)
 
                   
Total sales volume of oil products (million tonnes)
    88.05       82.67       6.51  
Total domestic sales volume of oil products (million tonnes)
    80.75       77.03       4.83  
Retail (million tonnes)
    55.52       53.15       4.46  
Direct sales (million tonnes)
    16.07       15.68       2.49  
Wholesale (million tonnes)
    9.16       8.20       11.71  
Annualised average throughput per station (tonne/station)
    3,620       3,487       3.81  

   
As of 30 June
2013
   
As of 31 December
2012
   
Change
from the end
of last year
(%)
 
                   
Total number of Sinopec-branded service stations
    30,682       30,836       (0.50 )
Company-operated
    30,669       30,823       (0.50 )

(4)
Chemicals
 
In the first half of the year, we further optimised our feedstock structure and cut feedstock costs by using more light feedstock. We sharpened our market analysis; strengthened the integration of R&D, production and marketing; optimised operations and utilisation of facilities; and introduced new products to improve our product mix. We improved our marketing tactics and customer service. We reinforced our supply-chain management and operated with low inventory level. Ethylene production was 4.84 million tonnes, an increase by 0.64% compared with the corresponding period in 2012. Chemicals sales volume reached 28.06 million tonnes, up by 7.30% compared with the corresponding period in 2012.
     
 
Major Chemical Products: Summary of Operations
Unit of production: 1,000 tonnes


   
Six-month period ended 30 June
   
Changes
 
   
2013
   
2012
   
(%)
 
                   
Ethylene
    4,841       4,810       0.64  
Synthetic resin
    6,730       6,701       0.43  
Synthetic fiber monomer and polymer
    4,539       4,580       (0.90 )
Synthetic fiber
    699       674       3.71  
Synthetic rubber
    457       475       (3.79 )

Note: 
100% of production of joint ventures was included.


 
10

 


HEALTH, SAFETY AND THE ENVIRONMENT AND LOW-CARBON GROWTH
 
We strictly implemented an HSE accountability system, promoted OSHA management standards, enhanced operation hazard prevention and maintained safety in production. We increased our emphasis on environmental protection, energy conservation and emission reduction as well as on green and low-carbon growth. We established a dedicated department in the head office to coordinate planning and management of these activities, to promote energy performance contracting and the development of an energy management system. We also launched the Blue Skies, Clean Water initiative. In the first half of 2013, the Company’s energy intensity dropped by 3.24% compared with the corresponding period in 2012. Chemical Oxygen Demand (COD) in discharged wastewater fell by 4.15% compared with the corresponding period in 2012, and SO2 emissions fell by 4.54% as compared with the corresponding period in 2012.
   
CAPITAL EXPENDITURES
 
The Company has focused on improving the quality and efficiency of development and has made progress in a number of key projects. The Company’s capital expenditures were RMB 51.975 billion in the first half of 2013. Capital expenditures for E&P were RMB 24.996 billion, mainly for tight oil in south Hubei, shallow heavy oil in west Shengli, new blocks in the Tahe Oilfield, Yuanba and the Daniudi gas fields, and the Shandong LNG project. Capital expenditures for the Refining Segment were RMB 7.710 billion, mainly for upgrading oil product quality and revamping project for processing lower-quality crude oil. In the Chemicals segment, RMB 5.283 billion were used for the construction of the Wuhan 800,000-tpa ethylene project, the Hubei syngas-to-MEG project and the Hainan aromatics project. Capital expenditures for Marketing and Distribution segment were RMB 11.612 billion, mainly for building and acquiring service stations along expressways and in major cities and for the construction of refined oil product pipelines and depots. We added 501 new service stations during the period, of which 100 were gas stations. RMB 2.374 billion was used for the Corporate and Others, mainly for R&D facilities and IT projects construction.

BUSINESS PROSPECTS
In the second half of the year, the global economic recovery will continue to be weak. The Chinese government will accelerate structural adjustments and upgrades to maintain stable economic growth. In the second half of the year, we expect balanced supply and demand fundamentals in global oil market and a steady growth in domestic demand for refined oil products and chemicals.

Given current circumstances, the Company will focus on improving the quality and efficiency of development, always oriented toward the market and centered on profitability, while ensuring safety and protection of the environment. The Company will redouble its efforts to expand its markets, optimise operations, unlock its potential, increase its efficiency, improve the capacity of sustainable development, reinforce safe production practices and achieve sound operating results.

In exploration and production, we will focus our exploration efforts on commercial discoveries in key areas. In development, we will strengthen development of mature oilfields, develop tight-oil resources effectively and accelerate development in other key areas. We will increase our activities in geological surveys and evaluation of potential areas for development to achieve capacity replacement. In natural gas, we will accelerate development in Yuanba, the medium and shallow formations of west Sichuan and the Daniudi gas field. In unconventional resources, we will conduct further evaluations of marine-facies shale gas resources in the Sichuan basin and the surrounding areas. We will also increase the pace of activity in the Fuling marine-facies shale gas zone and launch the pilot development program on stream, along with the coal-bed methane project in South Yanchuan. In the second half of the year, we expect to produce 23.29 million tonnes of crude oil and 9.2 billion cubic meters of natural gas.

In refining, with efficiency as our top priority, we will optimise crude procurement and allocation and reduce crude purchasing costs. We will promote oil products upgrading, and supply the market with clean fuels. We will also reinforce coordination between production and marketing, adjust our product mix and utilisation rate, increase domestic output of gasoline, jet fuel and other products with high added value, and expand exported volume. In the second half of the year, we plan to process 120 million tonnes of crude oil.

In marketing and distribution, we will continue to be market based, strengthen resource planning, expand retail and direct sales volume, and enhance operational quality and efficiency. We will promote one-stop service for our customers, develop new product features and accelerate development of our non-fuel businesses. In the second half of the year, we plan to sell 84.25 million tonnes of oil products in the domestic market.

In chemicals, we will continue to adjust facility utilisation and production plans based on demand, modify our product mix through better integration of production, marketing and R&D, optimise the structure of our feedstock to achieve lower costs, maintain operations with low inventory level, implement differentiated marketing, develop new and specialty products, and increase production of high-value-added products. In the second half of the year, we plan to produce 5.05 million tonnes of ethylene.

 
11

 

MANAGEMENT’S DISCUSSION AND ANALYSIS

THE FOLLOWING DISCUSSION AND ANALYSIS SHOULD BE READ IN CONJUNCTION WITH THE COMPANY’S AUDITED INTERIM FINANCIAL STATEMENTS AND THE ACCOMPANYING NOTES. PARTS OF THE FOLLOWING CONCERNED FINANCIAL DATA, UNLESS OTHERWISE STATED, WERE ABSTRACTED FROM THE COMPANY’S AUDITED INTERIM FINANCIAL STATEMENTS THAT HAVE BEEN PREPARED ACCORDING TO THE INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRS”).

CONSOLIDATED RESULTS OF OPERATIONS
 
In the first half of 2013, under the backdrop of steady economic growth coupled with increased domestic demand for oil and chemical products, the Company actively expanded its sales volume. Turnover and other operating revenues were RMB 1,415.2 billion, representing a year-on-year increase of 5.0%, and the operating profit was RMB 46.7 billion, representing a year-on-year increase of 16.6%.
   
 
The following table sets forth major revenue and expense items in the consolidated income statement of the Company for the indicated periods:
   
 
   
Six-month periods ended 30 June
       
   
2013
   
2012
   
Change
 
   
RMB million
   
RMB million
   
(%)
 
Turnover and other operating revenues
    1,415,244       1,348,072       5.0  
Of which: Turnover
    1,395,934       1,327,466       5.2  
Other operating revenues
    19,310       20,606       (6.3 )
Operating expenses
    (1,368,503 )     (1,307,989 )     4.6  
Of which: Purchased crude oil, products, and operating supplies and expenses
    (1,170,856 )     (1,119,324 )     4.6  
Selling, general and administrative expenses
    (31,991 )     (28,641 )     11.7  
Depreciation, depletion and amortisation
    (38,969 )     (34,534 )     12.8  
Exploration expenses (including dry holes)
    (7,644 )     (6,882 )     11.1  
Personnel expenses
    (24,843 )     (24,020 )     3.4  
Taxes other than income tax
    (94,451 )     (95,267 )     (0.9 )
Other operating income (net)
    251       679       (63.0 )
Operating profit
    46,741       40,083       16.6  
Net finance costs
    (2,531 )     (5,027 )     (49.7 )
Investment income and share of profit less losses from associates and jointly controlled entities
    924       386       139.4  
Profit before taxation
    45,134       35,442       27.3  
Tax expense
    (12,727 )     (9,643 )     32.0  
Profit for the period
    32,407       25,799       25.6  
Attributable to:
                       
Equity shareholders of the Company
    30,281       24,503       23.6  
Non-controlling interests
    2,126       1,296       64.0  

 
(1) 
Turnover and other operating revenues
   
In the first half of 2013, the Company actively expanded the markets, increased the sales volume of products, and the revenue from the Company’s trading business. Turnover and other operating revenues were RMB 1,395.9 billion, representing an increase of 5.2% over the first half of 2012.


 
12

 

The following table sets forth the external sales volume, average realised prices and respective change rates of the Company’s major products over the first half of 2013 compared with the first half of 2012.
 
   
Sales Volume
(1,000 tonnes)
   
Average realised price (VAT excluded)
(RMB/tonne, RMB/thousand cubic meters)
 
   
Six-month periods
ended 30 June
   
Change
   
Six-month periods
ended 30 June
   
Change
 
   
2013
   
2012
   
(%)
   
2013
   
2012
   
(%)
 
Crude oil
    3,384       2,873       17.8       4,333       4,867       (11.0 )
Natural gas (million cubic meters)
    7,645       6,881       11.1       1,289       1,282       0.5  
Gasoline
    29,188       25,540       14.3       8,450       8,740       (3.3 )
Diesel
    48,698       47,689       2.1       7,031       7,334       (4.1 )
Kerosene
    9,707       8,914       8.9       6,195       6,550       (5.4 )
Basic chemical feedstock
    12,261       11,134       10.1       6,981       6,792       2.8  
Synthetic fibre monomer and polymer
    3,368       3,298       2.1       8,359       8,377       (0.2 )
Synthetic resin
    5,106       5,237       (2.5 )     9,319       9,058       2.9  
Synthetic fibre
    730       710       2.8       10,592       11,102       (4.6 )
Synthetic rubber
    642       631       1.7       13,626       19,034       (28.4 )
Chemical fertilizer
    514       506       1.6       1,826       2,204       (17.2 )

Most of the crude oil and a small portion of natural gas produced by the Company were used internally for refining and chemical production with the remainder sold to external customers. In the first half of 2013, the turnover from crude oil, natural gas and other upstream products sold externally amounted to RMB 28.0 billion, increased by 7.8% year on year, accounting for 2.0% of the Company’s turnover and other operating revenues. The change was mainly due to the growth in the sales volume of crude oil exceeding the decrease in the price of crude oil, plus the increase in the sales volume and price of natural gas over the same period in 2012.

Petroleum products (mainly consisting of refined oil products and other refined petroleum products) sold by the refining segment and the marketing and distribution segment achieved an external sales revenue of RMB 820.1 billion, representing an increase of 2.8% over the same period of 2012 and accounting for 58.8% of the Company’s turnover and other operating revenues. This was mainly due to the increased sales volume of refined oil products. The sales revenue of gasoline, diesel and kerosene was RMB 649.2 billion, representing an increase of 2.8% over the same period in 2012, accounting for 79.2% of the sales revenue of petroleum products. Sales revenue of other refined petroleum products was RMB 170.9 billion, representing an increase of 2.8% compared with the first half of 2012, accounting for 20.8% of the sales revenue of petroleum products.

The Company’s external sales revenue of chemical products was RMB 180.3 billion, representing an increase of 3.9% over the same period of 2012, accounting for 12.9% of its turnover and other operating revenues. This was mainly due to the increased sales volume of chemical products, especially of basic chemical feedstocks year on year.

 
13

 


 
(2) 
Operating expenses
   
In the first half of 2013, the Company’s operating expenses were RMB 1,368.5 billion, representing an increase of 4.6% over the first half of 2012. The operating expenses mainly consisted of the following:
     
   
Crude oil procurement, products and operating supplies and expenses were RMB 1,170.9 billion in the first half of 2013, representing an increase of 4.6% over the same period of 2012, accounting for 85.6% of the total operating expenses, of which:
       
   
● 
Procurement cost of crude oil was RMB 755.2 billion, representing an increase of 2.1% over the same period of 2012. Total processed volume of crude oil purchased externally in the first half of 2013 was 88.0 million tonnes (excluding the volume processed for third parties), increased by 3.8% over the first half of 2012. The average unit processing cost of crude oil purchased externally was RMB 4,962 per tonne, decreased by 8.3% over the first half of 2012.
       
   
● 
Other procurement cost was RMB 415.7 billion, up by 9.4% year on year, mainly due to the expansion of the Company’s crude oil and oil products trading business.
       
   
Selling, general and administrative expenses of the Company totaled RMB 32.0 billion, representing an increase of 11.7% over the first half of 2012. This was mainly due to the expenses such as lease of land and community service, which increased by RMB 3.4 billion over the first half of 2012.
     
   
Depreciation, depletion and amortisation expenses of the Company were RMB 39.0 billion, representing an increase of 12.8% compared with the first half of 2012. This was mainly due to the increase of continuous investment in fixed assets.
     
   
Exploration expenses in the first half of 2013 were RMB 7.6 billion, representing an increase of 11.1% compared with the same period in 2012. This was mainly because the Company made intensified efforts in the exploration in areas including the Ordos Basin and the Sichuan Basin.
     
   
Personnel expenses were RMB 24.8 billion, representing an increase by 3.4% compared with the corresponding period in 2012. This was mainly an outcome of the change of calculation base for social insurance and etc.
     
   
Taxes other than income tax totaled RMB 94.5 billion, representing a decrease of 0.9% compared with the first half of 2012. It was mainly due to a decreases in the oil prices, which led to a decrease in special income levy by RMB 3.5 billion, partly off-set by an increase in consumption tax of RMB 2 billion due to increased sales volume of the oil products.
     
 
(3) 
Operating profit
   
In the first half of 2013, the Company’s operating profit was RMB 46.7 billion, representing an increase of 16.6% over the same period in 2012.
     
 
(4) 
Net finance costs
   
In the first half of 2013, the Company’s net finance costs were RMB 2.5 billion, representing a year-on-year decrease of 49.7%, among which, interest expenses were RMB 5.2 billion, decreased by RMB 0.7 billion as a result of increase in borrowings in US dollars at a low finance cost; exchange gains were RMB 1.3 billion, an increase by RMB 1.5 billion; gains from fair market value of convertible bonds issued by the Company increased by RMB 0.3 billion.
     
 
(5) 
Profit before taxation
   
In the first half of 2013, the Company’s profit before taxation amounted to RMB 45.1 billion, representing an increase of 27.3% compared with the same period of 2012.
     
 
(6) 
Tax expense
   
In the first half of 2013, the income tax expense of the Company totaled RMB 12.7 billion, increasing by 32.0% over the same period of 2012, mainly due to the Company’s higher profit for the period and the increased income tax from the overseas upstream business.
     
 
(7) 
Profit attributable to non-controlling interests of the Company
   
In the first half of 2013, profit attributable to non-controlling shareholders was RMB 2.1 billion, representing an increase of 64.0% over the same period of 2012, mainly due to the increased profit from some controlling subsidiaries.
     
 
(8) 
Profit attributable to equity shareholders of the Company
   
In the first half of 2013, profit attributable to equity shareholders of the Company was RMB 30.3 billion, representing an increase of 23.6% over the same period of 2012.


 
14

 


DISCUSSION ON RESULTS OF SEGMENT OPERATION
 
The Company manages its operations by four business segments, namely Exploration and Production segment, Refining segment, Marketing and Distribution segment and Chemicals segment, as well as Corporate and Others. Unless otherwise specified herein, 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.

   
Operating revenues
   
As a percentage of
consolidated operating revenues before elimination
of inter-segment sales
   
As a percentage of
consolidated operating
revenues after elimination
of inter-segment sales
 
   
Six-month periods
ended 30 June
   
Six-month periods
ended 30 June
   
Six-month periods
ended 30 June
 
   
2013
   
2012
   
2013
   
2012
   
2013
   
2012
 
   
RMB million
   
(%)
   
(%)
 
Exploration and Production Segment
                               
External sales*
    35,591       35,389       1.5       1.5       2.5       2.6  
Inter-segment sales
    81,651       90,728       3.4       3.9                  
Operating revenues
    117,242       126,117       4.9       5.4                  
Refining Segment
                                               
External sales*
    98,744       98,485       4.1       4.2       7.0       7.3  
Inter-segment sales
    545,502       540,088       22.8       23.2                  
Operating revenues
    644,246       638,573       26.9       27.4                  
Marketing and Distribution Segment
                                         
External sales*
    729,245       705,950       30.6       30.3       51.5       52.4  
Inter-segment sales
    3,507       4,003       0.1       0.2                  
Operating revenues
    732,752       709,953       30.7       30.5                  
Chemicals Segment
                                               
External sales*
    183,667       177,312       7.7       7.6       13.0       13.2  
Inter-segment sales
    27,854       23,457       1.2       1.0                  
Operating revenues
    211,521       200,769       8.9       8.6                  
Corporate and Others
                                               
External sales*
    367,997       330,936       15.5       14.2       26.0       24.5  
Inter-segment sales
    313,914       323,343       13.1       13.9                  
Operating revenues
    681,911       654,279       28.6       28.1                  
Operating revenue before elimination of inter-segment sales
    2,387,672       2,329,691       100.0       100.0                  
Elimination of inter-segment sales
    (972,428 )     (981,619 )                                
Consolidated operating revenues
    1,415,244       1,348,072                       100.0       100.0  

*: 
including other operating revenues


 
15

 

The following table sets forth the operating revenues, operating expenses and operating profit/(loss) by each segment before elimination of the inter-segment transactions for the periods indicated, and the changes between the first half of 2013 and the first half of 2012.

   
Six-month periods ended 30 June
       
   
2013
   
2012
   
Change
 
   
RMB million
   
RMB million
   
(%)
 
Exploration on and Production Segment
                 
Operating revenues
    117,242       126,117       (7.0 )
Operating expenses
    86,293       85,654       0.7  
Operating profit
    30,949       40,463       (23.5 )
Refining Segment
                       
Operating revenues
    644,246       638,573       0.9  
Operating expenses
    644,033       657,074       (2.0 )
Operating profit/(loss)
    213       (18,501 )      
Marketing and Distribution Segment
                       
Operating revenues
    732,752       709,953       3.2  
Operating expenses
    715,900       689,701       3.8  
Operating profit
    16,852       20,252       (16.8 )
Chemicals Segment
                       
Operating revenues
    211,521       200,769       5.4  
Operating expenses
    211,930       202,020       4.9  
Operating loss
    (409 )     (1,251 )      
Corporate and others
                       
Operating revenues
    681,911       654,279       4.2  
Operating expenses
    682,925       654,635       4.3  
Operating loss
    (1,014 )     (356 )      
Elimination of inter-segment profit
    150       (524 )      

 
(1) 
Exploration and Production Segment
   
Most of the 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 operations. Most of the natural gas and a small portion of crude oil produced by the Company were sold to external customers.
     
   
In the first half of 2013, operating revenue of the segment was RMB 117.2 billion, representing a decrease of 7.0% over the first half of 2012. This was mainly attributable to the decreased prices of crude oil.
     
   
In the first half of 2013, the segment sold 21.98 million tonnes of crude oil, 8.1 billion cubic meters of natural gas, representing an increase of 2.2% and 12.6% respectively over the first half of 2012. The average realised selling price of crude oil and natural gas were RMB 4,261 per tonne and RMB 1,309 per thousand cubic meters, representing a decrease of 10.3% and an increase of 1.5% respectively over the same period of 2012.
     
   
In the first half of 2013, the operating expenses of the segment were RMB 86.3 billion, representing an increase of 0.7% over the first half of 2012. This was mainly due to the following:
       
   
● 
Lease of land increased by RMB 2 billion.
       
   
● 
Depreciation, depletion and amortisation increased by RMB 1.9 billion on a year-on-year basis, mainly caused by growth in oil and natural gas assets resulting from investment.
       
   
● 
The Company increased investment in exploration of blocks such as Sichuan and Ordos basins. The exploration cost increased by RMB 0.8 billion.
       
   
● 
Due to the decreased prices of crude oil, special income levy, resource tax and other taxations decreased by RMB 4.2 billion on a year-on-year basis.
       
   
In the first half of 2013, oil and gas lifting cost was RMB 734 per tonne, representing a year-on-year increase of 3.5%, mainly attributable to the increase in the price of fuel etc.
     
   
The Exploration and Production Segment operates fairly smoothly. But because of the drop in oil prices, the segment has realised RMB 30.9 billion of operating profit in the first half of 2013, down by 23.5% on a year-on-year basis.
     
 
(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 and processing crude oil into refined petroleum products, among which, 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. Other refined petroleum products are sold to both domestic and overseas customers through the refining segment.
     
   
In the first half of 2013, operating revenue of the segment was RMB 644.2 billion, representing an increase of 0.9% over the same period of 2012. This was mainly attributable to the increased sales volume.


 
16

 

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 the first half of 2013 and of 2012.

   
Sales Volume (thousand tonnes)
   
Average realised price* (RMB/tonne)
 
   
Six-month periods
ended 30 June
   
Change
   
Six-month periods
ended 30 June
   
Change
 
   
2013
   
2012
   
(%)
   
2013
   
2012
   
(%)
 
Gasoline
    21,035       18,573       13.3       7,857       8,055       (2.5 )
Diesel
    35,805       37,200       (3.8 )     6,561       6,771       (3.1 )
kerosene
    5,483       4,958       10.6       6,232       6,512       (4.3 )
Chemical feedstock
    17,936       17,010       5.4       5,783       6,204       (6.8 )
Other refined petroleum products
    24,798       22,353       10.9       4,169       4,321       (3.5 )

Excluding value added tax.

   
In the first half of 2013, the sales revenue of gasoline was RMB 165.3 billion, representing an increase of 10.5% over the same period of 2012, accounting for 25.7% of the segment’s operating revenue.
     
   
In the first half of 2013, the sales revenue of diesel was RMB 234.9 billion, representing a decrease of 6.7% over the same period of 2012, accounting for 36.5% of the segment’s operating revenue.
     
   
In the first half of 2013, the sales revenue of kerosene was RMB 34.2 billion, representing an increase of 5.8% over the same period of 2012, accounting for 5.3% of the segment’s operating revenue.
     
   
In the first half of 2013, the sales revenue of chemical feedstock were RMB 103.7 billion, representing a decrease of 1.7% over the same period of 2012, accounting for 16.1% of the segment’s operating revenue.
     
   
In the first half of 2013, the sales revenue of refined petroleum products other than gasoline, diesel, kerosene and chemical feedstock was RMB 103.4 billion, representing an increase of 7.0% over the same period of 2012, accounting for 16.1% of the segment’s operating revenue.
     
   
In the first half of 2013, the segment’s operating expenses were RMB 644.0 billion, representing a decrease of 2.0% over the same period of 2012, mainly attributable to the decrease in crude oil prices.
     
   
In the first half of 2013, the average processing cost of crude was RMB 4,913 per tonne, representing a decrease of 8.1% over the same period of 2012. Crude oil processed totaled 109.99 million tonnes (excluding volume processed for third parties), representing an increase of 4.0% over the first half of 2012. In the first half of 2013, the total cost of crude oil processed was RMB 540.4 billion, representing a decrease of 4.4% over the same period of 2012, accounting for 83.9% of the segment’s operating expenses, decreased by 2.1 percentage points over the first half of 2012.
     
   
In the first half of 2013, 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, and divided by the throughput of crude oil and refining feedstock) was RMB 152.2 per tonne, representing an increase of 4.7% compared with that in the first half of 2012, mainly due to increased expenses such as lease of land.
     
   
In the first half of 2013, the improved domestic refined oil product pricing mechanism was in effect. The refining margin (defined as the sales revenues less the crude oil costs and refining feedstock costs and taxes other than income tax, and then divided by the throughput of crude oil and refining feedstock) of the Company was RMB 209.5 per tonne, increasing significantly over the same period
of 2012.
     
   
The segment realised an operating profit of RMB 0.2 billion in the first half of 2013, as compared with the loss made in the first half of 2012.
     
 
(3) 
Marketing and Distribution Segment
   
The business of marketing and distribution segment includes purchasing refined oil products from the refining segment and third parties, conducting wholesale and direct sales to domestic customers and retailing, distributing oil products through the segment’s retail and distribution network, as well as providing related services.
     
   
In the first half of 2013, the operating revenue of this segment was RMB 732.8 billion, increased by 3.2% over the same period of 2012, which was mainly attributed to the increased oil products sales volume.
     
   
In the first half of 2013, the sales revenue of gasoline totaled RMB 246.8 billion, representing an increase of 10.5% over the same period of 2012; and the sales revenue of diesel and kerosene totaled RMB 344.7 billion and RMB 60.6 billion, a decrease by 2.3% and an increase by 3.9% respectively over the same period of 2012.


 
17

 

The following table sets forth the sales volumes, average realised prices, and respective rate changes of the four product categories in the first half of 2013 and 2012, including detailed information of different sales channels for gasoline and diesel:

   
Sales Volume (thousand tonnes)
   
Average realised price* (RMB/tonne)
 
   
Six-month periods
ended 30 June
   
Change
   
Six-month periods
ended 30 June
   
Change
 
   
2013
   
2012
   
(%)
   
2013
   
2012
   
(%)
 
Gasoline
    29,206       25,561       14.3       8,450       8,740       (3.3 )
Of which: Retail
    24,349       22,283       9.3       8,632       8,813       (2.1 )
Direct sales**
    2,441       1,081       125.8       7,160       8,132       (12.0 )
Wholesale
    2,417       2,197       10.0       7,924       8,291       (4.4 )
Diesel
    49,035       48,168       1.8       7,030       7,327       (4.1 )
Of which: Retail
    28,021       27,884       0.5       7,297       7,549       (3.3 )
Direct sales
    15,467       14,995       3.1       6,643       7,018       (5.3 )
Wholesale
    5,546       5,289       4.9       6,757       7,029       (3.9 )
Kerosene
    9,777       8,900       9.9       6,194       6,550       (5.4 )
Fuel oil
    16,030       12,974       23.6       4,407       4,767       (7.6 )

*
Excluding value added tax.
** 
Increase of direct sales in gasoline mainly came from the overseas business.

   
In the first half of 2013, the operating expense of the segment was RMB 715.9 billion, representing an increase of 3.8% compared with that in the first half of 2012. This was mainly due to the increase in purchased volume by 8.3% compared with the corresponding period in 2012, while purchasing price for gasoline and diesel decreased by only 3.6% and 3.2% compared with the corresponding period in 2012 respectively.
     
   
In the first half of 2013, the segment’s marketing cash operating cost (defined as the operating expenses less the purchase costs, taxes other than income tax, depreciation and amortisation, and then divided by the sales volume) was RMB 182 per tonne, representing an decrease of 0.5% compared with that in the first half of 2012. This is mainly due to the implementation of  full-scale cost management by the Company and increased oil sales volume and in turn reduced the unit expense.
     
   
In the first half of 2013, the segment’s operating profit was RMB 16.9 billion, representing a decrease of 16.8% over the same period of 2012.
     
 
(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 the first half of 2013, operating revenue of the chemicals segment was RMB 211.5 billion, representing an increase of 5.4% over the same period of 2012, which was mainly due to the increase in the sales volume of chemical products.
     
   
The sales revenue generated from the segment’s six major categories of chemical products (namely basic organic chemicals, synthetic resin, synthetic rubber, synthetic fibre monomer and polymer, synthetic fibre and chemical fertilizer) totaled RMB 201.5 billion, representing an increase of 4.9% over the same period of 2012, accounting for 95.3% of the operating revenues of the segment.
     
   
The following table sets forth the sales volume, average realised price and respective changes of each of the segment’s six categories of chemical products in the first half of 2013 and 2012.


   
Sales Volume (thousand tonnes)
   
Average realised price* (RMB/tonne)
 
   
Six-month periods
ended 30 June
   
Change
   
Six-month periods
ended 30 June
   
Change
 
   
2013
   
2012
   
(%)
   
2013
   
2012
   
(%)
 
Basic organic chemicals
    15,782       14,236       10.9       6,858       6,733       1.9  
Synthetic fibre monomer and polymer
    3,380       3,311       2.1       8,352       8,369       (0.2 )
Synthetic resin
    5,108       5,239       (2.5 )     9,319       9,058       2.9  
Synthetic fibre
    730       710       2.8       10,592       11,102       (4.6 )
Synthetic rubber
    644       631       2.1       13,601       19,032       (28.5 )
Chemical fertilizer
    514       506       1.6       1,827       2,204       (17.1 )

Excluding value added tax.


 
18

 


   
In the first half of 2013, the operating expense of the segment was RMB 211.9 billion, representing an increase of 4.9% over the first half of 2012, mainly attributable to the increased feedstock volume.
     
   
In the first half of 2013, the segment suffered an operating loss of RMB 0.4 billion, a decrease in losses by RMB 0.8 billion.
     
 
(5) 
Corporate and Others
   
The business activities of corporate and others mainly consisted of import and export business activities of the Company’s subsidiaries, research and development activities of the Company, and managerial activities of the headquarters.
     
   
In the first half of 2013, the operating revenue generated from Corporate and Others was RMB 681.9 billion, representing an increase of 4.2% over the first half of 2012, including RMB 681.1 billion revenue from trading of crude oil, refined oil products and other products, which increased by 4.4% over the same period last year.
     
   
In the first half of 2013, the operating expense for Corporate and Others was RMB 682.9 billion, representing an increase of 4.3% over the same period of 2012, including RMB 680.3 billion trading expenses of crude oil, refined oil products and other products by the trading subsidiaries of the Company, which increased by 4.4% over the same period last year.
     
   
The operating loss amounted to RMB 1.0 billion, among which operating profit realised by the specialised subsidiaries such as trading companies were RMB 800 million, research and headquarters expenses were RMB 1.8 billion.


3  
ASSETS, LIABILITIES, EQUITY AND CASH FLOWS
       
 
(1) 
Assets, liabilities and equity
Units: RMB million

   
At 30 June
   
At 31 December
   
Amount of
 
   
2013
   
2012
   
changes
 
Total assets
    1,273,688       1,257,944       15,744  
Current assets
    365,130       365,015       115  
Non-current assets
    908,558       892,929       15,629  
Total liabilities
    689,079       709,908       (20,829 )
Current liabilities
    510,354       513,373       (3,019 )
Non-current liabilities
    178,725       196,535       (17,810 )
Total equity attributable to equity shareholders of the company
    543,717       510,914       32,803  
Share capital
    116,565       86,820       29,745  
Reserves
    427,152       424,094       3,058  
Interests attributable to non-controlling shareholders
    40,892       37,122       3,770  
Total equity
    584,609       548,036       36,573  

 
As at 30 June 2013, the Company’s total assets were RMB 1,273.7 billion, representing an increase of RMB 15.7 billion compared with that at the end of 2012, of which:
     
 
● 
Current assets increased by RMB 0.1 billion from that at the end of 2012 to RMB 365.1 billion.
     
 
● 
Non-current assets were RMB 908.6 billion, an increase of RMB 15.6 billion over the end of 2012, mainly due to a net increase of RMB 6.8 billion from projects under construction, property, plant and equipment etc. as a result of carrying out various investment as planned, and interests of the associates and joint ventures increased by RMB 4.2 billion; prepaid lease for land of service stations as well as operation rights increased by RMB 4.5 billion.
     
 
On 30 June 2013 total liabilities of the Company were RMB 689.1 billion, a decrease by RMB 20.8 billion from that at the end of 2012, of which:
     
 
● 
Current liabilities decreased by RMB 3.0 billion from that at the end of 2012 to RMB 510.4 billion, mainly attributable to a decrease of RMB 53.6 billion resulted from decrease of liabilities such as in accounts payable, and an increase of RMB 51.6 billion in short-term debts and loans from China Petrochemical Corporation and its  subsidiaries, among which RMB 43.4 billion was converted to short term debts to be matured within one year.
     
 
● 
Non-current liabilities decreased by RMB 17.8 billion from that at the end of 2012 to RMB 178.7 billion, mainly attributable to the RMB 43.4 billion of corporate bonds converted to short term liabilities due within one year. Non-current liabilities increased by RMB 21.4 billion compared with that at the end of 2012 after the issuance of USD 3.5 billion senior notes.
     
 
As at 30 June 2013, total equity attributable to equity shareholders of the Company was RMB 543.7 billion, representing an increase of RMB 32.8 billion compared with that at the end of 2012, mainly attributable to the profit realised over the reporting period, the issuance of H shares, and distribution of the final dividend for the year 2012.


 
19

 


 
(2) 
Cash Flow
   
The following table sets forth the major items on the consolidated cash flow statements for the first half of 2013 and 2012.

Units: RMB million

   
Six-month periods ended 30 June
   
Changes
 
Major items of cash flows
 
2013
   
2012
   
in amount
 
Net cash generated from operating activities
    32,903       20,322       12,581  
Net cash used in investing activities
    (67,022 )     (79,659 )     12,637  
Net cash generated from financing activities
    34,654       47,242       (12,588 )
Net increase/(decrease) in cash and cash equivalents
    535       (12,095 )     12,630  

   
In the first half of 2013, net cash generated from operating activities was RMB 32.9 billion, representing an increase of RMB 12.6 billion in cash inflow year on year. This was mainly attributable to the increase in the net profit and the reduction in inventory-related funds of the reporting period .
     
   
In the first half of 2013, net cash used in investing activities was RMB 67.0 billion, representing a decrease of RMB 12.6 billion in cash outflow on a year-on-year basis, mainly due to the Company's strict control over payment for investment.
     
   
In the first half of 2013, net cash generated from financing activities was RMB 34.7 billion, representing a decrease of RMB 12.6 billion on a year-on-year basis.
     
   
As of 30 June 2013, the Company’s cash and cash equivalents were RMB 11.2 billion, increased by RMB 0.7 billion as of 31 December 2012.
     
 
(3) 
Contingent Liabilities
   
Please refer to “Significant guarantee” in the section headed “Significant Events” in this report.
     
 
(4) 
Capital Expenditures
   
Please refer to “Capital Expenditures” in the section headed “Business Review and Prospects” in this report.


 
20

 


ANALYSIS OF FINANCIAL STATEMENTS PREPARED UNDER ASBE
 
Major differences between the Company’s financial statements prepared under ASBE and those under IFRS are set out in Section C of the financial statements of the Company on page 143 in this report.
   
 
(1)
Under ABSE, the operating income and operating profit or loss by reportable segments were as follows:


   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Operating income
           
Exploration and Production Segment
    117,242       126,117  
Refining Segment
    644,246       638,573  
Marketing and Distribution Segment
    732,752       709,953  
Chemicals Segment
    211,521       200,769  
Others
    681,911       654,279  
Elimination of inter-segment sales
    (972,428 )     (981,619 )
Consolidated operating income
    1,415,244       1,348,072  
Operating profit(/loss)
               
Exploration and Production Segment
    30,588       40,279  
Refining Segment
    (299 )     (19,448 )
Marketing and Distribution Segment
    16,423       20,294  
Chemicals Segment
    (497 )     (2,003 )
Others
    (1,025 )     (299 )
Elimination of inter-segment sales
    150       (524 )
Financial expenses, gain/(loss) from changes in fair value and investment income
    (1,647 )     (4,791 )
Consolidated operating profit
    43,693       33,508  
Net profit attributable to equity shareholders of the Company
    29,417       23,697  

 
Operating profit: In the first half of 2013, the operating profit of the Company was RMB 43.7 billion, representing an increase of 30.4% over the same period of 2012. This was mainly attributable to the newly-announced oil products pricing mechanism narrowing the loss of the refining business.
   
 
Net profit: In the first half of 2013, net profit attributable to the equity shareholders of the Company rose to RMB 29.4 billion, a 24.1% increase as compared with the first half of 2012.


 
21

 


 
(2) 
Financial data prepared under ASBE:

   
At 30 June
   
At 31 December
       
   
2013
   
2012
   
Changes
 
   
RMB million
   
RMB million
   
RMB million
 
Total assets
    1,274,233       1,238,522       35,711  
Non-current liabilities
    176,502       194,812       (18,310 )
Shareholders’ equity
    587,377       550,601       36,776  

   
Analysis of changes:
     
   
Total assets: As of 30 June 2013, the Company’s total assets were RMB 1274.2 billion, representing an increase of RMB 35.7 billion compared with that at the end of 2012, mainly attributable to the increase in current assets such as accounts payable by RMB 20.4 billion due to business expansions, and the increase in non-current assets such as fixed assets by RMB 15.3 billion due to investment implemented as scheduled.
     
   
Non current liabilities: As of 30 June 2013, the Company’s non-current liabilities were RMB 176.5 billion, decreased by RMB 18.3 billion from that at the end of 2012, mainly due to the RMB 43.4 billion of corporate bonds converted to short-term liabilities due within one year. Non-current liabilities increased by RMB 21.4 billion compared with that at the end of 2012 after the issuance of USD 3.5 billion senior notes.
     
   
Equity attributable to equity shareholders of the Company: As of 30 June 2013, equity attributable to shareholders of the Company was RMB 587.4 billion, representing an increase of RMB 36.8 billion compared with that at the end of 2012, mainly attributable to the profit realised over the reporting period, the issuance of H shares, and distribution of the final dividend for the year 2012.
     
 
(3) 
The results of the principal operations by segments


Segment
 
Income from
principal
operations
(RMB million)
   
Cost of
principal
operations
(RMB million)
   
Gross profit
margin
(%) Note
   
Increase of
Income from
principal
operations on
a year-on-year
basis (%)
   
Increase of
cost of
principal
operations on
a year-on-year
basis (%)
   
Increase/
(decrease)
of gross profit
margin on
a year-on-year
basis (%)
 
Exploration and Production
    117,242       51,783       40.5       (7.0 )     3.9       (2.4 )
Refining
    644,246       560,030       1.4       0.9       (2.0 )     2.1  
Marketing and Distribution
    732,752       691,647       5.5       3.2       3.6       (0.4 )
Chemicals
    211,521       203,456       3.6       5.4       5.0       0.3  
Others
    681,911       679,212       0.4       4.2       4.3       (0.1 )
Elimination of inter-segment sales
    (972,428 )     (972,578 )     N/A       N/A       N/A       N/A  
Total
    1,415,244       1,213,550       7.6       5.0       5.3       0.2  

Note: 
Gross profit margin = (Income from principal operations – Cost of principal operations, tax and surcharges)/Income from principal operations


 
22

 

SIGNIFICANT EVENTS

CORPORATE GOVERNANCE
 
(1) 
During the reporting period, Sinopec Corp. has complied with the applicable securities laws and regulations in and outside mainland China and further improved its corporate governance. In May 2013, to minimise potential conflicts of interest, Mr. Wang Tianpu, who currently serves as the general manager of China Petrochemical Corporation, tendered his resignation as the president of Sinopec Corp.. He remains as the vice chairman of Sinopec Corp.. The Fifth Session of the Board nominated and appointed Mr. Li Chunguang, as the president of Sinopec Corp.. Sinopec Corp. has provided the directors with the information necessary for fulfilling their duties, created the conditions for effective communication among members of the Board to secure sound decision-making. The independent directors strengthened their communication with management and the external auditors and actively participated in the field research and evaluation of the subsidiaries. Sinopec Corp. has also increased its focus on return to investors. For the distribution of final profit for 2012, besides the distribution of stable cash dividends, Sinopec Corp. issued bonus shares. Sinopec Corp. has been actively strengthening its internal control system, which has been implemented effectively. Further improvements have been achieved in relation to the information disclosure and investor relations to enhance its leading position in the capital markets. Sinopec Corp. actively fulfilled its social responsibilities and strived to protect the interests of all shareholders, serving as a leading advocate for the transformation to a green, low-carbon economy and making a positive contribution to a more beautiful China.
     
 
(2) 
During the reporting period, none of Sinopec Corp., its Board, its directors, supervisors, or senior management were investigated by China Security Regulatory Commission (CSRC), or punished or criticised through circulars by CSRC, Hong Kong Securities and Futures Commission or Securities and Exchange Commission of the United State or publicly condemned by Shanghai Stock Exchange, Hong Kong Stock Exchange, New York Stock Exchange or London Stock Exchange.
     
 
(3) 
Equity interests of directors, supervisors and other senior management
   
During the reporting period, other than the 13,000 A shares of Sinopec Corp. held by vice president Mr. Ling Yiqun, none of the directors, supervisors and other senior management of Sinopec Corp. has held any shares of Sinopec Corp..
     
   
Save as disclosed above, the directors, supervisors and other senior management of Sinopec Corp. and their associates did not hold shares, bonds or any interest or short position (including any interest or short position in shares that is regarded or treated as being held in accordance with the Securities and Futures Ordinance (the “Ordinance”)) in the shares of Sinopec Corp. or any associated corporation (Please refer to the Interpretation of Part XV of the Ordinance), which, according to Divisions 7 and 8 of Part XV of the Ordinance, shall be informed to Sinopec Corp. and Hong Kong Stock Exchange, or pursuant to Section 352 of the Ordinance, shall be registered on the designated register as required by the Ordinance, or the Model Code for Securities Transactions by Directors of Listed Issuers (the “Model Code”) contained in the Hong Kong Listing Rules, shall be informed to Sinopec Corp. or Hong Kong Stock Exchange. As required by the Hong Kong Stock Exchange, Sinopec Corp. has formulated the Rules Governing Shares Held by Company Directors, Supervisors and Senior Management and Changes in Shares as well as the Model Code of Securities Transactions by Company Employees (the “Rules and the Code”) to stipulate securities transaction by relevant employees. The standards of the Rules and the Code are no less exacting than those set out in the Model Code. Upon specific inquiries by Sinopec Corp., all the directors confirmed that they have complied with the required standards of the Model Code as well as those of the Rules and the Code.
     
  (4)  Compliance with the Corporate Governance Code
    Based on its actual situations, Sinopec Corp. did not establish a nomination committee under the Board in accordance with the code provisions set out in the Corporate Governance Code and Corporate Governance Report (“Corporate Governance Code”) contained in Appendix 14 of the Hong Kong Listing Rules. Sinopec Corp. is of the view that the nomination of the candidates for directorship by all the members of the Board will better serve the operation needs of Sinopec Corp., as such, the duties of the nomination committee set out in the Corporate Governance Code will be performed by the Board.
     
    Due to other work-related duties, each of chairman and the members of the Audit Committee of Sinopec Corp. was absent from the annual general meeting of Sinopec Corp. for the year 2012. None of the shareholders at the meeting raised enquiries to the Audit Committee.
     
    Save as disclosed above, during the reporting period, Sinopec Corp. have complied with the code provisions set out in the Corporate Governance Code.
     
  (5) 
Review of the Interim Report
    The Audit Committee of Sinopec Corp. has reviewed and agreed with the Interim Report.


 
23

 


DIVIDEND
 
 
(1) 
Dividend distribution for the year ended 31 December 2012
   
Upon its approval at the annual general meeting of the Sinopec Corp. for the year 2012, Sinopec Corp. distributed the final dividend for 2012 which comprises of (i) a cash dividend of RMB 2.00 (tax inclusive), (ii) bonus issue of two shares by way of the capitalisation of the retained earnings; and (iii) issuance of one share by way of the capitalisation of share premium, for every 10 shares. The final dividend for 2012 has been distributed to shareholders on 25 June 2013 who were registered as existing shareholders as of 18 June 2013. The full year cash dividend for year 2012 was RMB 0.30 per share (tax inclusive).
     
 
(2) 
Interim dividend distribution plan for the six-month period ended 30 June 2013
   
As approved by the Ninth meeting of the Fifth Session of the Board, the interim dividend distribution plan for the six-month period ended 30 June 2013 – an interim cash dividend of RMB 0.09 per share (tax inclusive) would be distributed based on the total number of shares as of 11 September 2013 (the record date).
     
   
The Sinopec Corp’s 2013 interim profit distribution proposal is in compliance with its articles of association and relevant procedures. The independent non-executive directors have provided independent opinions on it.
     
   
The interim dividend will be distributed on or before Tuesday, 17 September 2013 to the shareholders whose names appear on the shareholder register of Sinopec Corp. on Wednesday, 11 September 2013. To be entitled to the interim dividend.Holders of H shares shall lodge their share certificate(s) and transfer documents with Hong Kong Registrars Limited at 1712-1716, 17th floor, Hopewell Centre, No. 183 Queen’s Road East, Wanchai, Hong Kong, for registration of transfer, no later than 4:30 p.m. on Friday, 6 September 2013. The register of members of the H shares of Sinopec Corp. will be closed from Saturday, 7 September 2013, to Wednesday, 11 September 2013 (both dates inclusive).
     
   
The dividend will be denominated and declared in Renminbi (“RMB”), and distributed to domestic shareholders in RMB and to foreign shareholders in Hong Kong Dollar. The exchange rate for dividends to be paid in Hong Kong dollars 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 declaration of dividends, being Friday, 23 August 2013.
 
ISSUANCE OF CONVERTIBLE BONDS
  The credit ratings of China Petrochemical Corporation, the guarantor of the RMB 23 billion A share convertible bonds of Sinopec Corp. (the “Sinopec CB”) by Moody and Standard & Poors were Aa3 and A+ respectively. Sinopec Corp.’s domestic long-term credit rating remains as AAA, and there is no material change to its profitability, asset quality as well as credit rating.
     
  At the end of June 2013, Sinopec’s Corp.’s gearing ratio was 54.10%, 233 basis points lower compared with the end of 2012 without significant structural changes. The credit ratings of Sinopec Corp. by Moody and Standard & Poors were Aa3 and A+ respectively in 2013. Domestic long-term credit rating of Sinopec Crop. remained as AAA.
     
  Sinopec Corp. has strong capability of financing and repayment, additionally it has been granted sufficient credit limits by domestic commercial banks. Sinopec Corp. plans to primarily use its own funds to repay the debts due and the accrued interests. In the event of any shortfalls, Sinopec Corp. will seek to finance the repayment of the principal and accrued interests in a timely manner by way of new bank loans or direct financing in the capital markets.
     
 
(1) 
THE ISSUANCE OF RMB 23 BILLION CONVERTIBLE BONDS
   
On 20 June 2011 and 19 September 2011, the conversion price of Sinopec CB was adjusted to RMB 9.60 per share and RMB 9.50 per share due to dividend distribution. Sinopec Corp. held the second extraordinary general meeting for the year 2011, during which the resolution of downward adjustment to the conversion price of Sinopec CB was approved. On 27 December 2011, the conversion price of Sinopec CB was adjusted from RMB 9.50 per share to RMB 7.28 per share. On 28 May 2012, the conversion price of Sinopec CB was adjusted to RMB 7.08 per share due to dividend distribution. On 17 September 2012, the conversion price of Sinopec CB was adjusted to RMB 6.98 per share because of the dividend distribution. On 19 June 2013, the conversion price was adjusted to RMB 5.22 per share because of dividend distribution, the bonus issue of shares and capitalisation of share premium. As of 30 June 2013, 117,837,373 shares had been converted from the Sinopec CB, leaving a total amount of RMB 22,142,098,000 for Sinopec CB then outstanding. On 1 March 2013, Sinopec Corp. repaid its second annual interest for Sinopec CB.


 
24

 

Top ten holders of Sinopec CB and number of bonds held

Name of bond holders
 
Number of bonds held
(RMB Million)
 
       
Clearing Participant’s Special Account for Collateral Bond Repurchase (Industrial and Commercial Bank of China)
    1,472.718  
Clearing Participant’s Special Account for Collateral Bond Repurchase (China Construction Bank)
    929.549  
Sunshine Life Insurance Company Ltd. -Dividend-paying Insurance
    794.447  
Clearing Participant’s Special Account for Collateral Bond Repurchase (Bank of China)
    772.475  
Clearing Participant’s Special Account for Collateral Bond Repurchase (China Merchants Bank Co., Ltd.)
    768.967  
Clearing Participant’s Special Account for Collateral Bond Repurchase ( Everbright Securities Co., Ltd. .)
    751.939  
Clearing Participant’s Special Account for Collateral Bond Repurchase (China Agricultural Bank)
    643.641  
China Life Insurance Company Ltd. -Dividend-individual dividend-005L-FH002 Shanghai
    635.118  
MERRILL LYNCH INTERNATIONAL
    601.747  
Clearing Participant’s Special Account for Collateral Bond Repurchase (Bank of Communications)
    505.445  

Use of proceeds
RMB million
 
Total proceeds
22,962.381   
Total proceed used in this reporting period
359.02
   
Total cumulative use of proceed
22,962.38

Projects promised
 
Proposed
investment
amount
   
Change
in projects
   
Actual
proceed
used
   
Returns
accrued
   
On schedule
   
Compliance
with expected
return
 
                                     
Wuhan 800,000 tpa ethylene project
    11,289.38    
No
      11,289.38 2  
No
   
Yes
       
Anqing sour crude oil processing and oil quality upgrade project
    3,000    
No
      3,000    
No
   
Yes
       
Shijiazhuang refinery revamping project
    3,200    
No
      3,273    
No
   
Yes
       
Yulin-Jinan gas pipeline project
    3,300    
No
      3,300         3  
Yes
   
Note3
 
Rizhao-Yizheng crude oil pipeline and supporting projects
    2,100    
No
      2,100         4  
Yes
   
Note4
 
Total
    22,889.38             22,962.38                    
Explanation on the failure to realise planned schedule and expected return
         
No
                                 
Reasons for and procedures of changes
         
No
                                 

1: 
The total proceeds raised will be the total issue amount of RMB 23 billion reduced by the issuing cost of RMB 110.62 million (including underwriters commissions and other intermediary fees) plus RMB 73 million for interest accrued by the dedicated accounts of proceeds.
   
2: 
In the Shijiazhuang Refinery Petrochemical Branch project for upgrading oil product quality and revamping inferior crude oil, the investment amount committed before the raising of funds was RMB 3.2 billion. After the Company allotted the raised capital in 2013, the dedicated accounts of proceeds accrued interest of RMB 73 million, all of which was invested in the project. The investment amount from the proceeds for this project has been adjusted to RMB 3.273 billion.
   
3: 
The Company’s committed financial benefits are expected after-tax financial internal rate of return. The useful life of Yulin-Jinan gas pipeline project is 20 years. This committed project has been put into operation since the first half of 2012, and the operating period is too short to determine whether this committed project achieved the estimated after-tax financial internal rate of return as committed for the entire operating period of the project. The net cash flow realised during reporting period satisfied the estimated net cash flow in the project budget.
   
4: 
The Company’s committed financial benefits are expected after-tax internal rate of return. The useful life of Rizhao-Yizheng crude oil pipeline and supporting project is 20 years. This committed project has been put into operation at the end of 2011, and the operating period is too short to determine whether this committed project achieved the estimated after-tax financial internal rate of return as committed for the entire operating period of the project. The net cash flow realised during reporting period did not satisfy the estimated net cash flow in the project budget.


 
25

 


 
(2) 
THE PROPOSED ISSUANCE OF A SHARE CONVERTIBLE BONDS OF NO MORE THAN RMB 30 BILLION.
   
On 12 October 2011, Sinopec Corp. held the first extraordinary general meeting for the year 2011. During the meeting, “Proposal Regarding Issuance of A Share Convertible Bonds and Other Related Matters” (the “CB Proposal”) was considered and approved. For further details, please refer to the announcement of Sinopec Corp. dated 16 August 2011, published in China Securities Journal, Shanghai Securities News and Securities Times. The proposal in respect of extending the validity period of the shareholders’ resolution in respect of the CB Proposal was passed at the Sinopec Corp.’s annual general meeting for 2012 held on 29 May 2013. China Securities Regulatory Commission approved Sinopec Corp. to publicly offer a total amount of RMB 30 billion of A share convertible bonds, with a term of six years on 1 July 2013. The validity period for such approval was 6 months.
     
 
(3) 
HOLDERS OF HKD 11.7 BILLION H SHARE CONVERTIBLE BONDS ISSUED BY THE COMPANY AND NUMBER OF BONDS HELD

Name of holder
As at
31 December
2012
Number of
bonds held
   
Euroclear
6,678,140
Clearstream
4,983,340


 
On 19 June 2013, the conversion price of the H shares convertible bonds was adjusted from HK $10.60 to HK $8.10 as a result of the final dividend distribution for the year 2012.
   
PLACING OF H SHARES
 
An aggregate of 2,845,234,000 new H shares have been allotted and issued by Sinopec Corp. on 14 February 2013 at the placing price of HK$8.45 per share to not more than ten placees. The aggregate net proceeds amount to approximately HK$23,970,100,618. For further details, please refer to the announcement of Sinopec Corp. dated 14 February 2013 published on the websites of the Stock Exchange of Hong Kong Limited; and the relevant announcements dated 18 February 2013, published in China Securities Journal, Shanghai Securities News and Securities Times.
   
ISSUANCE OF US DOLLAR SENIOR NOTES
 
On 18 April 2013, Sinopec Capital Limited (2013), a wholly owned overseas subsidiary of Sinopec Corp., issued senior notes guaranteed by Sinopec Corp. with four different maturities—3 years, 5 years, 10 years and 30 years. The 3-year notes principal totaledUSD750 million, with an annual interest rate of 1.250%; the 5-year notes principal totaled USD1 billion, with an annual interest rate of 1.875%; the 10-year notes principal totaled USD1.25 billion, with an annual interest rate of 3.125%; and the 30-year notes principal totaled USD500 million, with an annual interest rate of 4.250%. These notes were listed on the Hong Kong Stock Exchange on 25 April 2013.
   
ACQUISITION OF OVERSEAS OIL AND GAS ASSETS FROM CHINA PETROCHEMICAL CORPORATION
 
On 22 March 2013, SHI, a wholly-owned subsidiary of Sinopec Corp., and Tiptop HK, a wholly-owned subsidiary of China Petrochemical Corporation, entered into the Framework Agreement, pursuant to which SHI and Tiptop HK agreed (1) to establish a joint venture in Hong Kong, namely Sinopec International Petroleum E&P Hongkong Overseas Limited. SHI and Tiptop HK shall respectively hold 50% of the issued share capital of the joint venture, and SHI shall enjoy actual control over the joint venture through contractual arrangements with Tiptop HK. The joint venture shall hence become a non-wholly owned subsidiary of Sinopec Corp. through actual control; and (2) following the establishment of the joint venture, the joint venture (as the purchaser), to enter into the purchase agreements with the relevant vendors for the acquisition of the CIR Sale Shares, the Mansarovar Transaction Assets and the Taihu Transaction Assets. On 28 March 2013, the joint venture entered into the purchase agreements with the relevant vendors. For further details, please refer to relevant announcements of Sinopec Corp. published on the websites of the Stock Exchange of Hong Kong Limited on 24 March 2013 and 28 March 2013 respectively; and announcements published in China Securities Journal, Shanghai Securities News and Securities Times dated 25 March 2013 and 29 March 2013 respectively.
 
 
 
26

 

 
Asset holder
and assets involved
 
Date of
acquisition
(date of entering into the relevant agreements)
 
Consideration
 
Net profit contributed to the Company as of the date of this report
 
Whether transactions are
between related parties (if yes,
explain pricing principles)
 
Whether the
names of
property
rights of assets
involved are fully
transferred
 
Whether the
rights of credit
and liabilities
of assets
involvedare fully
transferred
                         
Tiptop HK, a wholly owned subsidiary of China Petrochemical Corporation, holding 50% equity in CIR
 
28 March 2013
 
USD1.571 billion
 
Not yet completed therefore not applicable
 
Equity consideration was negotiated on an arms-length basis with reference to the reserve data in the reserve evaluation report as of 31 December 2012 taking into account various factors such as asset quality, growth potential, market conditions
 
No
 
No
                         
SOOGL, a wholly owned subsidiary of China Petrochemical Corporation, holding 50% equity and shareholders’ loan in Mansarovar
     
USD428 million in equity; shareholders’ loan of USD347,872,314.62
     
Shareholders’ loan consideration was negotiated on an arms-length basis with reference to the audited balance of the principal and interest of the shareholders loan as of 31 December 2012
       
                         
SOOGL, a wholly owned subsidiary of China Petrochemical Corporation, holding 49% equity of Taihu and special dividend rights under Taihu Shareholders Agreement
     
USD560 million of equity; special dividends rights of USD92,771,244.81
     
Special dividend rights consideration was negotiated on an arms-length basis with reference to the balance of the amount of special dividend rights and interest confirmed by the existing shareholders of Taihu as of December 31 2012
       
                         

DOMESTIC LISTED CORPORATE BOND AND INTEREST PAYMENT
 
On 24 February 2004, Sinopec Corp. issued 10-year term domestic corporate bonds which amounted to RMB 3.5 billion with a credit rating of AAA and a fixed annual interest rate of 4.61%. On 28 September 2004, the aforementioned corporate bonds were listed on the Shanghai Stock Exchange. For further details, please refer to Sinopec Corp.’s announcement published in China Securities Journal, Shanghai Securities News, and Securities Times in Mainland China, and South China Morning Post and Hong Kong Economic Times in Hong Kong on 24 February 2004 and 28 September 2004 respectively. By 25 February 2013, Sinopec Corp. had paid the full amount of the annual interest for the ninth interest payment year.
   
 
Sinopec Corp. issued RMB 30 billion bonds with warrants on February 20 2008 domestically. The bonds with warrants have a 6-year term and fixed annual interest rate of 0.8%. On 4 March 2008, the aforementioned bonds were listed on the Shanghai Stock Exchange. For further details, please refer to Sinopec Corp.’s announcement published in China Securities Journal, Shanghai Securities News and Securities Times in Mainland China on 18 February 2008. By 20 February 2013, Sinopec Corp. had paid the full amount of the interest for the fifth interest payment year.
   
 
On 21 May 2010, Sinopec Corp. issued a 5-year term and a 10-year term domestic corporate bond which amounted to RMB 11 billion and RMB 9 billion with a fixed interest rate of 3.75% and 4.05% respectively. On 9 June 2010, the aforementioned corporate bonds were listed on the Shanghai Stock Exchange. For further details, please refer to Sinopec Corp.’s announcements published in China Securities Journal, Shanghai Securities News, and Securities Times on 19 May 2010. By 21 May 2013, Sinopec Corp. had paid the full amount of the interest for the third interest payment year.
   
 
On 1 June 2012, Sinopec Corp. issued a 5-year and a 10-year domestic corporate bond which amounted to RMB 13 billion and RMB 7 billion and at a fixed interest rate of 4.26% and 4.90% respectively. On 13 June 2012, the aforementioned corporate bonds were listed on the Shanghai Stock Exchange. For further details, please refer to Sinopec Corp.’s announcements published in China Securities Journal, Shanghai Securities News, and Securities Times on 30 May 2012. By 3 June 2013, Sinopec Corp. had fully paid the total interest for the first interest payment year.


 
27

 


MAJOR PROJECTS
     
 
(1) 
Wuhan Ethylene Project
   
The Wuhan ethylene project mainly consists of 800,000 tpa ethylene and downstream auxiliary facilities. Construction commenced in December 2007. It has commenced production since 13 August 2013.
     
 
(2) 
Shandong LNG project
   
The Shandong LNG project mainly includes the construction of one wharf and one terminal designated for LNG with 3 million tpa loading and unloading capacity and auxiliary transportation pipelines for natural gas. Construction commenced in September 2010. It is expected to be completed and operational in 2014.
     
 
(3) 
Yuanba Gas Field Test Production Project
   
The project mainly consists of the construction of one purification plant and auxiliary facilities. The natural gas purification capacity of the plant is 1.7 billion cubic meters per annum. Construction commenced in September 2011. It is expected to be completed in 2014.
     
 
(4) 
Guangdong Refinery Chemical Integration Project
   
The project mainly consists of the construction of a 15 million tonnes per year oil refining, 800 thousand tonnes per year ethylene and 300 thousand tonnes per year terminal etc. It is expected to be completed and operational in 2016.
   
CONNECTED TRANSACTIONS IN THE REPORTING PERIOD
 
Sinopec Corp. and China Petrochemical Corporation entered into a number of agreements with respect to continuing connected transactions, including the mutual supply agreement, the cultural, educational, hygiene and community services agreement, the land use rights leasing agreement, the properties leasing agreement, the intellectual property license agreement and safety production insurance fund document.
   
 
Under the aforementioned connected transactions agreements, the aggregate amount of connected transactions incurred by the Company during the reporting period was RMB 262.856 billion, of which, expenses amounted to RMB 107.289 billion, (including RMB 97.827 billion for the purchase of goods and services, RMB 3.216 billion for auxiliary and community services, RMB 5.520 billion for operating lease, RMB 726 million of interest expenses). Among the above, purchases from China Petrochemical Corporation amounted to RMB 72.976 billion (including purchase of products and services, i.e. procurement, storage, exploration and production services and production-related services, which amounted to RMB 63.516 billion, representing 4.64% of the Company’s operating expenses for the reporting period). Auxiliary and community services provided by China Petrochemical Corporation to the Company were RMB 3.216 billion, representing 0.24% of the operating expenses of the Company. The housing rental payment incurred by the Company was RMB 231 million, land rental paid was RMB 5.193 billion, and expenses for other lease were RMB 94 million. Interest expenses were RMB 726 million. Revenue amounted to RMB 155.567 billion (including RMB 155.431 billion of sales of products and services, RMB 73 million of interest income, RMB 63 million of agency commission receivable), of which the sales to China Petrochemical Corporation amounted to RMB 39.640 billion, including RMB 39.564 billion of sales of products and services, representing 2.80% of the Company’s operating revenues, RMB 73 million of interest income, and RMB 3 million of agency commission receivable. The aforementioned connected transactions that occurred during the reporting period were implemented in accordance with the relevant connected transaction agreements.
   
10 
NO SIGNIFICANT LITIGATION, ARBITRATION OR MATTERS DRAWN MEDIA’S NEGATIVE ATTENTION RELATING TO SINOPEC CORP. DURING THE REPORTING PERIOD
   
11 
OTHER SIGNIFICANT CONTRACT
 
Save as disclosed by Sinopec Corp., there has been no significant contract which was performed during the reporting period.
   
12 
INSOLVENCY AND RESTRUCTURING
 
Not applicable
   
13 
SIGNIFICANT TRUSTEESHIP, CONTRACTING AND LEASE
 
During the reporting period, Sinopec Corp. was not involved in any significant trusteeship, contracting or lease of any other company’s assets, nor placing its assets to or under any other companies’ trusteeship, contracting or lease which are subject to disclosure requirements.
   
14
ENTRUSTED CASH ASSETS MANAGEMENT
 
Not applicable.


 
28

 


15 
ENTRUSTED LOANS

Loan to
 
Amount
 
Term
 
Annual interest
   
(RMB million)
 
Starting date
 
Due date
 
rate (%)
                 
Ningbo Gaotou Petroleum Development Co., Ltd.
 
300
 
18 April 2012
 
18 April 2016
 
6.4
Ningbo Gaotou Petroleum Development Co., Ltd.
 
200
 
25 December 2012
 
22 December 2017
 
6.4

16 
DEPOSITS AT SINOPEC FINANCE CO., LTD AND SINOPEC CENTURY BRIGHT CAPITAL INVESTMENT LTD.
 
In order to regulate related party transactions between Sinopec Corp. and Sinopec Finance Co. Ltd. (hereinafter referred to as the “Finance Company”, Sinopec’s domestic settlement center) and to ensure the safety and liquidity of the deposits of Sinopec Corp. in the Finance Company, Sinopec Corp. and the Finance Company formulated the Risk Control System on Related Party Transactions of China Petroleum & Chemical Corporation and Sinopec Finance Co. Ltd which covers risk control system and risk management plan of the Company to prevent financial risks and to ensure that the deposits of the Company in 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 emergency where the Finance Company has difficulty in payment, it will increase the capital of the Finance Company in accordance with the actual need for the purpose of solving the difficulty in payment.
   
 
In order to regulate related party transactions between Sinopec Corp. and Sinopec Century Bright Capital Investment Limited (hereinafter referred to as “ Century Bright Company”, Sinopec’s overseas settlement center), by strengthening internal risk control and supported by China Petrochemical Corporation, Century Bright Company ensures the security of deposits of Sinopec Corp. in Century Bright Company. China Petrochemical Corporation has developed a number of internal rules, including the Rules for the Internal Control System, Rules for Implementation of Overseas Capital management Methods, Provisional Methods on Overseas Fund Platform Management, etc., which ensures strict compliance for overseas financial services provided by Century Bright Company to the Company. Century Bright Company also established Rules for the Implementation of Internal Control System, which guarantees the standardisation and safety of corporate deposit business. At the same time, as the sole shareholder of Century Bright Company, China Petrochemical Corporation signed a keep well agreement with Century Bright Company in 2013, China Petrochemical Corporation undertakes that where Century Bright Company has difficulty in payment, it will ensure that the liability payment obligation of Century Bright Company be discharged through various channels.
   
 
The deposit of Sinopec Corp. in the Finance Company and Century Bright Company will be subject to the annual caps as approved at the general meeting of shareholders. During daily operations, the deposits of Sinopec Corp. in the finance company and Century Bright Company can be fully withdrawn for the Company’s use.


 
29

 


17 
MATERIAL GUARANTEE CONTRACTS AND STATUS OF IMPLEMENTATION
Unit: RMB million

External guarantees provided by the Company (not including guarantees provided for its controlled subsidiaries)
Name of
Guarantor
 
Relationship
with the listed
company
 
Name of the
Guarantee
 
Amount of
Guarantee
 
Date of Guarantee
(Date of execution
of agreement)
 
Term
 
Type of
Guarantee
 
Whether
Completed
or Not
 
Whether
overdue
or not
 
Guarantee
for Overdue
Amount
 
Counter-
Guaranteed
 
Whether
for a
connected
party (Yes
or no) 1
                                             
Sinopec Corp.
 
The listed company  itself.
 
Yueyang SINOPEC Shell Coal Gasification Corporation Ltd.
 
226
 
 
10 December 2003
 
10 December 2003 –10 December 2017
 
Joint liability guarantee
 
No
 
 
No
 
 
Nil
 
 
No
 
 
No
 
Sinopec Sales Co., Ltd.
 
Wholly-owned
   subsidiary
 
Xiamen Botan Storage Company Limited
 
75
 
     
26 July 2012 –26 July 2013
 
Joint liability guarantee
 
No
 
 
No
 
 
Nil
 
 
No
 
 
No
 
Sinopec Yangzi Petrochemical Company Limited
 
Wholly-owned subsidiary
 
BP YPC Acetyls
 Company (Nanjing) Ltd
 
281
 
 
     
  
 
Joint liability guarantee
 
No
 
 
 
No
 
 
 
Nil
 
 
 
No
 
 
 
No
 
 
SSI
 
Controlled subsidiaries
 
 
New Bright International Development Limited/ Sonangol E.P
 
5,448
 
         
Joint liability guarantee
 
No
 
 
No
 
 
Nil
 
 
Yes
 
 
No
 
 
 
Total amount of guarantee provided during the reporting period2
    N/A  
Total amount of guarantee outstanding at the end of the reporting period2 (A)
    3,578  
Guarantees provided by Sinopec Corp. for its controlled subsidiaries
       
Total amount of guarantee for the controlled subsidiaries during the reporting period
    21,625  
Total amount of guarantee for the controlled subsidiaries outstanding at the end of the reporting period (B)
    21,625  
Total amount of guarantee by the Company (including those provided for the controlling subsidiaries)
       
Total amount of guarantee (A+B)
    25,203  
Total amount of guarantee as a percentage of the Company’s net asset %
    4.61 %
Amount of guarantee provided for shareholders, actual controllers and connected parties (C)
    N/A  
Amount of debt guarantee provided directly or indirectly for the companies with liabilities to asset ratio of over 70% (D)
    2,098  
Amount of guarantee in excess of 50% of the total net assets (E)
    N/A  
Total amount of guarantee of the above three items (C+D+E)
    2,098  
Explanations of joint liability incurred from undue guarantees
    N/A  
Remarks on guarantee
    N/A  

1: 
As defined in the Share Listing Rules of Shanghai Stock Exchange.
   
2: 
Total amount of guarantee provided during the reporting period and total amount of guarantees outstanding at the end of the reporting period include the guarantees provided by the controlled subsidiaries to external parties. The amount of guarantees assumed by Sinopec Corp. is the amount of the external guarantees provided by each controlled subsidiary multiplied by Sinopec Corp.’s respective shareholding in the controlled subsidiary.

 
Ongoing Major Guarantee Events
 
In the Sixth Meeting of the Fifth Session of the Board, the Board approved Sinopec Corp. to provide a guarantee for the overseas issuance of U.S. dollar notes in an amount equivalent to RMB 21.625 billion.
     
18 
FUNDS FLOW BETWEEN CONNECTED PARTIES
Unit: RMB million

   
Funds to Connected Parties
   
Funds from Connected Parties
 
Connected Parties
 
Amount incurred
   
Balance
   
Amount incurred
   
Balance
 
                         
China Petrochemical Corporation
    1,287       4,223       (2,461 )     7,655  
Other connected parties
    (676 )     677       39       39  
Total
    611       4,900       (2,422 )     7,694  


 
30

 


19 
PERFORMANCE OF THE UNDERTAKINGS
   
 
(1) 
Up to the end of the reporting period, the major undertakings given by China Petrochemical Corporation were as follows:
       
   
Comply with the connected transaction agreements;
       
   
ii 
Solve the issues regarding the legality of the land use rights certificates and property ownership rights certificates within a specified period of time;
       
   
iii 
Implement the Re-organisation Agreement
         
   
iv 
Grant licenses for intellectual property rights;
       
   
Avoid competition within the same industry; and
       
   
vi 
Withdraw from business competition and conflict of interests with Sinopec Corp.
       
     
Details of the above undertakings were included in Sinopec Corp.’s A share prospectus published in China Securities Journal, Shanghai Securities News, and Securities Times on 22 June 2001.
       
   
vii 
On 27 October 2010, Sinopec Corp. announced that the majority of China Petrochemical Corporation’s refining business had been injected into Sinopec Corp., and that China Petrochemical Corporation had made a commitment to dispose of its minor remaining refining business within five years to eliminate competition with Sinopec Corp.
       
     
On 15 March 2012, Sinopec Corp. announced that China Petrochemical Corporation undertook that:
       
     
After the integration of its upstream, midstream and downstream businesses, Sinopec Corp. should become the sole platform in China Petrochemical Corporation which deals with the exploration and production of oil and gas, oil refining, chemicals, sale of petroleum products .
       
     
China Petrochemical Corporation would dispose its minor remaining chemicals business within the next five years in order to avoid competition with Sinopec Corp. with regard to the chemicals business.
       
     
Given that China Petrochemical Corporation engaged in the same or similar businesses as Sinopec Corp. with regard to the exploration and production of overseas petroleum and natural gas, after a thorough analysis from political and economic perspectives, Sinopec Corp. proposed to acquire China Petrochemical Corporation’s overseas oil and gas assets when appropriate (the “Proposed Acquisitions”). China Petrochemical Corporation undertook to transfer such assets to Sinopec Corp., provided that the Proposed Acquisitions comply with the applicable laws and regulations, contractual obligations and other procedural requirements at the time of the respective Proposed Acquisitions.
       
     
During the reporting period, Sinopec Corp. was not aware of any breach of the above-mentioned major undertakings by China Petrochemical Corporation.
     
 
(2)
As at the end of the reporting period, Sinopec Corp. has made no undertakings in respect of results, asset injections, or asset restructuring which were not fully performed. Sinopec Corp. has made no profit forecast in relation to any asset or project.
     
20
UNDERTAKING RELATING TO THE SUBSIDIARIES’ A SHARE REFORM
 
The subsidiaries of Sinopec Corp., Shanghai Petroleum and Chemical Co., Ltd. (the “Shanghai Petrochemical”) and Sinopec Yizheng Chemical Co., Ltd. (the “Yizheng Chemical Fiber”) commenced the A Share Reform on 20 June 2013. To support the A Share Reform, Sinopec Corp. made the following commitments:
     
 
(1)
Sinopec Corp. undertook that within six months of obtaining the right to list and trade its non-tradable shares of Shanghai Petrochemical, it would, pursuant to the articles of assocation of Shanghai Petrochemcial, propose that Shanghai Petrochemical implement a capital reserve capitalizing plan on the basis that no fewer than four shares would be issued for every 10 shares held by its shareholders, and that Sinopec Corp. would vote for the plan at the relevant general meeting. Sinopec Corp. further undertook that within 12 months of obtaining the right to list and trade its non-tradable shares of Shanghai Petrochemical, it would submit to the board of directors of Shanghai Petrochemical a measure to implement a stock-option incentive plan in compliance with the relevant provisions of the State-Owned Assets Supervision and Administration Commission of the State Council and the China Securities Regulatory Commission, with the initial stock-option exercise price being not lower than the closing price on 30 May 2013, or RMB 6.43 per share (In the event that ex-rights and ex-dividend matters arise before the announcement of the draft of the stock-option incentive plan, the price will be adjusted accordingly.). Sinopec Corp. undertook to support the subsequent development of Shanghai Petrochemical after the share reform and to regard it as a development platform for relevant businesses of Sinopec Corp. in the future.


 
31

 


 
(2) 
Sinopec Corp. undertook that within six months of obtaining the right to list and trade non-tradable shares of Yizheng Chemical Fiber, it would, pursuant to the articles of association of Yizheng Chemical Fiber, propose that Yizheng Chemical Fiber implement a capital reserve capitalizing plan, on the basis that no fewer than four shares would be issued for every 10 shares held by its shareholders, and that Sinopec Corp. would vote for the plan at the relevant general meeting. Sinopec Corp. and China CITICS Co., Ltd., undertook that within 12 months of obtaining the right to list and trade non-tradable shares of Yizheng Chemical Fiber, they would submit to the Board of Directors of Yizheng Chemical Fiber a measure to implement a stock-option incentive plan in compliance with the relevant provisions of the State-Owned Assets Supervision and Administration Commission of the State Council and the China Securities Regulatory Commission, with the initial stock-option exercise price being not lower than the closing price on 30 May 2013, or RMB 6.64 per share (In the event that ex-rights and ex-dividend matters arise before the announcement of the draft of the stock-option incentive plan, the price will be adjusted accordingly.). Sinopec Corp, undertook to support the subsequent development of Yizheng Chemical Fiber after completion of the share reform, to promote the development of its accelerated transformation and to regard it as a development platform for relevant businesses in the future.
   
21 
STOCK INCENTIVE PLAN
 
During the reporting period, Sinopec Corp. did not implement stock incentive plan.
   
22 
THE AUDIT FIRM
 
The appointment of PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers Certified Public Accountants as Sinopec Corp.’s annual external auditors for the year 2013 and the authorisation to the Board of Directors to decide on their remuneration was approved at Sinopec’s annual general meeting for the year 2012 on 29 May 2013. The audit fee for the first half of 2013 is RMB 24.19 million. The interim financial report has been audited by PricewaterhouseCoopers Zhong Tian LLP and PricewaterhouseCoopers Certified Public Accountants. The Chinese certified accountants signing the report are Li Dan and Zhao Juan from PricewaterhouseCoopers Zhong Tian LLP.
   
23 
REPURCHASE, SALE AND REDEMPTION OF SHARES
 
None of Sinopec Corp. or any of its subsidiaries repurchased, sold or redeemed any listed securities of Sinopec Corp. or its subsidiaries during the reporting period (excluding the placing of new H shares as mentioned in subsection 4 of this section).
   
24 
INFORMATION ON EQUITIES OF LISTED COMPANIES AND NON-LISTED FINANCIAL ENTERPRISES DIRECTLY HELD BY SINOPEC CORP.
     
 
(1) 
Information on equities of listed companies directly held by Sinopec Corp.

No.
 
Stock Code
 
Abbreviation
 
Number of
shares held
at the end
of period
 
Amount
of initial
investment
 
Book value
at the end
of period
 
Book value at
the beginning
of period
 
Accounting
items
                             
1
 
 
384
(Hong Kong)
 
China Gas
Holdings Limited
 
210 million
shares
 
RMB
136,426,500
 
RMB
1,326,494,700
 
RMB
136,426,500
 
Available for
sale financial assets
 
 
 
(2)   
Information on equities of non-listed financial enterprises directly held by Sinopec Corp.

   
Financial
institutions
 
Initial
investment
(RMB 10,000)
 
Number of
shares holding
(Share 10,000)
 
Proportion in
total shares
 
Book value
at the end
of the period
(RMB 10,000)
 
Profit/loss
in the period
(RMB 10,000)
 
Change of
shareholders’
funds in
the period
 
 Accounting items
 
Shares origin
                                     
1
 
Beijing International Trust Co., Ltd
 
20,000
 
 
20,000
 
 
14.29%
 
 
20,000
 
 
3,000
 
 
 
 
 Long-term equity
 investment
 
Investment
 
2
 
Zhengzhou Commercial Bank Co., Ltd.
 
1,000
 
 
1,000
 
 
0.25%
 
 
1,000
 
 
 
 
 
 
 Long-term equity
 investment
 
Debt to shares
 
   
Total
 
21,000
 
 
 
21,000
 
3,000
 
 
 —
 


 
32

 


25 
OTHER IMPORTANT ITEMS AND THEIR IMPACT AND DESCRIPTION OF THE SOLUTION
 
None
   
26 
PROFIT WARNING AND DESCRIPTION FOR THE POSSIBLE NET LOSSES OR SIGNIFICANT DECREASE IN AGGREGATE NET PROFIT FROM THE BEGINNING OF THE YEAR TO THE NEXT REPORTING PERIOD COMPARED WITH THE CORRESPONDING PERIOD LAST YEAR.
 
Not applicable
   
27 
CORE COMPETENCY ANALYSIS
 
There is no significant change of the Company’s core competency during the reporting period.
   
28 
SHAREHOLDINGS OF MAJOR SUBSIDIARIES
 
The Subsidiaries whose individual subsidiaries’ net profit or investment income accounts for more than 10% of the Company’s net profit:


Company Name
 
Principal Business
 
Net Profit/
Investment
Income
(RMB million)
 
Percentage of
shares held(%)
             
SINOPEC Sales Company
 
Sales of oil products
 
4,365
 
100


 
33

 
 
DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT

INFORMATION ON APPOINTMENT AND TERMINATION OF ENGAGEMENT OF DIRECTORS, SUPERVISORS AND OTHER SENIOR MANAGEMENT
 
On 28 May 2013, in order to further improve the corporate governance and minimise the conflicts of interest, Mr. Wang Tianpu tendered his resignation as the president of Sinopec Corp. since he has served as the general manager of China Petrochemical Corporation. On 29 May 2013, the board of directors of the Sinopec Corp. nominated and appointed Mr Li Chunguang as the President of the Sinopec Corp..
   
 
Mr. Ma Weihua, an independent non-executive director of Sinopec Corp., was no longer a director, Governor and Secretary of the Communist Party of China Leading Group of China Merchants Bank Co., Ltd, the Chairman of CIGNA & CMC Life Insurance Co., Ltd. and the China Merchants Fund Management Co., Ltd..
   
 
Mr. Andrew Y. Yan, an independent non-executive director of Sinopec Corp., was no longer the Chairman and independent non-executive director of NVC Lighting Holding Limited, the independent executive director of Mobi Development Co.,Ltd., the director of Eternal Asia Supply Chain Management Ltd.. Mr. Yan was re-designated as the non-executive directors from independent non-executive directors of Digital China Holdings Limited, China Huiyuan Juice Group Limited, Feng Deli Holdings Limited and Guodian Technology & Environment Group Corporation Limited.
   
 
Ms. Bao Guoming, an independent non-executive director of Sinopec Corp., has been appointed as the independent non-executive director of Hebei Chengde Lulu Co., Limited since June 2013.
   
CHANGES IN SHAREHOLDINGS OF DIRECTORS, SUPERVISORS AND OTHER SENIOR MANAGEMENT
 
During the reporting period, shareholdings held by Mr. Ling Yiqun, Vice President of Sinopec Corp. were increased from 10,000 to 13,000 as a result of the bonus issue of shares the and capitalisation of share premium of the Sinopec Corp.. Save as disclosed above, there are no changes in the shareholdings of the directors, supervisors and other senior management of Sinopec Corp..


 
34

 

REPORT OF THE PRC AUDITOR

 
 
To the Shareholders of China Petroleum & Chemical Corporation,

We have audited the accompanying interim financial statements of China Petroleum & Chemical Corporation (hereinafter “Sinopec Corp.”), which comprise the consolidated and company balance sheets as at 30 June 2013, and the consolidated and company income statements, the consolidated and company statements of changes in shareholders’ equity and the consolidated and company cash flow statements for the six-month period then ended, and the notes to the interim financial statements.

MANAGEMENT’S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

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

AUDITOR’S RESPONSIBILITY

Our responsibility is to express an opinion on these interim financial statements based on our audit. We conducted our audit in accordance with China Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the interim financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the interim financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the interim financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the interim financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

OPINION

In our opinion, the accompanying interim financial statements present fairly, in all material respects, the consolidated and company’s financial position of Sinopec Corp. as at 30 June 2013, and their financial performance and cash flows for the six-month period then ended in accordance with the requirements of Accounting Standards for Business Enterprises.





PricewaterhouseCoopers Zhong Tian LLP
Shanghai, the People’s Republic of China

23 August 2013




 
35

 

(A) 
FINANCIAL STATEMENTS PREPARED UNDER CHINA ACCOUNTING STANDARDS FOR BUSINESS ENTERPRISES CONSOLIDATED BALANCE SHEET
 
as at 30 June 2013
 
   
Note
   
At 30 June
   
At 31 December
 
         
2013
   
2012
 
         
RMB million
   
RMB million
 
Assets
                 
Current assets
                 
Cash at bank and on hand
    5       11,385       10,864  
Bills receivable
    6       19,008       20,045  
Accounts receivable
    7       87,386       81,395  
Other receivables
    8       11,479       8,807  
Prepayments
    9       4,667       4,370  
Inventories
    10       216,028       218,262  
Other current assets
            15,177       1,008  
Total current assets
            365,130       344,751  
Non-current assets
                       
Long-term equity investments
    11       56,138       52,061  
Fixed assets
    12       597,745       588,969  
Construction in progress
    13       166,956       168,977  
Intangible assets
    14       53,016       49,834  
Goodwill
    15       6,257       6,257  
Long-term deferred expenses
    16       10,322       10,246  
Deferred tax assets
    17       5,089       6,381  
Other non-current assets
    18       13,580       11,046  
Total non-current assets
            909,103       893,771  
                         
Total assets
            1,274,233       1,238,522  
Liabilities and shareholders’ equity
                       
Current liabilities
                       
Short-term loans
    20       101,507       70,228  
Bills payable
    21       5,700       6,656  
Accounts payable
    22       187,176       215,628  
Advances from customers
    23       62,367       69,299  
Employee benefits payable
    24       3,059       1,838  
Taxes payable
    25       29,829       21,985  
Other payables
    26       54,676       61,721  
Short-term debentures payable
    29       10,000       30,000  
Non-current liabilities due within one year
    27       56,040       15,754  
Total current liabilities
            510,354       493,109  
Non-current liabilities
                       
Long-term loans
    28       41,433       40,267  
Debentures payable
    29       100,234       121,849  
Provisions
    30       23,379       21,591  
Deferred tax liabilities
    17       7,069       7,294  
Other non-current liabilities
            4,387       3,811  
Total non-current liabilities
            176,502       194,812  
                         
Total liabilities
            686,856       687,921  
Shareholders’ equity
                       
Share capital
    31       116,565       86,820  
Capital reserve
    32       39,504       30,574  
Specific reserve
    33       4,623       3,550  
Surplus reserves
    34       187,096       184,603  
Retained earnings
            200,504       209,446  
Foreign currency translation differences
            (1,906 )     (1,619 )
Total equity attributable to shareholders of the Company
            546,386       513,374  
Minority interests
            40,991       37,227  
Total shareholders’ equity
            587,377       550,601  
                         
Total liabilities and shareholders’ equity
            1,274,233       1,238,522  

These financial statements have been approved by the board of directors on 23 August 2013.

Fu Chengyu
Li Chunguang
Wang Xinhua
Chairman
President
Chief Financial Officer
(Legal representative)
   

The notes on pages 44 to 94 form part of these financial statements.

 
36

 
 
BALANCE SHEET
as at 30 June 2013

   
Note
   
At 30 June
   
At 31 December
 
         
2013
   
2012
 
         
RMB million
   
RMB million
 
Assets
                 
Current assets
                 
Cash at bank and on hand
          5,299       5,468  
Bills receivable
          2,030       1,333  
Accounts receivable
    7       28,752       21,041  
Other receivables
    8       55,181       42,055  
Prepayments
            5,851       5,003  
Inventories
            138,912       148,844  
Other current assets
            13,836       707  
Total current assets
            249,861       224,451  
Non-current assets
                       
Long-term equity investments
    11       144,027       111,467  
Fixed assets
    12       472,028       475,417  
Construction in progress
    13       137,959       152,199  
Intangible assets
            42,540       43,114  
Long-term deferred expenses
            8,157       8,617  
Deferred tax assets
            371       1,397  
Other non-current assets
            6,576       5,290  
Total non-current assets
            811,658       797,501  
                         
Total assets
            1,061,519       1,021,952  
Liabilities and shareholders’ equity
                       
Current liabilities
                       
Short-term loans
            13,512       1,692  
Bills payable
            2,580       4,000  
Accounts payable
            139,906       121,184  
Advances from customers
            58,701       58,570  
Employee benefits payable
            2,424       1,315  
Taxes payable
            24,073       17,854  
Other payables
            107,047       118,311  
Short-term debentures payable
            10,000       30,000  
Non-current liabilities due within one year
            55,188       15,644  
Total current liabilities
            413,431       368,570  
Non-current liabilities
                       
Long-term loans
            38,474       38,560  
Debentures payable
            78,789       121,849  
Provisions
            20,487       19,598  
Other non-current liabilities
            2,516       1,688  
Total non-current liabilities
            140,266       181,695  
                         
Total liabilities
            553,697       550,265  
Shareholders’ equity
                       
Share capital
            116,565       86,820  
Capital reserve
            47,865       39,146  
Specific reserve
            3,771       3,017  
Surplus reserves
            187,096       184,603  
Retained earnings
            152,525       158,101  
Total shareholders’ equity
            507,822       471,687  
                         
Total liabilities and shareholders’ equity
            1,061,519       1,021,952  

These financial statements have been approved by the board of directors on 23 August 2013.


 

Fu Chengyu
Li Chunguang
Wang Xinhua
Chairman
President
Chief Financial Officer
(Legal representative)
   

 
The notes on pages 44 to 94 form part of these financial statements.

 
37

 
 
CONSOLIDATED INCOME STATEMENT
for the six-month period ended 30 June 2013

   
Note
   
Six-month periods ended 30 June
 
         
2013
   
2012
 
         
RMB million
   
RMB million
 
Operating income
    35       1,415,244       1,348,072  
Less:  Operating costs
    35       1,213,550       1,152,431  
Sales taxes and surcharges
    36       94,451       95,267  
Selling and distribution expenses
            20,811       18,922  
General and administrative expenses
            33,375       29,223  
Financial expenses
    37       3,292       5,533  
Exploration expenses, including dry holes
    38       7,644       6,882  
Impairment losses
    39       73       7,048  
Add:  Gain from changes in fair value
    40       737       510  
Investment income
    41       908       232  
Operating profit
            43,693       33,508  
Add:  Non-operating income
    42       1,157       1,362  
Less:  Non-operating expenses
    43       878       587  
Profit before taxation
            43,972       34,283  
Less:  Income tax expense
    44       12,468       9,337  
Net profit
            31,504       24,946  
Attributable to:
                       
Equity shareholders of the Company
            29,417       23,697  
Minority interests
            2,087       1,249  
Basic earnings per share
    55       0.254       0.210  
Diluted earnings per share
    55       0.239       0.202  
Net profit
            31,504       24,946  
Other comprehensive income
    45                  
Cash flow hedges
            82       1  
Available-for-sale financial assets
            890       1  
Share of other comprehensive income of associates
            (241 )     26  
Foreign currency translation differences
            (388 )     89  
Total other comprehensive income
            343       117  
                         
Total comprehensive income
            31,847       25,063  
Attributable to:
                       
Equity shareholders of the Company
            29,861       23,784  
Minority interests
            1,986       1,279  

These financial statements have been approved by the board of directors on 23 August 2013.


 

Fu Chengyu
Li Chunguang
Wang Xinhua
Chairman
President
Chief Financial Officer
(Legal representative)
   



 


The notes on pages 44 to 94 form part of these financial statements.

 
38

 
 
INCOME STATEMENT
for the six-month period ended 30 June 2013

   
Note
   
Six-month periods ended 30 June
 
         
2013
   
2012
 
         
RMB million
   
RMB million
 
Operating income
    35       783,594       778,788  
Less:  Operating costs
    35       630,595       620,503  
Sales taxes and surcharges
            73,967       76,954  
Selling and distribution expenses
            16,223       16,061  
General and administrative expenses
            27,434       24,652  
Financial expenses
            3,962       4,898  
Exploration expenses, including dry holes
            7,624       6,882  
Impairment losses
            (23 )     5,967  
Add:  Gain from changes in fair value
            778       568  
Investment income
    41       5,723       6,058  
Operating profit
            30,313       29,497  
Add:   Non-operating income
            969       1,148  
Less:  Non-operating expenses
            771       536  
Profit before taxation
            30,511       30,109  
Less:  Income tax expense
            5,585       5,912  
Net profit
            24,926       24,197  
Other comprehensive income
                       
Share of other comprehensive income in associates
            (241 )     26  
Available-for-sale financial assets
            890        
Total other comprehensive income
            649       26  
                         
Total comprehensive income
            25,575       24,223  

These financial statements have been approved by the board of directors on 23 August 2013.


 


Fu Chengyu
Li Chunguang
Wang Xinhua
Chairman
President
Chief Financial Officer
(Legal representative)
   



 


The notes on pages 44 to 94 form part of these financial statements.

 
39

 
 
CONSOLIDATED CASH FLOW STATEMENT
for the six-month period ended 30 June 2013

   
Note
   
Six-month periods ended 30 June
 
         
2013
   
2012
 
         
RMB million
   
RMB million
 
Cash flows from operating activities:
                 
Cash received from sale of goods and rendering of services
          1,558,641       1,542,904  
Refund of taxes and levies
          860       460  
Other cash received relating to operating activities
          9,153       6,662  
Sub-total of cash inflows
          1,568,654       1,550,026  
Cash paid for goods and services
          (1,333,780 )     (1,335,797 )
Cash paid to and for employees
          (23,996 )     (19,830 )
Payments of taxes and levies
          (153,343 )     (159,122 )
Other cash paid relating to operating activities
          (24,632 )     (14,723 )
Sub-total of cash outflows
          (1,535,751 )     (1,529,472 )
                       
Net cash flow from operating activities
    47 (a)     32,903       20,554  
Cash flows from investing activities:
                       
Cash received from disposal of investments
            156       1,315  
Cash received from returns on investments
            447       1,250  
Net cash received from disposal of fixed assets, oil and gas properties, intangible assets and other long-term assets
            902       166  
Other cash received relating to investing activities
            2,343       2,478  
Sub-total of cash inflows
            3,848       5,209  
Cash paid to acquire fixed assets, oil and gas properties, intangible assets and other long-term assets
            (62,870 )     (77,126 )
Cash paid for acquisition of investments
            (6,450 )     (4,825 )
Other cash paid relating to investing activities
            (1,550 )     (3,149 )
Sub-total of cash outflows
            (70,870 )     (85,100 )
                         
Net cash flow from investing activities
            (67,022 )     (79,891 )
Cash flows from financing activities:
                       
Cash received from borrowings
            550,958       438,230  
Cash received from capital contributions
            22,259       936  
Including: Cash received from minority shareholders’ capital contributions to subsidiaries
            2,853       936  
Sub-total of cash inflows
            573,217       439,166  
Cash repayments of borrowings
            (519,985 )     (369,421 )
Cash paid for dividends, profits distribution or interest
            (18,556 )     (22,432 )
Including: Subsidiaries’ cash payments for distribution of dividends or profits to minority shareholders
            (785 )     (578 )
Other cash paid relating to financing activities
            (22 )     (71 )
Sub-total of cash outflows
            (538,563 )     (391,924 )
                         
Net cash flow from financing activities
            34,654       47,242  
Effects of changes in foreign exchange rate
            199       7  
                         
Net increase/(decrease) in cash and cash equivalents
    47 (b)     734       (12,088 )

These financial statements have been approved by the board of directors on 23 August 2013.

 


Fu Chengyu
Li Chunguang
Wang Xinhua
Chairman
President
Chief Financial Officer
(Legal representative)
   



 

The notes on pages 44 to 94 form part of these financial statements.

 
40

 
 
CASH FLOW STATEMENT
for the six-month period ended 30 June 2013

   
Note
   
Six-month periods ended 30 June
 
         
2013
   
2012
 
         
RMB million
   
RMB million
 
Cash flows from operating activities:
                 
Cash received from sale of goods and rendering of services
          896,968       902,674  
Refund of taxes and levies
          618       166  
Other cash received relating to operating activities
          11,472       27,443  
Sub-total of cash inflows
          909,058       930,283  
Cash paid for goods and services
          (688,908 )     (723,765 )
Cash paid to and for employees
          (18,777 )     (16,295 )
Payments of taxes and levies
          (120,599 )     (127,924 )
Other cash paid relating to operating activities
          (27,731 )     (12,748 )
Sub-total of cash outflows
          (856,015 )     (880,732 )
                       
Net cash flow from operating activities
    47 (a)     53,043       49,551  
Cash flows from investing activities:
                       
Cash received from disposal of investments
            1,503       307  
Cash received from returns on investments
            5,661       5,324  
Net cash received from disposal of fixed assets, intangible assets and other long-term assets
            1,265       152  
Other cash received relating to investing activities
            46       1,484  
Sub-total of cash inflows
            8,475       7,267  
Cash paid to acquire fixed assets, intangible assets and other long-term assets
            (46,141 )     (63,165 )
Cash paid for acquisition of investments
            (9,082 )     (6,955 )
Sub-total of cash outflows
            (55,223 )     (70,120 )
                         
Net cash flow from investing activities
            (46,748 )     (62,853 )
Cash flows from financing activities:
                       
Cash received from borrowings
            113,471       128,151  
Cash received from capital contributions
            19,406        
Sub-total of cash inflows
            132,877       128,151  
Cash repayments of borrowings
            (122,790 )     (109,528 )
Cash paid for dividends, profits distribution or interest
            (16,551 )     (21,177 )
Sub-total of cash outflows
            (139,341 )     (130,705 )
                         
Net cash flow from financing activities
            (6,464 )     (2,554 )
                         
Net decrease in cash and cash equivalents
    47 (b)     (169 )     (15,856 )

These financial statements have been approved by the board of directors on 23 August 2013.





Fu Chengyu
Li Chunguang
Wang Xinhua
Chairman
President
Chief Financial Officer
(Legal representative)
   





 
The notes on pages 44 to 94 form part of these financial statements.

 
41

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the six-month period ended 30 June 2013

   
Share
capital
RMB million
   
Capital
reserve
RMB million
   
Specific
reserve
RMB million
   
Surplus
reserves
RMB million
   
Retained
earnings
RMB million
   
Translation
difference
in foreign
currency
statements
RMB million
   
Total
shareholders’
equity
attributable
to equity
shareholders
of the
 Company
RMB million
   
Minority
interests
RMB million
   
Total
shareholders’
equity
RMB million
 
Balance at 1 January 2012
    86,702       29,583       3,115       178,263       178,336       (1,600 )     474,399       35,126       509,525  
Change for the period
                                                                       
1.  Net profit
                            23,697             23,697       1,249       24,946  
2.  Other comprehensive income (Note 45)
          28                         59       87       30       117  
Total comprehensive income
          28                   23,697       59       23,784       1,279       25,063  
Transactions with owners, recorded directly in shareholders’ equity:
                                                                       
3.  Appropriations of profits:
                                                                       
– Appropriation for surplus reserves
                      2,420       (2,420 )                        
– Distributions to shareholders (Note 46)
                            (17,364 )           (17,364 )           (17,364 )
4.  Exercise of conversion of the 2011 Convertible Bonds (Note 31)
    118       799                               917             917  
5.  Rights issue of shares by a subsidiary
          (18 )                             (18 )     781       763  
6.  Acquisition of minority interests
          (55 )                             (55 )     (16 )     (71 )
7.  Distributions to minority interests, (net of contributions)
                                              (720 )     (720 )
8.  Net increase in specific reserve for the period
                1,067                         1,067       41       1,108  
      118       726       1,067       2,420       (19,784 )           (15,453 )     86       (15,367 )
                                                                         
Balance at 30 June 2012
    86,820       30,337       4,182       180,683       182,249       (1,541 )     482,730       36,491       519,221  
Balance at 1 January 2013
    86,820       30,574       3,550       184,603       209,446       (1,619 )     513,374       37,227       550,601  
Change for the period
                                                                       
1.  Net profit
                            29,417             29,417       2,087       31,504  
2.  Other comprehensive income (Note 45)
          731                         (287 )     444       (101 )     343  
Total comprehensive income
          731                   29,417       (287 )     29,861       1,986       31,847  
Transactions with owners, recorded directly in shareholders’ equity
                                                                       
3.  Appropriations of profits:
                                                                       
– Appropriation for surplus reserves
                      2,493       (2,493 )                        
– Distributions to shareholders (Note 46)
                            (17,933 )           (17,933 )           (17,933 )
– Bonus issues (Note 46)
    17,933                         (17,933 )                        
4.  Capitalisation (Note 46)
    8,967       (8,967 )                                          
5.Rights issue of H shares, (net of issuance cost)
    2,845       16,561                               19,406             19,406  
6.  Acquisition of minority interests
          (13 )                             (13 )     (27 )     (40 )
7.  Contributions by subsidiaries from non-controlling interests
          618                               618       2,235       2,853  
8.  Distribution to non-controlling interests
                                              (463 )     (463 )
9.  Net increase in specific reserve for the period (Note 33)
                1,073                         1,073       33       1,106  
      29,745       8,199       1,073       2,493       (38,359 )           3,151       1,778       4,929  
                                                                         
Balance at 30 June 2013
    116,565       39,504       4,623       187,096       200,504       (1,906 )     546,386       40,991       587,377  

These financial statements have been approved by the board of directors on 23 August 2013.



Fu Chengyu
Li Chunguang
Wang Xinhua
Chairman
President
Chief Financial Officer
(Legal representative)
   




The notes on pages 44 to 94 form part of these financial statements.

 
42

 

STATEMENT OF CHANGES IN EQUITY
for the six-month period ended 30 June 2013

                                 
Total
 
   
Share
   
Capital
   
Specific
   
Surplus
   
Retained
   
shareholders’
 
   
capital
   
reserve
   
reserve
   
reserves
   
earnings
   
equity
 
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
 
Balance at 1 January 2012
    86,702       37,983       2,571       178,263       127,087       432,606  
Change for the period
                                               
1.  Net profit
                            24,197       24,197  
2.  Other comprehensive income
          26                         26  
Total comprehensive income
          26                   24,197       24,223  
Transactions with owners, recorded directly in shareholders’ equity:
                                               
3.  Appropriations of profits:
                                               
– Appropriation for surplus reserves
                      2,420       (2,420 )      
– Distributions to shareholders (Note 46)
                            (17,364 )     (17,364 )
4.  Exercise of conversion of the 2011 Convertible Bonds
    118       799                         917  
5.  Net increase in specific reserve for the period
                881                   881  
      118       799       881       2,420       (19,784 )     (15,566 )
                                                 
Balance at 30 June 2012
    86,820       38,808       3,452       180,683       131,500       441,263  
Balance at 1 January 2013
    86,820       39,146       3,017       184,603       158,101       471,687  
Change for the period
                                               
1.  Net profit
                            24,926       24,926  
2.  Other comprehensive income
          649                         649  
Total comprehensive income
          649                   24,926       25,575  
Transactions with owners, recorded directly in shareholders’ equity:
                                               
3.  Appropriations of profits:
                                               
– Appropriation for surplus reserves
                      2,493       (2,493 )      
– Distributions to shareholders (Note 46)
                            (17,933 )     (17,933 )
– Bonus issues (Note 46)
    17,933                         (17,933 )      
4.  Capitalisation (Note 46)
    8,967       (8,967 )                        
5.  Rights issue of H shares, (net of issuance cost)
    2,845       16,561                         19,406  
6.  Net increase in specific reserve for the period
                767                   767  
Total transactions with owners, recorded directly in shareholders’ equity
    29,745       7,594       767       2,493       (38,359 )     2,240  
7.  Other movement (Note 11(i))
          476       (13 )           7,857       8,320  
                                                 
Balance at 30 June 2013
    116,565       47,865       3,771       187,096       152,525       507,822  

These financial statements have been approved by the board of directors on 23 August 2013.





Fu Chengyu
Li Chunguang
Wang Xinhua
Chairman
President
Chief Financial Officer
(Legal representative)
   



 



The notes on pages 44 to 94 form part of these financial statements.

 
43

 

NOTES TO THE FINANCIAL STATEMENTS
for the six-month period ended 30 June 2013

STATUS OF THE COMPANY
   
   
China Petroleum & Chemical Corporation (the “Company”) was established on 25 February 2000 as a joint stock limited company.
     
   
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 chemicals.
     
BASIS OF PREPARATION
     
 
(1) 
Statement of compliance China Accounting Standards for Business Enterprises (“ASBE”)
   
The financial statements have been prepared in accordance with the requirements of Accounting Standards for Business Enterprises – Basic Standards and 38 specific standards issued by the MOF on 15 February 2006 and the practice guide of the Accounting Standards for Business Enterprises, the explanations to the Accounting Standards for Business Enterprises and other regulations issued thereafter (collectively, ASBE). These financial statements present truly and completely the consolidated financial position and financial position, the consolidated results of operations and results of operations and the consolidated cash flows and cash flows of the Company.
     
   
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” as revised by the China Securities Regulatory Commission (“CSRC”) in 2010.
     
 
(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 and liabilities held for trading (see Note 3(11))
       
   
— 
Available-for-sale financial assets (see Note 3(11))
     
   
— 
Convertible bonds (see Note 3(11))
     
   
— 
Derivative financial instruments (see Note 3(11))
     
 
(4) 
Functional currency and presentation currency
   
The functional currency of the Company’s and most of its subsidiaries is Renminbi. The Group’s consolidated financial statements are presented in Renminbi. 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.


 
44

 

SIGNIFICANT ACCOUNTING POLICIES
     
 
(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, including equity interest of the acquiree held before the acquisition date, 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 period. 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 is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, potential voting rights, such as warrants and convertible bonds, that are currently exercisable or convertible, are taken into account. 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 period. 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.
         
     
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.
 

 
45

 


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)
     
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.
       
 
(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 capital reserve, if it is classified as available-for-sale financial assets; 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 on the transaction dates. The resulting exchange differences are separately presented 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.
     
 
(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 Group’s consolidated financial statements, investment in subsidiaries are accounted for in accordance with the principles described in Note 3(1)(c).
       
     
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(12)) in the balance sheet. At initial recognition, such investments are measured as follows:

 
46

 
 
3  
SIGNIFICANT ACCOUNTING POLICIES (Continued)
   
 
(5) 
Long-term equity investments (Continued)
       
   
(a) 
Investment in subsidiaries (Continued)
     
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.
       
   
(b) 
Investment in jointly controlled entities and associates
     
A jointly controlled entity is an entity which operates under joint control in accordance with a contractual agreement between the Group and other ventures. Joint control represents the contractual agreement of sharing of control over the entity’s economic activities, limited to economic activities related to significant financial and operating policies that require agreement of all ventures. The Group generally consider the following circumstances in determining whether it can exercise joint control over the investee:
       
     
whether any investor alone cannot control the operating activities of the investee;
         
     
whether it requires agreement of all ventures for decisions related to the fundamental operating activities of the investee;
         
     
whether the management of an investor who is appointed by all investors through the contract or agreement to manage the daily operations of the investee must be confined with the agreed-upon financing and operation policies.
       
     
An associate is an entity of which the Group has significant influence. 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 consider 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 jointly controlled entity or an associate is accounted for using the equity method, unless the investment is classified as held for sale (see Note 3(10)).
       
     
The initial cost of investment in jointly controlled entities 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, or at the fair value of the non-monetary assets exchanged for the investment. The difference between the fair value of the non-monetary assets being exchanged and its carrying amount is charged to profit or loss.
       
     
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, as investment income or losses, 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.

 
 
47

 


SIGNIFICANT ACCOUNTING POLICIES (Continued)
     
 
(5) 
Long-term equity investments (Continued)
       
   
(b) 
Investment in jointly controlled entities and associates (Continued)
     
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 jointly controlled entities are eliminated to the extent of the Group’s interest in the associates or jointly controlled entities. Unrealised losses resulting from transactions between the Group and its associates or jointly controlled entities 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 jointly controlled entity is reduced to zero, except to the extent that the Group has an obligation to assume additional losses. Where net profits are subsequently made by the associate or jointly controlled entity, 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 recognises the corresponding adjustment in equity.
       
   
(c) 
Other long-term equity investments
     
Other long-term equity investments refer to investments where the Group does not have control, joint control or significant influence over the investees, and for which the investments are not quoted in an active market and their fair value cannot be reliably measured.
       
     
The initial investment cost in these entities is originally recognised in the same way as the initial investment cost and measurement principles for investment in jointly controlled entities and associates.
       
     
Other long-term investments are subsequently accounted for under the cost method. The cash dividends or profits declared to be distributed by the investee entity are recognised as investment income irrespective of whether these represent the net profit realised by the investee before or after the investment, excluding the cash dividends or profits declared but not distributed in the considerations paid to acquire the investment.
       
   
(d) 
The impairment assessment method and provision accrual on investment
     
The impairment assessment and provision accrual on investments in subsidiaries, associates and jointly controlled enterprises are stated in Note 3(12).
       
     
At each balance sheet date, other long-term equity investments are assessed for impairment on an individual basis. For other long-term equity investments, the amount of the impairment loss is measured as the difference between the carrying amount of the investment and the present value of estimated future cash flows discounted at the current market rate of return for a similar financial asset. Such impairment loss is not reversed.
       
     
The investments in other long-term equity investments are stated in the balance sheet at cost less impairment losses.
       
 
(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(12)). Construction in progress is stated in the balance sheet at cost less impairment losses (see Note 3(12)).
     
   
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(19)), and any other costs directly attributable to bringing the asset to working condition for its intended use. 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.
     
 

 
48

 


SIGNIFICANT ACCOUNTING POLICIES (Continued)
     
 
(6) 
Fixed assets and construction in progress (Continued)
   
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 (see Note 3(10)). The estimated useful lives and the estimated rate of residual values adopted for respective classes of fixed assets are as follows:


 
Estimated
useful life
Estimated rate
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.
     
   
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 relating to proved properties are amortised on a unit-of-production method.
     
 
(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(12)). 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 (see Note 3(10)).
     
   
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(12)). 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) 
Non-current assets held for sale
   
A non-current asset is accounted for as held for sale when the Group has made a decision and signed a non-cancellable agreement on the transfer of the asset with the transferee, and the transfer is expected to be completed within one year. Such non-current assets may include fixed assets, intangible assets, investment property subsequently measured using the cost model, long-term equity investment, etc., but not include financial instruments and deferred tax assets. Non-current assets held for sale are stated at the lower of carrying amount and net realisable value. Any excess of the carrying amount over the net realisable value is recognised as an impairment loss.
     
 
(11) 
Financial Instruments
   
Financial instruments of the Group include cash and cash equivalents, bond investments, equity securities other than long-term equity investments, receivables, derivative financial instruments, payables, loans, bonds payable, and share capital, etc.
     
   
(a) 
Classification, recognition and measurement of financial instruments
     
The Group recognises a financial asset or a financial liability on its balance sheet when the Group enters into and becomes a party to the underlining contract of the financial instrument.
     
     
The Group classifies financial assets and liabilities into different categories at initial recognition based on the purpose of acquiring assets and assuming liabilities: financial assets and financial liabilities at fair value through profit or loss, loans and receivables, held-to-maturity investments, available-for-sale financial assets and other financial liabilities.

 
 
49

 


SIGNIFICANT ACCOUNTING POLICIES (Continued)
     
 
(11)   
Financial Instruments (Continued)
       
   
(a) 
Classification, recognition and measurement of financial instruments (Continued)
     
Financial assets and financial liabilities are initially recognised at fair value. For financial asset or financial liability of which the change in its fair value is recognised in profit or loss, the relevant transaction cost is recognised in profit or loss. The transaction costs for other financial assets or financial liabilities are included in the initially recognised amount. Subsequent to initial recognition financial assets and liabilities are measured as follows:
       
     
Financial asset or financial liability with change in fair value recognised through profit or loss (including financial asset or financial liability held for trading)
         
       
A financial asset or financial liability is classified as at fair value through profit or loss if it is acquired or incurred principally for the purpose of selling or repurchasing in the near term or if it is a derivative, unless the derivative is a designated and effective hedging instrument, or a financial guarantee contract, or a derivative that is linked to and must be settled by delivery of an unquoted equity instrument (without a quoted price from an active market) whose fair value cannot be reliably measured. These financial instruments are initially measured at fair value with subsequently changes in fair value recognised in profit or loss. Subsequent to initial recognition, financial assets and financial liabilities at fair value through profit or loss are measured at fair value, and changes therein are recognised in profit or loss.
         
     
Receivables
         
       
Receivables are non-derivative financial assets with fixed or determinable recoverable amount and with no quoted price in active market. After the initial recognition, receivables are measured at amortised cost using the effective interest method.
         
     
Held-to-maturity investment
         
       
Held-to-maturity investment includes non-derivative financial assets with fixed or determinable recoverable amount and fixed maturity that the Group has the positive intention and ability to hold to maturity. Subsequent to initial recognition, held-to-maturity investments are measured at amortised cost using the effective interest method.
         
     
Available-for-sale financial assets
         
       
Available-for-sale financial assets include non-derivative financial assets that are designated as available for sales and other financial assets which do not fall into any of the above categories.
         
       
Available-for-sale financial assets whose fair value cannot be measured reliably are measured at cost subsequent to initial recognition. Other than the above equity instrument investments whose fair values cannot be measured reliably, other available-for-sale financial assets are initially stated at fair values. The gains or losses arising from changes in the fair value are directly recognised in equity, except for the impairment losses and exchange differences from monetary financial assets denominated in foreign currencies, which are recognised in profit or loss. The cumulative gains and losses previously recognised in equity are transferred to profit or loss when the available-for-sale financial assets are derecognised. Dividend income from these equity instruments is recognised in profit or loss when the investee declares the dividends. Interest on available-for-sale financial assets calculated using the effective interest method is recognised in profit or loss (see Note 3(17) (c)).
         
     
Other financial liabilities
         
       
Financial liabilities other than the financial liabilities at fair value through profit or loss are classified as other financial liabilities.
         
       
Other financial liabilities include the liabilities arising from financial guarantee contracts. Financial guarantees are contracts that require the issuer (i.e. the guarantor) to make specified payments to reimburse the beneficiary of the guarantee (the holder) for a loss the holder incurs because a specified debtor fails to make payment when due in accordance with the terms of a debt instrument. Where the Group issues a financial guarantee, subsequent to initial recognition, the guarantee is measured at the higher of the amount initially recognised less accumulated amortisation and the amount of a provision determined in accordance with the principles of contingencies (see Note 3(16)).
         
       
Except for the other financial liabilities described above, subsequent to initial recognition, other financial liabilities are measured at amortised cost using the effective interest method.
         
   
(b) 
Disclosure of financial assets and financial liabilities
     
In the balance sheet, financial assets and liabilities are not offset unless all the following conditions are met:
         
     
the Group has a legally enforceable right to set off financial assets against financial liabilities; and
         
     
the Group intends to settle the financial assets and liabilities on a net basis, or to realise the assets and settle the liabilities simultaneously.



 
50

 


SIGNIFICANT ACCOUNTING POLICIES (Continued)
   
 
(11) 
Financial Instruments (Continued)
   
   
(c) 
Determination of fair value
     
If there is an active market for a financial asset or financial liability, the quoted price in the active market is used to establish the fair value of the financial asset or financial liability.
       
     
If no active market exists for a financial instrument, a valuation technique is used to establish the fair value. Valuation techniques include using arm’s length market transactions between knowledge, willing parties, reference to the current fair value of other instrument that is substantially the same, discounted cash flows and option pricing model. The Group calibrates the valuation technique and tests it for validity periodically.
       
   
(d) 
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(s).
       
     
Hedged items are the items that expose the Group to risks of changes in fair value or future cash flows and that are designated as being hedged. The Group’s hedged items include fixed-rate borrowings that expose the Group to risk of changes in fair values, floating rate borrowings that expose the Group to risk of variability in cash flows, and a forecast transaction that is settled with a fixed amount of foreign currency and expose the Group to foreign currency risk.
       
     
A hedging instrument is a designated derivative whose changes in fair value or cash flows are expected to offset changes in the fair value or cash flows of the hedged item. For a hedge of foreign currency risk, a non-derivative financial asset or non-derivative financial liability may also be used as a hedging instrument.
       
     
The hedge is assessed by the Group for effectiveness on an ongoing basis and determined to have been highly effective throughout the accounting periods for which the hedging relationship was designated. The Group uses a ratio analysis to assess the subsequent effectiveness of a cash flow hedge, and uses a regression analysis to assess the subsequent effectiveness of a fair value hedge.
       
     
Cash flow hedges
         
       
A cash flow hedge is a hedge of the exposure to variability in cash flows. The portion of the gain or loss on the hedging instrument that is determined to be an effective hedge is recognised directly in shareholders’ equity as a separate component. That effective portion is adjusted to the lesser of the following (in absolute amounts):
         
       
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 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 hedge of a forecast transaction subsequently results in the recognition of a non-financial asset or non-financial liability, the associated gain or loss is removed from shareholders’ equity, included in the initial cost of the non-financial asset or liability, and recognised in profit or loss in the same year during which the financial asset or financial liability affects profit or loss. However, if the Group expects that all or a portion of a net loss recognised directly in shareholders’ equity will not be recovered in future accounting periods, it reclassifies the amount that is not expected to be recovered into profit or loss.
         
       
If a hedge of a forecast transaction subsequently results in the recognition of a financial asset or a financial liability, the associated gain or loss is removed from equity and recognised in profit or loss in the same period during which the financial asset or financial liability affects profit or loss. However, if the Group expects that all or a portion of a net loss recognised directly in shareholders’ equity will not be recovered in future accounting periods, it reclassifies the amount that is not expected to be recovered into profit or loss.
         
       
For cash flow hedges, other than those covered by the preceding two policy statements, the associated gain or loss is removed from shareholders’ equity and recognised in profit or loss in the same period or periods during which the hedged forecast transaction affects profit or loss.
         
       
When a hedging instrument expires or is sold, terminated or exercised, or the hedge no longer meets the criteria for hedge accounting, the Group will discontinue the hedge accounting treatments prospectively. In this case, the gain or loss on the hedging instrument that remains recognised directly in shareholders’ equity from the period when the hedge was effective shall not be reclassified into profit or loss and is recognised in accordance with the above policy when the forecast transaction occurs. If the forecast transaction is no longer expected to occur, the gain or loss on the hedging instrument that remains recognised directly in shareholders’ equity from the period when the hedge was effective shall be reclassified into profit or loss immediately.
         
     
Fair value hedges
         
       
A fair value hedge is a hedge of the exposure to changes in fair value of a recognised asset or liability or an unrecognised firm commitment, or an identified portion of such an asset, liability or unrecognised firm commitment.
         
       
The gain or loss from re-measuring the hedging instrument at fair value is recognised in profit or loss. The gain or loss on the hedged item attributable to the hedged risk adjusts the carrying amount of the hedged item and is recognised in profit or loss.


 
51

 


SIGNIFICANT ACCOUNTING POLICIES (Continued)
     
 
(11) 
Financial Instruments (Continued)
     
   
(d) 
Hedge accounting (Continued)
     
When a hedging instrument expires or is sold, terminated or exercised, or no longer meets the criteria for hedge accounting, the Group discontinues prospectively the hedge accounting treatments. If the hedged item is a financial instrument measured at amortised cost, any adjustment to the carrying amount of the hedged item is amortised to profit or loss from the adjustment date to the maturity date using the recalculated effective interest rate at the adjustment date.
         
     
Hedge of net investment in foreign operation
         
       
A hedge of a net investment in a foreign operation is a hedge of the exposure to foreign exchange risk associated with a net investment in a foreign operation. The portion of the gain or loss on a hedging instrument that is determined to be an effective hedge is recognised directly in equity as a separate component until the disposal of the foreign operation, at which time the cumulative gain or loss recognised directly in equity is recognised in profit or loss. The ineffective portion is recognised immediately in profit or loss.
         
       
The Group had no hedge of a net investment in a foreign operation during this period.
         
   
(e) 
Convertible bonds
         
     
Convertible bonds that contain an equity component
         
       
Convertible bonds that can be converted to equity share capital at the option of the holder, where the number of shares that would be issued on conversion and the value of the consideration that would be received at that time do not vary, are accounted for as compound financial instruments which contain both a liability component and an equity component.
         
       
At initial recognition, the liability component of the convertible bonds is measured at the present value of the future interest and principal payments, discounted at the market rate of interest applicable at the time of initial recognition to similar liabilities that do not have a conversion option. Any excess of proceeds over the amount initially recognised as the liability component is recognised as the equity component. Transaction costs that relate to the issue of the convertible bonds are allocated to the liability and equity components in proportion to the allocation of proceeds.
         
       
Subsequent to initial recognition, the liability component of a convertible corporate bond is measured at amortised cost using the effective interest method, unless it is designated at fair value through profit or loss. The equity component of a convertible corporate bond is not re-measured subsequent to initial recognition.
         
       
If the convertible corporate bond is converted, the liability component, together with the equity component, is transferred to share capital and capital reserve (share premium). If the convertible corporate bond is redeemed, the consideration paid for the redemption, together with the transaction costs that relate to the redemption, are allocated to the liability and equity components. The difference between the allocated and carrying amounts is charged to profit or loss if it relates to the liability component or is directly recognised in equity if it relates to the equity component.
         
     
Other convertible bonds
         
       
Convertible bonds issued with a cash settlement option and other embedded derivative features are split into liability and derivative components.
         
       
At initial recognition, the derivative component of the convertible bonds is measured at fair value. Any excess of proceeds over the amount initially recognised as the derivative component is recognised as the liability component. Transaction costs that relate to the issue of the convertible bonds are allocated to the liability and derivative components in proportion to the allocation of proceeds. The portion of the transaction costs relating to the liability component is recognised initially as part of the liability. The portion relating to the derivative component is recognised immediately as an expense in profit or loss.
         
       
The derivative component is subsequently remeasured at each balance sheet date and any gains or losses arising from change in the fair value are recognised in profit or loss. The liability component is subsequently carried at amortised cost using the effective interest method until extinguished on conversion or redemption. Both the liability and the related derivative components are presented together for financial statements reporting purposes.
         
       
If the convertible bonds are converted, the carrying amounts of the derivative and liability components are transferred to share capital and share premium as consideration for the shares issued. If the convertible bonds are redeemed, any difference between the amount paid and the carrying amount of both components is recognised in profit or loss.
         
   
(f) 
Derecognition of financial assets and financial liabilities
         
     
The Group derecognises a financial asset when the contractual right to receive cash flows from the financial asset expires, or where the Group transfers substantially all risks and rewards of ownership of the financial asset, or where the Group neither transfers nor retains substantially all risks and rewards of ownership of the financial asset but the Group gives up the control of a financial asset.
 

 
52

 


SIGNIFICANT ACCOUNTING POLICIES (Continued)
     
 
(11) 
Financial Instruments (Continued)
     
   
(f) 
Derecognition of financial assets and financial liabilities (Continued)
     
On derecognition of a financial asset, the difference between the following amounts is recognised in profit or loss:
         
     
the carrying amounts; and
         
     
the sum of the consideration received and any cumulative gain or loss that had been recognised directly in equity.
         
     
Where the obligations for financial liabilities are completely or partially discharged, the entire or parts of financial liabilities are derecognised.
       
 
(12) 
Impairment of financial assets and non-financial long-term assets
     
   
(a) 
Impairment of financial assets
     
The carrying amount of financial assets (except those financial assets stated at fair value with changes in the fair values charged to profit or loss) are reviewed at each balance sheet date to determine whether there is objective evidence of impairment. If any such evidence exists, impairment loss is provided.
     
     
Objective evidences of impairment include but not limited to:
     
     
(a) 
significant financial difficulty of the debtor;
         
     
(b) 
a breach of contract, such as a default or delinquency in interest or principal payments;
         
     
(c) 
it becoming probable that the debtor will enter bankruptcy or other financial reorganisation;
         
     
(d) 
due to the significant financial difficulty of the debtor, financial assets is unable to be traded in active market;
         
     
(e) 
significant changes in the technological, market, economic or legal environment that have an adverse effect on the debtor; and
         
     
(f) 
a significant or prolonged decline in the fair value of an investment in an equity instrument below its cost.
         
     
Receivables and held-to-maturity investments
         
       
Receivables and held-to-maturity investments are assessed for impairment on an individual basis.
         
       
Where impairment is assessed on an individual basis, an impairment loss in respect of a receivable or held-to-maturity investment is calculated as the excess of its carrying amount over the present value of the estimated future cash flows (exclusive of future credit losses that have not been incurred) discounted at the original effective interest rate. All impairment losses are recognised in profit or loss.
         
       
Impairment loss on receivables and held-to-maturity investments is reversed in profit or loss if evidence suggests that the financial assets’ carrying amounts have increased and the reason for the increase is objectively as a result of an event occurred after the recognition of the impairment loss. The reversed carrying amount shall not exceed the amortised cost if the financial assets had no impairment recognised.
         
     
Available-for-sale financial assets
         
       
Available-for-sale financial assets are assessed for impairment on an individual basis.
         
       
When available-for-sale financial assets are impaired, despite not derecognised, the cumulative losses resulted from the decrease in fair value which had previously been recognised directly in shareholders’ equity, are reversed and charged to profit or loss.
         
       
Impairment loss of available-for-sale debt instrument is reversed, if the reason for the subsequent increase in fair value is objectively as a result of an event occurred after the recognition of the impairment loss. Impairment loss for available-for-sale equity instrument is not reversed through profit or loss.
         
   
(b) 
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, oil and gas properties , construction in progress, goodwill, intangible assets and investments in subsidiaries, associates and jointly controlled entities 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.
 

 
53

 


SIGNIFICANT ACCOUNTING POLICIES (Continued)
     
 
(12) 
Impairment of financial assets and non-financial long-term assets (Continued)
     
   
(b) 
Impairment of other non-financial long-term assets (Continued)
     
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.
       
 
(13) 
Long-term deferred expenses
   
Long-term deferred expenses are amortised on a straight-line basis over their beneficial periods.
     
 
(14) 
Employee benefits
   
Employee benefits are all forms of considerations given and other related expenses incurred in exchange for services rendered by employees. When an employee has rendered service to the Group during an accounting period, the Group shall recognise the employee benefits payable (other than termination benefits) as a liability and charged to the cost of an asset or as an expense in the same time.
     
   
(a)
Social insurance and housing fund
     
Pursuant to the relevant laws and regulations of the PRC, employees of the Group participate in the social insurance system established and managed by government organisations. The Group makes social insurance contributions, including contributions to basic pension insurance, basic medical insurance, unemployment insurance, work-related injury insurance, maternity insurance and etc., as well as contributions to housing fund, at the applicable benchmarks and rates stipulated by the government for the benefit of its employees. The social insurance and housing fund contributions are recognised as part of the cost of assets or charged to profit or loss on an accrual basis.
       
   
(b)
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 when both of the following conditions are satisfied:
       
     
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.
         
 
(15) 
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 including unused tax losses and unused tax credits able to be utilised in subsequent years. 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.



 
54

 


3
SIGNIFICANT ACCOUNTING POLICIES (Continued)
     
 
(15) 
Income tax (Continued)
   
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.
         
 
(16) 
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.
     
 
(17) 
Revenue recognition
   
Revenue is the gross inflow of economic benefits arising in the course of the Group’s normal activities when the inflows result in increase in shareholder’s equity, other than increase relating to contributions from shareholders. Revenue is recognised in profit or loss when it is probable that the economic benefits will flow to the Group, the revenue and costs can be measured reliably and the following respective conditions are met.
     
   
(a) 
Revenues from sales of goods
     
Revenue from the sales of goods is recognised when all of the general conditions stated above and following conditions are satisfied:
         
     
the significant risks and rewards of ownership and title have been transferred to buyers; and
         
     
the Group does not retain the management rights, which is normally associated with owner, on goods sold and has no control over the goods sold.
         
     
Revenue from the sales of goods is measured at fair value of the considerations received or receivable under the sales contract or agreement.
       
   
(b) 
Revenues from rendering services
     
The Group determines the revenue from the rendering of services according to the fair value of the received or to-be received price of the party that receives the services as stipulated in the contract or agreement.
       
     
At the balance sheet date, when the outcome of a transaction involving the rendering of services can be estimated reliably, revenue from rendering of services is recognised in the income statement by reference to the stage of completion of the transaction based on the proportion of services performed to date to the total services to be performed.
       
     
When the outcome of rendering the services cannot be estimated reliably, revenues are recognised only to the extent that the costs incurred are expected to be recoverable. If the costs of rendering of services are not expected to be recoverable, the costs are recognised in profit or loss when incurred, and revenues are not recognised.
       
   
(c) 
Interest income
     
Interest income is recognised on a time proportion basis with reference to the principal outstanding and the applicable effective interest rate.
       
 
(18) 
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.

 
 
55

 


SIGNIFICANT ACCOUNTING POLICIES (Continued)
   
 
(18) 
Government grants (Continued)
   
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.
     
 
(19) 
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.
     
   
Except for the above, other borrowing costs are recognised as financial expenses in the income statement when incurred.
     
 
(20) 
Repairs and maintenance expenses
   
Repairs and maintenance (including overhauling expenses) expenses are recognised in profit or loss when incurred.
     
 
(21) 
Environmental expenditures
   
Environmental expenditures that relate to current ongoing operations or to conditions caused by past operations is expensed as incurred.
     
 
(22) 
Research and development costs
   
Research and development costs are recognised in profit or loss when incurred.
     
 
(23) 
Operating leases
   
Operating lease payments are charged as expenses on a straight-line basis over the period of the respective leases.
     
 
(24) 
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.
     
 
(25) 
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) 
jointly controlled entities of the Group, including subsidiaries of the jointly controlled entities;
       
   
(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.
       
 
(26) 
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;


 
56

 


SIGNIFICANT ACCOUNTING POLICIES (Continued)
   
 
(26) 
Segment reporting (Continued)
   
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.
     
TAXATION
 
Major types of tax applicable to the Group are income tax, consumption tax, resources tax, value added tax, special oil income levy, city construction tax, education surcharge and local education surcharge.
   
 
The consumption tax rates on gasoline, diesel, naphtha, solvent oil, lubricant oil, fuel oil and jet fuel oil changed to RMB 1,388.0 per tonne, RMB 940.8 per tonne, RMB 1,385.0 per tonne, RMB 1,282.0 per tonne, RMB 1,126.0 per tonne, RMB 812.0 per tonne and RMB 996.8 per tonne, respectively.
   
 
As at 30 June 2013, the resources tax rate of crude oil and natural gas is 5%.
   
 
Value added tax rate for liquefied petroleum gas, natural gas and certain agricultural products is 13% and that for other products is 17%.
   
 
The Ministry of Finance imposed a special oil income levy on any income derived from the sale by an oil exploration and production enterprise of locally produced crude oil exceeding a standard price. Effective from 1 November 2011, the levy starts at USD 55 per barrel instead of previous USD 40 per barrel and the imposed rate ranges from 20% to 40%.
   
CASH AT BANK AND ON HAND
   
 
The Group


   
At 30 June 2013
   
At 31 December 2012
 
   
Original
currency
million
   
Exchange
rates
   
RMB
million
   
Original
currency
million
   
Exchange
rates
   
RMB
million
 
Cash on hand
                                   
Renminbi
                34                   209  
Cash at bank
                                       
Renminbi
                7,980                   6,104  
US Dollars
    35       6.1787       216       68       6.2855       427  
Hong Kong Dollars
    1,624       0.7966       1,294       83       0.8108       67  
Japanese Yen
    213       0.0626       13       137       0.0730       10  
Euro
    3       8.0536       24       4       8.3176       35  
Other
                    83                        
                      9,644                       6,852  
Deposits at related parities
                                               
Renminbi
                    1,540                       3,188  
US Dollars
    32       6.1787       198       131       6.2855       821  
Euro
          8.0536       3             8.3176       3  
Total
                    11,385                       10,864  

 
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 30 June 2013, time deposits with financial institutions of the Group amounted to RMB 195 million (2012: RMB 408 million).
   
BILLS RECEIVABLE
   
 
Bills receivable represents mainly the bills of acceptance issued by banks for sales of goods and products.
   
 
At 30 June 2013, the Group’s outstanding endorsed or discounted bills (with recourse) amounted to RMB 11,963 million (2012: RMB 13,540 million), all of which are due before 31 December 2013.


 
57

 


ACCOUNTS RECEIVABLE


   
The Group
   
The Company
 
   
At 30 June
2013
RMB
million
   
At 31 December
2012
RMB
million
   
At 30 June
2013
RMB
million
   
At 31 December
2012
RMB
million
 
Amounts due from subsidiaries
                20,771       14,885  
Amounts due from Sinopec Group Company and fellow subsidiaries
    7,042       7,207       1,881       668  
Amounts due from associates and jointly controlled entities
    9,289       11,576       3,221       3,400  
Amounts due from others
    71,750       63,311       3,384       2,634  
      88,081       82,094       29,257       21,587  
Less: Allowance for doubtful accounts
    695       699       505       546  
Total
    87,386       81,395       28,752       21,041  

Ageing analysis on accounts receivable is as follows:

   
The Group
 
   
At 30 June 2013
   
At 31 December 2012
 
   
Amount
RMB million
   
Percentage
to total
accounts
receivable
%
   
Allowance
RMB million
   
Percentage
of allowance
to accounts
receivable
balance
%
   
Amount
RMB million
   
Percentage
to total
accounts
receivable
%
   
Allowance
RMB million
   
Percentage
of allowance
to accounts
receivable
balance
%
 
Within one year
    87,251       99.1             0.0       81,250       99.0             0.0  
Between one and two years
    124       0.1       15       12.1       101       0.1       16       15.8  
Between two and three years
    42       0.0       21       50.0       69       0.1       17       24.6  
Over three years
    664       0.8       659       99.2       674       0.8       666       98.8  
Total
    88,081       100.0       695               82,094       100.0       699          


   
The Company
 
   
At 30 June 2013
   
At 31 December 2012
 
   
Amount
RMB million
   
Percentage
to total
accounts
receivable
%
   
Allowance
RMB million
   
Percentage
of allowance
to accounts
receivable
balance
%
   
Amount
RMB million
   
Percentage
to total
accounts
receivable
%
   
Allowance
RMB million
   
Percentage
of allowance
to accounts
receivable
balance
%
 
Within one year
    28,561       97.6             0.0       20,982       97.2             0.0  
Between one and two years
    174       0.6       9       5.2       56       0.3       11       19.6  
Between two and three years
    37       0.1       19       51.4       25       0.1       15       60.0  
Over three years
    485       1.7       477       98.4       524       2.4       520       99.2  
Total
    29,257       100.0       505               21,587       100.0       546       699  
 
At 30 June 2013 and 31 December 2012, the total amounts of the top five accounts receivable of the Group are set out below:
 
   
At 30 June
2013
   
At 31 December
2012
 
Total amount (RMB million)
    19,930       26,645  
Ageing
 
Within one year
   
Within one year
 
Percentage to the total balance of accounts receivable
    22.6 %     32.5 %


At 30 June 2013, the Group’s and the Company’s accounts receivable due from related parties amounted to RMB 16,331 million and RMB 25,873 million (2012: RMB 18,783 million and RMB 18,953 million), representing 18.5% and 88.4% (2012: 22.9% and 87.8%) of the total accounts receivable.
 
Except for the balances disclosed in Note 48, there is no amount due from shareholders who hold 5% or more voting right of the Company included in the balance of accounts receivable.
 
During the six-month period ended 30 June 2013 and 2012, the Group and the Company had no individually significant accounts receivable been fully or substantially provided allowance for doubtful accounts.
 
During the six-month period ended 30 June 2013 and 2012, 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.
 
At 30 June 2013 and 31 December 2012, the Group and the Company had no individually significant accounts receivable that aged over three years.
 
 
 
58

 


OTHER RECEIVABLES


   
The Group
   
The Company
 
   
At 30 June
2013
RMB
million
   
At 31 December
2012
RMB
million
   
At 30 June
2013
RMB
million
   
At 31 December
2012
RMB
million
 
Amounts due from subsidiaries
                49,337       36,863  
Amounts due from Sinopec Group Company and fellow subsidiaries
    1,058       486       686       191  
Amounts due from associates and jointly controlled entities
    742       1,365       679       1,324  
Amounts due from others
    11,356       8,654       6,207       5,511  
      13,156       10,505       56,909       43,889  
Less: Allowance for doubtful accounts
    1,677       1,698       1,728       1,834  
Total
    11,479       8,807       55,181       42,055  

Ageing analysis of other receivables is as follows:


   
The Group
 
   
At 30 June 2013
   
At 31 December 2012
 
   
Amount
RMB million
   
Percentage
to total
accounts
receivable
%
   
Allowance
RMB million
   
Percentage
of allowance
to accounts
receivable
balance
%
   
Amount
RMB million
   
Percentage
to total
accounts
receivable
%
   
Allowance
RMB million
   
Percentage
of allowance
to accounts
receivable
balance
%
 
Within one year
    10,376       78.9             0.0       7,468       71.1             0.0  
Between one and two years
    751       5.7       171       22.8       964       9.2       172       17.8  
Between two and three years
    265       2.0       95       35.8       414       3.9       94       22.7  
Over three years
    1,764       13.4       1,411       80.0       1,659       15.8       1,432       86.3  
Total
    13,156       100.0       1,677               10,505       100.0       1,698          

   
The Company
 
   
At 30 June 2013
   
At 31 December 2012
 
   
Amount
RMB million
   
Percentage
to total
accounts
receivable
%
   
Allowance
RMB million
   
Percentage
of allowance
to accounts
receivable
balance
%
   
Amount
RMB million
   
Percentage
to total
accounts
receivable
%
   
Allowance
RMB million
   
Percentage
of allowance
to accounts
receivable
balance
%
 
Within one year
    52,208       91.8             0.0       40,974       93.3             0.0  
Between one and two years
    1,895       3.3       12       0.6       514       1.2       13       2.5  
Between two and three years
    510       0.9       17       3.3       301       0.7       18       6.0  
Over three years
    2,296       4.0       1,699       74.0       2,100       4.8       1,803       85.9  
Total
    56,909       100.0       1,728               43,889       100.0       1,834          

At 30 June 2013 and 31 December 2012, the total amounts of the top five other receivables of the Group are set out below:

   
At 30 June
2013
   
At 31 December
2012
 
Total amount (RMB million)
    1,847       1,883  
Ageing
 
 
 
From within
one year to
over three years
   
From within
one year to
over three years
 
Percentage to the total balance of other receivables
    14.0 %     17.9 %

At 30 June 2013, the Group’s and the Company’s other receivables due from related parties amounted to RMB 1,800 million and RMB 50,702 million (2012: RMB 1,851 million and RMB 38,378 million), representing 13.7% and 89.1% (2012: 17.6% and 87.4%) of the total of other receivables.

Except for the balances disclosed in Note 48, there is no amount due from shareholders who hold 5% or more voting right of the Company included in the balance of other receivables.

During the six-month periods ended 30 June 2013 and 2012, the Group and the Company had no individually significant other receivables been fully or substantially provided allowance for doubtful accounts.

During the six-month periods ended 30 June 2013 and 2012, 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.

At 30 June 2013 and 31 December 2012, the Group and the Company had no individually significant other receivables that aged over three years.
 

 
59

 


PREPAYMENTS
   
 
Except for few individual prepayments, all prepayments are aged within one year.
   
 
Except for the balances disclosed in Note 48, there is no amount due from shareholders who hold 5% or more voting right of the Company included in the balance of prepayments.
   
10 
INVENTORIES
   
 
The Group
 
   
At 30 June
2013
RMB
million
   
At 31 December
2012
RMB
million
 
Raw materials
    111,754       115,025  
Work in progress
    21,013       20,734  
Finished goods
    81,283       79,494  
Spare parts and consumables
    2,458       3,500  
      216,508       218,753  
Less: Provision for diminution in value of inventories
    480       491  
Total
    216,028       218,262  

 
Provision for diminution in value of inventories is mainly against raw materials and finished goods. For the six-month period ended 30 June 2013, the provision for diminution in value of inventories of the Group was primarily due to the costs of raw materials and finished goods of the refining and chemicals segments were higher than their net realisable value.
   
11 
LONG-TERM EQUITY INVESTMENTS
   
 
The Group

   
Investments
in jointly
controlled
entities
RMB
million
   
Investments
in
associates
RMB
million
   
Other
equity
investments
RMB
million
   
Provision
for
impairment
losses
RMB
million
   
Total
RMB
million
 
Balance at 1 January 2013
    21,388       28,812       2,027       (166 )     52,061  
Additions for the period
    2,025       2,172       26             4,223  
Share of profits less losses under the equity method
    (10 )     884                   874  
Change of capital reserve under the equity method
          (241 )                 (241 )
Dividends declared
    (36 )     (398 )                 (434 )
Disposals for the period
          (120 )     (225 )           (345 )
Reclassifications
    2,800       (2,800 )                  
Balance at 30 June 2013
    26,167       28,309       1,828       (166 )     56,138  

 
The Company

   
Investments in
subsidiaries
RMB
million
   
Investments
in jointly
controlled
entities
RMB
million
   
Investments
in
associates
RMB
million
   
equity
investments
RMB
million
   
Provision
for
Impairment
losses
RMB
million
   
Total
RMB
million
 
Balance at 1 January 2013
    88,430       10,603       17,374       1,452       (6,392 )     111,467  
Additions for the period
    10,106       106       150       12             10,374  
Share of profits less losses under the equity method
          40       724                   764  
Change of capital reserve under the equity method
                (241 )                 (241 )
Dividends declared
          (36 )     (209 )                 (245 )
Disposals for the period
                (105 )     (219 )           (324 )
Reclassifications
          1,203       (1,203 )                  
Others (i)
    24,257       (89 )     (360 )     (114 )     (1,462 )     22,232  
Balance at 30 June 2013
    122,793       11,827       16,130       1,131       (7,854 )     144,027  

 
Note: 
 
     
 
(i) 
During the six-month period ended 30 June 2013, the Company adjusted the financial statements of the Company of the preceding year to exclude certain insignificant subsidiaries that were included in the company financial statements. This adjustment, which does not related to the consolidated financial statements of the Group, related mainly to the long-term equity investments, fixed assets and retained earnings. Total assets was reduced by RMB 3,954 million (comprising 0.38% of total assets as at 31 December 2012). Total liabilities was reduced by RMB 12,274 million (comprising 2.20% of total liabilities as at 31 December 2012). Net assets was increased by RMB 8,320 million (comprising 1.76% of net assets as at 31 December 2012). The adjustment did not result in any material impact on the Company financial statements.
 
The principal subsidiaries see Note 50.
 

 
60

 


11 
LONG-TERM EQUITY INVESTMENTS (Continued)
   
 
Principal jointly controlled entities and associates are as follows:


Name of investees
 
Register
location
 
Legal
representative
 
Registered
capital
RMB million
   
Percentage of
equity/voting
right directly
or indirectly
held by the
Company
   
Total assets at
the period end
RMB million
   
Total liability at
the period end
RMB million
   
Operating
income for
the period
RMB million
 
1. Jointly controlled entities
                                     
Shanghai Secco Petrochemical Company Limited
 
Shanghai
 
Wang Zhiqing
 
USD 901
      50 %     14,419       7,290       14,342  
BASF-YPC Company Limited
 
Jiangsu Province
 
Ma Qiulin
    11,505       40 %     25,395       9,893       11,868  
Fujian Refining and Petrochemical Company Limited
 
Fujian Province
 
Lu Dong
    12,806       50 %     41,560       34,105       33,053  
Sinopec SABIC Tianjin Petrochemical Company Limited
 
Tianjin
 
Khaled A. Almana
    6,120       50 %     21,470       14,829       13,119  
State Power-Sinopec (Ningxia) Energy Chemical Company Limited
 
Ningxia Hui Autonomous Region
 
Yang Dong
    4,600       50 %     13,645       8,761        
2. Associates
                                               
Sinopec Finance Company Limited
 
Beijing
 
Liu Yun
    10,000       49 %     119,783       103,861       1,514  
China Aviation Oil Supply Company Limited
 
Beijing
 
Sun Li
    3,800       29 %     20,331       12,289       52,915  
Zhongtian Synergetic Energy Company Limited
 
Inner Mongolia
 
Cao Zumin
    5,404       38.75 %     9,016       219        
Shanghai Chemical Industry Park Development Company Limited
 
Shanghai
 
Rong Guangdao
    2,372       38.26 %     6,400       2,538       1  
Shanghai Petroleum Company Limited
 
Shanghai
 
Xu Guobao
    900       30 %     3,695       527       320  

All the jointly controlled entities and associates above are limited companies.

The Group’s effective share of interest in the jointly controlled entities’ net assets, operating income and net loss are as follows:

   
At 30 June
2013
RMB
million
   
At 31 December
2012
RMB
million
 
Net assets
    26,167       21,388  

   
Six-month periods ended 30 June
 
   
2013
RMB
million
   
2012
RMB
million
 
Operating income
    38,467       36,002  
Net loss
    (10 )     (997 )
 
The Group’s effective share of interest in the above-mentioned principal associates’ net assets, operating income and net profit are as follows:

   
At 30 June
   
At 31 December
 
   
2013
RMB
million
   
2012
RMB
million
 
Net assets
    15,437       15,283  

   
Six-month periods ended 30 June
 
   
2013
RMB
million
   
2012
RMB
million
 
Operating income
    16,183       15,372  
Net profit
    548       788  
 
Other equity investments represent the Group’s interests in PRC privately owned enterprises which are mainly engaged in non-oil and natural gas and chemical activities and operations. This includes non-consolidated investments which the Group has over 50% equity interest but the Group has no control on the entities.
 
For the six-month period ended 30 June 2013, the Group and the company had no individually significant long-term investments which had been provided for impairment losses.

 
61

 


12 
FIXED ASSETS
   
 
The Group

   
Plants and
buildings
RMB million
   
Oil
and gas
properties
RMB million
   
Equipment,
machinery
and others
RMB million
   
Total
RMB million
 
Cost:
                       
Balance at 1 January 2013
    86,215       456,859       693,583       1,236,657  
Additions for the period
    92       1,440       110       1,642  
Transferred from construction in progress
    1,123       20,414       23,153       44,690  
Reclassifications
    380       (5,564 )     5,184        
Exchange adjustment
    (29 )     (525 )     (39 )     (593 )
Decreases for the period
    (236 )           (8,217 )     (8,453 )
Balance at 30 June 2013
    87,545       472,624       713,774       1,273,943  
Accumulated depreciation:
                               
Balance at 1 January 2013
    32,080       246,780       337,605       616,465  
Depreciation charge for the period
    1,492       16,377       18,385       36,254  
Reclassifications
    95       (5,566 )     5,471        
Exchange adjustment
    (10 )     (277 )     (14 )     (301 )
Decreases for the period
    (99 )           (7,244 )     (7,343 )
Balance at 30 June 2013
    33,558       257,314       354,203       645,075  
Provision for impairment losses:
                               
Balance at 1 January 2013
    2,410       11,005       17,808       31,223  
Additions for the period
    1             43       44  
Exchange adjustment
                (2 )     (2 )
Decreases for the period
    (26 )           (116 )     (142 )
Balance at 30 June 2013
    2,385       11,005       17,733       31,123  
                                 
Net book value:
                               
Balance at 30 June 2013
    51,602       204,305       341,838       597,745  
Balance at 31 December 2012
    51,725       199,074       338,170       588,969  

 
The Company

   
Plants and
buildings
RMB million
   
Oil
and gas
properties
RMB million
   
Equipment,
machinery
and others
RMB million
   
Total
RMB million
 
Cost:
                       
Balance at 1 January 2013
    68,009       392,548       530,077       990,634  
Additions for the period
    1       1,019       45       1,065  
Transferred from construction in progress
    1,000       17,782       20,144       38,926  
Reclassifications
    460       (5,482 )     5,022        
Transferred to subsidiaries
    (187 )           (4,740 )     (4,927 )
Decreases for the period
    (182 )           (1,981 )     (2,163 )
Other adjustments (Note 11(i))
    (4,338 )     4,784       (17,937 )     (17,491 )
Balance at 30 June 2013
    64,763       410,651       530,630       1,006,044  
Accumulated depreciation:
                               
Balance at 1 January 2013
    24,951       207,674       256,514       489,139  
Depreciation charge for the period
    1,068       13,795       13,662       28,525  
Reclassifications
    99       (5,483 )     5,384        
Transferred to subsidiaries
    (50 )           (1,388 )     (1,438 )
Decreases for the period
    (77 )           (1,109 )     (1,186 )
Other adjustments (Note 11(i))
    (1,207 )     7,205       (12,424 )     (6,426 )
Balance at 30 June 2013
    24,784       223,191       260,639       508,614  
Provision for impairment losses:
                               
Balance at 1 January 2013
    1,768       9,411       14,899       26,078  
Decreases for the period
    (23 )           (94 )     (117 )
Other adjustments (Note 11(i))
    (26 )     (480 )     (53 )     (559 )
Balance at 30 June 2013
    1,719       8,931       14,752       25,402  
Net book value:
                               
Balance at 30 June 2013
    38,260       178,529       255,239       472,028  
Balance at 31 December 2012
    41,290       175,463       258,664       475,417  


 
62

 


12 
FIXED ASSETS (Continued)
   
 
The additions in the exploration and production segment and oil and gas properties of the Group and the Company for six-month period ended 30 June 2013 included RMB 1,440 million (2012: RMB 517 million) (Note 30) and RMB 1,019 million (2012: RMB 488 million), respectively of the estimated dismantlement costs for site restoration.
   
 
At 30 June 2013 and 31 December 2012, the Group and the Company had no individually significant fixed assets which were pledged.
   
 
At 30 June 2013 and 31 December 2012, the Group and the Company had no individually significant fixed assets which were temporarily idle or pending for disposal.
   
 
At 30 June 2013 and 31 December 2012, the Group and the Company had no individually significant fully depreciated fixed assets which were still in use.
   
13 
CONSTRUCTION IN PROGRESS


   
The Group
RMB
million
   
The Company
RMB
million
 
Cost:
           
Balance at 1 January 2013
    169,700       152,922  
Additions for the period
    50,030       32,209  
Exchange adjustment
    (20 )      
Transferred to subsidiaries
          (535 )
Dry hole costs written off
    (3,335 )     (3,335 )
Transferred to fixed assets
    (44,690 )     (38,926 )
Reclassification to other assets
    (4,006 )     (3,691 )
Balance at 30 June 2013
    167,679       138,644  
Provision for impairment losses:
               
Balance at 1 January 2013
    723       723  
Decreases for the period
          (38 )
Balance at 30 June 2013
    723       685  
Net book value:
               
Balance at 30 June 2013
    166,956       137,959  
Balance at 31 December 2012
    168,977       152,199  

At 30 June 2013, major construction projects of the Group are as follows:

Project name
 
Budgeted
amount
RMB million
   
Balance
at 1 January
2013
RMB million
   
Net
change
for the
period
RMB million
   
Balance
at 30 June
2013
RMB million
   
Percentage of
Completion
%
 
Source of
funding
 
Accumulated
interest
capitalised
at 30 June
2013
RMB million
 
                                       
Wuhan 800,000 tonnes per year Ethylene Construction Project
    16,563       14,734       60       14,794       89 %
Bank loans &
self-financing
    1,074  
Anqing sour Crude Oil Processing Adaptation Revamping and Oil Quality Upgrading Project
    6,769       5,155       (880 )     4,275       86 %
Bank loans &
self-financing
    295  
Maoming Oil Quality Upgrading Project
    4,414       3,110       (2,829 )     281       95 %
Bank loans &
self-financing
    100  
Yangzi Oil Quality and Inferior Crude Oil  Reconstruction Project
    7,865       2,594       1,235       3,829       49 %
Bank loans &
self-financing
    66  
Shandong LNG Project
    10,716       2,002       1,019       3,021       28 %
Self-financing
     


 
63

 


14 
INTANGIBLE ASSETS
   
 
The Group


   
Land use
rights
RMB million
   
Patents
RMB million
   
Non-patent
technology
RMB million
   
Operation
rights
RMB million
   
Others
RMB million
   
Total
RMB million
 
Cost:
                                   
Balance at 1 January 2013
    43,002       3,704       2,715       11,851       2,215       63,487  
Additions for the period
    2,403       37       18       1,976       185       4,619  
Decreases for the period
    (71 )           (9 )     (58 )           (138 )
Balance at 30 June 2013
    45,334       3,741       2,724       13,769       2,400       67,968  
Accumulated amortisation:
                                               
Balance at 1 January 2013
    6,562       2,723       1,215       1,359       1,213       13,072  
Additions for the period
    637       78       116       370       136       1,337  
Decreases for the period
    (13 )           (9 )     (11 )           (33 )
Balance at 30 June 2013
    7,186       2,801       1,322       1,718       1,349       14,376  
Provision for impairment losses:
                                               
Balance at 1 January 2013
    200       304       24       37       16       581  
Additions for the period
    2                               2  
Decreases for the period
    (7 )                             (7 )
Balance at 30 June 2013
    195       304       24       37       16       576  
Net book value:
                                               
Balance at 30 June 2013
    37,953       636       1,378       12,014       1,035       53,016  
Balance at 31 December 2012
    36,240       677       1,476       10,455       986       49,834  

 
Amortisation of the intangible assets of the Group charged for the six-month period ended 30 June 2013 is RMB 1,171 million (2012: RMB 945 million).
   
15 
GOODWILL
   
 
Goodwill is allocated to the following Group’s cash-generating units:
 
Name of investees
 
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Sinopec Beijing Yanshan Branch (“Sinopec Yanshan”)
    1,157       1,157  
Sinopec Zhenhai Refining and Chemical Branch (“Sinopec Zhenhai”)
    4,043       4,043  
Sinopec (Hong Kong) Limited
    853       853  
Multiple units without individual significant goodwill
    204       204  
Total
    6,257       6,257  
 
 
Goodwill represents the excess of the cost of purchase over the fair value of the underlying assets and liabilities. The recoverable amounts of the above cash generating units are determined based on value in use calculations. These calculations use cash flow projections based on financial budgets approved by management covering a one-year period and pre-tax discount rates primarily ranging from 11.3% to 12.4% (2012: 11.5% to 12.5%). Cash flows beyond the one-year period are maintained constant. Based on the estimated recoverable amount, no impairment loss was recognised. However, as key assumptions on which management has made in respect of future cash projections are subject to change, management believes that any adverse change in the assumptions would cause the carrying amount to exceed its recoverable amount.
   
 
Key assumptions used for cash flow forecasts for these entities are the gross margin and sales volume. Management determined the budgeted gross margin based on the gross margin achieved in the period immediately before the budget period and management’s expectation on the future trend of the prices of crude oil and petrochemical products. The sales volume was based on the production capacity and/or the sales volume in the period immediately before the budget period.
   
16 
LONG-TERM DEFERRED EXPENSES
   
 
Long-term deferred expenses primarily represent prepaid rental expenses over one year and catalysts expenditures.


 
64

 


17 
DEFERRED TAX ASSETS AND LIABILITIES
   
 
Deferred tax assets and liabilities before the consolidated elimination adjustments are as follows:


   
Assets
   
Liabilities
   
Net balance
 
   
At
30 June
2013
RMB million
   
At
31 December
2012
RMB million
   
At
30 June
2013
RMB million
   
At
31 December
2012
RMB million
   
At
30 June
2013
RMB million
   
At
31 December
2012
RMB million
 
Current
                                   
Receivables and inventories
    3,486       3,292                   3,486       3,292  
Accruals
    402       421                   402       421  
Cash flow hedges
    31       36       (13 )           18       36  
Non-current
                                               
Fixed assets
    7,096       7,467       (15,694 )     (15,661 )     (8,598 )     (8,194 )
Tax value of losses carried forward
    2,461       3,051                   2,461       3,051  
Embedded derivative component of the convertible bonds
                (554 )     (364 )     (554 )     (364 )
Others
    1,116       863       (311 )     (18 )     805       845  
Deferred tax assets/(liabilities)
    14,592       15,130       (16,572 )     (16,043 )     (1,980 )     (913 )

The consolidated elimination amount between deferred tax assets and liabilities are as follows:

   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Deferred tax assets
    9,503       8,749  
Deferred tax liabilities
    9,503       8,749  

Deferred tax assets and liabilities after the consolidated elimination adjustments are as follows:

   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Deferred tax assets
    5,089       6,381  
Deferred tax liabilities
    7,069       7,294  


 
At 30 June 2013, certain subsidiaries of the Company did not recognise deferred tax of deductable loss carried forward of RMB 14,818 million (2012: RMB 11,510 million), of which RMB 1,185 million (2012: RMB 2,151 million) was incurred for the period ended 30 June 2013, because it was not probable that the related tax benefit will be realised. These deductable losses carried forward of RMB 5,265 million, RMB 782 million, RMB 272 million, RMB 3,474 million, RMB 3,840 million and RMB 1,185 million will expire in 2013, 2014, 2015, 2016, 2017 and 2018, respectively.
   
 
Periodically, management performed assessment on the probability that future taxable profit will be available over the period which the deferred tax assets can be realised or utilised. In assessing the probability, both positive and negative evidence were considered, including whether it is probable that the operations will have sufficient future taxable profits over the periods which the deferred tax assets are deductible or utilised and whether the tax losses result from identifiable causes which are unlikely to recur. During the six-month period ended 30 June 2013, write-down of deferred tax assets amounted to RMB 773 million (2012: RMB 612 million).
   
18 
OTHER NON-CURRENT ASSETS
   
 
Other non-current assets mainly represent prepayments for construction projects and purchases of equipment.


 
65

 


19 
DETAILS OF IMPAIRMENT LOSSES
   
 
At 30 June 2013, impairment losses of the Group are analysed as follows:
 
   
Note
   
Balance at
1 January
2013
RMB million
   
Provision for
the period
RMB million
   
Written
 back for
the period
RMB million
   
Written
 off for
the period
RMB million
   
Other
(decrease)/
increase
RMB million
   
Balance at
30 June
2013
RMB million
 
Allowance for doubtful accounts
                   
 
                   
Included:
                                         
Accounts receivable
    7       699       5       (6 )     (4 )     1       695  
Other receivables
    8       1,698       6       (25 )           (2 )     1,677  
Prepayments
            47             (2 )                 45  
              2,444       11       (33 )     (4 )     (1 )     2,417  
Inventories
    10       491       51             (53 )     (9 )     480  
Long-term equity investments
    11       166                               166  
Fixed assets
    12       31,223       44             (140 )     (4 )     31,123  
Construction in progress
    13       723                               723  
Intangible assets
    14       581                   (7 )     2       576  
Goodwill
    15       7,657                               7,657  
Others
            12                               12  
Total
            43,297       106       (33 )     (204 )     (12 )     43,154  
 
 
The reasons for recognising impairment losses are set out in the respective notes of respective assets.
   
20 
SHORT-TERM LOANS
   
 
The Group’s short-term loans represent:
 
   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Short-term bank loans
    45,235       27,597  
Loans from Sinopec Group Company and fellow subsidiaries
    56,272       42,631  
Total
    101,507       70,228  


 
At 30 June 2013, the Group’s weighted average interest rate per annum on short-term loans was 1.8% (2012: 1.9%). The majority of the above loans are by credit.
   
 
Except for the balances disclosed in Note 48, there is no amount due to shareholders who hold 5% or more voting right of the Company included in the balance of short-term loans.
   
 
At 30 June 2013 and 31 December 2012, the Group had no significant overdue short-term loan.
   
21 
BILLS PAYABLE
   
 
Bills payable primarily represented bank accepted bills for the purchase of material, goods and products. Bills payable were due within one year.
   
22 
ACCOUNTS PAYABLE
   
 
Except for the balances disclosed in Note 48, there is no amount due to shareholders who hold 5% or more voting right of the Company included in the balance of accounts payable.
   
 
At 30 June 2013 and 31 December 2012, the Group had no individually significant accounts payable aged over one year.
   
23 
ADVANCES FROM CUSTOMERS
   
 
Except for the balances disclosed in Note 48, there is no amount due to shareholders who hold 5% or more voting right of the Company included in the balance of advances from customers.
   
 
At 30 June 2013 and 31 December 2012, the Group had no individually significant advances from customers aged over one year.


 
66

 


24 
EMPLOYEE BENEFITS PAYABLE
   
 
At 30 June 2013 and 31 December 2012, the Group’s employee benefits payable primarily represented wages payable and social insurance payable.
   
25 
TAXES PAYABLE
   
 
The Group


   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Value-added tax
    4,168       (16,494 )
Consumption tax
    10,769       16,572  
Income tax
    3,363       6,045  
Special oil income levy
    6,056       9,515  
Resources tax
    1,086       1,239  
Other taxes
    4,387       5,108  
Total
    29,829       21,985  


26 
OTHER PAYABLES
   
 
At 30 June 2013 and 31 December 2012, the Group’s other payables primarily represented payables for constructions.
   
 
Except for the balances disclosed in Note 48, there is no amount due to shareholders who hold 5% or more voting right of the Company included in the balance of other payables.
   
 
At 30 June 2013 and 31 December 2012, the Group had no individually significant other payables aged over three years.
   
27 
NON-CURRENT LIABILITIES DUE WITHIN ONE YEAR
   
 
The Group’s non-current liabilities due within one year represent:

   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Long-term bank loans
           
– Renminbi loans
    11,822       15,260  
– Japanese Yen loans
    65       76  
– US Dollar loans
    52       51  
      11,939       15,387  
Long-term other loans
               
– Renminbi loans
          69  
– US Dollar loans
          10  
            79  
Long-term loans from Sinopec Group Company and fellow subsidiaries
               
– Renminbi loans
    430       110  
– US Dollar loans
    299       178  
      729       288  
Long-term loans due within one year
    12,668       15,754  
Debentures payable due within one year
    43,372        
Non-current liabilities due within one year
    56,040       15,754  
 
 
 At 30 June 2013 and 31 December 2012, the Group had no significant overdue long-term loans.

 
67

 


28 
LONG-TERM LOANS
   
 
The Group’s long-term loans represent:


   
Interest rate and final maturity
   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Long-term bank loans
                 
– Renminbi loans
 
 
Interest rates ranging from interest free to 6.40% per annum at 30 June 2013 with maturities through 2025
      14,820       16,910  
– Japanese Yen loans
 
 
Interest rate at 2.60% per annum at 30 June 2013 with maturities in 2023
      641         785    
– US Dollar loans
 
 
Interest rates ranging from interest free to 4.00% per annum at 30 June 2013 with maturities through 2031
      956       353  
Less: Current portion
          (11,939 )     (15,387 )
Long-term bank loans
          4,478       2,661  
Long-term other loans
                     
– Renminbi loans
                68  
– US Dollar loans
                19  
Less: Current portion
                  (79 )
Long-term other loans
                  8  
Long-term loans from Sinopec Group Company and fellow subsidiaries
                       
– Renminbi loans
 
 
Interest rates ranging from interest free to 7.40%
per annum at 30 June 2013 with
maturities through 2020
      37,385       37,700  
– US Dollar loans
 
 
Interest rates at 2.43% per annum at 30 June 2013 with
maturities in 2013
      299       186  
Less: Current portion
            (729 )     (288 )
Long-term loans from Sinopec Group Company and fellow subsidiaries
            36,955       37,598  
Total
            41,433       40,267  

The maturity analysis of the Group’s long-term loans is as follows:

   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Between one and two years
    1,466       1,520  
Between two and five years
    3,473       2,378  
After five years
    36,494       36,369  
Total
    41,433       40,267  

At 30 June 2013, the top five long-term loans (including long-term loans due within one year) of the Group are set out below:

Lenders
 
Borrowing dates
 
Maturity dates
Currency
 
Interest rate
   
Remaining
balance at
30 June
2013
   
Remaining
balance at
31 December
2012
 
                   
RMB
million
   
RMB
million
 
Sinopec Group Company
 
18 October 2000
 
31 December 2020
RMB
 
Interest free
      35,560       35,560  
China Development Bank
 
20 January 2005
 
20 December 2013
RMB
    5.90 %     4,000       5,000  
Bank of China
 
31 August 2010
 
30 August 2013
RMB
    5.54 %     1,995       1,996  
Bank of China
 
19 November 2010
 
18 November 2013
RMB
    5.54 %     1,994       1,996  
Industrial and Commercial Bank of China
 
21 September 2010
 
20 September 2013
RMB
    5.54 %     1,494       1,496  

  Except for the balances disclosed in Note 48, there is no amount due to shareholders who hold 5% or more voting right of the Company included in the balance of long-term loans.
 
 
  Long-term loans are primarily unsecured, and carried at amortised costs.


 
68

 


29 
DEBENTURES PAYABLE
   
 
The Group

Short-term corporate bonds (i)
 
At 30 June
2013
RMB million
10,000
   
At 31 December
2012
RMB million
30,000
 
Debentures payable:
           
– Corporate Bonds (ii)
    81,445       60,000  
– 2007 Convertible Bonds (iii)
    10,902       10,956  
– Bonds with Warrants (iv)
    28,970       28,327  
– 2011 Convertible Bonds (v)
    22,289       22,566  
Less: Current portion
    (43,372 )      
Total
    100,234       121,849  

 
Note: 
 
     
 
(i) 
The Company issued 270-day corporate bonds of face value RMB 10 billion to corporate investors in the PRC debenture market on 19 November 2012 at par value of RMB 100. The effective yield of the 270-day corporate bonds is 3.90% per annum.
     
 
(ii) 
These corporate bonds are guaranteed by Sinopec Group Company and carried at amortised cost.
     
 
(iii) 
On 24 April 2007, the Company issued zero coupon convertible bonds due 2014 with an aggregate principal amount of HKD 11.7 billion (the “2007 Convertible Bonds”). The 2007 Convertible Bonds are convertible into shares of the Company from 4 June 2007 onwards at a price of HKD10.76 per share, subject to adjustment for subdivision or consolidation of shares, bonus issues, rights issues, capital distribution, change of control and other events, which have a dilutive effect on the issued share capital of the Company (“the Conversion Option”). Unless previously redeemed, converted or purchased and cancelled, the 2007 Convertible Bonds will be redeemed on the maturity date at 121.069% of the principal amount. The Company has an early redemption option at any time after 24 April 2011 (subject to certain criteria) (“the Early Redemption Option”) and a cash settlement option when the holders exercise their conversion right (“the Cash Settlement Option”).
     
   
The Company redeemed some of the 2007 Convertible Bonds in 2011 at an early redemption amount of the principal amount of HKD 39 million.
     
   
During the six-month period ended 30 June 2013, the conversion price of the 2007 Convertible Bonds was adjusted to HKD 8.10 per share as a result of cash dividends, bonus issues and transfer of capital reserve to share capital.
     
   
At 30 June 2013, the carrying amounts of liability and derivative components, representing the Conversion Option, the Early Redemption Option and the Cash Settlement Option, of the 2007 Convertible Bonds were RMB 10,869 million (2012: RMB 10,842 million) and RMB 33 million (2012: RMB 114 million), respectively. No conversion of the 2007 Convertible Bonds has occurred up to 30 June 2013.
     
   
At 30 June 2013 and 31 December 2012, the fair value of the derivative component of the 2007 Convertible Bonds was calculated using the Black-Scholes Model. The following are the major inputs used in the Black-Scholes Model:


   
At 30 June
2013
   
At 31 December
2012
 
Stock price of H shares
 
HKD 5.46
   
HKD 8.78
 
Conversion price
 
HKD 8.10
   
HKD 10.60
 
Option adjusted spread
 
150 basis points
   
150 basis points
 
Average risk free rate
    0.47 %     0.39 %
Average expected life
 
0.8 years
   
1.3 years
 

   
Any changes in the major inputs into the Black-Scholes Model will result in changes in the fair value of the derivative component. The change in the fair value of the derivative component from 31 December 2012 to 30 June 2013 resulted in an unrealised gain from changes in fair value of RMB 79 million (2012: an unrealised gain of RMB 26 million), which has been recorded as “gain from changes in fair value” in the income statement for the six-month period ended 30 June 2013.
     
   
The initial carrying amount of the liability component is the residual amount, which is the cash proceeds from issuance of debentures after deducting the allocated issuance cost of the 2007 Convertible Bonds relating to the liability component and the fair value of the derivative component as at 24 April 2007. Interest expense is calculated using the effective interest method by applying the effective interest rate of 4.19% to the adjusted liability component.
     
 
(iv) 
On 26 February 2008, the Company issued convertible bonds with stock warrants due 2014 with an aggregate principal amount of RMB 30 billion in the PRC (the “Bonds with Warrants”). The Bonds with Warrants, which bear a fixed interest rate of 0.80% per annum payable annually, were issued at par value of RMB 100. The Bonds with Warrants were guaranteed by Sinopec Group Company.
     
   
The initial recognition of the liability component of the Bond with Warrants is measured as the present value of the future interest and principal payments, discounted at the market rate of interest applicable at the time of initial recognition to similar liabilities that do not have a conversion option. Interest expense is calculated using the effective interest method by applying the effective interest rate of 5.40% to the liability component. On 4 March 2010, Warrants of the bonds have already expired.


 
69

 


29 
DEBENTURES PAYABLE (Continued)
   
 
Note: (Continued)
     
 
(v) 
On 1 March 2011, the Company issued convertible bonds due 2017 with an aggregate principal amount of RMB 23 billion in the PRC (the “2011 Convertible Bonds”). The 2011 Convertible Bonds are issued at par value of RMB 100 and bear a fixed interest rate of 0.5% per annum for the first year, 0.7% for the second year, 1.0% for the third year, 1.3% for the fourth year, 1.8% for the fifth year and 2.0% for the sixth year. The holders can convert the 2011 Convertible Bonds into shares of the Company from 24 August 2011 onwards at an initial conversion price of RMB 9.73 per share, subject to adjustment for, amongst other things, cash dividends, subdivision or consolidation of shares, bonus issues, issue of new shares, rights issues, capital distribution, change of control and other events which have an effect on the issued share capital of the Company (the “Conversion Option”). Unless previously redeemed, converted or purchased and cancelled, the 2011 Convertible Bonds will be redeemed within 5 trading days after maturity at 107% of the principal amount, including interest for the sixth year. The initial carrying amounts of the liability component and the derivative component, representing the Conversion Option of the 2011 Convertible Bonds, were RMB 19,279 million and RMB 3,610 million, respectively.
     
   
During the term of the 2011 Convertible Bonds, the conversion price may be subject to downward adjustment that if the closing prices of the Company’s A Shares in any fifteen trading days out of any thirty consecutive trading days are lower than 80% of the prevailing conversion price, the board of directors may propose downward adjustment to the conversion price subject to the shareholders’ approval. The adjusted conversion price shall be not less than (a) the average trading price of the Company’s A Shares for the twenty trading days prior to the shareholders’ approval, (b) the average trading price of the Company’s A Shares on the day immediately before the shareholders’ approval, (c) the net asset value per share based on the latest audited financial statements prepared under ASBE, and (d) the nominal value per share.
     
   
At 30 June 2013, the carrying amounts of the liability component and the derivative component were RMB 20,509 million (2012: RMB 20,104 million) and RMB 1,780 million (2012: RMB 2,462 million), respectively.
     
   
During the six-month period ended 30 June 2013, the conversion price of the 2011 Convertible Bonds was adjusted to RMB 5.22 per share as a result of cash dividends, bonus issues and transfer of capital reserve to share capital.
     
   
During the six-month period ended 30 June 2013, RMB 541,000 of the 2011 Convertible Bonds were converted into 78,261 A shares of the Company.
     
   
At 30 June 2013 and 31 December 2012, the fair value of the derivative component of the 2011 Convertible Bonds was calculated using the Binomial Model. The following are the major inputs used in the Binomial Model:


   
At 30 June
2013
   
At 31 December
2012
 
Stock price of A shares
 
RMB 4.18
   
RMB 6.92
 
Conversion price
 
RMB 5.22
   
RMB 6.98
 
Credit spread
 
100 basis points
   
120 basis points
 
RMB onshore swap rate
    3.80 %     3.66 %

 
Any change in the major inputs into the Binomial Model will result in changes in the fair value of the derivative component. The changes in the fair value of the derivative component from 31 December 2012 to 30 June 2013 resulted in an unrealised gain of RMB 682 million (2012: RMB 532 million), which has been recorded as “gain from changes in fair value” in the income statement for the six-month period ended 30 June 2013.
   
 
The initial carrying amount of the liability component of the 2011 Convertible Bonds is the residual amount, which is after deducting the allocated issuance cost of the 2011 Convertible Bonds relating to the liability component and the fair value of the derivative component on 1 March 2011. Interest expense is calculated using the effective interest method by applying the effective interest rate of 5.10% to the adjusted liability component.
   
30 
PROVISIONS
   
 
Provisions primarily represent provision for future dismantlement costs of oil and gas properties. The Group has established certain standardised measures for the dismantlement of its retired oil and gas properties by making reference to the industry practices and is thereafter constructively obligated to take dismantlement measures of its retired oil and gas properties. Movement of provision of the Group’s obligations for the dismantlement of its retired oil and gas properties is as follows:


   
The Group
RMB million
 
Balance at 1 January 2013
    21,525  
Provision for the period
    1,440  
Accretion expenses
    369  
Utilised for the period
    (3 )
Exchange adjustment
    (16 )
Balance at 30 June 2013
    23,315  


 
70

 


31 
SHARE CAPITAL
   
 
The Group
 
 
   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Registered, issued and fully paid:
           
91,051,839,372 domestic listed A shares (2012:70,039,798,886) of RMB 1.00 each
    91,052       70,040  
25,513,438,600 overseas listed H shares (2012:16,780,488,000) of RMB 1.00 each
    25,513       16,780  
Total
    116,565       86,820  
 
 
 
The Company was established on 25 February 2000 with a registered capital of 68.8 billion state-owned domestic shares with a par value of RMB 1.00 each, which were all held by Sinopec Group Company (Note 1).
   
 
Pursuant to the resolutions passed at an Extraordinary General Meeting of the Company held on 25 July 2000 and the approval from relevant authorities, the Company issued 15,102,439,000 H shares with a par value of RMB 1.00 each in its initial global offering in October 2000. The shares include 12,521,864,000 H shares and 25,805,750 American Depositary Shares (“ADSs”, each representing 100 H shares) at prices of HKD 1.59 and USD 20.645 respectively. As part of the offering, 1,678,049,000 shares were offered in placing to Hong Kong and overseas investors.
   
 
In July 2001, the Company issued 2.8 billion listed A shares with a par value of RMB 1.00 each at RMB 4.22 by way of a public offering to natural persons and institutional investors in the PRC.
   
 
During the year ended 31 December 2012, the Company issued 117,724,450 listed A shares with a par value of RMB 1.00 each, as a result of exercise of conversion by the holders of the 2011 Convertible Bonds.
   
 
During the six-month period ended 30 June 2013, the Company issued 78,261 listed A shares with a par value of RMB 1.00 each, as a result of exercise of conversion by the holders of the 2011 Convertible Bonds.
   
 
On 14 February 2013, the Company issued 2,845,234,000 listed H shares (“the Placing”) with a par value of RMB 1.00 each at the Placing Price of HKD 8.45 per share. The aggregate gross proceeds from the Placing amounted to approximately HKD 24,042,227,300 and the aggregate net proceeds (after deduction of the commissions and estimated expenses) amounted to approximately HKD23,970,100,618.
   
 
In June 2013, the Company issued 21,011,962,225 listed A shares and 5,887,716,600 listed H shares as a result of bonus issues of 2 shares converted from the retained earnings, and 1 share transferred from capital reserves for every 10 existing shares (Note 46).
   
 
All A shares and H shares rank pari passu in all material aspects.
   
32 
CAPITAL RESERVE
   
 
The movements in capital reserve of the Group are as follows:
 
 
   
RMB million
 
Balance at 1 January 2013
    30,574  
Changes in fair value of cash flow hedge, net of deferred tax (Note 45)
    82  
Changes in fair value of available-for-sale financial assets, net of deferred tax (i)
    890  
Share of other comprehensive income in associates
    (241 )
Capitalisation
    (8,967 )
Right issue of H shares, net of issuance cost (Note 31)
    16,561  
Acquisition of minority interests of subsidiaries
    (13 )
Contributions by subsidiaries from non-controlling interests
    618  
Balance at 30 June 2013
    39,504  
 
 
 
Capital reserve represents mainly: (a) the difference between the total amount of the par value of shares issued and the amount of the net assets transferred from Sinopec Group Company in connection with the Reorganisation; (b) share premiums derived from issuances of H shares and A shares by the Company and excess of cash paid by investors over their proportionate shares in share capital, the proportionate shares of unexercised portion of the Bond with Warrants at the expiration date, and the amount transferred from the proportionate liability component and the derivative component of the converted portion of the 2011 Convertible Bonds; (c) difference between consideration paid for the combination of entities under common control over the carrying amount of the net assets acquired; and (d) adjustment for changes in fair value of available-for-sale financial assets.
     
 
Note:
     
 
(i) 
The available-for-sale financial assets held by the Group are carried at fair value with any changes in fair value, net of deferred tax, recognised directly in capital reserve.


 
71

 


33 
SPECIFIC RESERVE
   
 
According to relevant PRC regulations, the Group is required to transfer an amount to specific reserve for the safety production fund based on the turnover of certain refining and chemicals products or based on the production volume of crude oil and natural gas. The movements of specific reserve are as follows:
 
 
   
The Group
 
   
RMB million
 
Balance at 1 January 2013
    3,550  
Provision for the period
    2,458  
Utilisation for the period
    (1,385 )
Balance at 30 June 2013
    4,623  
 
 
34 
SURPLUS RESERVES
   
 
Movements in surplus reserves are as follows:
 
 
   
The Group
 
   
Statutory
surplus
reserve
RMB million
   
Discretionary
surplus
reserve
RMB million
   
Total
RMB million
 
Balance at 1 January 2013
    67,603       117,000       184,603  
Appropriation
    2,493             2,493  
Balance at 30 June 2013
    70,096       117,000       187,096  


 
The Articles of Association of the Company and the PRC Company Law have set out the following profit appropriation plans:
     
 
(a) 
10% of the net profit is transferred to the statutory surplus reserve. In the event that the reserve balance reaches 50% of the registered capital, no transfer is needed;
     
 
(b) 
After the transfer to the statutory surplus reserve, a transfer to discretionary surplus reserve can be made upon the passing of a resolution at the shareholders’ meeting.
     
35 
OPERATING INCOME AND OPERATING COSTS


   
The Group
   
The Company
 
   
Six-month periods ended 30 June
   
Six-month periods ended 30 June
 
   
2013
   
2012
   
2013
   
2012
 
   
RMB million
   
RMB million
   
RMB million
   
RMB million
 
Income from principal operations
    1,395,934       1,327,466       763,933       759,291  
Income from other operations
    19,310       20,606       19,661       19,497  
Total
    1,415,244       1,348,072       783,594       778,788  
Operating cost
    1,213,550       1,152,431       630,595       620,503  

 
The income from principal operations represents revenue from sales of crude oil, natural gas, petroleum and chemical products. Operating costs primarily represents the products cost related to the principal operations. The Group’s segmental information is set out in Note 53.
   
 
For the six-month period ended 30 June 2013, revenue from sales to top five customers amounted to RMB 107,889 million (2012: RMB 147,200 million) which accounted for 8% (2012: 11%) of total operating income of the Group.
   
36 
SALES TAXES AND SURCHARGES
   
 
The Group

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Consumption tax
    66,004       64,020  
Special oil income levy
    12,938       16,472  
City construction tax
    6,459       5,892  
Education surcharge
    4,849       4,536  
Resources tax
    3,658       3,989  
Other taxes
    543       358  
Total
    94,451       95,267  

 
The applicable tax rate of the sales taxes and surcharges are set out in Note 4.


 
72

 


37 
FINANCIAL EXPENSES
   
 
The Group

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Interest expenses incurred
    5,643       6,169  
Less: Capitalised interest expenses
    811       639  
Net interest expenses
    4,832       5,530  
Accretion expenses (Note 30)
    369       416  
Interest income
    (592 )     (563 )
Net foreign exchange (gain)/loss
    (1,317 )     150  
Total
    3,292       5,533  


 
The interest rates per annum at which borrowing costs were capitalised during the six-month period ended 30 June 2013 by the Group ranged from 0.9% to 6.2% (2012: 3.8% to 6.2%).
   
38 
EXPLORATION EXPENSES
   
 
Exploration expenses include geological and geophysical expenses and written-off of unsuccessful dry hole costs.
   
39 
IMPAIRMENT LOSSES
   
 
The Group


   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Receivables
    (22 )     (167 )
Inventories
    51       7,218  
Fixed assets
    44        
Others
          (3 )
Total
    73       7,048  


40
GAIN FROM CHANGES IN FAIR VALUE
   
 
The Group


   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Changes in fair value of financial assets and liabilities held for trading
    (25 )     9  
Fair value gain on the embedded derivative component of the convertible bonds (Note 29(iii) and (v))
    761       506  
Unrealised losses from ineffective portion of cash flow hedges
          (5 )
Others
    1        
Total
    737       510  


41 
INVESTMENT INCOME

 
   
The Group
   
The Company
 
   
Six-month periods ended 30 June
   
Six-month periods ended 30 June
 
   
2013
   
2012
   
2013
   
2012
 
   
RMB million
   
RMB million
   
RMB million
   
RMB million
 
Income from investment accounted for under cost method
    11       33       4,768       5,006  
Income from investment accounted for under equity method
    874       323       764       822  
Investment income from disposal of long-term equity investments
    4                    
Investment income from holding/disposal of available-for-sale financial assets
    11             10        
Investment loss from disposal of financial assets and liabilities held for trading
    (39 )     (306 )            
Gains from ineffective portion of cash flow hedges
    23       155              
Others
    24       27       181       230  
Total
    908       232       5,723       6,058  


 
73

 


42 
NON-OPERATING INCOME
   
 
The Group

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Gain on disposal of non-current assets
    61       581  
Government grants
    540       554  
Others
    556       227  
Total
    1,157       1,362  

43 
NON-OPERATING EXPENSES
   
 
The Group

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Loss on disposal of non-current assets
    156       122  
Fines, penalties and compensation
    13       36  
Donations
    103       42  
Others
    606       387  
Total
    878       587  

44 
INCOME TAX EXPENSE
   
 
The Group

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Provision for income tax for the period
    11,151       10,418  
Deferred taxation
    864       (1,554 )
Under-provision for income tax in respect of preceding year
    453       473  
Total
    12,468       9,337  

 
Reconciliation between actual income tax expense and accounting profit at applicable tax rates is as follows:
   
 
The Group

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Profit before taxation
    43,972       34,283  
Expected income tax expense at a tax rate of 25%
    10,993       8,571  
Tax effect of non-deductible expenses
    133       220  
Tax effect of non-taxable income
    (351 )     (124 )
Tax effect of preferential tax rate (Note)
    (1,028 )     (916 )
Effect of income taxes from foreign operations in excess of taxes at the PRC statutory tax rate (Note)
    1,276       101  
Tax effect of utilisation of previously unrecognised tax losses and temporary differences
    (75 )     (152 )
Tax effect of unrecognised temporary differences
    (2 )     14  
Tax effect of tax losses not recognised
    296       538  
Write-down of deferred tax assets
    773       612  
Adjustment for under-provision for income tax in respect of preceding years
    453       473  
Actual income tax expense
    12,468       9,337  

 
Note:
   
 
The provision for PRC current income tax is based on a statutory income tax rate of 25% of the assessable income of the Group as determined in accordance with the relevant income tax rules and regulations of the PRC, except for certain entities of the Group in western regions in the PRC are taxed at preferential income tax rate of 15% through the year 2020, and the foreign operation in the Republic of Angola (“Angola”) that is taxed at 50% of the assessable income as determined in accordance with the relevant income tax rules and regulations of Angola.


 
74

 


45 
OTHER COMPREHENSIVE INCOME
   
 
The Group


   
Six-month period ended
30 June 2013
   
Six-month period ended
30 June 2012
 
   
Before-tax
amount
RMB million
   
Tax effect
RMB million
   
Net-of-tax
amount
RMB million
   
Before-tax
amount
RMB million
   
Tax effect
RMB million
   
Net-of-tax
amount
RMB million
 
Cash flow hedges:
                                   
Effective portion of changes in fair value of hedging instruments recognised during the period
    (135 )     22       (113 )     804       (133 )     671  
Amounts transferred to initial carrying amount of hedged items
    (39 )     6       (33 )     (235 )     39       (196 )
Reclassification adjustments for amounts transferred to the operating income/costs for the period
    272       (44 )     228       (568 )     94       (474 )
Net movement during the period recognised in other comprehensive income
    98       (16 )     82       1             1  
Available-for-sale financial assets:
                                               
Changes in fair value recongnised during the period
    1,188       (298 )     890       1             1  
Net movement during the period recognised in other comprehensive income
    1,188       (298 )     890       1             1  
Share of other comprehensive income in associates
    (241 )           (241 )     26             26  
Translation difference in foreign currency statements
    (388 )           (388 )     89             89  
Other comprehensive income
    657       (314 )     343       117             117  


46 
DIVIDENDS
     
 
(a) 
Dividends of ordinary shares declared after the balance sheet date
     
   
Pursuant to the Company’s Articles of Association and a resolution passed at the Directors’ meeting on 23 August 2013, the directors authorised to declare the interim dividends for six-month period ended 30 June 2013 of RMB 0.09 per share (2012: RMB 0.10 per share) totaling RMB 10,491million (2012: RMB 8,682 million).
     
 
(b) 
Dividends of ordinary shares declared during the period
     
   
Pursuant to the shareholders’ approval at the Annual General Meeting on 29 May 2013, a final dividend of RMB 0.20 per share and with bonus issues of 2 shares converted from the retained earnings for every 10 existing shares in respect of the year ended 31 December 2012 was declared (Note 31). Dividends paid in the six-month period ended 30 June 2013 were RMB 12,552 million.
     
   
Pursuant to the shareholders’ approval at the Annual General Meeting on 11 May 2012, a final dividend of RMB 0.20 per share totaling RMB 17,364 million in respect of the year ended 31 December 2011 was declared.


 
75

 


47 
SUPPLEMENTAL INFORMATION TO THE CASH FLOW STATEMENT
     
 
(a) 
Reconciliation of net profit to cash flows from operating activities:


   
The Group
Six-month periods ended 30 June
   
The Company
Six-month periods ended 30 June
 
   
2013
RMB million
   
2012
RMB million
   
2013
RMB million
   
2012
RMB million
 
Net profit
    31,504       24,946       24,926       24,197  
Add:    Impairment losses on assets
    73       7,048       (23 )     5,967  
Depreciation of fixed assets
    36,254       33,589       28,525       27,174  
Amortisation of intangible assets and long-term deferred expenses
    2,715       945       2,316       748  
Dry hole costs written off
    3,335       2,942       3,335       2,942  
Net loss/(gain) on disposal of non-current assets
    95       (459 )     66       (482 )
Fair value gain
    (737 )     (510 )     (778 )     (568 )
Financial expenses
    3,292       5,533       3,962       4,898  
Investment income
    (908 )     (232 )     (5,723 )     (6,058 )
Decrease/(increase) in deferred tax assets
    1,101       (1,769 )     197       (908 )
(Decrease)/increase in deferred tax liabilities
    (237 )     215             433  
Decrease/(increase) in inventories
    2,183       (11,031 )     (1,128 )     2,203  
Safety fund reserve
    1,106       1,108       753       881  
(Increase)/decrease in operating receivables
    (11,151 )     (23,182 )     (22,035 )     11,940  
(Decrease)/increase in operating payables
    (35,722 )     (18,589 )     18,650       (23,816 )
Net cash flow from operating activities
    32,903       20,554       53,043       49,551  

 
(b) 
Net change in cash:

   
The Group
   
The Company
 
   
Six-month periods ended 30 June
   
Six-month periods ended 30 June
 
   
2013
   
2012
   
2013
   
2012
 
   
RMB million
   
RMB million
   
RMB million
   
RMB million
 
Cash balance at the end of the period
    11,190       12,559       5,298       4,996  
Less: Cash at the beginning of the period
    10,456       24,647       5,467       20,852  
Net increase/(decrease) of cash
    734       (12,088 )     (169 )     (15,856 )

 
(c) 
The analysis of cash held by the Group and the Company is as follows:

   
The Group
   
The Company
 
   
Six-month periods ended 30 June
   
Six-month periods ended 30 June
 
   
2013
   
2012
   
2013
   
2012
 
   
RMB million
   
RMB million
   
RMB million
   
RMB million
 
Cash at bank and on hand
       
 
             
– Cash on hand
    34       249       3       232  
– Demand deposits
    11,156       12,310       5,295       4,764  
Cash at the end of the period
    11,190       12,559       5,298       4,996  


 
76

 


48 
RELATED PARTIES AND RELATED PARTY TRANSACTIONS
     
 
(1) 
Related parties having the ability to exercise control over the Group


 
The name of the company
:
China Petrochemical Corporation
 
Organisation code
:
10169286-X
 
Registered address
:
No. 22, Chaoyangmen North Street, Chaoyang District, Beijing
 
Principal activities
:
Exploration, production, storage and transportation (including pipeline transportation), sales and utilisation of crude oil and natural gas; refining; wholesale and retail of gasoline, kerosene and diesel; production, sales, storage and transportation of petrochemical and other chemical products; industrial investment and investment management; exploration, construction, installation and maintenance of petroleum and petrochemical constructions and equipments; manufacturing electrical equipment; research, development, application and consulting services of information technology and alternative energy products; import & export of goods and technology.
 
Relationship with the Group
:
Ultimate holding company
 
Types of legal entity
:
State-owned
 
Authorised representative
:
Fu Chengyu
 
Registered capital
:
RMB 231,621 million
       

   
Sinopec Group Company is an enterprise controlled by the PRC government. Sinopec Group Company directly or indirectly holds 73.38% shareholding of the Company.
     
 
(2) 
Related parties not having the ability to exercise control over the Group
     
   
Related parties under common control of a parent company with the Company:
   
Sinopec Finance Company Limited (Note)
   
Sinopec Shengli Petroleum Administration Bureau
   
Sinopec Zhongyuan Petroleum Exploration Bureau
   
Sinopec Assets Management Corporation
   
Sinopec Engineering Incorporation
   
Sinopec Century Bright Capital Investment Limited
   
Sinopec Petroleum Storage and Reserve Limited
   
Sinopec International Petroleum Exploration and Production Limited
     
   
Associates of the Group:
   
China Aviation Oil Supply Company Limited
   
Zhongtian Synergetic Energy Company Limited
   
Shanghai Chemical Industry Park Development
   
Shanghai Petroleum Company Limited
     
   
Jointly controlled entities of the Group:
   
Shanghai Secco Petrochemical Company Limited
   
BASF-YPC Company Limited
   
Fujian Refining and Petrochemical Company Limited
   
Sinopec SABIC Tianjin Petrochemical Company Limited
   
State Power-Sinopec (Ningxia) Energy Chemical
     
   
Note: Sinopec Finance Company Limited is under common control of a parent company with the Company and is also the associate of the Group.


 
77

 


48 
RELATED PARTIES AND RELATED PARTY TRANSACTIONS (Continued)
     
 
(3) 
The principal related party transactions with Sinopec Group Company and fellow subsidiaries, associates and jointly controlled entities, which were carried out in the ordinary course of business, are as follows:

 
Note
 
Six-month periods ended 30 June
 
     
2013
   
2012
 
     
RMB million
   
RMB million
 
Sales of goods
(i)
    155,431       169,491  
Purchases
(ii)
    75,026       73,797  
Transportation and storage
(iii)
    676       709  
Exploration and development services
(iv)
    17,536       16,600  
Production related services
(v)
    4,589       4,514  
Ancillary and social services
(vi)
    3,216       2,063  
Operating lease charges
(vii)
    5,520       3,685  
Agency commission income
(viii)
    63       78  
Interest received
(ix)
    73       58  
Interest paid
(x)
    726       563  
Net deposits withdrawn from related parties
(ix)
    2,271       3,298  
Net loans obtained from related parties
(xi)
    13,439       38,202  

 
The amounts set out in the table above in respect of the six-month periods ended 30 June 2013 and 2012 represent the relevant costs and income as determined by the corresponding contracts with the related parties.
   
 
As at 30 June 2013 and 31 December 2012, there were no guarantees given to banks by the Group in respect of banking facilities to Sinopec Group Company and fellow subsidiaries, except for the disclosure set out in Note 52(b). Guarantees given to banks by the Group in respect of banking facilities to associates and jointly controlled entities are disclosed in Note 52(b).
   
 
Note:
 
     
 
(i) 
Sales of goods represent the sale of crude oil, intermediate petrochemical products, petroleum products and ancillary materials.
     
 
(ii) 
Purchases represent the purchase of material and utility supplies directly related to the Group’s operations such as the procurement of raw and ancillary materials and related services, supply of water, electricity and gas.
     
 
(iii) 
Transportation and storage represents the cost for the use of railway, road and marine transportation services, pipelines, loading, unloading and storage facilities.
     
 
(iv) 
Exploration and development services comprise direct costs incurred in the exploration and development of crude oil such as geophysical, drilling, well testing and well measurement services.
     
 
(v) 
Production related services represent ancillary services rendered in relation to the Group’s operations such as equipment repair and general maintenance, insurance premium, technical research, communications, firefighting, security, product quality testing and analysis, information technology, design and engineering, construction which includes the construction of oilfield ground facilities, refineries and chemical plants, manufacture of replacement parts and machinery, installation, project management and environmental protection.
     
 
(vi) 
Ancillary and social services represent expenditures for social welfare and support services such as educational facilities, media communication services, sanitation, accommodation, canteens, property maintenance and management services.
     
 
(vii) 
Operating lease charges represent the rental paid to Sinopec Group Company for operating leases in respect of land, buildings and equipment.
     
 
(viii) 
Agency commission income represents commission earned for acting as an agent in respect of sales of products and purchase of materials for certain entities owned by Sinopec Group Company.
     
 
(ix) 
Interest income represents interest received from deposits placed with Sinopec Finance Company Limited and Sinopec Century Bright Capital Investment Limited, finance companies controlled by Sinopec Group Company. The applicable interest rate is determined in accordance with the prevailing saving deposit rate.
     
 
(x) 
Interest expense represents interest charges on the loans and advances obtained from Sinopec Group Company and fellow subsidiaries.
     
 
(xi) 
The Group obtained or repaid loans from or to Sinopec Group Company and fellow subsidiaries. The calculated periodic balance of average loan for the six-month period ended 30 June 2013, which is based on monthly average balances, was RMB 91,240million (2012: RMB 76,556 million).


 
78

 


48 
RELATED PARTIES AND RELATED PARTY TRANSACTIONS (Continued)
     
 
(3) 
The principal related party transactions with Sinopec Group Company and fellow subsidiaries, associates and jointly controlled entities, which were carried out in the ordinary course of business, are as follows: (Continued)
     
   
In connection with the Reorganisation, the Company and Sinopec Group Company entered into a number of agreements under which 1) Sinopec Group Company will provide goods and products and a range of ancillary, social and supporting services to the Group and 2) the Group will sell certain goods to Sinopec Group Company. These agreements impacted the operating results of the Group for the six-month period ended 30 June 2013. The terms of these agreements are summarised as follows:
     
   
(a) 
The Company has entered into a non-exclusive Agreement for Mutual Provision of Products and Ancillary Services (“Mutual Provision Agreement”) with Sinopec Group Company effective from 1 January 2000 in which Sinopec Group Company has agreed to provide the Group with certain ancillary production services, construction services, information advisory services, supply services and other services and products. While each of Sinopec Group Company and the Company is permitted to terminate the Mutual Provision Agreement upon at least six months’ notice, Sinopec Group Company has agreed not to terminate the agreement if the Group is unable to obtain comparable services from a third party. The pricing policy for these services and products provided by Sinopec Group Company to the Group is as follows:
         
     
the government-prescribed price;
         
     
where there is no government-prescribed price, the government guidance price;
         
     
where there is neither a government-prescribed price nor a government guidance price, the market price; or
         
     
where none of the above is applicable, the price to be agreed between the parties, which shall be based on a reasonable cost incurred in providing such services plus a profit margin not exceeding 6%.
         
   
(b)
The Company has entered into a non-exclusive Agreement for Provision of Cultural and Educational, Health Care and Community Services with Sinopec Group Company effective from 1 January 2000 in which Sinopec Group Company has agreed to provide the Group with certain cultural, educational, health care and community services on the same pricing terms and termination conditions as agreed to in the above Mutual Provision Agreement.
         
   
(c)
The Company has entered into a number of lease agreements with Sinopec Group Company to lease certain lands and buildings effective on 1 January 2000. The lease term is 40 or 50 years for lands and 20 years for buildings, respectively. The Company and Sinopec Group Company can renegotiate the rental amount every three years for land and the rental amount is approximately RMB 10,800 million (2012: RMB 6,727 million) per annum. The Company and Sinopec Group Company can renegotiate the rental amount for buildings every year. However such amount cannot exceed the market price as determined by an independent third party.
         
   
(d)
The Company has entered into agreements with Sinopec Group Company effective from 1 January 2000 under which the Group has been granted the right to use certain trademarks, patents, technology and computer software developed by Sinopec Group Company.
         
   
(e)
The Company has entered into a service station franchise agreement with Sinopec Group Company effective from 1 January 2000 under which its service stations and retail stores would exclusively sell the refined products supplied by the Group.


 
79

 


48 
RELATED PARTIES AND RELATED PARTY TRANSACTIONS (Continued)
     
 
(4) 
Balances with Sinopec Group Company and fellow subsidiaries, associates and jointly controlled entities
   
The balances with the Group’s related parties at 30 June 2013 and 31 December 2012 are as follows:


   
The ultimate holding company
   
Other related companies
 
   
At 30 June
2013
   
At 31 December
2012
   
At 30 June
2013
   
At 31 December
2012
 
   
RMB million
   
RMB million
   
RMB million
   
RMB million
 
Cash and cash equivalents
                1,741       4,012  
Accounts receivable
    12       18       16,319       18,765  
Prepayments and other receivables
    90             2,589       2,902  
Other non-current assets
                4,624       4,196  
Accounts payable
                12,443       11,093  
Advances from customers
    82       81       1,684       1,098  
Other payables
    861       21       7,324       10,095  
Short-term loans
                56,272       42,631  
Long-term loans (including current portion) (Note)
                37,684       37,886  

   
Note:
The long-term borrowings mainly include an interest-free loan with a maturity period of 20 years amounting to RMB 35,560 million from the Sinopec Group Company (a state-owned enterprise) through the Sinopec Finance Company Limited. This borrowing is a special arrangement to reduce financing costs and improve liquidity of the Company during its initial global offering in 2000.
       
   
Amounts due from/to Sinopec Group Company and fellow subsidiaries, associates and joint ventures, other than short-term loans and long-term loans, bear no interest, are unsecured and are repayable in accordance with normal commercial terms. The terms and conditions associated with short-term loans and long-term loans payable to Sinopec Group Company and fellow subsidiaries are set out in Note 20 and Note 28.
     
   
As at and for the six-month period ended 30 June 2013, and as at and for the year ended 31 December 2012, no individually significant impairment losses for bad and doubtful debts were recorded in respect of amounts due from Sinopec Group Company and fellow subsidiaries, associates and jointly controlled entities.
     
 
(5) 
Key management personnel emoluments
     
   
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly, including directors and supervisors of the Group. The key management personnel compensations are as follows:


   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB thousands
   
RMB thousands
 
Short-term employee benefits
    5,530       5,071  
Retirement scheme contributions
    286       228  
Total
    5,816       5,299  

49 
PRINCIPAL ACCOUNTING ESTIMATES AND JUDGEMENTS
   
 
The Group’s financial condition and results of operations are sensitive to accounting methods, assumptions and estimates that underlie the preparation of the financial statements. The Group bases the assumptions and estimates on historical experience and on various other assumptions that it believes to be reasonable and which form the basis for making judgments about matters that are not readily apparent from other sources. On an ongoing basis, management evaluates its estimates. Actual results may differ from those estimates as facts, circumstances and conditions change.
   
 
The selection of critical accounting policies, the judgements and other uncertainties affecting application of those policies and the sensitivity of reported results to changes in conditions and assumptions are factors to be considered when reviewing the financial statements. The significant accounting policies are set forth in Note 3. The Group believes the following critical accounting policies involve the most significant judgements and estimates used in the preparation of the financial statements.
     
 
(a) 
Oil and gas properties and reserves
   
The accounting for the exploration and production segment’s oil and gas activities is subject to accounting rules that are unique to the oil and gas industry. There are two methods to account for oil and gas business activities, the successful efforts method and the full cost method. The Group has elected to use the successful efforts method. The successful efforts method reflects the volatility that is inherent in exploring for mineral resources in that costs of unsuccessful exploratory efforts are charged to expense. These costs primarily include dry hole costs, seismic costs and other exploratory costs. Under the full cost method, these costs are capitalised and written-off or depreciated over time.


 
80

 


49 
PRINCIPAL ACCOUNTING ESTIMATES AND JUDGEMENTS (Continued)
     
 
(a) 
Oil and gas properties and reserves (Continued)
   
Engineering estimates of the Group’s oil and gas reserves are inherently imprecise and represent only approximate amounts because of the subjective judgements involved in developing such information. There are authoritative guidelines regarding the engineering criteria that have to be met before estimated oil and gas reserves can be designated as “proved”. Proved and proved developed reserves estimates are updated at least annually and take into account recent production and technical information about each field. In addition, as prices and cost levels change from year to year, the estimate of proved and proved developed reserves also changes. This change is considered a change in estimate for accounting purposes and is reflected on a prospective basis in related depreciation rates.
     
   
Future dismantlement costs for oil and gas properties are estimated with reference to engineering estimates after taking into consideration the anticipated method of dismantlement required in accordance with industry practices in the similar geographic area, including estimation of economic life of oil and gas properties, technology and price level. The present values of these estimated future dismantlement costs are capitalised as oil and gas properties with equivalent amounts recognised as provisions for dismantlement costs.
     
   
Despite the inherent imprecision in these engineering estimates, these estimates are used in determining depreciation expense, impairment expense and future dismantlement costs. Depreciation rates are determined based on estimated proved developed reserve quantities (the denominator) and capitalised costs of producing properties (the numerator). Producing properties’ capitalised costs are amortised based on the unit-of-production method.
     
 
(b) 
Impairment for assets
   
If circumstances indicate that the net book value of a long-lived asset may not be recoverable, the asset may be considered “impaired”, and an impairment loss may be recognised in accordance with “ASBE 8 – Impairment of Assets”. The carrying amounts of long-lived assets are reviewed periodically in order to assess whether the recoverable amounts have declined below the carrying amounts. These assets are tested for impairment whenever events or changes in circumstances indicate that their recorded carrying amounts may not be recoverable. When such a decline has occurred, the carrying amount is reduced to recoverable amount. For goodwill, the recoverable amount is estimated annually. The recoverable amount is the greater of the net selling price and the value in use. It is difficult to precisely estimate selling price because quoted market prices for the Group’s assets or cash-generating units are not readily available. In determining the value in use, expected cash flows generated by the asset or the cash-generating unit are discounted to their present value, which requires significant judgement relating to sales volume, selling price and amount of operating costs. The Group uses all readily available information in determining an amount that is a reasonable approximation of recoverable amount, including estimates based on reasonable and supportable assumptions and projections of sales volume, selling price and amount of operating costs.
     
 
(c) 
Depreciation
   
Fixed assets are depreciated on a straight-line basis over the estimated useful lives of the assets, after taking into account the estimated residual value. Management reviews the estimated useful lives of the assets at least annually in order to determine the amount of depreciation expense to be recorded during any reporting period. The useful lives are based on the Group’s historical experience with similar assets and taking into account anticipated technological changes. The depreciation expense for future periods is adjusted if there are significant changes from previous estimates.
     
 
(d) 
Allowances for doubtful accounts
   
Management estimates impairment losses for bad and doubtful debts resulting from the inability of the Group’s customers to make the required payments. Management bases the estimates on the ageing of the accounts receivable balance, customer credit-worthiness, and historical write-off experience. If the financial conditions of the customers were to deteriorate, actual write-offs would be higher than estimated.
     
 
(e) 
Allowance for diminution in value of inventories
   
If the costs of inventories become higher than their net realisable values, an allowance for diminution in value of inventories is recognised. Net realisable value represents the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the sale. Management bases the estimates on all available information, including the current market prices of the finished goods and raw materials, and historical operating costs. If the actual selling prices were to be lower or the costs of completion were to be higher than estimated, the actual allowance for diminution in value of inventories would be higher than estimated.


 
81

 


50 
PRINCIPAL SUBSIDIARIES
   
 
The Company’s principal subsidiaries have been consolidated into the Group’s financial statements for the six-month period ended 30 June 2013. The following list contains only the particulars of subsidiaries which principally affected the results, assets and liabilities of the Group:


Full name of enterprise
Principal activities
Registered
capital/
paid-up
capital
RMB million
Actual
investment
at 30
June
2013
RMB million
Percentage of
equity interest
/voting right
held by the
Group
%
Minority
interests
at 30
June
2013
RMB million
(a)  Subsidiaries acquired through group restructuring:
China Petrochemical International Company Limited
Trading of petrochemical products
1,400
 
1,856
 
100.00
 
 
Sinopec Sales Company Limited
Marketing and distribution of refined petroleum products
1,700
 
1,700
 
100.00
 
 
Sinopec Yangzi Petrochemical Company Limited
 
Manufacturing of intermediate petrochemical products and petroleum products
13,203
 
15,904
 
100.00
 
 
Fujian Petrochemical Company Limited (Note)
Manufacturing of plastics, intermediate petrochemical products and petroleum products
5,319
 
2,560
 
50.00
 
2,060
 
Sinopec Shanghai Petrochemical Company Limited
Manufacturing of synthetic fibres, resin and plastics, intermediate petrochemical products and petroleum products
7,200
 
7,258
 
55.56
 
7,668
 
Sinopec Kantons Holdings Limited
Trading of crude oil and petroleum products
HKD 248
 
HKD 3,952
 
60.34
 
2,993
 
Sinopec Yizheng Chemical Fibre Company Limited (Note)
Production and sale of polyester chips and polyester fibres
4,000
 
3,509
 
42.00
 
4,674
 
China International United Petroleum and Chemical Company Limited
Trading of crude oil and petrochemical products
3,000
 
4,585
 
100.00
 
 
Sinopec (Hong Kong) Limited
Trading of crude oil and petrochemical products
HKD 5,477
 
HKD 5,370
 
100.00
 
 
(b)  Subsidiaries established by the Group:
Sinopec Shell (Jiangsu) Petroleum  Marketing Company Limited
Marketing and distribution of refined petroleum products
830
 
498
 
60.00
 
444
 
BP Sinopec (Zhejiang) Petroleum Company Limited
Marketing and distribution of refined petroleum products
800
 
480
 
60.00
 
440
 
Sinopec Qingdao Refining and Chemical Company Limited
Manufacturing of intermediate petrochemical products and petroleum products
5,000
 
4,250
 
85.00
 
386
 
Sinopec Senmei (Fujian) Petroleum Limited
Marketing and distribution of refined petroleum products
1,840
 
1,012
 
55.00
 
1,534
 
Sinopec Chemical Sales Company Limited
Marketing of petrochemical  products
1,000
 
1,165
 
100.00
 
 
Sinopec International Petroleum Exploration and Production Limited
Investment in exploration, production and sales of petroleum and natural gas
8,000
 
8,000
 
100.00
 
 
Sinopec Fuel Oil Sales Company Limited
Marketing and distribution of refined petroleum products
2,200
 
2,771
 
100.00
 
 
(c)  Subsidiaries acquired through business combination under common control:
Sinopec Zhongyuan Petrochemical Company Limited
Manufacturing of petrochemical products
2,400
 
2,246
 
93.51
 
13
 
Sinopec Hainan Refining and Chemical Company Limited
Manufacturing of intermediate petrochemical products and petroleum products
3,986
 
2,990
 
75.00
 
1,634
 
Sinopec Qingdao Petrochemical Company Limited
Manufacturing of intermediate petrochemical products and petroleum products
1,595
 
5,357
 
100.00
 
 


 
Except for Sinopec Kantons Holdings Limited and Sinopec (Hong Kong) Limited, which are incorporated in Bermuda and Hong Kong, respectively, all of the above principal subsidiaries are incorporated in the PRC.
     
 
Note: 
The Company consolidated the financial statements of the entity because the company controls the entity, decides the entity’s financial and operating policies, and has the authority to obtain benefits from its operating activities.


 
82

 


51 
COMMITMENTS
   
 
Operating lease commitments
 
The Group lease land and buildings, service stations and other equipment through non-cancellable operating leases. These operating leases do not contain provisions for contingent lease rentals. None of the rental agreements contain escalation provisions that may require higher future rental payments.
   
 
At 30 June 2013 and 31 December 2012, the future minimum lease payments of the Group under operating leases are as follows:


   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Within one year
    15,567       15,844  
Between one and two years
    14,246       14,983  
Between two and three years
    14,173       14,844  
Between three and four years
    14,060       14,745  
Between four and five years
    13,795       14,598  
After five years
    320,933       326,234  
Total
    392,774       401,248  

 
Capital commitments
 
At 30 June 2013 and 31 December 2012, the capital commitments of the Group are as follows:

   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Authorised and contracted for
    135,653       202,745  
Authorised but not contracted for
    81,440       16,803  
Total
    217,093       219,548  

 
These capital commitments relate to oil and gas exploration and development, refining and petrochemical production capacity expansion projects and the construction of service stations and oil depots.
   
 
Exploration and production licenses
 
Exploration licenses for exploration activities are registered with the Ministry of Land and Resources. The maximum term of the Group’s exploration licenses is 7 years, and may be renewed twice within 30 days prior to expiration of the original term with each renewal being for a two-year term. The Group is obligated to make progressive annual minimum exploration investment relating to the exploration blocks in respect of which the license is issued. The Ministry of Land and Resources also issues production licenses to the Group on the basis of the reserve reports approved by relevant authorities. The maximum term of a full production license is 30 years unless a special dispensation is given by the State Council. The maximum term of the production licenses issued to the Group is 80 years as a special dispensation was given to the Group by the State Council. The Group’s production license is renewable upon application by the Group 30 days prior to expiration.
   
 
The Group is required to make payments of exploration license fees and production right usage fees to the Ministry of Land and Resources annually and recognised in profit and loss.
   
 
Estimated future annual payments of the Group are as follows:


   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Within one year
    345       325  
Between one and two years
    69       163  
Between two and three years
    28       28  
Between three and four years
    25       27  
Between four and five years
    22       24  
After five years
    897       699  
Total
    1,386       1,266  

 
The implementation of commitments in previous year and the Group’s commitments did not have material discrepancy.


 
83

 


52 
CONTINGENT LIABILITIES
     
 
(a) 
The Company has been advised by its PRC lawyers that, except for liabilities constituting or arising out of or relating to the business assumed by the Company in the Reorganisation, no other liabilities were assumed by the Company, and the Company is not jointly and severally liable for other debts and obligations incurred by Sinopec Group Company prior to the Reorganisation.
     
 
(b) 
At 30 June 2013 and 31 December 2012, guarantees by the Group in respect of facilities granted to the parties below are as follows:


   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Jointly controlled entities
    507       574  
Associates
    75       75  
Others
    5,448       5,496  
Total
    6,030       6,145  
 
 
 
The Group monitors the conditions that are subject to the guarantees to identify whether it is probable that a loss has occurred, and recognises any such losses under guarantees when those losses are estimable. At 30 June 2013 and 31 December 2012, it is not probable that the Group will be required to make payments under the guarantees. Thus no liabilities have been accrued for a loss related to the Group’s obligation under these guarantee arrangements.
   
 
Environmental contingencies
 
Under existing legislation, management believes that there are no probable liabilities that will have a material adverse effect on the financial position or operating results of the Group. The PRC government, however, has moved, and may move further towards more rigorous enforcement of applicable laws, and towards the adoption of more stringent environmental standards. Environmental liabilities are subject to considerable uncertainties which affect the Group’s ability to estimate the ultimate cost of remediation efforts. These uncertainties include (i) the exact nature and extent of the contamination at various sites including, but not limited to refineries, oil fields, service stations, terminals and land development areas, whether operating, closed or sold, (ii) the extent of required cleanup efforts, (iii) varying costs of alternative remediation strategies, (iv) changes in environmental remediation requirements, and (v) the identification of new remediation sites. The amount of such future cost is indeterminable due to such factors as the unknown magnitude of possible contamination and the unknown timing and extent of the corrective actions that may be required. Accordingly, the outcome of environmental liabilities under proposed or future environmental legislation cannot reasonably be estimated at present, and could be material. The Group paid normal routine pollutant discharge fees of approximately RMB 2,267 million for the six-month period ended 30 June 2013 (2012: RMB 3,002 million).
   
 
Legal contingencies
 
The Group is a defendant in certain lawsuits as well as the named party in other proceedings arising in the ordinary course of business. Management has assessed the likelihood of an unfavourable outcome of such contingencies, lawsuits or other proceedings and believes that any resulting liabilities will not have a material adverse effect on the financial position, operating results or cash flows of the Group.
   
53 
SEGMENT REPORTING
   
 
Segment information is presented in respect of the Group’s operating segments. The format is based on the Group’s management and internal reporting structure.
   
 
In a manner consistent with the way in which information is reported internally to the Group’s chief operating decision maker for the purposes of resource allocation and performance assessment, the Group has identified the following five reportable segments. No operating segments have been aggregated to form the following reportable segments.
   
 
(i) 
Exploration and production — which explores and develops oil fields, produces crude oil and natural gas and sells such products to the refining segment of the Group and external customers.
     
 
(ii) 
Refining — which processes and purifies crude oil, which is sourced from the exploration and production segment of the Group and external suppliers, and manufactures and sells petroleum products to the chemicals and marketing and distribution segments of the Group and external customers.
     
 
(iii) 
Marketing and distribution — which owns and operates oil depots and service stations in the PRC, and distributes and sells refined petroleum products (mainly gasoline and diesel) in the PRC through wholesale and retail sales networks.
     
 
(iv) 
Chemicals — which manufactures and sells petrochemical products, derivative petrochemical products and other chemical products to external customers.
     
 
(v) 
Others — which largely comprise the trading activities of the import and export companies of the Group and research and development undertaken by other subsidiaries.
     
 
The segments were determined primarily because the Group manages its exploration and production, refining, marketing and distribution, chemicals, and others businesses separately. The reportable segments are each managed separately because they manufacture and/or distribute distinct products with different production processes and due to their distinct operating and gross margin characteristics.


 
84

 


53 
SEGMENT REPORTING (Continued)
     
 
(1) 
Information of reportable segmental revenues, profits or losses, assets and liabilities
   
The Group’s chief operating decision maker evaluates the performance and allocates resources to its operating segments on an operating income basis, without considering the effects of finance costs or investment income. Inter-segment transfer pricing is based on the market price or cost plus an appropriate margin, as specified by the Group’s policy.
     
   
Assets and liabilities dedicated to a particular segment’s operations are included in that segment’s total assets and liabilities. Segment assets include all tangible and intangible assets, except for cash at bank and on hand, long-term equity investments and deferred tax assets. Segment liabilities exclude short-term loans, short-term debentures payable, non-current liabilities due within one year, long-term loans, debentures payable, deferred tax liabilities and other non-current liabilities.
     
   
Reportable information on the Group’s operating segments is as follows:


   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Income from principal operations
           
Exploration and production
           
External sales
    27,992       25,956  
Inter-segment sales
    81,651       90,728  
      109,643       116,684  
Refining
               
External sales
    95,953       95,805  
Inter-segment sales
    545,502       540,088  
      641,455       635,893  
Marketing and distribution
               
External sales
    724,184       701,769  
Inter-segment sales
    3,507       4,003  
      727,691       705,772  
Chemicals
               
External sales
    180,264       173,576  
Inter-segment sales
    27,854       23,457  
      208,118       197,033  
Others
               
External sales
    367,541       330,360  
Inter-segment sales
    313,914       323,343  
      681,455       653,703  
Elimination of inter-segment sales
    (972,428 )     (981,619 )
                 
Consolidated income from principal operations
    1,395,934       1,327,466  
Income from other operations
               
Exploration and production
    7,599       9,433  
Refining
    2,791       2,680  
Marketing and distribution
    5,061       4,181  
Chemicals
    3,403       3,736  
Others
    456       576  
Consolidated income from other operations
    19,310       20,606  
                 
Consolidated operating income
    1,415,244       1,348,072  


 
85

 


53 
SEGMENT REPORTING (Continued)
     
 
(1) 
Information of reportable segmental revenues, profits or losses, assets and liabilities (Continued)


   
Six-month periods ended 30 June
 
   
2013
RMB million
   
2012
RMB million
 
Operating profit/(loss)
           
By segment
           
Exploration and production
    30,588       40,279  
Refining
    (299 )     (19,448 )
Marketing and distribution
    16,423       20,294  
Chemicals
    (497 )     (2,003 )
Others
    (1,025 )     (299 )
Elimination
    150       (524 )
Total segment operating profit
    45,340       38,299  
Investment income/(loss)
               
Exploration and production
    109       123  
Refining
    (263 )     (736 )
Marketing and distribution
    228       600  
Chemicals
    286       (82 )
Others
    548       327  
Total segment investment income
    908       232  
Financial expenses
    (3,292 )     (5,533 )
Gain from changes in fair value
    737       510  
Operating profit
    43,693       33,508  
Add: Non-operating income
    1,157       1,362  
Less: Non-operating expenses
    878       587  
Profit before taxation
    43,972       34,283  


   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Assets
           
Segment assets
           
Exploration and production
    375,600       359,195  
Refining
    303,743       303,190  
Marketing and distribution
    266,107       259,223  
Chemicals
    146,545       143,660  
Others
    104,139       100,367  
Total segment assets
    1,196,134       1,165,635  
Cash at bank and on hand
    11,385       10,864  
Long-term equity investments
    56,138       52,061  
Deferred tax assets
    5,089       6,381  
Other unallocated assets
    5,487       3,581  
Total assets
    1,274,233       1,238,522  
Liabilities
               
Segment liabilities
               
Exploration and production
    77,163       81,038  
Refining
    51,080       56,257  
Marketing and distribution
    86,692       85,284  
Chemicals
    26,037       27,893  
Others
    115,796       139,661  
Total segment liabilities
    356,768       390,133  
Short-term loans
    101,507       70,228  
Short-term debentures payable
    10,000       30,000  
Non-current liabilities due within one year
    56,040       15,754  
Long-term loans
    41,433       40,267  
Debentures payable
    100,234       121,849  
Deferred tax liabilities
    7,069       7,294  
Other non-current liabilities
    4,387       3,811  
Other unallocated liabilities
    9,418       8,585  
Total liabilities
    686,856       687,921  


 
86

 


53 
SEGMENT REPORTING (Continued)
     
 
(1) 
Information of reportable segmental revenues, profits or losses, assets and liabilities (Continued)
   
Segment capital expenditure is the total cost incurred during the year to acquire segment assets that are expected to be used for more than one year.

   
Six-month periods ended 30 June
 
   
2013
RMB million
   
2012
RMB million
 
Capital expenditure
           
Exploration and production
    24,996       21,839  
Refining
    7,710       10,427  
Marketing and distribution
    11,612       12,390  
Chemicals
    5,283       6,341  
Others
    2,374       507  
      51,975       51,504  
Depreciation, depletion and amortisation
               
Exploration and production
    21,186       19,328  
Refining
    6,661       6,062  
Marketing and distribution
    5,353       4,091  
Chemicals
    5,113       4,450  
Others
    656       603  
      38,969       34,534  
Impairment losses on long-lived assets
               
Refining
    44        
      44        

 
(2) 
Geographical information
   
The following tables set out information about the geographical information of the Group’s external sales and the Group’s non-current assets, excluding financial instruments and deferred tax assets. In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of customers, and segment assets are based on the geographical location of the assets.

   
Six-month periods ended 30 June
 
   
2013
RMB million
   
2012
RMB million
 
External sales
           
Mainland China
    1,034,044       1,016,324  
Others
    381,200       331,748  
      1,415,244       1,348,072  

   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Non-current assets
           
Mainland China
    876,669       862,044  
Others
    21,857       22,123  
      898,526       884,167  


 
87

 


54 
FINANCIAL INSTRUMENTS
   
 
Overview
 
Financial assets of the Group include cash at bank, equity investments, accounts receivable, bills receivable, financial assets held for trading, available-for-sale financial assets, derivative financial instruments and other receivables. Financial liabilities of the Group include short-term and long-term loans, accounts payable, bills payable, debentures payable, derivative financial instruments and other payables.
   
 
The Group has exposure to the following risks from its uses of financial instruments:
     
 
credit risk;
     
 
liquidity risk;
     
 
market risk; and
     
 
equity price risk.
     
 
The Board of Directors has overall responsibility for the establishment, oversight of the Group’s risk management framework, and developing and monitoring the Group’s risk management policies.
   
 
The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities. The Group, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations. Internal audit department undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Group’s audit committee.
   
 
Credit risk
 
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group’s deposits placed with financial institutions and receivables from customers. To limit exposure to credit risk relating to deposits, the Group primarily places cash deposits only with large financial institution in the PRC with acceptable credit ratings. The majority of the Group’s accounts receivable relates to sales of petroleum and chemical products to related parties and third parties operating in the petroleum and chemical industries. The Group performs ongoing credit evaluations of its customers’ financial condition and generally does not require collateral on accounts receivable. The Group maintains an impairment loss for doubtful accounts and actual losses have been within management’s expectations. No single customer accounted for greater than 10% of total accounts receivable.
   
 
The carrying amounts of cash at bank, trade accounts and bills receivables, derivative financial instruments and other receivables, represent the Group’s maximum exposure to credit risk in relation to financial assets.
   
 
Liquidity risk
 
Liquidity risk is the risk that the Group encounters short fall of capital when meeting its obligation of financial liabilities. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed capital conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. The Group prepares monthly cash flow budget to ensure that they will always have sufficient liquidity to meet its financial obligation as they fall due. The Group arranges and negotiates financing with financial institutions and maintains a certain level of standby credit facilities to reduce the liquidity risk.
   
 
At 30 June 2013, the Group has standby credit facilities with several PRC financial institutions which provide the Group to borrow up to RMB 198,727 million (2012: RMB 197,696 million) on an unsecured basis, at a weighted average interest rate of 2.43% (2012: 2.20%). At 30 June 2013, the Group’s outstanding borrowings under these facilities were RMB 30,894 million (2012: RMB 12,815 million) and were included in loans.


 
88

 


54 
FINANCIAL INSTRUMENTS (Continued)
   
 
Liquidity risk (Continued)
 
The following table sets out the remaining contractual maturities at the balance sheet date of the Group’s financial liabilities, which are based on contractual undiscounted cash flows (including interest payments computed using contractual rates or, if floating, based on prevailing rates current at the balance sheet date) and the earliest date the Group would be required to repay:

   
At 30 June 2013
 
   
Carrying
amount
RMB million
   
Total
contractual
undiscounted
cash flow
RMB million
   
Within one
year or on
demand
RMB million
   
More than one
year but less
than two years
RMB million
   
More than two
years but less
than five years
RMB million
   
More than
five years
RMB million
 
Short-term loans
    101,507       102,079       102,079                    
Non-current liabilities due within one year
    56,040       57,924       57,924                    
Short-term debentures payable
    10,000       10,050       10,050                    
Long-term loans
    41,433       42,406       439       1,693       3,751       36,523  
Debentures payable
    100,234       122,264       3,338       14,381       71,270       33,275  
Bills payable
    5,700       5,700       5,700                    
Accounts payable
    187,176       187,176       187,176                    
Other payables and employee benefits payable
    57,735       57,735       57,735                    
Total
    559,825       585,334       424,441       16,074       75,021       69,798  

   
At 31 December 2012
 
   
Carrying
amount
RMB million
   
Total
contractual
undiscounted
cash flow
RMB million
   
Within one
year or on
demand
RMB million
   
More than one
year but less
than two years
RMB million
   
More than two
years but less
than five years
RMB million
   
More than
five years
RMB million
 
Short-term loans
    70,228       70,555       70,555                    
Non-current liabilities due within one year
    15,754       16,444       16,444                    
Short-term debentures payable
    30,000       30,441       30,441                    
Long-term loans
    40,267       40,950       223       1,699       2,628       36,400  
Debentures payable
    121,849       139,232       3,135       45,661       72,040       18,396  
Bills payable
    6,656       6,656       6,656                    
Accounts payable
    215,628       215,628       215,628                    
Other payables and employee benefits payable
    63,559       63,559       63,559                    
Total
    563,941       583,465       406,641       47,360       74,668       54,796  

 
Management believes that the Group’s current cash on hand, expected cash flows from operations and available standby credit facilities from financial institutions will be sufficient to meet the Group’s working capital requirements and repay its short-term debts and obligations when they become due.


 
89

 


54 
FINANCIAL INSTRUMENTS (Continued)
   
 
Market risk
 
Market risk is the risk that changes market prices, such as foreign exchange rates and interest rates. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return on risk.
   
 
(a) 
Currency risk
   
Currency risk arises on financial instruments that are denominated in a currency other than the functional currency in which they are measured. The Group’s currency risk exposure primarily relates to short-term and long-term debts and convertible bonds denominated in US Dollars, Japanese Yen and Hong Kong Dollars, and the Group enters into foreign exchange contracts to manage currency risk exposure.
     
   
Included in short-term and long-term debts are the following amounts denominated in a currency other than the functional currency of the entity to which they relate:
     
   
The Group
 

   
At 30 June
2013
million
   
At 31 December
2012
million
 
Gross exposure arising from loans and borrowings                
US Dollars
    USD 4,441       USD 2,405  
Japanese Yen
    JPY 10,232       JPY 10,753  
Hong Kong Dollars
    HKD 11,661       HKD 13,511  

 
   
A 5 percent strengthening of Renminbi against the following currencies at 30 June 2013 and 31 December 2012 would have increased net profit and retained earnings of the Group by the amounts shown below for the six-month period ended 30 June 2013 and year ended 31 December 2012, respectively. This analysis has been determined assuming that the change in foreign exchange rates had occurred at the balance sheet date and had been applied to the foreign currency balances to which the Group has significant exposure as stated above, and that all other variables, in particular interest rates, remain constant. The analysis is performed on the same basis for 2012.
     
   
The Group


   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
US Dollars
    1,029       567  
Japanese Yen
    24       29  
Hong Kong Dollars
    348       411  

   
Other than the amounts as disclosed above, the amounts of other financial assets and liabilities of the Group are substantially denominated in the functional currency of respective entity of the Group.
     
 
(b) 
Interest rate risk
   
The Group’s interest rate risk exposure arises primarily from its short-term and long-term loans. Loans carrying interest at variable rates and at fixed rates expose the Group to cash flow interest rate risk and fair value interest rate risk respectively. The interest rates and terms of repayment of short-term and long-term loans of the Group are disclosed in Note 20 and Note 28, respectively.
     
   
At 30 June 2013 it is estimated that a general increase/decrease of 100 basis points in variable interest rates, with all other variables held constant, would decrease/increase the Group’s net profit for the period and retained earnings by approximately RMB 717 million (2012: RMB 577 million). This sensitivity analysis has been determined assuming that the change in interest rates had occurred at the balance sheet date and the change was applied to the Group’s loans outstanding at that date with exposure to cash flow interest rate risk. The analysis is performed on the same basis for 2012.
     
 
(c) 
Commodity price risk
   
The Group engages in oil and gas operations and is exposed to commodity price risk related to price volatility of crude oil and refined petroleum products. The fluctuations in prices of crude oil and refined petroleum products could have significant impact on the Group. The Group uses derivative financial instruments, including commodity futures and swaps, to manage a portion of such risk.
     
   
At 30 June 2013, the Group had certain commodity contracts of crude oil and refined oil products designated as qualified cash flow hedges and economic hedges. At 30 June 2013, the net fair value of such derivative hedging financial instruments is derivative financial assets of RMB 3,391 million (2012: RMB 1,006 million) recognised in other receivables and derivative financial liabilities of RMB 3,299 million (2012: RMB 1,032 million) recognised in other payables.
     
   
At 30 June 2013, it is estimated that a general increase/decrease of USD 10 per barrel in crude oil and refined petroleum products, with all other variables held constant, would decrease/increase the Group’s profit for the period and retained earnings by approximately RMB 123 million (2012: increase/decrease RMB 221 million), and increase/decrease the Group’s capital reserve by approximately RMB 36 million (2012: increase/decrease RMB 152 million). This sensitivity analysis has been determined assuming that the change in prices had occurred at the balance sheet date and the change was applied to the Group’s derivative financial instruments at that date with exposure to commodity price risk. The analysis is performed on the same basis for 2012.
     

 
90

 

 
54 
FINANCIAL INSTRUMENTS (Continued)
   
 
Equity price risk
 
The Group is exposed to equity price risk arising from changes in the Company’s own share price to the extent that the Company’s own equity instruments underlie the fair values of derivatives of the Group. As at 30 June 2013, the Group’s exposure to equity price risk is the derivatives embedded in the 2007 Convertible Bonds and the 2011 Convertible Bonds issued by the Company as disclosed in Note 29(iii) and (v) respectively.
   
 
As at 30 June 2013, it is estimated that an increase of 20% in the Company’s own share price would decrease the Group’s profit for the year and retained earnings by approximately RMB 1,167 million (2012: RMB 2,007 million); a decrease of 20% in the Company’s own share price would increase the Group’s profit for the year and retained earnings by approximately RMB 719 million (2012: RMB 1,448 million). The sensitivity analysis has been determined assuming that the changes in the Company’s own share price had occurred at the balance sheet date and that all other variables remain constant. The analysis is performed on the same basis for 2012.
   
 
Fair values
   
 
(i) 
Financial instruments carried at fair value
    The following table presents the carrying value of financial instruments measured at fair value at the balance sheet date across the three levels of the fair value hierarchy. With the fair value of each financial instrument categorised in its entirely based on the lowest level of input that is significant to that fair value measurement. The levels are defined as follows:
       
 
 
Level 1 (highest level): fair values measured using quoted prices (unadjusted) in active markets for identical financial instruments.
       
 
 
Level 2: fair values measured using quoted prices in active markets for similar financial instruments, or using valuation techniques in which all significant inputs are directly or indirectly based on observable market data.
       
 
 
Level 3 (lowest level): fair values measured using valuation techniques in which any significant input is not based on observable market data.
       


At 30 June 2013
                       
                         
The Group
                       
                         
   
Level 1
RMB million
   
Level 2
RMB million
   
Level 3
RMB million
   
Total
RMB million
 
Assets
                       
Available-for-sale financial assets:
                       
– Listed
    1,406                   1,406  
Derivative financial instruments:
                               
– Derivative financial assets
    585       3,332             3,917  
      1,991       3,332             5,323  
Liabilities
                               
Derivative financial instruments:
                               
– Embedded derivative component of the Convertible Bonds
          1,813             1,813  
– Other derivative financial liabilities
    794       3,299             4,093  
      794       5,112             5,906  


 
91

 


54 
FINANCIAL INSTRUMENTS (Continued)
   
 
Fair values (Continued)
   
 
(i) 
Financial instruments carried at fair value (Continued)
     
   
At 31 December 2012
     


The Group
                       
                         
   
Level 1
RMB million
   
Level 2
RMB million
   
Level 3
RMB million
   
Total
RMB million
 
Assets
                       
Available-for-sale financial assets:
                       
– Listed
    83                   83  
Derivative financial instruments:
                               
– Derivative financial assets
    82       1,111             1,193  
      165       1,111             1,276  
Liabilities
                               
Derivative financial instruments:
                               
– Embedded derivative component of the Convertible bonds
          2,576             2,576  
– Other derivative financial liabilities
    92       1,016             1,108  
      92       3,592             3,684  


   
During the period, there were no transfers between instruments in Level 1 and Level 2.
     
 
(ii)
Fair values of financial instruments carried at other than fair value
   
The fair values of the Group’s financial instruments carried at other than fair value (other than long-term debts and unquoted security investments) approximate their carrying amounts due to the short-term maturity of these instruments. The fair values of long-term debts are estimated by discounting future cash flows using current market interest rates offered to the Group for debt with substantially the same characteristics and maturities ranging 0.42% to 6.55% (2012: 4.89% to 6.55%). The following table presents the carrying amount and fair value of the Group’s long-term debts other than loans from Sinopec Group Company and fellow subsidiaries at 30 June 2013 and 31 December 2012:

   
At 30 June
2013
RMB million
   
At 31 December
2012
RMB million
 
Carrying amount
    158,210       137,408  
Fair value
    157,000       131,391  

   
The Group has not developed an internal valuation model necessary to make the estimate of the fair value of loans from Sinopec Group Company and fellow subsidiaries as it is not considered practicable to estimate their fair value because the cost of obtaining discount and borrowing rates for comparable borrowings would be excessive based on the Reorganisation of the Group, its existing capital structure and the terms of the borrowings.
     
   
Other unquoted equity investments are individually and in the aggregate not material to the Group’s financial position or results of operations. There are no listed market prices for such interests in the PRC and, accordingly, a reasonable estimate of fair value could not be made without incurring excessive costs. The Group intends to hold these unquoted equity investments for long term purpose.
     
   
Except for the above items, the financial assets and liabilities of the Group are carried at amounts not materially different from their fair values at 30 June 2013 and 31 December 2012.


 
92

 


55 
BASIC AND DILUTED EARNINGS PER SHARE
   
 
(i) 
Basic earnings per share
   
Basic earnings per share is calculated by the net profit attributable to equity shareholders of the Company and the weighted average number of outstanding ordinary shares of the Company:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
Net profit attributable of equity shareholders of the Company (RMB million)
    29,417       23,697  
Weighted average number of outstanding ordinary shares of the Company (million)
    115,640       112,841  
Basic earnings per share (RMB/share)
    0.254       0.210  

   
The calculation of the weighted average number of ordinary shares is as follows:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
Weighted average number of outstanding ordinary shares of the Company at January before retrospective adjustment (million)
    86,820       86,702  
Weighted average number of outstanding ordinary shares of the Company at January after retrospective adjustment (million)
    112,866       112,713  
Effect of the bonus shares issuance and capital reserve converted into share capital on the H shares issuance
    2,774        
Conversion of the 2011 Convertible Bonds (million)
          128  
Weighted average number of outstanding ordinary shares of the Company (million)
    115,640       112,841  

   
The weighted average number of shares for the six-month period ended 30 June 2012 has been retrospectively adjusted as a result of bonus shares issuance and capital reserve converted into share capital during the period (Note 31) and the basic earnings and diluted earnings per share have been adjusted retrospectively.
     
 
(ii) 
Diluted earnings per share
   
Diluted earnings per share is calculated by the net profit attributable to equity shareholders of the Company (diluted) and the weighted average number of ordinary shares of the Company (diluted):

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
Net profit attributable to equity shareholders of the Company (diluted) (RMB million)
    28,987       23,925  
Weighted average number of outstanding ordinary shares of the Company (diluted) (million)
    121,322       118,252  
Diluted earnings per share (RMB/share)
    0.239       0.202  

   
The calculation of the weighted average number of ordinary shares (diluted) is as follows:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
The weighted average number of the ordinary shares issued at 30 June (million)
    115,640       112,841  
Effect of the convertible bonds (million)
    5,682       5,411  
Weighted average number of the ordinary shares issued at 30 June (diluted) (million)
    121,322       118,252  

56 
RETURN ON NET ASSETS AND EARNINGS PER SHARE
   
 
In accordance with “Regulation on the Preparation of Information Disclosures of Companies Issuing Public Shares No.9 – Calculation and Disclosure of the Return on Net Assets and Earnings Per Share” (2010 revised) issued by the CSRC and relevant accounting standards, the Group’s return on net assets and earnings per share are calculated as follows:


   
Six-month period ended 30 June 2013
   
Six-month period ended 30 June 2012
 
   
Weighted
average
return on
net assets
(%)
   
Basic
earnings
per share
(RMB/Share)
   
Diluted
earnings
per share
(RMB/Share)
   
Weighted
average
return on
net assets
(%)
   
Basic
earnings
per share
(RMB/Share)
   
Diluted
earnings
per share
(RMB/Share)
 
Net profit attributable to the Company’s ordinary equity shareholders
    5.49       0.254       0.239       4.89       0.210       0.202  
Net profit deducted extraordinary gain and loss attributable to the Company’s ordinary equity shareholders
    5.45       0.252       0.237       4.80       0.206       0.199  


 
93

 


57 
EVENTS AFTER THE REPORTING PERIOD
   
 
At the separate A shareholders class meetings of Sinopec Yizheng Chemical FibreCompany Limited and Sinopec Shanghai Petrochemical Company Limited (“the companies”) held on 8 July 2013, the A shares reform scheme (“Reform Scheme”) for both companies were approved. Pursuant to the Reform Scheme, as consideration for obtaining the right for non-tradable Ashares of the companies to be tradable on the stock market, holders of the non-tradable A shares will transfer five non-tradable A shares to shareholders of the tradable A shares for every 10 tradable shares held at the implementation date of the Reform Scheme and as registered with the Depository Trusand Clearing Corporation on that date. After the completion of the Reform Scheme, all A shares of the companies will be tradable.
   
58 
COMPARATIVE FIGURES
   
 
Certain comparative figures have been reclassified, as necessary, in order to conform to the current period’s presentation.

 
94

 

 
REPORT OF THE INTERNATIONAL AUDITOR

 
 
To the Shareholders of China Petroleum & Chemical Corporation
(incorporated in People’s Republic of China with limited liability)

We have audited the consolidated interim financial statements of China Petroleum & Chemical Corporation (“the Company”) and its subsidiaries (together, the “Group”) set out on pages 96 to 142, which comprise the consolidated balance sheet as at 30 June 2013, and the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the six-month period then ended, and a summary of significant accounting policies and other explanatory information.

DIRECTORS’ RESPONSIBILITY FOR THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

The directors of the Company are responsible for the preparation of consolidated interim financial statements that give a true and fair view in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board, and for such internal control as the directors determine is necessary to enable the preparation of consolidated interim financial statements that are free from material misstatement, whether due to fraud or error.

AUDITOR’S RESPONSIBILITY

Our responsibility is to express an opinion on these consolidated interim financial statements based on our audit and for no other purpose. We do not assume responsibility towards or accept liability to any other person for the contents of this report.

We conducted our audit in accordance with Hong Kong Standards on Auditing issued by the Hong Kong Institute of Certified Public Accountants. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated interim financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated interim financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated interim financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation of consolidated interim financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the consolidated interim financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

OPINION

In our opinion, the consolidated interim financial statements give a true and fair view of the financial position of the Group as at 30 June 2013, and of the Group’s financial performance and cash flows for the six-month period then ended in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board.


 

PricewaterhouseCoopers
Certified Public Accountants

Hong Kong, 23 August 2013
 
 
 
 

 
95

 
 
 
(B)
INTERIM FINANCIAL STATEMENTS PREPARED UNDER INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRS”)
 
CONSOLIDATED INCOME STATEMENT
 
for the six-month period ended 30 June 2013
 
(Amounts in million, except per share data)

   
Note
   
Six-month periods ended 30 June
 
         
2013
RMB
   
2012
RMB
 
Turnover and other operating revenues
                 
Turnover
    3       1,395,934       1,327,466  
Other operating revenues
    4       19,310       20,606  
              1,415,244       1,348,072  
Operating expenses
                       
Purchased crude oil, products and operating supplies and expenses
            (1,170,856 )     (1,119,324 )
Selling, general and administrative expenses
    5       (31,991 )     (28,641 )
Depreciation, depletion and amortisation
            (38,969 )     (34,534 )
Exploration expenses, including dry holes
            (7,644 )     (6,882 )
Personnel expenses
    6       (24,843 )     (24,020 )
Taxes other than income tax
    7       (94,451 )     (95,267 )
Other operating income, net
    8       251       679  
Total operating expenses
            (1,368,503 )     (1,307,989 )
Operating profit
            46,741       40,083  
Finance costs
                       
Interest expense
    9       (5,201 )     (5,946 )
Interest income
            592       563  
Unrealised gain on embedded derivative component of the convertible bonds
 
26(c) and (e)
      761       506  
Foreign currency exchange gains/(losses), net
            1,317       (150 )
Net finance costs
            (2,531 )     (5,027 )
Investment income
            50       63  
Share of profits from associates and joint ventures
            874       323  
Profit before taxation
            45,134       35,442  
Tax expense
    10       (12,727 )     (9,643 )
Profit for the period
            32,407       25,799  
Attributable to:
                       
Owners of the Company
            30,281       24,503  
Non-controlling interests
            2,126       1,296  
Profit for the period
            32,407       25,799  
Earnings per share:
    13                  
Basic
            0.262       0.217  
Diluted
            0.246       0.209  




The notes on pages 103 to 142 form part of these interim financial statements. Details of dividends payable to owners of the Company attributable to the profit for the period are set out in Note 11.
 
 
 
96

 


CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the six-month period ended 30 June 2013
(Amounts in million)

   
Note
   
Six-month periods ended 30 June
 
         
2013
RMB
   
2012
RMB
 
Profit for the period
          32,407       25,799  
Other comprehensive income:
    12                  
Items that may be reclassified subsequently to profit or loss
 (after tax and reclassification adjustments):
                       
Cash flow hedges
            82       1  
Available-for-sale securities
            890       1  
Share of other comprehensive income of associates
            (241 )     26  
Foreign currency translation differences
            (388 )     89  
Total items that may be reclassified subsequently to profit or loss
            343       117  
Total comprehensive income
            343       117  
Total comprehensive income for the period
            32,750       25,916  
Attributable to:
                       
Owners of the Company
            30,725       24,590  
Non-controlling interests
            2,025       1,326  
Total comprehensive income for the period
            32,750       25,916  




The notes on pages 103 to 142 form part of these interim financial statements.
 
 
 
97

 


CONSOLIDATED BALANCE SHEET
As at 30 June 2013
(Amounts in million)

   
Note
   
30 June
2013
RMB
   
31 December
2012
RMB
 
Non-current assets
                 
Property, plant and equipment, net
    14       597,745       588,969  
Construction in progress
    15       166,956       168,977  
Goodwill
    16       6,257       6,257  
Interest in associates
    17       28,275       28,812  
Interest in joint ventures
    18       26,166       21,388  
Investments
    19       3,105       2,001  
Deferred tax assets
    25       4,544       5,539  
Lease prepayments
    20       37,953       36,240  
Long-term prepayments and other assets
    21       37,557       34,746  
Total non-current assets
            908,558       892,929  
Current assets
                       
Cash and cash equivalents
            11,190       10,456  
Time deposits with financial institutions
            195       408  
Trade accounts receivable
    22       87,386       81,395  
Bills receivable
    22       19,008       20,045  
Inventories
    23       216,028       218,262  
Prepaid expenses and other current assets
    24       31,323       34,449  
Total current assets
            365,130       365,015  
Current liabilities
                       
Short-term debts
    26       110,546       73,063  
Loans from Sinopec Group Company and fellow subsidiaries
    26       57,001       42,919  
Trade accounts payable
    27       187,176       215,628  
Bills payable
    27       5,700       6,656  
Accrued expenses and other payables
    28       146,568       169,062  
Income tax payable
            3,363       6,045  
Total current liabilities
            510,354       513,373  
Net current liabilities
            (145,224 )     (148,358 )
Total assets less current liabilities
            763,334       744,571  
Non-current liabilities
                       
Long-term debts
    26       104,712       124,518  
Loans from Sinopec Group Company and fellow subsidiaries
    26       36,955       37,598  
Deferred tax liabilities
    25       7,625       7,294  
Provisions
    29       23,379       21,591  
Other long-term liabilities
            6,054       5,534  
Total non-current liabilities
            178,725       196,535  
              584,609       548,036  
Equity
                       
Share capital
    30       116,565       86,820  
Reserves
            427,152       424,094  
Total equity attributable to owners of the Company
            543,717       510,914  
Non-controlling interests
            40,892       37,122  
Total equity
            584,609       548,036  

Approved and authorised for issue by the board of directors on 23 August 2013.




Fu Chengyu
Li Chunguang
Wang Xinhua
Chairman
President
Chief Financial Officer
(Legal representative)
   




The notes on pages 103 to 142 form part of these interim financial statements.

 
 
98

 


CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the six-month period ended 30 June 2013
(Amounts in million)

   
Share
capital
RMB
   
Capital
reserve
RMB
   
Share
premium
RMB
   
Statutory
surplus
reserve
RMB
   
Discretionary
surplus
reserve
RMB
   
Other
reserves
RMB
   
Retained
earnings
RMB
   
Total equity
attributable
to equity
shareholders
of the
Company
RMB
   
Non
controlling
interests
RMB
   
Total
equity
RMB
 
Balance at 1 January 2012
    86,702       (33,208 )     24,953       61,263       117,000       2,935       212,683       472,328       35,016       507,344  
Profit for the period
                                        24,503       24,503       1,296       25,799  
Other comprehensive income (Note 12)
                                  87             87       30       117  
Total comprehensive income for the period
                                  87       24,503       24,590       1,326       25,916  
Transactions with owners, recorded directly in equity:
                                                                               
Contributions by and distributions to owners:
                                                                               
Exercise of Conversion of the 2011 Convertible Bonds (Note 30)
    118             799                               917             917  
Final dividend for 2011 (Note 11)
                                        (17,364 )     (17,364 )           (17,364 )
Appropriation (Note (a))
                      2,420                   (2,420 )                  
Rights issue of shares by a subsidiary, net of issuance costs
          (18 )                                   (18 )     781       763  
Distributions by subsidiaries to non-controlling interests, net of contributions
                                                    (720 )     (720 )
Total contributions by and distributions to owners
    118       (18 )     799       2,420                   (19,784 )     (16,465 )     61       (16,404 )
Changes in ownership interests in subsidiaries that do not result in a loss of control:
                                                                               
Acquisitions of non-controlling interests of subsidiaries
          (55 )                                   (55 )     (16 )     (71 )
Total transactions with owners
    118       (73 )     799       2,420                   (19,784 )     (16,520 )     45       (16,475 )
Others (Note f)
                                  1,067       (1,067 )                  
Balance at 30 June 2012
    86,820       (33,281 )     25,752       63,683       117,000       4,089       216,335       480,398       36,387       516,785  




The notes on pages 103 to 142 form part of these interim financial statements.

 
 
99

 


   
Share
capital
RMB
   
Capital
reserve
RMB
   
Share
premium
RMB
   
Statutory
surplus
reserve
RMB
   
Discretionary
surplus
reserve
RMB
   
Other
reserves
RMB
   
Retained
earnings
RMB
   
Total equity
attributable
to equity
shareholders
of the
Company
RMB
   
Non
controlling
interests
RMB
   
Total
equity
RMB
 
Balance at 1 January 2013
    86,820       (33,307 )     25,752       67,603       117,000       3,305       243,741       510,914       37,122       548,036  
Profit for the period
                                        30,281       30,281       2,126       32,407  
Other comprehensive income (Note 12)
                                  444             444       (101 )     343  
Total comprehensive income for the period
                                  444       30,281       30,725       2,025       32,750  
Transactions with owners, recorded directly in equity:
                                                                               
Contributions by and distributions to owners:
                                                                               
Final dividend for 2012 (Note 11)
                                        (17,933 )     (17,933 )           (17,933 )
Appropriation (Note (a))
                      2,493                   (2,493 )                  
Rights issue of H shares, net of issuance costs (Note 30)
    2,845             16,561                               19,406             19,406  
Contributions to subsidiaries from non-controlling interests
          618                                     618       2,235       2,853  
Distributions to non-controlling interests
                                                    (463 )     (463 )
Total contributions by and distributions to owners
    2,845       618       16,561       2,493                   (20,426 )     2,091       1,772       3,863  
Bonus issues (Note 30)
    17,933                                     (17,933 )                  
Capitalisation (Note 30)
    8,967             (8,967 )                                          
Changes in ownership interests in subsidiaries that do not result in a loss of control:
                                                                               
Acquisitions of non-controlling interests of subsidiaries
          (13 )                                   (13 )     (27 )     (40 )
Total transactions with owners
    29,745       605       7,594       2,493                   (38,359 )     2,078       1,745       3,823  
Others (Note (f))
                                  1,073       (1,073 )                  
Balance at 30 June 2013
    116,565       (32,702 )     33,346       70,096       117,000       4,822       234,590       543,717       40,892       584,609  

Note:
 
   
(a)
According to the Company’s Articles of Association, the Company is required to transfer 10% of its net profit determined in accordance with the accounting policies complying with Accounting Standards for Business Enterprises (“ASBE”), adopted by the Group to statutory surplus reserve. In the event that the reserve balance reaches 50% of the registered capital, no transfer is required. The transfer to this reserve must be made before distribution of a dividend to shareholders. Statutory surplus reserve can be used to make good previous years’ losses, if any, and may be converted into share capital by issuing of new shares to shareholders in proportion to their existing shareholdings or by increasing the par value of the shares currently held by them, provided that the balance after such issue is not less than 25% of the registered capital.
   
 
During the six-month period ended 30 June 2013, the Company transferred RMB 2,493 million (2012: RMB 2,420 million), being 10% of the current period’s net profit determined in accordance with the accounting policies complying with ASBE to this reserve.
   
(b)
The usage of the discretionary surplus reserve is similar to that of statutory surplus reserve.
   
(c)
According to the Company’s Articles of Association, the amount of retained earnings available for distribution to owners of the Company is the lower of the amount determined in accordance with the accounting policies complying with ASBE and the amount determined in accordance with the accounting policies complying with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board. At 30 June 2013, the amount of retained earnings available for distribution was RMB 146,928 million (2012: RMB 152,912 million), being the amount determined in accordance with the accounting policies complying with IFRS. Interim dividend for the six-month period ended 30 June 2013 of RMB 10,491 million (2012: RMB 8,682 million) proposed after the balance sheet date has not been recognised as a liability at the balance sheet date.
   
(d)
The capital reserve represents (i) the difference between the total amount of the par value of shares issued and the amount of the net assets transferred from Sinopec Group Company in connection with the Reorganisation; and (ii) the difference between the considerations paid over the amount of the net assets of entities and related operations acquired from Sinopec Group Company and non-controlling interests.
   
(e)
The application of the share premium account is governed by Sections 168 and 169 of the PRC Company Law.
   
(f)
According to relevant PRC regulations, the Group is required to transfer an amount to other reserves for the safety production fund based on the turnover of certain refining and chemicals products or based on the production volume of crude oil and natural gas. During the six-month period ended 30 June 2013, the Group transferred RMB 1,073 million (2012: RMB 1,067 million) from retained earnings to other reserves for the safety production fund.




The notes on pages 103 to 142 form part of these interim financial statements.
 
 
 
100

 


CONSOLIDATED STATEMENT OF CASH FLOWS
for the six-month period ended 30 June 2013
(Amounts in million)

 
Note
 
Six-month periods ended 30 June
 
     
2013
RMB
   
2012
RMB
 
Net cash generated from operating activities
(a)
    32,903       20,322  
Investing activities
                 
Capital expenditure
      (58,941 )     (72,042 )
Exploratory wells expenditure
      (3,929 )     (4,852 )
Purchase of investments, investments in associates and investments in joint ventures
      (6,450 )     (4,825 )
Proceeds from disposal of investments and investments in associates
      156       1,315  
Proceeds from disposal of property, plant, equipment and other non-current assets
      902       166  
Decrease/ (increase) in time deposits with maturities over three months
      213       (851 )
Interest received
      592       563  
Investment and dividend income received
      447       1,250  
(Purchase) / disposal of derivative financial instruments, net
      (12 )     (383 )
Net cash used in investing activities
      (67,022 )     (79,659 )
Financing activities
                 
Proceeds from bank and other loans
      550,958       438,230  
Repayments of bank and other loans
      (519,985 )     (369,421 )
Proceeds from issuing shares
      19,406        
Contributions to subsidiaries from non-controlling interests
      2,853       936  
Dividends paid by the Company
      (12,552 )     (17,010 )
Distributions by subsidiaries to non-controlling interests
      (785 )     (507 )
Interest paid
      (5,219 )     (4,915 )
Acquisitions of non-controlling interests of subsidiaries
      (22 )     (71 )
Net cash generated from financing activities
      34,654       47,242  
Net increase/ (decrease) in cash and cash equivalents
      535       (12,095 )
Cash and cash equivalents at 1 January
      10,456       24,647  
Effect of foreign currency exchange rate changes
      199       7  
Cash and cash equivalents at 30 June
      11,190       12,559  



The notes on pages 103 to 142 form part of these interim financial statements.

 
101

 


NOTES TO CONSOLIDATED STATEMENT OF CASH FLOWS
for the six-month period ended 30 June 2013
(Amounts in million)

(A)
Reconciliation of Profit before Taxation to Net Cash Generated from Operating Activities

 
Six-month periods ended 30 June
 
2013
2012
 
RMB
RMB
Operating activities
   
Profit before taxation
45,134
35,442
Adjustments for:
   
Depreciation, depletion and amortisation
38,969
34,534
Dry hole costs written off
3,335
2,942
Share of profits from associates and joint ventures
(874)
(323)
Investment income
(50)
(63)
Interest income
(592)
(563)
Interest expense
5,201
5,946
(Gain)/Loss on foreign currency exchange rate changes and derivative financial instruments
(1,276)
212
Loss/(gain) on disposal of property, plant, equipment and other non-currents assets, net
95
(459)
Impairment losses on assets
73
Unrealised gain on embedded derivative component of the convertible bonds, net
(761)
(506)
 
89,254
77,162
Accounts receivable and other current assets
(11,151)
(22,370)
Decrease/(increase) inventories
2,183
(3,813)
Accounts payable and other current liabilities
(33,097)
(18,527)
 
47,189
32,452
Income tax paid
(14,286)
(12,130)
Net cash generated from operating activities
32,903
20,322

 
 
102

 
 

The notes on pages 103 to 142 form part of these interim financial statements.
 
 
 
103

 
 
NOTES TO THE INTERIM FINANCIAL STATEMENTS
for the six-month period ended 30 June 2013
   
1
PRINCIPAL ACTIVITIES, ORGANISATION AND BASIS OF PREPARATION
   
 
Principal activities
 
China Petroleum & Chemical Corporation (the “Company’’) is an energy and chemical company that, through its subsidiaries (hereinafter collectively referred to as the “Group’’), engages in oil and gas and chemical operations in the People’s Republic of China (the “PRC’’). Oil and gas operations consist of exploring for, developing and producing crude oil and natural gas; transporting crude oil and natural gas by pipelines; refining crude oil into finished petroleum products; and marketing crude oil, natural gas and refined petroleum products. Chemical operations include the manufacture and marketing of a wide range of chemicals for industrial uses.
   
 
Organisation
 
The Company was established in the PRC on 25 February 2000 as a joint stock limited company as part of the reorganisation (the “Reorganisation”) of China Petrochemical Corporation (‘‘Sinopec Group Company’’), the ultimate holding company of the Group and a ministry-level enterprise under the direct supervision of the State Council of the PRC. Prior to the incorporation of the Company, the oil and gas and chemical operations of the Group were carried on by oil administration bureaux, petrochemical and refining production enterprises and sales and marketing companies of Sinopec Group Company.
   
 
As part of the Reorganisation, certain of Sinopec Group Company’s core oil and gas and chemical operations and businesses together with the related assets and liabilities were transferred to the Company. On 25 February 2000, in consideration for Sinopec Group Company transferring such oil and gas and chemical operations and businesses and the related assets and liabilities to the Company, the Company issued 68.8 billion domestic state-owned ordinary shares with a par value of RMB 1.00 each to Sinopec Group Company. The shares issued to Sinopec Group Company on 25 February 2000 represented the entire registered and issued share capital of the Company on that date. The oil and gas and chemical operations and businesses transferred to the Company were related to (i) the exploration, development and production of crude oil and natural gas, (ii) the refining, transportation, storage and marketing of crude oil and petroleum products, and (iii) the production and sales of chemicals.
   
 
Basis of preparation
 
The accompanying interim financial statements have been prepared in accordance with IFRSs as issued by the International Accounting Standards Board. IFRS includes International Accounting Standards (“IAS”) and related interpretations. These interim financial statements also comply with the applicable disclosure provisions of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited. A summary of the significant accounting policies adopted by the Group are set out in Note 2.
   
 
The following relevant IFRSs, amendments to existing IFRSs and interpretation of IFRS have been published and are mandatory for accounting periods beginning on or after January 1, 2013 or later periods and have been adopted by the Group in current accounting period:
   
 
IFRS 10, ‘Consolidated financial statements’. Under IFRS 10, subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group has power over an entity, is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect these returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.
   
 
IFRS 11, ‘Joint arrangements’. Under IFRS 11 Investments in joint arrangements are classified either as joint operations or joint ventures, depending on the contractual rights and obligations each investor has rather than the legal structure of the joint arrangement.
   
 
IFRS 12, ‘Disclosure of interests in other entities’, IFRS 12 was issued in May 2011, and provides disclosure requirements on interests in subsidiaries, associates, joint ventures, and unconsolidated structured entities.
   
 
IFRS 13, ‘Fair value measurement’. IFRS 13 measurement and disclosure requirements are applicable for the December 2013 year end.
   
 
There have been no significant changes to the accounting policies applied in these interim financial statements for the periods presented as a result of these developments.
   
 
The accompanying interim financial statements are prepared on the historical cost basis except for the remeasurement of available-for-sale securities (Note 2(k)), securities held for trading (Note 2(k)), derivative financial instruments (Note 2(l) and (m)) and derivative component of the convertible bonds (Note 2(q)) to their fair values.
   
 
The preparation of the interim financial statements in accordance with IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the interim financial statements and the reported amounts of revenues and expenses during the period. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates.
   
 
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
   
 
Key assumptions and estimation made by management in the application of IFRS that have significant effect on the interim financial statements and the major sources of estimation uncertainty are disclosed in Note 37.
   
 
Certain comparative figures have been reclassified, as necessary, in order to conform to the current period’s presentation.
 
 
104

 
 
2
SIGNIFICANT ACCOUNTING POLICIES
 
 
(a)
Basis of consolidation
   
The consolidated interim financial statements comprise the Company and its subsidiaries, and interest in associates and joint ventures.
 
   
(i)
Subsidiaries and non-controlling interests
     
Subsidiaries are those entities controlled by the Group. The Group controls an entity when the Group 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 interim financial statements of subsidiaries are included in the consolidated interim financial statements from the date that control effectively commences until the date that control effectively ceases.
       
     
Non-controlling interests at the balance sheet date, being the portion of the net assets of subsidiaries attributable to equity interests that are not owned by the Company, whether directly or indirectly through subsidiaries, are presented in the consolidated balance sheet and consolidated statement of changes in equity within equity, separately from equity attributable to the owners of the Company. Non-controlling interests in the results of the Group are presented on the face of the consolidated income statement and the consolidated statement of comprehensive income as an allocation of the total profit or loss and total comprehensive income for the period between non-controlling interests and the owners of the Company.
       
     
Changes in the Group’s interests in a subsidiary that do not result in a loss of control are accounted for as equity transactions, whereby adjustments are made to the amounts of controlling and non-controlling interests within consolidated equity to reflect the change in relative interests, but no adjustments are made to goodwill and no gain or loss is recognised.
       
     
When the Group loses control of a subsidiary, it is accounted for as a disposal of the entire interest in that subsidiary, with a resulting gain or loss being recognised in profit or loss. Any interest retained in that former subsidiary at the date when control is lost is recognised at fair value and this amount is regarded as the fair value on initial recognition of a financial asset (Note 2(k)) or, when appropriate, the cost on initial recognition of an investment in an associate or joint venture (Note 2(a)(ii)).
       
   
(ii)
Associates and joint ventures
     
An associate is an entity, not being a subsidiary, in which the Group exercises significant influence over its management. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.
       
     
The investments in joint arrangements are classified as either joint operations or joint ventures depending on the contractual rights and obligations each investor has rather than the legal structure of the joint arrangement. A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the arrangement.
       
     
Investments in associates and joint ventures are accounted for in the consolidated interim financial statements using the equity method from the date that significant influence or joint control commences until the date that significant influence or joint control ceases. Under the equity method, the investment is initially recorded at cost and adjusted thereafter for the post acquisition change in the Group’s share of the investee’s net assets and any impairment loss relating to the investment (Note 2(j) and (n)).
       
     
The Group’s share of the post-acquisition, post-tax results of the investees and any impairment losses for the period are recognised in the consolidated income statement, whereas the Group’s share of the post-acquisition post-tax items of the investees’ other comprehensive income is recognised in the consolidated statement of comprehensive income.
       
     
When the Group ceases to have significant influence over an associate or joint control over a joint venture, it is accounted for as a disposal of the entire interest in that investee, with a resulting gain or loss being recognised in profit or loss. Any interest retained in that former investee at the date when significant influence or joint control is lost is recognised at fair value and this amount is regarded as the fair value on initial recognition of a financial asset (see Note 2(k)) or, when appropriate, the cost on initial recognition of an investment in an associate (see Note 2(a)(ii)).
       
   
(iii)
Transactions eliminated on consolidation
     
Inter-company balances and transactions and any unrealised gains arising from inter-company transactions are eliminated on consolidation. Unrealised gains arising from transactions with associates and joint ventures are eliminated to the extent of the Group’s interest in the entity. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.
 
 
 
105

 

 
2
SIGNIFICANT ACCOUNTING POLICIES (Continued)
     
 
(b)
Translation of foreign currencies
   
The presentation currency of the Group is Renminbi. Foreign currency transactions during the period are translated into Renminbi at the applicable rates of exchange quoted by the People’s Bank of China (‘‘PBOC’’) prevailing on the transaction dates. Foreign currency monetary assets and liabilities are translated into Renminbi at the PBOC’s rates at the balance sheet date.
     
   
Exchange differences, other than those capitalised as construction in progress, are recognised as income or expense in the “finance costs” section of the consolidated income statement.
     
   
The results of foreign operations are translated into Renminbi at the applicable rates quoted by the PBOC prevailing on the transaction dates. Balance sheet items, including goodwill arising on consolidation of foreign operations are translated into Renminbi at the closing foreign exchange rates at the balance sheet date. The resulting exchange differences are recognised in other comprehensive income and accumulated in equity in the other reserves.
     
   
On disposal of a foreign operation, the cumulative amount of the exchange differences relating to that foreign operation is reclassified from equity to the consolidated income statement when the profit or loss on disposal is recognised.
     
 
(c)
Cash and cash equivalents
   
Cash equivalents consist of time deposits with financial institutions with an initial term of less than three months when purchased. Cash equivalents are stated at cost, which approximates fair value.
     
 
(d)
Trade, bills and other receivables
   
Trade, bills and other receivables are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method, less impairment losses for bad and doubtful debts (Note 2(n)). Trade, bills and other receivables are derecognised if the Group’s contractual rights to the cash flows from these financial assets expire or if the Group transfers these financial assets to another party without retaining control or substantially all risks and rewards of the assets.
     
 
(e)
Inventories
   
Inventories, other than spare parts and consumables, are stated at the lower of cost and net realisable value. Cost includes the cost of purchase computed using the weighted average method and, in the case of work in progress and finished goods, direct labour and an appropriate proportion of production overheads. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the sale.
     
   
Spare parts and consumables are stated at cost less any provision for obsolescence.
     
 
(f)
Property, plant and equipment
   
An item of property, plant and equipment is initially recorded at cost, less accumulated depreciation and impairment losses (Note 2(n)). The cost of an asset comprises its purchase price, any directly attributable costs of bringing the asset to working condition and location for its intended use. The Group recognises in the carrying amount of an item of property, plant and equipment the cost of replacing part of such an item when that cost is incurred, when it is probable that the future economic benefits embodied with the item will flow to the Group and the cost of the item can be measured reliably. All other expenditure is recognised as an expense in the consolidated income statement in the year in which it is incurred.
     
   
Gains or losses arising from the retirement or disposal of an item of property, plant and equipment, other than oil and gas properties, are determined as the difference between the net disposal proceeds and the carrying amount of the item and are recognised as income or expense in the consolidated income statement on the date of retirement or disposal.
     
   
Depreciation is provided to write off the cost amount of items of property, plant and equipment, other than oil and gas properties, over its estimated useful life on a straight-line basis, after taking into account its estimated residual value, as follows:
       
   
Buildings
12 to 50 years
   
Equipment, machinery and others
4 to 30 years
       
   
Where parts of an item of property, plant and equipment have different useful lives, the cost of the item is allocated on a reasonable basis between the parts and each part is depreciated separately. Both the useful life of an asset and its residual value, if any, are reassessed annually.
     
 
(g)
Oil and gas properties
   
The Group uses the successful efforts method of accounting for its oil and gas producing activities. Under this method, costs of development wells, the related support equipment and proved mineral interests in properties are capitalised. The cost of exploratory wells is initially capitalised as construction in progress pending determination of whether the well has found proved reserves. The impairment of exploratory well costs occurs upon the determination that the well has not found proved reserves. The exploratory well costs are usually not carried as an asset for more than one year following completion of drilling, unless (i) the well has found a sufficient quantity of reserves to justify its completion as a producing well if the required capital expenditure is made; (ii) drilling of the additional exploratory wells is under way or firmly planned for the near future; or (iii) other activities are being undertaken to sufficiently progress the assessing of the reserves and the economic and operating viability of the project. All other exploration costs, including geological and geophysical costs, other dry hole costs and annual lease rentals, are expensed as incurred. Capitalised costs relating to proved properties are amortised at the field level on a unit-of-production method. The amortisation rates are determined based on oil and gas reserves estimated to be recoverable from existing facilities over the shorter of the economic lives of crude oil and natural gas reservoirs and the terms of the relevant production licenses.
 
 
106

 
 
2
SIGNIFICANT ACCOUNTING POLICIES (Continued)
     
 
(g)
Oil and gas properties (Continued)
   
Management 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 and the future cash flows are adjusted to reflect such risks specific to the liability, as appropriate. These estimated future dismantlement costs are discounted at pre-tax 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.
     
 
(h)
Lease prepayments
   
Lease prepayments represent land use rights paid to the relevant government authorities. Land use rights are carried at cost less accumulated amount charged to expense and impairment losses (Note 2(n)). The cost of lease prepayments are charged to expense on a straight-line basis over the respective periods of the rights.
     
 
(i)
Construction in progress
   
Construction in progress represents buildings, oil and gas properties, various plant and equipment under construction and pending installation, and is stated at cost less impairment losses (Note 2(n)). Cost comprises direct costs of construction as well as interest charges, and foreign exchange differences on related borrowed funds to the extent that they are regarded as an adjustment to interest charges, during the periods of construction.
     
   
Construction in progress is transferred to property, plant and equipment when the asset is substantially ready for its intended use.
     
   
No depreciation is provided in respect of construction in progress.
     
 
(j)
Goodwill
   
Goodwill represents amounts arising on acquisition of subsidiaries, associates or joint ventures. Goodwill represents the difference between the cost of acquisition and the fair value of the net identifiable assets acquired.
     
   
Prior to 1 January 2008, the acquisition of the non-controlling interests of a consolidated subsidiary was accounted using the acquisition method whereby the difference between the cost of acquisition and the fair value of the net identifiable assets acquired (on a proportionate share) was recognised as goodwill. From 1 January 2008, any difference between the amount by which the non-controlling interest is adjusted (such as through an acquisition of the non-controlling interests) and the cash or other considerations paid is recognised in equity.
     
   
Goodwill is stated at cost less accumulated impairment losses. Goodwill arising on a business combination is allocated to each cash-generating unit, or groups of cash generating units, that is expected to benefit the synergies of the combination and is tested annually for impairment (Note 2(n)). In respect of associates or joint ventures, the carrying amount of goodwill is included in the carrying amount of the interest in the associate or joint venture and the investment as a whole is tested for impairment whenever there is objective evidence of impairment (Note 2(n)).
     
 
(k)
Investments
   
Investment in available-for-sale securities are carried at fair value with any change in fair value recognised in other comprehensive income and accumulated separately in equity in other reserve. When these investments are derecognised or impaired, the cumulative gain or loss is reclassified from equity to the consolidated income statement. Investments in equity securities, other than investments in associates and joint ventures, that do not have a quoted market price in an active market and whose fair value cannot be reliably measured are recognised in the balance sheet at cost less impairment losses (Note 2(n)).
     
   
Investments in securities held for trading are classified as current assets. Any attributable transaction costs are recognised in the consolidated income statement as incurred. At each balance sheet date, the fair value is remeasured, with any resultant gain or loss being recognised in the consolidated income statement.
     
 
(l)
Derivative financial instruments
   
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 the consolidated income statement, except where the derivatives qualify for cash flow hedge accounting or hedge the net investment in a foreign operation, in which case recognition of any resultant gain or loss depends on the nature of the item being hedged (Note 2(m)).
     
 
(m)
Hedging
     
   
(i)
Cash flow hedges
     
Where a derivative financial instrument is designated as a hedge of the variability in cash flows of a recognised asset or liability or a highly probable forecast transaction or the foreign currency risk of a committed future transaction, the effective portion of any gains or losses on re-measurement of the derivative financial instrument to fair value are recognised in other comprehensive income and accumulated separately in equity in other reserves. The ineffective portion of any gain or loss is recognised immediately in the consolidated income statement.
 
 
107

 
 
2
SIGNIFICANT ACCOUNTING POLICIES (Continued)
     
 
(m)
Hedging (Continued)
       
   
(i)
Cash flow hedges (Continued)
     
If a hedge of a forecast transaction subsequently results in the recognition of a non-financial asset or non-financial liability, the associated gain or loss is reclassified from equity to be included in the initial cost or other carrying amount of the non-financial asset or liability.
       
     
If a hedge of a forecast transaction subsequently results in the recognition of a financial asset or a financial liability, the associated gain or loss is reclassified from equity to the consolidated income statement in the same period or periods during which the asset acquired or liability assumed affects the consolidated income statement (such as when interest income or expense is recognised).
       
     
For cash flow hedges, other than those covered by the preceding two policy statements, the associated gain or loss is reclassified from equity to the consolidated income statement in the same period or periods during which the hedged forecast transaction affects the consolidated income statement.
       
     
When a hedging instrument expires or is sold, terminated, exercised, or the entity revokes designation of the hedge relationship but the hedged forecast transaction is still expected to occur, the cumulative gain or loss at that point remains in equity until the transaction occurs and it is recognised in accordance with the above policy. If the hedged transaction is no longer expected to take place, the cumulative unrealised gain or loss is reclassified from equity to the consolidated income statement immediately.
       
   
(ii)
Hedge of net investments in foreign operations
     
The portion of the gain or loss on re-measurement to fair value of an instrument used to hedge a net investment in a foreign operation that is determined to be an effective hedge is recognised in other comprehensive income and accumulated separately in equity in the other reserve until the disposal of the foreign operation, at which time the cumulative gain or loss is reclassified from equity to the consolidated income statement. The ineffective portion is recognised immediately in the consolidated income statement. In this period no hedge of net investment in foreign operations was hold by the Group.
       
 
(n)
Impairment of assets
       
   
(i)
Trade accounts receivable, other receivables and investment in equity securities that do not have a quoted market price in an active market are reviewed at each balance sheet date to determine whether there is objective evidence of impairment. If any such evidence exists, an impairment loss is determined and recognised.
       
     
The impairment loss is measured as the difference between the asset’s carrying amount and the estimated future cash flows, discounted at the current market rate of return for a similar financial asset where the effect of discounting is material, and is recognised as an expense in the consolidated income statement. Impairment losses for trade and other receivables are reversed through the consolidated income statement if in a subsequent period the amount of the impairment losses decreases. Impairment losses for equity securities carried at cost are not reversed.
       
     
For investments in associates and joint ventures accounted under the equity method (Note 2(a)(ii)), the impairment loss is measured by comparing the recoverable amount of the investment as a whole with its carrying amount in accordance with the accounting policy set out in Note 2(n)(ii). The impairment loss is reversed if there has been a favourable change in the estimates used to determine the recoverable amount in accordance with the accounting policy set out in Note 2(n)(ii).
       
   
(ii)
Impairment of other long-lived assets is accounted as follows:
       
     
The carrying amounts of other long-lived assets, including property, plant and equipment, construction in progress, lease prepayments and other assets, are reviewed at each balance sheet date to identify indicators that the assets may be impaired. These assets are tested for impairment whenever events or changes in circumstances indicate that their recorded carrying amounts may not be recoverable. When such a decline has occurred, the carrying amount is reduced to the recoverable amount. For goodwill, the recoverable amount is estimated at each balance sheet date.
       
     
The recoverable amount is the greater of the fair value less costs to sell and the value in use. In determining the value in use, expected future cash flows generated by the asset are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Where an asset does not generate cash inflows largely independent of those from other assets, the recoverable amount is determined for the smallest group of assets that generates cash inflows independently (i.e. a cash-generating unit).
       
     
The amount of the reduction is recognised as an expense in the consolidated income statement. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the cash-generating unit and then, to reduce the carrying amount of the other assets in the unit on a pro rata basis, except that the carrying value of an asset will not be reduced below its individual fair value less costs to sell, or value in use, if determinable.
       
     
Management assesses at each balance sheet date whether there is any indication that an impairment loss recognised for a long-lived asset, except in the case of goodwill, which in prior years may no longer exist. An impairment loss is reversed if there has been a favourable change in the estimates used to determine the recoverable amount. A subsequent increase in the recoverable amount of an asset, when the circumstances and events that led to the write-down or write-off cease to exist, is recognised as an income. The reversal is reduced by the amount that would have been recognised as depreciation had the write-down or write-off not occurred. An impairment loss in respect of goodwill is not reversed.
 
 
108

 
 
2
SIGNIFICANT ACCOUNTING POLICIES (Continued)
     
 
(o)
Trade, bills and other payables
   
Trade, bills and other payables are initially recognised at fair value and thereafter stated at amortised cost unless the effect of discounting would be immaterial, in which case they are stated at cost.
     
 
(p)
Interest-bearing borrowings
   
Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost with any difference between cost and redemption value being recognised in the consolidated income statement over the period of borrowings using the effective interest method.
     
 
(q)
Convertible bonds
     
   
(i)
Convertible bonds that contain an equity component
     
Convertible bonds that can be converted to equity share capital at the option of the holder, where the number of shares that would be issued on conversion and the value of the consideration that would be received at that time do not vary, are accounted for as compound financial instruments that contain both a liability component and an equity component.
       
     
At initial recognition, the liability component of the convertible bonds is measured as the present value of the future interest and principal payments, discounted at the market rate of interest applicable at the time of initial recognition to similar liabilities that do not have a conversion option. Any excess of proceeds over the amount initially recognised as the liability component is recognised as the equity component. Transaction costs that relate to the issuance of the convertible bonds are allocated to the liability and equity components in proportion to the allocation of proceeds.
       
     
The liability component is subsequently carried at amortised cost. The interest expense on the liability component is calculated using the effective interest method. The equity component is recognised in the capital reserve until the bond is converted or redeemed.
       
     
If the bond is converted, the capital reserve, together with the carrying amount of the liability component at the time of conversion, is transferred to share capital and share premium as consideration for the shares issued. If the bond is redeemed, the capital reserve is transferred to share premium.
       
   
(ii)
Other convertible bonds
     
Convertible bonds issued with a cash settlement option and other embedded derivative features are accounted for as compound financial instruments that contain a liability component and a derivative component.
       
     
At initial recognition, the derivative component of the convertible bonds is measured at fair value. Any excess of proceeds over the amount initially recognised as the derivative component is recognised as the liability component. Transaction costs that relate to the issuance of the convertible bonds are allocated to the liability and derivative components in proportion to the allocation of proceeds. The portion of the transaction costs relating to the liability component is recognised initially as part of the liability. The portion relating to the derivative component is recognised immediately as an expense in the consolidated income statement.
       
     
The derivative component is subsequently remeasured at each balance sheet date and any gains or losses arising from change in the fair value are recognised in the consolidated income statement. The liability component is subsequently carried at amortised cost until extinguished on conversion or redemption. The interest expense recognised in the consolidated income statement on the liability component is calculated using the effective interest method. Both the liability and the related derivative components are presented together for financial statements reporting purposes.
       
     
If the convertible bonds are converted, the carrying amounts of the derivative and liability components are transferred to share capital and share premium as consideration for the shares issued. If the convertible bonds are redeemed, any difference between the amount paid and the carrying amounts of both components is recognised in the consolidated income statement.
       
 
(r)
Provisions and contingent liability
   
A provision is recognised for liability of uncertain timing or amount when the Group has a legal or constructive obligation arising as a result of a past event, when it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made.
     
   
When it is not probable that an outflow of economic benefits will be required, or the amount cannot be estimated reliably, the obligation is disclosed as a contingent liability, unless the probability of outflow of economic benefits is remote. Possible obligations, whose existence will only be confirmed by the occurrence or non-occurrence of one or more future events are also disclosed as contingent liabilities unless the probability of outflow of economic benefits is remote.
     
   
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 cost, is reflected as an adjustment to the provision and oil and gas properties.
 
 
109

 
 
2
SIGNIFICANT ACCOUNTING POLICIES (Continued)
   
 
(s)
Revenue recognition
   
Revenues associated with the sale of crude oil, natural gas, petroleum and chemical products and ancillary materials are recorded when the customer accepts the goods and the significant risks and rewards of ownership and title have been transferred to the buyer. Revenue from the rendering of services is recognised in the consolidated income statement upon performance of the services. No revenue is recognised if there are significant uncertainties regarding recovery of the consideration due, the possible return of goods, or when the amount of revenue and the costs incurred or to be incurred in respect of the transaction cannot be measured reliably.
     
   
Interest income is recognised on a time apportioned basis that takes into account the effective yield on the asset.
     
   
A government grant that becomes receivable as compensation for expenses or losses already incurred with no future related costs is recognised as income in the period in which it becomes receivable.
     
 
(t)
Borrowing costs
   
Borrowing costs are expensed in the consolidated income statement in the period in which they are incurred, except to the extent that they are capitalised as being attributable to the construction of an asset which necessarily takes a period of time to get ready for its intended use.
     
 
(u)
Repairs and maintenance expenditure
   
Repairs and maintenance expenditure is expensed as incurred.
     
 
(v)
Environmental expenditures
   
Environmental expenditures that relate to current ongoing operations or to conditions caused by past operations are expensed as incurred.
     
   
Liabilities related to future remediation costs are recorded when environmental assessments and/or cleanups are probable and the costs can be reasonably 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.
     
 
(w)
Research and development expense
   
Research and development expenditures are expensed in the period in which they are incurred. Research and development expense amounted to RMB 1,858 million for the six-month period ended 30 June 2013 (2012: RMB 1,819 million).
     
 
(x)
Operating leases
   
Operating lease payments are charged to the consolidated income statement on a straight-line basis over the period of the respective leases.
     
 
(y)
Employee benefits
   
The contributions payable under the Group’s retirement plans are recognised as an expense in the consolidated income statement as incurred and according to the contribution determined by the plans. Further information is set out in Note 33.
     
   
Termination benefits, such as employee reduction expenses, are recognised when, and only when, the Group demonstrably commits itself to terminate employment or to provide benefits as a result of voluntary redundancy by having a detailed formal plan which is without realistic possibility of withdrawal.
     
 
(z)
Income tax
   
Income tax comprises current and deferred tax. Current tax is calculated on taxable income by applying the applicable tax rates. Deferred tax is provided using the balance sheet liability method on all temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes only to the extent that it is probable that future taxable income will be available against which the assets can be utilised. Deferred tax is calculated on the basis of the enacted tax rates or substantially enacted tax rates that are expected to apply in the period when the asset is realised or the liability is settled. The effect on deferred tax of any changes in tax rates is charged or credited to the consolidated income statement, except for the effect of a change in tax rate on the carrying amount of deferred tax assets and liabilities which were previously charged or credited to other comprehensive income or directly in equity.
     
   
The tax value of losses expected to be available for utilisation against future taxable income is set off against the deferred tax liability within the same legal tax unit and jurisdiction to the extent appropriate, and is not available for set off against the taxable profit of another legal tax unit. The carrying amount of a deferred tax asset is reviewed at each balance sheet date and is reduced to the extent that it is no longer probable that the related tax benefit will be realised.
     
 
(aa)
Dividends
   
Dividends are recognised as a liability in the period in which they are declared.
     
 
(bb)
Segment reporting
   
Operating segments, and the amounts of each segment item reported in the financial statements, are identified from the financial information provided regularly to the Group’s chief operating decision maker for the purposes of allocating resources to, and assessing the performance of the Group’s various lines of business.
 
 
110

 
 
3
TURNOVER
 
Turnover represents revenue from the sales of crude oil, natural gas, petroleum and chemical products.
   
4
OTHER OPERATING REVENUES

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Sale of materials, service and others
    19,034       20,360  
Rental income
    276       246  
      19,310       20,606  

5
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
 
The following items are included in selling, general and administrative expenses:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Operating lease charges
    7,127       5,808  
Impairment losses:
               
– trade accounts receivable
    5       2  
– other receivables
    6       11  

6
PERSONNEL EXPENSES

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Salaries, wages and other benefits
    21,226       20,827  
Contributions to retirement schemes (Note 33)
    3,617       3,193  
      24,843       24,020  

7
TAXES OTHER THAN INCOME TAX

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Consumption tax (i)
    66,004       64,020  
Special oil income levy (ii)
    12,938       16,472  
City construction tax (iii)
    6,459       5,892  
Education surcharge
    4,849       4,536  
Resources tax
    3,658       3,989  
Other
    543       358  
      94,451       95,267  

 
Note:
     
 
(i)
The consumption tax rates on gasoline, diesel, naphtha, solvent oil, lubricant oil, fuel oil and jet fuel oil are RMB 1,388.0 per tonne, RMB 940.8 per tonne, RMB 1,385.0 per tonne, RMB 1,282.0 per tonne, RMB 1,126.0 per tonne, RMB 812.0 per tonne and RMB 996.8 per tonne, respectively.
     
 
(ii)
Before 1 November 2011, special oil income levy is levied on oil exploration and production entities based on the progressive rates ranging from 20% to 40% on the portion of the monthly weighted average sales price of the crude oil produced in the PRC exceeding USD 40 per barrel. Effective from 1 November 2011, special oil income levy is levied on oil exploration and production entities based on the progressive rates ranging from 20% to 40% on the portion of the monthly weighted average sales price of the crude oil produced in the PRC exceeding USD 55 per barrel.
     
 
(iii)
City construction tax is levied on an entity based on its total paid amount of value-added tax, consumption tax and business tax.
 
 
111

 
 
8
OTHER OPERATING INCOME, NET

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Government grant
    596       605  
(Loss)/gain on disposal of property, plant, equipment and other non-currents assets, net
    (95 )     459  
Ineffective portion of change in fair value of cash flow hedges
    23       150  
Net realised and unrealised losses on derivative financial instruments not qualified as hedging
    (64 )     (297 )
Donations
    (103 )     (42 )
Fines, penalties and compensations
    (13 )     (36 )
Impairment losses on long-lived assets
    (44 )      
Others
    (49 )     (160 )
      251       679  

9
INTEREST EXPENSE

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Interest expense incurred
    5,643       6,169  
Less: Interest expense capitalised*
    (811 )     (639 )
      4,832       5,530  
Accretion expenses (Note 29)
    369       416  
Interest expense
    5,201       5,946  
* Interest rates per annum at which borrowing costs were capitalised for construction in progress
 
0.9% to 6.2%
   
3.8% to 6.2%
 

10
TAX EXPENSE
   
 
Tax expense in the consolidated income statement represents:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Current tax
           
– Provision for the period
    11,151       10,418  
– Adjustment of prior years
    453       473  
Deferred taxation (Note 25)
    1,123       (1,248 )
      12,727       9,643  

 
Reconciliation between actual tax expense and the expected income tax expense at applicable statutory tax rates is as follows:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Profit before taxation
    45,134       35,442  
Expected PRC income tax expense at a statutory tax rate of 25%
    11,284       8,861  
Tax effect of non-deductible expenses
    133       220  
Tax effect of non-taxable income
    (365 )     (137 )
Tax effect of preferential tax rate (Note)
    (1,028 )     (916 )
Effect of income taxes from foreign operations in excess of taxes
 at the PRC statutory tax rate (Note)
    1,276       101  
Tax effect of utilisation of previously unrecognised tax losses and temporary differences
    (95 )     (109 )
Tax effect of tax losses not recognised
    296       538  
Write-down of deferred tax assets
    773       612  
Adjustment of prior years
    453       473  
Actual income tax expense
    12,727       9,643  

 
Note:
   
 
The provision for PRC current income tax is based on a statutory income tax rate of 25% of the assessable income of the Group as determined in accordance with the relevant income tax rules and regulations of the PRC, except for certain entities of the Group in western regions in the PRC are taxed at preferential income tax rate of 15% through the year 2020, and the foreign operation in the Republic of Angola (“Angola”) that is taxed at 50% of the assessable income as determined in accordance with the relevant income tax rules and regulations of Angola.
 
 
112

 
 
11
DIVIDENDS
   
 
Dividends payable to owners of the Company attributable to the period represent:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Interim dividends declared after the balance sheet date of RMB 0.09 per share (2012: RMB 0.10 per share)
    10,491       8,682  

 
Pursuant to the Company’s Articles of Association and a resolution passed at the Directors’ meeting on 23 August 2013, the directors authorised to declare the interim dividends for the year ending 31 December 2013 of RMB 0.09 (2012: RMB 0.10) per share totaling RMB 10,491 million (2012: RMB 8,682 million). Dividends declared after the balance sheet date are not recognised as a liability at the balance sheet date.
   
 
Dividends payable to owners of the Company attributable to the previous financial year, approved during the period represent:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Final cash dividends in respect of the previous financial year, approved during the period of RMB 0.20 per share (2012: RMB 0.20 per share)
    17,933       17,364  

 
Pursuant to the shareholders’ approval at the Annual General Meeting on 29 May 2013, a final dividend of RMB 0.20 per share, and with bonus issues of 2 shares converted from the retained earnings for every 10 existing shares in respect of the year ended 31 December 2012 was declared (Note 30). Dividends paid in the six-month period ended 30 June 2013 RMB 12,552 million.
   
 
Pursuant to the shareholders’ approval at the Annual General Meeting on 11 May 2012, a final dividend of RMB 0.20 per share totaling RMB 17,364 million in respect of the year ended 31 December 2011 was declared.
   
12
OTHER COMPREHENSIVE INCOME

   
Six-month period ended 30 June 2013
   
Six-month period ended 30 June 2012
 
   
Before-tax
amount
RMB million
   
Tax
effect
RMB million
   
Net-of-tax
amount
RMB million
   
Before-tax
amount
RMB million
   
Tax
effect
RMB million
   
Net-of-tax
amount
RMB million
 
Cash flow hedges:
                                   
Effective portion of changes in fair value of hedging instruments recognized during the period
    (135 )     22       (113 )     804       (133 )     671  
Amounts transferred to initial carrying amount of hedged items
    (39 )     6       (33 )     (235 )     39       (196 )
Reclassification adjustments for amounts transferred to the consolidated income statement
    272       (44 )     228       (568 )     94       (474 )
Net movement during the period recognised in other comprehensive income
    98       (16 )     82       1             1  
Available-for-sale securities:
                                               
Changes in fair value recongnised during the period
    1,188       (298 )     890       1             1  
Net movement during the period recognised in other comprehensive income
    1,188       (298 )     890       1             1  
Share of other comprehensive income of associates
    (241 )           (241 )     26             26  
Foreign currency translation differences
    (388 )           (388 )     89             89  
Other comprehensive income
    657       (314 )     343       117             117  
 
 
113

 
 
13
BASIC AND DILUTED EARNINGS PER SHARE
   
 
The calculation of basic earnings per share for the six-month period ended 30 June 2013 is based on the profit attributable to ordinary owners of the Company of RMB 30,281 million (2012: RMB 24,503 million) and the weighted average number of shares of 115,639,886,505 (2012: 112,840,871,514) during the period. The weighted average number of shares for the six-month period ended 30 June 2012 has been retrospectively adjusted as a result of bonus shares issuance and capitalisation during the period (Note 30) and the basic earnings and diluted earnings per share has been adjusted retrospectively.
   
 
The calculation of diluted earnings per share for the six-month period ended 30 June 2013 is based on the profit attributable to ordinary owners of the Company of RMB 29,851 million (2012: RMB 24,731 million) and the weighted average number of shares of 121,321,406,189 (2012: 118,252,214,431) calculated as follows:
     
 
(i)
Profit attributable to ordinary owners of the Company (diluted)

   
Six-month periods ended 30 June
 
   
2013
RMB million
   
2012
RMB million
 
Profit attributable to ordinary owners of the Company
    30,281       24,503  
After tax effect of interest expenses (net of exchange gain) of the 2007 Convertible Bonds and the 2011 Convertible Bonds
    141       608  
After tax effect of unrealised gain (net of unrealised loss) on embedded derivative components of the 2007 Convertible Bonds and the 2011 Convertible Bonds
    (571 )     (380 )
Profit attributable to ordinary owners of the Company (diluted)
    29,851       24,731  

 
(ii)
Weighted average number of shares (diluted)

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
Number of shares
   
Number of shares
 
Weighted average number of shares at 30 June
    115,639,886,505       112,840,871,514  
Effect of conversion of the 2007 Convertible Bonds
    1,439,688,889       1,413,144,699  
Effect of conversion of the 2011 Convertible Bonds
    4,241,830,795       3,998,198,218  
Weighted average number of shares (diluted) at 30 June
    121,321,406,189       118,252,214,431  


 
114

 
 
14
PROPERTY, PLANT AND EQUIPMENT
   
 
By asset class

   
Plants and
buildings
RMB million
   
Oil and gas,
properties
RMB million
   
Equipment,
machinery
and others
RMB million
   
Total
RMB million
 
Cost:
                       
Balance at 1 January 2012
    68,476       469,178       611,005       1,148,659  
Additions
    12       533       170       715  
Transferred from construction in progress
    802       10,871       10,030       21,703  
Reclassification
    13,987       (65,494 )     51,507        
Exchange adjustments
    7       108       9       124  
Contributed to a joint venture
                (271 )     (271 )
Reclassification to lease prepayments and other long-term assets
    (1,708 )           (7,327 )     (9,035 )
Disposals
    (93 )           (2,328 )     (2,421 )
Balance at 30 June 2012
    81,483       415,196       662,795       1,159,474  
Balance at 1 January 2013
    86,215       451,288       693,583       1,231,086  
Additions
    92       1,440       110       1,642  
Transferred from construction in progress
    1,123       20,414       23,153       44,690  
Reclassification
    380       7       (387 )      
Exchange adjustments
    (29 )     (525 )     (39 )     (593 )
Contributed to a joint venture
    (1 )           (45 )     (46 )
Reclassification to lease prepayments and other long-term assets
    (78 )           (683 )     (761 )
Disposals
    (157 )           (1,918 )     (2,075 )
Balance at 30 June 2013
    87,545       472,624       713,774       1,273,943  
Accumulated depreciation:
                               
Balance at 1 January 2012
    35,088       237,592       310,043       582,723  
Depreciation charge for the period
    1,348       14,840       17,401       33,589  
Reclassification
    (3,289 )     (16,641 )     19,930        
Exchange adjustments
    1       49       5       55  
Contributed to a joint venture
                (219 )     (219 )
Reclassification to lease prepayments and other long-term assets
    (155 )           (1,957 )     (2,112 )
Written back on disposals
    (54 )           (2,179 )     (2,233 )
Balance at 30 June 2012
    32,939       235,840       343,024       611,803  
Balance at 1 January 2013
    34,490       252,214       355,413       642,117  
Depreciation charge for the period
    1,492       16,377       18,385       36,254  
Impairment losses for the period
    1             43       44  
Reclassification
    95       5       (100 )      
Exchange adjustments
    (10 )     (277 )     (16 )     (303 )
Contributed to a joint venture
                (32 )     (32 )
Reclassification to lease prepayments and other long-term assets
    (6 )           (88 )     (94 )
Written back on disposals
    (119 )           (1,669 )     (1,788 )
Balance at 30 June 2013
    35,943       268,319       371,936       676,198  
Net book value:
                               
Balance at 1 January 2012
    33,388       231,586       300,962       565,936  
Balance at 30 June 2012
    48,544       179,356       319,771       547,671  
Balance at 1 January 2013
    51,725       199,074       338,170       588,969  
Balance at 30 June 2013
    51,602       204,305       341,838       597,745  

 
The additions to the exploration and production segment and oil and gas properties for the six-month period ended 30 June 2013 included RMB 1,440 million (2012: RMB 517 million) of the estimated dismantlement costs for oil and gas properties (Note 29).
 
 
115

 
 
15
CONSTRUCTION IN PROGRESS

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Balance at 1 January
    168,977       111,311  
Additions
    50,030       55,114  
Dry hole costs written off
    (3,335 )     (2,942 )
Transferred to property, plant and equipment
    (44,690 )     (21,703 )
Exchange adjustments
    (20 )     3  
Reclassification to lease prepayments and other assets
    (4,006 )     (1,828 )
Balance at 30 June
    166,956       139,955  

 
As at 30 June 2013, the amount of capitalised cost of exploratory wells included in construction in progress related to the exploration and production segment was RMB 16,380 million (2012: RMB 14,461 million). The geological and geophysical costs paid during the six-month period ended 30 June 2013 were RMB 4,265 million (2012: RMB 3,251 million).
   
16
GOODWILL

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Cost
    13,914       13,914  
Less: Accumulated impairment losses
    (7,657 )     (7,657 )
      6,257       6,257  

 
Impairment tests for cash-generating units containing goodwill
 
Goodwill is allocated to the following Group’s cash-generating units:

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Sinopec Beijing Yanshan Branch (“Sinopec Yanshan”)
    1,157       1,157  
Sinopec Zhenhai Refining and Chemical Branch (“Sinopec Zhenhai”)
    4,043       4,043  
Sinopec (Hong Kong) Limited
    853       853  
Multiple units without individually significant goodwill
    204       204  
      6,257       6,257  

 
Goodwill represents the excess of the cost of purchase over the fair value of the underlying assets and liabilities. The recoverable amounts of the above cash generating units are determined based on value in use calculations. These calculations use cash flow projections based on financial budgets approved by management covering a one-year period and pre-tax discount rates primarily ranging from 11.3% to 12.4% (2012: 11.5% to 12.5%). Cash flows beyond the one-year period are maintained constant. Based on the estimated recoverable amount, no impairment loss was recognised. However, as key assumptions on which management has made in respect of future cash projections are subject to change, management believes that any adverse change in the assumptions could cause the carrying amount to exceed its recoverable amount.
   
 
Key assumptions used for cash flow forecasts for these entities are the gross margin and sales volume. Management determined the budgeted gross margin based on the gross margin achieved in the period immediately before the budget period and management’s expectation on the future trend of the prices of crude oil and petrochemical products. The sales volume was based on the production capacity and/or the sales volume in the period immediately before the budget period.
 
 
116

 
 
17
INTEREST IN ASSOCIATES
   
 
The Group’s investments in associates are with companies primarily engaged in the oil and gas, petrochemical, and marketing and distribution operations in the PRC.
   
 
The Group’s principal associates, all of which are unlisted companies incorporated and operating their business principally in the PRC, are as follows:

Name of company
 
% of
ownership interests
 
Principal activities
Measurement method
Sinopec Finance Company Limited (“Sinopec Finance”)
    49.00  
Provision of non-banking financial services
Equity method
China Aviation Oil Supply Company Limited (“China Aviation Oil”)
    29.00  
Marketing and distribution of refined petroleum products
Equity method
Zhongtian Synergetic Energy Company Limited (“Zhongtian Synergetic Energy”)
    38.75  
Manufacturing of coal-chemical products
Equity method
Shanghai Chemical Industry Park Development Company Limited (“Shanghai Chemical”)
    38.26  
Planning, development and operation of the Chemical Industry Park in Shanghai, the PRC
Equity method
Shanghai Petroleum Company Limited (“Shanghai Petroleum”)
    30.00  
 Exploration and production of crude oil and natural gas
Equity method

 
Summarised financial information in respect of the Group’s principal associates and reconciliation to carrying amounts:

   
Sinopec Finance
   
China Aviation Oil
   
Zhongtian Synergetic Energy
   
Shanghai Chemical
   
Shanghai Petroleum
 
   
30 June
2013
RMB million
   
31 December
2012
RMB million
   
30 June
2013
RMB million
   
31 December
2012
RMB million
   
30 June
2013
RMB million
   
31 December
2012
RMB million
   
30 June
2013
RMB million
   
31 December
2012
RMB million
   
30 June
2013
RMB million
   
31 December
2012
RMB million
 
Current assets
    101,873       105,911       15,734       13,942       2,789       2,140       3,296       3,360       2,535       2,682  
Non-current assets
    17,910       18,633       4,597       4,674       6,227       5,871       3,104       3,042       1,160       1,234  
Current liabilities
    (100,552 )     (105,290 )     (12,004 )     (10,875 )     (219 )     (215 )     (1,217 )     (1,172 )     (146 )     (136 )
Non-current liabilities
    (3,309 )     (3,471 )     (285 )     (282 )                 (1,321 )     (1,408 )     (381 )     (374 )
Net assets
    15,922       15,783       8,042       7,459       8,797       7,796       3,862       3,822       3,168       3,406  
Net assets attributable to non-controlling interests
                721       838                                      
Net assets attributable to owners of the Company
    15,922       15,783       7,321       6,621       8,797       7,796       3,862       3,822       3,168       3,406  
Share of net assets from associates
    7,802       7,734       2,123       1,920       3,409       3,021       1,153       1,137       950       1,022  

 
Summarised statement of comprehensive income

Six-month periods ended 30 June
 
Sinopec Finance
   
China Aviation Oil
   
Zhongtian Synergetic Energy*
   
Shanghai Chemical
   
Shanghai Petroleum
 
   
2013
RMB million
   
2012
RMB million
   
2013
RMB million
   
2012
RMB million
   
2013
RMB million
   
2012
RMB million
   
2013
RMB million
   
2012
RMB million
   
2013
RMB million
   
2012
RMB million
 
Turnover
    1,514       1,707       52,915       49,510                   1       3       320       587  
Profits/(losses) for the periods
    631       860       805       1,079             (26 )     42       61       (37 )     131  
Other comprehensive income/(losses)
    (491 )     55                                                  
Total comprehensive income/(losses)
    140       915       805       1,079             (26 )     42       61       (37 )     131  
 
 
*
Zhongtian Synergetic Energy was under construction during the period ended 30 June 2013.
     
 
The share of profit and other comprehensive income for the six-month period ended 30 June 2013 in all individually immaterial associates accounted for using equity method in aggregate was RMB 369 million (2012: RMB 576 million) and nil (2012: nil) respectively.
 
 
117

 
 
18
INTEREST IN JOINT VENTURES
   
 
The Group’s principal interests in joint ventures, all of which are incorporated and operating their business principally in the PRC, are as follows:
 
Name of entity
 
% of ownership
interests
 
 Principal activities
Measurement
method
Shanghai Secco Petrochemical Company Limited (“Shanghai Secco”)
    50.00  
 Manufacturing and distribution of petrochemical products
Equity method
BASF-YPC Company Limited (“BASF-YPC”)
    40.00  
 Manufacturing and distribution of petrochemical products
Equity method
Fujian Refining and Petrochemical Company Limited (“Fujian Refining and Petrochemical”)
    50.00  
 Manufacturing and distribution of petrochemical products
Equity method
Sinopec SABIC Tianjin Petrochemical Company Limited (“Sinopec SABIC Tianjin”)
    50.00  
 Manufacturing and distribution of petrochemical products
Equity method
State Power-Sinopec (Ningxia) Energy Chemical Company Limited (“Ningxia Energy Chemical”)
    50.00  
 Manufacturing and distribution of coal-chemical products
Equity method

 
Summarised balance sheet in respect of the Group’s principal joint ventures and reconciliation to carrying amounts:

   
Shanghai Secco
   
BASF-YPC
   
Fujian Refining and Petrochemical
   
Sinopec SABIC Tianjin
   
Ningxia Energy Chemical
 
   
30 June
2013
   
31 December
2012
   
30 June
2013
   
31 December
2012
   
30 June
2013
   
31 December
2012
   
30 June
2013
   
31 December
2012
   
30 June
2013
   
31 December
2012
 
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
 
Current assets
                                                           
Cash and cash equivalents
    832       669       569       488       1,550       3,339       1,321       1,522       20       1,518  
Other current assets
    4,158       3,542       6,652       6,531       12,567       12,273       3,838       4,289       124       89  
Total current assets
    4,990       4,211       7,221       7,019       14,117       15,612       5,159       5,811       144       1,607  
Non-current assets
    9,429       10,080       18,174       18,470       27,443       27,612       16,311       16,934       13,501       10,228  
Current liabilities
                                                                               
Current financial liabilities (Note (a))
    (1,883 )     (2,184 )     (2,893 )     (2,320 )     (4,169 )     (1,749 )     (1,456 )     (1,604 )     (441 )     (244 )
Other current liabilities
    (1,804 )     (1,770 )     (2,074 )     (1,985 )     (7,959 )     (11,642 )     (3,118 )     (3,955 )     (1,591 )     (2,720 )
Total current liabilities
    (3,687 )     (3,954 )     (4,967 )     (4,305 )     (12,128 )     (13,391 )     (4,574 )     (5,559 )     (2,032 )     (2,964 )
Non-current liabilities
                                                                               
Non-current financial liabilities
    (3,603 )     (3,066 )     (4,924 )     (6,112 )     (21,664 )     (22,365 )     (10,253 )     (10,481 )     (6,721 )     (4,923 )
Other non-current liabilities
                (2 )     (2 )     (313 )     (327 )     (2 )     (2 )     (8 )     (8 )
Total non-current liabilities
    (3,603 )     (3,066 )     (4,926 )     (6,114 )     (21,977 )     (22,692 )     (10,255 )     (10,483 )     (6,729 )     (4,931 )
Net assets
    7,129       7,271       15,502       15,070       7,455       7,141       6,641       6,703       4,884       3,940  
Share of net assets from joint ventures
    3,565       3,636       6,201       6,028       3,728       3,571       3,321       3,352       2,442       1,500  
Other (Note (b))
                                        (1,313 )     (1,386 )            
Carrying Amounts
    3,565       3,636       6,201       6,028       3,728       3,571       2,008       1,966       2,442       1,500  

 
Note:
     
 
(a)
Excluding trade accounts payable.
     
 
(b)
“Others” is the eliminations of transactions between the Group and the joint venture.
     
 
Summarised statement of comprehensive income

Six-month periods ended 30 June
 
Shanghai Secco
   
BASF-YPC
   
Fujian Refining and Petrochemical
   
Sinopec SABIC Tianjin
   
Ningxia Energy Chemical*
 
   
2013
   
2012
   
2013
   
2012
   
2013
   
2012
   
2013
   
2012
   
2013
   
2012
 
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
   
RMB million
 
Turnover
    14,342       13,514       11,868       11,189       33,053       33,532       13,119       13,774              
Depreciation, depletion and amortisation
    (739 )     (732 )     (949 )     (976 )     (1,018 )     (1,016 )     (661 )     (715 )            
Interest income
    6       6       9       16       10       15       5       9              
Interest expense
    (92 )     (126 )     (172 )     (187 )     (270 )     (870 )     (343 )     (366 )            
Profits/ (losses) before taxation
    (141 )     (258 )     591       147       (411 )     (2,173 )     (74 )     (210 )            
Tax expense
                (157 )     (33 )     125       217             52              
Profits/ (losses) for the periods
    (141 )     (258 )     434       114       (286 )     (1,956 )     (74 )     (158 )            
Total comprehensive income/ (losses)
    (141 )     (258 )     434       114       (286 )     (1,956 )     (74 )     (158 )            
Dividends received from joint venture
                      1,061                                      

 
*
Ningxia Energy Chemical was under construction before the period ended 30 June 2013.
     
 
The share of profit and other comprehensive income for the six-month period ended 30 June 2013 in all individually immaterial joint ventures accounted for using equity method in aggregate was a loss of RMB 11 million (2012: profit of RMB 24 million) and nil (2012: nil) respectively.
 
 
118

 


19
INVESTMENTS

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Available-for-sale financial assets
           
– Equity securities, listed and at quoted market price
    1,406       83  
Investments in equity securities, unlisted and at cost
    1,830       2,084  
      3,236       2,167  
Less: Impairment losses for investments
    (131 )     (166 )
      3,105       2,001  

 
Unlisted investments represent the Group’s interests in PRC privately owned enterprises which are mainly engaged in non-oil and gas activities and operations.
   
20
LEASE PREPAYMENTS

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Cost:
           
Balance at 1 January
    43,002       29,815  
Additions
    140       218  
Transferred from construction in progress
    1,970       952  
Transferred from other long-term assets
    293       8,197  
Exchange adjustments
    (54 )      
Reclassification to other assets
    (5 )     (50 )
Disposals
    (12 )     (4 )
Balance at 30 June
    45,334       39,128  
Accumulated amortisation:
               
Balance at 1 January
    6,762       3,706  
Amortisation charge for the period
    602       424  
Transferred from other long-term assets
    37       1,902  
Exchange adjustments
    (12 )      
Reclassification to other assets
          (5 )
Written back on disposals
    (8 )     (1 )
Balance at 30 June
    7,381       6,026  
Net book value:
    37,953       33,102  

21
LONG-TERM PREPAYMENTS AND OTHER ASSETS
   
 
Long-term prepayments and other assets primarily represent prepaid rental expenses over one year, catalysts, operating rights of service stations.


 
119

 
 
22
TRADE ACCOUNTS RECEIVABLE AND BILLS RECEIVABLE

   
30 June
2013
RMB million
   
31 December
2012
RMB million
 
Amounts due from third parties
    71,750       63,311  
Amounts due from Sinopec Group Company and fellow subsidiaries
    7,042       7,207  
Amounts due from associates and joint ventures
    9,289       11,576  
      88,081       82,094  
Less: Impairment losses for bad and doubtful debts
    (695 )     (699 )
Trade accounts receivable, net
    87,386       81,395  
Bills receivable
    19,008       20,045  
      106,394       101,440  

 
The ageing analysis of trade accounts and bills receivables (net of impairment losses for bad and doubtful debts) is as follows:

   
30 June
2013
RMB million
   
31 December
2012
RMB million
 
Within one year
    106,259       101,295  
Between one and two years
    109       85  
Between two and three years
    21       52  
Over three years
    5       8  
      106,394       101,440  

 
Impairment losses for bad and doubtful debts are analysed as follows:

   
2013
RMB million
   
2012
RMB million
 
Balance at 1 January
    699       1,012  
Impairment losses recognised for the period
    5       2  
Reversal of impairment losses
    (6 )     (119 )
Written off
    (4 )     (10 )
Others
    1        
Balance at 30 June
    695       885  

 
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.
   
 
Trade accounts and bills receivables (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.

23
INVENTORIES

   
30 June
2013
RMB million
   
31 December
2012
RMB million
 
Crude oil and other raw materials
    111,754       115,025  
Work in progress
    21,013       20,734  
Finished goods
    81,283       79,494  
Spare parts and consumables
    2,458       3,500  
      216,508       218,753  
Less: Allowance for diminution in value of inventories
    (480 )     (491 )
      216,028       218,262  

 
The cost of inventories recognised as an expense in the consolidated income statement amounted to RMB 1,205,115 million for the six-month period ended 30 June 2013 (2012: RMB 1,140,099 million), which includes the write-down of inventories of RMB 51 million (2012: RMB 7,347 million) and the reversal of write-down of inventories made in prior years of RMB 53 million (2012: RMB 617 million), that was mainly due to the sales of inventories. The write-down of inventories and the reversal of write-down of inventories were recorded in purchased crude oil, products and operating supplies and expenses in the consolidated income statement.
 
 
120

 
 
24
PREPAID EXPENSES AND OTHER CURRENT ASSETS

   
30 June
2013
RMB million
   
31 December
2012
RMB million
 
Advances to third parties
    2,398       906  
Amounts due from Sinopec Group Company and fellow subsidiaries
    1,723       932  
Amounts due from associates and joint ventures
    956       1,970  
Other receivables
    637       963  
Loans and receivables
    5,714       4,771  
Purchase deposits and other assets
    7,424       6,814  
Prepaid value-added tax and customs duty
    14,268       21,671  
Derivative financial instruments – hedging
    3,391       1,006  
Derivative financial instruments – non-hedging
    526       187  
      31,323       34,449  

25
DEFERRED TAX ASSETS AND LIABILITIES

     Deferred tax assets and deferred tax liabilities before offset are attributable to the items detailed in the table below:

   
Assets
   
Liabilities
   
Net balance
 
   
30 June
2013
RMB million
   
31 December
2012
RMB million
   
30 June
2013
RMB million
   
31 December
2012
RMB million
   
30 June
2013
RMB million
   
31 December
2012
RMB million
 
Current
                                   
Receivables and inventories
    3,486       3,292                   3,486       3,292  
Accruals
    402       421                   402       421  
Cash flow hedges
    31       36       (13 )           18       36  
Non-current
                                               
Property, plant and equipment
    7,096       7,467       (15,694 )     (15,661 )     (8,598 )     (8,194 )
Tax losses carried forward
    2,461       3,051                   2,461       3,051  
Embedded derivative component of the convertible bonds
                (554 )     (364 )     (554 )     (364 )
Others
    15       21       (311 )     (18 )     (296 )     3  
Deferred tax assets/ (liabilities)
    13,491       14,288       (16,572 )     (16,043 )     (3,081 )     (1,755 )

 
At 30 June 2013, certain subsidiaries of the Company did not recognise deferred tax of deductable loss carried forward of RMB 14,818 million (2012: RMB 11,510 million), of which RMB 1,185 million (2012: RMB 2,151 million) was incurred for the period ended 30 June 2013, because it was not probable that the before taxable profits will be realised. These deductable losses carried forward of RMB 5,265 million, RMB 782 million, RMB 272 million, RMB 3,474 million, RMB 3,840 million and RMB 1,185 million will expire in 2013, 2014, 2015, 2016, 2017 and 2018, respectively.
   
 
Periodically, management performed assessment on the probability that future taxable profit will be available over the period which the deferred tax assets can be realised or utilised. In assessing the probability, both positive and negative evidence was considered, including whether it is probable that the operations will have sufficient future taxable profits over the periods which the deferred tax assets are deductible or utilised and whether the tax losses result from identifiable causes which are unlikely to recur. During the six-month period ended 30 June 2013, write-down of deferred tax assets amounted to RMB 773 million (2012: RMB 612 million).
   
 
Movements in the deferred tax assets and liabilities are as follows:

   
Recognised in
Balance at
1 January 2012
RMB million
   
Recognised
consolidated
income
statement
RMB million
   
Recognised
in other
comprehensive
income
RMB million
   
Balance at
30 June 2012
RMB million
 
Current
                       
Receivables and inventories
    3,105       2,451             5,556  
Accruals
    1,844       (1,348 )           496  
Cash flow hedges
    7                   7  
Non-current
                               
Property, plant and equipment
    (8,622 )     (72 )     (27 )     (8,721 )
Tax losses carried forward
    1,550       324             1,874  
Embedded derivative component of the convertible bonds
    (379 )     (127 )           (506 )
Others
    20       20             40  
Net deferred tax liabilities
    (2,475 )     1,248       (27 )     (1,254 )
 
 
121

 
 
25
DEFERRED TAX ASSETS AND LIABILITIES (Continued)

   
Balance at
1 January 2013
RMB million
   
Recognised in
consolidated
income
statement
RMB million
   
Recognised
in other
comprehensive
income
RMB million
   
Balance at
30 June 2013
RMB million
 
Current
                       
Receivables and inventories
    3,292       194             3,486  
Accruals
    421       (19 )           402  
Cash flow hedges
    36       (2 )     (16 )     18  
Non-current
                               
Property, plant and equipment
    (8,194 )     (515 )     111       (8,598 )
Tax losses carried forward
    3,051       (590 )           2,461  
Embedded derivative component of the convertible bonds
    (364 )     (190 )           (554 )
Others
    3       (1 )     (298 )     (296 )
Net deferred tax liabilities
    (1,755 )     (1,123 )     (203 )     (3,081 )

26
SHORT-TERM AND LONG-TERM DEBTS AND LOANS FROM SINOPEC GROUP COMPANY AND FELLOW SUBSIDIARIES
   
 
Short-term debts represent:

   
30 June
2013
RMB million
   
31 December
2012
RMB million
 
Third parties’ debts
           
Short-term bank loans
    45,235       27,597  
Current portion of long-term bank loans
    11,939       15,387  
Current portion of long-term corporate bonds
    3,500        
Current portion of convertible bonds
    39,872        
Current portion of long-term other loans
          79  
      55,311       15,466  
Corporate bonds (Note (a))
    10,000       30,000  
      110,546       73,063  
Loans from Sinopec Group Company and fellow subsidiaries
               
Short-term loans
    56,272       42,631  
Current portion of long-term loans
    729       288  
      57,001       42,919  
      167,547       115,982  

 
The Group’s weighted average interest rate on short-term loans was 1.8% (2012: 1.9%) at 30 June 2013.
 
 
122

 
 
26
SHORT-TERM AND LONG-TERM DEBTS AND LOANS FROM SINOPEC GROUP COMPANY AND FELLOW SUBSIDIARIES (Continued)
   
 
Long-term debts comprise:
 
 
Interest rate and final maturity
 
30 June 2013
RMB million
   
31 December 2012
RMB million
 
Third parties’ debts
             
Long-term bank loans
             
Renminbi denominated
Interest rates ranging from interest free to 6.40% per annum at 30 June 2013 with maturities through 2025
    14,820       16,910  
Japanese Yen denominated
Interest rates at 2.60% per annum at 30 June 2013 with maturities in 2023
    641       785  
US Dollar denominated
Interest rates ranging from interest free to 4.00% per annum at 30 June 2013 with maturities through 2031
    956       353  
        16,417       18,048  
Long-term other loans
                 
Renminbi denominated
 
      68  
US Dollar denominated
 
      19  
     
      87  
Corporate bonds (Note (b))
                 
Renminbi denominated
Fixed interest rate ranging from 3.75% to 5.68% per annum at 30 June 2013 with maturity through 2022
    60,000       60,000  
US Dollar denominated
Fixed interest rate ranging from 1.25% to 4.25% per annum at 30 June 2013 with maturities through 2043
    21,445        
        81,445       60,000  
Convertible bonds
                 
Hong Kong Dollar denominated
Convertible bonds with maturity in 2014 (Note(c))
    10,902       10,956  
Renminbi denominated
Bonds with Warrants with maturity in 2014 (Note(d))
    28,970       28,327  
  
Convertible bonds with maturity in 2017 (Note(e))
    22,289       22,566  
        62,161       61,849  
Total third parties’ long-term debts
      160,023       139,984  
Less: Current portion
      (55,311 )     (15,466 )
        104,712       124,518  
Long-term loans from Sinopec Group Company and fellow subsidiaries
  
               
Renminbi denominated
Interest rates ranging from interest free to 7.40% per annum at 30 June 2013 with maturities through 2020
    37,385       37,700  
US Dollar denominated  
Interest rates at 2.43% per annum at 30 June 2013 with maturities in 2013
    299       186  
Less: Current portion
      (729 )     (288 )
        36,955       37,598  
        141,667       162,116  

 
Short-term and long-term bank loans, long-term other loans and loans from Sinopec Group Company and fellow subsidiaries are primarily unsecured and carried at amortised cost.
 
 
123

 
 
26
SHORT-TERM AND LONG-TERM DEBTS AND LOANS FROM SINOPEC GROUP COMPANY AND FELLOW SUBSIDIARIES (Continued)
   
 
Note:
     
 
(a)
The Company issued 270-day corporate bonds of face value RMB 10 billion to corporate investors in the PRC debenture market on 19 November 2012 at par value of RMB 100. The effective yield of the 270-day corporate bonds is 3.90% per annum.
     
 
(b)
These corporate bonds are guaranteed by Sinopec Group Company and carried at amotised cost.
     
 
(c)
On 24 April 2007, the Company issued zero coupon convertible bonds due 2014 with an aggregate principal amount of HKD 11.7 billion (the “2007 Convertible Bonds”). The holders can convert the 2007 Convertible Bonds into shares of the Company from 4 June 2007 onwards at a price of HKD 10.76 per share, subject to adjustment for, amongst other things, subdivision or consolidation of shares, bonus issues, rights issues, capital distribution, change of control and other events, which have a dilutive effect on the issued share capital of the Company (the “Conversion Option”). Unless previously redeemed, converted or purchased and cancelled, the 2007 Convertible Bonds will be redeemed on the maturity date at 121.069% of the principal amount. The Company has an early redemption option at any time after 24 April 2011 (subject to certain criteria) (the “Early Redemption Option”) and a cash settlement option when the holders exercise their conversion right (the “Cash Settlement Option”).
     
   
During the year ended 31 December 2011, the Company redeemed part of the 2007 Convertible Bonds upon certain holders’ request, with the principal amount of HKD 39 million.
     
   
During the six-month period ended 30 June 2013, the conversion price of the 2007 Convertible Bonds was adjusted to HKD 8.10 per share as a result of cash dividends, bonus issues and capitalisation.
     
   
As at 30 June 2013, the carrying amounts of the liability component and the derivative component, representing the Conversion Option, the Early Redemption Option and the Cash Settlement Option, of the 2007 Convertible Bonds were RMB 10,869 million (2012: RMB 10,842 million) and RMB 33 million (2012: RMB 114 million), respectively. No conversion of the 2007 Convertible Bonds has occurred up to 30 June 2013.
     
   
As at 30 June 2013 and 31 December 2012, the fair value of the derivative component of the 2007 Convertible Bonds was calculated using the Black-Scholes Model. The following are the major inputs used in the Black-Scholes Model:


   
At 30 June
   
At 31 December
 
   
2013
   
2012
 
Stock price of H shares
 
HKD 5.46
   
HKD 8.78
 
Conversion price
 
HKD 8.10
   
HKD 10.60
 
Option adjusted spread
 
150 basis points
   
150 basis points
 
Average risk free rate
    0.47 %     0.39 %
Average expected life
 
0.8 years
   
1.3 years
 

   
Any change in the major inputs into the Black-Sholes Model will result in changes in the fair value of the derivative component. The changes in the fair value of the derivative component from 31 December 2012 to 30 June 2013 resulted in an unrealised gain of RMB 79 million (2012: an unrealised gain of RMB 26 million), which has been recorded under “finance costs” in the consolidated income statement for the six-month period ended 30 June 2013.
     
   
The initial carrying amount of the liability component of the 2007 Convertible Bonds is the residual amount, which is after deducting the allocated issuance cost of the 2007 Convertible Bonds relating to the liability component and the fair value of the derivative component as at 24 April 2007. Interest expense is calculated using the effective interest method by applying the effective interest rate of 4.19% to the adjusted liability component.
     
 
(d)
On 26 February 2008, the Company issued bonds with stock warrants due 2014 with an aggregate principal amount of RMB 30 billion in the PRC (the “Bonds with Warrants”). The Bonds with Warrants, which bear a fixed interest rate of 0.80% per annum payable annually, were issued at par value of RMB 100. The Bonds with Warrants are guaranteed by Sinopec Group Company.
     
   
The initial recognition of the liability component of the Bond with Warrants is measured at the present value of the future interest and principal payments, discounted at the market rate of interest applicable at the time of initial recognition to similar liabilities that do not have a conversion option. Interest expense is calculated using the effective interest method by applying the market interest rate of 5.40% to the liability component. On 4 March 2010, warrants of the bonds have already expired.
 
 
124

 
 
26
SHORT-TERM AND LONG-TERM DEBTS AND LOANS FROM SINOPEC GROUP COMPANY AND FELLOW SUBSIDIARIES (Continued)
   
 
Note: (Continued)
     
 
(e)
On 1 March 2011, the Company issued convertible bonds due 2017 with an aggregate principal amount of RMB 23 billion in the PRC (the “2011 Convertible Bonds”). The 2011 Convertible Bonds are issued at par value of RMB 100 and bear a fixed interest rate of 0.5% per annum for the first year, 0.7% for the second year, 1.0% for the third year, 1.3% for the fourth year, 1.8% for the fifth year and 2.0% for the sixth year, payable annually. The holders can convert the 2011 Convertible Bonds into shares of the Company from 24 August 2011 onwards at an initial conversion price of RMB 9.73 per share, subject to adjustment for, amongst other things, cash dividends, subdivision or consolidation of shares, bonus issues, issue of new shares, rights issues, capital distribution, change of control and other events which have an effect on the issued share capital of the Company (the “Conversion Option”). Unless previously redeemed, converted or purchased and cancelled, the 2011 Convertible Bonds will be redeemed within 5 trading days after maturity at 107% of the principal amount, including interest for the sixth year. The initial carrying amounts of the liability component and the derivative component, representing the Conversion Option of the 2011 Convertible Bonds, were RMB 19,279 million and RMB 3,610 million, respectively.
     
   
During the term of the 2011 Convertible Bonds, the conversion price may be subject to downward adjustment that if the closing prices of the Company’s A Shares in any fifteen trading days out of any thirty consecutive trading days are lower than 80% of the prevailing conversion price, the board of directors may propose downward adjustment to the conversion price subject to the shareholders’ approval. The adjusted conversion price shall be not less than (a) the average trading price of the Company’s A Shares for the twenty trading days prior to the shareholders’ approval, (b) the average trading price of the Company’s A Shares on the day immediately before the shareholders’ approval, (c) the net asset value per share based on the latest audited financial statements prepared under ASBE, and (d) the nominal value per share.
     
   
As at 30 June 2013, the carrying amounts of the liability component and the derivative component were RMB 20,509 million (2012: RMB 20,104 million) and RMB 1,780 million (2012: RMB 2,462 million), respectively.
     
   
During the six-month period ended 30 June 2013, the conversion price of the 2011 Convertible Bonds was adjusted to RMB 5.22 per share as a result of cash dividends, bonus issues and capitalisation.
     
   
During the six-month period ended 30 June 2013, RMB 541,000 of the 2011 Convertible Bonds were converted into 78,261 A shares of the Company.
     
   
As at 30 June 2013 and 31 December 2012, the fair value of the derivative component of the 2011 Convertible Bonds was calculated using the Binomial Model. The followings are the major inputs used in the Binomial Model:
 
      At 30 June       At 31 December  
      2013       2012  
Stock price of A shares
   
RMB 4.18
     
RMB 6.92
 
Conversion price
   
RMB 5.22
     
RMB 6.98
 
Credit spread
   
100 basis points
     
120 basis points
 
RMB onshore swap rate
   
3.80%
     
3.66%
 

 
Any change in the major inputs into the Binomial Model will result in changes in the fair value of the derivative component. The changes in the fair value of the derivative component from 31 December 2012 to 30 June 2013 resulted in an unrealised gain of RMB 682 million (2012: RMB 532 million), which has been recorded in the “finance costs” section of the consolidated income statement for the six-month period ended 30 June 2013.
   
 
The initial carrying amount of the liability component of the 2011 Convertible Bonds is the residual amount, after deducting the allocated issuance cost of the 2011 Convertible Bonds relating to the liability component and the fair value of the derivative component as at 1 March 2011. Interest expense is calculated using the effective interest method by applying the effective interest rate of 5.10% to the adjusted liability component.

27
TRADE ACCOUNTS AND BILLS PAYABLES

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Amounts due to third parties
    174,733       204,535  
Amounts due to Sinopec Group Company and fellow subsidiaries
    8,799       6,870  
Amounts due to associates and joint ventures
    3,644       4,223  
      187,176       215,628  
Bills payable
    5,700       6,656  
Trade accounts and bills payables measured at amortised cost
    192,876       222,284  

 
The maturities of trade accounts and bills payables are as follows:

    30 June      
31 December
 
    2013      
2012
 
    RMB million      
RMB million
 
Due within 1 month or on demand
   
170,930
     
188,822
 
Due after 1 month but within 6 months
   
18,960
     
33,315
 
Due after 6 months
   
2,986
     
147
 
     
192,876
     
222,284
 
 
 
125

 
 
28
ACCRUED EXPENSES AND OTHER PAYABLES

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Accrued expenditures
    43,015       43,091  
Advances from third parties
    2,606       4,309  
Amounts due to Sinopec Group Company and fellow subsidiaries, associates and joint ventures
    9,951       11,295  
Others
    2,064       7,421  
Financial liabilities carried at amortised costs
    57,636       66,116  
Taxes other than income tax
    24,238       33,718  
Receipts in advance
    60,601       68,120  
Derivative financial instruments – hedging
    3,299       1,032  
Derivative financial instruments – non-hedging
    794       76  
      146,568       169,062  

29
PROVISIONS
   
 
Provisions primarily represent provision for future dismantlement costs of oil and gas properties. The Group has mainly committed to the PRC government to established certain standardised measures for the dismantlement of its oil and gas properties by making reference to the industry practices and is thereafter constructively obligated to take dismantlement measures of its oil and gas properties.
   
 
Movement of provision of the Group’s obligations for the dismantlement of its oil and gas properties is as follow:

   
2013
   
2012
 
   
RMB million
   
RMB million
 
Balance at 1 January
    21,525       18,317  
Provision for the period
    1,440       517  
Accretion expenses
    369       416  
Utilised
    (3 )     (8 )
Exchange adjustment
    (16 )     2  
Balance at 30 June
    23,315       19,244  

30
SHARE CAPITAL

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Registered, issued and fully paid
           
91,051,839,372 listed A shares (2012: 70,039,798,886) of RMB 1.00 each
    91,052       70,040  
25,513,438,600 listed H shares (2012: 16,780,488,000) of RMB 1.00 each
    25,513       16,780  
      116,565       86,820  

 
The Company was established on 25 February 2000 with a registered capital of 68.8 billion domestic state-owned shares with a par value of RMB 1.00 each. Such shares were issued to Sinopec Group Company in consideration for the assets and liabilities transferred to the Company (Note 1).
   
 
Pursuant to the resolutions passed at an Extraordinary General Meeting held on 25 July 2000 and approvals from relevant government authorities, the Company is authorised to increase its share capital to a maximum of 88.3 billion shares with a par value of RMB 1.00 each and offer not more than 19.5 billion shares with a par value of RMB 1.00 each to investors outside the PRC. Sinopec Group Company is authorised to offer not more than 3.5 billion shares of its shareholdings in the Company to investors outside the PRC. The shares sold by Sinopec Group Company to investors outside the PRC would be converted into H shares.
   
 
In October 2000, the Company issued 15,102,439,000 H shares with a par value of RMB 1.00 each, representing 12,521,864,000 H shares and 25,805,750 American Depositary Shares (“ADSs”, each representing 100 H shares), at prices of HKD 1.59 per H share and USD 20.645 per ADS, respectively, by way of a global initial public offering to Hong Kong and overseas investors. As part of the global initial public offering, 1,678,049,000 state-owned ordinary shares of RMB 1.00 each owned by Sinopec Group Company were converted into H shares and sold to Hong Kong and overseas investors.
   
 
In July 2001, the Company issued 2.8 billion listed A shares with a par value of RMB 1.00 each at RMB 4.22 by way of a public offering to natural persons and institutional investors in the PRC.
   
 
During the year ended 31 December 2012, the Company issued 117,724,450 listed A shares with a par value of RMB 1.00 each, as a result of exercise of conversion by the holders of the 2011 Convertible Bonds.
   
 
During the six-month period ended 30 June 2013, the Company issued 78,261 listed A shares with a par value of RMB 1.00 each, as a result of exercise of conversion by the holders of the 2011 Convertible Bonds.
 
 
126

 
 
30
SHARE CAPITAL (Continued)
   
 
On 14 February 2013, the Company issued 2,845,234,000 listed H shares (“the Placing”) with a par value of RMB 1.00 each at the Placing Price of HKD 8.45 per share. The aggregate gross proceeds from the Placing amounted to approximately HKD 24,042,227,300 and the aggregate net proceeds (after deduction of the commissions and estimated expenses) amounted to approximately HKD 23,970,100,618.
   
 
In June 2013, the Company issued 21,011,962,225 listed A shares and 5,887,716,600 listed H shares as a result of bonus issues of 2 shares converted from the retained earnings (note 11), and 1 share transferred from the share premium for every 10 existing shares.
   
 
All A shares and H shares rank pari passu in all material aspects.
   
 
Capital management
   
 
Management optimises the structure of the Group’s capital, which comprises of equity and debts. In order to maintain or adjust the capital structure of the Group, management may cause the Group to issue new shares, adjust the capital expenditure plan, sell assets to reduce debt, or adjust the proportion of short-term and long-term loans. Management monitors capital on the basis of the debt-to-capital ratio, which is calculated by dividing long-term loans (excluding current portion), including long-term debts and loans from Sinopec Group Company and fellow subsidiaries, by the total of equity attributable to owners of the Company and long-term loans (excluding current portion), and liability-to-asset ratio, which is calculated by dividing total liabilities by total assets. Management’s strategy is to make appropriate adjustments according to the Group’s operating and investment needs and the changes of market conditions, and to maintain the debt-to-capital ratio and the liability-to-asset ratio of the Group at a range considered reasonable. As at 30 June 2013, the debt-to-capital ratio and the liability-to-asset ratio of the Group were 20.7% (2012: 24.1%) and 54.1% (2012: 56.4%), respectively.
   
 
The schedule of the contractual maturities of loans and commitments are disclosed in Notes 26 and 31, respectively.
   
 
There were no changes in the management’s approach to capital management of the Group during the period. Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements.
   
31
COMMITMENTS AND CONTINGENT LIABILITIES
   
 
Operating lease commitments
   
 
The Group leases land and buildings, service stations and other equipment through non-cancellable operating leases. These operating leases do not contain provisions for contingent lease rentals. None of the rental agreements contain escalation provisions that may require higher future rental payments.
   
 
At 30 June 2013 and 31 December 2012, the future minimum lease payments under operating leases are as follows:
 
   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Within one year
    15,567       15,844  
Between one and two years
    14,246       14,983  
Between two and three years
    14,173       14,844  
Between three and four years
    14,060       14,745  
Between four and five years
    13,795       14,598  
Thereafter
    320,933       326,234  
      392,774       401,248  

 
Capital commitments
   
 
At 30 June 2013 and 31 December 2012, capital commitments are as follows:

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Authorised and contracted for
    135,653       202,745  
Authorised but not contracted for
    81,440       16,803  
      217,093       219,548  

 
These capital commitments relate to oil and gas exploration and development, refining and petrochemical production capacity expansion projects and the construction of service stations and oil depots.
 
 
127

 
 
31
COMMITMENTS AND CONTINGENT LIABILITIES (Continued)
   
 
Exploration and production licenses
   
 
Exploration licenses for exploration activities are registered with the Ministry of Land and Resources. The maximum term of the Group’s exploration licenses is 7 years, and may be renewed twice within 30 days prior to expiration of the original term with each renewal being for a two-year term. The Group is obligated to make progressive annual exploration investment relating to the exploration blocks in respect of which the license is issued. The Ministry of Land and Resources also issues production licenses to the Group on the basis of the reserve reports approved by relevant authorities. The maximum term of a full production license is 30 years unless a special dispensation is given by the State Council. The maximum term of production licenses issued to the Group is 80 years as a special dispensation was given to the Group by the State Council. The Group’s production license is renewable upon application by the Group 30 days prior to expiration.
   
 
The Group is required to make payments of exploration license fees and production right usage fees to the Ministry of Land and Resources annually which are expensed.
   
 
Estimated future annual payments are as follows:

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Within one year
    345       325  
Between one and two years
    69       163  
Between two and three years
    28       28  
Between three and four years
    25       27  
Between four and five years
    22       24  
Thereafter
    897       699  
      1,386       1,266  

 
Contingent liabilities
   
 
At 30 June 2013 and 31 December 2012, guarantees in respect of facilities granted to the parties below were as follows:

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Joint ventures
    507       574  
Associates
    75       75  
Others
    5,448       5,496  
      6,030       6,145  

 
Management monitors the conditions that are subject to the guarantees to identify whether it is probable that a loss has occurred, and recognise any such losses under guarantees when those losses are estimable. At 30 June 2013 and 31 December 2012, it was not probable that the Group will be required to make payments under the guarantees. Thus no liability has been accrued for the Group’s obligation under these guarantees arrangements.
   
 
Environmental contingencies
   
 
Under existing legislation, management believes that there are no probable liabilities that will have a material adverse effect on the financial position or operating results of the Group. The PRC government, however, has moved, and may move further towards more rigorous enforcement of applicable laws, and towards the adoption of more stringent environmental standards. Environmental liabilities are subject to considerable uncertainties which affect management’s ability to estimate the ultimate cost of remediation efforts. These uncertainties include (i) the exact nature and extent of the contamination at various sites including, but not limited to refineries, oil fields, service stations, terminals and land development areas, whether operating, closed or sold, (ii) the extent of required cleanup efforts, (iii) varying costs of alternative remediation strategies, (iv) changes in environmental remediation requirements, and (v) the identification of new remediation sites. The amount of such future cost is indeterminable due to such factors as the unknown magnitude of possible contamination and the unknown timing and extent of the corrective actions that may be required. Accordingly, the outcome of environmental liabilities under proposed or future environmental legislation cannot reasonably be estimated at present, and could be material. The Group paid normal routine pollutant discharge fees of approximately RMB 2,267 million for the six-month period ended 30 June 2013 (2012: RMB 3,002 million).
   
 
Legal contingencies
   
 
The Group is a defendant in certain lawsuits as well as the named party in other proceedings arising in the ordinary course of business. Management has assessed the likelihood of an unfavourable outcome of such contingencies, lawsuits or other proceedings and believes that any resulting liabilities will not have a material adverse effect on the financial position, operating results or cash flows of the Group.
 
 
128

 
 
32
RELATED PARTY TRANSACTIONS
   
 
Parties are considered to be related to the Group if the Group has the ability, directly or indirectly, to control or jointly control the party or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where the Group and the party are subject to common control. Related parties may be individuals (being members of key management personnel, significant shareholders and/or their close family members) or other entities and include entities which are under the significant influence of related parties of the Group where those parties are individuals, and post-employment benefit plans which are for the benefit of employees of the Group or of any entity that is a related party of the Group.
     
 
(a)
Transactions with Sinopec Group Company and fellow subsidiaries, associates and joint ventures
     
   
The Group is part of a larger group of companies under Sinopec Group Company, which is controlled by the PRC government, and has significant transactions and relationships with Sinopec Group Company and fellow subsidiaries. Because of these relationships, it is possible that the terms of these transactions are not the same as those that would result from transactions among wholly unrelated parties.
     
   
The principal related party transactions with Sinopec Group Company and fellow subsidiaries, associates and joint ventures, which were carried out in the ordinary course of business, are as follows:
 
 
Note
 
2013
   
2012
 
     
RMB million
   
RMB million
 
Sales of goods
(i)
    155,431       169,491  
Purchases
(ii)
    75,026       73,797  
Transportation and storage
(iii)
    676       709  
Exploration and development services
(iv)
    17,536       16,600  
Production related services
(v)
    4,589       4,514  
Ancillary and social services
(vi)
    3,216       2,063  
Operating lease charges
(vii)
    5,520       3,685  
Agency commission income
(viii)
    63       78  
Interest income
(ix)
    73       58  
Interest expense
(x)
    726       563  
Net deposits withdrawn from related parties
(ix)
    2,271       3,298  
Net loans obtained from related parties
(xi)
    13,439       38,202  

 
The amounts set out in the table above in respect of the six-month periods ended 30 June 2013 and 2012 represent the relevant costs and income as determined by the corresponding contracts with the related parties.
   
 
At 30 June 2013 and 31 December 2012, there were no guarantees given to banks by the Group in respect of banking facilities to related parties, except for the guarantees disclosed in Note 31.
     
 
Note:
     
 
(i)
Sales of goods represent the sale of crude oil, intermediate petrochemical products, petroleum products and ancillary materials.
     
 
(ii)
Purchases represent the purchase of materials and utility supplies directly related to the Group’s operations such as the procurement of raw and ancillary materials and related services, supply of water, electricity and gas.
     
 
(iii)
Transportation and storage represent the cost for the use of railway, road and marine transportation services, pipelines, loading, unloading and storage facilities.
     
 
(iv)
Exploration and development services comprise direct costs incurred in the exploration and development such as geophysical, drilling, well testing and well measurement services.
     
 
(v)
Production related services represent ancillary services rendered in relation to the Group’s operations such as equipment repair and general maintenance, insurance premium, technical research, communications, fire fighting, security, product quality testing and analysis, information technology, design and engineering, construction of oilfield ground facilities, refineries and chemical plants, manufacture of replacement parts and machinery, installation, project management and environmental protection.
     
 
(vi)
Ancillary and social services represent expenditures for social welfare and support services such as educational facilities, media communication services, sanitation, accommodation, canteens, property maintenance and management services.
     
 
(vii)
Operating lease charges represent the rental paid to Sinopec Group Company for operating leases in respect of land, buildings and equipment.
     
 
(viii)
Agency commission income represents commission earned for acting as an agent in respect of sales of products and purchase of materials for certain entities owned by Sinopec Group Company.
     
 
(ix)
Interest income represents interest received from deposits placed with Sinopec Finance Company Limited and Sinopec Century Bright Capital Investment Limited, finance companies controlled by Sinopec Group Company. The applicable interest rate is determined in accordance with the prevailing saving deposit rate. The balance of deposits at 30 June 2013 was RMB 1,741 million (2012: RMB 4,012 million).
     
 
(x)
Interest expense represents interest charges on the loans and advances obtained from Sinopec Group Company and fellow subsidiaries.
     
 
(xi)
The Group obtained or repaid loans from or to Sinopec Group Company and fellow subsidiaries.
 
 
129

 
 
32
RELATED PARTY TRANSACTIONS (Continued)
   
 
(a)
Transactions with Sinopec Group Company and fellow subsidiaries, associates and joint ventures (Continued)
     
   
In connection with the Reorganisation, the Company and Sinopec Group Company entered into a number of agreements under which 1) Sinopec Group Company will provide goods and products and a range of ancillary, social and supporting services to the Group and 2) the Group will sell certain goods to Sinopec Group Company. These agreements impacted the operating results of the Group for the six-month period ended 30 June 2013. The terms of these agreements are summarised as follows:
     
   
(a)
The Company has entered into a non-exclusive Agreement for Mutual Provision of Products and Ancillary Services (“Mutual Provision Agreement”) with Sinopec Group Company effective from 1 January 2000 in which Sinopec Group Company has agreed to provide the Group with certain ancillary production services, construction services, information advisory services, supply services and other services and products. While each of Sinopec Group Company and the Company is permitted to terminate the Mutual Provision Agreement upon at least six months notice, Sinopec Group Company has agreed not to terminate the agreement if the Group is unable to obtain comparable services from a third party. The pricing policy for these services and products provided by Sinopec Group Company to the Group is as follows:
         
     
the government-prescribed price;
         
     
where there is no government-prescribed price, the government-guidance price;
         
     
where there is neither a government-prescribed price nor a government-guidance price, the market price; or
         
     
where none of the above is applicable, the price to be agreed between the parties, which shall be based on a reasonable cost incurred in providing such services plus a profit margin not exceeding 6%.
         
   
(b)
The Company has entered into a non-exclusive Agreement for Provision of Cultural and Educational, Health Care and Community Services with Sinopec Group Company effective from 1 January 2000 in which Sinopec Group Company has agreed to provide the Group with certain cultural, educational, health care and community services on the same pricing terms and termination conditions as described in the above Mutual Provision Agreement.
       
   
(c)
The Company has entered into a series of lease agreements with Sinopec Group Company to lease certain lands and buildings effective on 1 January 2000. The lease term is 40 or 50 years for lands and 20 years for buildings, respectively. The Company and Sinopec Group Company can renegotiate the rental amount every three years for land and the rental amount is approximately RMB 10,800 million per annum (2012: RMB 6,727 million). The Company and Sinopec Group Company can renegotiate the rental amount for buildings every year. However such amount cannot exceed the market price as determined by an independent third party.
       
   
(d)
The Company has entered into agreements with Sinopec Group Company effective from 1 January 2000 under which the Group has been granted the right to use certain trademarks, patents, technology and computer software developed by Sinopec Group Company.
       
   
(e)
The Company has entered into a service stations franchise agreement with Sinopec Group Company effective from 1 January 2000 under which its service stations and retail stores would exclusively sell the refined products supplied by the Group.
       
   
Amounts due from/to Sinopec Group Company and fellow subsidiaries, associates and joint ventures included in the following accounts captions are summarised as follows:
 
   
At
   
At
 
   
30 June 2013
   
31 December 2012
 
   
RMB million
   
RMB million
 
Trade accounts receivable
    16,331       18,783  
Prepaid expenses and other current assets
    2,679       2,902  
Long-term prepayments and other assets
    4,624       4,196  
Total
    23,634       25,881  
Trade accounts payable
    12,443       11,093  
Accrued expenses and other payables
    9,951       11,295  
Short-term loans and current portion of long-term loans from Sinopec Group Company and fellow subsidiaries
    57,001       42,919  
Long-term loans excluding current portion from Sinopec Group Company and fellow subsidiaries
    36,955       37,598  
Total
    116,350       102,905  

 
Amounts due from/to Sinopec Group Company and fellow subsidiaries, associates and joint ventures, other than short-term loans and long-term loans, bear no interest, are unsecured and are repayable in accordance with normal commercial terms. The terms and conditions associated with short-term loans and long-term loans payable to Sinopec Group Company and fellow subsidiaries are set out in Note 26.
   
 
The long-term borrowings mainly include an interest-free loan with a maturity period of 20 years amounting to RMB 35,560 million from the Sinopec Group Company (a state-owned enterprise) through the Sinopec Finance. This borrowing is a special arrangement to reduce financing costs and improve liquidity of the Company during its initial global offering in 2000.
   
 
As at and for the six-month period ended 30 June 2013, and as at and for the year ended 31 December 2012, no individually significant impairment losses for bad and doubtful debts were recognised in respect of amounts due from Sinopec Group Company and fellow subsidiaries, associates and joint ventures.
 
 
130

 
 
32
RELATED PARTY TRANSACTIONS (Continued)
     
 
(b)
Key management personnel emoluments
     
   
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly, including directors and supervisors of the Group. The key management personnel compensation is as follows:

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB’000
   
RMB’000
 
Short-term employee benefits
    5,530       5,071  
Retirement scheme contributions
    286       228  
      5,816       5,299  

   
Total emoluments are included in “personnel expenses” as disclosed in Note 6.
     
 
(c)
Contributions to defined contribution retirement plans
     
   
The Group participates in various defined contribution retirement plans organised by municipal and provincial governments for its staff. The details of the Group’s employee benefits plan are disclosed in Note 33. As at 30 June 2013 and 31 December 2012, the accrual for the contribution to post-employment benefit plans was not material.
     
 
(d)
Transactions with other state-controlled entities in the PRC
     
   
The Group is a state-controlled energy and chemical enterprise and operates in an economic regime currently dominated by entities directly or indirectly controlled by the PRC government through its government authorities, agencies, affiliations and other organisations (collectively referred as “state-controlled entities”).
     
   
Apart from transactions with Sinopec Group Company and fellow subsidiaries, the Group has transactions with other state-controlled entities, include but not limited to the followings:
       
   
sales and purchases of goods and ancillary materials;
       
   
rendering and receiving services;
       
   
lease of assets;
       
   
depositing and borrowing money; and
       
   
uses of public utilities.
       
   
These transactions are conducted in the ordinary course of the Group’s business on terms comparable to those with other entities that are not state-controlled.
 
 
131

 
 
33
EMPLOYEE BENEFITS PLAN
   
 
As stipulated by the regulations of the PRC, the Group participates in various defined contribution retirement plans organised by municipal and provincial governments for its staff. The Group is required to make contributions to the retirement plans at rates ranging from 18.0% to 23.0% of the salaries, bonuses and certain allowances of its staff. In addition, the Group provides a supplementary retirement plan for its staff at rates not exceeding 5% of the salaries. The Group has no other material obligation for the payment of pension benefits associated with these plans beyond the annual contributions described above. The Group’s contributions for the six-month period ended 30 June 2013 were RMB 3,617 million (2012: RMB 3,193 million).
   
34
SEGMENT REPORTING
   
 
Segment information is presented in respect of the Group’s business segments. The format is based on the Group’s management and internal reporting structure.
   
 
In a manner consistent with the way in which information is reported internally to the Group’s chief operating decision maker for the purposes of resource allocation and performance assessment, the Group has identified the following five reportable segments. No operating segments have been aggregated to form the following reportable segments.
   
 
(i)
Exploration and production, which explores and develops oil fields, produces crude oil and natural gas and sells such products to the refining segment of the Group and external customers.
     
 
(ii)
Refining, which processes and purifies crude oil, that is sourced from the exploration and production segment of the Group and external suppliers, and manufactures and sells petroleum products to the chemicals and marketing and distribution segments of the Group and external customers.
     
 
(iii)
Marketing and distribution, which owns and operates oil depots and service stations in the PRC, and distributes and sells refined petroleum products (mainly gasoline and diesel) in the PRC through wholesale and retail sales networks.
     
 
(iv)
Chemicals, which manufactures and sells petrochemical products, derivative petrochemical products and other chemical products mainly to external customers.
     
 
(v)
Corporate and others, which largely comprises the trading activities of the import and export companies of the Group and research and development undertaken by other subsidiaries.
     
 
The segments were determined primarily because the Group manages its exploration and production, refining, marketing and distribution, chemicals, and others businesses separately. The reportable segments are each managed separately because they manufacture and/ or distribute distinct products with different production processes and due to their distinct operating and gross margin characteristics.
 
 
132

 
 
34
SEGMENT REPORTING (Continued)
     
 
(1)
Information of reportable segmental revenues, profits or losses, assets and liabilities
     
   
The Group’s chief operating decision maker evaluates the performance and allocates resources to its operating segments on an operating income basis, without considering the effects of finance costs or investment income. Inter-segment transfer pricing is based on the market price or cost plus an appropriate margin, as specified by the Group’s policy.
     
   
Assets and liabilities dedicated to a particular segment’s operations are included in that segment’s total assets and liabilities. Segment assets include all tangible and intangible assets, except for cash and cash equivalents, time deposits with financial institutions, investments and deferred tax assets. Segment liabilities exclude short-term and long-term debts, loans from Sinopec Group Company and fellow subsidiaries, income tax payable, deferred tax liabilities and other non-current liabilities.
     
   
Information of the Group’s reportable segments is as follows:
 
   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Turnover
           
Exploration and production
           
External sales
    27,992       25,956  
Inter-segment sales
    81,651       90,728  
      109,643       116,684  
Refining
               
External sales
    95,953       95,805  
Inter-segment sales
    545,502       540,088  
      641,455       635,893  
Marketing and distribution
               
External sales
    724,184       701,769  
Inter-segment sales
    3,507       4,003  
      727,691       705,772  
Chemicals
               
External sales
    180,264       173,576  
Inter-segment sales
    27,854       23,457  
      208,118       197,033  
Corporate and others
               
External sales
    367,541       330,360  
Inter-segment sales
    313,914       323,343  
      681,455       653,703  
Elimination of inter-segment sales
    (972,428 )     (981,619 )
Turnover
    1,395,934       1,327,466  
Other operating revenues
               
Exploration and production
    7,599       9,433  
Refining
    2,791       2,680  
Marketing and distribution
    5,061       4,181  
Chemicals
    3,403       3,736  
Corporate and others
    456       576  
Other operating revenues
    19,310       20,606  
Turnover and other operating revenues
    1,415,244       1,348,072  
 
 
133

 
 
34
SEGMENT REPORTING (Continued)
     
 
(1)
Information of reportable segmental revenues, profits or losses, assets and liabilities (Continued)

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Result
           
Operating profit/(loss)
           
By segment
           
– Exploration and production
    30,949       40,463  
– Refining
    213       (18,501 )
– Marketing and distribution
    16,852       20,252  
– Chemicals
    (409 )     (1,251 )
– Corporate and others
    (1,014 )     (356 )
– Elimination
    150       (524 )
Total segment operating profit
    46,741       40,083  
Share of profits from associates and joint ventures
               
– Exploration and production
    109       123  
– Refining
    (266 )     (741 )
– Marketing and distribution
    195       553  
– Chemicals
    286       (86 )
– Corporate and others
    550       474  
Aggregate share of profits from associates and joint ventures
    874       323  
Investment income
               
– Refining
    3       8  
– Marketing and distribution
    33       40  
– Chemicals
          15  
– Corporate and others
    14        
Aggregate investment income
    50       63  
Net finance costs
    (2,531 )     (5,027 )
Profit before taxation
    45,134       35,442  
 
   
At 30 June
   
At 31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Assets
           
Segment assets
           
– Exploration and production
    375,600       368,587  
– Refining
    303,743       309,204  
– Marketing and distribution
    266,107       261,724  
– Chemicals
    146,545       145,867  
– Corporate and others
    104,139       100,517  
Total segment assets
    1,196,134       1,185,899  
Interest in associates and joint ventures
    54,441       50,200  
Investments
    3,105       2,001  
Deferred tax assets
    4,544       5,539  
Cash and cash equivalents and time deposits with financial institutions
    11,385       10,864  
Other unallocated assets
    4,079       3,441  
Total assets
    1,273,688       1,257,944  
Liabilities
               
Segment liabilities
               
– Exploration and production
    77,163       90,430  
– Refining
    51,080       62,271  
– Marketing and distribution
    86,692       87,785  
– Chemicals
    26,037       30,100  
– Corporate and others
    115,796       139,811  
Total segment liabilities
    356,768       410,397  
Short-term debts
    113,558       73,063  
Income tax payable
    3,363       6,045  
Long-term debts
    104,712       124,518  
Loans from Sinopec Group Company and fellow subsidiaries
    90,944       80,517  
Deferred tax liabilities
    7,625       7,294  
Other unallocated liabilities
    12,109       8,074  
Total liabilities
    689,079       709,908  
 
 
134

 
 
34
SEGMENT REPORTING (Continued)
     
 
(1)
Information of reportable segmental revenues, profits or losses, assets and liabilities (Continued)
     
   
Segment capital expenditure is the total cost incurred during the period to acquire segment assets that are expected to be used for more than one year.

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Capital expenditure
           
Exploration and production
    24,996       21,839  
Refining
    7,710       10,427  
Marketing and distribution
    11,612       12,390  
Chemicals
    5,283       6,341  
Corporate and others
    2,374       507  
      51,975       51,504  
Depreciation, depletion and amortisation
               
Exploration and production
    21,186       19,328  
Refining
    6,661       6,062  
Marketing and distribution
    5,353       4,091  
Chemicals
    5,113       4,450  
Corporate and others
    656       603  
      38,969       34,534  
Impairment losses on long-lived assets
               
Refining
    44        
      44        

 
(2)
Geographical information
     
   
The following tables set out information about the geographical information of the Group’s external sales and the Group’s non-current assets, excluding financial instruments and deferred tax assets. In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of customers, and segment assets are based on the geographical location of the assets.

   
Six-month periods ended 30 June
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
External sales
           
Mainland China
    1,034,044       1,016,324  
Others
    381,200       331,748  
      1,415,244       1,348,072  

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Non-current assets
           
Mainland China
    876,669       862,044  
Others
    21,857       22,123  
      898,526       884,167  


 
135

 
 
35
PRINCIPAL SUBSIDIARIES
   
 
At 30 June 2013, the following list contains the particulars of subsidiaries which principally affected the results, assets and liabilities of the Group.
 
Name of company
Particulars of
issued capital
(million)
 
Interests held
by the 
Company %
   
Interests
 held by
 non-controlling
interests %
 
Principal activities
China Petrochemical International Company Limited
RMB 1,400
    100.00    
 
Trading of petrochemical products
Sinopec Sales Company Limited
RMB 1,700
 
    100.00    
 
 
Marketing and distribution of refined petroleum products
Sinopec Yangzi Petrochemical Company Limited
RMB 13,203
 
    100.00    
 
 
Manufacturing of intermediate petrochemical products and petroleum products
Fujian Petrochemical Company Limited (Note) (“Fujian Petrochemical”)
RMB 5,319
 
    50.00       50.00  
Manufacturing of plastics, intermediate petrochemical products and petroleum products
Sinopec Zhongyuan Petrochemical Company Limited
RMB 2,400
 
    93.51       6.49  
Manufacturing of petrochemical products
Sinopec Shell (Jiangsu) Petroleum Marketing Company Limited
RMB 830
 
    60.00       40.00  
Marketing and distribution of refined petroleum products
BP Sinopec (Zhejiang) Petroleum Company Limited
RMB 800
 
    60.00       40.00  
Marketing and distribution of refined petroleum products
Sinopec Qingdao Refining and Chemical Company Limited
RMB 5,000
 
    85.00       15.00  
Manufacturing of intermediate petrochemical products and petroleum products
China International United Petroleum and Chemical Company Limited
RMB 3,000
 
    100.00    
 
 
Trading of crude oil and petrochemical products
Sinopec Senmei (Fujian) Petroleum Limited (“Senmei Fujian Petroleum “)
RMB 1,840
 
    55.00       45.00  
Marketing and distribution of refined petroleum products
Sinopec (Hong Kong) Limited
HKD 5,477
 
    100.00    
 
 
Trading of crude oil and petrochemical products
Sinopec Hainan Refining and Chemical Company Limited (“Hainan Refining”)
RMB 3,986
 
    75.00       25.00  
Manufacturing of intermediate petrochemical products and petroleum products
Sinopec Shanghai Petrochemical Company Limited (“Shanghai Petrochemical”)
RMB 7,200
 
    55.56       44.44  
Manufacturing of synthetic fibres, resin and plastics, intermediate petrochemical products and petroleum products
Sinopec Kantons Holdings Limited (“Sinopec Kantons”)
HKD 248
 
    60.34       39.66  
Trading of crude oil and petroleum products
Sinopec Yizheng Chemical Fibre Company Limited (Note) (“Yizheng Chemical Fibre”)
RMB 4,000
 
    42.00       58.00  
 Production and sale of polyester chips and polyester fibres
Sinopec Qingdao Petrochemical Company Limited
RMB 1,595
 
    100.00    
 
 
Manufacturing of intermediate petrochemical products and petroleum products
Sinopec Chemical Sales Company Limited
RMB 1,000
 
    100.00    
 
 
Marketing and distribution of petrochemical products
Sinopec International Petroleum Exploration and Production Limited
RMB 8,000
 
    100.00    
 
 
Investment in exploration, production and sales of petroleum
and natural gas
Sinopec Fuel Oil Sales Company Limited
RMB 2,200
 
    100.00    
 
 
Marketing and distribution of refined petroleum products

 
Except for Sinopec Kantons Holdings Limited and Sinopec (Hong Kong) Limited, which are incorporated in Bermuda and Hong Kong respectively, all of the above principal subsidiaries are incorporated and operate their businesses principally in the PRC. All of the above principal subsidiaries are limited companies.
   
 
Note:
   
 
The Group consolidated the financial statements of these entities because it 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.
   
 
Summarised financial information on subsidiaries with material non-controlling interests
   
 
Set out below are the summarised financial information which the amount before inter-company eliminations for each subsidiary that has non-controlling interests that are material to the Group.
 
 
136

 
 
35
PRINCIPAL SUBSIDIARIES (Continued)
   
 
Summarised balance sheet

   
Fujian Petrochemical
   
Senmei Fujian Petroleum
   
Hainan Refining and Chemical
   
Shanghai
 Petrochemical*
   
Sinopec
 Kantons*
   
Yizheng
 Chemical Fibre*
 
   
At
30 June
2013
RMB
million
   
At
 31 December
 2012
RMB
million
   
At
30 June
2013
RMB
million
   
At
31 December
2012
RMB
million
   
At
30 June
2013
RMB
million
   
At
31 December
2012
RMB
million
   
At
31 December
2012
RMB
million
   
At
31 December
2012
RMB
million
   
At
31 December
2012
RMB
million
 
Current assets
    564       1,069       2,750       2,664       7,941       6,708       12,891       2,517       4,578  
Current liabilities
    (202 )     (571 )     (3,625 )     (3,831 )     (8,908 )     (6,852 )     (18,927 )     (1,105 )     (2,570 )
Total current net assets/ (liabilities)
    362       498       (875 )     (1,167 )     (967 )     (144 )     (6,036 )     1,412       2,008  
Non-current assets
    4,554       4,172       4,608       4,532       8,413       7,275       23,571       3,895       6,560  
Non-current liabilities
    (796 )     (671 )     (325 )     (325 )     (911 )     (995 )     (1,231 )     (2 )     (55 )
Total non-current net assets
    3,758       3,501       4,283       4,207       7,502       6,280       22,340       3,893       6,505  
Net assets
    4,120       3,999       3,408       3,040       6,535       6,136       16,304       5,305       8,513  

 
Summarised statement of comprehensive income

Six-month periods ended 30 June
 
Fujian Petrochemical
   
Senmei Fujian Petroleum
   
Hainan Refining and Chemical
   
Shanghai
 Petrochemical*
   
Sinopec
 Kantons*
   
Yizheng
 Chemical Fibre*
 
   
2013
RMB
million
   
2012
RMB
million
   
2013
RMB
million
   
2012
RMB
million
   
2013
RMB
million
   
2012
RMB
million
   
2012
RMB
million
   
2012
RMB
million
   
2012
RMB
million
 
Turnover
    3,182       3,085       21,604       20,337       20,650       27,375       46,442       9,510       8,329  
Profits/ (losses) for the periods
    (178 )     (1,001 )     359       465       383       300       (1,138 )     144       (215 )
Total comprehensive income/ (losses)
    (178 )     (1,001 )     359       465       383       300       (1,138 )     144       (215 )
Profits/ (losses) attributable to non-controlling interests
    (89 )     (500 )     161       209       96       75       (512 )           (124 )
Dividends paid to non-controlling interests
                                        160             70  

 
Summarised statement of cash flows

Six-month periods ended 30 June
 
Fujian Petrochemical
   
Senmei Fujian Petroleum
   
Hainan Refining and Chemical
   
Shanghai
 Petrochemical*
   
Sinopec
 Kantons*
   
Yizheng
 Chemical Fibre*
 
   
2013
RMB
million
   
2012
RMB
million
   
2013
RMB
million
   
2012
RMB
million
   
2013
RMB
million
   
2012
RMB
million
   
2012
RMB
million
   
2012
RMB
million
   
2012
RMB
million
 
Net cash generated from/(used in)
operating actities
    415       (106 )     855       (431 )     24       (1,815 )     (1,285 )     159       (503 )
Net cash (used in)/generated from
investing activities
    (319 )     (19 )     (225 )     262       (718 )     (335 )     (2,265 )     (412 )     (286 )
Net cash generated from/ (used in)
financing activities
    73             (575 )           694       2,151       3,651       2,596        
Net increase/(decrease) in cash and cash equivalents
    169       (125 )     55       (169 )           1       101       2,343       (789 )
Cash and cash equivalents at 1 January
    28       197       404       461             1       91       627       1,507  
Effect of foreign currency exchange rate changes
                                              (2 )      
Cash and cash equivalents at 30 June
    197       72       459       292             2       192       2,968       718  

     
 
*
These three listed companies will announce their financial information for the six-month period ended 30 June 2013 later than the Company, therefor their 2013 financial information is currently not included.
 
 
137

 
 
36
FINANCIAL RISK MANAGEMENT AND FAIR VALUES
   
 
Overview
   
 
Financial assets of the Group include cash and cash equivalents, time deposits with financial institutions, investments, trade accounts receivable, bills receivable, amounts due from Sinopec Group Company and fellow subsidiaries, amounts due from associates and joint ventures, available-for-sale financial assets, derivative financial instruments and other receivables. Financial liabilities of the Group include short-term and long-term debts, loans from Sinopec Group Company and fellow subsidiaries, trade accounts payable, bills payable, amounts due to Sinopec Group Company and fellow subsidiaries, derivative financial instruments and other payables.
   
 
The Group has exposure to the following risks from its uses of financial instruments:
     
 
credit risk;
     
 
liquidity risk;
     
 
market risk; and
     
 
equity price risk.
     
 
The Board of Directors has overall responsibility for the establishment, oversight of the Group’s risk management framework, and developing and monitoring the Group’s risk management policies.
   
 
The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Group’s activities. The Group, through its training and management controls and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations. Internal audit department undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Group’s audit committee.
   
 
Credit risk
   
 
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group’s deposits placed with financial institutions and receivables from customers. To limit exposure to credit risk relating to deposits, the Group primarily places cash deposits only with large financial institutions in the PRC with acceptable credit ratings. The majority of the Group’s trade accounts receivable relate to sales of petroleum and chemical products to related parties and third parties operating in the petroleum and chemical industries. Management performs ongoing credit evaluations of the Group’s customers’ financial condition and generally does not require collateral on trade accounts receivable. The Group maintains an impairment loss for doubtful accounts and actual losses have been within management’s expectations. No single customer accounted for greater than 10% of total trade accounts receivable. The details of the Group’s credit policy and quantitative disclosures in respect of the Group’s exposure on credit risk for trade receivables are set out in Note 22.
   
 
The carrying amounts of cash and cash equivalents, time deposits with financial institutions, trade accounts and bills receivables, derivative financial instruments and other receivables, represent the Group’s maximum exposure to credit risk in relation to financial assets.
   
 
Liquidity risk
   
 
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s approach in managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. Management prepares monthly cash flow budget to ensure that the Group will always have sufficient liquidity to meet its financial obligations as they fall due. The Group arranges and negotiates financing with financial institutions and maintains a certain level of standby credit facilities to reduce the Group’s liquidity risk.
   
 
At 30 June 2013, the Group has standby credit facilities with several PRC financial institutions which provide borrowings up to RMB 198,727 million (2012: RMB 197,696 million) on an unsecured basis, at a weighted average interest rate of 2.43% per annum (2012: 2.20%). At 30 June 2013, the Group’s outstanding borrowings under these facilities were RMB 30,894 million (2012: RMB 12,815 million) and were included in debts.
 
 
138

 
 
36
FINANCIAL RISK MANAGEMENT AND FAIR VALUES (Continued)
   
 
Liquidity risk (Continued)
   
 
The following table sets out the remaining contractual maturities at the balance sheet date of the Group’s financial liabilities, which are based on contractual undiscounted cash flows (including interest payments computed using contractual rates or, if floating, based on prevailing rates current at the balance sheet date) and the earliest date the Group would be required to repay:

   
30 June 2013
 
   
Carrying
amount
RMB million
   
Total
contractual
undiscounted
cash flow
RMB million
   
Within
1 year or
on demand
RMB million
   
More than 1
year but less
than 2 years
RMB million
   
More than 2
years but less
than 5 years
RMB million
   
More than
5 years
RMB million
 
Short-term debts
    110,546       112,773       112,773                    
Long-term debts
    104,712       127,480       3,639       15,299       74,304       34,238  
Loans from Sinopec Group Company and fellow subsidiaries
    93,956       94,470       57,418       775       717       35,560  
Trade accounts payable
    187,176       187,176       187,176                    
Bills payable
    5,700       5,700       5,700                    
Other payables and employee benefits payable
    57,735       57,735       57,735                    
      559,825       585,334       424,441       16,074       75,021       69,798  

   
31 December 2012
 
   
Carrying
amount
RMB million
   
Total
contractual
undiscounted
cash flow
RMB million
   
Within
1 year or
on demand
RMB million
   
More than 1
year but less
than 2 years
RMB million
   
More than 2
years but less
than 5 years
RMB million
   
More than
5 years
RMB million
 
Short-term debts
    73,063       74,302       74,302                    
Long-term debts
    124,518       142,342       3,242       45,935       73,929       19,236  
Loans from Sinopec Group Company and fellow subsidiaries
    80,517       80,978       43,254       1,425       739       35,560  
Trade accounts payable
    215,628       215,628       215,628                    
Bills payable
    6,656       6,656       6,656                    
Other payables and employee benefits payable
    63,559       63,559       63,559                    
      563,941       583,465       406,641       47,360       74,668       54,796  

 
Management believes that the Group’s current cash on hand, expected cash flows from operations and available standby credit facilities from financial institutions will be sufficient to meet the Group’s working capital requirements and repay its short-term debts and obligations when they become due.
   
 
Market risk
   
 
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return on risk.
 
 
139

 
 
36
FINANCIAL RISK MANAGEMENT AND FAIR VALUES (Continued)
   
 
Market risk (Continued)
   
 
Currency risk
   
 
Currency risk arises on financial instruments that are denominated in a currency other than the functional currency in which they are measured. The Group’s currency risk exposure primarily relates to short-term and long-term debts and loans from Sinopec Group Company and fellow subsidiaries denominated in US Dollars, Japanese Yen and Hong Kong Dollars. The Group enters into foreign exchange contracts to manage its currency risk exposure.
   
 
Included in short-term and long-term debts and loans from Sinopec Group Company and fellow subsidiaries of the Group are the following amounts denominated in a currency other than the functional currency of the entity to which they relate:

      30 June       31 December  
      2013       2012  
      million       million  
Gross exposure arising from loans and borrowings
               
US Dollars
   
USD 4,441
     
USD 2,405
 
Japanese Yen
   
JPY 10,232
     
JPY 10,753
 
Hong Kong Dollars
   
HKD 11,661
     
HKD 13,511
 

 
A 5 percent strengthening of Renminbi against the following currencies at 30 June 2013 and 31 December 2012 would have increased profit for the period/year and retained earnings of the Group by the amounts shown below. This analysis has been determined assuming that the change in foreign exchange rates had occurred at the balance sheet date and had been applied to the foreign currency balances to which the Group has significant exposure as stated above, and that all other variables, in particular interest rates, remain constant. The analysis is performed on the same basis for 2012.

   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
US Dollars
    1,029       567  
Japanese Yen
    24       29  
Hong Kong Dollars
    348       411  

 
Other than the amounts as disclosed above, the amounts of other financial assets and liabilities of the Group are substantially denominated in the functional currency of respective entity within the Group.
   
 
Interest rate risk
   
 
The Group’s interest rate risk exposure arises primarily from its short-term and long-term debts. Debts bearing interest at variable rates and at fixed rates expose the Group to cash flow interest rate risk and fair value interest rate risk respectively. The interest rates of short-term and long-term debts, and loans from Sinopec Group Company and fellow subsidiaries of the Group are disclosed in Note 26.
   
 
As at 30 June 2013, it is estimated that a general increase/decrease of 100 basis points in variable interest rates, with all other variables held constant, would decrease/increase the Group’s profit for the period and retained earnings by approximately RMB 717 million (2012: RMB 577 million). This sensitivity analysis has been determined assuming that the change of interest rates was applied to the Group’s debts outstanding at the balance sheet date with exposure to cash flow interest rate risk. The analysis is performed on the same basis for 2012.
   
 
Commodity price risk
   
 
The Group engages in oil and gas operations and is exposed to commodity price risk related to price volatility of crude oil, refined oil products and chemical products. The fluctuations in prices of crude oil, refined oil products and chemical products could have significant impact on the Group. The Group uses derivative financial instruments, including commodity futures and swaps, to manage a portion of this risk. As at 30 June 2013, the Group had certain commodity contracts of crude oil, refined oil products and chemical products designated as qualified cash flow hedges and economic hedges. The fair values of these derivative financial instruments as at 30 June 2013 are set out in Notes 24 and 28.
   
 
As at 30 June 2013, it is estimated that a general increase/decrease of USD 10 per barrel in crude oil and refined oil products, with all other variables held constant, would decrease/increase the Group’s profit for the period and retained earnings by approximately RMB 123 million (2012: decrease/increase RMB 221 million), and increase/decrease the Group’s other reserves by approximately RMB 36 million (2012: increase/decrease RMB 152 million). This sensitivity analysis has been determined assuming that the change in prices had occurred at the balance sheet date and the change was applied to the Group’s derivative financial instruments at that date with exposure to commodity price risk. The analysis is performed on the same basis for 2012.
 
 
140

 
 
36
FINANCIAL RISK MANAGEMENT AND FAIR VALUES (Continued)
   
 
Equity price risk
   
 
The Group is exposed to equity price risk arising from changes in the Company’s own share price to the extent that the Company’s own equity instruments underlie the fair values of derivatives of the Group. At 30 June 2013, the Group’s exposure to equity price risk is the derivatives embedded in the 2007 Convertible Bonds and the 2011 Convertible Bonds issued by the Company as disclosed in Note 26(c) and (e), respectively.
   
 
As at 30 June 2013, it is estimated that an increase of 20% in the Company’s own share price would decrease the Group’s profit for the period and retained earnings by approximately RMB 1,167 million (2012: RMB 2,007 million); a decrease of 20% in the Company’s own share price would increase the Group’s profit for the period and retained earnings by approximately RMB 719 million (2012: RMB 1,448 million). This sensitivity analysis has been determined assuming that the changes in the Company’s own share price had occurred at the balance sheet date and that all other variables remain constant. The analysis is performed on the same basis for 2012.
   
 
Fair values
     
 
(i)
Financial instruments carried at fair value
     
   
The following table presents the carrying value of financial instruments measured at fair value at the balance sheet date across the three levels of the fair value hierarchy defined in IFRS 7, ‘Financial Instruments: Disclosures’, with the fair value of each financial instrument categorised in its entirety based on the lowest level of input that is significant to that fair value measurement. The levels are defined as follows:
       
   
Level 1 (highest level): fair values measured using quoted prices (unadjusted) in active markets for identical financial instruments.
       
   
Level 2: fair values measured using quoted prices in active markets for similar financial instruments, or using valuation techniques in which all significant inputs are directly or indirectly based on observable market data.
       
   
Level 3 (lowest level): fair values measured using valuation techniques in which any significant input is not based on observable market data.
       
 
At 30 June 2013                        
                         
   
Level 1
   
Level 2
   
Level 3
   
Total
 
   
RMB million
   
RMB million
   
RMB million
   
RMB million
 
Assets
                       
Available-for-sale financial assets:
                       
– Listed
    1,406                   1,406  
Derivative financial instruments:
                               
– Derivative financial assets
    585       3,332             3,917  
      1,991       3,332             5,323  
Liabilities
                               
Derivative financial instruments:
                               
– Embedded derivative components of the convertible bonds
          1,813             1,813  
– Other derivative financial liabilities
    794       3,299             4,093  
      794       5,112             5,906  
 
At 31 December 2012                        
                         
   
Level 1
   
Level 2
   
Level 3
   
Total
 
   
RMB million
   
RMB million
   
RMB million
   
RMB million
 
Assets
                       
Available-for-sale financial assets:
                       
– Listed
    83                   83  
Derivative financial instruments:
                               
– Derivative financial assets
    82       1,111             1,193  
      165       1,111             1,276  
Liabilities
                               
Derivative financial instruments:
                               
– Embedded derivative components of the convertible bonds
          2,576             2,576  
– Other derivative financial liabilities
    92       1,016             1,108  
      92       3,592             3,684  

 
During the six-month period ended 30 June 2013 there were no transfers between instruments in Level 1 and Level 2.
 
 
141

 
 
36
FINANCIAL RISK MANAGEMENT AND FAIR VALUES (Continued)
   
 
Fair values (Continued)
   
 
(ii)
Fair values of financial instruments carried at other than fair value
     
   
The disclosures of the fair value estimates, and their methods and assumptions of the Group’s financial instruments, are made to comply with the requirements of IFRS 7 and IAS 39 and should be read in conjunction with the Group’s consolidated financial statements and related notes. The estimated fair value amounts have been determined by the Group using market information and valuation methodologies considered appropriate. However, considerable judgement is required to interpret market data to develop the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Group could realise in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.
     
   
The fair values of the Group’s financial instruments carried at other than fair value (other than long-term indebtedness and investments in unquoted equity securities) approximate their carrying amounts due to the short-term maturity of these instruments. The fair values of long-term indebtedness are estimated by discounting future cash flows using current market interest rates offered to the Group that range from 0.42% to 6.55% (2012: 4.89% to 6.55%). The following table presents the carrying amount and fair value of the Group’s long-term indebtedness other than loans from Sinopec Group Company and fellow subsidiaries at 30 June 2013 and 31 December 2012:
 
   
30 June
   
31 December
 
   
2013
   
2012
 
   
RMB million
   
RMB million
 
Carrying amount
    158,210       137,408  
Fair value
    157,000       131,391  

 
The Group has not developed an internal valuation model necessary to estimate the fair values of loans from Sinopec Group Company and fellow subsidiaries as it is not considered practicable to estimate their fair values because the cost of obtaining discount and borrowing rates for comparable borrowings would be excessive based on the Reorganisation, the Group’s existing capital structure and the terms of the borrowings.
   
 
Investments in unquoted equity securities are individually and in the aggregate not material to the Group’s financial condition or results of operations. There are no listed market prices for such interests in the PRC and, accordingly, a reasonable estimate of fair value could not be made without incurring excessive costs. The Group intends to hold these unquoted other investments in equity securities for long term purpose.
   
 
Except for the above items, the financial assets and liabilities of the Group are carried at amounts not materially different from their fair values at 30 June 2013 and 31 December 2012.
   
37
ACCOUNTING ESTIMATES AND JUDGEMENTS
   
 
The Group’s financial condition and results of operations are sensitive to accounting methods, assumptions and estimates that underlie the preparation of the interim financial statements. Management bases the assumptions and estimates on historical experience and on various other assumptions that it believes to be reasonable and which form the basis for making judgements about matters that are not readily apparent from other sources. On an ongoing basis, management evaluates its estimates. Actual results may differ from those estimates as facts, circumstances and conditions change.
   
 
The selection of critical accounting policies, the judgements and other uncertainties affecting application of such policies and the sensitivity of reported results to changes in conditions and assumptions are factors to be considered when reviewing the interim financial statements. The significant accounting policies are set forth in Note 2. Management believes the following critical accounting policies involve the most significant judgements and estimates used in the preparation of the consolidated interim financial statements.
   
 
Oil and gas properties and reserves
   
 
The accounting for the exploration and production’s oil and gas activities is subject to accounting rules that are unique to the oil and gas industry. There are two methods to account for oil and gas business activities, the successful efforts method and the full cost method. The Group has elected to use the successful efforts method. The successful efforts method reflects the volatility that is inherent in exploring for mineral resources in that costs of unsuccessful exploratory efforts are charged to expense as they are incurred. These costs primarily include dry hole costs, seismic costs and other exploratory costs. Under the full cost method, these costs are capitalised and written-off or depreciated over time.
   
 
Engineering estimates of the Group’s oil and gas reserves are inherently imprecise and represent only approximate amounts because of the subjective judgements involved in developing such information. There are authoritative guidelines regarding the engineering criteria that have to be met before estimated oil and gas reserves can be designated as “proved”. Proved and proved developed reserves estimates are updated at least annually and take into account recent production and technical information about each field. In addition, as prices and cost levels change from year to year, the estimate of proved and proved developed reserves also changes. This change is considered a change in estimate for accounting purposes and is reflected on a prospective basis in relation to depreciation rates.
   
 
Future dismantlement costs for oil and gas properties are estimated with reference to engineering estimates after taking into consideration the anticipated method of dismantlement required in accordance with industry practices in similar geographic area, including estimation of economic life of oil and gas properties, technology and price level. The present values of these estimated future dismantlement costs are capitalised as oil and gas properties with equivalent amounts recognised as provisions for dismantlement costs.
   
 
Despite the inherent imprecision in these engineering estimates, these estimates are used in determining depreciation expense, impairment loss and future dismantlement costs. Depreciation rates are determined based on estimated proved developed reserve quantities (the denominator) and capitalised costs of producing properties (the numerator). Producing properties’ capitalised costs are amortised based on the units of oil or gas produced.
 
 
142

 
 
37
ACCOUNTING ESTIMATES AND JUDGEMENTS (Continued)
   
 
Impairment for long-lived assets
   
 
If circumstances indicate that the net book value of a long-lived asset may not be recoverable, the asset may be considered “impaired”, and an impairment loss may be recognised in accordance with IAS 36 “Impairment of Assets”. The carrying amounts of long-lived assets are reviewed periodically in order to assess whether the recoverable amounts have declined below the carrying amounts. These assets are tested for impairment whenever events or changes in circumstances indicate that their recorded carrying amounts may not be recoverable. When such a decline has occurred, the carrying amount is reduced to recoverable amount. For goodwill, the recoverable amount is estimated annually. The recoverable amount is the greater of the net selling price and the value in use. It is difficult to precisely estimate selling price because quoted market prices for the Group’s assets or cash-generating units are not readily available. In determining the value in use, expected cash flows generated by the asset or the cash-generating unit are discounted to their present value, which requires significant judgement relating to level of sale volume, selling price and amount of operating costs. Management uses all readily available information in determining an amount that is a reasonable approximation of recoverable amount, including estimates based on reasonable and supportable assumptions and projections of sale volume, selling price and amount of operating costs.
   
 
Depreciation
   
 
Property, plant and equipment, other than oil and gas properties, are depreciated on a straight-line basis over the estimated useful lives of the assets, after taking into account the estimated residual value. Management reviews the estimated useful lives of the assets at least annually in order to determine the amount of depreciation expense to be recorded during any reporting period. The useful lives are based on the Group’s historical experience with similar assets and take into account anticipated technological changes. The depreciation expense for future periods is adjusted if there are significant changes from previous estimates.
   
 
Impairment for bad and doubtful debts
   
 
Management estimates impairment losses for bad and doubtful debts resulting from the inability of the Group’s customers to make the required payments. Management bases the estimates on the ageing of the accounts receivable balance, customer credit-worthiness, and historical write-off experience. If the financial condition of the customers were to deteriorate, actual write-offs would be higher than estimated.
   
 
Allowance for diminution in value of inventories
   
 
If the costs of inventories become higher than their net realisable values, an allowance for diminution in value of inventories is recognised. Net realisable value represents the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the sale. Management bases the estimates on all available information, including the current market prices of the finished goods and raw materials, and historical operating costs. If the actual selling prices were to be lower or the costs of completion were to be higher than estimated, the actual allowance for diminution in value of inventories could be higher than estimated.
   
38
EVENTS AFTER THE REPORTING PERIOD
   
 
At the separate A shareholders class meetings of Sinopec Yizheng Chemical Fibre Company Limited and Sinopec Shanghai Petrochemical Company Limited (“the companies”) held on 8 July, 2013, the A shares reform scheme (“股權分置改革方案” or “Reform Scheme”) for both companies were approved. Pursuant to the Reform Scheme, as consideration for obtaining the right for non-tradable A shares of the companies to be tradable on the stock market, holders of the non-tradable A shares will transfer five non-tradable A shares to shareholders of the tradable A shares for every 10 tradable shares held at the implementation date of the Reform Scheme and as registered with the Depository Trusand Clearing Corporation on that date. After the completion of the Reform Scheme, all A shares of the companies will be tradable.
   
39
PARENT AND ULTIMATE HOLDING COMPANY
   
 
The directors consider the parent and ultimate holding company of the Group as at 30 June 2013 is Sinopec Group Company, a state-owned enterprise established in the PRC. This entity does not produce financial statements available for public use.
 
 
143

 
 
(C)
DIFFERENCES BETWEEN CONSOLIDATED FINANCIAL STATEMENTS PREPARED IN ACCORDANCE WITH THE ACCOUNTING POLICIES COMPLYING WITH ASBE AND IFRS (UNAUDITED)

Other than the differences in the classifications of certain financial statements captions and the accounting for the items described below, there are no material differences between the Group’s consolidated financial statements prepared in accordance with the accounting policies complying with ASBE and IFRS. The reconciliation presented below is included as supplemental information, is not required as part of the basic financial statements and does not include differences related to classification, presentation or disclosures. Such information has not been subject to independent audit or review. The major differences are:

(I)
GOVERNMENT GRANTS
   
 
Under ASBE, grants from the government are credited to capital reserve if required by relevant governmental regulations. Under IFRS, government grants relating to the purchase of fixed assets are recognised as deferred income and are transferred to the income statement over the useful life of these assets.
   
(II)
SAFETY PRODUCTION FUND
   
 
Under ASBE, safety production fund should be recognised in profit or loss with a corresponding increase in reserve according to PRC regulations. Such reserve is reduced for expenses incurred for safety production purposes or, when safety production related fixed assets are purchased, is reduced by the purchased cost with a corresponding increase in the accumulated depreciation. Such fixed assets are not depreciated thereafter. Under IFRS, payments are expensed as incurred, or capitalised as fixed assets and depreciated according to applicable depreciation methods.
   
 
Effects of major differences between the net profit under ASBE and the profit for the period under IFRS are analysed as follows:
 
 
Note
 
Six-month periods ended 30 June
 
     
2013
   
2012
 
     
RMB million
   
RMB million
 
Net profit under ASBE
      31,504       24,946  
Adjustments:
                 
Government grants
(i)
    56       51  
Safety production fund
(ii)
    847       802  
Profit for the period under IFRS*
      32,407       25,799  

 
Effects of major differences between the shareholders’ equity under ASBE and the total equity under IFRS are analysed as follows:

 
Note
 
At 30 June
   
At 31 December
 
     
2013
   
2012
 
     
RMB million
   
RMB million
 
Shareholders’ equity under ASBE
      587,377       550,601  
Adjustments:
                 
Government grants
(i)
    (1,667 )     (1,723 )
Safety production fund
(ii)
    (1,101 )     (842 )
Total equity under IFRS*
      584,609       548,036  

 
*
The figures are extracted from the consolidated financial statements prepared in accordance with the accounting policies complying with IFRS during the year ended 31 December 2012 and the six-month period ended 30 June 2013 which have been audited by KPMG and PricewaterhouseCoopers, respectively.
 
 
144

 

 
DOCUMENTS FOR INSPECTION

The following documents will be available for inspection during normal business hours after 23 August 2013 (Friday) at the legal address of Sinopec Corp. upon requests by the relevant regulatory authorities and shareholders in accordance with the Articles of Association of Sinopec Corp. and the laws and regulations:

1
The original interim report for the first half of 2013 signed by Mr. Fu Chengyu, Chairman;
   
2
The original audited financial statements and consolidated financial statements of Sinopec Corp. for the six-month period ended 30 June 2013 prepared in accordance with IFRS and the ASBE and signed by Mr. Fu Chengyu, Chairman, Mr. Li Chunguang, Vice Chairman and President, and Mr. Wang Xinhua, Chief Financial Officer (and head of the Corporate Finance Department);
   
3
The original auditors’ reports in respect of the above financial statements signed by the auditors; and
   
4
All original documents and announcements published by Sinopec Corp. in the newspapers specified by the China Securities Regulatory Commission during the reporting period.




By Order of the Board
Fu Chengyu
Chairman

Beijing, PRC, 23 August 2013

 
 
145

 
 
SIGNATURE


 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



 
China Petroleum & Chemical Corporation
 
         
         
         
 
By:
 
/s/ Huang Wensheng
 
         
 
Name:
 
Huang Wensheng
 
         
 
Title:
 
Secretary to the Board of Directors
 


Date: August 26, 2013