Annual Report 2012
Annual Report 2012
Annual Report 2012
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<strong>Report</strong> of the Board of Directors<br />
REPORT OF THE BOARD OF DIRECTORS (CONTINUED)<br />
The aggregate cash dividend declared by<br />
Sinopec Corp. during three years from 2009<br />
to 2011 is RMB 0.69 per share, and the<br />
dividend from 2009 to 2011 as a percentage<br />
of average net profits in the three years is<br />
87.54%. It fulfilled the refinancing conditions<br />
in the domestic securities market provided<br />
by the “Decisions on Modifying Provisions<br />
Concerning Cash Dividends of Listed<br />
Companies” issued by CSRC.<br />
7 RESPONSIBILITIES FOR THE COMPANY’S<br />
INTERNAL CONTROL<br />
The Board of Directors of Sinopec Corp.<br />
are fully responsible for establishing and<br />
maintaining the internal control system<br />
related to the financial reporting as well<br />
as ensuring its effective implementation.<br />
In <strong>2012</strong>, the Board assessed the internal<br />
control of Sinopec Corp. according to the<br />
“Basic Standard for Enterprise Internal<br />
Control”, “Application Guidelines for<br />
Enterprise Internal Control” and “Estimation<br />
Guidelines for Enterprise Internal Control”.<br />
There were no significant defects as of 31<br />
December, <strong>2012</strong>. Therefore the internal<br />
control system of Sinopec Corp. related to<br />
the financial reporting is sound and effective.<br />
The “<strong>2012</strong> <strong>Annual</strong> Internal Control<br />
Assessment <strong>Report</strong> of Sinopec Corp.” was<br />
reviewed and approved on the 6th meeting<br />
of the Fifth Session of the Board of Directors<br />
on 22 March, 2013 , and all members of the<br />
Board ensured that the contents of the report<br />
are authentic, accurate and complete, and<br />
without any misrepresentation, misleading<br />
statements or material omissions.<br />
8 MAJOR SUPPLIERS AND CUSTOMERS<br />
During this reporting period, the total<br />
purchases from the top five crude oil<br />
suppliers of Sinopec Corp. accounted for<br />
42.3 %of the total purchases of crude oil by<br />
Sinopec Corp., of which the purchases from<br />
the largest supplier accounted for 23.9% of<br />
the total purchases of crude oil by Sinopec<br />
Corp..<br />
The total sales to the five largest customers<br />
of Sinopec Corp. accounted for 10 % of the<br />
total sales of Sinopec Corp., of which sales<br />
to the largest customer accounted for 4% of<br />
the total sales.<br />
During this reporting period, other than the<br />
connected transactions with the controlling<br />
shareholder – China Petrochemical<br />
Corporation and its subsidiaries, as<br />
disclosed in the Section headed “Connected<br />
Transaction” of this annual report, none of<br />
52<br />
<strong>Annual</strong> <strong>Report</strong> <strong>2012</strong> CHINA PETROLEUM & CHEMICAL CORPORATION<br />
the directors, supervisors of Sinopec Corp.<br />
and their associates or any shareholders<br />
holding 5% or more of the share capital<br />
of Sinopec Corp. had any interest in any<br />
of the above-mentioned major suppliers<br />
and customers.<br />
9 BANK LOANS AND OTHER BORROWINGS<br />
Details of bank loans and other borrowings of<br />
Sinopec Corp. as of 31 December <strong>2012</strong> are<br />
set out in note 29 to the financial statements<br />
prepared in accordance with IFRS in this<br />
annual report.<br />
10 FIXED ASSETS<br />
During this reporting period, changes to<br />
the in fixed assets of Sinopec Corp. are set<br />
out in note 17 to the financial statements<br />
prepared in accordance with IFRS in this<br />
annual report.<br />
11 RESERVES<br />
During this reporting period, the changes<br />
to the reserves of Sinopec Corp. are set out<br />
in the consolidated statement of changes<br />
in shareholders’ equity in the financial<br />
statements prepared in accordance with<br />
IFRS in this annual report.<br />
12 DONATIONS<br />
During this reporting period, the amount of<br />
charity donations made by Sinopec Corp.<br />
amounted to RMB 79 million.<br />
13 PRE-EMPTIVE RIGHTS<br />
Pursuant to the Articles of Association<br />
and the laws of the PRC, the shareholders<br />
of Sinopec Corp. are not entitled to any<br />
pre-emptive rights, therefore the existing<br />
shareholders cannot request Sinopec Corp.<br />
for the right of first refusal in proportion to<br />
their shareholdings.<br />
14 REPURCHASE, SALES AND REDEMPTION<br />
OF SHARES<br />
During this reporting period, neither<br />
Sinopec Corp. nor any of its subsidiaries<br />
repurchased, sold or redeemed any listed<br />
shares of Sinopec Corp. or its subsidiaries.<br />
15 CORE COMPETITIVENESS ANALYSIS<br />
Sinopec Corp. is a large scale vertically<br />
integrated energy & petro-chemical company<br />
with upstream, mid stream and downstream<br />
operations. The Company ranks first<br />
among all enterprises in China in terms of<br />
revenue; It is the second largest supplier of<br />
oil and gas in China; In respect of refining<br />
capacity, it ranks first in China and second<br />
globally; Equipped with a well developed<br />
refined oils products sales network, Sinopec<br />
Corp. is the largest supplier of refined oil<br />
products in China; and in terms of ethylene<br />
production capacity, the Company takes the<br />
first position in China and the 4th in the<br />
world, and has a well established marketing<br />
network for chemical products.<br />
The integrated business structure of the<br />
Company carries strong advantages in<br />
synergy among its various business segments,<br />
enabling the Company to continuously<br />
tap potentials in attaining an efficient and<br />
comprehensive utilization of its resources,<br />
and endowed the Company strong resistance<br />
against risks, as well as remarkable<br />
capabilities in delivering stable profitability.<br />
The Company enjoys a favorable location<br />
which is close to the consumer markets.<br />
Along with the steady growth in the<br />
Chinese economy, sales volume of both<br />
oil products and chemical products by<br />
the Company has been increasing steadily<br />
over the years; through continuous and<br />
specialized marketing efforts, its capability<br />
in international operations and market<br />
expansion has been further enhanced.<br />
Sinopec Corp. owns a team of professionals<br />
and expertise engaged in the production<br />
of oil & gas, operation of refineries and<br />
chemical plants, as well as marketing<br />
activities. The Company applies outstanding<br />
fine management measures with its<br />
remarkable capabilities in management<br />
of operations, and enjoys a favorable cost<br />
advantage in its downstream businesses.<br />
The Company has formulated a well<br />
established technology system and<br />
mechanism, and owns competent teams<br />
specialized in technology covering a wide<br />
range of subjects; the four platforms for<br />
technology advancement is taking shape,<br />
which includes exploration and development<br />
of oil & gas, refining, chemicals and<br />
commonly applied technology. With its<br />
overall technologies reaching state of the art<br />
level in the global arena, and some of them<br />
taking the lead globally, the Company enjoys<br />
strong capability for technical innovations.<br />
The Company always attaches great<br />
importance to fulfilling social responsibilities<br />
as an enterprise, and carries out the green<br />
& low carbon development strategy to<br />
pursue a sustainable pattern of development.<br />
Moreover, Sinopec Corp. enjoys an<br />
outstanding brand name, plays an important<br />
role in the economy and is a renowned and<br />
reputable company in China.