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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.

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