diff --git "a/China/15.Sinopec_$104.55 B_Energy/2015/results.txt" "b/China/15.Sinopec_$104.55 B_Energy/2015/results.txt" new file mode 100644--- /dev/null +++ "b/China/15.Sinopec_$104.55 B_Energy/2015/results.txt" @@ -0,0 +1,23595 @@ +the year +(9,473) +4,722 +(7,557) +(259) +3,288 +(3,288) +870 +(786) +5,386 +403 +60 +78 +261 +183 +of the year +on the profit +The influence +Changes +1,189 +End of +12,279 +14,859 +(1,437) +868 +10,326 +Available-for-sale financial assets +(34,705) +90,831 +56,126 +Accounts receivable +(%) +578.8 +(2,108) +58,457 +Increase/(decrease) +Amount Percentage +2014 +RMB million +10,100 +68,557 +Cash at bank and on hand +RMB million +Items +As of 31 December +2015 +The table below sets forth reasons for those changes where the fluctuation was more than 30% during the reporting period, or such changes +which constituted 5% or more of total assets at the balance sheet date or more than 10% of profit before taxation: +RMB million +Short-term loans +Beginning of +the year +(31) +125 +112 +826 +RMB million +2013 +2014 +RMB million +1,622 +721 +RMB million +245 +2015 +(5) Significant changes of items in the financial statements +Total +Embedded derivative instruments of convertible bonds +Cash flow hedging +Derivative financial instruments +Available-for-sale financial assets +Items +(4) Items measured by fair values +Attributable to: Equity shareholders of the Company +Minority interests +For the year ended 31 December +(Income)/expenses +Unit: RMB million +(5,002) +(943) +(2,368) +(67) +(415) +(521) +(4,192) +(3,306) +(552) +(4,259) +(3,721) +(3,165) +(4,680) +184 +1,060 +(736) +(5,679) +(4,781) +771 +419 +331 +(210) +1,420 +Total +74,729 +9,458 +(91,959) +90,642 +95,052 +65,504 +56,277 +Profit before taxation +105,530 +98,662 +96,785 +104,565 +73,487 +Operating profit +2,505,683 +2011 +2012 +2,786,045 +2013 +2,880,311 +For the year ended 31 December +2014 +2,825,914 +2,018,883 +Turnover and other operating revenues +57,028 +2015 +Profit attributable to owners of the Company +46,466 +6.05 +5.24 +Return on capital employed (%) +0.625 +0.545 +0.534 +0.397 +0.268 +32,438 +Diluted earnings per share (RMB) +0.566 +0.570 +0.398 +0.268 +Basic earnings per share (RMB) +73,225 +63,879 +66,132 +0.650 +166,688 +Items +2 FINANCIAL INFORMATION EXTRACTED FROM THE FINANCIAL STATEMENTS PREPARED IN ACCORDANCE WITH IFRS +52,612 +110,253 +Net assets attributable to minority +Mainly due to the decrease in purchasing price of feedstock +Mainly due to the capital injection to Sinopec Marketing Co. and +conversion of Sinopec CB +(34.2) +145.2 +70,705 +48,703 +119,408 +57,641 +Capital reserve +198,366 +130,446 +Accounts payable +Mainly due to the acquisition of equity interest in Sibur Holdings +Please refer to Note 21 to the financial statements prepared in +accordance with ASBE +(38.2) Mainly due to intensified collection of outstanding accounts and price fall +of products +Improved operating cash flow and increased cash reserve in response to +market fluctuations; in addition to capital injection of Sinopec Marketing +Co., Ltd (Sinopec Marketing Co.) +Reasons for change +1.089.6 +(55.2) +(67,920) +Unit: RMB million +109.6 +Operating Costs +3 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Mainly due to the capital injection to Sinopec Marketing Co. and the +increase in profits of holding subsidiaries +(34.4) Mainly due to price fall of feedstock and efforts on cost cutting +(117.7) Mainly due to fair value changes of derivatives embedded in Sinopec CB +47.5 Please refer to Note 46 to the financial statements prepared in +accordance with ASBE +Mainly due to the capital injection to Sinopec Marketing Co. +652.6 +9,659 +1,480 +interests +11,139 +4,886 +2,235 +4,710 +6,945 +(4,151) +735 +Gain/(Loss) from changes in fair value +Non-operating income +(836,246) +2,429,017 +Net profit attributable to minority +interests +8.02 +Tax effect +Other non-operating expenses, net +RMB +RMB +% +RMB +Basic earnings per share +0.266 +0.406 +(34.5) +Items +0.579 +0.266 +0.406 +(34.5) +0.543 +Basic earnings per share (excluding extraordinary gains and losses) +Weighted average return on net assets (%) +0.239 +0.370 +(35.4) +Diluted earnings per share +0.574 +2013 +2014 +% +2013 +RMB million +1,451,368 +(0.6) +804,273 +(18.2) +675,370 +594,483 +Change +13.6 +759,656 +570,346 +121,071,210 +118,280,396 +2.4 +116,565,314 +For the year ended 31 December +2015 +1,382,916 +Change +5.04 +(3.10) +% +RMB +Net assets attributable to equity shareholders of the Company per share +Liabilities to assets ratio (%) +5.588 +5.089 +9.8 +4.912 +45.56 +2013 +55.41 +54.93 +percentage +points +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +3 +Principal Financial Data and Indicators +4 +Principal Financial Data and Indicators +(9.85) +8.14 +Change +RMB +12.24 +Percentage +points +Weighted average return (excluding extraordinary gains and losses) +on net assets (%) +4.52 +7.42 +(2.90) +12.15 +2014 +RMB +Percentage +Net cash flow from operating activities per share +1.372 +1.270 +8.0 +1.308 +As of 31 December +2015 +Items +points +Subtotal +2014 +RMB million +RMB million +For the year ended 31 December +2015 +RMB million +2014 +Change +2013 +RMB million +% +RMB million +(2) Principal financial indicators +2,018,883 +(28.6) +2,880,311 +52,081 +65,481 +(20.5) +96,453 +55,959 +66,481 +2,825,914 +(15.8) +Total equity attributable to equity shareholders of the Company +Total number of shares (1,000 shares) +Total assets +Gain on holding and disposal of various investments +Government grants +Donations +Net loss on disposal of non-current assets +Items +(3) Extraordinary items and corresponding amounts +PRINCIPAL FINANCIAL DATA AND INDICATORS (CONTINUED) +(1) Principal financial data +Total liabilities +Items +Operating profit +Profit before taxation +Net profit attributable to equity shareholders of the Company +Net profit attributable to equity shareholders of the Company +excluding extraordinary gains and losses +Net cash flow from operating activities +Items +Operating income +Net profit attributable to equity shareholders of the Company +Net profit attributable to equity shareholders of the Company +excluding extraordinary gains and losses +Net cash flow from operating activities +Items +Operating income +1,443,129 +657,506 +96,982 +47,430 +482,046 +2,018,883 +1,685 +22,742 +1,421 +6,359 +32,207 +1,336 +496,475 +22,095 +4,224 +28,901 +6,682 +60,760 +49,151 +49,225 +165,818 +As of 31 December +2015 +1,246 +32,207 +562,121 +RMB million +(32.1) +67,179 +28,901 +43,238 +(33.2) +66,658 +165,818 +148,347 +478,241 +11.8 +For the year of 2015 +First +Quarter +RMB million +Second +Quarter +RMB million +Third +Quarter +RMB million +Fourth +Quarter +Total +RMB million +151,893 +9.09 +1,592,771 +Return on net assets (%) +11.49 +7 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Inclusive of 553,150,000 H shares held by +Sinopec Century Bright Capital Investment +Ltd. (overseas wholly-owned subsidiary of +China Petrochemical Corporation) through +HKSCC Nominees Limited. +Sinopec Corp. +71.32%** +China Petrochemical +Corporation +*. +Share Capital and +(4) Diagram of the equity and controlling +relationship between Sinopec Corp. and +its de facto controller +(3) Basic information of the de facto +controller +(2) Other than HKSCC Nominees Limited, +there was no other legal person +shareholder holding 10% or more of the +total issued share capital of Sinopec +Corp. +17.23% +912,886,426 +Shipping Co., Ltd +58.73% +270,270,000 +65.22% +China Petrochemical Corporation is the +de facto controller of Sinopec Corp. +9,224,327,662 +Shareholdings of Principal Shareholders +CHAIRMAN'S STATEMENT +RMC: Oil and Natural Gas Reserves Management Committee of the Company; +Sinopec CB: RMB 23 billion A share convertible bond issued by Sinopec Corp. in 2011; +CSRC: China Securities Regulatory Commission. +Conversion: +For domestic production of crude oil, 1 tonne = 7.1 barrels, for overseas production of crude oil. 1 tonne = 7.21 barrels; +For production of natural gas, 1 cubic meter = 35.31 cubic feet; +Refinery throughput is converted at 1 tonne = 7.35 barrels. +2 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +8 +PRINCIPAL FINANCIAL DATA AND INDICATORS +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Chairman's Statement +During the year, the Company has been +committed to value creation driven by +continued corporate social responsibility. +We invested in the Clear Water and Blue Sky +Campaign and actively promoted the Energy +Conservation Plan. The Company did not have +any material safety incidents in 2015. The +energy intensity decreased by 1.6%; industrial +water consumption dropped by 1.0%; COD +in discharged wastewater was down by 4.1%; +supporting the Company's efforts to become an +integrated service provider. Sinopec Marketing +Co. completed its restructuring and capital +injection, with a new governance structure +established. We made breakthroughs in technical +innovation. The proprietary, high-efficiency, +and environmentally friendly aromatics +technology was commercialised and granted +the National Science and Technology Progress +Award. The Company obtained a total of 3,769 +patents in 2015. The Company chartered new +courses for its international operations by +expanding overseas presence in midstream and +downstream businesses. The YASREF refinery +in Saudi Arabia was officially on stream and +inaugurated under the witness of the State +leaders of China and Saudi Arabia. A number +of chemical projects were well under way in the +Far East and the Middle East. The international +trading arm achieved reliable resource security +and cost effectiveness. And sound financial +management and capital operations effectively +supported value creation in our main businesses. +In 2015, we improved our corporate governance +and management efficiency. The Board +of Directors and its four committees were +optimised. The directors of the Board are +leading professionals in their respective fields, +with each complementing the strengths of the +others. The independent directors also played +constructive roles. The Company amended +and standardised its Articles of Association +with a focus on shareholders returns, and +the shareholders approved the continuing +connected transactions over the next three +years. In the meantime, the Company carried +forward the rich legacy and culture in China's +energy petrochemical industry, including +rigorous, detail-oriented and efficient business +ethics, down-to-earth practice in competence +building, strong devotion in accountability, and +effective motivation initiatives for employees. +The Company took steps to strengthen the +internal control system and ensure its effective +implementation. As a result, we saw no incidents +of material risks in 2015. +During the year, the Company's upstream +business successfully addressed the difficult +market conditions through its flexible +arrangement of investment and production +and substantial reductions in costs and +expenditures. In exploration and production +of shale gas, we achieved strong growth in +both reserves and production. The production +capacity of the first phase of the Fuling shale +gas field reached 5 billion cubic meters per +year. The refining and chemical businesses, +thanks to continuously optimised production +and structure, recorded significant performance +results as an important contributor to the +profits of the Company. The upgrading of oil +products was completed on schedule, with +the mix of high-value-added products further +increased. We optimised our oil product sales +portfolio, and the non-fuel business grew rapidly, +On behalf of the Board of Directors of Sinopec +Corp., I would like to express my sincere +gratitude to all of our shareholders and the +wider community for your interest and support. +The year 2015 was marked by a weak recovery +in the global economy, a slowdown in Chinese +economic growth, record lows in global oil prices +and weak demand for petroleum and chemical +products in China. Despite of the extremely +challenging environment, we took full advantage +of our integrated business model, implemented +effective measures to drive new resources of +growth while cutting our costs, continued to +make structural adjustments and technology +innovation, and managed to make progress on +many fronts. +Dear shareholders and friends: +Mr. Wang Yupu, Chairman +1 FINANCIAL DATA AND INDICATORS PREPARED IN ACCORDANCE WITH ASBE +Sinopec group: China Petrochemical Corporation and its subsidiaries; +65.67% +Name of Company +Sinopec Engineering +(Group) Co. Ltd +Sinopec Oilfield Service +Corporation +Sinopec Oilfield Equipment +Corporation +China Merchants Energy +1,787,647,233 (L) +4.60 (L) +1,175,388,643 (L) +0.57 (L) +0.31 (S) +2.62 (L) +(H Share) (%) +percentage of Sinopec +Corp.'s issued share capital +7.01 (L) +Approximate +Number of +shares interests held +or regarded as held +Investment manager +(L): Long position, (S): Short position +Schroders Plc +BlackRock, Inc. +the substantial shareholder +Interest of corporation controlled by +Custodian corporation/approved lending agent +670,090,733 (L) +80,000,138 (S) +147,682,700 (L) +2,907,856,000 +3,287,000 (S) +1,275,857,318 (L) +5.00 (L) +Shares of other listed companies directly +held by China Petrochemical Corporation +Number Shareholding +of Shares Held Percentage +The controlling shareholder of Sinopec +Corp. is China Petrochemical Corporation. +Established in July 1998, China +Petrochemical Corporation is a state- +authorised investment organisation +and a state-owned enterprise. The +legal representative is Mr. Wang Yupu. +Through re-organisation in 2000, China +Petrochemical Corporation injected its +principal petroleum and petrochemical +businesses into Sinopec Corp. and +retained certain petrochemical facilities. +It provides well-drilling services, well- +logging services, downhole operation +services, services in connection with +manufacturing and maintenance of +production equipment, engineering +construction, utility services including +water and power and social services. +(1) Controlling shareholder +There was no change in the controlling +shareholder and the de facto controller of +Sinopec Corp. during the reporting period. +CHANGES IN THE CONTROLLING +SHAREHOLDERS AND THE DE FACTO +CONTROLLER +As at the end of the reporting period, +there were no employee shares. +(3) Existing employee shares +(2) Changes in total number of shares and +equity structure and the consequent +effects on asset-liabilities structure +The terms for conditional redemption of +Sinopec CB were triggered on 26 January +2015. On the 22nd meeting of the fifth +session of the Board of Sinopec Corp., +the Board reviewed and approved the +proposal of the redemption of Sinopec CB +and decided to exercise its redemption +right. As of record date of redemption (11 +February 2015), a total of 4,623,769,047 +A shares has been converted from +Sinopec CB, leaving a balance of RMB +52,776,000 Sinopec CB registered at +China Securities Depository and Clearing +Corporation Limited Shanghai Branch. +On 17 February 2015, the total value of +redemption payments and the current- +period interests accrued paid by the +Company was RMB 53,348,948.28, +and Sinopec CB was delisted from the +Shanghai Stock Exchange at the same +date. The conversion of Sinopec CB had +a positive effect on optimising the asset- +liabilities structure of the Company. +0.01 (S) +Amount approved for listing +200,000,000 units +Issued amount +200,000,000 units +Issuing price +RMB 100/unit +19 November 2015 +Issuing date +Types of securities +Corporation Bonds +(1) Issuance of securities in reporting period +ISSUANCE AND LISTING OF SECURITIES +3 +Listing date +11 December 2015 +China Petrochemical Corporation: our controlling shareholder, China Petrochemical Corporation; +Company: Sinopec Corp. and its subsidiaries; +In this report, unless the context otherwise requires, the following terms shall have the meaning set out below: +Sinopec Corp.: China Petroleum & Chemical Corporation; +lopec +lopec +OPEC +Πορεί +A A A E E E E E +中国石化 +lopec +B B B +中国化 +OPEC +lopec +OPEC +SINOPEC CORP. 2015 ANNUAL REPORT AND ACCOUNTS +(Stock Code A Share: 600028 ; H Share: 0386; ADR : SNP) +lllopec +CONTENTS +236 +Company Profile +Principal Financial Data and Indicators +OPEC +Changes in Share Capital and Shareholdings +中国石化 +中国石化 +lopec +DEC +OPEC +中国石化 +中国石化 +中国石化 +ορεί +lopec +中国在化 +lopec +OPEC +Πορεί +D D +DE +Πορεί +中国石化 +中国石化 +中国石化 +中国石化 +of Principal Shareholders +Chairman's Statement +Business Review and Prospects +Corporate Information +201 +Documents for Inspection +202 +Confirmation from the Directors and +Senior Management +This annual report includes forward-looking statements. All statements, +other than statements of historical facts, that address activities, events or +developments that the Company expects or anticipates will or may occur in +the future (including but not limited to projections, targets, reserve and other +estimates and business plans) are forward-looking statements. The Company's +actual results or developments may differ materially from those indicated +by these forward-looking statements as a result of various factors and +uncertainties. The Company makes the forward-looking statements referred to +herein as at 29 March 2016 and unless required by regulatory authorities, the +Company undertakes no obligation to update these statements. +Company Profile +COMPANY PROFILE +200 +IMPORTANT NOTICE: THE BOARD OF DIRECTORS, THE BOARD OF SUPERVISORS, DIRECTORS, SUPERVISORS AND SENIOR +MANAGEMENT OF SINOPEC CORP. WARRANT THAT THERE ARE NO FALSE REPRESENTATIONS, MISLEADING STATEMENTS OR MATERIAL +OMISSIONS IN THIS ANNUAL REPORT, AND JOINTLY AND SEVERALLY ACCEPT FULL RESPONSIBILITY FOR THE AUTHENTICITY, +ACCURACY AND COMPLETENESS OF THE INFORMATION CONTAINED IN THIS ANNUAL REPORT. THERE IS NO OCCUPANCY OF NON- +OPERATING FUNDS BY THE CONTROLLING SHAREHOLDERS OF SINOPEC CORP.. MR. ZHANG JIANHUA, DIRECTOR AND MR. JIANG +XIAOMING, INDEPENDENT NON-EXECUTIVE DIRECTOR, DID NOT ATTEND THE FIFTH MEETING OF THE SIXTH SESSION OF THE BOARD +DUE TO OFFICIAL DUTIES. EACH OF MR. ZHANG AND MR. JIANG AUTHORISED MR. WANG ZHIGANG, DIRECTOR AND MR. ANDREW +Y.YAN, INDEPENDENT NON-EXECUTIVE DIRECTOR, TO VOTE ON HIS BEHALF IN RESPECT OF THE RESOLUTIONS PUT FORWARD AT THE +MEETING. MR. WANG YUPU, CHAIRMAN OF THE BOARD OF DIRECTORS, MR. LI CHUNGUANG, DIRECTOR AND PRESIDENT, MS. WEN +DONGFEN, CHIEF FINANCIAL OFFICER AND HEAD OF THE FINACIAL DEPARTMENT OF SINOPEC CORP. WARRANT THE AUTHENTICITY +AND COMPLETENESS OF THE FINANCIAL STATEMENTS CONTAINED IN THIS ANNUAL REPORT. THE AUDIT COMMITTEE OF SINOPEC +CORP. HAS REVIEWED THE ANNUAL RESULTS OF SINOPEC CORP. FOR THE YEAR ENDED 31 DECEMBER 2015. +AS APPROVED BY THE FIFTH MEETING OF THE SIXTH SESSION OF THE BOARD OF DIRECTORS OF SINOPEC CORP., THE BOARD +PROPOSED A FINAL CASH DIVIDEND OF RMB 0.06 (TAX INCLUSIVE) PER SHARE FOR 2015, COMBINING WITH THE INTERIM CASH +DIVIDEND OF RMB 0.09 (TAX INCLUSIVE) PER SHARE, THE TOTAL CASH DIVIDEND FOR 2015 WILL BE RMB 0.15 (TAX INCLUSIVE) PER +SHARE. THE DIVIDEND PROPOSAL IS SUBJECT TO THE SHAREHOLDERS' APPROVAL AT THE ANNUAL GENERAL MEETING FOR THE YEAR +2015. +Exploration and Production +Refining +Marketing and Distribution +Chemicals +COMPANY PROFILE +Sinopec Corp. is one of the largest integrated energy and chemical companies in China. Its principal operations include the exploration and production, +pipeline transportation and sale of petroleum and natural gas; the production, sale, storage and transportation of refinery products, petrochemical +products, coal chemical products, synthetic fibre, and other chemical products; the import and export, including an import and export agency +business, of petroleum, natural gas, petroleum products, petrochemical and chemical products, and other commodities and technologies; and research, +development and application of technologies and information. +DEFINITIONS: +THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 OF THE COMPANY PREPARED IN ACCORDANCE WITH THE +PRC ACCOUNTING STANDARDS FOR BUSINESS ENTERPRISES (ASBE) AND INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) +HAVE BEEN AUDITED BY PRICEWATERHOUSECOOPERS ZHONG TIAN LLP AND PRICEWATERHOUSECOOPERS RESPECTIVELY. BOTH +FIRMS HAVE ISSUED STANDARD UNQUALIFIED AUDITOR'S REPORT. +Financial Statements +73 +Controlled Subsidiaries +Management's Discussion and Analysis +8 +11 +19 +29 +Significant Events +39 +Connected Transactions +43 +Corporate Governance +50 +Report of the Board of Directors +58 +Report of the Board of Supervisors +60 +Directors, Supervisors, Senior Management +and Employees +72 +Principal Wholly-owned and +Investment manager +Beneficial owner +Changes in +Name of shareholders +JPMorgan Chase & Co. +Shareholdings Share Capital and +of Principal Shareholders +6 +Principal Financial Data and Indicators +5 +LO +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +MAJOR DIFFERENCES BETWEEN THE AUDITED FINANCIAL STATEMENTS PREPARED UNDER ASBE AND IFRS PLEASE REFER TO PAGE 193 OF +THE REPORT. +CHANGES IN SHARE CAPITAL AND SHAREHOLDINGS OF PRINCIPAL SHAREHOLDERS +4.172 +4.841 +4.191 +472,328 +510,914 +4.527 +568,803 +4.880 +593,041 +5.014 +4.950 +5.567 +5.500 +674,029 +4.476 +35,016 +1 CHANGES IN THE SHARE CAPITAL +Unit: Share +25,513,438,600 +Overseas listed foreign shares +Domestically listed foreign shares +Percentage (%) +78.93 +Number +95,557,771,046 +Sub-total +2,790,814,006 +2,790,814,006 +Others +Before change +from reserve +Percentage (%) New shares issued +78.43 +92,766,957,040 +RMB ordinary shares +Numbers +Items +After change +Increase/(decrease) +Conversion +Bonus +shares issued +21.57 +37,122 +52,536 +Total equity attributable to owners of the Company +Non-controlling interests +Non-current liabilities +Net current liabilities +Non-current assets +Items +Unit: RMB million +1.336 +Net assets per share (RMB) +1.262 +1.270 +1.372 +Net cash generated from operating activities per share (RMB) +15.50 +12.50 +11.63 +7.84 +4.81 +1.308 +52,823 +Adjusted net assets per share (RMB) +2015 +110,190 +185,594 +196,535 +189,468 +201,534 +196,268 +101,485 +148,358 +As of 31 December +198,812 +892,929 +1,009,906 +1,091,224 +244,113 +1,110,724 +130,237 +2011 +2012 +2013 +Status of shareholders +794,423 +25,513,438,600 +2014 +Others +A share +0 +39,150,086 +76,637,780 +0.06 +A share +中國工商銀行-上證50交易型開放式指數證券投資基金 +華夏人壽保險股份有限公司‧萬能產品 +0 +0.05 +76,681,610 +0.06 +A share +香港中央結算有限公司 +0 +(158,353,930) +134,537,906 +0.11 +A share +76,933,232 +62,817,900 +62,817,900 +0 +21.07 +(2) Information disclosed by the shareholders of H shares in accordance with the Securities and Futures Ordinance (SFO) +4 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +We are not aware of any connected relationship or acting in concert among or between the above-mentioned shareholders. +Statement on the connected relationship or acting in concert among the above-mentioned shareholders: +Note 2: Sinopec Century Bright Capital Investment Limited, an overseas wholly-owned subsidiary of China Petrochemical Corporation, holds 553,150,000 H shares, +accounting for 0.46% of the total issued share capital of Sinopec Crop.. Those shareholdings are included in the total number of the shares held by HKSCC +Nominees Limited. +Note 1: As compared with the number of shares held as of 31 December 2014. +0 +42,065,922 +42,065,922 +0.03 +A share +0 +47,105,824 +47,268,824 +0.04 +A share +長江證券股份有限公司 +國泰君安證券股份有限公司 +0 +東方匯智資產-中信銀行-安富1號特定客戶資產管理計劃 +322,037,900 +State-owned share +China Petrochemical Corporation +Percentage of +shareholdings % +Nature of +Shareholders +中國證券金融股份有限公司 +HKSCC Nominees Limited² +Name of shareholders +Unit: Share +70.86 +The shareholdings of top ten shareholders as of 31 December 2015 are listed as below: +As of 31 December 2015, the total number of shareholders of Sinopec Corp. was 748,210, including 741,935 holders of domestic A shares and 6,275 +holders of overseas H shares. As of 29 February 2016, the total number of shareholders of Sinopec Corp. was 748,856. Sinopec Corp. has complied +with requirement for minimum public float under the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (the +Hong Kong Listing Rules). +Note: During the reporting period, a total number of 136,471,210 units of Sinopec CB had been converted into A shares of Sinopec Corp., resulting in a total increase of +2,790,814,006 shares. +2,790,814,006 121,071,209,646 +100 +2,790,814,006 +100 +118.280.395.640 +Total Shares +(1) Shareholdings of top ten shareholders +Total number +of shares held +85,792,671,101 +2 NUMBER OF SHAREHOLDERS AND THEIR SHAREHOLDINGS +0 +0.27 +A share +中央匯金資產管理有限責任公司 +1,496,675,457 +1,764,832,313 +1.46 +322,037,900 +Unknown +A share +25,374,341,620 +20.96 +H share +0 +72,000,000 +of shareholding¹ pledges or lock-up +Number of +shares subject to +(27,994,089) +Changes +for the year ended 31 December 2015 +8 OTHER RECEIVABLES +Amounts due from subsidiaries +Amounts due from Sinopec Group Company and fellow subsidiaries +Amounts due from associates and jointly controlled entities +Amounts due from others +Less: Allowance for doubtful accounts +8 +Ageing analysis of other receivables is as follows: +Within one year +Between one and two years +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Between two and three years +Over three years +Total +Financial Statements (PRC) +2015 +20,975 +97 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +At 31 December 2015 and 2014, the Group and the Company had no individually significant accounts receivable that aged over three years. +During the year ended 31 December 2015 and 2014, 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. +During the year ended 31 December 2015 and 2014, the Group and the Company had no individually significant accounts receivable been fully or +substantially provided allowance for doubtful accounts. +37.6% +37.0% +At 31 December +2014 +34,363 +At 31 December +128 +97.5 +117 +Total +17.8 +Financial Statements (PRC) +Within one year +725 +Over three years +29,251 +0.1 +1,392 +21,452 +1,695 +202,550 +2,029 +65,883 +30,724 +22,844 +27,328 +19,842 +94 +978 +2,229 +4 +1,473 +308 +2,671 +2,694 +199,783 +61,621 +2014 +RMB million +At 31 December +At 31 December +2015 +RMB million +At 31 December +2014 +RMB million +RMB million +2015 +At 31 December +The Company +The Group +Total +Between one and two years +Between two and three years +3 +0.5 +100.0 +to accounts +receivable +balance +% RMB million +accounts +receivable +Allowance +Percentage +At 31 December 2015 +5250 +29,650 +138 +7.2 +2,125 +9.5 +82.8 +24,578 +2,809 +RMB million +Amount +to total +The Company +1--6 +99.6 +32.1 +25 +3.1 +12263 +530 +469 +0.5 +0.1 +0.8 +1,263 +64,620 +Percentage +of allowance +to accounts +receivable +balance +At 31 December 2014 +of allowance +Percentage +Percentage to the total balance of accounts receivable +Allowance for doubtful accounts +Total amount (RMB million) +At 31 December 2015 and 2014, the total amounts of the top five accounts receivable of the Group are set out below: +- +76250 +100.0 +25,159 +0.5 +120 +89.9 +124 +138 +0.2 +% +10.6 +0.1 +2 +0.4 +12 +88.7 +22,326 +- +Allowance +RMB million +% +receivable +Amount +RMB million +% +to total +accounts +Percentage +2,668 +45 +1,316 +201,234 +The Group +At 31 December 2015 +1,903 +65,883 +0.3 +7.3 +91.6 +% +to other +receivables +balance +of allowance +Percentage +Percentage +At 31 December 2014 +Allowance +RMB million +% +to total +other +receivables +Amount +RMB million +185,534 +14,792 +573 +2 +22.4 +14,787 +1 +8.1 +5,341 +- +66.6 +43,852 +% +balance +to other +receivables +% RMB million +Allowance +RMB million +2.9 +1,260 +66.2 +1,651 +68159 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +98 +At 31 December 2015 and 2014, the Group and the Company had no individually significant other receivables that aged over three years. +During the year ended 31 December 2015 and 2014, 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. +During the year ended 31 December 2015 and 2014, the Group and the Company had no individually significant other receivables been fully or +substantially provided allowance for doubtful accounts. +Within one year +40.8% +Within one year +35.4% +At 31 December +2014 +12,522 +2015 +8,095 +At 31 December +Allowance for doubtful accounts +Percentage to the total balance of other receivables +Ageing +to total +other +receivables +Total amount (RMB million) +1,316 +154 +79.4 +1,311 +0.5 +3 +2 +- +6338 O +100.0 +202,550 +1,263 +100.0 +0.8 +At 31 December 2015 and 2014, the total amounts of the top five other receivables of the Group are set out below: +The Group +Amount +Percentage +90.2 +27,717 +2 +87.9 +20,066 +% +RMB million +% +Allowance +to other +receivables +balance +Percentage +of allowance +Percentage +At 31 December 2014 +receivables +Amount +RMB million +% +RMB million +% +RMB million +balance +Allowance +other +to total +to other +receivables +to total +other +receivables +Amount +of allowance +Percentage +Percentage +484 +2.1 +9 +1.9 +Percentage +At 31 December 2015 +The Company +1,473 +100.0 +30,724 +1,392 +100.0 +22,844 +352 +71.2 +1,401 +6.4 +1,968 +of allowance +65.6 +9.1 +2,083 +10.5 +55 +1.7 +525 +6.6 +14 +0.9 +211 +3.3 +17 +1.7 +514 +1,367 +800008 +6.1190 +471 +91,361 +Revenue from the sales of goods is measured at fair value of the considerations received or receivable under the sales contract or agreement. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +93 +Financial Statements (PRC) +Financial Statements (PRC) +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +3 SIGNIFICANT ACCOUNTING POLICIES (Continued) +(17) Revenue recognition (Continued) +(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. +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. +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. +(21) Environmental expenditures +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 +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. +When the Group terminates the employment relationship with employees before the employment contracts expire, or provides compensation +as an offer to encourage employees to accept voluntary redundancy, a provision for the termination benefits provided is recognised in profit +or loss under the conditions of both the Group has a formal plan for the termination of employment or has made an offer to employees for +voluntary redundancy, which will be implemented shortly; and the Group is not allowed to withdraw from termination plan or redundancy +offer unilaterally. +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +3 SIGNIFICANT ACCOUNTING POLICIES (Continued) +(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 realize 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. +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 +(a) Revenues from sales of goods +(c) Termination benefits +Environmental expenditures that relate to current ongoing operations or to conditions caused by past operations is expensed as incurred. +Liabilities related to future remediation costs are recorded when environmental assessments and/or cleanups are probable and the costs can +be reliably estimated. As facts concerning environmental contingencies become known to the Group, the Group reassesses its position both with +respect to accrued liabilities and other potential exposures. +Research and development costs are recognised in profit or loss when incurred. +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. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +95 +Financial Statements (PRC) +96 +Financial Statements (PRC) +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +4 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. +Consumption tax was levied based on sales quantities of taxable products, tax rate of products is presented as below: +Products +Effective from +1 January 2009 +(RMB/Ton) +Effective from +29 November +Effective from +13 December +2014 +(RMB/Ton) +(RMB/Ton) +Effective from +2014 13 January 2015 +(RMB/Ton) +Gasoline +Diesel +Naphtha +engage in business activities from which it may earn revenues and incur expenses; +(22) Research and development costs +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: +(I) an entity which is under control, joint control of principle individual investor, key management personnel or close family members of such +individuals. +(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. Dividends +are recognised as a liability in the period in which they are declared. +94 +94 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +3 SIGNIFICANT ACCOUNTING POLICIES (Continued) +(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 +(26) Segment reporting +1,388.00 +Employees of the Group participate in the social insurance system established and managed by local labor and social security department. +The Group makes basic pension insurance to the local social insurance agencies every month, at the applicable benchmarks and rates +stipulated by the government for the benefits of its employees. After the employees retire, the local labor and social security department has +obligations to pay them the basic pension. When an employee has rendered service to the Group during an accounting period, the Group +shall recognise the accrued amount according to the above social security provisions as a liability and charged to the cost of an asset or to +profit or loss in the same period. +The Group classifies post-employment benefits into either Defined Contribution Plan (DC plan) or Defined Benefit Plan (DB plan). DC plan +means the Group only contributes a fixed amount to an independent fund and no longer bears other payment obligation; DB plan is post- +employment benefits other than DB. In this reporting period, the post-employment benefits of the Group primarily comprise basic pension +insurance and unemployment insurance and both of them are DC plans. +Financial Statements (PRC) +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +3 SIGNIFICANT ACCOUNTING POLICIES (Continued) +(11) Financial Instruments (Continued) +(d) Hedge accounting (Continued) +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. +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. +(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 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 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. +Financial Statements (PRC) +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. +89 +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. +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +3 SIGNIFICANT ACCOUNTING POLICIES (Continued) +(11) Financial Instruments (Continued) +(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. +(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, and 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, and a forecast transaction that is settled with an undetermined future market price +and exposes the Group to risk of variability in cash flows, etc. +A hedging instrument is a designated derivative whose changes in fair value or cash flows are expected to offset changes in the fair value or +cash flows of the hedged item. +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, the associated gain or loss is removed +from shareholders' equity, included in the initial cost of the non-financial asset, and recognised in profit or loss in the same year during +which the non-financial asset 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. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Basic pension insurance +90 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +91 +Financial Statements (PRC) +92 +Financial Statements (PRC) +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +3 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 +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. +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 and compensation given in exchange for services rendered by employees, including short term +compensation, post-employment benefits, termination benefits and other long term employee benefits. +(a) Short term compensation +Short term compensation includes salaries, bonuses, allowances and subsidies, employee benefits, medical insurance premiums, work- +related injury insurance premium, maternity insurance premium, contributions to housing fund, unions and education fund and short-term +absence with payment etc. When an employee has rendered service to the Group during an accounting period, the Group shall recognise the +short term compensation actually incurred as a liability and charged to the cost of an asset or to profit or loss in the same period, and non- +monetary benefits are valued with the fair value. +100.0 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +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. Impairment loss for available-for-sale financial assets measured by the cost cannot be reversed in the +following period. +When available-for-sale financial assets measured at fair value are impaired, despite not being 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. +for the year ended 31 December 2015 +3 SIGNIFICANT ACCOUNTING POLICIES (Continued) +(11) Financial Instruments (Continued) +(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. +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: +(i) significant financial difficulty of the debtor; +(ii) a breach of contract, such as a default or delinquency in interest or principal payments; +(iii) it becoming probable that the debtor will enter bankruptcy or other financial reorganisation; +(iv) due to the significant financial difficulty of the debtor, financial assets is unable to be traded in active market; +(v) significant changes in the technological, market, economic or legal environment that have an adverse effect on the debtor; and the cost of +investment may not be recoverable; and +(vi) 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 are assessed for impairment on the combination of an individual basis and the aging analysis. +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. Objective evidence of impairment for equity +instruments classified as available-for-sale includes information about significant but not temporary decline in the fair value of the equity +investment instrument below its cost. The Group assesses equity instruments classified as available-for-sale separately at the end of +each reporting period, it will be considered as impaired if the fair value of the equity instrument at reporting date is less than its initial +investment cost over 50% (including 50%) or the duration of the fair value below its initial investment cost is more than one (including +one) year, if the fair value of the equity instrument at reporting date is less than its initial investment cost over 20% (including 20%) but +below 50%, other related factors such as price volatility will be taken into consideration to assess if it is impaired. +When available-for-sale financial assets measured at cost are impaired, the differences between the book value and the discounted present +value with the market return of similar financial assets are charged to profit or loss. +1,554.56 +(b) Post-employment benefits +2,109.76 +5,290 +1,980 +2,161 +34,245 +65,883 +2,771 +1,494 +56,651 +91,361 +29,650 +3,734 +25,159 +530 +90,831 +138 +29,512 +128 +25,031 +Amounts due from subsidiaries +Amounts due from Sinopec Group Company and fellow subsidiaries +Amounts due from associates and jointly controlled entities +Amounts due from others +Less: Allowance for doubtful accounts +Total +Ageing analysis on accounts receivable is as follows: +525 +56,126 +1,587 +677 +20,188 +Deposits at related parties represent deposits placed at Sinopec Finance Company Limited and Sinopec Century Bright Capital Investment Limited. +Deposits interest is calculated based on market rate. +At 31 December 2015, time deposits with financial institutions of the Group amounted to RMB 733 million (2014: RMB 745 million). +At 31 December 2015, structured deposits with financial institutions of the Group amounted to RMB 25,380 million. +6 BILLS RECEIVABLE +Bills receivable represents mainly the bills of acceptance issued by banks for sales of goods and products. +At 31 December 2015, the Group's outstanding endorsed or discounted bills (with recourse) amounted to RMB 5,352 million (2014: RMB 4,427 +million). +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +7 +ACCOUNTS RECEIVABLE +The Group +The Company +At 31 December +2015 +At 31 December +2014 +RMB million +At 31 December +2015 +RMB million +At 31 December +2014 +RMB million +24,222 +19,917 +18,672 +RMB million +Within one year +Between two and three years +Over three years +Total +55,369 +97.8 +7 +750 +1.3 +59 +0.1 +473 +0.8 +56,651 +100.0 +23180 +35 +4.7 +90,069 +743 +98.6 +23 +39.0 +78 +460 +97.3 +525 +1,943.20 +% +10,100 +to accounts +receivable +balance +Percentage +Within one year +Between one and two years +Between two and three years +Over three years +Total +At 31 December 2015 +Percentage +Percentage +of allowance +to total +Amount +accounts +receivable +to accounts +receivable +Allowance +balance +RMB million +% RMB million +% +Amount +RMB million +to total +accounts +receivable +Allowance +% RMB million +At 31 December 2014 +Percentage +of allowance +68,557 +Between one and two years +21 +The resources tax rate has been raised from 5% to 6% from 1 December 2014, the mineral resources compensation fee of crude oil and natural +gas has been decreased from 1% to zero at the same time. Land-use tax has been zero before 1 July 2015, and it has decreased by 50% compared +with its original tax rate afterwards. +In accordance with PRC new rules and regulations, the threshold above which special oil income levy was imposed (with the five-level progressive tax +rates varying from 20% to 40% remaining) has been raised from USD 55 per barrel to USD 65 per barrel from 1 January 2015. +5 CASH AT BANK AND ON HAND +The Group +At 31 December 2015 +Original +At 31 December 2014 +Original +currency +million +Exchange +rates +RMB +million +currency +million +Exchange +rates +RMB +million +Cash on hand +Renminbi +Cash at bank +Renminbi +16 +30 +40,921 +5,064 +US Dollars +1,495.20 +1,412 +1,370.60 +1,116.50 +940.80 +0.7889 +1,105.44 +1,293.60 +1,411.20 +1,385.00 +1,551.20 +1,939.00 +2,105.20 +Solvent oil +Lubricant oil +Fuel oil +1,282.00 +1,435.84 +1,794.80 +1,948.64 +1,126.00 +1,261.12 +1,576.40 +1,711.52 +Jet fuel oil +812.00 +996.80 +954.10 +1,171.24 +1,218.00 +6.4936 +Value added tax rate for liquefied petroleum gas, natural gas and certain agricultural products is 13% and that for other products is 17%. +9,168 +5755 +50,254 +5,879 +Deposits at related parities +Renminbi +14,290 +2,247 +US Dollars +Euro +Total +609 +65 +6.4936 +321 +6.1190 +1,968 +4 +7.0952 +30 +1 +7.4556 +6 +25 +0.8378 +3,962 +52 +Hong Kong Dollars +70 +Others +643 +Hong Kong Dollars +96 +0.8378 +80 +0.7889 +55 +Japanese Yen +0.0539 +141 +145 +0.0514 +Euro +1 +7.0952 +9 +2 +7.4556 +15 +8 +105 +Amortisation of the intangible assets of the Group charged for the year ended 31 December 2015 is RMB 3,923million (2014: RMB 3,035 million). +51,044 +49,136 +78,681 +Balance at 31 December 2015 +Balance at 31 December 2014 +Sinopec Beijing Yanshan Petrochemical Branch ("Sinopec Yanshan") +(8) +(2) +16 +114 +604 +567 +24 +831 +1,932 +1,525 +2014 +RMB million +1,404 +1,378 +81,081 +16 GOODWILL +Goodwill is allocated to the following Group's cash-generating units: +Name of investees +Principal activities +At 31 December +2015 +At 31 December +RMB million +Sinopec (Hong Kong) Limited +Sinopec Zhenhai Refining and Chemical Branch ("Sinopec Zhenhai") +483 +26,097 +26,075 +194 +(197) +(6) +(127) +(64) +Multiple units without individual significant goodwill +Total +(6) +Balance at 31 December 2015 +12,081 +3,123 +1,975 +8,196 +2,155 +27,530 +Balance at 31 December 2015 +Net book value: +Provision for impairment losses: +200 +483 +24 +107 +18 +832 +Additions for the year +7 +- +7 +Decreases for the year +Balance at 1 January 2015 +Manufacturing of intermediate +petrochemical products and +petroleum products +348 +1,157 +31 December 31 December 31 December 31 December 31 December 31 December +2014 +2015 +RMB million RMB million +Deferred tax liabilities +At +At +Net balance +At +2014 +RMB million +Current +Receivables and inventories +1,755 +2,883 +At +1,755 +Accruals +Cash flow hedges +Non-current +413 +258 +413 +258 +887 +(98) +Decreases for the year +250 +2,883 +1,157 +RMB million +RMB million +Manufacturing of intermediate +petrochemical products and +petroleum products +Trading of petrochemical +products +4,043 +4,043 +853 +853 +218 +228 +6,271 +6,281 +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 10.7% to 11.3% (2014: 10.0% +to 10.9%). Cash flows beyond the one-year period are maintained constant. Based on the estimated recoverable amount, no impairment loss was +recognised. +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. +RMB million +17 LONG-TERM DEFERRED EXPENSES +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +18 DEFERRED TAX ASSETS AND LIABILITIES +Deferred tax assets and liabilities before the consolidated elimination adjustments are as follows: +Deferred tax assets +At +At +2015 +2014 +2015 +Long-term deferred expenses primarily represent prepaid rental expenses over one year and catalysts expenditures. +4,114 +34,407 +1,636 +Total +RMB million +Others +RMB million +rights +RMB million +RMB million +RMB million +technology +Patents +Operation +Non-patent +Land use +rights +RMB million +The Group +Cost: +15 INTANGIBLE ASSETS +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (PRC) +106 +Financial Statements (PRC) +105 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +34 +51% +1,687 +999 +688 +for the year ended 31 December 2015 +3,316 +Balance at 1 January 2015 +Additions for the year +887 +10,525 +Balance at 1 January 2015 +Accumulated amortisation: +109,442 +3,575 +3,931 +4,210 +63,319 +Balance at 31 December 2015 +(2,181) +59,861 +(75) +(2,045) +Decreases for the year +8,497 +429 +1,720 +103,126 +3,221 +32,748 +3,237 +694 +4,059 +151 +5,503 +(61) +to Jiujiang Corporation +financing +Corporation Multiple Tracks Yizheng +Tianjin LNG Project +357 +Bank loans & self- +financing +45% +7,962 +3,429 +4,533 +17,775 +Guangxi LNG Project +RMB million +% +Bank loans & self- +31 December +2015 +Percentage of +Completion +Balance at +3,009 +1,688 +6,566 +1,825 +23,613 +Additions for the year +1,683 +114 +287 +Source of funding +17,404 +1,488 +1,899 +Bank loans & self- +Yizheng-Changling Crude Oil Pipeline +172 +financing +96% +937 +(3,469) +4,406 +7,094 +Quality Upgrading Project +Bank loans & self- +Jiujiang sour Crude Oil +169 +financing +70% +1,285 +(472) +1,757 +10,716 +Bank loans & self- +Shandong LNG Project +11 +financing +19% +3,387 +394 +Fixed assets +Balance at 31 December 2015 +7,752 +Others +Total +43 +50,739 +43 +8,926 +(159) +(3,445) +77 +56,138 +The reasons for recognising impairment losses are set out in the respective notes of respective assets. +21 SHORT-TERM LOANS +7,657 +The Group's short-term loans represent: +- Renminbi loans +- US Dollar loans +- Euro loans +Short-term loans from Sinopec Group Company +and fellow subsidiaries +- Renminbi loans +- US Dollar loans +- HK Dollar loans +Euro loans +Total +At 31 December 2015 +At 31 December 2014 +Short-term bank loans +Original +7,657 +Goodwill +653 +(1) +4 +677 +Fixed assets +13 +36,310 +4,375 +(304) +31 December +2015 +RMB million +(13) +16 +40,368 +14 +221 +Intangible assets +15 +832 +111 +7 +(112) +220 +(1) +(7) +831 +Construction in progress +currency +million +Exchange +rates +5 +1 +7.0952 +4 +262 +6.1190 +0.7889 +102,773 +9,628 +93,126 +5 +7.4556 +14 +74,729 +0.8373 +166,688 +At 31 December 2015 and 2014, the Group had no significant overdue short-term loan. +22 BILLS PAYABLE +Bills payable primarily represented bank accepted bills for the purchase of material, goods and products. Bills payable were due within one year. +At 31 December 2015 and 2014, the Group had no overdue unpaid bills. +23 ACCOUNTS PAYABLE +At 31 December 2015 and 2014, the Group had no individually significant accounts payable aged over one year. +24 ADVANCES FROM CUSTOMERS +At 31 December 2015 and 2014, the Group had no individually significant advances from customers aged over one year. +25 EMPLOYEE BENEFITS PAYABLE +At 31 December 2015 and 2014, the Group's employee benefits payable primarily represented wages payable and social insurance payables. +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +10 +At 31 December 2015, the Group's interest rates on short-term loans were from interest 0.23% to 6.16% (2014: from interest free to 6.89%). The +majority of the above loans are by credit. +6 +15,219 +32,878 +RMB +million +Original +currency +million +Exchange +rates +RMB +million +31,036 +63,915 +11,357 +22,805 +1,821 +6.4936 +11,824 +6,649 +6.1190 +40,685 +1,107 +7.0952 +7,855 +57 +7.4556 +425 +43,693 +10,806 +5,063 +6.4936 +21 +8,209 +12 +4,402 +The consolidated elimination amount between deferred tax assets and liabilities are as follows: +Deferred tax assets +Deferred tax liabilities. +Deferred tax assets and liabilities after the consolidated elimination adjustments are as follows: +At 31 December +2015 +RMB million +At 31 December +2014 +RMB million +9,237 +9,237 +8,650 +(841) +8,650 +At 31 December +2015 +RMB million +7,469 +8,259 +At 31 December +2014 +RMB million +6,979 +7,820 +At 31 December 2015, certain subsidiaries of the Company did not recognise deferred tax of deductible loss carried forward of RMB 19,338 million +(2014: RMB 17,085 million), of which RMB 4,080 million (2014: RMB 6,996 million) was incurred for the year ended 31 December 2015, because +it was not probable that the related tax benefit will be realised. These deductible losses carried forward of RMB 3,299 million, RMB 3,777 million, +RMB 2,634 million, RMB 5,548 million and RMB 4,080 million will expire in 2016, 2017, 2018, 2019, 2020 and after, 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 year ended 31 December 2015, write-down of deferred tax assets +amounted to RMB 75 million (2014: RMB 114 million). +19 OTHER NON-CURRENT ASSETS +Other non-current assets mainly represent prepayments for construction projects and purchases of equipment. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +107 +Financial Statements (PRC) +Deferred tax assets +Deferred tax liabilities +108 +(790) +40 +(17,340) +(16,387) +(9,131) +(8,635) +Tax value of losses carried forward +5,883 +3,474 +5,883 +3,474 +Embedded derivative component of +the convertible bonds. +7 +282 +Available-for-sale securities +7 +(4) +3 +Others +Deferred tax assets/(liabilities) +98 +16,706 +86 +15,629 +(58) +(17,496) +(79) +(16,470) +282 +Financial Statements (PRC) +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +(83) +(57) +10 +1,392 +Prepayments +9 +49 +4 +(29) +(1) +23 +49 +2,052 +(125) +(96) +16 +1,940 +Inventories +10 +3,603 +3,687 +(34) +(2,931) +77 +93 +1,473 +8 +Other receivables +20 DETAILS OF IMPAIRMENT LOSSES +At 31 December 2015, impairment losses of the Group are analysed as follows: +Note +Balance at +1 January +2015 +RMB million +Provision +for the year +RMB million +Written back +for the year +Written off +for the year +Other +(decrease)/ 31 December +Balance at +increase +2015 +RMB million +RMB million +RMB million +RMB million +Allowance for doubtful accounts +Included: Accounts receivable +7 +530 +40 +(13) +(38) +6 +525 +Long-term equity investments +Net change +for the year +RMB million +20,010 +RMB million +2014 +2015 +2014 +2015 +RMB million +RMB million +RMB million RMB million +CIR(vi) +2015 +2014 +2015 +Mansarovar +Taihu +BASF-YPC +YASREF +Year ended 31 December +2015 +Summarised income statement +2014 +RMB million RMB million +29 +8,366 +1,821 +3,781 +1,876 +18,183 +RMB million +10,725 +15,430 +31,823 +13 +Interest income +Turnover +RMB million +RMB million +22,191 +26 +9,004 +2,184 +4,587 +4,771 +Share of net assets from joint ventures +Other (v) +102 +111 +minority interests +5.526 +Net assets attributable to +6,088 +4,367 +2,846 +3,106 +14,628 +13,814 +16,776 +3,129 +5,851 +1,395 +RMB million +2,251 +5,851 +5,526 +4,587 +4,771 +1,522 +Carrying Amounts +85 +814 +729 +8,388 +3,044 +2,184 +616 +12,231 +9 +64 +income/(loss) +Total comprehensive +63 +(3,164) +24 +290 +492 +(5,373) +738 +income/(loss) +Other comprehensive +(245) +503 +(256) +(2,633) +(2,180) +158 +89 +1,287 +112 +63 +(92) +from joint ventures +Share of net (loss)/profit +279 +933 +Dividends from joint ventures +(182) +(2,661) +(232) +(1,890) +(3,168) +470 +31 +2,205 +279 +3,455 +373 +214 +(259) +(Loss)/profit before taxation +(20) +3,014 +(15) +(119) +(356) +(239) +(721) +Interest expense +8 +(54) +2,722 +(1,847) +870 +158 +(246) +(Loss)/profit for the year +(252) +(367) +(897) +641 +(333) +(733) +(94) +(56) +13 +Tax expense +7 +(809) +1,043 +12,723 +Net assets attributable to +5,879 +4,765 +1,446 +5,965 +Other current assets +4,873 +2,243 +580 +117 +78 +1.112 +488 +2,662 +4,171 +262 +Cash and cash equivalents +2,886 +328 +49,222 +54,027 +Non-current assets +6,754 +908 +1,021 +759 +3,003 +6,991 +5,253 +4,108 +10,136 +Total current assets +1,881 +2,321 +15.543 +Current assets +RMB million +CIR(ii) +Mansarovar +Taihu +BASF-YPC +YASREF +At 31 +December +Summarised balance sheet and reconciliation to their carrying amounts in respect of the Group's principal joint ventures: +At 31 +December +(b) Major financial information of principal joint ventures +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (PRC) +102 +Financial Statements (PRC) +101 +12 LONG-TERM EQUITY INVESTMENTS (Continued) +RMB million +2015 +RMB million +RMB million +RMB million +2014 +2014 +At 31 +December +At 31 +December +2014 +At 31 +December +2015 +At 31 +December +At 31 +December +2015 +RMB million +2014 +RMB million +At 31 +December +At 31 +December +2015 +RMB million +RMB million +2014 +owners of the company +17,209 +7,995 +(40,192) +Total non-current liabilities +(1,253) +(3,662) +(3,320) +(2,175) +(37,939) +(1,337) +(978) +Other non-current liabilities +(680) +(2,905) +(26) +(4,019) +(910) +(3,113) +(3,113) +(1,363) +16,776 +6,088 +4,367 +2,948 +3,217 +14,628 +(4,019) +13,814 +12,723 +Net assets +(1,933) +(3,662) +(3,320) +(5,080) +12,231 +5,662 +(37,029) +Non-current financial liabilities(iv) +(3,160) +(7,886) +Other current liabilities +(272) +(1,228) +(2,315) +(1,864) +(3,318) +(3,362) +Current financial liabilities (iii) +Current liabilities +13,078 +9,702 +7,433 +(2,005) +(39,214) +(2,235) +(1,742) +Non-current liabilities +(1,123) +(860) +(767) +(2,970) +(3,403) +(1,088) +(5,553) +(3,160) +(11,248) +Total current liabilities +(851) +(860) +(767) +(3,869) +(1,090) +(128) +252 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +(viii) The summarized statement of comprehensive income represents the operating result for the period from the date when the Group reclassified the investment in +joint ventures to interest in associates to 31 December 2015 (note 12(ii)). +(vii) The main asset of Zhongtian Synergetic Energy was under construction during the year ended 31 December 2015. +Note: +The share of profit and other comprehensive loss for the year ended 31 December 2015 in all individually immaterial associates accounted for +using equity method in aggregate was RMB 1,114 million (2014: RMB 1,229 million) and RMB 632 million (2014: RMB 57 million) respectively. +As at 31 December 2015, the carrying amount of all individually immaterial associates for using equity method in aggregate was RMB 14,255 +million (2014: RMB 14,838 million). +(2,009) +103 +(249) +(45) +65 +84 +318 +495 +1,236 +14 +1,707 +Financial Statements (PRC) +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Decreases for the year +Reclassifications +Transferred from construction in progress +Additions for the year +Balance at 1 January 2015 +Cost: +Financial Statements (PRC) +and others +RMB million +and gas +properties +RMB million +Oil +Plants and +buildings +RMB million +The Group +13 FIXED ASSETS +for the year ended 31 December 2015 +Equipment, +machinery +Exchange adjustments +Share of profit/(loss) from associates +Share of other comprehensive income/ +(loss) from associates +16 +219 +687 +1 +1 +115,725 +1,097 +2,248 +170 +2,522 +Profit/(loss) for the year +78,623 +2,706 +2,533 +Turnover +2015 +RMB million +3,484 +11 +(90) +income/(loss) +309 +336 +Dividends declared by associates +(4,107) +170 +1,097 - - 219 +Other comprehensive +2,248 +3,512 +(4,017) +(508) +28 +income/(loss) +Total comprehensive +2,014 +2014 +RMB million +Balance at 31 December 2015 +Balance at 1 January 2015 +Provision for impairment losses: +Balance at 1 January 2015 +------- +826,197 +430,818 +354,181 +41,198 +Additions for the year +(6,694) +1,440 +1,339 +40 +(6,357) +(64) +(273) +87 +61 +(602) +2,777 +32 +5 +5 +Exchange adjustments +(327) +(251) +(3) +15,959 +(73) +(164) +164 +Reclassifications +36,310 +4,375 +17,574 +130 +4,213 +Decreases for the year +Accumulated depreciation: +515 +Exchange adjustments +(79) +(863) +(772) +(1,008) +1,780 +3,727 +119,282 +(8,835) +1,483,440 +74,405 +39,949 +4,928 +813,178 +560 +569,172 +2,899 +101,090 +268 +Total +RMB million +Balance at 31 December 2015 +112 +107,315 +Decreases for the year +Reclassifications +743,645 +87,806 +44,078 +40,200 +3,528 +2,201 +Additions for the year +313,308 +37,388 +1,599,142 +(9,777) +2,470 +157 +878,693 +613,134 +392,949 +2015 +RMB million +2014 +CIR(viii) +8,240 +108,999 +154,437 +Current assets +RMB million +RMB million +13,816 +RMB million +2015 +2014 +2015 +At 31 +December +At 31 +December +CIR(ii) +RMB million +Shanghai Chemical +At 31 +December +10,168 +2,487 +(147,952) +Current liabilities +7,768 +3,263 +3,111 +15,849 +6,833 +37,571 +5,220 +14,992 +15,739 +Non-current assets +4,826 +2,466 +4,996 +(105,289) +At 31 +December +2014 +2014 +RMB million +The share of profit and other comprehensive loss for the year ended 31 December 2015 in all individually immaterial joint ventures accounted +for using equity method in aggregate was RMB 4,306 million (2014: loss RMB 122 million) and RMB 324 million (2014: RMB 239 million) +respectively. As at 31 December 2015, the carrying amount of all individually immaterial joint ventures accounted for using equity method in +aggregate was RMB 28,586 million (2014: RMB 23,694 million). +32 +(1,582) +12 +145 +(2,541) +Note: +(1,245) +- +277 +joint ventures +income/(loss) from +Share of other comprehensive +(123) +- +At 31 +December +2015 +RMB million +(iii) Excluding accounts payable, other payables. +(v) Other reflects the excess of consideration transferred over acquiror's share of net fair value of identifiable assets acquired and liabilities assumed as of the +acquisition date. +At 31 +December +China Aviation Oil +At 31 +December +2015 +RMB million +At 31 +December +2014 +RMB million +RMB million +2015 +Sinopec Finance +At 31 +December +(iv) Excluding provisions. +Zhongtian Synergetic +Energy +(c) Major financial information of principal associates +12 LONG-TERM EQUITY INVESTMENTS (Continued) +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +(vi) The summarized income statement of CIR represents the operating result for the period from 1 January 2015 to the date when the Group reclassified the +investment interest in CIR from joint ventures to associates (note 12(ii)). +Summarised balance sheet and reconciliation to their carrying amounts in respect of the Group's principal associates: +(4,717) +(11,051) +(16,536) +Carrying Amounts +5,004 +1,212 +1,281 +4,958 +6,121 +10,834 +1,998 +9,113 +10,834 +associates +Share of net assets from +877 +984 +2,157 +minority interests +9,113 +1,998 +Shanghai Chemical +Synergetic Energy(vii) +2014 +2015 +RMB million RMB million RMB million +China Aviation Oil +2015 +RMB million +2014 +RMB million +RMB million +Sinopec Finance +2015 +2,157 +Zhongtian +Summarised income statement +5,004 +1,212 +1,281 +4,958 +6,121 +Year ended 31 December +Net assets attributable to +10,007 +4,046 +(1,282) +(1,043) +(981) +(2,348) +(15,407) +(227) +Net assets +(321) +(114) +Non-current liabilities +(1,305) +(640) +(404) +(7,538) +(104) +22,110 +18,598 +8,422 +4,213 +12,796 +15,796 +6,657 +7,438 +18,598 +22,110 +owners of the company +Net assets attributable to +10,007 +4,046 +4,213 +12,796 +15,796 +7,534 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +(ii) In August 2015, one of the subsidiaries of Sinopec Group Company completed the acquisition from LUKOIL OVERSEAS WEST PROJECT Ltd. a 50% equity interests +in CIR and revised CIR's Articles of Association subsequently. According to the revised CIR's Articles of Association, the Group retained significant influences over +CIR. As a result, the Group reclassified the investment interest in CIR from joint ventures to associates. +2,209 +(i) Pursuant to the resolution passed at the Directors' meeting held on 31 October 2014 and the purchase agreement entered into with relevant vendors, the +Group completed the acquisition from the Sinopec Group Company a 37.5% equity interests in YASREF for a consideration of approximately USD 562 million +(approximately RMB 3,439 million) and also injected capital of approximately USD 199 million (approximately RMB 1,216 million) to YASREF on 31 December +19 +50 +66 +86 +1,091 +690 +47 +2014 +RMB million +At 31 December +2015 +RMB million +At 31 December +2014 +RMB million +RMB million +2015 +The Company +At 31 December +At 31 December +The Group +105 +2,809 +The Group +14 +1,962 +1,296 +3,780 +2,919 +16 +1 +49 +865 +1,976 +1,312 +3,829 +2,942 +572 +3,658 +23 +At 31 December 2015 +Ageing analysis of prepayments is as follows: +Less: Allowance for doubtful accounts +239,905 +402,655 +703,485 +The Company +Plants and +buildings +RMB million +60,925 +Oil +and gas +properties +RMB million +machinery +and others +RMB million +Total +RMB million +Cost: +Balance at 1 January 2015 +Additions for the year +Equipment, +Total +Balance at 31 December 2014 +430,417 +Amounts to others +Amounts to associates and jointly controlled entities +Amounts to Sinopec Group Company and fellow subsidiaries +Amounts to subsidiaries +9 PREPAYMENTS +for the year ended 31 December 2015 +732,577 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +17,458 +40,368 +Net book value: +Balance at 31 December 2015 +63,217 +238,943 +2,900 +Transferred from construction in progress +Percentage +of allowance +At 31 December 2014 +42 +2.7 +102 +75.9 +3.4 +5 +41.2 +3.8 +16.7 +122 +100.0 +1.0 +1.4 +1 +147 +1.8 +23 +100.0 +balance +Allowance +Amount prepayments +prepayments +to +Percentage +3,829 +to +Percentage +of allowance +Percentage +of allowance +At 31 December 2014 +At 31 December 2015 +The Company +49 +Percentage +to total +to +69 +1 +62010 +2.8 +% +96.0 +Percentage +to total +2,942 +29 +08200 +6 +Over three years +Total +Between one and two years +Between two and three years +Within one year +RMB million +Amount prepayments +Percentage +of allowance +2,825 +82 +- +0.2 +to +91.7 +3,511 +% +balance +Allowance +RMB million +% +Percentage +RMB million +prepayments +Amount +prepayments +to total +prepayments +balance +Allowance +RMB million +% +Amount +Reclassifications +Decreases for the year +for the year ended 31 December 2015 +13 FIXED ASSETS (Continued) +Impairment losses on fixed assets for the year ended 31 December 2015 primarily represent impairment losses recognised in the exploration and +production ("E&P") segment of RMB 4,213 million (2014: RMB 2,436 million) on fixed assets and for the chemicals segment of RMB 142 million +(2014: RMB 917 million) of fixed assets. The primary factor resulting in the E&P segment impairment losses was unsuccessful development drilling +and high operating and development costs for certain oil fields. The carrying values of these E&P properties were written down to recoverable +amounts which were determined based on the present values of the expected future cash flows of the assets using a pre-tax discount rate 10.80% +(2014: 10.13%). The assets in the chemicals segment were written down due to the suspension of operations of certain production facilities. +At 31 December 2015 and 2014, the Group and the Company had no individually significant fixed assets which were pledged. +At 31 December 2015 and 2014, the Group and the Company had no individually significant fixed assets which were temporarily idle or pending for +disposal. +At 31 December 2015 and 2014, the Group and the Company had no individually significant fully depreciated fixed assets which were still in use. +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +14 CONSTRUCTION IN PROGRESS +Balance at 1 January 2015 +Additions for the year +Disposals for the year +Transferred to subsidiaries +Dry hole costs written off +Transferred to fixed assets +Reclassification to other assets +Exchange adjustments +Balance at 31 December 2015 +Cost: +Provision for impairment losses: +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +The additions to oil and gas properties of the Group and the Company for the year ended 31 December 2015 included RMB 2,899 million (2014: +RMB 3,309 million) (Note 31) and RMB 2,954 million (2014: RMB 2,834 million), respectively of the estimated dismantlement costs for site +restoration. +Net book value: +Balance at 31 December 2015 +Balance at 31 December 2015 +1,288 +16,971 +12,673 +104 +30,932 +Balance at 31 December 2014 +25,902 +210,764 +211,228 +203,196 +215,231 +439,477 +452,361 +25,517 +(224) +Balance at 1 January 2015 +Decreases for the year +(548) +90 +152,496 +72,763 +221 +111 +(112) +(5,600) +220 +72,763 +100,543 +Accumulated +interest +capitalised at +Project name +Budgeted +amount +Balance at +1 January +2015 +152,276 +177,667 +Additions for the year +(76,109) +(6,095) +Balance at 31 December 2015 +Net book value: +Balance at 31 December 2015 +Balance at 31 December 2014 +At 31 December 2015, major construction projects of the Group are as follows: +The Group +RMB million +(119,282) +The Company +RMB million +100,543 +106,620 +58,496 +(1,121) +(3,524) +(6,099) +177,888 +Transferred to subsidiaries +(165) +(56) +(79) +47,882 +530,446 +(4,970) +469,966 +(5,513) +1,048,294 +19,777 +(464) +272,040 +Additions for the year +Reclassifications +Transferred to subsidiaries +1,662 +2014. +23,215 +250,381 +542,198 +57,737 +(48,729) +(4,019) +Balance at 31 December 2015 +Accumulated depreciation: +Balance at 1 January 2015 +47,345 +232 +497,163 +2,954 +478,380 +353 +(42,139) +2,271 +38,403 +1,022,888 +3,539 +76,109 +1,069 +(1,008) +(61) +(2,571) +35,435 +(3) +500 +102 +28,329 +Additions for the year +30 +3,473 +70 +3,573 +12,768 +Reclassifications +(164) +Transferred to subsidiaries +(516) +(230) +(746) +Decreases for the year +164 +(602) +13,895 +Balance at 1 January 2015 +(682) +(1,523) +(15,459) +(17,664) +Decreases for the year +(180) +1,666 +(64) +21,077 +302,711 +(4,142) +254,097 +(4,386) +577,885 +Provision for impairment losses: +Balance at 31 December 2015 +to total +prepayments +32,860 +% RMB million +(a) Principal jointly controlled entities and associates +Principal jointly controlled entities and associates are as follows: +12 LONG-TERM EQUITY INVESTMENTS (Continued) +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Registered +100 +Details of the Company's principal subsidiaries are set out in Note 53. +For the year 2015, the Group and the Company had no individually significant long-term investment impairment. +219,230 +(7,657) +13,987 +13,840 +Significant restriction of long-term equity investments of the Group's cash does not exist. +199,060 +capital +equity/voting +right directly +or indirectly +held by the +BASF-YPC Company Limited +("BASF-YPC") +ΝΑ +Saudi Arabia +Saudi Arabia +Company +RMB million +Percentage of +Principal +activities +Legal +Register +location +Principal place +of business +Company Ltd. ("YASREF ") (i) +Yanbu Aramco Sinopec Refining +Name of investees +1.Jointly controlled entities +representative +PRC +Balance at 31 December 2015 +222 +172,056 +30,394 +Share of profits less losses under the equity method +Additions for the year +Balance at 1 January 2015 +Investments +in associates +RMB million +Investments +in jointly +controlled +entities +RMB million +13,319 +71 +1,590 +Investments in +subsidiaries +RMB million +(656) +(656) +(677) +40,329 +43,318 +(321) +(188) +82,970 +(222) +11,913 +479 +1,781 +Total +RMB million +Investments transferred to subsidiaries +(3,612) +(3,612) +Disposals for the year +(1,118) +(200) +Provision for +impairment +losses +RMB million +(7,657) +(918) +14 +14 +Change of other comprehensive income under the equity method +3,371 +30,944 +189,631 +Dividends declared +(133) +Jiangsu Province +Petroleum refining +and processing +Manufacturing and +PRC +Shanghai Chemical Industry Park +Limited ("Zhongtian Synergetic Energy") +Li Fuyou +Inner Mongolia +PRC +Shanghai +Zhongtian Synergetic Energy Company +distribution of refined +Limited ("China Aviation Oil") +29.00% +3,800 +Marketing and +Sun Li +petroleum products +Beijing +Wang Zhiqing +("Shanghai Chemical") +All the jointly controlled entities and associates above are limited companies. +RMB million +Note: +50.00% +10,000 USD +38.26% +Development Company Limited +2,372 +16,000 +Manufacturing of coal- +chemical products +Planning, development +and operation of the +Chemical Industry Park +in Shanghai, the PRC +Crude oil and natural +gas extraction +ΝΑ +British Virgin +Islands +The Republic of +Kazakhstan +Caspian Investments Resources Ltd. +("CIR") (ii) +38.75% +Wang Jingyi +PRC +services +49.00% +Crude oil and natural +ΝΑ +Cyprus +Russia +Taihu Limited ("Taihu") +Mansarovar Energy Colombia Ltd. +products +distribution of +40.00% +12,547 +USD +37.50% +1,560 million +petrochemical +China Aviation Oil Supply Company +Colombia +NA +banking financial +("Sinopec Finance") +49.00% +10,000 +Provision of non- +Liu Yun +British Bermuda +Beijing +Sinopec Finance Company Limited +2.Associates +50.00% +12,000 USD +gas extraction +Crude oil and natural +gas extraction +("Mansarovar ") +PRC +5,394 +25,000 USD +(267) +1,202 +10 INVENTORIES +Percentage to the total balance of prepayments +Total amount (RMB million) +2014 +2015 +40.9% +At 31 December +At 31 December 2015 and 2014, the total amounts of the top five prepayments of the Group are set out below: +14 +100.0 +1,976 +16 +100.0 +At 31 December +1,312 +757 +19.8% +Raw materials +22,728 +22,736 +95,298 +59,313 +RMB million +RMB million +The Group +At 31 December +2014 +At 31 December +Total +Less: Provision for diminution in value of inventories +Spare parts and consumables +Finished goods +Work in progress +2015 +66,300 +Total +9 +10.7 +141 +92.2 +1,821 +81.7 +1,072 +80 +Between one and two years +prepayments +balance +Allowance +RMB million +% +(5,394) +RMB million +% +Within one year +90.0 +4.0 +43 +7.7 +5 +035 +10 +26.8 +15 +Between two and three years +4.3 +Over three years +3.3 +65 +2.3 +1 +3.3 +56 +71,959 +0.5 +1,841 +32,140 +Investments in +associates +RMB million +RMB million +48,474 +113 +4,726 +Investments +in jointly +controlled entities +The Company +Balance at 31 December 2015 +Provision for +impairment +losses +RMB million +(21) +Movement of provision for impairment +Reclassification(ii) +Disposals for the year +Dividends declared +Other equity movement under the equity method +Change of other comprehensive loss under the equity method +Share of profits less losses under the equity method +Other movements +Additions for the year +RMB million +3,480 +(117) +(150) +(2,703) +1,551 +(1,108) +(1,595) +80,593 +6 +(5,356) +(2,627) +(2,729) +8,081 +3,355 +3,593 +6 +Balance at 1 January 2015 +Total +12 LONG-TERM EQUITY INVESTMENTS +2014 +At 31 December +At 31 December +2015 +RMB million +11 AVAILABLE-FOR-SALE FINANCIAL ASSETS +for the year ended 31 December 2015 +4,402 +145,498 +Financial Statements (PRC) +Financial Statements (PRC) +99 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Provision for diminution in value of inventories is mainly against work in progress and finished goods. For the year ended 31 December 2015, the +provision for diminution in value of inventories of the Group was primarily due to the costs of work in progress of the refining segment and finished +goods of the marketing segment were higher than their net realisable value. +188,223 +191,826 +The Group +3,603 +149,900 +RMB million +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Other investment, unlisted and at cost (i) +Note: +Equity securities, listed and at quoted market price +The impairment losses relating to investments for the year ended 31 December 2015 amounted to nil (2014: nil). +Other investment, unlisted and at cost, represents the Group's interests in privately owned enterprises which are mainly engaged in oil and natural +gas activities and chemical production. +868 +10,326 +29 +(i) The Group acquired 10% share of Public-Stock Company Sibur Holdings ( [Sibur]) for a consideration of USD 1,338 million (approximately RMB 8,725 million) in +December 2015. Sibur is registered in Russia, mainly engaged in business of natural gas processing and petrochemical products. +897 +714 +183 +261 +10,094 +10,355 +Less: Impairment loss for investments +Total +29 +95,558 +Total +RMB million +92,767 +2014 +At 31 December +At 31 December +2015 +RMB million +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Registered, issued and fully paid: +The Group +33 SHARE CAPITAL +for the year ended 31 December 2015 +Financial Statements (PRC) +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +111 +Financial Statements (PRC) +95,557,771,046 domestic listed A shares (2014: 92,766,957,040) of RMB 1.00 each +25,513,438,600 overseas listed H shares (2014: 25,513,438,600) of RMB 1.00 each +25,513 +During the year ended 31 December 2014, the Company issued 1,715,081,853 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. +121,071 +There were no changes in the management's approach to capital management of the Group during the year. Neither the Company nor any of its +subsidiaries is subject to externally imposed capital requirements. +The schedule of the contractual maturities of loans and commitments are disclosed in Notes 29 and 54, respectively. +121 +33,115 +112 +Management optimises the structure of the Group's capital, which comprises of equity and debts and bonds. 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 and bonds. Management monitors capital on the basis of the debt-to-capital ratio, +which is calculated by dividing long-term loans (excluding current portion) and debentures payable, by the total of equity attributable to owners of +the Company and long-term loans (excluding current portion) and debentures payable, 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 31 December 2015, the debt-to-capital ratio and the liability-to-asset ratio of the Group were 17.1% (2014: 20.2%) and 45.6% +(2014: 55.4%), respectively. +Capital management +All A shares and H shares rank pari passu in all material aspects. +During the year ended 31 December 2015, the Company issued 2,790,814,006 listed A shares with a par value of RMB 1.00 each, as a result of +conversion by the holders of the 2011 Convertible Bonds. +During the year ended 31 December 2013, the Company issued 114,076 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. +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. +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 24,042,227,300.00 and the aggregate net +proceeds (after deduction of the commissions and estimated expenses) amounted to approximately HKD 23,970,100,618.00. +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 +conversion by the holders of the 2011 Convertible Bonds. +During the year ended 31 December 2011, the Company issued 34,662 listed A shares with a par value of RMB 1.00 each, as a result of conversion +by the holders of the 2011 Convertible Bonds. +During the year ended 31 December 2010, the Company issued 88,774 listed A shares with a par value of RMB 1.00 each, as a result of exercise of +188,292 warrants entitled to the Bonds with Warrants. +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. +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. +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. +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). +118,280 +25,513 +(599) +16,721 +2,899 +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +83,506 +83,253 +(11,000) +(4,868) +77,785 +88,121 +30 DEBENTURES PAYABLE (Continued) +30,000 +RMB million +At 31 December +2014 +At 31 December +2015 +67,426 +56,493 +37,038 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +45,508 +RMB million +Note: +(i) The company issued 180-day corporate bonds of face value RMB 10 billion to corporate investors in the PRC debenture market on 23 September 2015 at par value of +RMB 100. The effective cost of the 180-day corporate bonds is 2.99% per annum. +The company issued 182-day corporate bonds of face value RMB 16 billion to corporate investors in the PRC debenture market on 14 December 2015 at par value of +RMB 100. The effective cost of the 182-day corporate bonds is 2.90% per annum. +29,613 +The Group +RMB million +Other non-current liabilities primarily represent long-term payables, special payables and deferred income. +32 OTHER NON-CURRENT LIABILITIES +Balance at 31 December 2015 +Exchange adjustments +Utilised for the year +Accretion expenses +Provision for the year +Balance at 1 January 2015 +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: +31 PROVISIONS +As at 31 December 2015, the 2011 Convertible Bonds have been fully converted or redeemed (2014: liability component RMB 13,433 million, derivative component +RMB 3,288 million). +The changes in the fair value of the derivative component from 31 December 2014 to 31 December 2015 resulted in an realized loss of RMB 259 million (2014: +realized loss of RMB 1,613 million and unrealized loss of (RMB 2,997 million), which has been recorded in the "gain from changes in fair value" section of the +consolidated income statement for the year ended 31 December 2015. +As at 26 January 2015, the terms of conditional redemption of 2011 Convertible Bonds of the Company have been triggered for the first time. As at 27 January 2015, +On the 22nd meeting of the fifth session of the board of the Company (the "Board"), the Board has reviewed and approved the proposal for the redemption of 2011 +Convertible Bonds, and decided to exercise the right of redemption and to redeem all of the outstanding 2011 Convertible Bonds registered on 11 February 2015. +From 1 January 2015 to 11 February 2015, the 2011 Convertible Bonds with a total value of RMB 13,647 million were converted into 2,790,814,006 A shares of the +Company with a conversion price of RMB 4.89 per share. As of 11 February 2015, the total share capital of the Company has been increased to 121,071,209,646 +shares. The unconverted convertible bonds amounted to RMB 52.78 million (527,760 convertible bonds). As at 17 February 2015, the company has redeemed and fully +paid the unconverted portion at RMB 101.261 per convertible bonds (including the accrued interest and interest tax accrued thereon). +During the term of the 2011 Convertible Bonds, if the closing price of the A Shares of the Company is not lower than 130% of the conversion price in at least fifteen +trading days out of any thirty consecutive trading days, the Company has the right to redeem all or part of the 2011 Convertible Bonds based on the nominal value +plus the accrued interest ("the terms of conditional redemption"). +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. +(ii) These corporate bonds are carried at amortised cost. Including RMB 22,621 million (2014: RMB 21,285 million) are guaranteed by Sinopec Group Company. +(iii) 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. +The company issued 180-day corporate bonds of face value RMB 4 billion to corporate investors in the PRC debenture market on 31 December 2015 at par value of +RMB 100. The effective cost of the 180-day corporate bonds is 2.75% per annum. +1,081 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +RMB million +34 CAPITAL RESERVE +(641) +778 +2,268 +2,268 +2,268 +2,268 +(5,356) +(5,356) +137 +(5,356) +62 +(4) +66 +Other comprehensive income +Subtotal +Translation difference in foreign currency statements +Share of other comprehensive loss in associates and jointly controlled entities +Subtotal +Subtotal +(5,356) +2014 +Before-tax +amount +Tax effect +RMB million +973 +12,969 +(5,458) +Subtotal +3,871 +(839) +4,710 +other comprehensive income during the year +832 +(181) +1,013 +Less: Adjustments of amounts transferred to initial carrying amount of hedged items +Total amounts transferred to profit or loss from +218 +(47) +265 +Effective portion of changes in fair value of hedging instruments recognised +during the year +Cash flow hedges: +RMB million +Net-of-tax +amount +other comprehensive income during the year +for the year ended 31 December 2015 +62 +66 +Cash flow hedges: +(a) Each item of other comprehensive income and the influence of the income tax and the process of change to profit or loss +THE GROUP +35 OTHER COMPREHENSIVE INCOME +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 and the transactions with minority interests over the carrying amount of the net assets acquired. +119,408 +129 +326 +2015 +56,224 +48,703 +RMB million +Balance at 31 December 2015 +Others +Transaction with minority interests +Exercise of conversion of the 2011 Convertible Bonds +Contributions to subsidiaries from minority interests +Balance at 1 January 2015 +The movements in capital reserve of the Group are as follows: +14,026 +Before-tax +amount +Net-of-tax +RMB million +Changes in fair value of available-for-sale financial assets recongnised during the year +Less: Total amounts transferred to profit or loss from +3,163 +(637) +3,800 +Subtotal +(1,818) +455 +(2,273) +other comprehensive income during the year +1,131 +(223) +1,354 +Less: Adjustments of amounts transferred to initial carrying amount of hedged items +Total amounts transferred to profit or loss from +2,476 +(405) +2,881 +Effective portion of changes in fair value of hedging instruments recognised +during the year +amount +RMB million +Tax effect +RMB million +(4) +10,467 +- Japanese Yen loans +8,988 +54 +54 +0.0514 +1,051 +0.0539 +6.4936 +8 +163 +5,559 +8 +million +RMB +Exchange +currency +million +RMB +million +Exchange +rates +At 31 December 2014 +Original +Original +currency +million +At 31 December 2015 +rates +Non-current liabilities due within one year +6.1190 +5,613 +11,277 +430 +560 +11,000 +4,868 +460 +5,849 +192 +51 +236 +6.1190 +18 +186 +6.4936 +29 +80 +50 +268 +112 +Others +Debentures payable due within one year +Long-term loans due within one year +3,417 +7 +1,091 +1,048 +16,392 +20,491 +2,019 +4,432 +213 +RMB million +At 31 December +RMB million +At 31 December +2015 +The Group +26 TAXES PAYABLE +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +(4,485) +2014 +515 +6,282 +32,473 +5,243 +- US Dollar loans +- Renminbi loans +and fellow subsidiaries +Long-term loans from Sinopec Group Company +- US Dollar loans +- Renminbi loans +Long-term bank loans +The Group's non-current liabilities due within one year represent: +28 NON-CURRENT LIABILITIES DUE WITHIN ONE YEAR +At 31 December 2015 and 2014, the Group's other payables primarily represented payables for constructions. +At 31 December 2015 and 2014, the Group had no individually significant other payables aged over three years. +27 OTHER PAYABLES +Total +Other taxes +Mineral resources compensation fee +Special oil income levy +Income tax +Consumption tax +Value-added tax +28,677 +11,890 +At 31 December 2015 and 2014, the Group had no significant overdue long-term loans. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +109 +The maturity analysis of the Group's long-term loans is as follows: +Total +and fellow subsidiaries +Long-term loans from Sinopec Group Company +Less: Current portion +112 +6.1190 +18 +Between one and two years +186 +29 +Interest rate was 1.93% per annum +at 31 December 2015 with maturity +in 2016 +US Dollar loans +43,225 +24,281 +(268) +44,350 +12,193 +6.4936 +Between two and five years +After five years +Total +RMB million +RMB million +At 31 December +2014 +At 31 December +2015 +67,426 +43,145 +(192) +44.300 +56,493 +(236) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Total +Less: Current portion +2011 Convertible Bonds (iii) +- Corporate Bonds (ii) +Debentures payable: +Short-term corporate bonds (i) +The Group +30 DEBENTURES PAYABLE +Long-term loans are primarily unsecured, and carried at amortised costs. +(5,613) +8,949 +Interest rates ranging from interest +free to 6.15% per annum at 31 +December 2015 with maturities +through 2021 +Long-term loans from Sinopec Group Company +Original +Original +At 31 December 2014 +At 31 December 2015 +31 December 2015 with maturities +in 2023 (Which has redeemed in +January 2015) +- Japanese Yen loans Interest rate at 2.60% per annum at +Interest rates ranging from interest +1.08% to 6.15% per annum at 31 +December 2015 with maturities +through 2030 +- Renminbi loans +currency +million +Long-term bank loans +Interest rate and +The Group's long-term loans represent: +29 LONG-TERM LOANS +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +110 +Financial Statements (PRC) +Financial Statements (PRC) +final maturity +Exchange +rates +RMB +million +currency +million +Long-term bank loans +Less: Current portion +1,103 +6.1190 +180 +461 +6.4936 +71 +Interest rates ranging from interest +1.30% to 4.29% per annum at 31 +December 2015 with maturities +through 2031 +- US Dollar loans +445 +0.0514 +8,662 +0.0539 +23,001 +17,345 +RMB +million +rates +Exchange +and fellow subsidiaries +- Renminbi loans +Changes in fair value of available-for-sale financial assets recongnised during the year +Less: Total amounts transferred to profit or loss from +17 +(146) +653 +4,375 +3,428 +7 +179 +111 +12 +8,767 +6,839 +2015 +2014 +RMB million +RMB million +478 +7 +(259) +(4,611) +509 +369 +3,191 +7 +735 +3,653 +RMB million +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +43 IMPAIRMENT LOSSES +The Group +Receivables +Inventories (Note 10) +Long-term equity investment (Note 12) +Fixed assets (Note 13) +Intangible assets (Note 15) +Others +Total +44 GAIN FROM CHANGES IN FAIR VALUE +The Group +Changes in fair value of financial assets and financial liabilities at fair value through profit, net +Fair value loss on the embedded derivative component of the convertible bonds (Note 30(iii)) +Unrealised gains from ineffective portion cash flow hedges, net +Others +Total +45 INVESTMENT INCOME +2015 +2014 +RMB million +(32) +29 +116 +84 +(4,151) +2014 +2,322 +Investment income from holding/disposal of financial assets and +liabilities at fair value through profit or loss +392 +7 +(Losses)/gains from ineffective portion of cash flow hedge +(344) +1,891 +(760) +60 +8,573 +247 +8,137 +1,175 +463 +13,417 +Others +Total +46 NON-OPERATING INCOME +The Group +2,391 +The Group +2015 +60 +Investment income from holding/disposal of +RMB million +RMB million +The Company +2015 +RMB million +2014 +RMB million +Income from investment of subsidiaries accounted +for under cost method +25,779 +5,839 +Income from investment accounted for under equity method +8,081 +3,630 +3,371 +1,999 +Investment income/(loss) from disposal of +long-term equity investments +324 +(22) +1,010 +2,794 +available-for-sale financial assets +Financial Statements (PRC) +Financial Statements (PRC) +115 +2014 +RMB million +136,718 +6 +22,187 +18,195 +13,753 +13,684 +10,210 +4,853 +7,245 +851 +1,089 +236,343 +191,202 +The applicable tax rate of the sales taxes and surcharges are set out in Note 4. +40 FINANCIAL EXPENSES +The Group +2015 +RMB million +RMB million +198,754 +2014 +RMB million +Total +Resources tax +2015 +RMB million +819,593 +25,692 +845,285 +609,596 +2014 +RMB million +1,186,548 +35,775 +1,222,323 +972,685 +The income from principal operations represents revenue from sales of crude oil, natural gas, petroleum and chemical products. Operating costs +primarily represent the products cost related to the principal operations. The Group's segmental information is set out in Note 56. +39 SALES TAXES AND SURCHARGES +The Group +2015 +Consumption tax +Special oil income levy +City construction tax +Education surcharge +Other taxes +Accretion expenses (Note 31) +Interest expenses incurred +Less: Capitalised interest expenses +Exploration expenses (including dry holes) +Other expenses +Total +42 EXPLORATION EXPENSES +Exploration expenses include geological and geophysical expenses and written-off of unsuccessful dry hole costs. +2015 +RMB million +1,492,926 +2014 +RMB million +2,334,399 +56,331 +57,233 +96,368 +90,097 +10,459 +10,969 +65,899 +64,062 +1,721,983 +2,556,760 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Depreciation, depletion and amortization +Personnel expenses +Purchased crude oil, products and operating supplies and expenses +The operation costs, selling and distribution expenses, general and administrative expenses and exploration expenses (including dry holes) in +consolidated income statement classified by nature are as follows: +Net interest expenses +Interest income +8,273 +11,929 +1,221 +1,719 +7,052 +10,210 +1,081 +Gain on disposal of non-current assets +Government grants +1,008 +(1,779) +Net foreign exchange loss +3,862 +179 +Total +9,017 +9,618 +The interest rates per annum at which borrowing costs were capitalised during the year ended 31 December 2015 by the Group ranged from 2.6% +to 5.9% (2014: 0.7% to 7.1%). +41 CLASSIFICATION OF EXPENSES BY NATURE +(2,978) +Others +Total +47 NON-OPERATING EXPENSES +Decrease/(increase) in operating receivables +Decrease in operating payables +Net cash flow from operating activities +(b) Net change in cash: +2015 +RMB million +2014 +RMB million +43,346 +48,910 +8,767 +6,839 +87,069 +82,156 +9,299 +7,941 +6,099 +5,587 +721 +Safety fund reserve +1,622 +Decrease in inventories +Increase in deferred tax assets +Pursuant to the shareholders' approval at the Annual General Meeting on 9 May 2014, a final dividend of RMB 0.15 per share totaling RMB +17,519 million of the year ended 31 December 2013 was declared. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +117 +Financial Statements (PRC) +Financial Statements (PRC) +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +50 SUPPLEMENTAL INFORMATION TO THE CASH FLOW STATEMENT +The Group +(a) Reconciliation of net profit to cash flows from operating activities: +Net profit +Add: +Impairment losses on assets +Depreciation of fixed assets +Amortisation of intangible assets and long-term deferred expenses +Dry hole costs written off +Net loss on disposal of non-current assets +Fair value (gain)/loss +Financial expenses +Investment income +Increase/(decrease) in deferred tax liabilities +(735) +4,151 +10,692 +(5,691) +Cash balance at the end of the year +Less: Cash at the beginning of the year +Net increase/(decrease) of cash +(c) The analysis of cash held by the Group is as follows: +2015 +RMB million +Cash at bank and on hand +- Cash on hand +- Demand deposits +Cash at the end of the year +118 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +16 +67,808 +67,824 +2014 +RMB million +30 +9,325 +9,355 +659 +15,046 +9,355 +67,824 +9,355 +58,469 +RMB million +8,596 +(8,525) +(6,246) +(1,982) +(1,510) +639 +(282) +39,072 +28,540 +Pursuant to the Company's Articles of Association and a resolution passed at the Directors' meeting on 22 August 2014, the directors authorised +to declare the interim dividends for the year ended 31 December 2014 of RMB 0.09 per share totaling RMB 10,512 million. +191 +40,866 +(28,654) +(69,701) +(8,210) +165,818 +148,347 +2015 +2014 +RMB million +(1,093) +The Company +Pursuant to the shareholders' approval at the Annual General Meeting on 27 May 2015, a final dividend of RMB 0.11 per share totaling RMB +13,318 million of the year ended 31 December 2014 was declared. +(b) Dividends of ordinary shares declared during the year +112 +125 +1,880 +1,572 +3,067 +3,710 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +48 INCOME TAX EXPENSE +The Group +Provision for income tax for the year +Deferred taxation +Total +Under-provision for income tax in respect of preceding year +2015 +2014 +RMB million +RMB million +13,677 +110 +18,341 +90 +985 +The Group +Loss on disposal of non-current assets +Fines, penalties and compensation +Donations +Others +Total +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +2015 +2014 +RMB million +RMB million +264 +281 +5,002 +3,165 +1,679 +1.264 +6,945 +4,710 +2015 +2014 +RMB million +RMB million +1,903 +(1,343) +279 +12,613 +(1,792) +1,022 +17,571 +Reconciliation between actual income tax expense and accounting profit at applicable tax rates is as follows: +(27) +Tax effect of tax losses not recognised +828 +1,595 +Write-down of deferred tax assets +75 +114 +Adjustment for under provision for income tax in respect of preceding years +279 +1,022 +12,613 +17,571 +Actual income tax expense +Note: +(i) 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. +(ii) It is mainly due to 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. +49 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 29 Mar 2016, the directors authorised to +declare the final dividends during the year ended 31 December 2015 of RMB 0.06 per share totaling RMB 7,264 million. +(235) +Tax effect of utilisation of previously unrecognised tax losses and temporary differences +622 +391 +2015 +2014 +RMB million +RMB million +Profit before taxation +55,959 +66,481 +Expected income tax expense at a tax rate of 25% +13,990 +Pursuant to the Company's Articles of Association and a resolution passed at the Directors' meeting on 26 August 2015, the directors authorised +to declare the interim dividends for the year ended 31 December 2015 of RMB 0.09 per share totaling RMB 10,896 million. +16,620 +836 +444 +Tax effect of non-taxable income +(2,518) +(1,097) +Tax effect of preferential tax rate (i) +(1,033) +(1,722) +Effect of difference between income taxes at foreign operations tax rate and the PRC statutory tax rate (ii) +Tax effect of non-deductible expenses +2,429,017 +30,582 +Statutory +surplus reserve +RMB million +37 SURPLUS RESERVES +Balance at 31 December 2015 +Utilisation for the year +Provision for the year +Balance at 1 January 2015 +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: +(9,153) +(1,169) +(7,984) +(703) +(838) +114 +(6,557) +860 +(723) +1,630 +3,219 +(5,589) +(9,290) +(2,029) +(7,261) +(2,333) +(4,057) +97 +(968) +(9,266) +(1,598) +(7,668) +(274) +Movements in surplus reserves are as follows: +(4,485) +The Group +RMB million +4,126 +(4,005) +612 +2,825,914 +44,273 +2,781,641 +2014 +RMB million +2,018,883 +1,592,771 +42,471 +1,976,412 +RMB million +The Group +2015 +Total +Operating costs +Income from other operations +Income from principal operations +38 OPERATING INCOME AND OPERATING COSTS +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +(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. +(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; +196,640 +193,552 +3,088 +Total +RMB million +The Articles of Association of the Company and the PRC Company Law have set out the following profit appropriation plans: +117,000 +The Group +Discretionary +surplus reserves +RMB million +117,000 +76,552 +3,088 +79,640 +Balance at 31 December 2015 +Appropriation +Balance at 1 January 2015 +491 +(1,225) +137 +(24) +114 +Financial Statements (PRC) +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 113 +(i) The Group sold its shares of China Gas Holdings Limited in August 2014, which was accounted for as available-for-sale financial assets prior to the transaction +and the accumulated unrealised gain in other comprehensive income of RMB 2,317 million was reclassified to the investment income at the completion of this +transaction. +Note: +(9,266) +1,406 +(10,672) +Other comprehensive income +(514) +(514) +Subtotal +(514) +(514) +Translation difference in foreign currency statements +(1,684) +(3,042) +(3,042) +(3,042) +Share of other comprehensive loss in associates and jointly controlled entities +Subtotal +(1,225) +433 +(1,658) +Subtotal +1,738 +(579) +2,317 +other comprehensive income during the year (i) +513 +Financial Statements (PRC) +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +(3,042) +35 OTHER COMPREHENSIVE INCOME (Continued) +for the year ended 31 December 2015 +(431) +407 +(2,059) +428 +1,322 +RMB Million +RMB Million +Subtotal +statements +RMB Million +RMB Million +foreign currency +Translation +difference in +Cash flow hedges +RMB Million +RMB Million +The share of other +comprehensive +income which +being reclassified +to profit and loss +in the future under +equity method +RMB Million +716 +36 SPECIFIC RESERVE +31 December 2015 +31 December 2014 +Changes in 2015 +Changes in 2014 +31 December 2013 +income +Total other +comprehensive +THE GROUP (Continued) +Minority interests +Equity Attributable to shareholders of the company +(b) Reconciliation of other comprehensive income +Changes in fair +value of +available-for-sale +financial assets +2015 +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 +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. +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 judgements about matters that are not readily apparent from other sources. +On an on-going basis, management evaluates its estimates. Actual results may differ from those estimates as facts, circumstances and conditions +change. +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. +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. The Group has used the successful efforts method to account for oil and gas business activities. 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. +52 PRINCIPAL ACCOUNTING ESTIMATES AND JUDGEMENTS +2014 +RMB thousand +8,009 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +8,510 +5,735 +501 +RMB thousand +5,225 +510 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Despite the inherent imprecision in these engineering estimates, these estimates are used in determining depreciation expense, impairment +expense and future dismantlement costs. Capitalised costs of proved oil and gas properties are amortised on a unit-of-production method based +on volumes produced and reserves. +for the year ended 31 December 2015 +(b) Impairment for assets +The Company's principal subsidiaries have been consolidated into the Group's financial statements for the year ended 31 December 2015. The +following list contains the particulars of subsidiaries which principally affected the results, assets and liabilities of the Group: +(c) Depreciation +Sinopec Catalyst Company Limited +122 +Sinopec Yangzi Petrochemical Company Limited +(a) Subsidiaries acquired through group restructuring: +China Petrochemical International Company Limited +China International United Petroleum and Chemical +Company Limited +Full name of enterprise +53 PRINCIPAL SUBSIDIARIES +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (PRC) +Financial Statements (PRC) +123 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +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. +(e) Allowance for diminution in value of inventories +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. +(d) Allowances for doubtful accounts +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 year. 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 years is adjusted if there are significant changes from previous +estimates. +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 fair value less costs to sell and the present value of expected future cash flows. It is difficult to precisely +estimate the fair value because quoted market prices for the Group's assets or cash-generating units are not readily available. In determining the +value of expected future cash flows, 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. +Retirement scheme contributions +Total +Sinopec Lubricant Company Limited +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: +3,524 +9,050 +40 +25,476 +22,405 +2 +4,221 +17,759 +18,303 +RMB million +2014 +2015 +At 31 December +Other related companies +2,825,914 +At 31 December +RMB million +14,935 +5 +13,211 +(5) Key management personnel emoluments +As at and for the year ended 31 December 2015 and 2014, 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. +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 21 and Note 29. +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 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. +43,337 +102,773 +Long-term loans (including current portion) (Note) +43,693 +44,536 +6,470 +8,226 +21,989 +18,616 +15 +2,687 +1,793 +20 +16,842 +Short-term employee benefits +2,018,883 +Refining +42,471 +External sales +Inter-segment sales +Corporate and others +External sales +Inter-segment sales +Elimination of inter-segment sales +Consolidated income from principal operations +Chemicals +Income from other operations +Refining +Marketing and distribution +Chemicals +Corporate and others +Consolidated income from other operations +Consolidated operating income +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +2015 +2014 +Exploration and production +RMB million +Inter-segment sales +Inter-segment sales +127 +128 +Financial Statements (PRC) +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +56 SEGMENT REPORTING (Continued) +(1) Information of reportable segmental revenues, profits or losses, assets and liabilities +Marketing and distribution +External sales +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. +Reportable information on the Group's operating segments is as follows: +Income from principal operations +Exploration and production +External sales +Inter-segment sales +At 31 December +2014 +External sales +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, deferred tax assets and other +unallocated 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, other non-current liabilities and other unallocated liabilities. +RMB million +57,740 +71,019 +69,550 +141,544 +782,203 +1,308,837 +(1,263,234) +(1,889,105) +1,976,412 +2,781,641 +9,894 +587,663 +16,503 +5,317 +17,512 +12,770 +8,390 +8,284 +1,671 +1,399 +5,004 +345,454 +721,174 +436,749 +128,759 +211,094 +120,650 +175,534 +800,962 +1,092,244 +921,612 +1,267,778 +1,086,098 +3,056 +1,089,154 +1,458,390 +5,446 +1,463,836 +275,175 +356,993 +42,743 +62,208 +317,918 +419,201 +44,273 +15221 +Net loans (repaid to)/obtained from related parties +1 +Operating lease charges for land +Ancillary and social services +Production related services +Exploration and development services +Transportation and storage +Purchases +Sales of goods +Operating lease charges for buildings +Other operating lease charges +The Group +2015 +(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: +51 RELATED PARTIES AND RELATED PARTY TRANSACTIONS (Continued) +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (PRC) +120 +Financial Statements (PRC) +Note +119 +Agency commission income +(i) +(vi) +10,306 +10,878 +(v) +49,399 +37,444 +(iv) +Interest income +1,606 +(iii) +134,424 +92,990 +(ii) +305,044 +2014 +RMB million +RMB million +211,868 +1,299 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Note: Sinopec Finance is under common control of a parent company with the Company and is also the associate of the Group. +Mansarovar +Wang Yupu +State-owned +No. 22, Chaoyangmen North Street, Chaoyang District, Beijing +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. +Ultimate holding company +China Petrochemical Corporation +10169286-X +Registered capital +Authorised representative +Types of legal entity +RMB 274,867 million +Relationship with the Group +Registered address +The name of the company +Organisation code +(1) Related parties having the ability to exercise control over the Group +51 RELATED PARTIES AND RELATED PARTY TRANSACTIONS +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Sinopec Pipeline Storage & Transportation +Company Limited +Principal activities +Sinopec Group Company is an enterprise controlled by the PRC government. Sinopec Group Company directly and indirectly holds 71.32% +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: +Taihu +BASF-YPC +YASREF +Jointly controlled entities of the Group: +CIR +Shanghai Chemical +Zhongtian Synergetic Energy +China Aviation Oil +Sinopec Finance +Associates of the Group: +Sinopec Petroleum Storage and Reserve Limited +Sinopec Century Bright Capital Investment Limited +Sinopec Engineering Incorporation +Sinopec Assets Management Corporation +Sinopec Zhongyuan Petroleum Exploration Bureau +Sinopec Shengli Petroleum Administration Bureau +Sinopec Finance (Note) +6,754 +6,753 +(vii) +10,618 +(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. +(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. +(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. 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. +(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. +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%. +• +where there is neither a government-prescribed price nor a government-guidance price, the market price; or +Pursuant to the Equity Transfer Agreement relating to the Transfer of 100% Equity Interest of Jingtian Co. entered into by the Company and +Sinopec Baichuan Economic and Trading Company (Baichuan Co.) on 26 August 2015, the Company transferred 100% equity interest of +Sinopec Beijing Jingtian Engineering and Construction Co., Ltd. (Jingtian Co.) to Baichuan Co. in December 2015, which was directly and +wholly owned by Sinopec Group Company. The preliminary consideration of this transaction was RMB 1,869 million, which was based on +the fair value of Jingtian Co.'s net assets as of 31 March 2015, adjusted by the subsequent changes to Jingtian Co.'s net assets between 31 +March 2015 and 31 December 2015 according to the audited financial statements of Jingtian Co. as of each date. +where there is no government-prescribed price, the government-guidance price; +the government-prescribed price; +• +(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: +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 year ended 31 December 2015. +The terms of these agreements are summarised as follows: +(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) +51 RELATED PARTIES AND RELATED PARTY TRANSACTIONS (Continued) +for the year ended 31 December 2015 +• +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +121 +Financial Statements (PRC) +- +Short-term loans +Other non-current liabilities +Other payables +Advances from customers +Accounts payable +Other non-current assets +Prepayments and other current assets +Accounts receivable +Cash and cash equivalents +RMB million +The ultimate holding company +At 31 December +2015 +RMB million +(4) Balances with Sinopec Group Company and fellow subsidiaries, associates and jointly controlled entities +The balances with the Group's related parties at 31 December 2015 and 2014 are as follows: +51 RELATED PARTIES AND RELATED PARTY TRANSACTIONS (Continued) +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (PRC) +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +34 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +(x) Interest expense represents interest charges on the loans and advances obtained from Sinopec Group Company and fellow subsidiaries. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Net deposits (placed with)/withdrawn from related parties +Interest expense +135 +207 +(ix) +132 +(x) +116 +274 +302 +(vii) +497 +462 +(vii) +10,531 +(viii) +1,194 +1,421 +(ix) +(ix) Interest income represents interest received from deposits placed with Sinopec Finance 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. +(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. +(vii) Operating lease charges represent the rental paid to Sinopec Group Company for operating leases in respect of land, buildings and equipment. +(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. +(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. +(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. +(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. +(i) Sales of goods represent the sale of crude oil, intermediate petrochemical products, petroleum products and ancillary materials. +Note: +As at 31 December 2015 and 2014, there was no guarantee given to banks by the Group in respect of banking facilities to Sinopec Group +Company and fellow subsidiaries, associates and jointly controlled entities, except for the disclosure set out in Note 55(b). Guarantees given to +banks by the Group in respect of banking facilities to associates and jointly controlled entities are disclosed in Note 55(b). +Included in the transactions disclosed above, for the year ended 31 December 2015 are: a) purchases by the Group from Sinopec Group +Company and fellow subsidiaries amounting to RMB 112,449 million (2014: RMB 138,170 million) comprising purchases of products and +services (i.e. procurement, transportation and storage, exploration and development services and production related services) of RMB 93,421 +million (2014: RMB 118,968 million), ancillary and social services provided by Sinopec Group Company and fellow subsidiaries of RMB 6,754 +million (2014: RMB 6,753 million), operating lease charges for land and buildings paid by the Group of RMB 10,618 million and 462 million +(2014: RMB 10,531 million and RMB 497 million), respectively and interest expenses of RMB 1,194 million (2014: RMB 1,421 million); and +b) sales by the Group to Sinopec Group Company and fellow subsidiaries amounting to RMB 78,418 million (2014: RMB 98,620 million), +comprising RMB 78,184 million (2014: RMB 98,479 million) for sales of goods, RMB 207 million (2014: RMB 135 million) for interest income +and RMB 27 million (2014: RMB 6 million) for agency commission income. +The amounts set out in the table above in respect of the year ended 31 December 2015 and 2014 represent the relevant costs and income as +determined by the corresponding contracts with the related parties. +(57,881) +53,690 +(xi) +2,319 +(14,082) +(xi) The Group obtained or repaid loans from or to Sinopec Group Company and fellow subsidiaries. +The segments were determined primarily because the Group manages its exploration and production, refining, marketing and distribution, +chemicals, and corporate 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. +⋅ +(iv) Chemicals - which manufactures and sells petrochemical products, derivative petrochemical products and other chemical products to external +customers. +(i) Pursuant to the resolution of the Company's Meeting of Board of Directors held on 19 February 2014, the Company's business under its marketing and distribution +segment of the Group was injected to Marketing Company, a subsidiary of the Group on 1 April 2014. +On 12 September 2014, Marketing Company entered into the "Capital Injection Agreement relating to Marketing Company" with a number of domestic and foreign +investors, pursuant to which the investors shall subscribe for equity interest in Marketing Company in cash upon the relevant approvals for this capital injection being +obtained, an aggregate capital contribution of RMB 105.044 billion was made to the Marketing Company by 25 investors, representing 29.58% equity interest in the +Marketing Company on 6 March 2015. The difference between the contributions from and the net assets acquired by investors has been credited to capital reserve +in amount of RMB 56,224 million and to other comprehensive income in amount of RMB 446 million of the equity attributable to the shareholders of the Company, +respectively. +(ii) The Group consolidated the financial statements of the entity because it is exposed to, or has rights to, variable returns from its involvement with the entity and has +the ability to affect those return through its power over the entity. +Summarised financial information on subsidiaries with material minority interests +Set out below are the summarised financial information which the amount before inter-company eliminations for each subsidiary that has minority +interests that are material to the Group. +Summarised consolidated balance sheet +Fujian Petrochemical +At 31 +December +2015 +At 31 +December +2014 +Shanghai Petrochemical +At 31 +December +2015 +RMB million RMB million +Note: +RMB million +2015 +Sinopec Kantons +At 31 +At 31 +December December +2014 +SIPL +At 31 +December +2015 +At 31 +December +2014 +RMB million RMB million +RMB million +RMB million +Marketing Company +At 31 +At 31 +December December +2015 +RMB million +2014 +Zhonghan Wuhan +At 31 +December +2015 +At 31 +December +2014 +RMB million +53 PRINCIPAL SUBSIDIARIES (Continued) +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Sinopec Qingdao Petrochemical Company Limited +(d) Subsidiaries acquired through business combination not under common control: +Manufacturing of intermediate petrochemical +RMB 3,986 +RMB 2,990 +75.00 +1,540 +products and petroleum products +Manufacturing of intermediate petrochemical +RMB 1,595 +RMB 6,822 +100.00 +products and petroleum products +Sinopec Zhanjiang Dongxing Petrochemical +Company Limited +Manufacturing of intermediate petrochemical +products and petroleum products +RMB 4,397 +RMB 3,225 +75.00 +461 +* +The minority interests of subsidiaries which the Group holds 100% of equity interests at the end of the year are the minority interests of their subsidiaries. +Sinopec Qingdao Refining and Chemical +Company Limited +Except for Sinopec Kantons and SOIH, 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. +124 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +At 31 +(c) Subsidiaries acquired through business combination under common control: +Sinopec Hainan Refining and +December +RMB million RMB million RMB million +(1,756) +628 +14,763 +13,029 +(53,080) +(148,998) +(8,499) +(11,299) +Non-current assets +5,487 +4,050 +(2,975) +19.878 +13,025 +12,622 +40,075 +47,623 240,312 +229,281 +15,815 +16,874 +Non-current liabilities +(831) +(996) +(160) (1,819) +21,636 +418 +212 +67 +Current assets +140 +436 +8,144 +9,510 +1,732 +1,777 +20,231 +15,416 +102,948 +131,012 +1,386 +1,724 +Current liabilities +(73) +(224) +(7,726) +(12,485) +(3,488) +(1,149) +(5,468) +(2,387) +(156,028) +(280,010) (9,885) (13,023) +Net current assets/(liabilities) +2014 +(3,384) +Chemical Company Limited +2,561 +RMB 4,585 +100.00 +3,218 +Production and sale of catalyst products +(v) Corporate and others - which largely comprise the trading activities of the import and export companies of the Group and research and +development undertaken by other subsidiaries. +RMB 1,500 +100.00 +174 +Manufacturing of intermediate petrochemical products +and petroleum products +RMB 13,203 +RMB 15,651 +RMB 3,000 +100.00 +Pipeline storage and transportation of crude oil +RMB 12,000 +RMB 12,000 +100.00 +Production and sale of refined petroleum products, +RMB 3,374 +RMB 3,374 +100.00 +46 +lubricant base oil, and petrochemical materials +Production and sale of polyester chips +RMB 4,000 +60 +Trading of crude oil and petrochemical products +26 +100.00 +Sinopec Yizheng Chemical Fibre Limited +Liability Company +Sinopec Marketing Company Limited +("Marketing Company"”) (i) +Sinopec Kantons Holdings Limited ("Sinopec Kantons") +Sinopec Shanghai Petrochemical Company Limited +("Shanghai Petrochemical") +Fujian Petrochemical Company Limited +("Fujian Petrochemical") (ii) +(b) Subsidiaries established by the Group: +Sinopec International Petroleum +Exploration and Production Limited ("SIPL") +Sinopec Overseas Investment Holding Limited ("SOIH") +Sinopec Chemical Sales Company Limited +Sinopec Great Wall Energy & Chemical +Company Limited +Sinopec Beihai Refining and Chemical Limited +Liability Company +Actual +investment +Percentage +of equity +Principal activities +Registered +capital/ +paid-up capital +million +at 31 +December +2015 +interest/ +voting right +held by +Minority +Interests +at 31 +December +the Group +2015 +million +% +RMB million +Trading of petrochemical products +RMB 1,400 +RMB 1,856 +RMB 6,491 +ethylene and downstream byproducts +100.00 +RMB 28,403 +Marketing and distribution of petrochemical products +Coal chemical industry investment management, +production and sale of coal chemical products +Import and processing of crude oil, production, +storage and sale of petroleum products and +RMB 1,000 +RMB 20,125 +RMB 1,165 +RMB 20,135 +100.00 +47 +100.00 +340 +RMB 5,294 +RMB 5,240 +98.98 +32 +63 +Manufacturing of intermediate petrochemical +RMB 5,000 +RMB 4,250 +85.00 +619 +products and petroleum products +Sinopec-SK(Wuhan) Petrochemical Company Limited +("Zhonghan Wuhan") +Production, sale, research and development of +RMB 6,270 +RMB 4,076 +65.00 +petrochemical products +100.00 +USD 300 +USD 300 +RMB 20,000 +70.42 +59,504 +HKD 248 +HKD 3,952 +60.34 +3,147 +RMB 10,800 +RMB 5,820 +50.56 +10,106 +Marketing and distribution of refined +petroleum products +Trading of crude oil and petroleum products +Manufacturing of synthetic fibres, resin and plastics, +intermediate petrochemical products and +petroleum products +Manufacturing of plastics, intermediate petrochemical +products and petroleum products +RMB 5,745 +RMB 2,873 +50.00 +2,362 +Investment in exploration, production and sale of +petroleum and natural gas +RMB 8,000 +RMB 8,000 +100.00 +16,187 +Investment holding +and polyester fibres +(3,386) +RMB 1,500 +Net non-current assets +350,022 +363,974 +At 31 December 2015 and 2014, the capital commitments of the Group are as follows: +At 31 December +2015 +RMB million +At 31 December +2014 +RMB million +Authorised and contracted for (i) +Authorised but not contracted for +113,017 +47,043 +138,795 +102,386 +Total +297,425 +160,060 +These capital commitments relate to oil and gas exploration and development, refining and petrochemical production capacity expansion projects, +the construction of service stations and oil depots and investment commitments. +Note: +(i) The investment commitments of the Group is RMB 4,089 million (2014: RMB 4,030 million). +Commitments to joint ventures +Pursuant to certain of the joint venture agreements entered into by the Group, the Group is obliged to purchase products from the joint ventures +based on market prices. +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. Payments incurred were approximately RMB 372 million for the year ended 31 December 2015 (2014: RMB 408 +million). +Estimated future annual payments of the Group are as follows: +At 31 December +2015 +At 31 December +2014 +241,181 +284,300 +13,063 +12,430 +for the year ended 31 December 2015 +54 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 contains escalation provisions that may require higher future rental +payments. +At 31 December 2015 and 2014, the future minimum lease payments of the Group under operating leases are as follows: +Within one year +Between one and two years +Between two and three years +Between three and four years +Between four and five years +After five years +Total +Capital commitments +At 31 December +2015 +At 31 December +2014 +RMB million +RMB million +13,737 +13,909 +13,265 +13,480 +13,199 +13,113 +13,091 +12,984 +RMB million +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +RMB million +Between one and two years +2014 +RMB million +RMB million +703 +168 +Financial Statements (PRC) +6,010 +6,713 +5,552 +5,720 +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 31 December 2015 and 2014, it was 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. +2015 +Environmental contingencies +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. +56 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. +(34,320) +(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. +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 5,813 million for the year ended 31 +December 2015 (2014: RMB 5,352 million). +At 31 December +At 31 December +(b) At 31 December 2015 and 2014, guarantees by the Group in respect of facilities granted to the parties below are as follows: +Between two and three years +Between three and four years +283 +312 +125 +160 +32 +32 +22 +22 +Between four and five years +After five years +21 +19 +834 +811 +Total +1,317 +1,356 +The implementation of commitments in previous year and the Group's commitments did not have material discrepancy. +126 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +55 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. +Within one year +Financial Statements (PRC) +Jointly controlled entities +Others +Total +125 +2015 +2014 +Zhonghan Wuhan +2015 +2014 +RMB million RMB million RMB million RMB million RMB million RMB million RMB million RMB million +RMB million RMB million RMB million RMB million +Turnover +5,532 +7,322 +80,803 102,183 +Marketing Company +1,642 +1,456 +(745) +3,282 +(700) +Total comprehensive income/(loss) +1,456 +(750) +3,282 +(700) +Comprehensive income/(loss) +g8 +Profit/(loss) for the year +16,337 +2014 +2014 +3,054 +19,718 +4,656 +Financial Statements (PRC) +19,817 +9,641 +9,236 +5,755 +(35,877) +11,746 +(1,628) +238,684 +2015 +227,825 +16,874 +Summarised consolidated statement of comprehensive income and cash flow +Year ended 31 December +Fujian Petrochemical Shanghai Petrochemical +Sinopec Kantons +SIPL +2015 +2014 +2015 +2014 +2015 +15,815 +6,557 +(1,456) +1,103,934 1,472,232 +7,755 +930 +30 +608 +48 +Dividends paid to minority interests +Net cash (used in)/generated from +operating activities +10 +271 +40 +39 +7,356 +(179) +197 +5,143 +4,040 +1,185 +88 +4,059 +5,383 +33,196 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +1,467 +4,223 +9,038 +44,337 +18 +(1,218) +880 +120 +825 +247 +805 +(222) +3,046 +22,914 +1,738 +137 +14,077 +302 +622 +(4,257) +23,684 +24,391 +(338) +1,641 +(375) +(106) +28 +728 +18,365 +attributable to minority interests +137 +22,934 +1,738 +Equity shareholders of the Company +Minority interests +134 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +2015 +2014 +RMB million +RMB million +721 +112 +(5,002) +1,622 +125 +(3,165) +(943) +(4,680) +(3,721) +419 +(4,781) +(5,679) +1,060 +(4,259) +1,420 +331 +58 EXTRAORDINARY GAINS AND LOSSES +Total +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 1.08% to 4.90% (2014: 0.33% to 6.15%). 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 31 December 2015 and 2014: +At 31 December +2015 +Carrying amount +Fair value +(3,306) +RMB million +105,927 +103,482 +At 31 December +2014 +RMB million +115,767 +112,362 +Attributable to: +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. +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 31 December 2015 and 2014. +Pursuant to "Explanatory Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public-Extraordinary Gain +and Loss" (2008), the extraordinary gains and losses of the Group are as follows: +Extraordinary (gains)/losses for the year: +Net loss on disposal of non-current assets +Donations +Government grants +Gain on holding and disposal of various investments +Other non-operating loss, net +Tax effect +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. +(4,192) +Net profit attributable to equity shareholders of the Company (diluted) (RMB million) +Weighted average number of outstanding ordinary shares of the Company (diluted) (million) +Diluted earnings per share (RMB/Share) +(67) +117,242 +0.406 +The calculation of the weighted average number of ordinary shares (diluted) is as follows: +The weighted average number of the ordinary shares issued at 31 December (million) +Effect of the convertible bonds (million) +Weighted average number of the ordinary shares issued at 31 December (diluted) (million) +2015 +120,853 +2014 +116,822 +420 +120,853 +117,242 +60 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: +Weighted +average +return on +Diluted +earnings +2015 +2014 +(ii) Fair values of financial instruments carried at other than fair value +net assets +(%) +47,564 +(415) +2014 +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): +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +59 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: +Net profit attributable of equity shareholders of the Company (RMB million) +Weighted average number of outstanding ordinary shares of the Company (million) +Basic earnings per share (RMB/Share) +The calculation of the weighted average number of ordinary shares is as follows: +2015 +32,207 +120,853 +0.266 +2014 +47,430 +116,822 +0.406 +Weighted average number of outstanding ordinary shares of the Company +Conversion of the 2011 Convertible Bonds (million) +Weighted average number of outstanding ordinary shares of the Company at 31 December (million) +2015 +118,280 +2,573 +120,853 +2014 +116,565 +257 +116,822 +(ii) Diluted earnings per share +2015 +32,205 +120,853 +0.266 +During the years ended 31 December 2015 and 2014, there were no transfers between instruments in Level 1 and Level 2. +4,496 +18,990 +• +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 31 December 2015 +The Group +Level 1 +RMB million +Level 2 +RMB million +. +Level 3 +RMB million +Assets +Available-for-sale financial assets: +- Listed +Derivative financial instruments: +- Derivative financial assets +261 +4,235 +3,640 +3,640 +Total +RMB million +261 +• +(i) Financial instruments carried at fair value +295 +Basic +earnings +per share +per share +(RMB/Share) (RMB/Share) +16 +Japanese Yen +17 +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. +132 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +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: +for the year ended 31 December 2015 +Market risk (Continued) +(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 interest rates +and at fixed interest 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 21 and Note 29, respectively. +At 31 December 2015 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 year by approximately RMB 91 million (2014: RMB 1,199 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 2014. +(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, 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 such risk. +At 31 December 2015, the Group had certain commodity contracts of crude oil, refined oil products and chemical products designated as +qualified cash flow hedges and economic hedges. At 31 December 2015, the net fair value of such derivative hedging financial instruments is +derivative financial assets of RMB 7,875 million (2014: RMB 12,622 million) recognised in other receivables and derivative financial liabilities of +RMB 2,750 million (2014: RMB 18,990 million) recognised in other payables. +At 31 December 2015, it is estimated that a general increase/decrease of USD 10 per barrel in basic price of derivative financial instruments, +with all other variables held constant, would impact the fair value of derivative financial instruments which would decrease/increase the Group's +profit for the year by approximately RMB 1,951 million (2014: decrease/increase RMB 1,167 million), and decrease/increase the Group's other +comprehensive income by approximately RMB 3,052 million (2014: increase/decrease RMB 2,206 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 2014. +Fair values +57 FINANCIAL INSTRUMENTS (Continued) +7,875 +8,136 +Liabilities +Derivative financial instruments: +- Embedded derivative component of the Convertible bonds +- Other derivative financial liabilities +Level 1 +RMB million +Level 2 +RMB million +Level 3 +RMB million +Total +RMB million +183 +Liabilities +183 +3,068 +9,737 +9,737 +-12,622 +12,805 +1,920 +1,920 +3,288 +17,070 +20,358 +3,288 +2,885 +- Derivative financial assets +Derivative financial instruments: +- Listed +Derivative financial instruments: +- Other derivative financial liabilities +305 +2,445 +2,750 +305 +2,445 +2,750 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +133 +Financial Statements (PRC) +Financial Statements (PRC) +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +57 FINANCIAL INSTRUMENTS (Continued) +Fair values (Continued) +(i) Financial instruments carried at fair value (Continued) +At 31 December 2014 +The Group +Assets +Available-for-sale financial assets: +22,278 +Diluted +earnings +19, 20 +(%) +(12,613) +(17,571) +43,664 +47,933 +32,438 +46,466 +11,226 +1,467 +43,664 +10 +47,933 +0.268 +0.398 +0.268 +0.397 +The notes on pages 144 to 192 form part of these consolidated financial statements. Details of dividends payable to owners of the Company +attributable to the profit for the year are set out in Note 13. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +137 +Financial Statements (International) +Financial Statements (International) +15 +138 +Diluted +Profit for the year +28(iii) +Net finance costs +(259) +(3,862) +(9,276) +(4,611) +(179) +(14,229) +Investment income +444 +2,616 +Earnings per share: +Basic +Share of profits less losses from associates and joint ventures +3,630 +Profit before taxation +56,277 +65,504 +Tax expense +Profit for the year +Attributable to: +Owners of the Company +Non-controlling interests +8,081 +CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME +for the year ended 31 December 2015 +(Amounts in million) +Profit for the year +3,163 +62 +(4,485) +(1,225) +(5,356) +(3,042) +2,268 +(514) +137 +(9,266) +14 +137 +43,801 +38,667 +31,715 +38,798 +12,086 +(131) +43,801 +38,667 +Euro +(9,266) +47,933 +43,664 +RMB +Other comprehensive income: +Items that may be reclassified subsequently to profit or loss +(net of tax and after reclassification adjustments): +Cash flow hedges +Available-for-sale securities +Share of other comprehensive loss of associates and joint ventures +Foreign currency translation differences +Total items that may be reclassified subsequently to profit or loss +Total other comprehensive income/(loss) +Total comprehensive income for the year +Attributable to: +Owners of the Company +Non-controlling interests +Total comprehensive income for the year +The notes on pages 144 to 192 form part of these consolidated financial statements. +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Note +Year ended 31 December +2015 +2014 +RMB +Loss on embedded derivative component of the convertible bonds +Foreign currency exchange losses, net +1,779 +2,978 +Interest income +羅兵咸永道 +We have audited the consolidated financial statements of China Petroleum & Chemical Corporation (the "Company") and its subsidiaries set out on +pages 137 to 192, which comprise the consolidated balance sheet as at 31 December 2015, 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 year then +ended, and a summary of significant accounting policies and other explanatory information. +DIRECTORS' RESPONSIBILITY FOR THE CONSOLIDATED FINANCIAL STATEMENTS +The directors of the Company are responsible for the preparation of consolidated financial statements that give a true and fair view in accordance with +International Financial Reporting Standards as issued by the International Accounting Standard Board and the disclosure requirements of the Hong +Kong Companies Ordinance, and for such internal control as the directors determine is necessary to enable the preparation of consolidated 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 financial statements based on our audit and to report our opinion solely to you, as a +body, 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 financial statements are free from material misstatement. +An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The +procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the consolidated 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 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 financial statements. +We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. +To the shareholders of China Petroleum & Chemical Corporation +(incorporated in People's Republic of China with limited liability) +OPINION +PricewaterhouseCoopers +Certified Public Accountants +Hong Kong, 29 March 2016 +PricewaterhouseCoopers, 22/F, Prince's Building, Central, Hong Kong +T: +852 2289 8888, F: +852 2810 9888, www.pwchk.com +136 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +(B) FINANCIAL STATEMENTS PREPARED UNDER INTERNATIONAL FINANCIAL REPORTING STANDARDS ("IFRS") +CONSOLIDATED INCOME STATEMENT +for the year ended 31 December 2015 +(Amounts in million, except per share data) +In our opinion, the consolidated financial statements give a true and fair view of the financial position of the Company and its subsidiaries as at +31 December 2015, and of their financial performance and cash flows for the year then ended in accordance with International Financial Reporting +Standards as issued by the International Accounting Standard Board and have been properly prepared in compliance with the disclosure requirements +of the Hong Kong Companies Ordinance. +Independent Auditor's Report +pwc +REPORT OF THE INTERNATIONAL AUDITOR +Basic +earnings +per share +(RMB/Share) +per share +(RMB/Share) +5.04 +0.266 +0.266 +8.14 +0.406 +0.406 +Net profit attributable to the Company's +ordinary equity shareholders +Net profit deducted extraordinary gains and +losses attributable to the Company's +ordinary equity shareholders +4.52 +0.239 +0.239 +7.42 +0.370 +0.370 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +135 +Financial Statements (PRC) +Financial Statements (International) +Note +Weighted +average +return on +net assets +Year ended 31 December +2015 +2014 +RMB +Other operating expense, net +Total operating expenses +819 +6 +(56,331) +(57,233) +(236,343) +(191,202) +(98) +7 +(153) +(2,752,427) +Operating profit +Finance costs +57,028 +73,487 +Interest expense +9 +(8,133) +(11,218) +(1,961,855) +Taxes other than income tax +Personnel expenses +(10,969) +Turnover and other operating revenues +Turnover +3 +Other operating revenues +4 +1,976,412 +42,471 +2,018,883 +2,781,641 +44,273 +2,825,914 +Operating expenses +Purchased crude oil, products and operating supplies and expenses +(1,492,926) +(2,334,399) +Selling, general and administrative expenses +5 +(69,330) +(68,374) +Depreciation, depletion and amortisation +(96,368) +(90,097) +Exploration expenses, including dry holes. +(10,459) +RMB +1,923 +Debentures payable +US Dollars +452,404 +Short-term loans +74,729 +166,688 +Non-current liabilities due within one year +11,277 +11,890 +Long-term loans +56,493 +404,935 +67,426 +83,253 +83,506 +Deferred tax liabilities. +8,259 +7,820 +Other non-current liabilities +13,673 +11,549 +Other unallocated liabilities +Debentures payable +Total liabilities +Total segment liabilities +104,193 +1,254,794 +1,336,942 +68,557 +10,100 +82,970 +80,593 +7,469 +29,339 +1,443,129 +6,979 +16,754 +138,928 +1,451,368 +100,548 +58,578 +67,328 +118,476 +118,161 +Chemicals +26,963 +27,439 +Corporate and others +96,725 +4,887 +657,506 +2,990 +804,273 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +2015 +2014 +RMB million +RMB million +54,710 +80,196 +15,132 +27,957 +22,115 +Corporate and others +26,989 +15,850 +2,821 +3,648 +112,249 +154,640 +52,155 +48,902 +16,557 +15,015 +17,471 +Chemicals +Marketing and distribution +Exploration and production +Refining +129 +Financial Statements (PRC) +Financial Statements (PRC) +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +56 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. +Capital expenditure +Exploration and production +Refining +Marketing and distribution +Chemicals +Corporate and others +Depreciation, depletion and amortisation +Exploration and production +Refining +Marketing and distribution +Chemicals +Corporate and others +Impairment losses on long-lived assets +147,015 +108,921 +162,685 +150,577 +Add: Non-operating income +Less: Non-operating expenses +Profit before taxation +Assets +Segment assets +Exploration and production +Refining +Marketing and distribution +Chemicals +Corporate and others +Total segment assets +Operating profit +Cash at bank and on hand +Deferred tax assets +Other unallocated assets +Total assets +Liabilities +Segment liabilities +Exploration and production +Refining +Marketing and distribution +2015 +RMB million +Long-term equity investments +Gain/(loss) from changes in fair value +Financial expenses +Total segment investment income +288 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +56 SEGMENT REPORTING (Continued) +(1) Information of reportable segmental revenues, profits or losses, assets and liabilities (Continued) +Operating profit/(loss) +By segment +Exploration and production +Refining +Marketing and distribution +Chemicals +Corporate and others +Elimination +Total segment operating profit +Investment income/(loss) +Exploration and production +Refining +Marketing and distribution +Chemicals +Corporate and others +Elimination +2014 +RMB million +14,075 +(18,511) +19,423 +(9,618) +735 +(4.151) +52,081 +65,481 +6,945 +4,710 +3,067 +3,710 +(9,017) +55,959 +At 31 December +2015 +RMB million +At 31 December +2014 +RMB million +447,307 +453,060 +297,884 +283,416 +276,298 +66,481 +8,137 +8,573 +(822) +(1,982) +27,299 +29,753 +19,691 +(2,164) +(678) +(2,982) +4,566 +2,179 +51,790 +71,113 +708 +1,118 +754 +(854) +1,910 +1,292 +3,081 +811 +2,942 +5,770 +46,309 +12,491 +264,573 +12,130 +Other payables and employee benefits payable +Total +At 31 December 2014 +More than +More than +one year +but less than +two years +RMB million +two years +but less than +More than +Accounts payable +five years +RMB million +RMB million +166,688 +167,488 +167,488 +11,890 +11,949 +11,949 +67,426 +77,483 +five years +1,725 +Bills payable +Within one +year or on +demand +RMB million +130,446 +87,502 +342,736 +41,640 +50,432 +59,678 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +131 +Financial Statements (PRC) +Financial Statements (PRC) +Debentures payable +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +57 FINANCIAL INSTRUMENTS (Continued) +Liquidity risk (Continued) +Short-term loans +Non-current liabilities due within one year +Long-term loans +Carrying +amount +RMB million +Total +contractual +undiscounted +cash flow +RMB million +for the year ended 31 December 2015 +10,240 +15,226 +50,292 +Included in short-term and long-term debts denominated are the following amounts denominated in a currency other than the functional currency +of the entity to which they relate: +The Group +Gross exposure arising from loans and borrowings +US Dollars +Euro +Japanese Yen +Hong Kong Dollars +At 31 December +2015 +million +HKD 6 +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 denominated in US Dollars, Euro, Japanese Yen and +Hong Kong Dollars, and the Group enters into foreign exchange contracts to manage currency risk exposure. +At 31 December +2014 +million +A 5 percent strengthening/weakening of Renminbi against the following currencies at 31 December 2015 and 2014 would have increased/ +decreased net profit for the year 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 2014. +The Group +At 31 December +At 31 December +2015 +2014 +million +11,996 +million +USD 8,382 +EUR 57 +JPY 8,662 +HKD 6 +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. +(a) Currency risk +Market risk +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. +83,506 +96,474 +2,865 +7,472 +54,629 +31,508 +4,577 +4,577 +4,577 +198,366 +198,366 +198,366 +104,141 +104,141 +104,141 +636,594 +660,478 +491,111 +17,712 +69,855 +81,800 +130,446 +87,502 +494,486 +477,266 +USD 1,181 +EUR 1,108 +87,502 +RMB million +1,579,364 +439,519 +2,018,883 +At 31 December +2015 +RMB million +1,027,070 +56,081 +1,083,151 +2,062,775 +763,139 +2,825,914 +At 31 December +2014 +2014 +1,003,521 +64,589 +1,068,110 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +57 FINANCIAL INSTRUMENTS +Overview +Financial assets of the Group include cash at bank, equity investments other than long-term equity investment, accounts receivable, bills receivable, +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, employee benefits payable, derivative financial instruments and other payables. +The Group has exposure to the following risks from its uses of financial instruments: +credit risk; +RMB million +2015 +RMB million +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +130 +1,559 +Total +1,585 +96,368 +90,097 +4,864 +2,436 +9 +19 +40 +142 +1,106 +112 +8 +5,146 +3,619 +(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. +External sales +Mainland China +Others +Non-current assets +Mainland China +Others +liquidity risk; +market risk; +29 +The Group's risk management policies are established to identify and analyse the risks faced by the Group, and set appropriate risk limits and +controls 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. +30,000 +30,486 +30,486 +Long-term loans +56,493 +58,156 +703 +83,253 +97,611 +Short-term debentures payable +3,314 +10,930 +39,502 +37,157 +22,521 +Bills payable +3,566 +3,566 +Other payables and employee benefits payable +Accounts payable +The Board of Directors has overall responsibility for the establishment and oversight of the Group's risk management framework, and developing +and monitoring the Group's risk management policies. +130,446 +9,366 +32,274 +11,405 +3,566 +11,277 +11,405 +Liquidity risk +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. +At 31 December 2015, the Group has standby credit facilities with several PRC financial institutions which provide the Group to borrow up to RMB +297,997 million (2014: RMB 302,570 million) on an unsecured basis, at a weighted average interest rate of 2.50% (2014: 3.51%). At 31 December +2015, the Group's outstanding borrowings under these facilities were RMB 32,991 million (2014: RMB 78,983 million) and were included in loans. +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: +Carrying +amount +Total +contractual +undiscounted +Credit risk +RMB million +cash flow +RMB million +Within one +year or on +demand +RMB million +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. +75,314 +Non-current liabilities due within one year +At 31 December 2015 +More than +one year +but less than +two years +RMB million +75,314 +74,729 +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. No single customer accounted for greater than 10% of total accounts receivable at 31 December 2015, +except for the amounts due from Sinopec Group Company and fellow subsidiaries. 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. +RMB million +five years +More than +Short-term loans +More than +two years +but less than +five years +RMB million +Investment and dividend income received +(113,047) +Exploratory wells expenditure +(7,203) +(11,334) +Purchase of investments, investments in associates and investments in joint ventures +Proceeds from disposal of investments and investments in associates +19, 20, 21 +(23,421) +3,353 +3,874 +Proceeds from disposal of property, plant, equipment and other non-current assets +Decrease/(increase) in time deposits with maturities over three months +454 +1,020 +12 +(690) +Interest received +(16,387) +Net cash used in investing activities +RMB +Capital expenditure +141 +Financial Statements (International) +Financing activities +Financial Statements (International) +CONSOLIDATED STATEMENT OF CASH FLOWS +for the year ended 31 December 2015 +(Amounts in million) +Note +Year ended 31 December +2015 +2014 +RMB +Net cash generated from operating activities +(a) +165,818 +148,347 +Investing activities +(95,454) +Proceeds from bank and other loans. +(1,212) +Contributions to subsidiaries from non-controlling interests +(21) +9,310 +(21,421) +58,176 +(5,707) +9,355 +15,046 +293 +16 +67,824 +9,355 +The notes on pages 144 to 192 form part of these consolidated financial statements. +142 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +NOTES TO CONSOLIDATED STATEMENT OF CASH FLOWS +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +for the year ended 31 December 2015 +(9,789) +(8,145) +(1,674) +(28,031) +Dividends paid by the Company +Distributions by subsidiaries to non-controlling interests +Interest paid +Transaction with non-controlling interests +Net cash generated from/(used in) financing activities +Net increase/(decrease) in cash and cash equivalents +Cash and cash equivalents at 1 January +Effect of foreign currency exchange rate changes +Cash and cash equivalents at 31 December +2,196 +Repayments of bank and other loans +1,619 +2,312 +(116,952) +(132,633) +1,090,241 +(1,152,837) +1,128,447 +(1,114,481) +105,477 +4,128 +(24,214) +3,111 +The notes on pages 144 to 192 form part of these consolidated financial statements. +48,807 +(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. +Others +Balance at 31 December 2015 +Note: +16,817 +16,817 +(13,318) +(13,318) +(13,318) +(10,896) +(10,896) +(10,896) +3,088 +(3,088) +56.224 +446 +56,670 +105,477 +Total transactions with owners +_ that do not result in a loss of control +Total changes in ownership interests in subsidiaries +Transaction with non-controlling interests +(Amounts in million) +12,532 +43,801 +Other comprehensive income (Note 14) +Total comprehensive income for the year +Transactions with owners, recorded directly in equity: +Contributions by and distributions to owners: +Conversion of the 2011 Convertible Bonds (Note 28(iii)) +(3,389) +2,791 +Final dividend for 2014 (Note 13) +Interim dividend for 2015 (Note 13) +Appropriation (Note (a)) +Contributions to subsidiaries from non-controlling +interests (Note 37(i)) +Distributions to non-controlling interests +Total contributions by and distributions to owners +Changes in ownership interests in subsidiaries that +do not result in a loss of control: +14,026 +(e) The application of the share premium account is governed by Sections 167 and 168 of the PRC Company Law. +(3,389) +56,224 +(121) +120 +30 +150 +121,071 +26,173 +55,850 +79,640 +117,000 +(6,781) +281,076 +674,029 +110,190 +784,219 +(a) According to the Articles of Association of the Company, 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 year ended 31 December 2015, the Company transferred RMB 3,088 million (2014: RMB 3,215 million), being 10% of the current year'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) As at 31 December 2015, the amount of retained earnings available for distribution was RMB 167,825 million (2014: RMB 166,481 million), being the amount determined +in accordance with International Financial Reporting Standards ("IFRS"). According to the Articles of Association of the Company, the amount of retained earnings available +for distribution to owners of the Company is 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 IFRS. +94,691 +45.092 +49,599 +(27,302) +14,026 +3,088 +446 +(27,302) +49,273 +45,418 +94,691 +326 +2,791 +326 +326 +326 +(326) +2,791 +56,550 +120 +14,026 +3,088 +446 +121 +(326) +(a) Reconciliation of profit before taxation to net cash generated from operating activities +146 +2014 +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 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 (o)). +The Group's share of the post-acquisition, post-tax results of the investees and any impairment losses for the year 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)). +In the Company's balance sheet, investments in associates and joint ventures are stated at cost less impairment losses (Note 2(o)). +(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. +Financial Statements (International) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +2 SIGNIFICANT ACCOUNTING POLICIES (Continued) +(b) Translation of foreign currencies +The presentation currency of the Group is Renminbi. Foreign currency transactions during the year 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 income and expenses of foreign operation are translated into Renminbi at the spot exchange rates +or an exchange rate that approximents the spot exchange rates on the transaction dates. 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. +(ii) Associates and joint ventures +(c) Cash and cash equivalents +The particulars of the Group's principal subsidiaries are set out in Note 37. +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)). +The preparation of the financial statements in accordance with IFRSS 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 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 IFRSS that have significant effect on the consolidated financial +statements and the major sources of estimation uncertainty are disclosed in Note 39. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +145 +Financial Statements (International) +31,269 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +2 SIGNIFICANT ACCOUNTING POLICIES +(a) Basis of consolidation +The consolidated 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 financial statements of subsidiaries are included in the consolidated 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 year 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. +In the Company's balance sheet, investments in subsidiaries are stated at cost less impairment losses (Note 2(o)). +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(o)). 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. +(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(o)). The cost of lease prepayments is 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(o)). 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(0)). 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(o)). +(k) Available-for-sale financial assets +Investments 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 reserves. 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(0)). +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. +(I) 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 resulting gain or loss depends on the +nature of the item being hedged (Note 2(n)). +Financial Statements (International) +148 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +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. +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 supporting 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 of proved oil and gas properties are amortised on a unit-of-production method based on volumes +produced and reserves. +(g) Oil and gas properties +2 SIGNIFICANT ACCOUNTING POLICIES (Continued) +(e) Inventories +Inventories 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. +(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(o)). 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 +Equipment, machinery and others +The accompanying consolidated 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(1) and (n)) and derivative component of the +convertible bonds (Note 2(r)) to their fair values. +Estimated +usage period +12 to 50 years +4 to 30 years +residuals rate +3% +3% +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. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +147 +Financial Statements (International) +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +Estimated +In addition, the requirements of Part 9 “Accounts and Audit" of the new Hong Kong Companies Ordinance (Cap. 622) come into operation +during the financial year ended 31 December 2015, as a result, there are changes to presentation and disclosures of certain information in the +consolidated financial statements. +(c) New Hong Kong Companies Ordinance +IFRS 16, 'Leases', provides updated guidance on the definition of leases, and the guidance on the combination and separation of contracts. +Under IFRS 16, a contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time +in exchange for consideration. IFRS 16 requires lessees to recognise lease liability reflecting future lease payments and a 'right-of-use-asset' +for almost all lease contracts, with an exemption for certain short-term leases and leases of low-value assets. The lessors accounting stays +almost the same as under IAS 17 'Leases'. Management is still assessing the impact of adoption IFRS 16 to the Group's results of operation +and financial position. An entity shall apply IFRS 16 for annual reporting periods beginning on or after 1 January 2019. Earlier application is +permitted if IFRS 15 is also applied. +Interest expense +8,133 +11,218 +Loss/(gain) on foreign currency exchange rate changes and derivative financial instruments +Loss on disposal of property, plant, equipment and other non-currents assets, net +Impairment losses on assets +3,085 +(662) +721 +1,622 +8,767 +6,839 +Loss on embedded derivative component of the convertible bonds +Net charges from: +Accounts receivable and other current assets +Inventories +Accounts payable and other current liabilities +Income tax paid +Net cash generated from operating activities +(1,779) +(2,978) +Interest income +(2,616) +RMB +RMB +Operating activities +Profit before taxation +Adjustments for: +Depreciation, depletion and amortisation +Dry hole costs written off +56,277 +259 +65,504 +90,097 +6,099 +5,587 +Share of profits from associates and joint ventures +(8,081) +(3,630) +Investment income +(444) +96,368 +Year ended 31 December +2015 +4,611 +176,791 +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 consolidated financial statements have been prepared in accordance with all applicable IFRSS as issued by the International +Accounting Standards Board ("IASB"). IFRS includes International Accounting Standards ("IAS") and related interpretations ("IFRIC"). These +consolidated 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. +(a) New and amended standards and interpretations adopted by the Group +The IASB has not issued any new and amended standards and interpretations that are first effective for the current accounting period of the +Group. The Group has not adopted any new standard or interpretation that is not yet effective for the current accounting period. +(b) New and amended standards and interpretations not yet adopted by the Group +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 1 January 2016 or later periods and have not been early adopted by the Group. Management is in the process of +making an assessment of what the impact of these amendments, new standards and new interpretations is expected to be in the period of initial +application and has so far concluded that, except for IFRS 16, the adoption of these amendments, new standards and new interpretations is +unlikely to have a significant impact on the Group's results of operations and financial position. +IFRS 9, 'Financial instruments', addresses the classification, measurement and recognition of financial assets and financial liabilities. The +complete version of IFRS 9 was issued in July 2014. It replaces the whole of IAS 39. IFRS 9 introduces a new model for the recognition of +impairment losses the expected credit losses (ECL) model, which constitutes a change from the incurred loss model in IAS 39. IFRS 9 +applies to all hedging relationships, with the exception of portfolio fair value hedges of interest rate risk. The new guidance better aligns hedge +accounting with the risk management activities of an entity and provides relief from the more “rule-based" approach of IAS 39. IFRS 9 is +effective for annual periods beginning on or after 1 January 2018. Earlier application is permitted. +Amendments to IFRS 10 and IAS 28 on sale or contribution of assets between an investor and its associate or joint venture. The amendments +address an inconsistency between IFRS 10 and IAS 28 in the sale and contribution of assets between an investor and its associate or joint +venture. A full gain or loss is recognised when a transaction involves a business. A partial gain or loss is recognised when a transaction involves +assets that do not constitute a business, even if those assets are in a subsidiary. The amendments were originally intended to be effective for +annual periods beginning on or after 1 January 2016. The effective date has now been deferred/removed. Early application of the amendments +continues to be permitted. +Amendment to IFRS 11 on accounting for acquisitions of interests in joint operations. The amendment requires an investor to apply the +principles of business combination accounting when it acquires an interest in a joint operation that constitutes a 'business' (as defined in IFRS 3, +Business combinations). Specifically, an investor will need to: (1) measure identifiable assets and liabilities at fair value; (2) expense acquisition- +related costs; (3) recognise deferred tax; and (4) recognise the residual as goodwill. All other principles of business combination accounting +apply unless they conflict with IFRS 11. The amendment is applicable to both the acquisition of the initial interest and a further interest in a +joint operation. The previously held interest is not remeasured when the acquisition of an additional interest in the same joint operation with +joint control maintained. Amendment to IFRS 11 is effective for annual financial statements for a period beginning on or after 1 January 2016. +Earlier application is permitted. +Financial Statements (International) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +1 PRINCIPAL ACTIVITIES, ORGANISATION AND BASIS OF PREPARATION (Continued) +(b) New and amended standards and interpretations not yet adopted by the Group (Continued) +IFRS 15, 'Revenue from contracts with customers', establishes a comprehensive framework for determining when to recognise revenue and +how much revenue to recognise through a 5-step approach. IFRS 15 provides specific guidance on capitalisation of contract cost and licence +arrangements. It also includes a cohesive set of disclosure requirements about the nature, amount, timing and uncertainty of revenue and cash +flows arising from the entity's contracts with customers. The core principle is that a company should recognise revenue to depict the transfer +of promised goods or services to the customer in an amount that reflects the consideration to which the company expects to be entitled in +exchange for those goods or services. IFRS 15 replaces the previous revenue standards: IAS 18 'Revenue' and IAS 11 'Construction Contracts' +and the related Interpretations on revenue recognition: IFRIC 13 'Customer Loyalty Programmes', IFRIC 15 'Agreements for the Construction of +Real Estate', IFRIC 18 'Transfers of Assets from Customers' and SIC-31 ‘Revenue-Barter Transactions Involving Advertising Services'. IFRS 15 is +effective for annual reporting periods beginning on or after 1 January 2018, with earlier application permitted. +Amendment to IAS 27, 'Method to measure investments in subsidiaries, joint ventures and associates', allows entities to use equity method +to measure investments in subsidiaries, joint ventures and associates in their separate financial statements. IAS 27 currently allows entities +to measure their investments in subsidiaries, joint ventures and associates either at cost or as a financial asset in their separate financial +statements. The amendments introduce the equity method as a third option. The election can be made independently for each category of +investment (subsidiaries, joint ventures and associates). Entities wishing to change to the equity method must do so retrospectively. The +amendment is effective for annual period beginning on or after 1 January 2016. Earlier application is permitted. +Organisation +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. +Principal activities +1 PRINCIPAL ACTIVITIES, ORGANISATION AND BASIS OF PREPARATION +40,866 +(28,654) +39,072 +28,540 +(68,327) +(6,777) +179,817 +169,900 +168,206 +(13,999) +165,818 +148,347 +The notes on pages 144 to 192 form part of these consolidated financial statements. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +143 +Financial Statements (International) +144 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS +for the year ended 31 December 2015 +(21,553) +32,438 +(1,545) (1,545) +137 +604,257 +130,237 +244,113 +980,487 +847,111 +27 +2223 +28 +95,446 +107,787 +28 +44,300 +43,145 +8,259 +7,820 +31 +33,186 +462,642 +29,715 +1,091 +Equity +102,965 +130,446 +198,366 +30 +3,566 +212,136 +4,577 +222,075 +Income tax payable +Total current liabilities +Net current liabilities +Total assets less current liabilities +Non-current liabilities +Long-term debts +Loans from Sinopec Group Company and fellow subsidiaries +Deferred tax liabilities +Provisions +Other long-term liabilities +Total non-current liabilities +1,048 +15,077 +13,067 +196,268 +Li Chunguang +President +The notes on pages 144 to 192 form part of these consolidated financial statements. +Wen Dongfen +Chief Financial Officer +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +139 +Financial Statements (International) +Financial Statements (International) +CONSOLIDATED STATEMENT OF CHANGES IN EQUITY +for the year ended 31 December 2015 +(Amounts in million) +Balance at 1 January 2014 +Profit for the year +Other comprehensive income (Note 14) +Total equity +attributable +Share +Capital +(Legal representative) +Chairman +Approved and authorised for issue by the board of directors on 29 March 2016. +645,577 +201,534 +784,219 +645,577 +Share capital +Reserves +32 +121,071 +118,280 +43,929 +552,958 +Total equity attributable to owners of the Company +674,029 +593,041 +Non-controlling interests +Total equity +110,190 +52,536 +784,219 +474,761 +75,183 +71,517 +22222 +Deferred tax assets +Lease prepayments +Long-term prepayments and other assets +23 +278602222 +17 +152,276 +177,667 +6,271 +6,281 +39,652 +32,119 +43,318 +48,474 +10,326 +868 +7,469 +21 +Available-for-sale financial assets +Interest in joint ventures +19 +CONSOLIDATED BALANCE SHEET +As at 31 December 2015 +(Amounts in million) +Note +31 December +2015 +31 December +2014 +RMB +6,979 +RMB +Property, plant and equipment, net +Construction in progress +Goodwill +16 +732,577 +703,485 +18 +Interest in associates +Non-current assets +Share +51,044 +67,791 +188,223 +26 +51,275 +57,027 +Total current assets +332,405 +360,144 +Current liabilities +Short-term debts +28 +Loans from Sinopec Group Company and fellow subsidiaries +28 +Trade accounts payable +29 +Bills payable +29 +Accrued expenses and other payables +145,498 +13,963 +10,949 +24 +66,215 +Total non-current assets +1,110,724 +1,091,224 +Current assets +Cash and cash equivalents +Time deposits with financial institutions +67,824 +733 +49,136 +9,355 +Trade accounts receivable +Bills receivable +Inventories +Prepaid expenses and other current assets +2222 +24 +56,126 +90,831 +745 +(1,169) +surplus +to owners +276,061 +63 +593,041 +111 +174 +52,536 +645,577 +The notes on pages 144 to 192 form part of these consolidated financial statements. +140 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CONTINUED) +for the year ended 31 December 2015 +(Amounts in million) +Balance at 1 January 2015 +Profit for the year +Total equity +attributable +Share +Capital +(6,179) +capital +76,552 117,000 +118,280 +3,216 +3,216 +(2.877) +339 +Total transactions with owners +1,715 +3.216 +8,477 +3.215 +(31,246) +(14,623) +(267) +(14,890) +Others +Balance at 31 December 2014 +(1,002) +1,065 +(30,497) 41,824 +reserve +Share +premium +surplus +RMB +RMB +RMB +RMB +RMB +(6,179) +276,061 +593,041 +52,536 +645,577 +32,438 +32,438 +11,226 +43,664 +-----(1,169) +(1,169) +1,306 +RMB +equity +interests +Company +Statutory Discretionary +surplus +to owners +Non- +Other +Retained +of the +controlling +Total +that do not result in a loss of control +RMB +RMB +118,280 +(30,497) +41,824 +reserve +RMB +76,552 117,000 +reserve +reserves +earnings +RMB +Total changes in ownership interests in subsidiaries +339 +(2,877) +RMB +RMB +RMB +RMB +(33,713) +33,347 +73,337 +117,000 +2,491 +259,776 +568,803 +52.823 +621,626 +46,466 +46,466 +1,467 +47,933 +RMB +RMB +RMB +RMB +Non- +Other +Retained +of the +controlling +Total +capital +reserve +(7,668) +premium +reserve +reserves +earnings +Company +interests +equity +RMB +116,565 +RMB +reserve +Statutory Discretionary +surplus +(7,668) +(9,266) +(17,519) +(10,512) +(10,512) +(10,512) +3,215 +(3,215) +4,155 +4,155 +8,477 +3,215 +(31,246) +(17,839) 2,610 (15,229) +Changes in ownership interests in subsidiaries that do +not result in a loss of control: +Transaction with non-controlling interests +3,216 +3,216 +(17,519) +(17,519) +10,192 +10,192 +(7,668) +46,466 +38,798 +(131) +38,667 +Total comprehensive income for the year +Transactions with owners, recorded directly in equity: +Contributions by and distributions to owners: +(1,598) +Conversion of the 2011 Convertible Bonds (Note 28(iii)) +8,477 +Final dividend for 2013 (Note 13) +Interim dividend for 2014 (Note 13) +Appropriation (Note (a)) +Contributions to subsidiaries from non-controlling interests +Distributions to non-controlling interests +Total contributions by and distributions to owners +1.715 +1,715 +Wang Yupu +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +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. +125 +175 +175 +175 +175 +300 +300 +300 +300 +││││」│││」││││- │------]]][གླུ[གླུ[གླུ| +111118 +67 +249 +170 +67 +252 +170 +67 +252 +170 +67 +272 +186 +Total +RMB'000 +RMB'000 +Supervisors' fee +Directors'/ +2015 +Retirement +scheme +contributions +RMB'000 +Bonuses +RMB'000 +125 +125 +125 +125 +Kang Mingde (iv) +Total +Independent supervisors +508 +19 +408 +81 +Chen Mingzheng (iii) +Zhou Shiliang (iii) +Li Xinjian (iii) +257 +552 +552 +552 +[1]][1]8 8 8。1「11[1 +37 +RMB'000 +102 +62 +288 +202 +62 +288 +202 +62 +288 +202 +Yu Renming +Wang Yajun (iii) +Xu Bin (iii) +Geng Limin (iii) +Zou Huiping +Jiang Zhenying +Zhou Hengyou (iii) +Liu Zhongyun (iii) +125 +118 +1,501 +benefits in kind +Salaries, +Adjustment of prior years +Write-down of deferred tax assets +17,571 +12,613 +1,022 +279 +114 +75 +1,595 +828 +Tax effect of tax losses not recognised +(27) +(235) +622 +391 +Effect of difference between income taxes at foreign operations tax rate and the PRC statutory tax rate (ii) +Tax effect of utilisation of previously unrecognised tax losses and temporary differences +(1,722) +(1,033) +Tax effect of preferential tax rate (i) +(1,126) +(2,549) +Tax effect of non-taxable income +717 +788 +Tax effect of non-deductible expenses +65,504 +16,376 +2014 +RMB million +RMB million +56,277 +14,069 +Expected PRC income tax expense at a statutory tax rate of 25% +Actual income tax expense +Note: +(i) 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. +(ii) It is mainly due to 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. +subsidiary +undertaking +or receivable in +respect of a +person's services +as a director, +whether of the +Company or its +Emoluments paid +Emoluments paid or receivable in respect of +director's other services in connection with the +management of the affairs of the Company or its +subsidiary undertaking +Liu Yun (iii) +Supervisors +Guoming (ii) +Chen Xiaojin (ii) +Ma Weihua (ii) +Bao +Fan Gang (ii) +Tang Min (ii) +Andrew Y. Yan +Jiang Xiaoming +Independent non-executive directors +Cao Yaofeng (i) +allowances and +Zhang Yaocang (i) +Jiao Fangzheng (i) +Wang Yupu (i) +Li Chunguang +Zhang Jianhua +Wang Zhigang +Dai Houliang +Zhang Haichao (i) +Directors +Name +The emoluments of every director and supervisor is set out below: +(a) Directors' and supervisors' emoluments +11 DIRECTORS' AND SUPERVISORS' EMOLUMENTS +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +156 +Financial Statements (International) +155 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Fu Chengyu (i) +2,399 +510 +1,325 +(ii) Mr. Chen Xiaojin, Mr. Ma Weihua and Ms. Bao Guoming ceased being independent non-executive directors from 27 May 2015; Mr. Tang Min and Mr. Fan Gang were +elected as independent non-executive directors from 27 May 2015. +(i) Mr. Fu Chengyu, Mr. Zhang Yaocang and Mr. Cao Yaofeng ceased being directors from 27 May 2015; Mr. Wang Yupu, Mr. Zhang Haichao and Mr. Jiao Fangzheng were +elected as directors from 27 May 2015. +7,643 +1,500 +456 +- +598 +540 +560 +553 +300 +300 +300 +300 +300 +300 +300 +300 +300 +300 +969 +975 +975 +973 +3,408 +2,279 +57 +329 +212 +(iii) Mr Xu Bin, Mr. Geng Limin, Mr. Li Xinjian, Mr. Zhou Shiliang and Mr. Chen Mingzheng ceased being supervisors from 27 May 2015; Mr. Liu Zhongyun, Mr. Zhou +Hengyou and Mr. Wang Yajun were elected as supervisors from 27 May 2015. Mr. Liu Yun ceased being director and was elected as supervisor from 27 May 2015. +(iv) Mr. Kang Mingde ceased being independent supervisor from 27 May 2015. +(v) Mr. Wang Tianpu ceased being non-executive director and vice chairman from 27 April 2015, and received no emoluments from the company during the year 2014 +and 2015; Mr. Cai Xiyou ceased being Chairman, member of Strategy Committee and Senior Vice President from 24 October 2014, and emoluments received from the +company during the year 2015 and 2014 were RMB nil and RMB 867,000, respectively. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +157 +158 +Pursuant to the shareholders' approval at the Annual General Meeting on 9 May 2014, a final dividend of RMB 0.15 per share totaling RMB 17,519 +million in respect of the year ended 31 December 2013 was declared and paid on 19 June 2014. +Pursuant to the shareholders' approval at the Annual General Meeting on 27 May 2015, a final dividend of RMB 0.11 per share totaling RMB 13,318 +million according to total shares of 18 June 2015 was approved. All dividends have been paid in the year ended 31 December 2015. +17,519 +13,318 +RMB million +RMB million +2014 +2015 +approved and paid during the year of RMB 0.11 per share (2014: RMB 0.15 per share) +Final cash dividends in respect of the previous financial year, +Pursuant to a resolution passed at the director's meeting on 29 March 2016, final dividends in respect of the year ended 31 December 2015 of +RMB 0.06 (2014: RMB 0.11) per share totaling RMB 7,264 million (2014: RMB 13,318 million) were proposed for shareholders' approval at the +Annual General Meeting. Final cash dividend proposed after the balance sheet date has not been 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 year represent: +Pursuant to the Company's Articles of Association and a resolution passed at the Directors' meeting on 26 August 2015, the directors authorised to +declare the interim dividends for the year ending 31 December 2015 of RMB 0.09 (2014: RMB 0.09) per share totaling RMB 10,896 million (2014: +RMB 10,512 million). Dividends were paid on 23 September 2015. +23,830 +57 +18,160 +10,896 +7,264 +RMB million +RMB million +2014 +2015 +Dividends declared and paid during the year of RMB 0.09 per share (2014: RMB 0.09 per share) +Dividends declared after the balance sheet date of RMB 0.06 per share (2014: RMB 0.11 per share) +Dividends payable to owners of the Company attributable to the year represent: +13 DIVIDENDS +For the year ended 31 December 2015, the five highest paid individuals in the Company included nil directors and five senior management. The +emolument paid to each of the five senior management was below RMB 1,000 thousand. The total amount of the five senior management's salaries, +wages and other benefits was RMB 2,877 thousand, and the total amount of their retirement scheme contributions was RMB 307 thousand. For the +year ended 31 December 2014, all the five highest paid individuals in the Company were directors whose emoluments were disclosed in Note 11. +12 SENIOR MANAGEMENT'S EMOLUMENTS +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +Financial Statements (International) +10,512 +13,318 +284 +199 +41 +Chen Mingzheng +Zhou Shiliang +Zou Huiping +Li Xinjian +Geng Limin +Xu Bin +Supervisors +Bao Guoming +Andrew Y. Yan +Jiang Xiaoming +Ma Weihua +Chen Xiaojin +Independent non-executive directors +Liu Yun +Jiang Zhenying +Dai Houliang +Fu Chengyu +Zhang Yaocang +Li Chunguang +Zhang Jianhua +Wang Zhigang +Directors +Name +The emoluments of every director and supervisor is set out below: (Continued) +(a) Directors' and supervisors' emoluments (Continued) +11 DIRECTORS' AND SUPERVISORS' EMOLUMENTS (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +486 +489 +489 +525 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +5,735 +Cao Yaofeng +Profit before taxation +Yu Renming +Kang Mingde +327 +192 +57 +284 +212 +61 +61 +1212221 +542 +366 +548 +366 +548 +366 +Independent supervisors +546 +Total +RMB'000 +RMB'000 +Supervisors' fee +Directors'/ +2014 +Retirement +scheme +contributions +RMB'000 +Bonuses +RMB'000 +RMB'000 +benefits in kind +Salaries, +allowances and +subsidiary +undertaking +Emoluments paid +or receivable in +respect of a +person's services +as a director, +whether of the +Company or its +Emoluments paid or receivable in respect of +director's other services in connection with the +management of the affairs of the Company or its +subsidiary undertaking +Notes: +Total +366 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +2015 +17,571 +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) 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. +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. +(iii) 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. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +149 +Financial Statements (International) +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +2 SIGNIFICANT ACCOUNTING POLICIES (Continued) +(o) 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(o) (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(o) (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 disposal 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 disposal, 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, 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. +(p) 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. +(q) 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. +Financial Statements (International) +150 Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +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. +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). +If a hedge of a forecast transaction subsequently results in the recognition of a non-financial asset, 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. +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. +7,634 +49,599 +RMB million +2014 +2015 +Other +Resources tax (iv) +Education surcharge +City construction tax (iii) +Special oil income levy (ii) +Consumption tax (i) +7 TAXES OTHER THAN INCOME TAX +48,496 +7,835 +RMB million +for the year ended 31 December 2015 +Contributions to retirement schemes (Note 35) +61 +49 +44 +40 +87 +64 +2014 +RMB million +14,052 +RMB million +14,382 +for the year ended 31 December 2015 +2 SIGNIFICANT ACCOUNTING POLICIES (Continued) +(m) Offsetting financial instruments +Financial assets and liabilities are presented respectively in the consolidated balance sheet, without any offset. However, they are offset and +reported in the balance sheet when satisfied the following: (1) There is a legally enforceable right to offset the recognised amounts. (2) There +is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be +contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of +the Company or the counterparty. +(n) Hedging +(i) Cash flow hedges +Salaries, wages and other benefits +56,331 +2 SIGNIFICANT ACCOUNTING POLICIES (Continued) +(i) Convertible bonds that contain an equity component +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. +(bb)Dividends +Dividends and distributions of profits proposed in the profit appropriation plan which will be authorized and declared after the balance sheet +date, are not recognised as a liability at the balance sheet date and are separately disclosed in the notes to the financial statements. Dividends +are recognised as a liability in the period in which they are declared. +(cc) Segment reporting +Operating segments, and the amounts of each segment item reported in the consolidated 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. +3 TURNOVER +Turnover primarily represents revenue from the sales of crude oil, natural gas, petroleum and chemical products. +Financial Statements (International) +152 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +4 OTHER OPERATING REVENUES +Sale of materials, service and others +Rental income +5 SELLING, GENERAL AND ADMINISTRATIVE EXPENSES +The following items are included in selling, general and administrative expenses: +Operating lease charges +Auditors' remuneration: +- audit services +Impairment losses: +- trade accounts receivable +- other receivables +6 PERSONNEL EXPENSES +2015 +RMB million +2014 +RMB million +41,508 +963 +42,471 +43,611 +(aa) Income tax +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. +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 35. +Operating lease payments are charged to the consolidated income statement on a straight-line basis over the period of the respective leases. +(z) Employee benefits +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 (Note 28(iii)). +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. +(s) 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. +(t) 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. +(r) Convertible bonds +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. +151 +Financial Statements (International) +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +2 SIGNIFICANT ACCOUNTING POLICIES (Continued) +(u) 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. +(v) Repairs and maintenance expenditure +Repairs and maintenance expenditure is expensed as incurred. +(w) 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 reliably estimated. As facts concerning environmental contingencies become known to the Group, the Group reassesses its position both with +respect to accrued liabilities and other potential exposures. +(x) 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 5,648 million for the year ended 31 December 2015 (2014: RMB 5,623 million). +(y) Operating leases +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +57,233 +2015 +RMB million +198,754 +9 INTEREST EXPENSE +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +(ii) Impairment losses on long-lived assets for the year ended 31 December 2015 primarily represent impairment losses recognised in the exploration and production +("E&P") segment of RMB 4,864 million (2014: RMB 2,436 million) and for the chemicals segment of RMB 142 million (2014: RMB 1,106 million) (Note 16), most of +which are impairment losses on property, plant and equipment. The primary factor resulting in the E&P segment impairment losses was unsuccessful development +drilling and high operating and development costs for certain oil fields. The carrying values of these E&P properties were written down to recoverable amounts which +were determined based on the present values of the expected future cash flows of the assets using a pre-tax discount rate 10.80% (2014: 10.13%). The assets in the +chemicals segment were written down mainly due to the suspension of operations of certain production facilities. +(i) Government grants for the years ended 31 December 2015 and 2014 primarily represent financial appropriation income and non-income tax refunds received from +respective government agencies without conditions or other contingencies attached to the receipts of the grants. +(153) +(98) +(225) +(193) +(3,619) +(5,146) +(110) +(90) +(125) +(112) +7 +870 +3,281 +(1,622) +2,260 +165 +2014 +RMB million +RMB million +5,129 +(721) +2015 +Note: +Others +Impairment losses on long-lived assets (ii) +Fines, penalties and compensations +Net realised and unrealised gain on derivative financial instruments not qualified as hedging +Donations +Loss on disposal of property, plant, equipment and other non-currents assets, net +Ineffective portion of change in fair value of cash flow hedges +Interest expense incurred +Less: Interest expense capitalised* +Accretion expenses (Note 31) +Interest expense +12,613 +(1,792) +(1,343) +18,341 +1,022 +13,677 +279 +RMB million +RMB million +2014 +2015 +11,218 +0.7% to 7.1% +1,008 +10,210 +2.6% to 5.9% +8,133 +Government grant (i) +1,081 +(1,221) +(1,719) +11,929 +RMB million +RMB million +8,273 +2014 +2015 +Deferred taxation (Note 27) +- Adjustment of prior years +- Provision for the year +Current tax +Tax expense in the consolidated income statement represents: +10 TAX EXPENSE +* Interest rates per annum at which borrowing costs were capitalised for construction in progress +7,052 +OTHER OPERATING EXPENSE, NET +8 +(iv) The resources tax rate has been raised from 5% to 6% from 1 December 2014. +Effective from +29 November 2014 +RMB/Ton +Effective from +1 January 2009 +RMB/Ton +Solvent oil +Naphtha +Diesel +Products +Gasoline +(i) Consumption tax was levied based on sales quantities of taxable products, tax rate of products is presented as below: +Note: +7 TAXES OTHER THAN INCOME TAX (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +154 +Financial Statements (International) +Financial Statements (International) +Effective from +13 December 2014 +RMB/Ton +153 +191,202 +236,343 +1,089 +851 +7,245 +4,853 +10,210 +13,684 +13,753 +18,195 +22,187 +6 +136,718 +2014 +RMB million +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Reconciliation between actual income tax expense and the expected income tax expense at applicable statutory tax rates is as follows: +Effective from +13 January 2015 +1,388.00 +(iii) City construction tax is levied on an entity based on its total paid amount of value-added tax, consumption tax and business tax. +(ii) In accordance with PRC rules and regulations, the threshold above which special oil income levy was imposed (with the five-level progressive tax rates varying from +20% to 40% remaining) has been raised from USD 55 per barrel to USD 65 per barrel from 1 January 2015. +1,495.20 +1,370.60 +1,218.00 +1,116.50 +954.10 +1,171.24 +812.00 +996.80 +1,711.52 +1,576.40 +1,261.12 +1,126.00 +Jet fuel oil +Fuel oil +RMB/Ton +Lubricant oil +1,794.80 +1,435.84 +1,282.00 +2,105.20 +1,939.00 +1,551.20 +1,385.00 +1,411.20 +1,293.60 +1,105.44 +940.80 +2,109.76 +1,943.20 +1,554.56 +1,948.64 +662 +44,273 +2015 +Zhongtian Synergetic +Energy (ii) +2015 +2014 +RMB million RMB million +Development Company +Planning, development and Equity method +operation of the Chemical +Shanghai +PRC +Limited ("Shanghai Chemical") +Industry Park in +Shanghai, the PRC +Caspian Investments Resources +50.00 +Ltd. ("CIR") (i) +Crude oil and natural gas +extraction +Equity method +British Virgin +Islands +The Republic +of Kazakhstan +38.26 +Shanghai Chemical Industry Park +("Zhongtian Synergetic Energy") +chemical products +("Sinopec Finance") +financial services +China Aviation Oil Supply Company +29.00 +Limited ("China Aviation Oil") +Marketing and distribution Equity method +of refined petroleum +Beijing +Sinopec Finance +PRC +Zhongtian Synergetic Energy +38.75 +Manufacturing of coal- +Equity method +Inner Mongolia +PRC +Company Limited +products +Summarised financial information and reconciliation to their carrying amounts in respect of the Group's principal associates: +Zhongtian Synergetic Energy +China Aviation Oil +4,996 +37,571 +15,849 +2,693 +2,819 +7,768 +Current liabilities +4,826 +(147,952) +(4,717) +(11,051) +(16,536) +(7,538) +(404) +(640) +(1,305) +(105,289) +PRC +2,466 +6,833 +Shanghai Chemical +31 December +2015 +RMB million +Current assets +Non-current assets +154,437 +15,739 +2,487 +31 December 31 December +2014 +2015 +RMB million RMB million +108,999 +8,240 +14,992 +5,220 +31 December 31 December 31 December +2015 +2014 +RMB million RMB million +31 December +2015 +RMB million +2014 +RMB million +CIR (i) +31 December +2015 +RMB million +13,816 +10,168 +31 December +2014 +RMB million +Non-current liabilities +Beijing +Provision of non-banking +177,667 +As at 31 December 2015, the amount of capitalised cost of exploratory wells included in construction in progress related to the exploration and +production segment was RMB 16,772 million (2014: RMB 19,286 million). The geological and geophysical costs paid during the year ended 31 +December 2015 were RMB 4,347 million (2014: RMB 5,028 million). +18 GOODWILL +Cost +Less: Accumulated impairment losses +Impairment tests for cash-generating units containing goodwill +Goodwill is allocated to the following Group's cash-generating units: +Sinopec Beijing Yanshan Petrochemical Branch +("Sinopec Yanshan") +Sinopec Zhenhai Refining and Chemical Branch +("Sinopec Zhenhai") +Sinopec (Hong Kong) Limited +Multiple units without individually significant goodwill +Principal activities +Manufacturing of intermediate petrochemical +products and petroleum products +Manufacturing of intermediate petrochemical +products and petroleum products +Trading of petrochemical products +5 +(1,058) +(10) +(111) +(1,009) +90 +152,276 +149,830 +Transferred to property, plant and equipment +Acquisitions +Dry hole costs written off +Reclassification to lease prepayments and other long-term assets +Impairment losses for the year +14,162 +31 December +2015 +(6,099) +(119,282) +(130,151) +(5,600) +(10,154) +Disposals +Exchange adjustments +Balance at 31 December +(5,587) +RMB million +13,928 +(7,657) +6,271 +Financial Statements (International) +Financial Statements (International) +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +19 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 are as follows: +161 +Principal +Name of company +Sinopec Finance Company Limited +interests +49.00 +Principal activities +Measurement +method +Country of +incorporation +place of +business +% of ownership +Equity method +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +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 10.7% to 11.3% (2014: 10.0% +to 10.9%). Cash flows beyond the one-year period are maintained constant. Based on the estimated recoverable amount, no impairment loss was +recognised. +31 December +2014 +RMB million +13,938 +(7,657) +6,281 +31 December +2015 +RMB million +31 December +2014 +RMB million +1,157 +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. +1,157 +4,043 +853 +853 +218 +6,271 +228 +6,281 +4,043 +106,620 +(114) +(321) +(98) +887 +348 +Cash flow hedges +258 +413 +258 +413 +Accruals +2,883 +1,755 +2,883 +1,755 +Receivables and inventories +Current +250 +887 +Non-current +Property, plant and equipment +(4) +282 +282 +7 +Available-for-sale securities +Embedded derivative component of +3,474 +5,883 +RMB million +(8,635) +(16,387) +(17,340) +7,752 +3,474 +5,883 +the convertible bonds +Tax losses carried forward +8,209 +(9,131) +2014 +2015 +RMB million +Net balance +31 December +2015 +Derivative financial instruments +Value-added input tax to be deducted +Advances to suppliers +Receivables +26 PREPAID EXPENSES AND OTHER CURRENT ASSETS +for the year ended 31 December 2015 +RMB million +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +167 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +The cost of inventories recognised as an expense in the consolidated income statement amounted to RMB 1,565,205 million for the year ended +31 December 2015 (2014: RMB 2,404,093 million). It includes the write-down of inventories of RMB 3,687 million (2014: RMB 3,327 million) and +the reversal of write-down of inventories made in prior years of RMB 34 million (2014: RMB 136 million), which were recorded in purchased crude +oil, products and operating supplies and expenses in the consolidated income statement. The write-down of inventories of RMB 2,931 million for +the year ended 31 December 2015 (2014: RMB 1,327 million) was realised primarily with the sales of inventories. The write-down of inventories is +mainly related to the work in progress in the refining segment and finished goods in the marketing segment, which was mainly due to decline of +petroleum products price at the end of the year. +(3,603) +188,223 +(4,402) +145,498 +Less: Allowance for diminution in value of inventories +Financial Statements (International) +3 +31 December +RMB million +Deferred tax liabilities +31 December +2015 +RMB million +31 December +2014 +RMB million +31 December 31 December 31 December +2014 +RMB million +Deferred tax assets +Deferred tax assets and deferred tax liabilities before offset are attributable to the items detailed in the table below: +27 DEFERRED TAX ASSETS AND LIABILITIES +31 December +2015 +RMB million +2014 +57,027 +7,875 +51,275 +22,684 +20,299 +3,780 +2,919 +17,941 +20,182 +12,622 +(104) +Others +98 +16,706 +7,438 +6,657 +15,796 +12,796 +3,795 +3,602 +10,007 +Net assets attributable to +non-controlling interests +984 +877 +Share of net assets from associates +10,834 +9,113 +2,157 +18,598 +22,110 +of the Company +Net assets attributable to owners +(227) +(15,407) +(2,348) +(981) +(1,043) +(1,282) +Net assets +1,998 +22,110 +8,422 +7,534 +15,796 +12,796 +3,795 +3,602 +10,007 +18,598 +6,121 +4,958 +1,121 +2014 +RMB million +RMB million +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +168 +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 year ended 31 December 2015, write-down of deferred tax assets +amounted to RMB 75 million (2014: RMB 114 million). +At 31 December 2015, certain subsidiaries of the Company did not recognise deferred tax of deductible loss carried forward of RMB 19,338 million +(2014: RMB 17,085 million), of which RMB 4,080 million (2014: RMB 6,996 million) was incurred for the year ended 31 December 2015, because +it was not probable that the future taxable profits will be realised. These deductible losses carried forward of RMB 3,299 million, RMB 3,777 million, +RMB 2,634 million, RMB 5,548 million and RMB 4,080 million will expire in 2016, 2017, 2018, 2019, 2020 and after, respectively. +Sinopec Finance +2015 +(841) +(16,470) +7 +40 +(79) +(58) +(17,496) +15,629 +86 +(790) +Deferred tax assets/(liabilities) +Year ended 31 December +19 INTEREST IN ASSOCIATES (Continued) +1,043 +5,004 +Carrying Amounts +10,834 +9,113 +2,157 +1,998 +Summarised statement of comprehensive income +6,121 +1,121 +1,043 +5,004 +162 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +4,958 +191,826 +160,630 +RMB million +177,667 +133 +After tax effect of net loss on embedded derivative +components of the 2007 Convertible Bonds and the 2011 Convertible Bonds +After tax effect of employee share option scheme of Shanghai Petrochemical +Profit attributable to ordinary owners of the Company (diluted) +1 +(2) +32,436 +46,600 +(ii) Weighted average number of shares (diluted) +Weighted average number of shares at 31 December +Effect of conversion of the 2007 Convertible Bonds +Weighted average number of shares (diluted) at 31 December +2015 +Number +of shares +120,852,547,200 +2014 +Number +of shares +116,822,487,451 +419,909,259 +120,852,547,200 117,242,396,710 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +46,466 +32,438 +RMB million +RMB million +778 +(641) +137 +(10,672) +1,406 +(9,266) +Note: +159 +(i) The Group sold its shares of China Gas Holdings Limited in August 2014, which was accounted for as available-for-sale financial assets prior to the transaction and +the accumulated unrealised gain in other comprehensive income of RMB 2,317 million was reclassified to the investment income at the completion of this transaction. +The calculation of basic earnings per share for the year ended 31 December 2015 is based on the profit attributable to ordinary owners of +the Company of RMB 32,438 million (2014: RMB 46,466 million) and the weighted average number of shares of 120,852,547,200 (2014: +116,822,487,451) during the year. +The calculation of diluted earnings per share for the year ended 31 December 2015 is based on the profit attributable to ordinary owners of the +Company (diluted) of RMB 32,436 million (2014: RMB 46,600 million) and the weighted average number of shares of 120,852,547,200 (2014: +117,242,396,710) calculated as follows: +(i) Profit attributable to ordinary owners of the Company (diluted) +Profit attributable to ordinary owners of the Company +After tax effect of interest expenses (net of exchange gain) of the 2007 +Convertible Bonds and the 2011 Convertible Bonds +2015 +2014 +15 BASIC AND DILUTED EARNINGS PER SHARE +Financial Statements (International) +160 +Financial Statements (International) +Reclassifications +Contribution to joint ventures +440 +2,984 +3,424 +390 +(6) +Acquisitions +(384) +(190) +(242) +Reclassification to lease prepayments and other long-term assets +(1,822) +(13) +(18,854) +(20,689) +(52) +Other comprehensive income +130,151 +50,130 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +16 PROPERTY, PLANT AND EQUIPMENT +Plants and +buildings +RMB million +Oil and gas +properties +RMB million +Equipment, +machinery +and others +RMB million +Total +RMB million +Cost: +73,857 +Balance at 1 January 2014 +Transferred from construction in progress +96,787 +40 +515,701 +3,309 +768,102 +579 +1,380,590 +3,928 +6,164 +Additions +Disposals +(514) +2,268 +(47) +218 +Amounts transferred to initial carrying +amount of hedged items +(1,354) +223 +(1,131) +(1,013) +181 +(832) +Reclassification adjustments for amounts transferred +to the consolidated income statement +2,273 +(455) +1,818 +265 +2,476 +(405) +2,881 +for the year ended 31 December 2015 +14 OTHER COMPREHENSIVE INCOME +2015 +2014 +Before tax +amount +RMB million +Tax +effect +RMB million +(4,710) +Net of tax +amount +RMB million +Tax +effect +Net of tax +RMB million +amount +RMB million +Cash flow hedges: +Effective portion of changes in fair value of hedging +instruments recognised during the year +Before tax +amount +RMB million +839 +(3,871) +Net movement during the year recognised in +(1,738) +Net movement during the year recognised +in other comprehensive income +66 +(4) +62 +(1,658) +579 +433 +Share of other comprehensive loss of associates +and joint ventures +Foreign currency translation differences +(5,356) +2,268 +(5,356) +(3,042) +(3,042) +(1,225) +(514) +(2,317) +Amounts transferred to the consolidated +other comprehensive income +3,800 +(637) +3,163 +(5,458) +973 +(4,485) +income statement (i) +Available-for-sale securities: +66 +(4) +62 +659 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +(146) +513 +Changes in fair value recognised during the year +RMB million +(863) +(12,924) +4,213 +130 +4,375 +Reclassifications +679 +(766) +87 +Contribution to associates and joint ventures +(4) +(4) +Reclassification to lease prepayments and other long-term assets +(68) +(2) +(86) +(156) +32 +Impairment losses for the year +87,806 +44,078 +69 +4 +75 +Balance at 31 December 2014 +40,165 +329,267 +410,523 +Written back on disposals +779,955 +40,165 +329,267 +410,523 +779,955 +Depreciation for the year +3,528 +40,200 +Balance at 1 January 2015 +(278) +(65) +(6,518) +402,655 +703,485 +Balance at 31 December 2015 +63,217 +238,943 +430,417 +732,577 +239,905 +The additions to oil and gas properties of the Group for the year ended 31 December 2015 included RMB 2,899 million (2014: RMB 3,309 million) +of estimated dismantlement costs for site restoration (Note 31). +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +17 CONSTRUCTION IN PROGRESS +2015 +2014 +Balance at 1 January +Additions +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +2 +60,925 +669,595 +(6,861) +Exchange adjustments +40 +1,344 +66 +1,450 +Balance at 31 December 2015 +Balance at 31 December 2014 +44,098 +448,276 +866,565 +Net book value: +Balance at 1 January 2014 +59,107 +227,107 +383,381 +374,191 +(69) +Exchange adjustments +(11,441) +4,928 +39,949 +74,405 +3,727 +119,282 +Reclassifications +1,780 +(1,008) +(772) +Contribution to associates and joint ventures +(4) +(8) +(12) +Reclassification to lease prepayments and other long-term assets +(380) +(1,170) +Transferred from construction in progress +560 +2,899 +268 +(13,856) +Exchange adjustments +6 +120 +8 +134 +Balance at 31 December 2014 +(1,550) +101,090 +813,178 +Balance at 1 January 2015 +101,090 +569,172 +813,178 +1,483,440 +1,483,440 +Additions +569,172 +Disposals +(479) +(79) +Impairment losses for the year +21 +2,436 +971 +710,995 +83,129 +3,428 +Reclassifications +130 +41,513 +(2) +Reclassification to lease prepayments and other long-term assets +(317) +(8) +(5,117) +Written back on disposals +(732) +(57) +(128) +(5,442) +(12,230) +38,235 +Depreciation for the year +(7,657) +(8,215) +Exchange adjustments +112 +2,201 +Balance at 31 December 2015 +107,315 +3,381 +613,134 +2,470 +1,599,142 +Accumulated depreciation: +Balance at 1 January 2014 +37,680 +288,594 +384,721 +157 +878,693 +2014 +RMB million +149,900 +1,551 +(3,662) +(3,320) +(5,080) +(1,363) +(4,019) +(3,113) +(37,939) +(40,192) +Total non-current liabilities +(1,253) +(3,662) +(3,320) +(2,175) +(1,337) +(910) +(1,933) +Net assets +12,723 +12,231 +4,367 +2,846 +3,106 +14,628 +13,814 +12,231 +12,723 +(978) +of the company +16,776 +6,088 +4,367 +2,948 +3,217 +14,628 +13,814 +Net assets attributable to owners +Other non-current liabilities. +(680) +(2,905) +(1,742) +(1,088) +(2,235) +(1,864) +(3,160) +(7,886) +Other current liabilities +(767) +(272) +(2,315) +(3,318) +(2,005) +(3,362) +Current financial liabilities (ii) +Current liabilities +13,078 +(1,228) +6,088 +(860) +Total current liabilities +(26) +(4,019) +(3,113) +(37,029) +(39,214) +Non-current financial liabilities (iii) +Non-current liabilities +(851) +(1,123) +(767) +(2,970) +(3,403) +(5,553) +(3,869) +(3,160) +(11,248) +(860) +9,702 +16,776 +non-controlling interests +22,191 +15,430 +31,823 +Turnover +RMB million +RMB million +RMB million +RMB million +RMB million +RMB million +RMB million +RMB million +RMB million +2014 +CIR (v) +2015 +10,725 +18.183 +1,876 +3,781 +9 +26 +29 +13 +Interest income +(2,632) +8,366 +2014 +1,821 +(1,248) +(782) +(1,501) +(1,279) +(15,649) +(2,312) +(1,915) +Depreciation, depletion and amortisation +(1,870) +2015 +2014 +2015 +85 +814 +729 +Other (iv) +8,388 +3,044 +2,184 +616 +1,395 +5,851 +5,526 +4,587 +4,771 +Share of net assets from joint ventures +102 +111 +1,522 +Net assets attributable to +Carrying Amounts +4,587 +2014 +2015 +2015 +Mansarovar +Taihu +BASF-YPC +YASREF +4,771 +Year ended 31 December +9,004 +3,129 +2,184 +2,209 +2,251 +5,851 +5,526 +Summarised statement of comprehensive income +31 +7,433 +5,662 +(ii) The main asset of Zhongtian Synergetic Energy was under construction during the year ended 31 December 2015. +(i) In August 2015, one of the subsidiaries of Sinopec Group Company completed the acquisition from LUKOIL OVERSEAS WEST PROJECT Ltd. a 50% equity interests in +CIR and revised CIR's Articles of Association subsequently. According to the revised CIR's Articles of Association, the Group retained significant influences over CIR. As +a result, the Group reclassified the investment interest in CIR from joint ventures to associates. The summarized statement of comprehensive income represents the +operating result for the period from the date when the Group reclassified the investment in joint ventures to interest in associates to 31 December 2015. +The share of profit and other comprehensive loss for the year ended 31 December 2015 in all individually immaterial associates accounted for using +equity method in aggregate was RMB 1,108 million (2014: RMB 1,209 million) and RMB 632 million (2014: RMB 57 million) respectively. As at +31 December 2015, the carrying amount of all individually immaterial associates accounted for using equity method in aggregate was RMB 14,415 +million (2014: RMB 15,007 million). +Note: +(2,009) +(249) +14 +Share of other comprehensive income/(loss) +from associates +(45) +85 +90 +318 +495 +1,236 +1,707 +20 INTEREST IN JOINT VENTURES +The Group's principal interests in joint ventures are as follows: +% of ownership +Name of entity +and distribution of +petrochemical products +Crude oil and natural +49.00 +Taihu Limited ("Taihu") +("BASF-YPC") +PRC +PRC +Equity method +11 +Principal +place of +business +Saudi Arabia +Measurement +method +Equity method +Principal activities +Petroleum refining and +processing business +Manufacturing +40.00 +BASF-YPC Company Limited +Company Ltd. (“YASREF”) (i) +interests +37.50 +Yanbu Aramco Sinopec Refining +Country of +incorporation +Saudi Arabia +16 +309 +336 +115,725 +78,623 +2,706 +2,533 +Share of profit/(loss) from associates +Total comprehensive income/(loss) +Dividends declared by associates +Other comprehensive income/(loss) +1 +Profit/(loss) for the year +RMB million +RMB million +2015 +2014 +2015 +RMB million +CIR (i) +Shanghai Chemical +Turnover +gas extraction +1 +3,484 +(4,107) +222 +236 +1,097 +2,248 +2,014 +3,512 +687 +(4,017) +28 +(90) +222 +236 +1,097 +2,248 +2,522 +(508) +7,995 +Mansarovar Energy Colombia Ltd. +Crude oil and natural +5,879 +4,765 +1,446 +5,965 +Other current assets +4,873 +580 +262 +117 +78 +1,112 +488 +2,662 +4,171 +Cash and cash equivalents +2,243 +2,886 +759 +328 +17,209 +15,543 +49,222 +54,027 +Non-current assets +6,754 +908 +Current assets +1,021 +2,321 +6,991 +5,253 +4,108 +10,136 +Total current assets +1,881 +3,003 +RMB million +RMB million +RMB million +31 December +2014 +2015 +31 December +YASREF +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +20 INTEREST IN JOINT VENTURES (Continued) +163 +gas extraction +("Mansarovar") +Colombia +British Bermuda +Russia +Cyprus +Equity method +Equity method +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +50.00 +Summarised balance sheet and reconciliation to their carrying amounts in respect of the Group's principal joint ventures: +31 December 31 December +2015 +RMB million +RMB million +RMB million +RMB million +RMB million +RMB million +2014 +BASF-YPC +31 December +31 December +2014 +31 December +2015 +31 December +2014 +31 December +2015 +2014 +Taihu +Mansarovar +CIR +1,841 +64 +Interest expense +32,748 +RMB million +RMB million +2014 +2015 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +166 +Bills receivable +Trade accounts receivable, net +Less: Impairment losses for bad and doubtful debts +Amounts due from Sinopec Group Company and fellow subsidiaries +Amounts due from associates and joint ventures +Amounts due from third parties +24 TRADE ACCOUNTS RECEIVABLE AND BILLS RECEIVABLE +Net book value at 31 December +Balance at 31 December +15,840 +1,720 +17,038 +(61) +31 December +2014 +RMB million +2015 +31 December +6,673 +26,075 +26,097 +8,310 +Decreases +(17) +4,477 +1,643 +2,213 +6,673 +32,748 +34,407 +(130) +(6) +Additions +Balance at 1 January +Accumulated amortisation: +31 December +RMB million +31 December +2015 +Note: +Balance at 31 December +Others (i) +Long-term receivables from and prepayment to Sinopec Group Company and fellow subsidiaries +Prepayments for construction projects to third parties +2014 +Operating rights of service stations +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +Financial Statements (International) +165 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +49.136 +23 LONG-TERM PREPAYMENTS AND OTHER ASSETS +RMB million +RMB million +26,075 +Balance at 31 December +Decreases +Additions +Balance at 1 January +Cost: +Operating rights of service stations +The cost of operating rights of service stations is charged to expense on a straight-line basis over the respective periods of the rights. The movement +of operating rights of service stations is as follows: +26,097 +(i) Others mainly comprise prepaid operating lease charges over one year and catalyst expenditures. +67,791 +20,261 +20,946 +4,944 +2,989 +14,935 +17,759 +66,215 +10,725 +34,245 +18,672 +525 +(16) +6 +(57) +(38) +(15) +(13) +44 +40 +574 +530 +RMB million +2014 +2015 +RMB million +104,794 +530 +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 receivable 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. +25 INVENTORIES +71,959 +66,300 +22,728 +22,736 +95,298 +59,313 +RMB million +67,075 +2014 +2015 +31 December +31 December +Spare parts and consumables +Finished goods +Work in progress +Crude oil and other raw materials +RMB million +2 +13 +53 +24 TRADE ACCOUNTS RECEIVABLE AND BILLS RECEIVABLE (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +104,794 +67,075 +13,963 +10,949 +The ageing analysis of trade accounts and bills receivables (net of impairment losses for bad and doubtful debts) is as follows: +90,831 +(530) +(525) +91,361 +56,651 +5,290 +3,734 +20,188 +56,126 +65,883 +31 December +2015 +RMB million +2014 +36 +720 +715 +104,019 +66,311 +Balance at 31 December +Written off for the year +Others +31 December +Written back for the year +Balance at 1 January +Impairment losses for bad and doubtful debts are analysed as follows: +Over three years +Between two and three years +Between one and two years +Within one year +RMB million +Provision for the year +8 +12,275 +51.044 +Balance at 31 December +(182) +(2,661) +(232) +(1,890) +(3,168) +89 +279 +158 +492 +China Aviation Oil +2015 +RMB million +(3,164) +24 +290 +(5,373) +(2,633) +Dividends declared by joint ventures +470 +933 +Share of net (loss)/profit from joint ventures +12 +145 +(2,541) +(1,245) +277 +income/(loss) from joint ventures +Share of other comprehensive +738 +(123) +(128) +(1,090) +1,043 +1,287 +112 +63 +(92) +252 +(245) +503 +(256) +870 +641 +(1,847) +3,014 +3,455 +373 +214 +7 +(259) +(20) +(15) +(54) +(119) +(356) +(239) +(721) +(Loss)/profit before taxation +(1,582) +Tax expense +Other comprehensive income/(loss) +(2,180) +2,205 +2,722 +279 +158 +(246) +(252) +(Loss)/profit for the year +(367) +(333) +(809) +(733) +(94) +(56) +13 +Total comprehensive income/(loss) +(897) +Net book value: +32 +164 Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Balance at 31 December +10 +(247) +(1,509) +(1,324) +(536) +4,408 +543 +4,693 +3,125 +904 +1,835 +51,417 +59,861 +Exchange adjustments +63,319 +59,861 +Accumulated amortisation: +Balance at 1 January +3 +Exchange adjustments +(22) +(20) +Written back on disposals +(186) +(113) +Disposals +Reclassification to other assets +111 +Transferred from other long-term assets +1,504 +1,572 +Amortisation charge for the year +8,147 +10,725 +1,279 +Reclassification to other assets +Transferred from other long-term assets +Transferred from construction in progress +RMB million +261 +10,094 +Equity securities, listed and at quoted market price +Other investment, unlisted and at cost (i) +2014 +31 December +31 December +2015 +21 AVAILABLE-FOR-SALE FINANCIAL ASSETS +(v) The summarized statement of comprehensive income of CIR represents the operating result for the period from 1 January 2015 to the date when the Group reclassified +the investment interest in CIR from joint ventures to associates (note 19(i)). +RMB million +(iv) Other reflects the excess of consideration transferred over the net fair value of identifiable assets acquired and liabilities assumed as of the acquisition date. +(ii) Excluding trade accounts payable and other payables. +(i) Pursuant to the resolution passed at the Directors' meeting held on 31 October 2014 and the purchase agreement entered into with relevant vendors, the Group +completed the acquisition from the Sinopec Group Company a 37.5% equity interests in YASREF for a consideration of approximately USD 562 million (approximately +RMB 3,439 million) and also injected capital of approximately USD 199 million (approximately RMB 1,216 million) to YASREF on 31 December 2014. +Note: +The share of profit and other comprehensive loss for the year ended 31 December 2015 in all individually immaterial joint ventures accounted for +using equity method in aggregate was RMB 4,306 million (2014: loss RMB 122 million) and RMB 324 million (2014: RMB 239 million) respectively. +As at 31 December 2015, the carrying amount of all individually immaterial joint ventures accounted for using equity method in aggregate was RMB +28,586 million (2014: RMB 23,694 million). +20 INTEREST IN JOINT VENTURES (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +(iii) Excluding provisions. +Financial Statements (International) +183 +10,355 +Additions +Balance at 1 January +Cost: +2014 +RMB million +RMB million +2015 +22 LEASE PREPAYMENTS +714 +(i) The Group acquired 10% share of Public-Stock Company Sibur Holdings ( [Sibur]) for a consideration of USD 1,338 million (approximately RMB 8,725 million) in +December 2015. Sibur is registered in Russia, mainly engaged in business of natural gas processing and petrochemical products. +Note: +Other investment, unlisted and at cost, represents the Group's interests in privately owned enterprises which are mainly engaged in oil and natural +gas activities and chemical production. +868 +(29) +(29) +10,326 +Less: Impairment loss for investments +897 +The impairment losses relating to investments for the year ended 31 December 2015 amounted to nil (2014: nil). +63 +178 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +17,345 +2014 +RMB million +31 December +31 December +2015 +RMB million +4.29% per annum at 31 December 2015 +with maturities through 2031 +Interest rates ranging from 1.30% to +Interest rates at 2.60% per annum at 31 +with maturities through 2030 +6.15% per annum at 31 December 2015 +RMB denominated +Convertible bonds +USD denominated +Corporate bonds (ii) +RMB denominated +USD denominated +JPY denominated +23,001 +445 +461 +17,806 +Long-term loans from Sinopec Group Company and fellow subsidiaries +Total third parties' long-term debts +Less: Current portion +Convertible bonds with maturity +in 2017 (iii) +77,785 +88,121 +21,285 +22,621 +Interest rates ranging from 1.08% to +with maturities through 2043 +Fixed interest rates ranging from 1.25% to +56,500 +65,500 +with maturity through 2022 +5.68% per annum at 31 December 2015 +Fixed interest rates ranging from 3.30% to +1,103 +24,549 +4.25% per annum at 31 December 2015 +RMB denominated +Third parties' debts +Long-term bank loans +Interest rate and final maturity +EUR denominated +5 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +for the year ended 31 December 2015 +27 DEFERRED TAX ASSETS AND LIABILITIES (Continued) +Movements in the deferred tax assets and liabilities are as follows: +Balance at +Current portion of long-term loans +1 January 2014 +income +statement +RMB million +Recognised in +consolidated +Recognised +in other +comprehensive +income +RMB million +Others +RMB million +RMB million +RMB denominated +4 +236 +28 SHORT-TERM AND LONG-TERM DEBTS AND LOANS FROM SINOPEC GROUP COMPANY AND FELLOW SUBSIDIARIES (Continued) +Long-term debts represent: +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +170 +The Group's weighted average interest rates on short-term loans were 1.7% (2014: 1.9%) at 31 December 2015. +102,965 +178,148 +14 +115,446 +112 +186 +80 +50 +USD denominated +RMB denominated +192 +43,929 +16,721 +105,927 +119,055 +2,868 +130,446 +181,519 +13,575 +31 December +2014 +RMB million +10,348 +117,230 +RMB million +31 December +2015 +3,272 +Between 1 month and 6 months +Over 6 months +The aging analysis of trade accounts and bills payables are as follows: +Trade accounts and bills payables measured at amortised cost +Bills payable +Amounts due to Sinopec Group Company and fellow subsidiaries +Amounts due to associates and joint ventures +Amounts due to third parties +29 TRADE ACCOUNTS AND BILLS PAYABLES +As at 31 December 2015, the 2011 Convertible bonds have been fully converted or redeemed (2014: liability component RMB 13,433 million, derivative component +RMB 3,288 million). +Within 1 month or on demand +The changes in the fair value of the derivative component from 31 December 2014 to 31 December 2015 resulted in realised loss of RMB 259 million (2014: realised +loss of RMB 1,613 million and unrealised loss of RMB 2,997 million), which has been recorded in "finance costs" section of the consolidated income statement for the +year ended 31 December 2015. +198,366 +4,577 +202,943 +Interest payable +Salaries and welfare payable +30 ACCRUED EXPENSES AND OTHER PAYABLES +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +172 Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +202,943 +3,566 +134,012 +134,012 +5,030 +115,300 +13,682 +13,138 +184,697 +31 December +2014 +RMB million +RMB million +31 December +2015 +5,108 +Balance at +31 December 2014 +RMB million +From 1 January 2015 to 11 February 2015, the 2011 Convertible Bonds with a total nominal value of RMB 13,647 million were converted into 2,790,814,006 A shares +of the Company with a conversion price of 4.89 per share. As of 11 February 2015, the total share capital of the Company has been increased to 121,071,209,646 +shares. The unconverted convertible bonds amounted to RMB 52.78 million (527,760 convertible bonds). As at 17 February 2015, the Company has redeemed and +fully paid the unconverted portion at RMB 101.261 per convertible bond (including the accrued interest and interest tax accrued thereon). +During the term of the 2011 Convertible Bonds, if the closing price of the A Shares of the Company is not lower than 130% of the conversion price in at least fifteen +trading days out of any thirty consecutive trading days, the Company has the right to redeem all or part of the 2011 Convertible Bonds based on the nominal value +plus the accrued interest ("the terms of conditional redemption"). +(192) +112 +186 +(236) +Less: Current portion +annum at 31 December 2015 with maturities in 2016 +Interest rates of 1.93% per +USD denominated +44,300 +43,225 +with maturities through 2021 +6.15% per annum at 31 December 2015 +Interest rates ranging from interest free to +107,787 +95,446 +(11,268) +(10,481) +44,350 +As at 26 January 2015, the terms of conditional redemption of 2011 Convertible Bonds of the Company have been triggered for the first time. At the 22nd meeting +of the fifth session of the board of the Company (the "Board"), the Board has reviewed and approved the proposal for the redemption of 2011 Convertible Bonds, and +decided to exercise the right of redemption and to redeem all of the outstanding 2011 Convertible Bonds registered on 11 February 2015. +43,145 +150.932 +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. +(iii) On 1 March 2011, the Company issued convertible bonds due in 2017 with an aggregate principal amount of RMB 23 billion in the PRC (the “2011 Convertible +Bonds"). The 2011 Convertible Bonds were 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 A 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. +Note: (Continued) +28 SHORT-TERM AND LONG-TERM DEBTS AND LOANS FROM SINOPEC GROUP COMPANY AND FELLOW SUBSIDIARIES (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +139,746 +Financial Statements (International) +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +(ii) These corporate bonds are carried at amotised cost. US dollar denominated corporate bonds are guaranteed by Sinopec Group Company. +The Company issued 180-day corporate bonds of face value RMB 4 billion to corporate investors in the PRC debenture market on 31 December 2015 at par value of +RMB 100. The effective cost of the 180-day corporate bonds is 2.75% per annum. +The Company issued 182-day corporate bonds of face value RMB 16 billion to corporate investors in the PRC debenture market on 14 December 2015 at par value of +RMB 100. The effective cost of the 182-day corporate bonds is 2.90% per annum. +(i) The Company issued 180-day corporate bonds of face value RMB 10 billion to corporate investors in the PRC debenture market on 23 September 2015 at par value of +RMB 100. The effective cost of the 180-day corporate bonds is 2.99% per annum. +Note: +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. +171 +Payables for constructions +Current +5 +31 December 2015 +RMB million +RMB million +RMB million +income +Balance at +Others +in other +comprehensive +income +statement +RMB million +RMB million +1 January 2015 +Balance at +Recognised +Recognised in +consolidated +(841) +(182) +Current +Receivables and inventories +Accruals +Cash flow hedges +3,474 +Tax losses carried forward +(383) +(113) +(8,635) +Property, plant and equipment +Non-current +1,385 +250 +887 +413 +1,755 +3 +(1,131) +155 +258 +2,883 +(637) +1,792 +(3,836) +Net deferred tax liabilities +(21) +(42) +(8,390) +Property, plant and equipment +Non-current +887 +973 +(182) +(86) +(99) +357 +2,883 +(432) +3,315 +Cash flow hedges +Accruals +258 +2,398 +(8,635) +2,261 +7 +(6) +13 +Others +3 +433 +6 +Tax losses carried forward +(436) +282 +1,152 +(870) +convertible bonds +Embedded derivative component of the +3,474 +1,213 +Available-for-sale securities +11 +(9,131) +5,883 +Embedded derivative component of the +USD denominated +11,000 +4,868 +Current portion of long-term corporate bonds +51 +54 +54 +4,868 +163 +268 +5,613 +425 +7,855 +40,685 +11,824 +22,805 +5,559 +11,357 +RMB denominated +10,481 +93,126 +32,878 +HKD denominated +USD denominated +9,628 +10,806 +RMB denominated +11,000 +102,773 +Short-term loans +Loans from Sinopec Group Company and fellow subsidiaries +75,183 +71,517 +30,000 +Corporate bonds(i). +11,268 +43,693 +Receivables and inventories +63,915 +USD denominated +(282) +(1,010) +40 +33 +1,343 +(841) +Net deferred tax liabilities +7 +(790) +Others +1 +3 +Available-for-sale securities +(282) +- +282 +convertible bonds +(4) +31,036 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Financial Statements (International) +Japanese Yen ("JPY") denominated +RMB denominated +Current portion of long-term bank loans +Euro ("EUR") denominated +US Dollar ("USD") denominated +RMB denominated +Short-term bank loans +169 +Third parties' debts +31 December +2014 +31 December +2015 +RMB million +Short-term debts represent: +28 SHORT-TERM AND LONG-TERM DEBTS AND LOANS FROM SINOPEC GROUP COMPANY AND FELLOW SUBSIDIARIES +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +RMB million +Other payables +December 2015 with maturities in 2023 (which has +redeemed in January 2015) +Taxes other than income tax +302 +(vii) +497 +462 +(vii) +10,531 +10,618 +274 +(vii) +6,754 +(vi) +10,306 +10,878 +(v) +49,399 +37,444 +6,753 +(iv) +(viii) +132 +The directors of the Company are of the opinion that the above transactions with related parties were conducted in the ordinary course of +business and on normal commercial terms or in accordance with the agreements governing such transactions, and this has been confirmed by +the independent non-executive directors. +At 31 December 2015 and 2014, there was no guarantee given to banks by the Group in respect of banking facilities to related parties, except +for the guarantees disclosed in Note 33. +Included in the transactions disclosed above, for the year ended 31 December 2015 are: a) purchases by the Group from Sinopec Group +Company and fellow subsidiaries amounting to RMB 112,449 million (2014: RMB 138,170 million) comprising purchases of products and +services (i.e. procurement, transportation and storage, exploration and development services and production related services) of RMB 93,421 +million (2014: RMB 118,968 million), ancillary and social services provided by Sinopec Group Company and fellow subsidiaries of RMB 6,754 +million (2014: RMB 6,753 million), operating lease charges for land and buildings paid by the Group of RMB 10,618 million and RMB 462 +million (2014: RMB 10,531 million and RMB 497 million), respectively and interest expenses of RMB 1,194 million (2014: RMB 1,421 million); +and b) sales by the Group to Sinopec Group Company and fellow subsidiaries amounting to RMB 78,418 million (2014: RMB 98,620 million), +comprising RMB 78,184 million (2014: RMB 98,479 million) for sales of goods, RMB 207 million (2014: RMB 135 million) for interest income +and RMB 27 million (2014: RMB 6 million) for agency commission income. +The amounts set out in the table above in respect of the year ended 31 December 2015 and 2014 represent the relevant costs and income as +determined by the corresponding contracts with the related parties. +53,690 +(57,881) +(xi) +116 +2,319 +(ix) +1,421 +1,194 +(x) +135 +207 +(ix) +(14,082) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +1,606 +(iii) +Exploration and development services +Transportation and storage +Purchases +Sales of goods +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: +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. +(a) Transactions with Sinopec Group Company and fellow subsidiaries, associates and joint ventures +Production related services +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 +control or 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. +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +176 +Financial Statements (International) +Financial Statements (International) +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 175 +The Group is 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. +34 RELATED PARTY TRANSACTIONS +1,299 +Ancillary and social services +Operating lease charges for buildings +134,424 +92,990 +(ii) +305,044 +RMB million +RMB million +211,868 +(i) +Operating lease charges for land +2014 +Note +Net loans (repaid to)/obtained from related parties +Net deposits (placed with)/withdrawn from related parties +Interest expense +Interest income +Agency commission income +Other operating lease charges +2015 +Legal contingencies +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +34 RELATED PARTY TRANSACTIONS (Continued) +24,711 +20,458 +16,847 +13,216 +43,977 +49,249 +14,935 +8,226 +17,759 +9,084 +25,478 +22,406 +31 December +2015 +RMB million +Long-term loans excluding current portion from Sinopec Group Company and fellow subsidiaries +Total +from Sinopec Group Company and fellow subsidiaries +Short-term loans and current portion of long-term loans +3,564 +Other long-term liabilities +6,470 +102,965 +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 35. As at 31 December 2015 and 2014, the accrual for the contribution to +post-employment benefit plans was not material. +501 +8,510 +RMB'000 +8,009 +2014 +2015 +RMB'000 +5,225 +510 +5,735 +(c) Contributions to defined contribution retirement plans +Short-term employee benefits +Retirement scheme contributions +43,929 +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: +As at and for the year ended 31 December 2015, and as at and for the year ended 31 December 2014, 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. +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. +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 28. +194,138 +130,129 +43,145 +44,300 +(b) Key management personnel emoluments +for the year ended 31 December 2015 +Accrued expenses and other payables +Total +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: +(1) the government-prescribed price; +• +• +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 year ended 31 December 2015. +The terms of these agreements are summarised as follows: +(xi) The Group obtained or repaid loans from or to Sinopec Group Company and fellow subsidiaries. +(x) Interest expense represents interest charges on the loans and advances obtained from Sinopec Group Company and fellow subsidiaries. +(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 31 December 2015 was RMB 18,303 million (2014: RMB 4,221 million). +(2) where there is no government-prescribed price, the government-guidance price; +(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. +(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. +(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 of oilfield ground facilities, refineries and chemical plants, manufacture of replacement parts and machinery, installation, project management and +environmental protection. +(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. +(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. +(i) Sales of goods represent the sale of crude oil, intermediate petrochemical products, petroleum products and ancillary materials. +Note: +(a) Transactions with Sinopec Group Company and fellow subsidiaries, associates and joint ventures (Continued) +(vii) Operating lease charges represent the rental paid to Sinopec Group Company for operating leases in respect of land, buildings and equipment. +Trade accounts payable +(3) where there is neither a government-prescribed price nor a government-guidance price, the market price; or +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. +Long-term prepayments and other assets +Prepaid expenses and other current assets +Trade accounts receivable +31 December +2014 +RMB million +Amounts due from/to Sinopec Group Company and fellow subsidiaries, associates and joint ventures included in the following accounts captions +are summarised as follows: +(a) Transactions with Sinopec Group Company and fellow subsidiaries, associates and joint ventures (Continued) +Pursuant to the Equity Transfer Agreement relating to the Transfer of 100% Equity Interest of Jingtian Co. entered into by the Company and +Sinopec Baichuan Economic and Trading Company (Baichuan Co.) on 26 August 2015, the Company transferred 100% equity interest of Sinopec +Beijing Jingtian Engineering and Construction Co., Ltd. (Jingtian Co.) to Baichuan Co. in December 2015, which was directly and wholly owned +by Sinopec Group Company. The preliminary consideration of this transaction was RMB 1,869 million, which was based on the fair value of +Jingtian Co.'s net assets as of 31 March 2015, adjusted by the subsequent changes to Jingtian Co.'s net assets between 31 March 2015 and 31 +December 2015 according to the audited financial statements of Jingtian Co. as of each date. +34 RELATED PARTY TRANSACTIONS (Continued) +(4) 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%. +for the year ended 31 December 2015 +Financial liabilities carried at amortised costs +Financial Statements (International) +177 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +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. +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. +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. 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. +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +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 5,813 +million in the consolidated financial statements for the year ended 31 December 2015 (2014: RMB 5,352 million). +Financial Statements (International) +Management 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 31 December 2015 and 2014, it was 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. +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. +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. +118,280 +92,767 +25,513 +121,071 +95,558 +25,513 +RMB million +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. +31 December +2014 +95,557,771,046 listed A shares (2014: 92,766,957,040) of RMB 1.00 each +25,513,438,600 listed H shares (2014: 25,513,438,600) of RMB 1.00 each +Registered, issued and fully paid +29,613 +6 +121 +33,115 +(714) +(599) +31 December +2015 +RMB million +1,008 +During the year ended 31 December 2010, the Company issued 88,774 listed A shares with a par value of RMB 1.00 each, as a result of exercise of +188,292 warrants entitled to the Bonds with Warrants. +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 +conversion by the holders of the 2011 Convertible Bonds. +There were no changes in the management's approach to capital management of the Group during the year. Neither the Company nor any of its +subsidiaries is subject to externally imposed capital requirements. +The schedule of the contractual maturities of loans and commitments are disclosed in Notes 28 and 33, respectively. +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 31 December 2015, the debt-to-capital ratio and the liability-to-asset ratio of the Group were 17.2% (2014: +20.3%) and 45.7% (2014: 55.5%), respectively. +Capital management +All A shares and H shares rank pari passu in all material aspects. +During the year ended 31 December 2015, the Company issued 2,790,814,006 listed A shares with a par value of RMB 1.00 each, as a result of +conversion by the holders of the 2011 Convertible Bonds (Note 28(iii)). +During the year ended 31 December 2014, the Company issued 1,715,081,853 listed A shares with a par value of RMB 1.00 each, as a result of +conversion by the holders of the 2011 Convertible Bonds. +During the year ended 31 December 2011, the Company issued 34,662 listed A shares with a par value of RMB 1.00 each, as a result of conversion +by the holders of the 2011 Convertible Bonds. +During the year ended 31 December 2013, the Company issued 114,076 listed A shares with a par value of RMB 1.00 each, as a result of +conversion by the holders of the 2011 Convertible Bonds. +32 SHARE CAPITAL (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +Financial Statements (International) +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 173 +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 24,042,227,300.00 and the aggregate net +proceeds (after deduction of the commissions and estimated expenses) amounted to approximately HKD 23,970,100,618.00. +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 the share premium for every 10 existing shares. +33 COMMITMENTS AND CONTINGENT LIABILITIES +1,081 +2,899 +85,312 +27,647 +23,892 +55,400 +58,778 +1,695 +1,457 +85,581 +839 +2014 +RMB million +31 December +31 December +2015 +RMB million +Derivative financial instruments +Receipts in advance +Environmental contingencies +1,185 +3,309 +31,425 +92,649 +26,004 +2014 +RMB million +RMB million +29,613 +2015 +32 SHARE CAPITAL +Balance at 31 December +Exchange adjustments +27,586 +Utilised +Balance at 1 January +Provision for the year +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: +222,075 +212,136 +18,990 +2,750 +89,918 +Accretion expenses +Operating lease commitments +31 PROVISIONS +At 31 December 2015 and 2014, the future minimum lease payments under operating leases are as follows: +160 +125 +312 +283 +RMB million +RMB million +2014 +32 +31 December +Between four and five years +Thereafter +Between one and two years +Between two and three years +Between three and four years +Within one year +Estimated future annual payments are as follows: +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. Payments incurred were approximately RMB 372 million for the year ended 31 December 2015 (2014: RMB 408 million). +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. +Exploration and production licenses +31 December +2015 +Pursuant to certain of the joint venture agreements entered into by the Group, the Group is obliged to purchase products from the joint ventures +based on market prices. +32 +22 +5,720 +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 contains escalation provisions that may require higher future rental +payments. +6,713 +5,552 +6,010 +168 +703 +22 +Joint ventures +Others +31 December +2015 +RMB million +At 31 December 2015 and 2014, guarantees by the group in respect of facilities granted to the parties below are as follows: +Contingent liabilities +1,356 +811 +19 +21 +31 December +2014 +RMB million +Commitments to joint ventures +834 +1,317 +for the year ended 31 December 2015 +12,430 +12,984 +13,091 +13,113 +13,199 +13,480 +13,265 +13,063 +13,737 +31 December +2014 +31 December +2015 +RMB million +At 31 December 2015 and 2014, capital commitments are as follows: +Capital commitments +33 COMMITMENTS AND CONTINGENT LIABILITIES (Continued) +Between one and two years +Between two and three years +Between three and four years +Between four and five years +Thereafter +Within one year +RMB million +284,300 +13,909 +350,022 +174 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +297,425 +(i) The investment commitments of the Group is RMB 4,089 million (2014: RMB 4,030 million). +Note: +These capital commitments relate to oil and gas exploration and development, refining and petrochemical production capacity expansion projects, +the construction of service stations and oil depots and investment commitments. +113,017 +47,043 +160,060 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +241,181 +31 December +2014 +RMB million +363,974 +2015 +RMB million +31 December +Authorised and contracted for (i) +138,795 +102,386 +Authorised but not contracted for +107,787 +More than 1 +year but less +than 2 years +RMB million +More than 2 +years but less +than 5 years +RMB million +75,183 +75,794 +75,794 +4,328 +Within +1 year or +on demand +RMB million +129,849 +More than +5 years +RMB million +cash flow +RMB million +Bills payable +amount +Carrying undiscounted +Total +contractual +31 December 2014 +Accrued expenses and other payables +Trade accounts payable +fellow subsidiaries +Loans from Sinopec Group Company and +59,678 +16,411 +Short-term debts +Long-term debts +RMB million +63,221 +660,478 +146,110 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +186 +50,432 +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. +Market risk +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. +81,800 +69,855 +17,712 +104,571 +491,111 +636,594 +45,889 +104,571 +4,577 +4,577 +4,577 +198,366 +198,366 +198,366 +35,911 +6,634 +1,301 +103,475 +147,321 +104,571 +41,640 +Total +88,062 +494,486 +More than 1 +year but less +than 2 years +RMB million +Within +1 year or +on demand +RMB million +cash flow +RMB million +RMB million +contractual +undiscounted +Carrying +amount +31 December 2015 +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 31 December 2015, the Group has standby credit facilities with several PRC financial institutions which provide borrowings up to RMB 297,997 +million (2014: RMB 302,570 million) on an unsecured basis, at a weighted average interest rate of 2.50% per annum (2014: 3.51%). At 31 +December 2015, the Group's outstanding borrowings under these facilities were RMB 32,991 million (2014: RMB 78,983 million) and were included +in debts. +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. +Liquidity risk +38 FINANCIAL RISK MANAGEMENT AND FAIR VALUES (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +Financial Statements (International) +185 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +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. +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. No single customer accounted for greater than 10% of total accounts receivable at 31 December 2015, +except the amounts due from Sinopec Group Company and fellow subsidiaries. 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. +Credit risk +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +The Group's risk management policies are established to identify and analyse the risks faced by the Group, and 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. +More than 2 +years but less +than 5 years +RMB million +More than +5 years +RMB million +Short-term debts +71,517 +477,266 +88,062 +Accrued expenses and other payables +3,566 +3,566 +Bills payable +35,560 +8,795 +464 +44,439 +130,446 +130,446 +3,566 +88,062 +342,736 +130,446 +89,258 +88,229 +fellow subsidiaries +Loans from Sinopec Group Company and +24,118 +41,637 +41,176 +72,476 +3,747 +72,476 +110,678 +95,446 +Long-term debts +Trade accounts payable +for the year ended 31 December 2015 +7,875 +Currency risk +Level 1 +2,750 +2,750 +8,136 +261 +2,445 +305 +2,445 +305 +3,640 +4,496 +3,640 +4,235 +261 +Total +RMB million +RMB million +RMB million +RMB million +Level 3 +Level 2 +Level 1 +At 31 December 2014 +- Other derivative financial liabilities +Derivative financial instruments: +RMB million +Level 2 +RMB million +Level 3 +RMB million +Total +RMB million +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. +12,622 +12,805 +183 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +188 +During the years ended 31 December 2015 and 2014, there were no transfers between instruments in Level 1 and Level 2. +│| | | +20,358 +17,070 +3,288 +1,920 +1,920 +Liabilities +9,737 +9,737 +2,885 +183 +- Other derivative financial liabilities +- Embedded derivative components of the convertible bonds +Derivative financial instruments: +Liabilities +- Derivative financial assets +Derivative financial instruments: +Available-for-sale financial assets: +- Listed +Assets +3,068 +- Derivative financial assets +Derivative financial instruments: +- Listed +16 +1,923 +288 +295 +2014 +RMB million +2015 +RMB million +31 December +31 December +USD +EUR +A 5 percent strengthening/weakening of RMB against the following currencies at 31 December 2015 and 2014 would have increased/decreased net +profit for the year 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 2014. +JPY 8,662 +HKD 6 +USD 8,382 +EUR 57 +JPY +2014 +RMB million +HKD 6 +USD 1,181 +EUR 1,108 +RMB million +31 December +2015 +HKD +JPY +EUR +USD +Gross exposure arising from loans and borrowings +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: +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 USD, JPY and HKD. The Group enters into foreign exchange contracts to manage its currency risk exposure. +31 December +38 FINANCIAL RISK MANAGEMENT AND FAIR VALUES (Continued) +17 +Interest rate risk +Available-for-sale financial assets: +Assets +At 31 December 2015 +Level 3 (lowest level): fair values measured using valuation techniques in which any significant input is not based on observable market data. +• +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 1 (highest level): fair values measured using quoted prices (unadjusted) in active markets for identical financial instruments. +• +its entirety based on the lowest level of input that is significant to that fair value measurement. The levels are defined as follows: +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 +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. +(i) Financial instruments carried at fair value +38 FINANCIAL RISK MANAGEMENT AND FAIR VALUES (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +Financial Statements (International) +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 187 +As at 31 December 2015, it is estimated that a general increase/decrease of USD 10 per barrel in basic price of derivative financial instruments, +with all other variables held constant, would impact the fair value of derivative financial instruments, which would decrease/increase the Group's +profit for the period by approximately RMB 1,951 million (2014: decrease/increase RMB 1,167 million), and decrease/increase the Group's other +reserves by approximately RMB 3,052 million (2014: increase/decrease RMB 2,206 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 2014. +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 31 December 2015, +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 31 December 2015 are set out in Notes 26 and 30. +Commodity price risk +As at 31 December 2015, 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 year by approximately RMB 91 million (2014: RMB 1,199 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 2014. +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 28. +Fair values +market risk. +for the year ended 31 December 2015 +The Group has exposure to the following risks from its uses of financial instruments: +Marketing and distribution +Refining +Exploration and production +Depreciation, depletion and amortisation +Corporate and others +Chemicals +Marketing and distribution +Refining +Exploration and production +Capital expenditure +Chemicals +(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. +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +Financial Statements (International) +181 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +805,791 +14,966 +18,916 +658,910 +Total liabilities +36 SEGMENT REPORTING (Continued) +Other unallocated liabilities +Corporate and others +Exploration and production +48,902 +52,155 +154,640 +112,249 +3,648 +2,821 +15,850 +17,471 +26,989 +22,115 +Impairment losses on long-lived assets +27,957 +80,196 +54,710 +RMB million +RMB million +2014 +2015 +Corporate and others +Chemicals +Marketing and distribution +Refining +15,132 +16,557 +7,820 +Deferred tax liabilities +100,552 +96,773 +- Refining +- Exploration and production +Segment liabilities +Liabilities +1,451,368 +1,443,129 +Total assets +15,886 +58,578 +19,013 +68,557 +Cash and cash equivalents and time deposits with financial institutions +Other unallocated assets +868 +6,979 +7,469 +Deferred tax assets +10,326 +Available-for-sale financial assets +80,593 +82,970 +Interest in associates and joint ventures +10,100 +8,259 +67,327 +118,897 +146,110 +88,229 +Loans from Sinopec Group Company and fellow subsidiaries +107,787 +95,446 +Long-term debts +1,091 +1,048 +Income tax payable +75,183 +- Marketing and distribution +41,517 +452,834 +405,495 +Total segment liabilities +138,930 +104,194 +- Corporate and others +27,532 +27,053 +- Chemicals +118,493 +Short-term debts +15,015 +14,075 +12,491 +RMB 3,000 +China International United Petroleum and +100.00 +RMB 1,000 +Sinopec Chemical Sales Company Limited +100.00 +RMB 1,595 +Sinopec Qingdao Petrochemical Company Limited +100.00 +RMB 3,374 +100.00 +100.00 +100.00 +RMB 12,000 +Sinopec Lubricant Company Limited +Liability Company +Sinopec Yizheng Chemical Fibre Limited +Company Limited +Sinopec Pipeline Storage & Transportation +100.00 +RMB 20,125 +Principal activities +RMB 4,000 +Interests +held by +by the non-controlling +Company % interests % +100.00 +Chemical Company Limited +USD 300 +petroleum products +petrochemical products and +Manufacturing of intermediate +petrochemical materials +products, lubricant base oil, and +Production and sale of refined petroleum +and polyester fibres +Production and sale of polyester chips +Pipeline storage and transportation of +crude oil +Investment in exploration, production +and sale of petroleum and natural gas +Coal chemical industry investment +management, production and sale of +coal chemical products +Manufacturing of intermediate +petrochemical products and +petroleum products +Sinopec Overseas Investment Holding Limited ("SOIH") +Limited Liability Company +98.98 +RMB 5,294 +Sinopec Beihai Refining and Chemical +100.00 +RMB 1,400 +China Petrochemical International Company Limited +100.00 +RMB 1,500 +Sinopec Catalyst Company Limited +100.00 +1.02 +(million) +RMB 8,000 +Interests held +100.00 +Mainland China +Others +External sales +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. +(2) Geographical information +3,619 +5,146 +8 +112 +1,106 +142 +Non-current assets +Mainland China +40 +29 +9 +2,436 +4,864 +90,097 +96,368 +1,559 +1,585 +12,130 +11,996 +19 +Others +182 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +RMB 13,203 +Sinopec Yangzi Petrochemical Company Limited +Sinopec Great Wall Energy & Chemical +Company Limited +Particulars of +issued capital +Sinopec International Petroleum Exploration and +Production Limited ("SIPL") +Name of company +At 31 December 2015, the following list contains the particulars of subsidiaries which principally affected the results, assets and liabilities of the +Group. +37 PRINCIPAL SUBSIDIARIES +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +1,068,110 +1,003,521 +64,589 +RMB million +2014 +31 December +2,062,775 +763,139 +2,825,914 +1,027,070 +56,081 +1,083,151 +2015 +RMB million +31 December +1,579,364 +439,519 +2,018,883 +RMB million +2014 +2015 +RMB million +1,336,942 +1,254,794 +Total segment assets +147,015 +800,962 +175,534 +120,650 +211,094 +128,759 +141,544 +71,019 +69,550 +57,740 +RMB million +1,092,244 +RMB million +2015 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +180 +Turnover and other operating revenues +Other operating revenues +Corporate and others +Marketing and distribution +Chemicals +Exploration and production +Refining +Other operating revenues +Elimination of inter-segment sales +Turnover +2014 +Inter-segment sales +921,612 +1,086,098 +3,056 +1,089,154 +5,317 +5,004 +16,503 +9,894 +2,781,641 +1,976,412 +(1,889,105) +(1,263,234) +1,308,837 +782,203 +1,267,778 +587,663 +721,174 +436,749 +419,201 +317,918 +62,208 +42,743 +356,993 +275,175 +5,446 +1,463,836 +1,458,390 +345,454 +External sales +Corporate and others +Inter-segment sales +(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. +(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. +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. +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. +36 SEGMENT REPORTING +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 17.0% to 24.0% 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 year ended 31 December 2015 were RMB 7,835 million (2014: RMB +7,634 million). +35 EMPLOYEE BENEFITS PLAN +state-controlled. +These transactions are conducted in the ordinary course of the Group's business on terms comparable to those with other entities that are not +uses of public utilities. +(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. +⋅ +lease of assets; +• +rendering and receiving services; +• +sales and purchases of goods and ancillary materials; +• +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: +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"). +(d) Transactions with other state-controlled entities in the PRC +34 RELATED PARTY TRANSACTIONS (Continued) +• depositing and borrowing money; and +(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 corporate 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. +External sales +Chemicals +Inter-segment sales +External sales +Marketing and distribution +Inter-segment sales +External sales +Refining +Inter-segment sales +External sales +Exploration and production +Turnover +Information of the Group's reportable segments is as follows: +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 interest in associates and joint ventures, investments, deferred tax assets, cash and cash +equivalents, time deposits with financial institutions and other unallocated assets. Segment liabilities exclude short-term, income tax payable, +long-term debts, loans from Sinopec Group Company and fellow subsidiaries, deferred tax liabilities and other unallocated 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. +(1) Information of reportable segmental revenues, profits or losses, assets and liabilities +36 SEGMENT REPORTING (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +Financial Statements (International) +179 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +17,512 +Marketing and distribution of +12,770 +8,284 +208 +19 +71 +70 +17 +(8) +Profit before taxation +Net finance costs +Aggregate investment income +- Elimination +350 +- Corporate and others +- Marketing and distribution +- Refining +1 +835 +- Exploration and production +3,630 +8,081 +Aggregate share of profits from associates and joint ventures +Investment income +1,818 +2,282 +- Chemicals +Corporate and others +2,319 +444 +(9,276) +56,277 +108,921 +- Corporate and others. +162,685 +150,577 +276,298 +283,416 +297,884 +264,573 +453,060 +447,307 +(822) +- Chemicals +- Refining +Exploration and production +Segment assets +Assets +(14,229) +65,504 +2,616 +2014 +RMB million +At 31 December +2015 +RMB million +At 31 December +- Marketing and distribution +603 +3,062 +- Chemicals +- Corporate and others +- Chemicals +- Marketing and distribution +- Refining +· Exploration and production +- +By segment +Operating profit/(loss) +Result +2014 +RMB million +Elimination +RMB million +(1) Information of reportable segmental revenues, profits or losses, assets and liabilities (Continued) +36 SEGMENT REPORTING (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +2,825,914 +2,018,883 +44.273 +42,471 +1,399 +1,671 +2015 +Total segment operating profit +(17,418) +47,057 +963 +1,379 +(871) +725 +- Marketing and distribution +- Refining +1,117 +633 +- Exploration and production +- +Share of profits/(losses) from associates and joint ventures +73,487 +57,028 +2,179 +4,566 +(1,063) +384 +(2,181) +19,682 +29,449 +28,855 +(1,954) +20,959 +8,390 +credit risk; +liquidity risk; +petrochemical products +Investment holding +(375) +28 +728 +non-controlling interests +Dividends paid to +interests +attributable to non-controlling +Comprehensive income/(loss) +137 +1,738 +1,655 +22,934 +(106) +(4,257) +622 +302 +(676) +(750) 3,310 +1,456 +Total comprehensive income/(loss) +137 +1,738 +24,391 +22,914 +(326) +247 +Year ended 31 December +Summarised statement of cash flows +37 PRINCIPAL SUBSIDIARIES (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +184 +48 +88 +608 +120 +30 +32 +39 +40 +40 +271 +10 +930 +7,755 +18 +(1,218) +7,356 +Fujian Petrochemical +23,684 +(222) +Sinopec Kantons +2014 +2015 +2014 +Fujian Petrochemical Shanghai Petrochemical +2015 +Year ended 31 December +Summarised consolidated statement of comprehensive income +1,951 +2,561 +6,126 +2015 +59,504 +16,187 +3,931 +3,147 +8,429 +10,085 +1,633 +2,362 +Attributable to non-controlling interests +3,624 +4,755 +17,405 +3,046 +2014 +2014 +805 +825 +(676) +(745) 3,310 +1,456 +Profit/(loss) for the year +18,365 +14,077 +9,038 1,103,934 1,472,232 +6,557 +SIPL +2015 +16,337 +RMB million RMB million RMB million RMB million RMB million RMB million RMB million RMB million +RMB million RMB million RMB million RMB million +7,322 80,748 102,126 +5,532 +Turnover +2014 +2015 +Zhonghan Wuhan +2014 +2015 +Marketing Company +1,642 +Shanghai Petrochemical +2015 +2014 +Sinopec Kantons +2015 +2014 +Effect of foreign currency exchange +337 +2.878 +2,682 +2,468 +1,327 +1.279 +630 +133 +279 +rate changes +222 +at 1 January +Cash and cash equivalents +337 +(58) +(219) +11,599 +(1,159) +644 +(654) +238 +380 +46 +18 +71 +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. +Overview +38 FINANCIAL RISK MANAGEMENT AND FAIR VALUES +337 +260 +2,682 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +1,327 +2,042 +630 +5 +886 +279 +1,077 +380 +101 +at 31 December +Cash and cash equivalents +(19) +23 +633 +18 +88 +146 +798 +158 +76 +Net cash generated from/(used in) +investing activities +1,467 +4,223 +44,337 +5,383 33,196 +4,059 +880 +1,185 +3,662 +(303) +4,933 +(179) +Net cash (used in)/generated from +operating activities +2015 +2014 +RMB million RMB million RMB million RMB million RMB million RMB million RMB million RMB million RMB million RMB million RMB million RMB million +2014 +Zhonghan Wuhan +2015 +2014 +Marketing Company +2015 +2014 +2015 +SIPL +197 +(439) +(910) +(504) +(279) +cash equivalents +Net (decrease)/increase in cash and +1,513 +588 +1,584 +(42,777) +1,740 +637 +(414) +(443) +(2,606) +(3,696) +264 +(176) +Net cash (used in)/generated from +financing activities +(2,643) +(4,869) +(46,140) +21,180 +(8,282) +(4,052) +(1,120) +72,701 +126,100 +7,370 +4,331 +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. +Summarised financial information on subsidiaries with material non-controlling interests +(ii) The Group consolidated the financial statements of the entity 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. +On 12 September 2014, Marketing Company entered into the "Capital Injection Agreement relating to Marketing Company" with a number of domestic and foreign +investors, pursuant to which the investors shall subscribe for equity interest in Marketing Company in cash upon the relevant approvals for this capital injection being +obtained, an aggregate capital contribution of RMB 105.044 billion was made to the Marketing Company by 25 investors, representing 29.58% equity interest in the +Marketing Company on 6 March 2015. The difference between the contributions from and the net assets acquired by investors has been credited to capital reserve +in amount of RMB 56,224 million and to other comprehensive income in amount of RMB 446 million of the equity attributable to the shareholders of the Company, +respectively. +(i) Pursuant to the resolution of the Company's Meeting of Board of Directors held on 19 February 2014, the Company's business under its marketing and distribution +segment of the Group was injected to Marketing Company, a subsidiary of the Group on 1 April 2014. +Note: +37 PRINCIPAL SUBSIDIARIES (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +Summarised consolidated balance sheet +Financial Statements (International) +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +49.44 +50.56 +Except for Sinopec Kantons and SOIH, 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. +Manufacturing of plastics, intermediate +petrochemical products and +petroleum products +petroleum products +petrochemical products and +Manufacturing of synthetic fibres, resin +and plastics, intermediate +products +50.00 +183 +50.00 +Fujian Petrochemical +At +RMB million +RMB million +2015 +2014 +2015 +2014 +2015 +2014 +2015 +2014 +Shanghai Petrochemical +At +2015 +2014 +At +At +31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December +2015 +At +Zhonghan Wuhan +At +At +Marketing Company +At +At +SIPL +At +At +Sinopec Kantons +At +2014 +RMB 5,745 +("Fujian Petrochemical") (ii) +Fujian Petrochemical Company Limited +25.00 +75.00 +RMB 3,986 +Sinopec Hainan Refining and Chemical +Company Limited +petrochemical products and +petroleum products +Manufacturing of intermediate +25.00 +75.00 +RMB 4,397 +Sinopec Zhanjiang Dongxing Petrochemical +Company Limited +Manufacturing of intermediate +petrochemical products and +petroleum products +Manufacturing of intermediate +15.00 +85.00 +RMB 5,000 +Sinopec Qingdao Refining and Chemical +petrochemical products +oil, production, storage and sale of +petroleum products and +Import and processing of crude +Trading of petrochemical products +Production and sale of catalyst products +Company Limited +Sinopec Marketing Company Limited +RMB 28,403 +70.42 +Limited ("Shanghai Petrochemical") +RMB 10,800 +Sinopec Shanghai Petrochemical Company +("Sinopec Kantons") +Trading of crude oil and petroleum +39.66 +60.34 +HKD 248 +Sinopec Kantons Holdings Limited +downstream byproducts +development of ethylene and +Limited ("Zhonghan Wuhan") +Production, sale, research and +35.00 +65.00 +RMB 6,270 +Sinopec-SK(Wuhan) Petrochemical Company +Marketing and distribution of refined. +petroleum products +petroleum products +petrochemical products and +("Marketing Company”) (i) +29.58 +RMB million +Trading of crude oil and petrochemical +products +RMB million +RMB million +9,236 +9,641 +19,746 +19,676 +3,054 +4,656 +Net non-current assets +(1,456) +(1,628) +(35,877) +5,755 +(34,320) +(3,384) +(1,649) +(996) +(831) +Non-current liabilities +16,874 +15,815 +229,281 +240,312 +47,623 +(3,386) +40,075 +11,746 +227,825 +5,933 +4,738 +8,342 +10,009 +1,633 +2,361 +Attributable to owners of the Company +5,575 +7,316 +78,827 +238,684 +185,604 +20,518 +9,864 +7,885 +16,771 +20,094 +3.266 +4,723 +Net assets +16,874 +15,815 +24,775 +12,622 +13,025 +21,395 +(224) +(73) +Current liabilities +1,724 +1,386 +131,012 +102,948 +15,416 +20,231 +1,777 +(7,726) +1,732 +8,144 +436 +140 +Current assets +RMB million +RMB million +RMB million +RMB million +RMB million +RMB million +9,510 +(12,485) +(3,488) +(1,149) +19.676 +4,050 +5,487 +Non-current assets +(11,299) +(8,499) +(148,998) +(53,080) +13,029 +14,763 +628 +(1,756) +(2,975) +418 +212 +67 +Net current assets/(liabilities) +(13,023) +(9,885) +(280,010) +(156,028) +(2,387) +(5,468) +RMB million +14,914 +22,278 +3,288 +18,990 +11,118 +55 +54 +17 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +In 2016, the Company will leverage the +opportunities arising from favorable +national policies and economic growth +in China to drive quality upgrading and +efficiency growth. By stimulating the +endogenous impetus through reform +and innovation, we continuously aim +for sharpened competitive edge and +will speed up the transformation and +structural adjustment of the Company. +Synergetic coal chemical project, the +Jinling propylene oxide and LPG project, +and the Maoming ethylene oxide project. +The corporate and others will account +for RMB 4.3 billion, mainly for R&D +and IT projects. +Capital expenditures: In capital +expenditures, we will make greater efforts +to optimise our investments in line with +market changes. Capital expenditures +for the year are budgeted at RMB 100.4 +billion, down by 10.6% from 2015, +of which the exploration segment will +account for RMB 47.9 billion, mainly for +domestic oil and gas exploration projects, +for development projects in the Fuling +shale gas field (Second Phase), the +Pingbei and Huangyan gas field and the +Daniudi gas field, and for the first-phase +pressure boosting project to transport +gas from Sichuan to Eastern China. The +refining segment will account for RMB +19.5 billion, mainly for revamping the +Zhenhai and Maoming refineries as well +as quality upgrading for gasoline and +diesel. The marketing and distribution +segment will account for RMB 17.9 +billion, mainly for revamping service +stations, improving the pipeline network +and building non-fuel business facilities +that promote integrated services. The +chemicals segment will account for RMB +10.8 billion, mainly for the Zhongtian +R&D: In research and development, +we will continue to implement our +strategy of development driven by +innovation, improve and create new +R&D mechanisms, and move scientific +and technological achievements into +production more quickly. The exploration +and production segment will focus on +technological breakthroughs that help +us increase oil reserves and enhance +conventional and unconventional +exploration and development and oilfield +services. In refining, we will undertake +activities in such areas as heavy crude +processing, the quality upgrading of oil +products and adjustments to the product +slate. In chemicals, we will focus on +adjustments to the product mix along +with R&D initiatives in basic chemicals, +coal chemicals, fine chemicals, bio +chemicals and synthetic materials. We +also expect to make progress in energy. +conserving, environmental and low-carbon +technologies as well as prospective +and fundamental research to improve +innovation capabilities and to support +and drive the sustainable growth of the +Company. +Chemicals: In chemicals, we will stick +to our policy of structural adjustments, +further optimise our feedstocks to +lower costs and operate our facilities +at reasonable utilisation rates based on +market conditions and profitability. We +will tighten the links among production, +sales, research and client, continue to +cut costs of commodity products and +raise the added value of differentiated +products, and increase the output of +products with the greatest market +acceptance and profitability. Meanwhile, +we will enhance our marketing strategy, +improve customer service and offer our +customers products and services that +cover the whole value chain. In 2016, +we plan to produce 11.20 million tonnes +of ethylene. +Marketing and distribution: In marketing +and distribution, we will intensify the +analysis of our marketing strategy and +actively respond to competition. We will +take measures to optimise our sales +structure, expand retail and per-station +pumped volume, improve our logistics +system to reduce costs and drive our +non-fuel businesses by improving +mechanisms to facilitate the synergy +between our fuel and non-fuel businesses. +China's Internet+ economy presents +new opportunities for us to establish an +Online-to-Offline service platform, create +new business models, and advance our +transformation to an integrated service +provider. In 2016, we plan to sell 171 +million tonnes of oil products in the +domestic market. +Refining: In refining, we will continue +to embrace a strategy that is market. +oriented and driven by profitability, +increase output of products with high +added value and optimal market potential, +and speed the quality upgrading of oil +products to ensure the supply of clean +fuels. We will optimise resource allocation +of crude oil, lower crude costs and adjust +our production plan to ensure safe and +reliable operations. We will actively +enhance the marketing of lubricants, LPG +and asphalt for better profits. In 2016, +we plan to process 238 million tonnes of +crude oil and produce 149 million tonnes +of oil products. +Business Review and Prospects +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Exploration and production: In +exploration and production, we will +continue to focus on investment returns +and maintain domestic exploration +activities at a reasonable level in a bid to +lower development costs. In exploration, +we will reinforce risk management, +optimise evaluation of projects, and +focus on key projects with strong reserve +potentials, thus improving the success +rate of exploration. In oil development, we +will press ahead with implementation of +dynamic decision-making and operating +mechanisms and cut low-efficiency +production and high-cost enhanced +oil recovery activities to optimise our +production structure. In gas development, +the second phase of the capacity building +project for the Fuling shale gas field will +be in full swing. We will advance the +shale gas resource assessment in the +Sichuan Basin and nearby blocks, +striving for new commercial discoveries. +In 2016, we plan to produce 332 million +barrels of crude oil, of which 58 million +barrels will be overseas production. We +plan to produce 865 billion cubic feet of +natural gas. +55 +Puguang +net +4,581 +4,606 +2,778 +51,378 +Equity accounted entities +Total +Items +As of 31 December +2015 +In 2016, the Company will focus on +improving development quality and +profitability. We will work hard to create +market opportunities while controlling +costs and risk. In the meantime, we will +deepen reforms, strengthen innovation +and implement rigorous management +programs. We will make special efforts in +the following areas: +2014 +gross +net +gross +China +4,758 +4,727 +Natural Gas Production Wells +7,102 +55,719 +(2) Operations +(1) Market analysis +8,383 +1,315 +8,994 +1,282 +(10.2) +960 +939 +843 +9,227 +2.9 +2014 to 2015 (%) +2013 +9,980 +13,726 +14,639 +15,065 +2014 +10,698 +54 +3.9 +7.3 +1,392 +(2.5) +BUSINESS PROSPECTS +Our reserves estimation is guided by +procedural manuals and technical +guidance. Initial collection and +compilation of reserves information are +conducted by different working divisions, +including exploration, development, +financial and legal divisions, at +production bureau level. Exploration and +development divisions collectively prepare +the initial report on reserves estimation. +Together with technical experts, +reserves management committees +at subsidiary level then review to +ensure the qualitative and quantitative +compliance with technical guidance +and accuracy and reasonableness +of the reserves estimation. The +RMC is primarily responsible for the +management and coordination of the +reserves estimation process, review and +approval of annual changes and results +in reserves estimation and disclosure +of our proved reserves. We also engage +outside consultants who assist us to be +in compliance with the U.S. Securities +and Exchange Commission rules and +regulations. Our reserves estimation +process is further facilitated by a +specialised reserves database which is +improved and updated periodically. +Our RMC is chaired by Mr. Wang Zhigang, +one of our senior vice presidents, and is +co-led by other senior vice presidents, +experts and director general of Sinopec's +exploration and production segment. Mr. +Wang holds a Ph.D. degree in geology +from Geology and Geo-physics Research +Institute of the China Academy of Science +and has over 30 years of experience in +the oil and gas industry. Our RMC also +consists with other members who are +senior management members in charge +of exploration and development activities +at production bureau level. A majority +of our RMC members hold doctor's or +master's degrees and our RMC members +have an average of 20 years of technical +experience in relevant industry fields, +such as geology, engineering and +economics. +(8) Oil & gas reserve appraisal principles +We manage our reserves estimation +through a two-tier management system. +Our Oil and Natural Gas Reserves +Management Committee, or the RMC, +at our headquarters level oversees the +overall reserves estimation process and +reviews the reserves estimation of our +company. Each of our Branches has a +reserves management committee that +manages the reserves estimation process +and reviews the reserves estimation +report at the branches level. +In 2015, the Company focused on +investment quality and profitability +and optimised its asset portfolio and +investment projects. Total capital +expenditures were RMB 112.249 billion, +down by 27.4% from the previous year. +Capital expenditures for the exploration +and production segment were RMB +54.710 billion, mainly for development in +the Fuling shale gas field (First Phase), +the liquified natural gas terminal projects +in Guangxi and Tianjin, and construction +of long-distance gas pipelines such +as the Jinan Qingdao gas pipeline +(Second Phase), as well as for overseas +projects. Capital expenditures for the +refining segment were RMB 15.132 +billion, mainly for gasoline and diesel +quality upgrading projects and refinery +revamping. Capital expenditures for the +marketing and distribution segment were +RMB 22.115 billion, mainly for revamping +service stations and building oil product +pipelines, oil depots and storage +facilities, as well as for hazard retification +and vapour recovery facilities. Capital +expenditures for the chemicals segment +were RMB 17.471 billion, mainly for +equity acquisition in Sibur Holding, the +East Ningxia and Zhongtian synergetic +coal chemical projects, and the Zhenhai +ethylene revamping project. Capital +expenditures for the corporate and others +were RMB 2.821 billion, mainly for R&D +facilities and IT application projects. +(7) Capital expenditures +BUSINESS REVIEW AND PROSPECTS (CONTINUED) +Business Review and Prospects +16 +Business Review and Prospects +15 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +vigorously implementing its energy and +environmental management system, +the Energy Conservation Plan, the Clear +Water and Blue Sky Campaign, and its +carbon assets management system. +According to the relevant standards +implemented by the state environmental +protection authorities, the Company is in +the high-pollution level industries. Within +the reporting period, the Company strictly +treated the gas, water and solid wastes +from our operations and monitored and +controlled the noise level. As a result, +the concentration of pollutants and the +total amount of emissions both met the +standards required by the government. +Compared with 2014, energy intensity. +was down by 1.6%, industrial water +consumption was down by 1.0%, +chemical oxygen demand in waste +water discharged was down by 4.1%, +sulphur dioxide emissions were down +by 4.8%, and all hazardous chemicals +and discharged water, gas, and solid +wastes were properly treated. For more +detailed information, please refer to +our Communication on Progress for +Sustainable Development. +(6) Health, safety and the environment +In 2015, the Company improved its +work safety and accountability scheme, +upgraded its safety supervision +and management system, and +strengthened procedures to identify +and eliminate potential hazards. We +improved management capabilities in +emergency response and safety control, +standardised worker protection, and +safeguarded employee occupational +health. The Company integrated efforts +in energy conservation, emissions +control and carbon reduction by +performance compounds, and styrene- +butyl-rubber for high-performance tyres, +strongly facilitating the Company to +produce high-value-added products. In +2015, we applied for a total of 5,246 +patents at home and abroad, and 3,769 +patents were granted. During the year, +we won one top award and one second- +place award for National Science and +Technology Advancement, two second- +place awards for Technology Invention, +one National Patent Gold Award and six +Awards of Excellence. +Looking ahead to 2016, the world +economy is expected to be weak in +recovery while China's economy will +maintain its steady growth. International +oil prices are expected to fluctuate at a +low level. A gradual opening up of import +license for crude oil may introduce more +competitions in domestic oil products +market. Quality upgrading for oil +products will advance steadily and the +demand pattern will be further adjusted. +Growth in domestic demand for major +petrochemical products will be steady. +3,107 +52,784 +56,575 +6,885 +0 +0 +0 +1 +0 +0 +1 +0 +0 +2 +0 +1 +110 +153 +1 +0 +3 +0 +323035 +35 +23 +3 +60 +3 +60 +75 +129 +60 +187 +60 +186 +0 +1 +63 +250 +63 +247 +31,547 +30,534 +30,534 +18,115 +18,115 +18,058 +18,058 +6,913 +175 +7,127 +2,786 +28 +15 +25 +8 +31,547 +2015 +48,592 +49,662 +Items +As of 31 December +Oil Production Wells +China +Shengli +Others +Overseas +Consolidated Subsidiaries +2015 +2014 +gross +net +gross +net +49,662 +48,592 +155 +Change from +In 2015, the Company insisted on setting +innovation as the core of development, +further improved the mechanism and +institution of R&D, reinforced the +integration of production, marketing +and R&D, and gave full play to R&D for +driving and supporting the growth of the +Company. In our upstream business, +we successfully completed building the +capacity of the Fuling shale gas field of +5 billion cubic meters per year using +an in-house package of exploration and +development technology. We officially +launched the integrated solution platform +for π Frame seismic data processing +and interpretation. In refining, we +commercialised such technologies as the +integrated hydrogenation-FCC process +for maximising light oil products and +high octane gasoline from catalytic diesel +process. These technologies provided +guarantees for optimising product mix +and upgrading oil products quality. +In chemicals, we commercialised a +number of technologies and products, +including the gas-liquid polyethylene +process, optical-film-grade polyester +Note: Includes 100% of production of domestic joint ventures. +Refinery yield (%) +Light products yield (%) +Light chemical feedstock +Kerosene +Diesel +(3) Marketing and distribution +Gasoline +Refinery throughput +Unit: million tonnes +improved our margins in lubricants, +LPG and asphalt. In 2015, we processed +236 million tonnes of crude oil, up +by 0.5% from the previous year, and +produced 148 million tonnes of refined +oil products, up by 1.5%. +5,009 +4,982 +22,912 +Gasoline, diesel and kerosene production +In 2015, in response to the changes +in supply and demand of oil products, +we adjusted our marketing strategies +and promoted the sales of high-octane +gasoline and high-value-added products. +We optimised oil products pipeline layout +and marketing network, accelerated +the construction of compressed +2015 +2014 +70.05 +5.4 +45.56 +51.22 +53.98 +1.5 +140.40 +146.23 +148.38 +0.5 +231.95 +235.38 +236.49 +Change from +2014 to 2015 (%) +2013 +25,748 +74.26 +27,921 +960,981 +0 +4,606 +4,727 +4,758 +Total +4,471 +4,496 +0 +4,497 +0 +Overseas +4,528 +Others +56 +56 +175 +0 +4,581 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +13 +857,420 +2014 +960,981 +857,420 +further upgraded oil products quality +as scheduled. We optimised resource +allocation, controlled costs and took +advantage of our strong economies of +scale. By tapping our well-established +advantages in specialisation, we +Summary of Operations for the Refining Segment +In 2015, the Company adjusted the +product mix in response to market +demand by increasing production of +gasoline and kerosene, maintained safe +and reliable refinery operations and +(2) Refining +Acreage with development license +China +Overseas +China +Acreage with exploration license +As of 31 December +2015 +Unit: Square Kilometers +BUSINESS REVIEW AND PROSPECTS (CONTINUED) +Business Review and Prospects +Business Review and Prospects +30,730 +77.40 +(5.7) +24.35 +30,551 +2013 +2014 +2015 +30,560 +30,547 +31 December +31 December +30,536 +31 December +14 +Total number of service stations under Sinopec brand +Number of company-operated stations +1.0 +3,707 +3,858 +3,896 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +30,538 +30,523 +Change from +the end of the +previous year +to the end of +the reporting +(5) Research and development +Note: Includes 100% production of domestic joint ventures. +Synthetic fibre +Synthetic fibre monomer and polymer +Synthetic rubber +Synthetic resin +Ethylene +11.12 million tonnes. Meanwhile, by +keeping inventories at low levels and +implementing a differentiated marketing +strategy, our full-year chemicals sales +volume increased by 3.4% to 62.87 +million tonnes, with all produced +chemicals sold. +tuned its feedstock mix to lower costs, +deepened the links among research and +development, production, marketing and +sales of new products, and maximised +production of high-value-added products +tailored to market demands. Ethylene +output rose by 3.9% from 2014 to +Summary of Operations for Chemicals Segment +In 2015, we enhanced the operations of +our manufacturing facilities by adjusting +utilisation rates to achieve satisfactory +marginal profitability while sustained +safe and stable operations among +principal plants. The Company fine. +(4) Chemicals +0.03 +0.03 +period (%) +Annual average throughput per station (tonne/station) +(1.5) +51.69 +53.13 +2015 +was 189 million tonnes, of which +domestic sales accounted for 171 million +tonnes. In the meantime, our non-fuel +businesses achieved stronger momentum +in specialisation, market orientation, +marketing scale and profitability. Non- +fuel business transactions increased by +45.2% from the previous year to RMB +24.83 billion. +Summary of Operations for Marketing and Distribution Segment +natural gas service stations. In its +transformation from a fuel supplier to +an comprehensive service provider, the +marketing segment unleashed great +potential in complementary fuel and non- +fuel businesses. As a result, total retail +volume and per-station pumped volume +sustained growth despite of intense +market competition. In 2015, the total +sales volume of refined oil products +76.19 (0.02) percentage points +94.82 0.09 percentage points +76.52 +94.66 +94.75 +76.50 +(0.9) +37.97 +39.17 +38.81 +17.4 +17.43 +20.75 +2014 +Unit: thousand tonnes +2013 +Total sales volume of oil products (million tonnes) +52.34 +Direct sales & Distribution (million tonnes) +1.0 +113.73 +117.84 +119.03 +0.2 +165.42 +170.97 +171.37 +Total domestic sales volume of oil products (million tonnes) +Retail sales (million tonnes) +0.1 +179.99 +189.17 +189.33 +Change from +2014 to 2015 (%) +110 +3,122 +0 +1,701 +2,465 +1,326 +1,917 +375 +548 +312 +317 +230 +266 +2,782 +201 +116 +105 +85 +130 +29 +31 +Items +Proved Reserves +Proved Developed Reserves +China +235 +Puguang +Fuling +Others +2,013 +2,243 +471.91 +480.22 +442.84 +(1.7) +349.47 +360.73 +332.54 +(3.1) +296.34 +310.87 +3,048 +310.84 +53.13 +49.86 +21.70 +6.6 +734.79 +716.35 +660.18 +2.6 +Reserves of Crude Oil (mmbbls) +31 December 2015 31 December 2014 +(4.7) +Overseas +Proved Undeveloped Reserves +China +640 +1 +2 +12 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Exploration & Production Activities +As of 31 December +2015 +2014 +Exploratory +931 +Development +Development +Wells drilled +China +Productive +Dry Productive +Dry +Productive +Dry +Productive +Dry +Exploratory +88 +181 +0 +Puguang +Fuling +Others +Overseas +Reserves of Natural Gas (bcf) +31 December 2015 31 December 2014 +7,570 +6,741 +6,457 +6,011 +6,439 +5,987 +2,470 +2,663 +1,016 +472 +2,953 +2,852 +18 +24 +1,113 +730 +1,112 +728 +0 +2014 to 2015(%) +373 +2013 +2015 +115 +105 +95 +85 +75 +65 +55 +45 +35 +25 +125 +Mr. Li Chunguang, Board Director and President +2014.2 +2014.3 +2014.4 +2014.5 +2014.6 +2014.7 +2014.8 +2014.9 +2014.10 +2014.11 +2014.1 +2014.12 +US$/barrel +(3) Chemicals +emissions of sulphur dioxide dropped by 4.8%; +and all hazardous chemicals and liquid, gas, +and solid wastes were properly treated. We have +been actively supporting various philanthropic +projects to promote the development of local +communities and support the poor and the +unprivileged. And we participated in disaster +prevention and relief programs as well as the +Lifeline Express project. The Company continued +to support the UN Global Compact and its +principles, leading other Chinese enterprises to +jointly promote green and low-carbon growth. +In 2015, turnover and other operating income +under International Financial Reporting +Standards was RMB 2.02 trillion, down by +28.6% from the previous year. Profit for the year +was RMB 43.7 billion, down by 8.9% from that +of 2014, while profit attributable to shareholders +of the Company was RMB 32.4 billion, down +by 30.2% from that of 2014. The liability-to- +asset ratio declined to 45.66%. Taking into +consideration the Company's profitability, +shareholders return and future development, the +Board of Directors proposed the final dividend of +RMB 0.06 per share, which, combined with the +interim dividend of RMB 0.09 per share, brought +the full-year dividend to RMB 0.15 per share. +Looking ahead, the global economy is expected +to be characterised by slow growth, weak +international trade, low inflation, sluggish +investments and high levels of debt. Chinese +economy may face downward pressure while +maintaining its moderate growth. International +oil prices are expected to remain at a low level, +and the Company is facing changing market +and intense competition, as well as greater +constraints in resources and environment. +However, the Company is fully confident to +meet all-round challenges. Over the years, +Sinopec Corp. has built on solid foundations, +well equipped with advanced technologies, +proficient human resources, robust management +excellence and a strong corporate culture. The +Company benefits from the integrated value +chain of upstream, midstream and downstream +operations and enjoys competitive advantages +in its refining and chemical expertise, extensive +marketing network and wide-spread international +presence, which in combination will help Sinopec +Corp. address the challenges and drive healthy +and sustainable growth. +In the first year of China's 13th Five-Year Plan, +in response to the development concept of +innovation, coordination, green, openness and +sharing initiated by the Chinese government, +we will implement five corporate strategies, +including value-orientation, innovation-driven +development, integrated resource allocation, +open cooperation, and green and low-carbon +growth, to promote quality and profitability +as well as the sustainable development of the +Company. On value-orientation strategy, we will +focus value creation on all aspects to improve +asset quality and value. On innovation-driven +development, we will promote innovation in +science and technology, management, product +development, services and business model and +accumulate greater momentum and potentials +for growth. On integrated resource allocation, we +will take advantage of the synergies among our +businesses to improve allocation, optimisation +and efficiency of energy and other resources +to ensure sufficient, balanced and synergetic +resource supplies. On open cooperation strategy, +we will capture the strategic opportunities arising +from the Belt and Road Initiative to actively +participate in overseas oil and gas exploration +and production, refining and chemical operation +and trading, improving our international +operations and management excellence. Our +open cooperation strategy will facilitate positive +and sound progress in mixed ownership reforms +to unleash the vitality, management, market +dominance and risk resilience of the Company. +On green and low-carbon growth, we will +vigorously implement energy-saving, emission +reduction and low carbon initiatives, develop +clean energy, and supply environmentally +friendly products. The Company is committed to +green growth in harmony with the society and +environment. +In 2016, the Company will focus on the above +strategies, leveraging the opportunities arising +from favorable national policies and economic +growth in China to drive quality upgrading and +endogenous growth from reform, innovation and +competition. We aim for sharpened competitive +edge and speed up the transformation and +structural adjustment of the Company. Capital +expenditures for 2016 will be consistent with the +strategies, focusing on returns on investment, +as well as quality and profitability. The +Company plans to arrange the full-year capital +expenditures of RMB 100.4 billion, down by +10.6% from the previous year. Capital investment +will mainly be used in the second phase of the +Fuling shale gas development, the gas pipeline +expansion and construction of storage facilities +for the Sichuan-East China Gas Pipeline project, +the revamping projects at Zhenhai and Maoming +refineries as well as other locations, the quality +upgrading of oil products on China's GBV +standard for keeping the predominance in oil +products quality, the extension of the sales and +logistics network, and non-fuel business as well +as other new businesses development for steady +growth in both market share and sales volume. +I am convinced, together with the Board +of Directors, that with the support of our +shareholders and people from all fabrics of the +society, and through the concerted efforts of the +Board of Directors, the Board of Supervisors, +the management team and all of our employees, +Sinopec Corp. will be able to address the +challenges, forging ahead with vitality, creating +sustained value for the nation, our shareholders, +our employees and the greater society. +Wang Yupu +Chairman +Beijing, China +29 March 2016 +In 2015, growth in domestic demand for +chemicals remained stable. According +to the Company's statistics, domestic +consumption of synthetic resin, synthetic +fibre and synthetic rubber rose by 5.5%, +10.6% and 8.8%, respectively, from +the previous year, and that of ethylene +equivalent grew by 4.9%. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Chairman's Statement +பாமா +BUSINESS REVIEW AND PROSPECTS +BUSINESS REVIEW +In 2015, the global economic recovery remained +weak, and Chinese economy maintained steady +growth with GDP up by 6.9%. International oil +prices were under downward pressure while +fluctuating to new lows. Growth of oil products +demand slowed, yet demand for chemicals was +stable. Meanwhile, domestic environmental +requirements became more stringent. The +Company intensified its evaluation of the macro- +economy and market trends so that it actively +respond to these changes. With a focus on +growth quality and profitability, the Company +emphasised on reform and innovation, stringent +management and tight coordination of all +aspects of our work. +1 MARKET REVIEW +(1) Crude oil market +In 2015, international crude oil prices +fluctuated to new lows. The average spot +price of Platts Brent for the year was +USD 53.6 per barrel, down by 46.1% +from the previous year. +(2) Oil products market +In 2015, growth in domestic demand for +oil products further declined. According +to statistics, consumption of oil products +(including gasoline, diesel and kerosene) +was 276 million tonnes, up by 1.2% from +the previous year. Demand for gasoline +and kerosene grew by 7.0% and 9.3%, +respectively, from the previous year, +while demand for diesel dropped by 3.7%. +Domestic oil product prices were adjusted +timely in response to the changing +international oil prices. Domestically, oil +product consumption tax was increased +and floor price policy for oil products was +considered and issued afterwards. +9 +2015.1 +2015.2 +2015.3 +high-efficiency exploration activities, +making a number of new discoveries in +Beibu Gulf of the South China Sea, the +Sichuan Basin, the Ordos Basin, and +the Central Tahe Basin. In development, +we completed the production capacity +of the Fuling shale gas field of 5 billion. +cubic meters per year, optimised +development programs in mature oilfields +and increased the production capacity in +Summary of Operations for the Exploration and Production Segment +frontier acreages. In 2015, our production +dropped by 1.7% to 471.91 million +barrels of oil equivalent, with domestic +crude oil production down by 4.7% and +overseas production up by 6.6%. Natural +gas production rose by 2.6%. Impacted +by low oil prices, proved reserves of crude +dropped over 2014 while proved reserves +of natural gas increased by 12.3% mainly +driven by Fuling shale gas reserves. +Oil and gas production (mmboe) +Crude oil production (mmbbls) +China +Overseas +Natural gas production (bcf) +Summary of Reserves of Crude Oil and Natural Gas +Items +and reduced high-cost oil production. In +exploration, we actively carried forward +Proved Reserves +China +Shengli +Others +Overseas +Proved Undeveloped Reserves +China +Shengli +Others +Overseas +Change from +Proved Developed Reserves +In 2015, faced with low oil prices, we +optimised exploration and development +projects. We implemented dynamic +investment decision-making mechanism +in the context of oil prices fluctuation +(1) Exploration and production +2 OPERATIONS REVIEW +2015.4 +2015.5 +2015.6 +2015.7 +2015.8 +2015.9 +2015.10 +2015 10 +2015.11 +Trend of International Crude Oil Prices +2015.12 +2016.1 +2016.2 +CHINA PETROLEUM & CHEMICAL CORPORATION +Annual Report 2015 +11 +WTI +ICE BRENT +DTD BRENT +DUBAI +Business Review and Prospects +Business Review and Prospects +BUSINESS REVIEW AND PROSPECTS (CONTINUED) +2014 +Total +Fuling +26 +1,020 +18 +141 +64 +2,027 +30 +781 +7 +73 +193 +1,614 +149 +1 +3 +0 +323 +5 +0 +123 +0 +221016 +373 +195 +1,801 +25 +334 +187 +3,641 +56 +Shengli +196 +150 +223 +Overseas +0 +Consolidated Subsidiaries +0 +Equity accounted entities +0 +Total +Other +0 +0 +0 +China +6 +152 +110 +152 +63 +247 +63 +246 +Shengli +35 +Others +75 +129 +Overseas +0 +Consolidated Subsidiaries +0 +Equity accounted entities +Exploratory Development Exploratory Development +Exploratory Development Exploratory Development +110 +net +144 +1 +3 +0 +317 +Wells drilling +1,950 +26 +337 +0 +3,964 +56 +As of 31 December +2015 +2014 +gross +net +187 +gross +Table 1: Capitalised costs related to oil and gas producing activities +(Unaudited) +194 +Financial Statements +Tables | to VI of supplemental information on oil and gas producing activities set out below represent information of the Company and its consolidated +subsidiaries and equity method investments. +(D) SUPPLEMENTAL INFORMATION ON OIL AND GAS PRODUCING ACTIVITIES (UNAUDITED) +In accordance with the Accounting Standards Update 2010-03, “Extractive Activities Oil and Gas (Topic 932): Oil and Gas Reserve Estimation and +Disclosures" ("ASU 2010-03"), issued by the Financial Accounting Standards Board of the United States, and in accordance with "Industrial Information +Disclosure Guidelines for Public Company No.8 Oil and Gas Exploitation", issued by Shanghai Stock Exchange, this section provides supplemental +information on oil and gas exploration and producing activities of the Group and its equity method investments at 31 December 2015 and 2014, and +for the years then ended in the following six separate tables. Tables I through III provide historical cost information under IFRS pertaining to capitalised +costs related to oil and gas producing activities; costs incurred in oil and gas exploration and development; and results of operation related to oil and +gas producing activities. Tables IV through VI present information on the Group's and its equity method investments' estimated net proved reserve +quantities; standardised measure of discounted future net cash flows; and changes in the standardised measure of discounted cash flows. +(Differences Between the ASBE and IFRS) +Supplemental Information on Oil and +Gas Producing Activities (Unaudited) +Financial Statements +Total of the Group's and its equity method +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +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 2014 and 2015 which have been audited by PricewaterhouseCoopers. +* +645,577 +784,219 +Total equity under IFRS* +(1,518) +31 December +2014 +RMB million +647,095 +(1,404) +2015 +RMB million +193 +2014 +RMB million +Other +Total +Development +16,704 +16,704 +11,572 +11,572 +Exploration +The Group +Other +countries +China +Total +Other +countries +China +Total +RMB million +RMB million +2014 +2015 +Table II: Costs incurred in oil and gas exploration and development +30,241 +412,732 +442,973 +25,566 +408,995 +52,229 +49,605 +2,624 +73,923 +investments' results of exploration +and development costs +65,019 +61,177 +1,381 +92,008 +88,172 +3,836 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +(D) SUPPLEMENTAL INFORMATION ON OIL AND GAS PRODUCING ACTIVITIES (UNAUDITED) (CONTINUED) +TABLE III: Results of operations related to oil and gas producing activities +1,218 +434,561 +1,218 +Share of costs of exploration and development +Equity method investments +2,455 +88,172 +90,627 +2,624 +61,177 +63,801 +Total costs incurred +2,455 +71,468 +of associates and joint ventures +1,381 +investments' results of net capitalised costs +15,277 +15 +36,035 +533,137 +190,988 +569,172 +191,003 +78,971 +858 +69,873 +70,731 +Uncompleted wells, equipments and facilities +20 +204,773 +204,793 +Supporting equipments and facilities. +40,688 +572,446 +613,134 +and facilities +Property cost, wells and related equipments +The Group +Other +countries +China +Total +countries +China +78,185 +786 +Total capitalised costs +888,658 +15,277 +11,296 +11,296 +Share of net capitalised costs of associates +and joint ventures +Equity method investments +14,964 +412,732 +427,696 +14,270 +408,995 +423,265 +Total of the Group's and its equity method +Net capitalised costs +(389,578) +(411,450) +(27,296) +(465,393) (438,097) +amortisation and impairment losses +Accumulated depreciation, depletion, +36,836 +802,310 +839,146 +41,566 +847,092 +(21,872) +3,842 +Total of the Group's and its equity method investments' +Total +results of operations for producing activities +1,105 +629 +7,207 +12,973 +7,207 +785,623 +12,973 +(1,371) +(10) +(2,157) +(2,961) +(3,036) +(6,881) +(1,165) +845 +427 +Share of profit for producing activities of +Production costs excluding taxes +(1,165) +Exploration expenses +(4) +|||||| +Depreciation, depletion, amortisation and +associates and joint ventures +impairment losses +Taxes other than income tax +(3,036) +Profit before taxation +845 +Income tax expense +(418) +(2,157) +7,207 +1,750 +(958) +Financial Statements +Supplemental Information on Oil and +Gas Producing Activities (Unaudited) +196 +Financial Statements +Supplemental Information on Oil and +Gas Producing Activities (Unaudited) +195 +(D) SUPPLEMENTAL INFORMATION ON OIL AND GAS PRODUCING ACTIVITIES (UNAUDITED) (CONTINUED) +The Group's and its equity method investments' estimated net proved underground oil and gas reserves and changes thereto for the years ended 31 +December 2015 and 2014 are shown in the following table. +Proved oil and gas reserves are those quantities of oil and gas, which by analysis of geoscience and engineering data, can be estimated with reasonable +certainty to be economically producible from a given date forward, from known reservoirs, and under existing economic conditions, operating methods, +and government regulation before contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, +regardless of whether the estimate is a deterministic estimate or probabilistic estimate. Due to the inherent uncertainties and the limited nature of +reservoir data, estimates of underground reserves are subject to change as additional information becomes available. +Proved developed oil and gas reserves are proved reserves that can be expected to be recovered through existing wells with existing equipment and +operating methods or in which the cost of the required equipment is relatively minor compared with the cost of a new well. +"Net" reserves exclude royalties and interests owned by others and reflect contractual arrangements and obligation of rental fee in effect at the time of +the estimate. +2015 +TABLE IV: RESERVE QUANTITIES INFORMATION +(418) +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +3,048 +427 +792 +476 +49,213 +46,165 +12,973 +The results of operations for producing activities for the years ended 31 December 2015 and 2014 are shown above. Revenues include sales to +unaffiliated parties and transfers (essentially at third-party sales prices) to other segments of the Group. Income taxes are based on statutory tax +rates, reflecting allowable deductions and tax credits. General corporate overhead and interest income and expense are excluded from the results of +operations. +12,973 +(10) +| | | +(2,961) +(6,881) +1,750 +(958) +792 +(1,371) +7,207 +Sales +Revenues +123,033 +116,480 +6,553 +210,744 +202,143 +8,601 +8,601 +Production costs excluding taxes +(46,883) +(1,432) +(50,567) +(48,962) +(1,605) +Exploration expenses +(48,315) +(10,459) +132,920 +6,553 +China +countries +Total +China +2014 +RMB million +Other +countries +The Group +Revenues +141,521 +Sales +52,580 +69,223 +69,223 +Transfers +70,453 +63,900 +52,580 +(10,459) +(10,969) +(10,969) +Income tax expense +(1,205) +(210) +(995) +(17,454) +Results of operation from producing activities +4,323 +678 +49 +48,421 +(15,387) +46,165 +(2,067) +2,256 +Equity method investments +629 +65,875 +1,044 +839 +Depreciation, depletion, amortisation and +impairment losses +(56,293) +(52,216) +(4,077) +(51,338) +(48,665) +(2,673) +Taxes other than income tax +(6,083) +(6,083) +(31,995) +(31,995) +Profit before taxation +1,883 +2015 +RMB million +Other +31 December +2015 +RMB million +(4) +Safety production fund +Note +31 December +2015 +31 December +2014 +RMB +RMB +Non-current assets +Property, plant and equipment, net +Construction in progress +Investment in subsidiaries +Interest in associates +Interest in joint ventures +Available-for-sale financial assets +Lease prepayments +Long-term prepayments and other assets +Total non-current assets +Current assets +13,196 +5,453 +5,931 +164,399 +191,403 +100,543 +BALANCE SHEET OF THE COMPANY (Amounts in million) +72,763 +439,477 +Inventories +Bills receivable +Trade accounts receivable +Time deposits with financial institutions +Cash and cash equivalents +452,361 +13,346 +41 BALANCE SHEET AND RESERVE MOVEMENT OF THE COMPANY +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Carrying amount +Fair value +31 December +2015 +RMB million +105,927 +103,482 +31 December +2014 +RMB million +115,767 +112,362 +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 31 December 2015 and 2014. +39 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 consolidated 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 consolidated 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 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. Capitalised costs of proved oil and gas properties are amortised on a unit-of-production method based on volumes +produced and reserves. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 189 +Financial Statements (International) +190 +Financial Statements (International) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +The directors consider the parent and ultimate holding company of the Group as at 31 December 2015 is Sinopec Group Company, a state-owned +enterprise established in the PRC. This entity does not produce financial statements available for public use. +40 PARENT AND ULTIMATE HOLDING COMPANY +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. +Allowance for diminution in value of inventories +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. +for the year ended 31 December 2015 +Impairment for bad and doubtful debts +Depreciation +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. +Impairment for long-lived assets +39 ACCOUNTING ESTIMATES AND JUDGEMENTS (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +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. +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 1.08% to +4.90% (2014: 0.33% to 6.15%). 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 31 December 2015 and 2014: +297 +6,492 +221,715 +Income tax payable +552 +Total current liabilities +267,854 +396,428 +Net current liabilities +40,594 +72,380 +Total assets less current liabilities +704,983 +677,961 +Non-current liabilities +Long-term debts +75,926 +75,493 +Loans from Sinopec Group Company and fellow subsidiaries +Share capital +Equity +Total non-current liabilities +3,104 +3,382 +Other long-term liabilities +112,999 +25,830 +Provisions +600 +177 +Deferred tax liabilities +41,930 +44,100 +28,968 +91 +Accrued expenses and other payables +1,852 +6,930 +16,018 +7,218 +745,577 +750,341 +46,453 +1,804 +1 +29,512 +25,031 +540 +176 +46,029 +74,654 +Prepaid expenses and other current assets +104,726 +222,382 +Bills payable +102,399 +85,182 +Trade accounts payable +6,750 +18,690 +2,933 +Loans from Sinopec Group Company and fellow subsidiaries +49,131 +Short-term debts +Current liabilities +324,048 +227,260 +Total current assets +62,079 +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. +(ii) Fair values of financial instruments carried at other than fair value +Fair values (Continued) +Special reserve +(3,215) +(3,088) +Appropriation +(28,031) +(24,214) +Distribution to owners (Note 13) +32,035 +28,727 +Profit for the year +164,698 +166,481 +Balance at 1 January +Retained earnings +1,745 +1,922 +Balance at 31 December +Balance at 1 January +1,745 +4,613 +Cash flow hedges, net of deferred tax +47 +(657) +(81) +Change in fair value of available-for-sale financial assets, net of deferred tax +Special reserve +81 +(994) +Others +49 +92 +(1,309) +Other reserves +994 +167,825 +Government grants +Adjustments: +Shareholders' equity under ASBE +Note +Effects of major differences between the shareholders' equity under ASBE and the total equity under IFRS are analysed as follows: +47,933 +43,664 +Profit for the year under IFRS* +(1,093) +191 +116 +127 +(i) +(ii) +Safety production fund +Government grants +2014 +RMB million +48,910 +RMB million +43,346 +166,481 +431,359 +412,724 +192 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +(C) DIFFERENCES BETWEEN CONSOLIDATED FINANCIAL STATEMENTS PREPARED IN ACCORDANCE WITH +THE ACCOUNTING POLICIES COMPLYING WITH ASBE AND IFRS (UNAUDITED) +Balance at 31 December +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: +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 year under IFRS are analysed as follows: +Note +2015 +Net profit under ASBE +Adjustments: +(I) GOVERNMENT GRANTS +117,000 +117,000 +117,000 +41 BALANCE SHEET AND RESERVE MOVEMENT OF THE COMPANY (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (International) +Financial Statements (International) +191 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Chief Financial Officer +Wen Dongfen +President +Li Chunguang +(Legal representative) +Chairman +Wang Yupu +531,004 +552,430 +412,724 +38 FINANCIAL RISK MANAGEMENT AND FAIR VALUES (Continued) +for the year ended 31 December 2015 +NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) +2014 +Reserves +Total equity +(a) RESERVES MOVEMENT OF THE COMPANY +Approved and authorised for issue by the board of directors on 29 March 2016. +146,957 +552,430 +531,004 +121,071 +118,280 +431,359 +152,553 +The reconciliation between the opening and closing balances of each component of the Group's consolidated reserves is set out in the +consolidated statement of changes in equity. Details of the change in the Company's individual component of reserves between the beginning +and the end of the year are as follows: +The Company +2015 +RMB million +41,824 +Balance at 1 January +76,552 +73,337 +Appropriation +Balance at 31 December +55,850 +Discretionary surplus reserve +Balance at 31 December +3,088 +3,215 +79,640 +76,552 +117,000 +Balance at 1 January +(i) +(ii) +8,477 +Conversion of the 2011 Convertible Bonds (Note 28(iii)) +2014 +RMB million +Share premium +Capital reserve +Balance at 1 January +Balance at 31 December +Balance at 1 January +14,026 +Balance at 31 December +9,122 +9,122 +9,122 +9,122 +41,824 +33,347 +Statutory surplus reserve +Total +61,552 +Other +countries +6,520 +26 +6,715 +6,741 +Beginning of year +(gas) (billion cubic feet) +Proved developed and undeveloped reserves +347 +3,047 +341 +1,902 +2,243 +End of year +357 +2,773 +3,130 +347 +2,700 +3,047 +Beginning of year +(oil) (million barrels) +6,493 +Proved developed and undeveloped reserves +27 +7,570 +2014 +RMB million +Other +countries +China +Total +2015 +RMB million +Other +countries +China +Total +The information provided does not represent management's estimate of the Group's and its equity method investments' expected future cash flows or +value of proved oil and gas reserves. Estimates of proved reserve quantities are imprecise and change over time as new information becomes available. +Moreover, probable and possible reserves, which may become proved in the future, are excluded from the calculations. The arbitrary valuation requires +assumptions as to the timing and amount of future development and production costs. The calculations are made for the years ended 31 December +2015 and 2014 and should not be relied upon as an indication of the Group's and its equity method investments' future cash flows or value of its oil +and gas reserves. +The standardised measure of discounted future net cash flows, related to the above proved oil and gas reserves, is calculated in accordance with the +requirements of ASU 2010-03 and “Industrial Information Disclosure Guidelines for Public Company - No.8 Oil and Gas Exploitation". Estimated future +cash inflows from production are computed by applying the average, first-day-of-the-month price for oil and gas during the twelve-month period before +the ending date of the period covered by the report to year-end quantities of estimated net proved reserves. Future price changes are limited to those +provided by contractual arrangements in existence at the end of each reporting year. Future development and production costs are those estimated +future expenditures necessary to develop and produce year-end estimated proved reserves based on year-end cost indices, assuming continuation of +year-end economic conditions. Estimated future income taxes are calculated by applying appropriate year-end statutory tax rates to estimated future +pre-tax net cash flows, less the tax basis of related assets. Discounted future net cash flows are calculated using 10% midperiod discount factors. This +discounting requires a year-by-year estimate of when the future expenditure will be incurred and when the reserves will be produced. +TABLE V: STANDARDISED MEASURE OF DISCOUNTED FUTURE NET CASH FLOWS +(D) SUPPLEMENTAL INFORMATION ON OIL AND GAS PRODUCING ACTIVITIES (UNAUDITED) (CONTINUED) +Activities (Unaudited) +Supplemental Information on Oil and +Gas Producing +Financial Statements +198 +197 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +26 +6,715 +6,741 +19 +7,551 +End of year +32 +2 +3 +26 +30 +30 +23 +252 +259 +252 +260 +259 +252 +275 +(32) +2 +16 +289 +| | | | | || +275 +286 +(32) +(33) +2 +23 +23 +26 +27 +21 +24 +24 +22 +24 +24 +22 +18 +24 +26 +The Group +26 +(5) +(5) +(4) +Gas Producing Activities (Unaudited) +Supplemental Information on Oil and +Financial Statements +4 +4 +(3) +27 +19 +Future cash flows +Future production costs +Future development costs +Undiscounted future net cash flows +(8,530) +(8,530) +(4,159) +(4,159) +Future income tax expenses +(13,313) +(13,313) +(2,996) +(2,996) +Future development costs +(14,393) +(14,393) +(11,665) +(11,665) +Future production costs +77,593 +77,593 +41,013 +China +41,013 +22,193 +22,193 +41,357 +41,357 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +28,060 +505,049 +533,109 +14,607 +287,477 +302,084 +discounted future net cash flows +results of standardised measure of +Total of the Group's and its equity method investments' +Future cash flows +19,650 +12,365 +12,365 +future net cash flows +Standardised measure of discounted +(21,707) +(21,707) +(9,828) +(9,828) +of cash flows +10% annual discount for estimated timing +19,650 +9 +Equity method investments +4,815 +(1,360) +(9,779) +(11,139) +(8,242) +(38,442) +(46,684) +(4,577) +(34,092) +(12,308) +(811,267) +43,573 +1,763,757 +1,807,330 +(823,575) +(9,384) +18,739 +912,898 +(430,695) +931,637 +(440,079) +(38,669) +of cash flows +10% annual discount for estimated timing +Undiscounted future net cash flows +Future income tax expenses +441,750 +438,332 +3,418 +(135,219) +801,852 +1,356 +1,356 +non-controlling interests +Discounted future net cash flows attributable to +8,410 +505,049 +513,459 +2,242 +287,477 +289,719 +4,815 +net cash flows +(4,723) +(283,670) +(288,393) +(1,176) +(150,855) +(152,031) +13,133 +788,719 +(9,890) +(125,329) +Standardised measure of discounted future +- +2,700 +16 +235 +243 +Beginning of year +Proved undeveloped reserves +64 +2,465 +2,529 +52 +1,701 +1,753 +End of year +61 +2,501 +2,562 +64 +2,465 +2,529 +Beginning of year +Proved developed reserves +32 +I +8 +32 +279 +7 +Production +Extensions and discoveries +Improved recovery +175 +175 +(252) +(252) +Revisions of previous estimates +6,493 +6,493 +6,715 +6,715 +Beginning of year +(gas) (billion cubic feet) +Proved developed and undeveloped reserves +8 +235 +3 +201 +204 +End of year +272 +25 +25 +undeveloped reserves at the end of year +41 +41 +141 +130 +11 +Production +(317) +(297) +End of year +1,957 +1,902 +25 +(20) +(326) +(311) +(15) +55 +2,772 +2,700 +72 +Non-controlling interest in proved developed and +Extensions and discoveries +154 +154 +99 +1 +Other +Total +China +countries +The Group +Proved developed and undeveloped reserves +(oil) (million barrels) +Beginning of year +2,772 +2,700 +End of year +72 +2,773 +Revisions of previous estimates +(638) +(641) +3 +(38) +(46) +68 +8 +Improved recovery +99 +2,841 +70 +243 +48 +34 +275 +Extensions and discoveries +End of year +Proved undeveloped reserves +Beginning of year +End of year +Total of the Group and its equity method investments +(4) +19 +24 +18 +21 +70 +|| | || | || | || | || +│||||||||||||| +275 +289 +Improved recovery +Proved developed reserves +Revisions of previous estimates +1 +9 +Production +End of year +End of year +Production +Extensions and discoveries +Improved recovery +(3) +26 +Revisions of previous estimates +Beginning of year +(gas) (billion cubic feet) +associates and joint ventures +Beginning of year +Proved developed and undeveloped reserves of +End of year +23 +Beginning of year +Proved undeveloped reserves +260 +End of year +252 +Beginning of year +Proved developed reserves +(33) +286 +26 +Other +countries +Beginning of year +Total +Beginning of year +Proved undeveloped reserves +5,987 +5,987 +6,439 +6,439 +End of year +5,781 +5,781 +5,987 +5,987 +Beginning of year +China +Proved developed reserves +6,715 +7,551 +7,551 +(712) +(712) +(731) +(731) +711 +711 +1,749 +1,749 +48 +6,715 +728 +728 +712 +Total +China +712 +2014 +2015 +Proved developed and undeveloped reserves of +associates and joint ventures (oil) (million barrels) +Equity method investments +Other +countries +TABLE IV: RESERVE QUANTITIES INFORMATION (Continued) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +728 +728 +34 +1,112 +1,112 +End of year +(D) SUPPLEMENTAL INFORMATION ON OIL AND GAS PRODUCING ACTIVITIES (UNAUDITED) (CONTINUED) +: 11th Floor +: 22nd Floor, +PricewaterhouseCoopers, +: PricewaterhouseCoopers +Zhong Tian LLP +Stock name +Address +NAMES AND ADDRESSES OF AUDITORS OF +SINOPEC CORP. +Domestic Auditors +http://www.sinopec.com +: SINOPEC CORP +: SNP +Stock code +Central, Hong Kong +Overseas Auditors +Address +2 Corporate Avenue, +202 Hu Bin Road, +Huangpu District, +Shanghai, PRC +PricewaterhouseCoopers +: 600028 +: SINOPEC CORP +: SNP +The US: +:ir@sinopec.com +DEPOSITARY FOR ADRS +Citibank, N.A. +388 Greenwich St., 14th Floor +New York NY 10013 +United States of America +COPIES OF THIS ANNUAL REPORT ARE +AVAILABLE AT +The PRC: +China Petroleum & Chemical Corporation +PLACES OF LISTING OF SHARES, STOCK +London Stock Exchange +NAMES AND STOCK CODES +Shanghai Stock Exchange +Stock name +: SINOPEC CORP +Stock code +H Shares: +Hong Kong Stock Exchange +Stock name +Sinopec Corp +Stock code +: 0386 +ADRs: +New York Stock Exchange +Stock name +Stock code +A Shares: +PLACE OF BUSINESS IN HONG KONG +Chang Zhenyong +Convention Plaza +愀 +观 +生 +Ma Yongsheng +Jiao Fangzheng +Zhang Haichao +Dai Houliang +厚度 焦方证 +堋 +厚良 +Zhang Jianhua +Li Chunguang +Wang Yupu +王志刚 +章观华 +臌 +曾 +Signatures of the Directors and Senior Management: +Wang Zhigang +Jiang Xiaoming +Andrew Y. Yan +Tang Min +R1712 1716, 17th Floor, Hopewell Centre +183 Queen's Road East +Hong Kong +ПОРЕС +Chaoyang District +中国石化 +No. 22 Chaoyangmen North Street +China Petroleum & Chemical Corporation (Sinopec Corp.) +This annual report is published in both English +and Chinese. Should any conflict regarding +the meaning arises, the Chinese version shall +prevail. +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +202 +Lei Dianwu +典 +29 March 2016 +Wen Dongfen +Huang Wensheng +Ling Yiqun +Jiang Zhenghong +清廷朗 +江正洪 +Fan Gang +According to the relevant provisions and requirements of the PRC Securities Law and Management +Rules for Information Disclosure by Listed Companies promulgated by the CSRC, as the Board +directors and senior management of Sinopec Corp., we have carefully reviewed the 2015 annual +report of Sinopec Corp. and concluded that this annual report truly and objectively represents +Sinopec Corp.'s business performance in 2015, it contains no false representations, misleading +statements or material omissions and complies with the requirements of the CSRC and other +relevant regulatory authorities. +CONFIRMATION FROM THE DIRECTORS AND SENIOR MANAGEMENT +from the Directors and +ConfirmSenior Management +The US: +Beijing, PRC +Chaoyang District +No.22 Chaoyangmen North Street, +Board Secretariat +Postcode: 100020 +Beijing PRC +Chaoyang District +No. 5, Dong San Huan Central Road +20th Floor, Fortune Financial Centre +Haiwen & Partners +People's Republic of China: +LEGAL ADVISORS +No change during the reporting period +COPIES OF RELATIVE REPORTS +INFORMATION DISCLOSURE AND PLACES FOR +Hong Kong +Wanchai +1 Harbour Road +Citibank, N.A. +20th Floor, Office Tower +388 Greenwich St., 14th Floor +United States of America +Documents for Inspection +201 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Beijing, PRC, 29 March 2016 +Chairman +Wang Yupu +By Order of the Board +d) All the original copies of the documents +and announcements that Sinopec Corp. has +published in the newspapers stipulated by +the CSRC during the reporting period. +c) The original auditors' report signed by the +auditors; and +b) The original copies of financial statements +and consolidated financial statements as of +31 December 2015 prepared under IFRS +and ABSE, signed by Mr. Wang Yupu, the +Chairman, Mr. Li Chunguang, director and +President, Ms. Wen Dongfen, the Chief +Financial Officer and head of the financial +department of Sinopec Corp.; +a) The original copies of the 2015 annual +reports signed by Mr. Wang Yupu, the +Chairman; +The following documents will be available for +inspection during normal business hours after +29 March 2016 (Tuesday) at the registered +address of Sinopec Corp. upon requests by the +relevant regulatory authorities and shareholders +in accordance with the Articles of Association +and the laws and regulations of PRC: +DOCUMENTS FOR INSPECTION +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +London E14 5LB, U.K. +Canada Square, Canary Wharf +Citigroup Centre +Citibank, N.A. +The UK: +New York NY 10013 +Hong Kong Registrars Limited +Prince's Building, +Printed on environmentally friendly paper +(68,875) +(1,453) +18,494 +22,286 +60,005 +60,425 +79,281 +6,262 +(223,740) +2,058 +(3,006) +(4,721) +(12,987) +(4,573) +997 +(431) +611 +404 +1,520 +978 +1,163 +1,343 +2,681 +68,147 +2,746 +(D) SUPPLEMENTAL INFORMATION ON OIL AND GAS PRODUCING ACTIVITIES (UNAUDITED) (CONTINUED) +2015 +44,838 +(14,207) +(6,873) +(11,220) +(128,182) +(68,635) +(281,975) +Net changes for the year +Net changes in income taxes +Accretion of discount +Previously estimated development costs incurred during the year +Net changes due to extensions, discoveries and improved recoveries +Revisions of previous quantity estimates +Net changes in estimated future development cost +Sales and transfers of oil and gas produced, net of production costs +Net changes in prices and production costs +Equity method investments +Net changes for the year +Net changes in income taxes +Net changes due to extensions, discoveries and improved recoveries +Revisions of previous quantity estimates +Net changes in estimated future development cost +Net changes in prices and production costs +Sales and transfers of oil and gas produced, net of production costs +The Group +2014 +RMB million +RMB million +TABLE VI: CHANGES IN THE STANDARDISED MEASURE OF DISCOUNTED CASH FLOWS +1,736 +Previously estimated development costs incurred during the year +Accretion of discount +(7,285) +Beijing 100728 PRC +H Shares: +China Securities Registration and Clearing +Company Limited Shanghai Branch Company +36th Floor, China Insurance Building +166 Lujiazui East Road +Shanghai, PRC +A Shares: +REGISTRARS +Skadden, Arps, Slate, Meagher & Flom LLP +42/F, Edinburgh Tower, The Landmark +15 Queen's Road, Central, Hong Kong +Mr. Huang Wensheng +SECRETARY TO THE BOARD +Mr. Huang Wensheng +REPRESENTATIVE ON SECURITIES MATTERS +Mr. Zheng Baomin +REGISTERED ADDRESS AND PLACE OF +BUSINESS +No.22 Chaoyangmen North Street, +Chaoyang District +643 +: 100728 +Postcode +Tel. +: 86-10-59960028 +U.S.A. +Fax +: 86-10-59960386 +Website +E-mail addresses +Hong Kong: +Herbert Smith Freehills +23rd Floor, Gloucester Tower +Beijing, PRC +15 Queen's Road +Central, Hong Kong +STATUTORY NAME +LEGAL REPRESENTATIVE +Sinopec Corp. +ENGLISH ABBREVIATION +中国石化 +CHINESE ABBREVIATION +China Petroleum & Chemical Corporation +ENGLISH NAME +中国石油化工股份有限公司 +Mr. Li Chunguang +CORPORATE INFORMATION +Corporate Information +200 +Gas Producing Activities (Unaudited) +Supplemental Information on Oil and +Financial Statements +199 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +(1,553) +(231,025) +Total of the Group's and its equity method investments' results of net changes for the year +(3,611) +Mr. Wang Yupu +AUTHORISED REPRESENTATIVES +22 +8,585 +6,996 +9.8 +53,003 +22 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +In 2015, the unit refining cash operating +cost (defined as operating expenses +less the processing cost of crude oil +and refining feedstock, depreciation and +amortisation, taxes other than income +tax and other operating expenses, then +divided by the throughput of crude oil +and refining feedstock) was RMB 167.6 +per tonne, remaining flat over 2014 +despite of investments in refined oil +products quality upgrading. +In 2015, the operating profit of the +segment totaled RMB 21.0 billion, +representing an increase of RMB 22.9 +billion as compared with 2014. This was +mainly due to the timely adjustment of +refined oil product prices, tapping the +Company's well established advantages +in scale of refining, as well as production +increase of oil products and high-value- +added products for which demand +was strong. +(3) Marketing and Distribution Segment +The business of the 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 distributing oil products +through the segment's retail and +distribution network, as well as providing +related services. +In 2015, the operating revenues of this +segment were RMB 1,106.7 billion, a +decrease of 25.1% over 2014. Of which: +the sales revenues of gasoline totaled +RMB 471.2 billion, which decreased by +12.0% compared with 2014; the sales. +revenues of diesel were RMB 473.4 +billion, a decrease of 31.0% over 2014, +and the sales revenues of kerosene were +RMB 78.0 billion, a decrease of 37.5% +over 2014. +The following table sets forth the sales volumes, average realised prices, and the respective percentage changes of the segment's four major +refined oil products in 2015 and 2014, including breakdown in retail, direct sales and wholesale of gasoline and diesel: +Sales Volume (Thousand tonnes) +Year ended 31 December +Average realised price (RMB/tonne) +Year ended 31 December +2015 +2014 +2014. Total crude oil processed was +223.43 million tonnes (excluding volume +processed for third parties), representing +a decrease of 0.2% over 2014. The total +cost of crude oil processed was RMB +601.7 billion, representing a decrease of +42.8% over 2014. +2015 +2014 +Change (%) +Gasoline +Retail +69,842 +In 2015, the average processing cost +for crude oil was RMB 2,693 per tonne, +representing a decrease of 42.6% over +64,190 +8.8 +6,747 +8,338 +(19.1) +58,211 +In 2015, refining gross margin was RMB +318.1 per tonne, representing an increase +of RMB 105.1 per tonne compared with +2014. As international crude oil price +falls, prices of other refined petroleum +products dropped less, and the price +spread between products and feedstock +widened. +Change (%) +11.631 +Direct sales and wholesale +45,151 +47,322 +(4.6) +4,314 +6,196 +(30.4) +Kerosene +23,028 +21,845 +5.4 +3,387 +5,710 +(40.7) +Fuel +24,980 +25,537 +(2.2) +Direct sales and wholesale +(18.5) +(21.9) +5,490 +In 2015, the segment's operating +expenses were RMB 905.7 billion, +representing a decrease of 29.0% over +2014, mainly attributable to the decline +in procurement cost of crude oil. +11,187 +4.0 +5,498 +7,166 +(23.3) +Diesel +95,907 +103,255 +(7.1) +4,936 +6,648 +(25.7) +Retail +50,756 +55,934 +(9.3) +7,029 +The sales revenues of refined petroleum +products other than gasoline, diesel, +kerosene and chemical feedstock were +RMB 148.9 billion, representing a +decrease of 24.3% over 2014. +7,784 +3,943 +Special oil income levy and resources +tax dropped by RMB 25.9 billion +owing to the decline of crude oil price; +By strengthening cost control, +operating costs decreased by RMB 2.3 +billion; +Depreciation, depletion and +amortisation increased by RMB 3.3 +billion. +In 2015, the oil and gas lifting cost was +RMB 780 per tonne, representing a +year-on-year decrease of 3.0%, this was +mainly attributable to stricter cost cutting +policy put forward by the Company in +respond to the decline of crude oil price. +In 2015, the operating loss of the +exploration and production segment were +RMB 17.4 billion, representing a decrease +of RMB 64.5 billion as compared with +2014 which is mainly attributable to the +sharp decline of crude oil price. +(2) Refining Segment +Business activities of the refining +segment include purchasing crude oil +from third parties and the exploration +and production segment of the Company, +as well as processing crude oil into +refined petroleum products. Gasoline, +diesel and kerosene are sold internally to +the marketing and distribution segment +of the Company; part of the chemical +feedstock is sold to the chemicals +segment of the Company; and other +refined petroleum products are sold to +both domestic and overseas customers. +In 2015, the operating revenues of +this segment were RMB 926.6 billion, +representing a decrease of 27.2% over +2014. This was mainly attributable to the +decreased in refined oil products prices. +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 2015 and 2014. +Sales Volume (thousand tonnes) +Year ended 31 December +Gasoline +Diesel +Kerosene +Chemical feedstock +Other refined petroleum products +representing a decrease of 13.6% over +2014. The decrease was mainly due to +the following: +In 2015, sales revenues of gasoline +were RMB 315.3 billion, representing a +decrease of 15.2% over 2014. +In 2015, the operating expenses of +this segment were RMB 156.1 billion, +In 2015, the operating revenues of +this segment were RMB 138.7 billion, +representing a decrease of 39.1% over +2014. This was mainly attributable to the +decline of realised price of crude oil. +783,490 +1,310,236 +1,311,299 +(40.2) +(40.3) +384 +4,566 +(1,063) +2,179 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +21 +Management's Discussion +and Analysis +Management's +Discussion +and Analysis +MANAGEMENT'S DISCUSSION AND ANALYSIS (CONTINUED) +(1) Exploration and Production Segment +Almost all 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 were +sold externally to other customers. +In 2015, the segment sold 42.22 million +tonnes of crude oil, representing a +decrease of 2.6% over 2014. Natural +gas sales volume was 19.83 billion +cubic meters, representing an increase +of 10.3% over 2014. Average realised +prices of crude oil and natural gas were +RMB 2,014 per tonne and RMB 1,535 +per thousand cubic meters, representing +decreases of 48.9% and 4.0% +respectively over 2014. +The sales revenues of diesel were RMB +303.9 billion, representing a decrease of +28.9% over 2014. +The sales revenues of kerosene were RMB +46.2 billion, representing a decrease of +34.7% over 2014. +The sales revenues of chemical feedstock +were RMB 107.3 billion, representing a +decrease of 46.6% over 2014. +12,410 +8.9 +3,420 +5,705 +(40.0) +35,945 +37,690 +(4.6) +2,984 +5,333 +(44.1) +52,418 +49,901 +5.0 +2,842 +13,518 +(23.7) +6,288 +4,797 +Average realised price (RMB/tonne) +Year ended 31 December +2,215 +2015 +2014 +Change (%) +2015 +2014 +(27.9) +Change (%) +47,786 +6.6 +6,191 +(20.5) +63,359 +67,945 +(6.7) +50,921 +4,016 +9,436 +In 2015, the operating expenses of the +segment were RMB 1,077.8 billion, +representing a decrease of RMB 369.3 +billion or 25.5% as compared with that of +2014. This was mainly due to decreased +procurement costs resulting from the +decrease of oil products price. +(141,615) +Non-current liabilities +196,268 +201,534 +(5,266) +Total equity attributable to owners of the Company +Share capital +674,029 +593,041 +80,988 +121,071 +118,280 +2,791 +Reserves +552,958 +474,761 +604,257 +78,197 +462,642 +(146,881) +Total assets +Current assets +1,443,129 +332,405 +1,451,368 +(8,239) +360,144 +(27,739) +Non-current assets +1,110,724 +1,091,224 +19,500 +Total liabilities +658,910 +805,791 +Current liabilities +Non-controlling interests +110,190 +52,536 +Net cash used in investing activities +Net cash generated from/(used in) financing activities +In 2015, the net cash generated from +operating activities of the company +was RMB 165.8 billion, representing an +increase of RMB 17.5 billion as compared +with 2014. This was mainly due to +the decrease of operating capital and +increase of depreciation and depletion +over the same period of 2014. +In 2015, the net cash used in investing +activities was RMB 117.0 billion, +representing a decrease of RMB 15.7 +billion over 2014. This was mainly due to +the decrease of fixed assets expenditure +in the reporting period. +In 2015, the net cash inflow generated +from the Company's financing activities +was RMB 9.3 billion, representing an +increase of RMB 30.7 billion over 2014. +This was mainly due to the completion +of capital injection to Sinopec Marketing +Co. and the repayment of high interest +bearing debts. +At the end of 2015, the cash and cash +equivalents were RMB 67.8 billion. +(3) Contingent Liabilities +Please refer to "Material Guarantee +Contracts and Their Performances" in the +"Significant Events" section. +Unit: RMB million +Year ended 31 December +2015 +165,818 +(116,952) +9,310 +2014 +148,347 +(132,633) +(21,421) +(4) Capital Expenditures +Please refer to "Capital Expenditures" +in the "Business Review and Prospects" +section of this report. +(5) Research & development expenses and +environmental expenditures +Research & development expenses +refer to the expenses recognised as +expenditures when they occur. In +2015, the expenditure for research & +development was RMB 5.65 billion. +Environmental expenditures refer to +the normal routine pollutant discharge +fees paid by the Company, excluding +capitalised cost of pollutant treatment +properties. In 2015, the Company paid +environmental expenditures fees of RMB +5.81 billion. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Net cash generated from operating activities +Major items of cash flows +The following table sets forth the major items in the consolidated cash flow statements for 2015 and 2014. +(2) Cash Flow +57,654 +Total equity +784,219 +645,577 +138,642 +24 +24 +Change +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Current assets were RMB 332.4 billion, +representing a decrease of RMB 27.7 +billion compared with that of the end of +2014. This was mainly due to the fact +that inventories decreased by RMB 42.7 +billion, accounts receivable decreased +by RMB 34.7 billion, and cash and cash +equivalent increased by RMB 58.5 billion. +Non-current assets were RMB 1,110.7 +billion, representing an increase of RMB +19.5 billion as compared with that of the +end of 2014. This was mainly due to the +fact that property, plant and equipment +(net) increased by RMB 29.1 billion, +construction in progress decreased +by RMB 25.4 billion, the investment +of equity acquisition of Sibur Holding +increased by RMB 9.5 billion; the long- +term equity investments of associates +and joint ventures increased by RMB +2.4 billion; newly added land use right, +long-term prepayments and other assets +increased by RMB 3.5 billion. +The Company's total liabilities were RMB +658.9 billion, representing a decrease of +RMB 146.9 billion compared with that of +the end of 2014, of which: +Current liabilities were RMB 462.6 billion, +representing a decrease of RMB 141.6 +billion as compared with that of the end +of 2014. This was mainly due to short. +term loans of Sinopec group decreased +by RMB 59.0 billion, account payables +decreased by RMB 67.9 billion. +Non-current liabilities were RMB 196.3 +billion, representing a decrease of RMB +5.3 billion compared with that of the +end of 2014. This was mainly due to +long-term debts decreased by RMB 12.3 +billion, estimated liabilities increased by +RMB 3.5 billion due to the provision for +future dismantling of oil and gas assets, +long-term payable and other debts +increased by RMB 2.0 billion. +Total equity attributable to owners of +the Company was RMB 674.0 billion, +representing an increase of RMB 81.0 +billion compared with that of the end +of 2014, which was mainly due to the +completion of capital injection to Sinopec +Marketing Co., conversion of Sinopec CB +and increased retained earnings from the +net profit for this period. +As of 31 December 2015, the Company's +total assets were RMB 1,443.1 billion, +representing a decrease of RMB 8.2 +billion compared with that of the end of +2014, of which: +(44.8) +As of 31 +December 2014 +Unit: RMB million +Synthetic fibre +Synthetic rubber +Chemical fertiliser +Average realised price (RMB/tonne) +Year ended 31 December +2015 +2014 +Change (%) +2015 +2014 +Change (%) +38,903 +35,788 +8.7 +4,121 +6,118 +(32.6) +Synthetic resin +6,083 +Synthetic fibre monomer and polymer +Sales Volume (Thousand tonnes) +Year ended 31 December +In 2015, the segment's marketing cash +operating cost (defined as the operating +expenses less purchase costs, taxes +other than income tax, depreciation +and amortisation, and then divided by +the sales volume) was RMB 189.2 per +tonne, representing a decrease of 1.9% +compared with that of 2014. +In 2015, the operating profit of +this segment was RMB 28.9 billion, +representing a decrease of 2.0% +compared with 2014. +(4) Chemicals Segment +The business activities of the chemicals +segment include purchasing chemical +feedstock from refining segment and +third parties, producing, marketing and +distributing petrochemical and inorganic +chemical products. +In 2015, the operating revenues of the +chemicals segment were RMB 326.3 +billion, representing a decrease of 23.7% +as compared with that of 2014, which +was mainly attributable to price drop +of chemical products partly offset by +the volume increase of basic organic +chemicals and synthetic resin. +Sales revenue generated by the +segment's six major categories of +chemical products (namely basic organic +chemicals, synthetic resin, synthetic fibre +monomer and polymer, synthetic fibre, +synthetic rubber, and chemical fertiliser) +totaled RMB 309.6 billion, representing +a decrease of 23.6% as compared with +2014, and accounting for 94.9% of the +operating revenues of the segment. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +23 +Management's Discussion +and Analysis +Management's +Discussion +and Analysis +MANAGEMENT'S DISCUSSION AND ANALYSIS (CONTINUED) +The following table sets forth the sales volume, average realised prices and respective percentage changes of each of the segment's six major +categories of chemical products in 2015 and 2014. +Basic organic chemicals +6,496 +(6.4) +5,797 +243 +598 +(59.4) +1,823 +1,686 +8.1 +In 2015, the operating expenses of the +chemicals segment were RMB 306.6 +billion, representing a decrease of 28.6% +over 2014. This was mainly attributable +to the decline of chemical feedstock cost +by RMB 115.2 billion or 32.6% over +2014 as the crude oil prices dropped. +In 2015, the operating profit of +this segment was RMB 19.7 billion, +representing an increase of RMB 21.9 +billion as compared with 2014. This +was mainly due to the increasing +competitiveness of naphtha-based +chemical and preferable product margin +as feedstock costs lowered. +3 ASSETS, LIABILITIES, EQUITY AND CASH FLOWS +(5) Corporate and Others +The business activities of corporate +and others mainly consist of import +and export business activities of the +Company's subsidiaries, research and +development activities of the Company, +and managerial activities of headquarters. +In 2015, the operating revenues +generated from corporate and others. +were RMB 783.9 billion among which the +sales revenues realised by subsidiaries +such as trading companies were RMB +779.3 billion, representing a decrease of +40.2% over 2014 mainly attributed to the +decline in trading income caused by price +drop of crude oil. +In 2015, the operating expenses of +corporate and others were RMB 783.5 +billion, among which operating expenses +realised by subsidiaries such as trading +companies were RMB 775.5 billion, +representing a decrease of 40.3% over +2014. +In 2015, the operating profit from +corporate and others was RMB 0.4 +billion, among which the operating profit +realised by subsidiaries such as trading +companies was RMB 3.8 billion. +The major funding source of the Company is its operating activities and short-term and long-term loans. The major use of funds includes operating +expense, capital expenditures, and repayment of the short-term and long-term debts. +(1) Assets, liabilities and equity +(16.9) +10,549 +8,769 +(8.3) +7,220 +(19.7) +11,993 +11,603 +3.4 +7,771 +9,679 +As of 31 +December 2015 +(19.7) +1,430 +(3.5) +7,739 +Elimination of inter-segment profit +(18.0) +1,107 +1,207 +1,380 +Operating expenses +Operating profit/(loss) +External sales* +Operating revenues +(40.7) +5,710 +3,387 +5.4 +21,845 +23,028 +Kerosene +(25.7) +6,647 +Basic chemical feedstock +4,937 +102,724 +95,472 +Diesel +(19.1) +8,339 +6,749 +8.8 +64,083 +69,749 +(7.1) +Gasoline +29,608 +8.5 +2.2 +3.0 +138,653 +227,597 +4.3 +4.8 +External sales* +125,654 +180,851 +27,277 +3.8 +6.2 +6.4 +Inter-segment sales +800,962 +1,092,244 +24.4 +23.3 +Operating revenues +926,616 +3.8 +141,544 +(4.4) +1,519 +2014 +8,864 +9,674 +Crude oil +2015 +Average realised price +(RMB/tonne, RMB/thousand cubic meters +Year ended 31 December +Year ended 31 December +Sales volume (thousand tonnes) +The following table sets forth the external sales volume, average realised prices and respective rates of change of the Company's major products +in 2015 and 2014: +In 2015, the Company's turnover was RMB 1,976.4 billion, representing a decrease of 28.9% over 2014. This was mainly attributable to the +decline of crude oil and petrochemical products prices. +Change (%) +(1) Turnover and other operating revenues +1,467 +(30.2) +46,466 +32,438 +11,226 +Non-controlling interests +Owners of the Company +(8.9) +47,933 +43,664 +665.2 +1,589 +2015 +Change (%) +10.7 +16,661 +18,440 +Natural gas (million cubic meters) +4,691 +0 +84 +0 +Oversea +2014 +(49.5) +2,019 +10.2 +8,780 +9,674 +Domestic +(49.6) +4,008 +2,019 +9.1 +4,001 +71,019 +3.0 +3.4 +(5) Profit before taxation was RMB 56.3 +billion, representing a decrease of 14.1% +as compared with 2014. +(4) Net finance costs were RMB 9.3 billion, +representing a decrease of 34.8% over +2014. Of which: the net interest expense +of the Company was RMB 5.2 billion, +representing a decrease of RMB 4.3 +billion over 2014; net losses from foreign +exchange increased by RMB 3.7 billion +as compared with 2014 due to the RMB +exchange rate fluctuation in 2015; loss +from fair value change in convertible +bonds decreased RMB 4.4 billion +compared with the same period of 2014. +(3) Operating profit was RMB 57.0 billion, +representing a decrease of 22.4% +compared with 2014. +Other operating expense, net were RMB +0.1 billion. +Taxes other than income tax were RMB +236.3 billion, representing an increase of +23.6% compared with 2014. Of which, +although the special oil income levy and +resources tax decreased by RMB 24.6 +billion over the same period of 2014 due +to crude oil price drop, the consumption +tax increased by RMB 62.0 billion as a +result of increased consumption tax rate, +and city construction tax and +educational surcharge increased by +RMB 7.9 billion accordingly over the +same period of 2014. +Personnel expenses were RMB 56.3 +billion, representing a decrease of 1.6% +over 2014. +Exploration expenses, including dry +holes were RMB 10.5 billion, representing +a decrease of 4.6% compared with 2014, +mainly attributable to the optimisation +of exploration investment and effective +reduction of exploration expenses. +Depreciation, depletion and amortisation +were RMB 96.4 billion, representing an +increase of 7.0% as compared with 2014. +This was mainly due to the continued +investment in fixed assets. +Selling, general and administrative +expenses were RMB 69.3 billion, +representing an increase of 1.4% +over 2014. +(6) Tax expense was RMB 12.6 billion, +representing a decrease of RMB 5.0 +billion as compared with 2014. +The Company's other purchasing +expenses were RMB 1,023.5 billion, +representing a decrease of 31.6% over +the same period of 2014. This was +mainly due to the decline in the prices of +externally purchased raw materials. +Purchased crude oil, products and +operating supplies and expenses were +RMB 1,492.9 billion, representing a +decrease of 36.0% over the same period +of 2014, accounting for 76.1% of the +total operating expenses, of which: +In 2015, the Company's operating +expenses were RMB 1,961.9 billion, +decreased by 28.7% compared with +2014. The operating expenses mainly +consisted of the following: +(2) Operating expenses +The Company's external sales revenue +of chemical products was RMB 275.2 +billion, representing a decrease of 22.9% +over 2014, accounting for 13.6% of +the Company's total turnover and other +operating revenues. This was mainly +due to the decline of chemical products +prices. +In 2015, petroleum products (mainly +consisting of oil products and other +refined petroleum products) sold by +Refining Segment and Marketing and +Distribution Segment achieved external +sales revenues of RMB 1,206.7 billion, +accounting for 59.8% of the Company's +turnover and other operating revenues, +representing a decrease of 26.1% over +2014 mainly due to the decline of various +refinery products prices. The sales +revenue of gasoline, diesel and kerosene +was RMB 1,020.2 billion, representing +a decrease of 24.0% over 2014, and +accounting for 84.5% of the total sales +revenue of petroleum products. Turnover +of other refined petroleum products +was RMB 186.5 billion, representing a +decrease of 36.1% compared with 2014, +accounting for 15.5% of the total sales +revenue of petroleum products. +Most of crude oil and a portion of +natural gas produced by the Company +were internally used for refining and +chemical production, with the remaining +sold to other customers. In 2015, the +turnover from crude oil, natural gas +and other upstream products sold +externally amounted to RMB 57.7 billion, +a decrease of 17.0% over 2014. The +change was mainly due to the decrease +of crude oil prices in 2015. +MANAGEMENT'S DISCUSSION AND ANALYSIS (CONTINUED) +and Analysis +Discussion +Crude oil purchasing expenses were RMB +469.4 billion, representing a decrease +of 44.0% over the same period of 2014. +Throughput of crude oil purchased +externally in 2015 was 176.29 million +tonnes (excluding the volume processed +for third parties), representing a decrease +of 0.6% over the same period of 2014. +The average cost of crude oil purchased +externally was RMB 2,663 per tonne, +representing a drop of 43.6% over 2014. +Management's +(7) Profit attributable to non-controlling +interests was RMB 11.2 billion, +representing an increase of RMB 9.8 +billion comparing with 2014. +2 RESULTS OF SEGMENT OPERATIONS +The Company manages its operations +through four business segments, namely +exploration and production segment, refining +segment, marketing and distribution segment +and chemicals segment, and corporate +and others. Unless otherwise specified, the +inter-segment transactions have not been +eliminated from financial data discussed +in this section. In addition, the operating +revenue data of each segment include other +operating revenues. +Exploration and Production Segment +(%) +(%) +(%) +(%) +2014 +2015 +2014 +2015 +(8) Profit attributable to owners of the +Company was RMB 32.4 billion, +representing a decrease of 30.2% +compared with 2014. +2014 +RMB million +Operating revenues +Year ended 31 December +2015 +of inter-segment sales +Year ended 31 December +As a percentage of +consolidated operating +revenue after elimination +of inter-segment sales +Year ended 31 December +As a percentage of +consolidated operating +revenue before elimination +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. +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +20 +20 +RMB million +and Analysis +Management's Discussion +19 +3.5 +11,584 +11,989 +Synthetic resin +(19.8) +7,223 +5,796 +(6.3) +6,479 +7,771 +6,071 +(32.1) +6,151 +4,175 +Operating revenues +Refining Segment +67,634 +86,053 +2.1 +1.8 +Monomer and polymer for synthetic fibre +9,684 +(19.8) +Synthetic fibre +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +8.1 +1,686 +1,823 +(59.4) +598 +243 +Chemical fertiliser +(16.8) +10,554 +8,778 +(8.4) +1,205 +1,104 +Synthetic rubber +(18.0) +9,436 +7,740 +(3.5) +1,430 +1,380 +Attributable to: +783,874 +Profit for the year +(17,571) +783,874 +1,310,236 +23.9 +27.8 +Operating revenue before elimination of +inter-segment sales +Elimination of inter-segment sales +Consolidated operating revenue +3,282,117 +4,715,019 +(1,263,234) (1,889,105) +2,018,883 +2,825,914 +Operating revenues +100.0 +100.0 +100.0 +*: Other operating revenues are included. +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 percentage change of 2015 compared to 2014. +Year ended 31 December +2015 +RMB million +2014 +RMB million +Change +(%) +Exploration and Production Segment +100.0 +Operating revenues +12.5 +587,663 +7.7 +14.0 +12.9 +42,743 +62,208 +1.3 +1.3 +326,308 +427,485 +10.5 +9.9 +External sales* +438,420 +722,573 +13.4 +15.3 +21.7 +25.6 +Inter-segment sales +345,454 +9.0 +8.6 +138,653 +(39.1) +Operating expenses +Operating profit +Chemicals Segment +Operating revenues +Operating expenses +Operating profit/(loss) +Corporate and Others +1,077,811 +28,855 +Inter-segment sales +(25.1) +(25.5) +(2.0) +326,308 +427,485 +(23.7) +306,626 +429,666 +(28.6) +19,682 +(2,181) +29,449 +227,597 +1,476,606 +Operating revenues +Operating expenses +Operating (loss)/profit +Refining Segment +156,071 +180,540 +(13.6) +(17,418) +47,057 +Operating revenues +1,106,666 +926,616 +(27.2) +Operating expenses +905,657 +1,275,049 +(29.0) +Operating profit/(loss) +20,959 +(1,954) +Marketing and Distribution Segment +1,273,095 +365,277 +283,565 +Corporate and Others +(236,343) +Taxes other than income tax +(1.6) +(57,233) +(56,331) +Personnel expenses +(4.6) +(10,969) +(10,459) +(191,202) +Exploration expenses, including dry holes +(90,097) +(96,368) +Depreciation, depletion and amortisation +1.4 +(68,374) +(69,330) +(36.0) +(2,334,399) +(1,492,926) +7.0 +(28.7) +23.6 +(98) +(12,613) +Tax expense +(14.1) +65,504 +56,277 +Profit before taxation +36.5 +6,246 +8,525 +Other operating expense, net +Investment income and share of profits less losses from associates and joint ventures +(14,229) +(9,276) +Net finance costs +(22.4) +73,487 +57,028 +Operating profit +(35.9) +(153) +(34.8) +(2,752,427) +(1,961,855) +Selling, general and administrative expenses +1,471,160 +33.6 +1 CONSOLIDATED RESULTS OF OPERATIONS +31.2 +54.7 +52.1 +Inter-segment sales +Operating revenues +3,056 +1,106,666 +1,103,610 +5,446 +203 +0.1 +0.1 +33.7 +31.3 +Chemicals Segment +External sales* +Inter-segment sales +Operating revenues +1,476,606 +External sales* +Marketing and Distribution Segment +27.1 +Purchased crude oil, product and operating supplies and expenses +Operating expenses +(4.1) +44,273 +(28.9) +2,781,641 +1,976,412 +42,471 +Other operating revenues +Turnover +(28.6) +2,825,914 +2,018,883 +Turnover and other operating revenues +Change (%) +2014 +RMB million +RMB million +Year ended 31 December +2015 +The following table sets forth the main revenue and expenses from the Company's consolidated financial statements: +In 2015, the Company's turnover and other operating revenues were RMB 2,018.9 billion, decreased by 28.6% compared with that of 2014. The +operating profit was RMB 57.0 billion, representing a year on year decrease of 22.4%. +1,273,095 +28.2 +(28.2) +1,447,157 +MANAGEMENT'S DISCUSSION AND ANALYSIS +At the end of 2015, the Company's long-term liabilities were RMB 194.9 billion, representing a decrease of RMB 5.2 billion compared with that +of the end of 2014. This was mainly due to the following factors: a) long-term loans decreased by RMB 10.9 billion; b) provisions increased by +RMB 3.5 billion due to the provision for future dismantling costs of oil and gas properties; c) long-term payable and other debts increased by +RMB 2.1 billion. +2014 +RMB million +Year ended 31 December +2015 +RMB million +Elimination of inter-segment sales +Corporate and Others +Chemicals Segment +Marketing and Distribution Segment +Refining Segment +Exploration and Production Segment +Operating profit/(loss) +138,653 +926,616 +Consolidated operating income +Corporate and Others +Chemicals Segment +Marketing and Distribution Segment +Refining Segment +Exploration and Production Segment +Operating income +(1) Under ASBE, the operating income and operating profit or loss by reportable segments were as follows: +The major differences between the Company's financial statements prepared under ASBE and IFRS are set out in Section C of the financial +statements of the Company on page 193 of this report. +4 ANALYSIS OF FINANCIAL STATEMENTS PREPARED UNDER ASBE +Elimination of inter-segment sales +227,597 +1,273,095 +1,106,666 +1,476,606 +32,207 +65,481 +52,081 +(5,632) +291 +2,179 +4,566 +(2,982) +(678) +(2,164) +19,691 +29,753 +27,299 +(1,982) +19,423 +46,309 +(18,511) +2,825,914 +1,310,236 +(1,889,105) +427,485 +326,308 +783,874 +(1,263,234) +2,018,883 +6,515 +728 +5,386 +Self-owned fund +Derivative financial instruments +Available-for-sale financial assets +Stock +Impairment +loss provision +Accumulated +variation of fair +values recorded +Profits and +losses from +variation of fair +values in the +current year +the year +of the year +Items +End of +Beginning +Unit: RMB million +Items relevant to measurement of fair values +The Company has established sound decision-making mechanism, business process and internal control systems relevant to financial instrument +accounting and information disclosure. +(6) Measurement of fair values of derivatives and relevant system +and Analysis +Discussion +Management's +and Analysis +Management's Discussion +25 +convertible bonds +Financial expenses, investment income and loss from changes in fair value +183 +as equity +87 +2,881 +509 +4,722 +(7,557) +(9,473) +Cash flow hedging instruments +Total +Self-owned fund +3,547 +(259) +(3,288) +Embedded derivative instruments of the +Self-owned fund +478 +403 +1,189 +87 +261 +183 +Self-owned fund +source +Funding +of the +current year +261 +Consolidated operating profit +MANAGEMENT'S DISCUSSION AND ANALYSIS (CONTINUED) +47,430 +(40.2) +1.1 +774,799 +7.4 +(29.7) +(23.7) +11.3 +287,821 +326,308 +783,874 +Corporate and Others +Chemicals +1.8 +(26.5) +(25.1) +7.4 +1,022,620 +1,106,666 +Marketing and Distribution +3.2 +(40.2) +(27.2) +(40.5) +4.5 +0.6 +Total +Net profit attributable to equity shareholders of the Company +THE FOLLOWING DISCUSSION AND ANALYSIS SHOULD BE READ IN CONJUNCTION WITH THE +COMPANY'S AUDITED FINANCIAL STATEMENTS AND THE ACCOMPANYING NOTES. PARTS OF THE +FOLLOWING FINANCIAL DATA WERE ABSTRACTED FROM THE COMPANY'S AUDITED FINANCIAL +STATEMENTS THAT HAVE BEEN PREPARED ACCORDING TO THE IFRS, UNLESS OTHERWISE STATED. +THE PRICES IN THE FOLLOWING DISCUSSION DO NOT INCLUDE VALUE-ADDED TAX. +VAYARA +SAVAGAYA AAYANANAY +and Analysis +Management's Discussion +27 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +*: Gross profit margin = (operation income - operation cost, tax and surcharges)/operation income. +2.1 +(34.4) +(28.6) +9.4 +1,592,771 +2,018,883 +N/A +N/A +N/A +N/A +(1,267,801) +(1,263,234) +Elimination of inter-segment sales +658,347 +ZALAYAYAYAYAYAYAYAYAYAY +1.2 +1,451,368 +785,623 +194,864 +138,528 +(5,152) +(8,239) +RMB million +Change +As of 31 +200,016 +December 2014 +1,443,129 +RMB million +Shareholders' equity +Long-term liabilities +Total assets +(2) Financial data prepared under ASBE +26 +Net profit: In 2015, the net profit attributable to the equity shareholders of the Company was RMB 32.2 billion, representing a decrease of +RMB 15.2 billion or 32.1% comparing with 2014. +(23.9) +As of 31 +December 2015 +647,095 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Operating profit: In 2015, the operating profit of the Company was RMB 52.1 billion, representing a decrease of RMB 13.4 billion as +compared with 2014. This was mainly due to sharp drop of crude oil price, resulting in the decrease of realised profit of the company's +upstream segment. +11.2 +116,985 +(39.1) +138,653 +926,616 +Refining +Exploration and Production +At the end of 2015, the Company's total assets were RMB 1,443.1 billion, representing a decrease of RMB 8.2 billion compared with that of +the end of 2014. This was mainly due to the following factors: a) inventories decreased by RMB 42.7 billion because of the decrease in crude +oil and other raw material prices; b) accounts receivable decreased by RMB 34.7 billion; c) currency reserves increased by RMB 58.5 billion; d) +implemented investment plan, in which, fixed assets increased by RMB 29.1 billion and projects on progress decreased by RMB 25.4 billion. +year-on-year +basis (%) +on a +year-on-year +basis (%) +gross profit +margin on a +year-on-year +basis (%) +RMB million +At the end of 2015, the shareholders' equity of the Company was RMB 785.6 billion, representing an increase of RMB 138.5 billion compared +with that of the end of 2014. This was mainly due to the completion of capital injection to Sinopec Marketing Co., conversion of Sinopec CB and +increased retained earnings from net profit for this period. +(3) The results of the principal operations by segments +Gross profit +margin* (%) +Operation +cost +Increase/ +(decrease) of +operation +income on a +Operation +income +Increase/ +(decrease) of +operation cost +Increase/ +(decrease) of +Segments +RMB million +Specific statements and independent +opinions from independent non-executive +directors regarding external guarantees +provided by Sinopec Corp. during and by +the end of 2015: +SIGNIFICANT EVENTS (CONTINUED) +Significant Events +36 +Significant Events +35 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +We, as independent non-executive directors +of Sinopec Corp., hereby make the following +statements after conducting a thorough +check of external guarantees provided by +Sinopec Corp. accumulated up to and during +2015 in accordance with the requirements of +the domestic regulatory authorities: +The amount of guarantees provided during the reporting period and the 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 the guarantees provided by these subsidiaries is derived by multiplying the +guarantees provided by Sinopec Corp.'s subsidiaries by the percentage of shares held by Sinopec Corp. in such subsidiaries. +3.96% +As defined in the Listing Rules of the Shanghai Stock Exchange. +*1: +None +None +None +2,314 +2,314 +None +26,737 +22,728 +*2: +Sinopec Corp. has disclosed its external +guarantees for year 2015 in this annual +report. The aggregate balance of external +guarantees provided by Sinopec Corp. for +the year 2015 was RMB 26.737 billion, +accounting for approximately 3.96% of the +Company's net assets. +Ningbo Gaotou Petroleum +Sinopec Corp. shall continue to strengthen +its management and actively monitor +guarantee risks. It shall strictly follow the +approval and disclosure procedures in +relation to guarantee businesses for any new +external guarantees provided thereafter. +Term +billion) +None +Borrower +Mortgage +Amount +(RMB +Whether +(2) Entrusted loans +During the reporting period, Sinopec Corp. has no entrusted asset management subject to disclosure obligation. +We hereby present the following opinions: +(1) Entrusted Asset Management +14 TRUSTEESHIP, CONTRACTING AND LEASES +During the reporting period, Sinopec Corp. +was not involved in any events relating to +significant trusteeship, contracting or leases +for the assets of any other company, nor has +it placed its assets with any other company +under a trusteeship, contracting or lease +agreement subject to disclosure obligations. +During the reporting period, the Company +and its controlling shareholder did not have +any court's effective judgments which should +be performed or any comparatively large +amount of debt which should be cleared up. +FACTO CONTROLLER +12 CREDIBILITY FOR THE COMPANY, +CONTROLLING SHAREHOLDERS AND DE +Saved as disclosed by Sinopec Corp., the +Company did not enter into any significant +contracts subject to disclosure obligations +during the reporting period. +11 OTHER MATERIAL CONTRACTS +10 INSOLVENCY AND RESTRUCTURING +During the reporting period, the Company +was not involved in any insolvency or +restructuring matters. +No significant litigation, arbitration relating +to the Company occurred during the +reporting period. +9 SIGNIFICANT LITIGATION, ARBITRATION +RELATING TO SINOPEC CORP. +15 ENTRUSTED ASSET MANAGEMENT AND ENTRUSTED LOANS +13 PENALTIES ON THE COMPANY AND +ITS DIRECTORS, SUPERVISORS, +SENIOR MANAGEMENT, CONTROLLING +SHAREHOLDER AND DE FACTO +CONTROLLER AND REMEDIES THERETO +On 27 April 2015, Sinopec Crop. was +informed by China Petrochemical +Corporation, the controlling shareholder of +the Company, that Mr. Wang Tianpu, former +non-executive Director and Vice Chairman +of the Company, was currently under +investigation by the competent authorities. +Mr. Wang Tianpu tendered his resignation +to the Board on 27 April 2015 and resigned +from all his positions in the Company, +including non-executive Director and Vice +Chairman, with immediate effect from the +same date. For further details, please refer +to the announcements published in the China +Securities Journal, the Shanghai Securities +News and the Securities Times. on 28 April, +2015. For the relevant details, please also +refer to the disclosure made on the website +of the Hong Kong Stock Exchange dated 27 +April 2015. +No +645 +Yanbu Aramco +The listed +Sinopec Corp. +Sonangol E.P. +Development Ltd./ +International +subsidiary +No +Yes +HO +No +No +Joint obligations +6,010 +New Bright +Controlled +0.3 +SSI +Co., Ltd. +company +itself +Sinopec Refining +Company +no specific 31 December 2014 30 years from the date +amount +Joint obligations +Statement of guarantee status +Statement of guarantee undue that might be involved in any joint and several liabilities +Total amount of the above three guarantee items (C+D+E) +The amount of guarantees in excess of 50% of the net assets (E) +Amount of debt guarantees provided directly or indirectly to the companies with liabilities to assets ratio over 70% (D) +Guarantees provided for shareholder, de facto controller and connected parties (C) +The proportion of the total amount of guarantees to the Sinopec Corp.'s net assets +Total amount of guarantees(A+B) +Total amount of guarantees for the Company (including those provided for controlled subsidiaries) +4,009 +Total amount of guarantee for controlled subsidiaries outstanding at the end of the reporting period (B) +Total amount of guarantee provided to controlled subsidiaries during the reporting period +Guarantees by the Company to the controlled subsidiaries +Total amount of guarantees outstanding at the end of reporting period *² (A) +Total amount of guarantees provided during the reporting period *2 +(YASREF) Limited +Yanbu project company +requires supply of +No +No +No +hydrogen from Air +Liquedi Arabia LLC. +4 years +Zhongtian Synergetic Energy +or +number of internal rules, including the +Rules for the Internal Control System, +the Rules for Implementation of Overseas +Capital Management Methods, and the +Provisional Methods for Overseas Fund +Platform Management, to impose strict rules +on Century Bright Company for providing +overseas financial services. Century Bright +Company has also established the Rules for +the Implementation of the Internal Control +System, which ensures the standardisation +and safety of its corporate deposits business. +At the same time, as the wholly controlling +shareholder of Century Bright Company, +China Petrochemical Corporation entered +into a keep-well agreement with Century +Bright Company in 2013, under which China +Petrochemical Corporation undertakes that +when Century Bright Company has difficulty +making payments, China Petrochemical +Corporation will ensure that Century Bright +Company will fulfill its repayment obligation +through various channels. +In order to regulate connected transactions +between the Company and Sinopec +Century Bright Capital Investment, Ltd. +(Century Bright Company, Sinopec Corp.'s +overseas settlement center), Century +Bright Company ensures the safety of +the deposits of Sinopec Corp. in Century +Bright Company by strengthening internal +risk controls and obtaining support from +China Petrochemical Corporation. China +Petrochemical Corporation has issued a +In order to regulate connected transactions +between the Company and Sinopec Finance +Co., Ltd. (Sinopec Corp.'s domestic +settlement center, hereinafter referred to +as the "Finance Company") 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 +Connected Transactions of China Petroleum +& Chemical Corporation and Sinopec Finance +Co., Ltd., which covers the risk control +system and the risk management plan of the +Company to prevent financial risks and to +ensure that the deposits of the Company 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 an emergency +where the Finance Company has difficulty +making payments, China Petrochemical +Corporation will increase the capital of +the Finance Company in accordance with +the actual need for the purpose to make +payment. +16 DEPOSITS AT SINOPEC FINANCE CO., LTD. +AND SINOPEC CENTURY BRIGHT CAPITAL +INVESTMENT, LTD. +During the reporting period, Sinopec +Corp. has no other asset management +and derivative investment subject to +disclosure obligation. +(3) Other asset management and derivative +investment +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Zhongtian Synergetic has repaid the RMB 3.1 billion loan in March 2016. +*. +capital loan +Co., Ltd. (Zhongtian Synergetic) +Gain +Associate +No +No +Yes +No +None +Working +The deposits of the Company in the Finance +Company and Century Bright Company +during the reporting period did not exceed +the cap 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. +17 APPROPRIATION OF NONOPERATIONAL +FUNDS BY THE CONTROLLING +SHAREHOLDER AND ITS RELATED PARTIES +AND THE PROGRESS FOR CLEARING UP +Not applicable +18 STRUCTURED ENTITY CONTROLLED BY +THE COMPANY +None +19 DETAILED IMPLEMENTATION OF THE +SHARE INCENTIVE SCHEME DURING THE +REPORTING PERIOD +Director and Vice President +No +|MA FU379 +BUD +中国石化 SINOPEC +↑ +助 +柴油 +98 汽油 +3 months 4.44% +95 汽油 +自助加油 +便利店 +义 易捷 +SINOPEC +中国石化 +Significant Events +37 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Sinopec Corp. did not implement any share +incentive scheme during the reporting period. +92 汽油 +Interest +Rate +5.75% +3.1 +Gain +Joint Venture +No +No +No +No +None +or loss +relationship +or not +or not +or not +Gain +Connected +in lawsuit +Whether +involved +Whether +roll-over +Whether connected +overdue transaction +or not +Purpose guarantor +Working +capital loan +Development, Ltd. +Gain +Ningbo Gaotou Petroleum +0.2 +5 years +No Joint Venture +No +No +No +None +Project +4.75% +5 years +0.6 +construction +Maoming-BASF, Ltd. +Development, Ltd. +Gain +No Joint Venture +No +No +No +None +Working +6.00% +capital loan +No +Tang Weizhong* +No +7.76 +Interest coverage ratio +points +0.11 +0.50 +0.61 +EBITDA to liabilities ratio +(9.85) +percentage +55.41 +45.56 +6.57 +Liability-to-asset ratio (%) +0.28 +0.40 +Quick ratio +Mainly due to the decrease of short-term debts +0.12 +0.60 +0.72 +Current ratio +31 December (RMB million) +0.12 +625.0% +1.19 +23.08 +500 million, with an annual interest rate +of 4.250%. These notes were listed on the +Hong Kong Stock Exchange on 25 April +2013, with interest payable semi-annually. +The first payment of interest was on 24 +October 2013. During the reporting period, +Sinopec Corp. has paid in full the current- +period interests. +On 18 April 2013, Sinopec Capital (2013) +Limited, 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 totaled USD 750 million, with an +annual interest rate of 1.250%; the 5-year +notes principal totaled USD 1 billion, with +an annual interest rate of 1.875%; the 10- +year notes principal totaled USD 1.25 billion, +with an annual interest rate of 3.125%; and +the 30-year notes principal totaled USD +During the reporting period, Sinopec Corp. +paid in full the interest accrued for the other +bonds and debt financing instruments. As +at 31 December 2015, the standby credit +line acquired by the Company from several +domestic financial institutions is RMB 298 +billion in total, facilitating the Company to +get such amount of unsecured loans. During +the reporting period, Sinopec Corp. fulfilled +relevant undertakings in the prospectus +of corporate bonds. During the reporting +period, Sinopec Corp. had no significant +matters which could influence the Company's +operation and debt paying ability. +Loan repayment rate (%) +Interest payment rate (%) +Significant Events +100 +100 +100 +100 +Mainly due to the decrease of interest expense +Cash flow interest coverage ratio +Mainly due to the decrease of interest expense of +cash +Mainly due to the decrease of interest-bearing +debts +Mainly due to capital injection to Sinopec +Marketing Co. and improvement of the net cash +flow from operating activities +Mainly due to the decrease of short-term debts +5.28 +13.98 +19.26 +EBITDA-to-interest coverage ratio +4.74 +18.34 +Mainly due to the decrease of interest expense +6 SHARE OPTION INCENTIVE SCHEME OF +SINOPEC CORP.'S SUBSIDIARY, SINOPEC +SHANGHAI PETROCHEMICAL COMPANY +LIMITED ("SHANGHAI PETRO"), DURING +THE REPORTING PERIOD +9,355 +Cash and cash equivalents as of +During the reporting period, United Credit ratings Co., Ltd. (the Rating Agency) assigned the AAA credit rating for Bond 136039, +Bond 136040 and the long term credit rating of Sinopec Corp. with outlook stable. +Proceeds for the above-mentioned corporate bonds have been used for their designated purpose disclosed in the relevant +announcements. As of 31 December 2015, all the proceeds have been completely used. +12th Floor, PICC building, No.2 Jianguomenwai Avenue, Chaoyang District, Beijing +United Credit ratings Co., Ltd. +(010) 6505 1166 +Huang Xu, Zhai Ying +27th-28th Floor, China World Office 2, 1 Jianguomenwai Avenue, Chaoyang District, Beijing +China International Capital Corporation Limited +Sinopec Corp. had paid in full the interest accrued for the current period interest payment +year and Bond 122051 had been repaid and delisted from the Shanghai Stock Exchange. +Shanghai Stock Exchange +The credit rating agency provided continuing credit rating for Bond 122052, Bond 122149 and Bond 122150 and reaffirmed +AAA credit rating. The long term credit rating and outlook of Sinopec Corp. remained at AAA and stable respectively. +During the reporting period, there is no credit addition mechanism and change of the repayment arrangement for the above- +mentioned corporate bonds +Simple interest is calculated and paid on an annual basis without compounding and overdue interests. The principal will be paid +at maturity with last installment of interest. +3.3 +4.90 +4.26 +4 +4 +2020 +2018 +16 +16 +7 +13 +3.7 +67,824 +During the reporting period, the bondholders' meeting has not been convened. +30 +Mainly due to capital injection to Sinopec +Marketing Co. +activities (RMB million) +(21,421) +9,310 +Net cash flow from financing +Mainly due to the decrease of the capital +expenditure +(11.8)% +(132,633) +(116,952) +During the durations of the above-mentioned bonds, the bond trustee, China International Capital Corporation Limited, has +strictly followed the Bond Trustee Management Agreement and continuously tracked the company's credit status, utilisation of +bond proceeds and repayment of principals and interests. The bond trustee has also advised the company to satisfy obligations +as described in the corporate bond prospectus and exercised its duty to protect the bondholders' legitimate rights and interests. +The bond trustee is expected to disclose the Trustee Management Affairs Report after disclosure of the company's annual +report. The full disclosure will be available on the website of Shanghai Stock Exchange (http://www.sse.com.cn) +Net cash flow from investing activities +(RMB million) +Reasons for change +Change +(4.4)% +2014 +166,788 +2015 +159,379 +EBITDA (RMB million) +Principal data +Principal accounting data and financial indicators for the two years ended 31 December 2015 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +30 +Mainly due to the decrease of the earning +compared with last year +9 +4.05 +Pursuant to the requirements of the Listing +Rules, the resolution relating to the Shanghai +Petrochemical A Share Option Incentive +Scheme (Draft) was considered and passed +at the 18th meeting of the fifth session of +the Board and the first extraordinary general +meeting of Sinopec Corp. for 2014. The +Scheme came into effect on 23 December +2014. +The purpose of the Share Option +Incentive Scheme is to further establish +and improve Shanghai Petro's operational +mechanism; establish and improve +Shanghai Petro's incentive mechanism +for members of the senior management; +0 +50 +Number of +share options +held at the +end of the +Reporting +period ('0,000) +Share options +excised during +the Reporting +Number of +period +Number of +Share options +with exercisable +rights during +the Reporting +period +Number of new +share options +granted during +the Reporting +period ('0,000) +period +0 +0 +Chairman and President +Wang Zhiqing +Name +No. of share +options held at +the beginning +of the reporting +Shanghai Petro granted 2,540,000 A share options to six directors and senior management. The share options mentioned in the first grant +account for 6.55% of the total number of share options to be granted under the initial grant and account for 0.024% of the total share capital of +Shanghai Petro at the time of the initial grant. +(1) Share options granted to Directors, senior management and substantial shareholders of Shanghai Petro during the reporting period +Number of Share Options Granted: 38,760,000 +Number of Participants: 214 persons +Grant Date: 6 January 2015 +Initial Grant of the Share Options: +Position +The expiry date of the scheme is 22 December 2024. +50 +Vice Chairman and Vice President +No +Guo Xiaojun +43 +0 +0 +43 +0 +Director and Vice President +Jin Qiang +Gao Jinping +43 +0 +43 +Director and Chief Financial Officer +Ye Guohua +50 +0 +0 +50 +0 +0 +Summary of Share Option Incentive Scheme +(1) Purpose of the Scheme +(9) Expiry date +32 +commencing on the first trading day after the expiry of the 24-month period following the +grant date and ending on the last trading day preceding the expiry of the 36-month period +following the grant date +determined by the board of directors upon fulfillment of the conditions for grant under the +Share Option Incentive Scheme +Arrangement +3rd Exercisable Period +2nd Exercisable Period +1st Exercisable Period +Stage +Grant Date +The exercisable period for the share options shall be three years, commencing from the expiry of the two-year period after the grant date. Please +refer to the following table for the details of the exercise arrangement for the Share Option Incentive Scheme: +(5) Validity Period +commencing on the first trading day after the expiry of the 36-month period following the +grant date and ending on the last trading day preceding the expiry of the 48-month period +following the grant date +Unless approved by the shareholders as a special resolution at a general meeting of Shanghai Petro, the aggregate number of A Shares to be +acquired by each grantee through the Share Option Incentive Scheme and other effective share option schemes of Shanghai Petro (if any) at +any time shall not exceed 1% of the total A share capital of Shanghai Petro. The number of share options to be granted to each Participant was +determined on the basis that the estimated benefit upon exercise of the Share Options will not exceed 30% of his/her total emolument level +(including the estimated benefit upon exercise of the share options) at the grant date. +Under the Share Option Incentive Scheme, the total number of underlying shares to be granted shall neither exceed 10% of the total share +capital of Shanghai Petro (10,800 million shares) nor exceed 10% of the total A share capital of Shanghai Petro (7,305 million shares). Under the +proposed initial grant, the number of share options to be granted by Shanghai Petro to the Participants shall be no more than 41,030,000 with +the underlying shares representing 0.38% of the total share capital of Shanghai Petro. +(3) Total number of shares to be granted and its percentage of the total share capital +SIGNIFICANT EVENTS (CONTINUED) +Significant Events +31 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +The eligible participants shall include +the directors, senior management +members and key business personnel +of Shanghai Petro. The participants of +the initial grant under the Share Option +Incentive Scheme included: i. directors +and senior management members; and +ii. key business personnel holding core +positions. Such aforesaid participants of +the proposed initial grant shall exclude +independent non-executive directors, +supervisors and directors who do not +concurrently hold senior management +positions in Shanghai Petro, substantial +shareholders holding more than 5% of +the shareholdings of Shanghai Petro and +the de facto controller of Shanghai Petro, +together with their respective spouses +and immediate family members. +(2) Eligible Participants +advocate the concept of sustainable +development jointly achieved by Shanghai +Petro, its management team and key +personnel; effectively incentivise its +management team and key personnel; +attract and retain talents; enhance +Shanghai Petro's competitive position in +the industry and its core competitiveness; +and ensure the realisation of Shanghai +Petro's development strategy and +operational objectives. +(4) Maximum Entitlement of each participant +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +commencing on the first trading day after the expiry of the 48-month period following the +grant date and ending on the last trading day preceding the expiry of the 60-month period +following the grant date +40% +32 +II. the average closing price of the +A shares of Shanghai Petro for +the 30 trading days immediately +before the date of announcement +on the summary of the draft of +each grant. +I. the closing price of the A shares +of Shanghai Petro on the trading +day immediately before the date +of announcement on the summary +of the draft proposal of each +grant; or +The exercise price under each +proposed grant (other than the initial +grant) shall be the higher of the +followings: +B The Exercise Price under Further +Grant +Accordingly, the exercise price +under the initial grant shall not be +lower than RMB4.20 per share. +share options, i.e. RMB 6.43 per +share, was adjusted to RMB 4.20 +per share. +III. RMB 4.20 per share. In June +2013, Sinopec Corp. undertook in +Shanghai Petro's A Share reform +plan that it would propose to the +board of Shanghai Petro a share +option scheme which complies +with the relevant systems of the +SASAC and the CSRC, with an +initial exercise price of the share +options not lower than RMB 6.43 +per share (if there is occurrence +of any ex-dividend event before +the release of the draft share +option scheme, the price shall be +adjusted accordingly). As Shanghai +Petro has made a distribution +of its 2013 interim cash +dividend plan, implemented the +capitalisation of capital funds and +surplus reserves fund in December +2013, and made a distribution +of 2013 annual cash dividend in +July 2014, the aforesaid initial +minimum exercise price of the +before the date of announcement +on the summary of the Share +Option Incentive Scheme Draft, +which was RMB 3.27 per share; +and +Exercise Ratio Cap +the 30 trading days immediately +I. The closing price of the A shares +of Shanghai Petro on the trading +day immediately before the +date of announcement on the +summary of the Share Option +Incentive Scheme Draft, which was +RMB3.29 per share; +The exercise price under the initial +grant shall not be lower than the +highest of the followings: +A The exercise price under the initial +grant +(8) Exercise Price +(7) No Requirement of fund to apply or +accept stock option and allotted time of +payment or notice of payment or allotted +time of credit payment for application of +stock options +The vesting period for each grant under +the scheme shall be no less than two +years. +If a Participant is also a director or member of senior management of Shanghai Petro, at least 20% of the total options granted to him/her shall +not be exercisable until such Participant passes the appraisal during his/her term of office. +(6) Vesting Period +30% +30% +II. The average closing price of the +A shares of Shanghai Petro for +0 +3.75 +Mainly due to the increase of cash reserve +13 +Yes +Other undertakings +Other +Other undertakings +Other +Other undertakings +Other +China Petrochemical Given that the majority of China Petrochemical +Corporation Corporation's refining business had been injected +into Sinopec Corp., China Petrochemical Corporation +undertook to dispose of its minor remaining refining +business within five years to eliminate competition with +Sinopec Corp. in refining business. +China Petrochemical +Corporation +Yes +China Petrochemical +Corporation +Given that China Petrochemical Corporation engages in +the same or similar businesses as Sinopec Corp. with +regard to the exploration and production of overseas +petroleum and natural gas, China Petrochemical +Corporation hereby grants a 10-year option to Sinopec +Corp. with the following provisions: (i) after a thorough +analysis from political, economic and other perspectives, +Sinopec Corp. is entitled to require China Petrochemical +Corporation to sell its overseas oil and gas assets +owned as of the date of the undertaking and still in its +possession upon Sinopec Corp.'s exercise of the option +to Sinopec Corp.; (ii) in relation to the overseas oil and +gas assets acquired by China Petrochemical Corporation +after the issuance of the undertaking, within 10 years +of the completion of such acquisition, after a thorough +analysis from political, economic and other perspectives, +Sinopec Corp. is entitled to require China Petrochemical +Corporation to sell these assets to Sinopec Corp. China +Petrochemical Corporation undertakes to transfer the +assets as required by Sinopec Corp. under aforesaid +items (i) and (ii) to Sinopec Corp., provided that the +exercise of such option complies with applicable laws and +regulations, contractual obligations and other procedural +requirements. +from 27 October 2010 +Within five years, commencing +from 15 March 2012 +Yes +Yes +Within 10 years after 29 April +2014 or the date when China +Petrochemical Corporation acquires +the assets +Yes +Yes +Since 2010, China Petrochemical Corporation has earnestly fulfilled its undertakings to eliminate competitions in refining business with Sinopec +Corp. through: (1) injecting the related assets or equity interest of refining business into Sinopec Corp.; (2) providing most of the components as the +intermediate feedstock to Sinopec Corp., and deliver the minor remaining by-products to Sinopec Corp. for marketing. +China Petrochemical Corporation would dispose of its +minor remaining chemicals business within five years +in order to avoid competition with Sinopec Corp. in the +chemicals business. +As of the end of the reporting period, Sinopec Corp. had no undertakings in respect of profits, asset injections or asset restructuring that had not +been fulfilled, nor did Sinopec Corp. make any profit forecast in relation to any asset or project. +Within five years, commencing +6 +Type of +Undertaking +Party +Contents +Initial Public +Initial Public Offerings +Offerings (IPOs) +China Petrochemical 1 +Corporation +(IPOs) +2 +Granting licenses for intellectual property rights; +Avoiding competition within the same industry; +Abandonment of business competition and +conflicts of interest with Sinopec Corp. +3 +Term for performance +Whether bears +deadline or not +Whether strictly +performed or not +From 22 June 2001 +No +Yes +4 +5 +Compliance with the connected transaction +agreements; +Solving the issues regarding the legality of land- +use rights certificates and property ownership +rights certificates within a specified period of time; +Implementation of the Reorganisation Agreement +(please refer to the definition of Reorganisation +Agreement in the H share prospectus of Sinopec +Corp.); +Background +Undertakings related to +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +7 +(yes +or no)*1 +Joint obligations +No +No +No +No +Gasification +Corporation +parties +Sinopec Great +Zhong An United +590 +18 April 2014 +Wall Energy +and Chemical +Industry +Co., LTD +owned +subsidiary +Coal Chemical +18 April 2014 - +17 April 2026 +Joint obligations +Wholly +8 MATERIAL GUARANTEE CONTRACTS AND THEIR PERFORMANCE +connected +or not +Unit: RMB million +Whether +guaranteed +for +with the +Relationship Name of +guaranteed +Guarantor +Company +company +Amount +Whether +of +overdue overdue Counter- +or not guarantee guaranteed +Amount +The listed +Yueyang Sinopec +113 +Transaction date +(date of signing) +10 December 2003 +Whether +completed +company +itself +Corp. Shell Coal +Period of guarantee +10 December 2003 - +10 December 2017 +Туре +Sinopec Corp. +7 PERFORMANCE OF THE UNDERTAKINGS BY CHINA PETROCHEMICAL CORPORATION +Major external guarantees (excluding guarantees for controlled subsidiaries) +Significant Events +holders' meeting +Performance of corporate +Credit addition mechanism, repayment +scheme and other relative events for +corporate bonds during the reporting period +Convening of corporate bond +Performance of credit rating agency +Use of proceeds +Credit rating agency +Corporate bonds trustee +Listing place +Payment of interests +Principal and interest repayment +bonds trustee +Outstanding balance (RMB billion) +Interest rate (%) +Maturity date +Issuance date +Code +Abbreviation +Bond name +Basic information of corporate bonds +5 CORPORATE BONDS ISSUED AND INTEREST PAYMENTS +SIGNIFICANT EVENTS (CONTINUED) +Significant Events +Amount issued (RMB billion) +Significant Events +Sinopec Corp. +2012 Corporate bond +9 +SIGNIFICANT EVENTS (CONTINUED) +19 November 19 November +1 June 2022 +1 June 2017 +21 May 2020 +21 May 2015 +19 November 2015 +1 June 2012 +2010 Corporate bond +10石化01 +21 May 2010 +136039 +15石化01 +12石化02 +122150 +122149 +12石化01 +10石化02 +122052 +122051 +2015 Corporate bond (first issue) +Sinopec Corp. +15石化02 +136040 +29 +Sinopec Corp. +11 +0 +43 +Former Company Secretary +0 +25 +0 +0 +0 +Mr. Tang Weizhong resigned as the Secretary to the Board on 23 October 2015 with immediate effect. According to the Share Option Incentive Scheme, his +granted share options have been cancelled. +0 +(2) Share options granted to employees of +Shanghai Petro in addition to persons +mentioned in item (1) during the +reporting period +(3) Exercise Price under the Initial Grant +The exercise price under the initial +grant is RMB 4.20 per share (until +the expiration of the validity period +of the Share Options, in the case of, +among others, payment of dividends, +capitalisation of capital reserves, +distribution of bonus shares, subdivision +of shares or reduction of shares, +and rights issue, an adjustment to +the exercise price shall be made in +accordance with Share Option Incentive +Scheme). On the trading day before the +grant date, the closing price of A shares +of Shanghai Petro was RMB 4.70 per +share, and that of H shares of Shanghai +Petro was HKD 2.38 per share. +(4) Validity Period and Exercise Arrangement +under the Initial Grant +The validity period of the share options +shall be five years commencing from +the grant date, but will be subject to +the following exercise arrangements. +The exercisable period for the share +options shall be three years, commencing +from the expiry of the two-year period +after the grant date. There shall be +three exercisable periods (one year +for each exercisable period, same for +the following) under the Share Option +Incentive Scheme. Upon the fulfillment of +the exercise conditions, 40%, 30% and +30% of the total share options granted +shall become exercisable within the +1st, 2nd and 3rd exercisable periods, +respectively. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +33 +29 +Significant Events +34 +Shanghai Petro granted 36,220,000 +A share options to 208 key business +personnel, which account for 93.45% +of the total number of share options to +be granted under the initial grant and +account for 0.335% of the total share +capital of Shanghai Petro at the time +of the initial grant. During the reporting +period, none of the share options was +exercisable and none of the share options +was cancelled or lapsed. +43 +* +SIGNIFICANT EVENTS +Sinopec Corp. issued A share convertible +bonds of RMB 23 billion on 23 February +2011. On 26 January 2015, the terms +of conditional redemption of Sinopec CB +were triggered. On 17 February 2015, the +company paid the redemption payments and +the current-period interests accrued with a +total amount of RMB 53,348,948.28, and +Sinopec CB was delisted from the Shanghai +Stock Exchange at the same date. For further +details, please refer to the announcements in +relation to the results of the redemption and +delisting of Sinopec CB by Sinopec Corp. +published on the websites of the Shanghai +Stock Exchange and Hong Kong Stock +Exchange. +CB +4 ISSUANCE AND DELISTING OF SINOPEC +On 19 February 2014, the 14th meeting of +the fifth session of the Board considered +and approved the proposal to begin the +restructuring of Sinopec Corp.'s marketing +and distribution segment. On 12 September +2014, Sinopec Marketing Co. entered into a +Capital Injection Agreement with 25 domestic +and foreign investors, pursuant to which +investors would subscribe for equity interests +in Sinopec Marketing Co. by way of cash. +As of 6 March 2015, the above-mentioned +25 investors had made an aggregate capital +injection of RMB 105.044 billion (including +amounts in U.S. dollar equivalent) to Sinopec +Marketing Co. and subscribed for 29.5849% +shareholding interests in Sinopec Marketing +Co. For further details, please refer to the +announcements published on the China +Securities Journal, the Shanghai Securities +News and the Securities Times by Sinopec +Corp. on 20 February 2014, 26 March 2014, +2 April 2014, 1 July 2014, 15 September +2014, 6 January 2015 and 7 March 2015. +Please also refer to the disclosures made +on the website of the The Stock Exchange of +Hong Kong Limited (the "Hong Kong Stock +Exchange"). +SEGMENT +RESTRUCTURING OF MARKETING +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +As of the end of the reporting period, +China Petrochemical Corporation had +increased its shareholding in Sinopec Corp. +by way of acquiring 72,000,000 A shares +during the Increase Period, representing +approximately 0.06% of the total issued +share capital of Sinopec Corp. Before the +shareholding increase, China Petrochemical +Corporation directly and indirectly held +86,273,821,101 shares of Sinopec Corp., +representing approximately 71.26% of the +total issued share capital of Sinopec Corp. +Following the increase of shareholding, China +Petrochemical Corporation directly and +indirectly held 86,345,821,101 shares of +Sinopec Crop., representing approximately +71.32% of the total issued share capital +of Sinopec Crop. China Petrochemical +Corporation undertakes not to reduce its +shareholding in Sinopec Corp. during the +Increase Period and the statutory period. +On 8 July 2015, Sinopec Crop. was informed +by China Petrochemical Corporation that, +China Petrochemical Corporation proposed +to increase its shareholding in Sinopec Corp. +through acquisitions of the Sinopec Corp.'s +shares on the secondary market in its own +name or through other concerting parties +within 12 months commencing on 8 July +2015 (the Increase Period). The aggregate +of such acquisition(s) will not exceed 2% +(inclusive of the shares acquired on 8 July +2015) of the total issued share capital of +Sinopec Corp. +2 THE INCREASED SHAREHOLDINGS OF +SINOPEC CORP.'S A SHARE BY CHINA +PETROCHEMICAL CORPORATION +3 +(4) Tianjin LNG project +The Guangxi LNG project, of which +the designed receiving capacity is 3 +million tonnes per year, consists mainly +of the construction of one wharf, one +terminal and transportation pipelines. +It is expected to be completed and +operational in the first half of 2016. +The Company's self-owned fund and the +bank loan accounts for half of the project +investment each. By the end of 2015, the +cumulative investment was RMB 8 billion. +(3) Guangxi LNG project +During the 12th Five-Year Plan period, +two phases of production capacity +building of Yuanba marine facies gas +field with the total production capacity +of 3.4 billion cubic meters per year +were started. The first phase has been +completed and put into operation in +2015 and the second phase is expected +to be put into operation in the first half +of 2016. The Company's self-owned fund +and the bank loan accounts for 50% +of the project investment each. By the +end of 2015, the cumulative realised +investment was RMB 11.9 billion. +(2) Yuanba gas field project +In accordance with the guidance for +of "overall deployment and stage-wise +implementation", the first phase of +production capacity building of 5 billion. +cubic meters per year was completed in +2015 and the second phase of production +capacity building of 5 billion cubic meters. +per year has been officially launched. +The Company's self-owned fund accounts +for half of the project investment and +bank loan is the main source of the other +half. By the end of 2015, the cumulative +investment was RMB 19.7 billion. +(1) Fuling shale gas project +The Tianjin LNG project, of which the +designed receiving capacity is 3 million +tonnes per year, consists mainly of the +construction of one wharf, one terminal +and transportation pipelines. It is +expected to be completed and operational +at the end of 2016. The Company's self- +owned fund and the bank loan accounts +for 50% of the project investment each. +By the end of 2015, the cumulative +investment was RMB 3.4 billion. +MAJOR PROJECTS +1 +a. The term of each session of the +directors (including non-executive +directors) of Sinopec Corp. is +three years, and the consecutive +term of office of an independent +non-executive director cannot +exceed six years. +Corp. shall consider the factors +in relation to the diversity of the +Board, including (but not limited +to) gender, age, background of +education and culture, locations, +profession and experience, skills, +knowledge and service term. +Members which stipulates that the +members of the Board shall be +nominated and appointed basing +on the skills and experience +required by the Board as well as +the principles on diversity of the +Board, and when deciding the +composition of the Board, Sinopec +b. The Board establishes the Policy +Concerning Diversity of Board +c. Sinopec Corp. engages +professional consultants to +prepare detailed materials for +newly appointed directors, to +notify them of the regulations of +each listing place of Sinopec Corp. +and to remind them of their rights, +obligations and responsibilities as +directors. +a. Considering that the Board +A.5 Nomination Committee +b. All directors of Sinopec Corp. +have been elected at the general +meeting of shareholders. The +Board has no power to appoint +temporary directors. +did not establish a Nomination +Committee, the Board will perform +the duties of the Nomination +Committee prescribed in the +Corporate Governance Code. +The nomination of directors has +been prescribed clearly in the +Articles of Association and Rules +of Procedure for the Shareholders' +Meeting. Nomination of directors +may be proposed by shareholders +who individually or collectively +hold 3% of the total voting shares +of Sinopec Corp. (1% for the +nomination of independent non- +executive directors), by the Board +or by the Board of Supervisors +for approval at the general +meeting of shareholders. When +the Board nominates a candidate +for director, independent non- +executive directors should give +their independent opinions on the +nomination in advance. Eleven +out of total twelve directors of the +Board were elected at the annual +general meeting of shareholders +for the year 2014, one was elected +at the first extraordinary general +meeting of shareholders for the +year 2016. +A.6 Responsibility of directors +a. All non-executive directors have +the same duties and powers +as the executive directors. In +addition, the independent non- +executive directors are entitled +to certain specific powers. The +Articles of Association and the +Rules of Procedure for Meetings +of Boards of Directors clearly +prescribe the duties and powers of +executive directors, non-executive +directors including independent +non-executive directors. The above +duties and powers are published +on the Sinopec Corp.'s website at +http://www.sinopec.com. +A.7 Provision of and access to +information +c. Each of the directors confirmed +that he or she complied with +the Model Code for Securities +and Transactions by Directors +of Listed Companies during the +reporting period. In addition, +Sinopec Corp. formulated the +Rules Governing Shares Held by +Company Directors, Supervisors +and Senior Managers and Changes +in Shares and the Model Code +of Securities Transactions by +Company Employees to regulate +the purchase and sale of Sinopec +Corp.'s securities by employees. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +45 +Corporate Governance +CORPORATE GOVERNANCE (CONTINUED) +d. Sinopec Corp. arranged training +sessions for directors and paid +the related fees. The directors +diligently performed their +responsibilities and actively +participated in the continuing +professional development +program. +B Remuneration of directors and senior +management +a. The agenda and other reference +documents for meetings of the +Board and Board committees +will be distributed prior to the +meetings to give each director +sufficient time to review the +materials so that directors +can discuss the proposals +comprehensively at meetings. Each +director can obtain all related +information in a comprehensive +and timely manner, and may +seek advices from professional +consultants if necessary. +b. The secretary to the Board is +responsible for organising and +preparing the materials for +the Board meetings, including +preparation of explanations for +each proposal to ensure thorough +understanding by the directors. +Management is responsible for +providing the directors with +necessary information and +materials. The director may +ask the Management, or ask, +via the Management, relevant +departments to provide necessary +information about Sinopec Corp. +and related matters. +A.4 Appointment, re-election and +dismissal +b. In 2015, each of the directors was +able to devote sufficient time and +effort to handling the matters of +Sinopec Corp. +b. Sinopec Corp. has received from +each of the independent non- +executive directors a letter of +confirmation for 2015 regarding +their compliance with relevant +independence requirements set +out in Rule 3.13 of the Hong +Kong Listing Rules. Sinopec +Corp. considers that each of +the independent non-executive +directors is independent. +6 IMPROVEMENT AND IMPLEMENTATION OF +THE INTERNAL CONTROL SYSTEM +A.3 Board composition +a. The Board has established a +Remuneration and Appraisal +Committee (Remuneration +Committee) and formulated relevant +terms of reference. The Remuneration +Committee consists of independent +non-executive director Mr. Fan Gang, +who serves as the chairman, and +the director and president Mr. Li +Chunguang and independent non- +executive director Mr. Jiang Xiaoming, +For details of internal control self-assessment +and internal control auditing, please refer to +the internal control assessment report and +the internal control auditing report disclosed +the same day. +7 SENIOR MANAGEMENT APPRAISAL AND +INCENTIVE SCHEMES +Sinopec Corp. has established and is +continuously improving the fairness and +transparency of its performance appraisal +standards, its incentive schemes and +requirements for directors, supervisors and +other senior management. Sinopec Corp. has +implemented a number of incentive schemes, +including the Measures of Sinopec Corp. +for the Implementation of Remuneration +for Senior Managers, the Measures of +Sinopec Corp. for the Management of Annual +Performance Evaluations and the Measures +of the Leadership of Companies Directly +under Sinopec Corp. and the Headquarters +Department for the Management of +Performance Evaluation. +(1) Compliance with the Corporate +Governance Code +Based on its actual circumstances, +Sinopec Corp. did not establish a +Nomination Committee of the Board +according to section A.5 of the Corporate +Governance Code and Corporate +Governance Report (Corporate Governance +Code) as set out in Appendix 14 of the +Hong Kong Listing Rules. Sinopec Corp. +believed that the nomination and election +of director candidates by all members of +the Board would be better suited in view +of practical operation; the Board would +perform the duties of the Nomination +Committee prescribed in the Corporate +Governance Code. +Save as disclosed above, Sinopec Corp. +complied with all code provisions set out +in the Corporate Governance Code during +the reporting period. +A Board of Directors +a. The Board consists of 12 +members with extensive +professional and corporate +governance experience (Please +refer to the Directors, Supervisors, +Other Senior Management and +Employees in this annual report +for detailed information). Of the +12 members, seven are executive +directors, five are non-executive +directors including 4 independent +non-executive directors. The +independent non-executive +directors represent one-third of +the Board. The executive directors +and non-executive directors of +Sinopec Corp. have petroleum and +petrochemical specialty, technical +background and/or extensive +management experience in large. +scale enterprises. The independent +non-executive directors have +working backgrounds as well- +known economist and have rich +experience in international capital +management and investment. +The composition of the Board is +balanced and diversified. +A.1 Board of Directors +c. Each director of the Board may +submit proposals to be included +in the agenda of Board meetings, +and each director is entitled to +request other related information. +d. The Board has reviewed and +evaluated its performance in +2015 and is of the view that the +Board composition is appropriate +and balanced; that the Board +made decisions in compliance +with domestic and overseas +laws and regulations and the +Company's internal rules; that the +Board was open to suggestions +from the Board of Supervisors +and Management; and that the +Board safeguarded the rights and +interests of Sinopec Corp. and its +shareholders. +e. The Secretary to the Board +assists the directors in handling +the daily work of the Board, +continuously informs the directors +of any regulations, policies or +other requirements of domestic +or overseas regulatory bodies in +relation to corporate governance +and ensures that the directors +comply with domestic and +overseas laws and regulations as +Iwell as the Articles of Association +etc. when performing their duties +and responsibilities. Sinopec Corp. +has purchased liability insurance +for all directors to minimise their +risks arising from the performance +of their duties. +A.2 Chairman and President +a. Mr. Wang Yupu serves as +Chairman of the Board and Mr. Li +Chunguang serves as President of +Sinopec Corp. The Chairman of the +Board is elected by a majority vote +of all directors, and the President +is nominated and appointed +by the Board. The duties and +responsibilities of the Chairman +and the President are clearly +distinguished from each other, +and the scope of their respective +duties and responsibilities is set +out in the Articles of Association. +b. The Chairman of the Board places +great emphasis on communication +with the independent non-executive +directors. The Chairman holds +meetings with the independent +non-executive directors at least +once every year, in respect of +development strategy, corporate +governance, operational +management, etc. of Sinopec +Corp., at which no executive +director is present. +c. The Chairman encourages open +and active discussions. Directors +may speak freely at the Board +meetings and actively participate +in the discussions of significant +decision-makings in the Board +meetings. +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Corporate Governance +a. The Board is the decision-making +body of Sinopec Corp., and all +decisions made by the Board are +implemented by the management +of Sinopec Corp. The Board abides +by good corporate governance +practices and procedures. +8 CORPORATE GOVERNANCE REPORT (IN +ACCORDANCE WITH HONG KONG LISTING +RULES) +a. +b. The Remuneration Committee +always consults the Chairman +and the President about proposed +remuneration for other executive +directors. After the Remuneration +Committee's review, it is of the view +that the executive directors of Sinopec +Corp. executed all duty clauses +stated in the service contracts of the +directors in 2015. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +47 +48 +Corporate Governance +CORPORATE GOVERNANCE (CONTINUED) +b. In addition to the Audit Committee +and the Remuneration Committee, +the Board established the +Strategy Committee and the +Social Responsibility Management +Committee. The Strategy Committee +consists of 10* directors, including +Chairman of the Board Mr. Wang +Yupu, who serves as chairman, as +well as executive director Mr Li +Chunguang, Mr. Zhang Jianhua, Mr. +Wang Zhigang, Mr. Dai Houliang, Mr. +Zhang Haichao, Mr. Jiao Fangzheng, +Mr. Ma Yongsheng* and independent +non-executive director Mr. Andrew Y. +Yan and Mr. Fan Gang, who serve as +members. The Strategy Committee +is responsible for overseeing long- +term development strategies and +significant investment decisions of the +Company. The Social Responsibility +Management Committee consists of +three directors, including Chairman of +the Board Mr. Wang Yupu, who serves +as chairman, director and President +Mr. Li Chunguang and independent +non-executive director Mr. Tang +Min, who serve as members. The +Social Responsibility Management +is responsible for preparing policies, +governance, strategies and plans for +social responsibility management of +Sinopec Corp. +Mr. Ma's appointment became effective +upon the conclusion of the board +meeting convened on the even date of +this annual report +c. Each Board committee has clear +terms of reference in writing. +According to each terms of reference +of the Board committees, the +committees are required to report +their decisions and recommendations +to the Board. +E Communication with shareholders +a. Sinopec Corp. pays close attention +to investor relations. The Chairman, +President and Chief Financial Officer +conduct road shows every year +to answer questions on subjects +of concern to investors, such as +development strategies and the +production and business performance +of the Company. Sinopec Corp. +established a department responsible +for communicating with investors. +In compliance with regulatory +provisions, Sinopec Corp. enhanced +communication with investors by +holding meetings with institutional +investors, setting up an investor +hotline and communicating through +internet platform. +D Delegation of power by the Board +a. The Board, the management and each +Board committee have clear terms of +reference. The Articles of Association +and the Rules of Procedure for the +General Meetings of Shareholders and +the Rules of Procedure for Meetings +of Boards of Directors clearly set +forth the scope of duties, powers and +delegation of power of the Board and +management, which are published +on the website of Sinopec Corp. at +http://www.sinopec.com. +b. During the reporting period, separate +resolution was proposed for each +substantially separate issue at the +general meeting. All resolutions were +voted by poll to ensure the interests +of all shareholders. Notices of the +general meeting of shareholders were +delivered to shareholders 45 days +(excluding the date of the general +meeting) in advance. +extensively. +d. During the reporting period, Sinopec +Corp. amended its Articles of +Association, including Sinopec Corp.'s +scope of business, share capital +structure and registered capital +based on the actual situation of the +Company. +F Company secretary +The Hong Kong Stock Exchange +recognised the secretary to the Board +as having the relevant qualifications +for company secretary. Nominated +by the Chairman of the Board +and appointed by the Board, the +secretary to the Board is the senior +management officer reporting to +Sinopec Corp. and the Board. The +secretary gives opinions on corporate +governance to the Board and arranges +orientation training and professional +development for the directors. +b. The secretary to the Board actively +participated in career development +training, with more than 15 training +hours during the reporting period. +G Shareholders' rights +a. Shareholders who individually or +collectively hold 10% of the total +voting shares of Sinopec Corp. +may request the Board in writing +to convene the general meeting of +shareholders. If the Board fails to +grant the request to convene the +meeting according to the Rules of +Procedure for Meetings of Boards +of Directors, the shareholders may +convene and hold the meeting at their +discretion according to applicable +laws, and reasonable expenses +incurred will be borne by Sinopec +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +The Company is independent from its +controlling shareholder in terms of, among +other matters, business, assets and +finances. The Company has a well-integrated +independent business and independent +operational capabilities. +c. The Chairman of the Board did not +attend the annual general meeting for +the year 2014 due to other business +arrangement. As recommended by +more than half number of Directors, +the President Mr. Li Chunguang +hosted the annual general meeting +for the year 2014 and arranged the +members of the Board and senior +management to attend the meeting +and communicate with the investors +management has fulfilled the +duties of establishment of +effective internal control system. +Sinopec Corp. established a +reporting and complaint system, +providing online reporting, letter +reporting, receipt of appeals and +a complaint mailbox to employees +to report behavior that violates +the internal control system. The +Audit Committee has reviewed and +approved the system. +Audit Committee has considered +the adequacy of the resources +for accounting and financial +reporting and the experience of +the employees as well as the +sufficiency of the training courses +provided to employees and the +related budget. Audit Committee +recognise the Sinopec's +e. The Audit Committee held two +meetings with auditors without +the presence of Sinopec Corp.'s +management to discuss the +auditing of financial reports and +the auditing fee for the year. The +c. The members of the Remuneration +Committee may engage independent +professionals. Reasonable costs +arising from or in connection with +such consultations are borne by +Sinopec Corp. The Remuneration +Committee has also appointed +consultants to provide advices. The +working expenses of the Remuneration +Committee are included in the +budget of Sinopec Corp. In addition, +according to the policies of Sinopec +Corp., the senior management and +relevant departments of Sinopec +Corp. must actively cooperate with +the Remuneration Committee. +C Accountability and auditing +C.1 Financial reporting +a. Directors are responsible for +supervising preparation of +accounts for each fiscal period to +ensure that the accounts truly and +fairly reflect the condition of the +business, its performance and the +cash flow of the Company during +the period. The Board approved +the Financial Report for 2015 and +warranted that the annual report +contained no false representations, +no material omissions or +misleading statements and +jointly and severally accepted full +responsibility for the authenticity, +accuracy and completeness of the +content. +b. Sinopec Corp. provides directors +with information about the +financial condition, its production +and operating status of the +Company every month to ensure +that the directors can learn about +the latest developments of the +Company in a timely manner. +c. Sinopec Corp. has adopted an +internal control mechanism to +ensure that the management +and relevant departments have +provided the Board and the Audit +Committee with sufficient financial +data and related explanations and +materials. +d. The external auditors of Sinopec +Corp. made a statement about +their reporting responsibilities in +the auditor's report contained in +the financial report. +C.2 Internal Control +a. In 2003, according to the relevant +regulatory requirements for +internal control of the listing +places, Sinopec Corp. adopted +the internal control framework +prescribed in the internationally +accepted Committee of Sponsoring +Organizations of the Treadway +Commission Report (COSO). +Based upon the Articles of +Association and all management +policies currently in effect, +as well as in accordance with +relevant domestic and overseas +applicable regulations, Sinopec +Corp. formulated and continuously +improving the Internal Control +Manual which established controls +46 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Corporate Governance +at both the corporate and +business levels, thereby ensuring +all-round internal control. The +Board reviewed the report on +internal control with the annual +report every year since 2006. +b. The management of Sinopec +Corp. has implemented the +measures for internal control in +2015. With sufficient resources in +accounting and financial reporting, +Sinopec Corp. has qualified and +experienced employees in this +function and a sufficient budget +for the training of relevant +employees. +For detailed information about the +internal control system, during +the reporting period, please refer +to the report on internal control +prepared by Sinopec Corp. +c. Sinopec Corp. has established +its internal audit department, +staffed by qualified professional +personnel, to ensure that the +internal auditing functions of +Sinopec Corp. are sound. +C.3 Audit Committee +a. The Audit Committee consists of +independent non-executive director +Mr. Andrew Y. Yan, who serves as +the chairman, and independent +non-executive director Mr. Jiang +Xiaoming and independent non- +executive director Mr. Tang +Min, who serve as members. As +verified, none of them has served +as a partner or former partner in +our current auditing firm. +b. Sinopec Corp. has published the +terms of reference of the Audit +Committee. The terms of reference +are available for inspection on the +websites of Sinopec Corp. and the +Hong Kong Stock Exchange. +c. During the reporting period, +the Audit Committee held five +meetings. (For details, please refer +to the section Meetings held by the +special committees of the Board +under the Report of the Board of +Directors in this annual report.) +The review opinions were issued +at the meetings and submitted +to the Board after signed by the +members of the Audit Committee. +During the reporting period, the +Board and the Audit Committee +had no disagreement. +d. Audit Committee members may +engage independent professionals. +Reasonable costs arising from +or in connection with such +consultations are borne by Sinopec +Corp. The Audit Committee also +appoints consultants to provide +advices. The working expenses +of the Audit Committee are +included in the budget of Sinopec +Corp. In accordance with the +policies of Sinopec Corp., the +senior management and relevant +departments of Sinopec Corp. +must actively cooperate with the +Audit Committee. +who serve as the members of the +Remuneration Committee. The terms +of reference of the Remuneration +Committee are available on the +websites of Sinopec Corp. and +the Hong Kong Stock Exchange. +The Remuneration Committee is +responsible for proposing to the +Board the remuneration plans for +directors, supervisors and other +senior management and submitting +the proposal to the general meeting +of shareholders for approval after +the proposal passed at the Board +meeting. +5 COMPANY'S INDEPENDENCE FROM +CONTROLLING SHAREHOLDER +b. The Board meets at least once a +quarter. The Board will usually +communicate the time and +proposals of the Board meeting 14 +days before the scheduled meeting +time. The relevant documents and +materials for Board meetings are +usually sent to each director 10 +days in advance. In 2015, Sinopec +Corp. held nine Board meetings. +For details about the attendance +of each director, please refer +to the Report of the Board of +Directors in this annual report. +CORPORATE GOVERNANCE (CONTINUED) +For details of the pricing principle, please +refer to relevant announcements published +on 27 August 2015 in the China Securities +Journal, the Shanghai Securities News and +the Securities Times and on the websites of +the Shanghai Stock Exchange and the Hong +Kong Stock Exchange. +Decision-making procedures: +The major continuing connected transaction +agreements were entered into in the ordinary +course of the Company's business and in +accordance with normal commercial terms +that are fair and reasonable to the Company +and its shareholders. The Company, +according to internal control procedures, +adjusts the scope and amount of continuing +connected transactions and the caps for +the amount exempted from disclosure +every three years, and will be announced +and implemented upon the approval of the +Board and/or independent shareholders. For +the other connected transactions, Sinopec +Corp., in strict compliance with domestic +and overseas regulatory rules, published +the announcement and implemented the +transactions only after submitting the +relevant proposals of connected transactions +to the Board and/or the general meeting of +shareholders for consideration and approval +according to internal control procedures. +Related party transactions with the Sinopec +Group that occurred during the year, as set +out in Note 34 to the financial statements +prepared under the IFRS in this annual +report, also fall under the definition of +connected transactions under Chapter 14A of +the Hong Kong Listing Rules. +The above-mentioned connected transactions +between the Company and Sinopec Group in +2015 were approved at the 5th meeting of +the sixth session of the Board and complied +with the disclosure requirements under +Chapter 14A of the Hong Kong Listing Rules. +The external auditor of Sinopec Corp. +was engaged to report on the Company's +continuing connected transactions in +accordance with the Hong Kong Standard on +Assurance Engagements 3000, Assurance +Engagement Other Than Audits or Reviews +of Historical Financial Information, and with +reference to Practice Note 740, Auditor's +Letter on Continuing Connected Transactions +under the Hong Kong Listing Rules, issued +by the Hong Kong Institute of Certified Public +Accountants. The auditor has issued its +unqualified letter containing its conclusions +in respect of the above-mentioned continuing +connected transactions in accordance with +Rule 14A.56 of the Hong Kong Listing Rules. +Sinopec Corp. has submitted a copy of the +auditor's letter to the Hong Kong Stock +Exchange. +After reviewing the above-mentioned +connected transactions, the independent +non-executive directors of Sinopec Corp. +have confirmed the following: +(a) The transactions have been conducted in +the ordinary course of the Sinopec Corp. +business +(b) The transactions have been entered into +based on either of the following terms: +(d) when none of the above is applicable, the +price for the provision of the products +or services is to be agreed upon by +the relevant parties, and shall be the +reasonable cost incurred in providing the +products or services plus 6% or less of +such cost. +i +ii terms not less favorable than those +available from or to independent third +parties, where there is no available +comparison to determine whether +such terms are on normal commercial +terms. +(c) The transactions were conducted +pursuant to the terms of the relevant +agreements, and the terms were fair +and reasonable and in the interests of +Sinopec Corp. and its shareholders as a +whole. +40 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +4 OTHER SIGNIFICANT CONNECTED +TRANSACTIONS OCCURED THIS YEAR +On 26 August 2015, Sinopec Corp. entered +into the Equity Transfer Agreement relating +to the Transfer of 100% Equity Interest +of Sinopec Beijing Jingtian Engineering +and Construction Co., Ltd. (Jingtian Co.) +with Sinopec Baichuan Economic and +Trading Company (Baichuan Co., a wholly- +owned subsidiary of China Petrochemical +Corporation), pursuant to which, Sinopec +Corp. proposed to transfer 100% equity +interest of Jingtian Co. held by it to +Baichuan Co. The final consideration of +above-mentioned equity interest was around +RMB 1.869 billion which was arrived at +after taking into account the value evaluated +for net assets at valuation base date and +differences between the net assets as +shown on the audited financial statements +as at the completion date and the financial +statements as at the base date of Jingtian +Co. For further details, please refer to the +announcements published in the China +Securities Journal, the Shanghai Securities +News and the Securities Times by +Sinopec Corp. on 27 August 2015 and +the announcement published on the website +of the Hong Kong Stock Exchange on +26 August 2015. +On 29 October 2015, Sinopec Corp. entered +into the Joint Venture Agreement with +Sinopec Assets Management Corporation +(SAMC, a wholly-owned subsidiary of China +Petrochemical Corporation) in relation to +the formation of the Sinopec Shanghai +Gaoqiao Petrochemical Company Limited +(Gaoqiao Petrochemical Co.). Sinopec Corp. +will subscribe 55% of the registered capital +of Gaoqiao Petrochemical Co. and SAMC +will subscribe 45% of the registered capital +of Gaoqiao Petrochemical Co. For further +details, please refer to the announcements +published in the China Securities Journal, the +Shanghai Securities News and the Securities +Times by Sinopec Corp. on 30 October 2015 +and the announcement published on the +website of the Hong Kong Stock Exchange on +29 October 2015. +On 28 December 2015, the Proposal on +Providing Completion Guarantee for the +Project Financing of Zhongtian Synergetic +is considered and approved at the fourth +meeting of the sixth session of Board, +where all the Directors of Sinopec Crop. +unanimously agreed to the provision by +normal commercial terms +(c) when there is neither a government- +prescribed price nor a government. +guidance price, the market price will +apply; or +(b) when there is no government-prescribed +price but there is a government-guidance +price, the government-guidance price will +apply; +(a) The government-prescribed price will +apply; +independently and objectively protected the +legitimate interests of the shareholders, +especially the minority shareholders, when +performing their duties. +CONNECTED TRANSACTIONS +1 AGREEMENTS CONCERNING CONTINUING +CONNECTED TRANSACTIONS +BETWEEN SINOPEC CORP. AND CHINA +PETROCHEMICAL CORPORATION +Prior to Sinopec Corp.'s overseas listing, +in order to ensure the smooth continuation +of production and business conducted by +the Company and China Petrochemical +Corporation, the two parties entered into +a number of agreements on continuing +connected transactions, details of which are +as follows: +(1) The Company and China Petrochemical +Corporation will mutually supply ancillary +services for products, production and +construction services (Mutual Supply +Agreement) +(2) China Petrochemical Corporation +will provide trademarks, patents and +computer software to the Company for +use free of charge +(3) China Petrochemical Corporation will +provide cultural and educational, hygienic +and community services to the Company +(Cultural and Educational Hygienic and +Community Services Agreement) +(4) China Petrochemical Corporation will +provide leasing services for lands and +certain properties to the Company +(5) China Petrochemical Corporation will +provide comprehensive insurance to the +Company +(6) China Petrochemical Corporation will +provide shareholders' loans to the +Company and +(7) The Company will provide franchise +licenses for service stations to China +Petrochemical Corporation. +2 +On 26 August 2015, Sinopec Corp. and +China Petrochemical Corporation entered into +a supplementary agreement of connected +transactions, whereby the terms of the +Mutual Supply Agreement and the Cultural +and Educational, Hygienic and Community +Services Agreement were extended from 1 +January 2016 to 31 December 2018. The +resolution relating to continuing connected +transactions for the three years from 2016 to +2018 was approved at the first extraordinary +general meeting for 2015 held on 23 October +2015. For details of the above continuing +connected transactions, please refer to +relevant announcements published on 27 +August 2015 in the China Securities Journal, +the Shanghai Securities News and the +Securities Times and on the websites of the +Shanghai Stock Exchange and the Hong Kong +Stock Exchange (dated 26 August 2015). The +capitalised terms used in this section shall +have the same meaning as that used in the +above-mentioned announcements. +COMPLIANCE OF DISCLOSURES AND +APPROVALS OF CONTINUING CONNECTED +TRANSACTIONS BETWEEN THE COMPANY +AND SINOPEC GROUP WITH HONG KONG +LISTING RULES AND THE SHANGHAI +STOCK EXCHANGE +Pursuant to the Hong Kong Listing Rules and +the Rules Governing the Listing of Stocks +on the Shanghai Stock Exchange (Shanghai +Listing Rules), the continuing connected +transactions between the Company and +Sinopec Group are generally subject to +full disclosure based on their nature and +the value of the transactions, and are also +subject to approvals from independent non- +executive directors and/or independent +shareholders. The Hong Kong Stock Exchange +and Shanghai Stock Exchange exempted +Sinopec Corp. from full compliance with the +listing rules regarding the above continuing +connected transactions and conditionally +exempted Sinopec Corp. from complying +with the obligations of continuous disclosure. +There was no change to the above-mentioned +supplementary agreements on continuing +connected transactions during the reporting +period. The aggregated amount of the +connected transactions for 2015 of the +Company is in compliance with the relevant +requirements of the Hong Kong Listing +Rules and the Shanghai Listing Rules. For +performance details of connected transaction +agreements, please refer to Item 3 below. +3 ACTUAL CONTINUING CONNECTED +TRANSACTIONS ENTERED INTO BY THE +COMPANY DURING THE YEAR +Pursuant to the above-mentioned agreements +on continuing connected transactions, +the aggregate amount of the connected +transactions of the Company during the +year was RMB 190.867 billion. Among the +expenses, purchases amounted to RMB +112.449 billion, representing 5.73% of the +total amount of this type of transaction for +the reporting period, including purchases of +products and services (procurement, storage, +exploration and development services, and +production-related services) amounted to +RMB 93.421 billion, auxiliary and community +services amounted to RMB 6.754 billion. The +housing rent paid by the Company amounted +to RMB 462 million. The rent for use of land +was RMB 10.618 billion. Interest expenses +amounted to RMB 1.194 billion. The sales +income amounted to RMB 78.418 billion, +representing 3.88% of the total amount of +this type of transaction for the reporting +period, including RMB 78.184 billion for +sales of products and services, RMB 27 +million for agency commission income, and +RMB 207 million for interest income. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +39 +Connected Transactions +Connected Transactions +CONNECTED TRANSACTIONS (CONTINUED) +The amounts of the above continuing +connected transactions between the +Company and Sinopec Group did not exceed +the caps for the continuing connected. +transactions approved by the general +meeting of shareholders and the Board. +Principle of pricing for connected +transactions: +Sinopec Corp. of a completion guarantee +to Zhongtian Synergetic Ordos coal deep +processing demonstration project subject +to the provision of completion guarantees +by the other shareholders of Zhongtian +Synergetic on a pro-rata basis (Guarantee). +The Guarantee has been considered and +approved at the first extraordinary general +meeting for the year 2016. Zhongtian +Synergetic is a connected party of the +Company under the Shanghai Listing Rules +because its vice chairman, Mr. Chang +Zhenyong is the vice president of Sinopec +Corp. However, Zhongtian Synergetic is not +a connected person under the Hong Kong +Listing Rules. For further details, please +refer to the announcements published in +the China Securities Journal, the Shanghai +Securities News and the Securities Times by +Sinopec Corp. on 29 December 2015 and +26 February 2016 and the announcement +published on the website of the Hong Kong +Stock Exchange on 28 December 2015. +5 FUNDS PROVIDED BETWEEN RELATED PARTIES +Sinopec Group +Other related parties +*. affiliated companies include subsidiaries, associates and joint ventures. +Loans and other accounts receivable and accounts payable +No material negative impact +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +41 +Connected Transactions +CORPORATE GOVERNANCE +1 IMPROVEMENTS IN CORPORATE +GOVERNANCE DURING THE REPORTING +PERIOD +During the reporting period, Sinopec Corp. +was in full compliance with the Company +Law of the People's Republic of China (PRC) +and other domestic and overseas laws and +regulations on securities, optimised and +adjusted the composition of the Board and +the Board Committees. The members of the +Board are professional and complementary +and role of independent directors were +brought into full play. Sinopec Corp. +amended its normative documents such +as the Articles of Association, regulated +the process of approval and information +disclosure for the continuing connected +transactions for three years from 2016 to +2018. Sinopec Corp. actively propelled to +fulfill undertakings of China Petrochemical +Corporation and eliminated competition +in the oil refining business. Sinopec +Corp. continuously enhanced the effects +achieved through investor relationships +and information disclosure and received +recognition from capital market. As a lead +member of the United Nations Global +Compact, Sinopec Corp. had supported +hosting of Climate China Summit for +consecutive three sessions and helped to +lead Chinese enterprises along the path of +green and low-carbon development. +During the reporting period, Sinopec Corp.'s +corporate governance complied with the +PRC Company Law and all regulations +on securities of the CSRC. The Board of +Supervisors of Sinopec Corp. agreed with all +supervised matters. None of Sinopec Corp., +the Board, directors, supervisors, senior +management, controlling shareholders or de +facto controllers of Sinopec Corp. were under +the investigation by the CSRC or punished +administratively or criticized publicly by the +CSRC, the Hong Kong Securities and Futures +Commission, the Securities and Exchange +Commission of the United States, Shanghai +Stock Exchange, the Hong Kong Stock +Exchange, the New York Stock Exchange or +the London Stock Exchange. +Related Parties +During the reporting period, Sinopec Corp. +convened 2014 annual general meeting +and the 1st Extraordinary General Meeting +for 2015 in Beijing, China respectively +on 27 May 2015 and 23 October 2015 +in accordance with relevant laws and +regulations and procedures of notice, +convening and holding procedure specified +in the Articles of Association. For meeting +details, please refer to the poll results +announcements published in China Securities +Journal, Shanghai Securities News and +Securities Times after each meeting and on +the websites of Shanghai Stock Exchange, +Hong Kong Stock Exchange and Sinopec +Corp.'s website. +3 EQUITY INTERESTS OF DIRECTORS, +SUPERVISORS AND OTHER SENIOR +MANAGEMENT +As of 31 December 2015, apart from +13,000 A shares of Sinopec Corp. held +by Vice President Mr. Ling Yiqun, none of +the directors, supervisors or other senior +management of Sinopec Corp. held any +shares of Sinopec Corp. +Save as disclosed above, during the reporting +period, none of the directors, supervisors +and senior management of Sinopec Corp. +and their associates had any interests or +short positions (including any interest or +short position that is regarded or treated as +being held in accordance with the Securities +and Futures Ordinance (SFO) in the shares, +debentures and underlying shares) of +Sinopec Corp. or any associated corporations +(as defined in Part XV of SFO) would fall +to be disclosed to the Sinopec Corp. and +the Hong Kong Stock Exchange under the +Division 7 and 8 of Part XV of SFO or which +was recorded in the register required to be +kept under section 352 of SFO or otherwise +notified to Sinopec Corp. and the Hong Kong +Stock Exchange pursuant to the Model Code +for Securities Transactions by Directors of +Listed Company. +4 CONFIRMATION OF INDEPENDENCE OF +THE INDEPENDENT NON-EXECUTIVE +DIRECTORS AND OVERVIEW OF THEIR +PERFORMANCE +As required by the Hong Kong Stock +Exchange, with regard to the independence +of its independent non-executive directors, +Sinopec Corp. confirms that it has received +and accepted the annual confirmation letters +from all independent non-executive directors +acknowledging full compliance with the +relevant requirements in respect of their +independence pursuant to Rule 3.13 of the +Hong Kong Listing Rules. Sinopec Corp. +considers that all independent non-executive +directors are independent. +During the reporting period, the independent +non-executive directors of Sinopec Corp. +strictly implemented the working rules for +independent non-executive directors, fulfilled +their duties in good faith as required by +laws and regulations and the Articles of +Association. They actively attended, meetings +of the Board and meetings of the Board +committees (please refer to the Report of +the Board of Directors in this annual report +for details of their attendance), reviewed +the relevant documents with due care and +exercised their profession advantages to +offer advice and suggestions to Sinopec +Corp.'s development strategy, operations +and reform. The independent non- +executive directors gave their independent +opinions on matters such as connected +transactions, external guarantees, dividend +distributions and appointments of senior +management and maintained timely and +effective communications with the executive +directors, management, external auditors +and the internal auditing department. +The independent non-executive directors +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +43 +Corporate Governance +44 +Corporate Governance +Reason for provision of funds between related parties +Impacts on the Company +26,843 +2 ANNUAL GENERAL MEETING +174 +(1,607) +Funds to related parties +Unit: RMB million +Funds from related parties +Relations +Parent company and affiliated +companies* +Balance +at the +beginning +of the year +Amount +incurred +Balance +at the end +of the year +Balance +at the +beginning +of the year +Amount +incurred +Total +15,095 +Balance +at the end +of the year +(1,433) +(174) +28,102 +348 +28,450 +20,485 +5,472 +25,957 +8,678 +26,669 +3,288 +2,184 +Associates and joint ventures +5,390 +17,279 +1 +Independent Non-executive Director +Independent Non-executive Director +(2) The fifth session of the Board Directors' attendance to the Board Meeting and the General Meetings. +Director Titles +Name +4 +4 +0 +1 +0 +4 +Chairman +0 +1 +0 +1 +Deputy Chairman Non-executive Director +Deputy Chairman Non-executive Director +Executive Director +Executive Director +Executive Director +Non-executive Director +Executive Director +4 +Fan Gang +Executive Director +1 +Jiao Fangzheng +4 +4 +0 +1 +1 +0 +Independent Non-executive Director +Jiang Xiaoming +4 +Tang Min +4 +1 +0 +1 +Independent Non-executive Director +Andrew Y. Yan +4 +4 +0 +1 +0 +0 +Non-executive Director +1 +Independent and Non-executive Director +Independent and Non-executive Director +Independent and Non-executive Director +5 +5 +0 +1 +0 +1 +Li Chunguang +5 +5 +0 +1 +1 +0 +Zhang Jianhua +5 +5 +0 +1 +1 +0 +Wang Zhigang +Zhang Yaocang +1 +0 +0 +*:1. +2. +Board Meetings"¹ +No. of +meeting held +Attended +Attended +by proxy +General meetings of the shareholders +No. of +meeting held +Attended +Independent and Non-executive Director +Independent and Non-executive Director +Absence +5 +5 +0 +1 +0 +1 +Wang Tianpu*2 +2 +2 +0 +Fu Chengyu +1 +1 +1 +During this reporting period, Sinopec Corp. +held nine(9) Board meetings. The details are as +follows: +(1) The 22nd meeting of the fifth session +of the Board was held by written +resolution on 26 January 2015, whereby +the proposals in relation to the internal +control manual of Sinopec Corp. (2015) +and the early redemption of Sinopec +convertible bonds were approved in the +meeting. +(2) The 23rd meeting of the fifth session +of the Board was held by on site and +video conference on 20 March 2015, +whereby the proposals in relation to +the following matters were approved: (i) +the Work Report of the Fifth Session of +the Board, (ii) the Work Report of the +Fifth Session of the Senior Management, +(iii) financial results and business +performance of Sinopec Corp. for the +year 2014, (iv) the Financial Statements +of Sinopec Corp. for the year 2014, +(v) the Annual Report and 20F form of +Sinopec Corp. for the year 2014, (vi) +the internal control assessment report +of Sinopec Corp. for the year 2014, (vii) +the 2014 Communication on Progress +for Sustainable Development Report of +Sinopec Corp., (viii) the re-appointment +of external auditors of Sinopec Corp. for +the year of 2015 and to authorise the +Board to determine their remunerations, +(ix) the amendments to the articles of +association of Sinopec Corp. and the +rules and procedures for the supervisors' +meetings, (x) the re-election of the Board +of Directors, (xi) the service contracts +between Sinopec Corp. and the Directors +of the sixth session of the Board +(including emolument provisions), and +service contracts between Sinopec Corp. +and the Supervisors of the sixth session +of the Supervisory Committee (including +emolument provisions), (xii) to authorise +the Board to determine the interim profit +distribution plan of Sinopec Corp. for the +year 2015, (xiii) to authorise the Board to +determine the proposed plan for issuance +of debt financing instrument(s), (xiv) to +grant to the Board a general mandate +to issue new domestic shares and/or +overseas-listed foreign shares of Sinopec +Corp., and (xv) to convene the annual +general meeting of Sinopec Corp. for the +year 2014 and to despatch the notice of +the annual general meeting. +(3) The 24th meeting of the fifth session of +the Board was held by written resolution +on 27 April 2015, whereby the proposals +in relation to the withdrawal of the +Resolution on Re-election of the Board of +Directors of Sinopec Corp. and Modifying +the Notice of the Annual General Meeting +for the year 2014 were approved in the +meeting. +(4) The 25th meeting of the fifth session of +the Board was held by written resolution +on 29 April 2015, whereby the proposal +in relation to the first quarterly results +of Sinopec Corp. for the three months +ended 31 March 2015 was approved in +the meeting. +(5) The 26th meeting of the fifth session of +the Board was held by written resolution +on 6 May 2015, whereby the proposals +in relation to the withdrawal of the +Resolution on Annual General Meeting +for the year 2014 and postponement of +annual general meeting for the year 2014 +were approved in the meeting. +(6) The 1st meeting of the sixth session of +the Board was held by on site meeting +on 27 May 2015, whereby the proposals +in relation to the following matters +were approved: (i) the election of the +Chairman of the six session of the +Board, (ii) the adjustment of members +of the Board committees including +Strategy Committee, Audit Committee, +Remuneration Committee and Social +Responsibility Management Committee, +(iii) the appointment of the President of +Sinopec Corp., (iv) the appointment of +Senior Vice Presidents, Chief Financial +Officer and Vice Presidents of Sinopec +Corp., (v) the appointment of the +Secretary to the Board, the appointment +of the Company authorised representative +to Hong Kong Stock Exchange and the +representative on securities matters to +Shanghai Stock Exchange. +(7) The 2nd meeting of the sixth session of +the Board was held by on site meeting +on 25-26 August 2015, whereby the +proposals in relation to the following +matters were approved: (i) the report +on the fulfillment of the key targets for +the first half of the year 2015 and the +work arrangements for the second half +of the year 2015, (ii) the 2015 interim +dividend distribution plan, (iii) the report +on auditing expenditure for the first +half of the year 2015, (iv) the financial +statements for the first half the year +2015, (v) the report of Risk Assessment +for Capital Deposits at Finance Company +and Century Bright Company, (vi) the +interim report for the 6 months ended 30 +June 2015, (vii) the continuing connected +transactions for three years from 2016 +to 2018, (viii) the equity transfer of +Jingtian Co., and (ix) to convene the 1st +extraordinary general meeting of Sinopec +Corp. for the year 2015 and to dispatch +the notice of the meeting. +1 MEETINGS OF THE BOARD +(8) The 3rd meeting of the sixth session of +the Board was held by written resolution +on 29 October 2015, whereby the +proposals in relation to (i) the third +quarterly report of the year 2015, (ii) +the issuance of corporate bonds, and +(iii) entering into joint venture agreement +with SAMC in relation to the formation +of Gaoqiao Petrochemical Co. were +approved in the meeting. +For details of each meeting, please refer +to the announcements published in China +Securities Journal, Shanghai Securities News +and Securities Times on the next working +day after each meeting and on the websites +of Shanghai Stock Exchange, Hong Kong +Stock Exchange and Sinopec Corp. +2 IMPLEMENTATION OF RESOLUTIONS +APPROVED AT THE GENERAL MEETINGS +OF SHAREHOLDERS BY THE BOARD +During this reporting period, in accordance +with relevant laws and regulations as well +as the articles of association, all members +of the Board diligently implemented the +resolutions approved at the general meetings +of Sinopec Corp., and have completed +various tasks delegated to them at the +general meetings. +50 +50 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +3 ATTENDANCE TO THE BOARD MEETINGS +(1) The sixth session of the Board Directors' attendance to the Board Meeting and the General Meetings. +Director Titles +Names +Board Meetings"¹ +(9) The 4th meeting of the sixth session of +the Board was held by written resolution +on 28 December 2015, whereby the +proposals in relation to (i) to appoint Mr. +Ma Yongsheng as Senior Vice President of +Sinopec Corp. and Ms. Wen Dongfen as +Chief Financial Officer of Sinopec Corp., +(ii) to naminate Mr. Ma Yongsheng as +candidate of the Executive Director of the +sixth session of the Board and to submit +the nomination to the general meeting +of Sinopec Corp., for approval, (iii) the +provision of completion guarantees for +Zhongtian Synergetic's project finance, +and (iv) to convene the 1st extraordinary +general meeting for the year 2016 and to +dispatch the notice of the extraordinary +general meeting, were approved in the +meeting. +General Meetings of the shareholders +The Board is pleased to present the directors' +report for the year ended 31 December 2015 for +shareholders' review. +Report of the Board of Directors +Corporate Governance +Corp. These provisions are subject +to the following conditions: the +proposals at the general meeting +of shareholders must fall within +the responsibilities of the general +meeting of shareholders, with specific +proposals and resolutions and in +compliance with relevant laws, +administrative regulations and the +Articles of Association. +b. When Sinopec Corp. holds the +general meeting of shareholders, +shareholders who individually or +collectively hold 3% of the total +voting shares of Sinopec Corp. may +propose a supplementary proposal 10 +days before the date of the general +meeting. +c. The eligibility for attending the +general meeting, the rights of +shareholders, the meeting agenda +and the voting procedures are clearly +stated in the notice of the general +meeting of Sinopec Corp. dispatched +to the shareholders. +d. According to relevant rules of +Sinopec Corp., the Board secretary +is responsible for establishing an +effective communication channel +between Sinopec Corp. and its +shareholders, for setting up special +departments to communicate with +the shareholders and for passing +the opinions and proposals of the +shareholders to the Board and +management in a timely manner. +Contact details of Sinopec Corp. can +be found on the Investor Center page +on the Sinopec Corp's website. +(2) Auditors +The appointment of +PricewaterhouseCoopers Zhong Tian +LLP and PricewaterhouseCoopers as +Sinopec Corp.'s external auditors for +2015 and the authorisation of the Board +to determine their remuneration were +approved at Sinopec Corp.'s annual +general meeting for the year 2014 on +27 May 2015. The audit fee for 2015 +is RMB 51.58 million (including audit +fee of internal control), which was +approved at the 5th meeting of the +sixth session of the Board. The annual +financial statements have been audited +by PricewaterhouseCoopers Zhong Tian +LLP and PricewaterhouseCoopers; the +Chinese certified accountants signing the +report are Li Dan and Gao Peng from +PricewaterhouseCoopers Zhong Tian LLP. +REPORT OF THE BOARD OF DIRECTORS +During the reporting period, neither +PricewaterhouseCoopers Zhong Tian LLP +nor PricewaterhouseCoopers provided any +non-audit service to Sinopec Corp. +Except for their working relationships +with Sinopec Corp., none of the directors, +supervisors or other senior management +has any financial, business or family +relationship or any relationship in other +material aspects with one another. For +information about changes in share +capital and shareholdings of substantial +shareholders, please refer to page +6 to page 7; for information about +meetings of the Board, please refer to +page 51; for information about equity +9 +interests of directors, supervisors and +other senior management, please refer +to page 43; for information about the +biographies and annual remuneration of +directors, supervisors and other senior +management, please refer to page 60 to +page 71. +COMPARISON OF NEW YORK STOCK +EXCHANGE CORPORATE GOVERNANCE +RULES AND CHINA CORPORATE +GOVERNANCE RULES FOR LISTED +COMPANIES +For details, please refer to the content on +the website of Sinopec Corp. at http:// +english.sinopec.com/investor_center/ +corporate governance/fact-sheet/20120315/ +download/2012031503.pdf. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +49 +(3) Other information about Sinopec Corp.'s +corporate governance +No. of +meeting held +Attended +No. of meeting +1 +0 +Executive Director +Wang Zhigang +4 +4 +0 +1 +1 +0 +5 +Executive Director +4 +4 +0 +1 +1 +0 +Executive Director +Zhang Haichao +4 +3 +Dai Houliang +0 +4 +4 +Attended +by proxy +held attended +Attended +Absence +Chairman +Wang Yupu +4 +4 +0 +1 +0 +1 +Executive Director +Li Chunguang +4 +4 +0 +1 +1 +0 +Executive Director +Zhang Jianhua +1 +4 +5 +1 +The total sales to the five largest customers +of the Company accounted for 5.0% of +the total sales of the Company, of which +sales to the largest customer accounted for +3.0% of the total sales. Sinopec Group, the +controlling shareholder of Sinopec Crop., is +one of the five largest customers. +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Report of the Board of Directors +During the reporting period, other than +disclosed above, all the top five crude oil +suppliers and the other largest customers +of the Company were independent third +parties. There were no supplier, customer, +employee and others that have a significant +impact on the Company and on which the +Company's success depends. +During this reporting period, other than the +connected transactions with Sinopec Group, +as disclosed in Connected Transactions of +this annual report, none of the directors, +supervisors of Sinopec Corp. and their +associates or any shareholders holding 5% +or more of the share capital of Sinopec +Corp. had any interest in any of the above- +mentioned major suppliers and customers. +11 BANK LOANS AND OTHER BORROWINGS +Details of bank loans and other borrowings +of Sinopec Corp. as of 31 December 2015 +are set out in Note 28 to the financial +statements prepared in accordance with +IFRS in this annual report. +12 FIXED ASSETS +During this reporting period, changes to the +fixed assets of Sinopec Corp. are set out in +Note 16 to the financial statements prepared +in accordance with IFRS in this annual +report. +13 RESERVES +During this reporting period, the changes +to the reserves of Sinopec Corp. are set out +in the consolidated statement of changes +in shareholders' equity in the financial +statements prepared in accordance with +IFRS in this annual report. +14 DONATIONS +During this reporting period, the amount of +charity donations made by Sinopec Corp. +amounted to RMB 92 million. +15 PRE-EMPTIVE RIGHTS +Pursuant to the Articles of Association +and the laws of the PRC, the shareholders +of Sinopec Corp. are not entitled to any +pre-emptive rights, therefore the existing +shareholders cannot request Sinopec Corp. +for the right of first refusal in proportion to +their shareholdings. +16 REPURCHASE, SALES AND REDEMPTION +OF SHARES +During this reporting period, neither +Sinopec Corp. nor any of its subsidiaries +repurchased, sold or redeemed any +listed shares of Sinopec Corp. or its +subsidiaries. +17 DIRECTORS' INTERESTS IN COMPETING +BUSINESS +During the reporting period, there remains +a few competing business in chemicals +segment between Sinopec Group and the +Company. All of the directors of Sinopec +Corp. (excluding Independent Non- +executive Directors) hold positions in +Sinopec Group. For details, please refer +to the chapter Directors, Supervisors, +Senior Management and Employees of +this annual report. +18 DIRECTORS' INTERESTS IN CONTRACTS +No Director had a material interest, either +directly or indirectly, in any contract +of significance to the business of the +Company to which Sinopec Corp., or any +of its holding companies, subsidiaries or +fellow subsidiaries was a party during the +reporting period. +19 MANAGEMENT CONTRACTS +No contracts concerning management +or administration of the whole or any +substantial part of the business of the +Company were entered into or existed +during the reporting period. +10 MAJOR SUPPLIERS AND CUSTOMERS +During this reporting period, the total +purchases from the top five crude oil +suppliers of the Company accounted for +47.2% of the total purchases of crude oil +by the Company, of which the purchases +from the largest supplier accounted for +19.0% of the total purchases of crude oil +by the Company. +DURING THIS REPORTING PERIOD, DID +THE COMPANY VIOLATE LAWS AND +REGULATIONS WHICH HAVE A SIGNIFICANT +IMPACT ON THE COMPANY +No +41.69 +50.24 +*: The final cash dividend for 2015 is to be approved by 2015 annual general meeting. +The aggregate cash dividend declared by +Sinopec Corp. during three years from 2013 +to 2015 is RMB 0.59 per share, and the +total dividend payment from 2013 to 2015 +as a percentage of average net profits in the +three years is 143.0%. +7 RESPONSIBILITIES FOR THE COMPANY'S +INTERNAL CONTROL +The Board is fully responsible for establishing +and maintaining the internal control system +related to the financial statements as well +as ensuring its effective implementation. In +2015, the Board assessed and evaluated the +internal control of Sinopec Corp. according +to the Basic Standard for Enterprise +Internal Control, Application Guidelines for +Enterprise Internal Control and Estimation +Guidelines for Enterprise Internal Control. +There were no significant defects in relation +to the internal control system related to +the financial statements as of 31 December +2015. Therefore the internal control system +of Sinopec Corp. related to the financial +statements is sound and effective. +8 +The 2015 Annual Internal Control +Assessment Report of Sinopec Corp. was +reviewed and approved on the 5th meeting +of the sixth Session of the Board on 29 +March 2016, and all members of the Board +undertook that the contents of the report are +true, accurate and complete, and without any +false representation, misleading statements +or material omissions. +DURING THIS REPORTING PERIOD, +THE COMPANY DID NOT VIOLATE +ENVIRONMENTAL POLICIES +Details with regard to the Company's +performance in relation to environmental and +social-related key performance indicators and +policies, are provided in this annual report. +in the Chapters of Chairman's Statement +and Business Review and Prospects as well +as the 2015 Communication on Progress +for the Sustainable Development Report of +Sinopec Corp. All these discussions in regard +to environmental policies constitute part of +the Report of the Board of Directors. +9 +2015* +20 PERMITTED INDEMNITY PROVISIONS +During the reporting period, Sinopec +Corp. has purchased liability insurance +for all directors to minimise their +risks arising from the performance of +their duties. The permitted indemnity +provisions are provided in such directors +liability insurance in respect of potential +liability and costs associated with legal +proceedings that may be brought against +such directors. +2014 +0.15 +0.20 +0.24 +18,160 +23,830 +28,010 +32,207 +47,430 +67,179 +56.39 +2013 +21 EQUITY-LINKED AGREEMENTS +For the reporting period, the Company +has not entered into any equity-linked +agreement. +22 CORE COMPETITIVENESS ANALYSIS +The Company is a large scale integrated +energy and petrochemical company with +upstream, mid-stream and downstream +operations. The Company is a large +scaled oil and gas producer in China; in +respect of refining capacity, it ranks first +in China; equipped with a well-developed +refined oil products sales network, the +Company is the largest supplier of refined +oil products in China; and in terms +of ethylene production capacity, the +Company takes the first position in China, +and has a well-established marketing +network for chemical products. +Wang Yupu +Chairman +Beijing, China, 29 March 2016 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +57 +Report of the Board of Directors +Report of the Board of Supervisors +REPORT OF THE BOARD OF SUPERVISORS +Mr. Liu Yun Chairman of the Board of Supervisors +Dear Shareholders: +By order of the Board +The Board of Supervisors and each supervisor +of Sinopec Corp. diligently performed their +supervision responsibilities, actively participated +in the process supervision, carefully reviewed +decisions made such as major assets restructuring, +equity transfer and bond financing, and +endeavored to safeguard the interests of +shareholders and the Company in accordance +with the PRC Company Law and the Articles of +Association of Sinopec Corp. +sustainable development, internal control +assessment report and proposals of asset +restructuring, equity transfer, bond issuance +and amendments to articles of association and +relevant rules and procedures etc. +On 20 March 2015, the 13th meeting of the +fifth session of the Board of Supervisors was +held, and the Financial Statements of Sinopec +Corp. for 2014, Annual Report of Sinopec Corp. +for 2014, 2014 Communication on Progress +for Sustainable Development Report of Sinopec +Corp., Internal Control Assessment Report of +Sinopec Corp. for 2014, Report on the Work +of Board of Supervisors of Sinopec Corp. for +2014 and the amendments to the Articles of +Association of Sinopec Corp. and the Rules and +Procedures for the Supervisors' Meeting were +approved at the meeting. +On 29 April 2015, the 14th meeting of the fifth +session of the Board of Supervisors was held, +and the First Quarterly Report of Sinopec Corp. +for 2015 was approved at the meeting. +On 27 May 2015, the first meeting of the sixth +session of the Board of Supervisors was held, +and Mr. Liu Yun was elected as the Chairman of +the Board of Supervisors. +On 25 August 2015, the second meeting of the +sixth session of the Board of Supervisors was +held, and Interim Financial Statement of 2015 +for Sinopec Corp., Interim Report of Sinopec +Corp., Proposal of Continuing Connected +Transactions for the year from 2016 to 2018, +and Proposal of Equity Transfer in relation to +Jingtian Co. were considered and passed. In the +meantime, the Board of Supervisors submitted a +written proposal on risk prevention of production +management for the second half of the year to +the management of the Company. +On 30 October 2015, the third meeting of sixth +session of the Board of Supervisors was held, +and the Third Quarterly Report of Sinopec Corp. +for 2015, Proposal of Corporate Bond Issuance +by Sinopec Corp. and Proposal of establishment +of Joint Venture in relation to the Formation of +Gaoqiao Petrochemical Co. were approved. +During this reporting period, the Board +of Supervisors organised newly-appointed +supervisors to attend the trainings for directors +and supervisors of listed companies organised +by Beijing Securities Supervisory Bureau under +CSRC and the supervisors also attended the +general meetings of shareholders and presented +at meetings of the Board. These activities have. +further improved their capabilities in performing +supervisory duties. Through supervision and +inspection on the production and operation +management as well as financial management +conditions, especially process supervision +on significant decision-makings. The Board +of Supervisors is of the view that: facing the +severe operating situations such as sharp +fluctuations of international crude oil price at +a low level in 2015, the fierce competition in +refined oil and chemical products markets, +and the digestion of high cost inventory caused +by the precipitous drop of oil price in the +second half of 2014, Sinopec Corp., centering +on the task of sustaining profit and growth, +actively implemented resource optimisations +and structural adjustment, carefully arranged +production and operations, strictly controlled +costs, expenses, accounts receivable and +inventory occupation, carried out connected +58 +58 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +During this reporting period, the Board of +Supervisors held five (5) meetings in total, +and mainly reviewed and approved Sinopec +Corp.'s annual report, financial statement, +communication on progress report for +of the listed company in the consolidated statement (%) +Currency risks: At present, China +implements an administered floating +exchange rate regime based on market +supply and demand which is regulated +with reference to a basket of currencies in +terms of the exchange rate of Renminbi. +As the Company purchases a significant +portion of crude oil in foreign currency +which is based on US dollar-denominated +prices, fluctuations in the exchange +rate of Renminbi against US dollars and +certain other foreign currencies may +affect the Company's purchasing costs +of crude oil. Meanwhile, according to +domestic pricing mechanism of refined oil +products, the prices of domestic refined +oil products fluctuate with Renminbi +exchange rate, and the prices of other +domestic refined and chemical products +would also be influenced by import price. +Risks with regard to overseas business +development and management: The +Company engages in oil and gas +exploration, refining and chemical, +warehouse logistics and international +The integrated business structure of +the Company carries strong advantages +in synergy among its various business +segments, enabling the Company to +continuously tap onto potentials in +attaining an efficient and comprehensive +utilisation of its resources, and endowed +the Company with strong resistance +against risks, as well as remarkable +capabilities in sustaining profitability. +The Company enjoys a favorable +positioning with its operations located +close to the consumer markets. Along +with the steady growth in the Chinese +economy, sales volume of both oil +products and chemical products of the +Company has been increasing steadily +over the years; through continuous +and specialised marketing efforts, the +Company's capability in international +operations and market expansion has +been further enhanced. +The Company owns a team of +professionals and expertise engaged in +the production of oil and gas, operation +of refineries and chemical plants, as well +as marketing activities. The Company +applies outstanding fine management +measures with its remarkable capabilities +in management of operations, and enjoys +a favorable operational cost advantage in +its downstream businesses. +The Company has formulated a well- +established technology system and +mechanism, and owns competent teams +specialised in scientific research covering +a wide range of subjects; the four +platforms for technology advancement is +taking shape, which includes exploration +and development of oil and gas, refining, +chemicals and strategic emerging +technology. With its overall technologies +reaching state of the art level in +the global arena, and some of them +taking the lead globally, the Company +enjoys strong capability for technical +innovations. +The Company always attaches +great importance to fulfilling social +responsibilities, and carries out the green +and low carbon development strategy +to pursue a sustainable development. +Moreover, the Company enjoys an +outstanding brand name, plays an +important role in the economy and is +a renowned and reputable company in +China. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +55 +56 +Report of the Board of Directors +REPORT OF THE BOARD OF DIRECTORS (CONTINUED) +trading businesses in some regions +outside China. The Company's overseas. +businesses and assets are subject to the +jurisdiction of the host country's laws and +regulations. In light of the complicacy +of geopolitics, economic and other +conditions, including sanctions, barriers +to entry, instability in the financial and +taxation policies, contract defaults, the +Company's risks with regard to overseas +business development and management +could be increased. +23 RISK FACTORS +Risks with regard to the variations from +macroeconomic situation: The business +results of the Company are closely related +to China's and global economic situation. +The development of Chinese economy has +entered New Normal. Although various +countries have adopted different kinds +of macroeconomic policies to eliminate +negative effects caused by lower growth +of global economy, the turnaround +of economic recovery still remains +uncertain. The Company's business could +also be adversely affected by such factors +as the impact on export due to trade +protectionism from some countries, and +impact on import which is likely caused +by regional trade agreements and etc. +Risks with regard to the cyclical effects +from the industry: The majority of the +Company's operating income comes +from the sales of refined oil products +and petrochemical products, and part of +the those businesses and their related +products are cyclic and are sensitive +to macro-economy, cyclic changes of +regional and global economy, the changes +of the production capacity and output, +demand of consumers, prices and supply +of the raw materials, as well as prices +and supply of the alternative products etc. +Although the Company is an integrated +company with upstream, midstream +and downstream operations, it can only +counteract the adverse influences of +industry cycle to some extent. +Risks from the macroeconomic policies +and government regulation: Although +the Chinese government is gradually +liberalising the market entry regulations +on petroleum and petrochemicals +sector, the petroleum and petrochemical +industries in China are still subject to +entry regulations to a certain degree, +which include: issuing licenses in relation +to exploration and development of crude +oil and natural gas, issuing business +licenses for trading crude oil and refined +oil, setting caps for retail prices of +gasoline, diesel and other oil products, +the imposing of the special oil income +levy, formulation of import and export +quotas and procedures, formulation +of safety, quality and environmental +protection standards and formulation of +energy conservation policies. In addition, +the changes which have occurred or +might occur in macroeconomic and +industry policies such as the opening up +of crude oil import licenses, and further +improvement in pricing mechanism +of refined oil products, reforming and +improvement in pricing mechanism of +natural gas, and reforming in resource +tax and environmental tax, will cause +effects on our business operations. Such +changes might further intensify market +competition and have certain effect on +the operations and profitability of the +Company. +Risks with regard to the changes from +environmental legislation requirements: +Our production activities generate waste +liquids, gases and solids. The Company +has built up the supporting effluent +treatment systems to prevent and +reduce the pollution to the environment. +However, the relevant government +authorities may issue and implement +much stricter environmental protection +laws and regulations, adopt much stricter +environment protection standards. +Under such situations, the Company +may increase expenses in relation to the +environment protection accordingly. +Risks from the uncertainties of obtaining +additional oil and gas resources: The +future sustainable development of the +Company is partly dependent to a certain +extent on our abilities in continuously +discovering or acquiring additional oil +and natural gas resources. To obtain +additional oil and natural gas resources, +the Company faces some inherent +risks associated with exploration and +development and/or with acquisition +activities, and the Company has to +invest a large amount of money with no +guarantee of certainty. If the Company +fails to acquire additional resources +through further exploration, development +and acquisition to increase the reserves +of crude oil and natural gas, the oil and +natural gas reserves and production of +the Company may decline over time which +may adversely affect the Company's +financial situation and operation +performance. +Risks with regard to the external +purchase of crude oil: A significant +amount of crude oil as needed by the +Company is satisfied through external +purchases. In recent years, especially +influenced by the mismatch between +supply and demand of crude oil, +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +geopolitics, global economic growth and +other factors, the prices of crude oil +fell sharply. Additionally, the supply of +crude oil may even be interrupted due to +some extreme major incidents in certain +regions. Although the Company has taken +flexible counter measures, it may not fully +avoid risks associated with any significant +fluctuation of international crude oil +prices and sudden disruption of supply of +crude oil from certain regions. +Risks with regard to the operation +and natural disasters: The process of +petroleum chemical production is exposed +to the risks of inflammation, explosion +and environmental pollution and is +vulnerable to natural disasters. Such +contingencies may cause serious impacts +to the community, major financial losses +to the Company and grievous injuries to +people. The Company has always been +paying great emphasis on the safety +of production, and has implemented +a strict HSE management system as +an effort to avoid such risks as far as +possible. Meanwhile, the main assets +and inventories of the Company as well +as the possibility of damage to a third +party have been insured. However, such +measures may not shield the Company +from financial losses or adverse impact +resulting from such contingencies. +Investment risks: Petroleum and +chemical sector is a capital intensive +industry. Although the Company adopted +a prudent investment strategy and +conducted rigorous feasibility study +on each investment project, some +certain investment risks may exist in +the sense that expected returns may +not be achieved due to major changes +in factors such as market environment, +prices of equipment and raw materials, +and construction period during the +implementation of the projects. +In the course of its production and +operations, the Company will actively +take various measures to circumvent +operational risks. However, in practice, +it may not be possible to prevent the +occurrence of all risks and uncertainties +described below. +Ratio between the dividends and the net profit attributed to the shareholders +in the consolidated statement for the dividend year (RMB million). +Net profits attributed to the shareholders of the listed company shown +0 +1 +5 +5 +0 +1 +0 +1 +5 +5 +1 +0 +0 +1 +5 +5 +0 +1 +0 +1 +5 +5 +1 +1 +0 +Chen Xiaojin +1 +0 +Cao Yaofeng +5 +5 +0 +1 +0 +Dai Houliang +5 +5 +5 +1 +1 +0 +Liu Yun +5 +5 +0 +1 +1 +0 +0 +1 +0 +No directors were absent from two consecutive meetings of the Board. +Mr. Wang Tianpu has tendered his resignation to the Board on 27 April 2015 and resigned from all his positions in Sinopec Corp., including non-executive +Director and Vice Chairman, effective from 27 April 2015. +The final cash dividend will be distributed +on or before 30 June 2016 (Thursday) to all +shareholders whose names appear on the +register of members of Sinopec Corp. on the +record date of 23 June 2016 (Thursday). +In order to qualify for the final dividend +for H shares, the holders of H shares must +lodge all share certificates accompanied +by the transfer documents with Hong Kong +Registrars Limited located at 1712-1716 +17th Floor Hopewell Centre, 183 Queen's +Road East, Wan Chai Hong Kong before +4:30 p.m. on 16 June 2016 (Thursday) +for registration. The H shares register of +members of Sinopec Corp. will be closed +from 17 June 2016 (Friday) to 23 June 2015 +(Thursday) (both dates are inclusive). +52 +42 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +The dividend will be denominated and +declared in RMB, and distributed to the +domestic shareholders and investors +participating in the Shanghai-Hong Kong +Stock Connect Program in RMB and to +the overseas shareholders in Hong Kong +Dollar. The exchange rate for the dividend +calculation in Hong Kong Dollar is based +on the average benchmark exchange rate of +RMB against Hong Kong Dollar as published +by the People's Bank of China one week +preceding the date of the declaration of such +dividend. +In accordance with the Enterprise Income +Tax Law of the People's Republic of China +which came into effect on 1 January 2008 +and its implementation regulations, Sinopec +Corp. is required to withhold and pay +enterprise income tax at the rate of 10% +on behalf of the non-resident enterprise +shareholders whose names appear on the +register of members for H Shares of Sinopec +Corp. when distributing cash dividends or +issuing bonus shares by way of capitalisation +from retained earnings. Any H Shares of +the Sinopec Corp. which is not registered +under the name of an individual shareholder, +including those registered under HKSCC +Nominees Limited, other nominees, agents +or trustees, or other organisations or groups, +shall be deemed as shares held by non- +resident enterprise shareholders. Therefore, +on this basis, enterprise income tax shall +be withheld from dividends payable to such +shareholders. If holders of H Shares intend to +change its shareholder status, please enquire +about the relevant procedures with your +agents or trustees. Sinopec Corp. will strictly +comply with the law or the requirements +of the relevant government authority to +withhold and pay enterprise income tax on +behalf of the relevant shareholders based on +the registration of members for H shares of +Sinopec Corp. as at the record date. +If the individual holders of the H shares +who are Hong Kong or Macau residents or +residents of the countries which had an +agreed tax rate of 10% for the cash dividends +or bonus shares by way of capitalisation +from retained earnings with China under +the relevant tax agreement, Sinopec Corp. +should withhold and pay individual income +tax on behalf of the relevant shareholders +at a rate of 10%. Should the individual +holders of the H Shares are residents of the +countries which had an agreed tax rate of +less than 10% with China under the relevant +tax agreement, Sinopec Corp. shall withhold +and pay individual income tax on behalf +of the relevant shareholders at a rate of +10%. In that case, if the relevant individual +holders of the H Shares wish to reclaim +the extra amount withheld (Extra Amount) +due to the application of 10% tax rate, +Sinopec Corp. would apply for the relevant +agreed preferential tax treatment provided +that the relevant shareholders submit the +evidence required by the notice of the tax +agreement to the share register of Sinopec +Corp. in a timely manner. Sinopec Corp. will +assist with the tax refund after the approval +of the competent tax authority. Should +the individual holders of the H Shares are +residents of the countries which had an +agreed tax rate of over 10% but less than +20% with China under the tax agreement, +Sinopec Corp. shall withhold and pay the +individual income tax at the agreed actual +rate in accordance with the relevant tax +agreement. In the case that the individual +holders of the H Shares are residents of the +countries which had an agreed tax rate of +20% with China, or which has not entered +into any tax agreement with China, or +otherwise, Sinopec Corp. shall withhold and +pay the individual income tax at a rate of +20%- +Pursuant to the Notice on the Tax Policies +Related to the Pilot Program of the +At the 5th meeting of the sixth session of the +Board, the Board approved the proposal to +distribute a final cash dividend of RMB 0.06 +(tax inclusive) per share, combining with an +interim distributed dividend of RMB 0.09 (tax +inclusive) per share, the total dividend for +the whole year is RMB 0.15 (tax included) +per share. +Shanghai-Hong Kong Stock Connect (E +港股票市場交易互聯互通機制試點有關稅收政策 +(Caishui [2014] No. 81): +For investors of the Hong Kong Stock +Exchange (including enterprises and +individuals) investing in the A Shares of +Sinopec Corp. through Shanghai-Hong Kong +Stock Connect Program, the Company +will withhold and pay income taxes at the +rate of 10% on behalf of those investors +and will report to the tax authorities for +the withholding. For investors who are tax +residents of other countries, whose country +of domicile is a country having entered into a +tax treaty with the PRC stipulating a dividend +tax rate of lower than 10%, the enterprises +and individuals may, or may entrust a +withholding agent to, apply to the competent +tax authorities for the entitlement of the rate +under such tax treaty. Upon approval by the +tax authorities, the amount paid in excess +of the tax payable based on the tax rate +according to such tax treaty will be refunded. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +53 +Report of the Board of Directors +54 +Report of the Board of Directors +REPORT OF THE BOARD OF DIRECTORS (CONTINUED) +The dividend distribution and bonus shares declared by Sinopec Corp. in the past three years are as follows: +Cash dividends (RMB/Share, tax inclusive) +Total amount of cash dividends (RMB million, tax inclusive) +For domestic investors investing in the H +Shares of Sinopec Corp. through Shanghai- +Hong Kong Stock Connect Program, the +company shall withhold and pay income tax +at the rate of 20% on behalf of individual +investors and securities investment funds. +The company will not withhold or pay +the income tax of dividends for domestic +enterprise investors and those domestic +enterprise investors shall report and pay the +relevant tax by themselves. +Ma Weihua +Jiang Xiaoming +Andrew Y. Yan +Bao Guoming +Proposals for dividend distribution +The profit distribution policy of Sinopec +Corp. maintains consistency and steadiness, +and moreover gives further consideration +to the long-term interests of the Company, +overall interests of all the shareholders and +the sustainable development of the Company. +Sinopec Corp. gives priority to adopting cash +dividends for profit distribution, and is able +to deliver an interim profit distribution. When +the net profits and retained earnings of the +Company. are positive in current year, and +in the event that the cash flow of Sinopec +Corp. can satisfy the normal operation and +sustainable development, Sinopec Corp. +should adopt cash dividends, and the +distribution profits in cash every year are +no less than 30% of the net profits of the +Company in current year. +4 MEETINGS HELD BY THE BOARD +COMMITTEES +During the reporting period, the Audit +Committee held five (5) meetings. Each of +the Strategy Committee, the Remuneration +Committee and the Social Responsibility +Management Committee held one (1) +meeting. All members of each committee +had attended the meetings. Details of those +meetings are as follows: +(1) The 14th Audit Committee meeting of +the fifth session of the Board was held +by written resolution on 26 January +2015, whereby the proposal in relation +to the internal control manual of +Sinopec Corp. (2015) was approved in +this meeting. +(2) The 15th Audit Committee meeting of +the fifth session of the Board was held +by on site meeting on 18 March 2015, +whereby the proposals in relation to +the following matters were approved +in the meeting: (i) the annual report +of Sinopec Corp. for the year 2014, +(ii) 20F of Sinopec Corp. for the year +2014, (iii) the financial statements of +Sinopec Corp. for the year 2014, (iv) +the internal control assessment report +for the year 2014, (v) the work report +on the internal auditing work for the +year 2014, (vi) the performance report +of Audit Committee for the year 2014, +(vii) the reports on the auditing of the +financial statements for the year 2014 +delivered by the domestic and overseas +auditors. +(3) The 16th meeting of the fifth session of +the Board was held by written resolution +on 28 April 2015, whereby the proposal +in relation to the first quarterly report +for three months ended 31 March 2015 +was approved in the meeting. +(4) The 1st meeting of the sixth session of +the Audit Committee was held by on site +meeting on 21 August 2015, whereby +(i) the interim report for the first half +of 2015, (ii) the financial statements +for the first half year of 2015, (iii) the +reports on internal auditing work for the +first half of 2015, (iv) the continuing +connected transactions for three years +from 2016 to 2018, and (v) the Equity +Transfer of Jingtian Co. were approved +in the meeting. +(5) The 2nd meeting of the sixth session +of the Audit Committee was held by +written resolution on 29 October 2015, +whereby the third quarterly report for +The profit distribution plan of Sinopec Corp. +for the current year will be carried out in +accordance with the policy and procedures +stipulated as per the articles of association, +with the advice of minority shareholders +being heard and considered, meanwhile, the +independent directors will issue independent +opinions. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Report of the Board of Directors +Report of the Board of Directors +REPORT OF THE BOARD OF DIRECTORS (CONTINUED) +the year 2015 and entering into the +Joint Venture Agreement with SAMC +in regard to the formation of Gaoqiao +Petrochemical Co. were approved in the +meeting. +(6) The 3rd meeting of the fifth session of +the Strategy Committee was held by +on site meeting on 18 March 2015, +whereby the plan of investments for the +year 2015 was approved in the meeting. +(7) The 3rd meeting of the fifth session +of the Remuneration Committee was +held by on site meeting on 18 March +2015, whereby the proposals on +implementation of the rules of the +remuneration of directors, supervisors +and other senior management for 2014 +and the remuneration of Directors of +the Sixth Session of the Board, and +remuneration of Supervisors of the Sixth +Session of the Supervisory Committee +were approved in the meeting. +(8) The 3rd meeting of the fifth session of +the Social Responsibility Management +Committee was held by on site meeting +on 18 March 2015, whereby the 2014 +Communication on Progress for the +Sustainable Development Report of +Sinopec Corp. was approved in the +meeting. +5 BUSINESS PERFORMANCE +The financial results of the Company for +the year ended 31 December 2015, which +is prepared in accordance with IFRS and +the financial position as at that date and +the accompanying analysis are set out from +page 136 to page 192 in this annual report. +A fair review of the Company's business, +a discussions and analysis on business +performance using financial key performance +indicators and the material factors +underlying our results and financial position +during the reporting period, particulars of +significant events affecting the Company +and the outlook of the Company's business +are discussed throughout this annual report +included in the chapters of Chairman's +Statement, Business Review and Prospects, +Management's Discussion and Analysis and +Significant Events. All above discussions +constitute parts of the report of the Board of +Directors. +6 +DIVIDEND +51 +0 +2006.05-2018.05 +DIRECTORS, SUPERVISORS, SENIOR MANAGEMENT AND EMPLOYEES (CONTINUED) +Supervisemployees +Senior +19 +No +125.00 +2012.05-2015.05 +No +125.00 +2010.05.2015.05 +Executive Director +Former Independent Non- +Executive Director +Former Independent Non- +Executive Director +64 +Female +Bao Guoming +67 +Male +Ma Weihua +No +125.00 +2009.05.2015.05 +Danagement and E +64 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Liu Yun +Wang Yajun +Yu Renming +Jiang Zhenying +Zou Huiping +DIRECTORS, SUPERVISORS, SENIOR MANAGEMENT AND EMPLOYEES (CONTINUED) +Directors, Supervisors, +Senior Management and Employees +Senior Management and Employees +Directors, Supervisors, +55 +Former Independent Non- +65 +Exploration Bureau; in March +2011, he was appointed as +Director General and Secretary +of CPC Committee of China +Petrochemical News. In March +2015, he was appointed as +Director General of the General +Office of China Petrochemical +Corporation, Director General of +Policy Research Department of +the General Office and Director +General of President of Sinopec +Corp. In August 2015, he was +appointed as Director General +of Board of Directors Office +under China Petrochemical +Corporation; and in May 2015, +he was elected as Supervisor of +Sinopec Corp. +Zhou Hengyou, aged 52, +Supervisor of Sinopec Corp. +Mr. Zhou is a professor +level senior administration +engineer and a postgraduate. +In December 1998, Mr. Zhou +was appointed as a standing +committee member of CPC +Committee and Deputy +Labour Union Chairman of +Jiangsu Petroleum Exploration +Bureau; in February 1999, he +was appointed as a standing +committee member of CPC +Committee and Labour Union +Chairman of Jiangsu Petroleum +Exploration Bureau of China +Petrochemical Corporation; +in December 2002, he was +appointed as Deputy Secretary +of CPC Committee and Labour +Union Chairman of Jiangsu +Petroleum Exploration Bureau; +in June 2004, he was appointed +as Deputy Secretary of CPC +Committee and Secretary of +Supervisory Committee of +Jiangsu Petroleum Exploration +Bureau; in August 2005, he was +appointed as Secretary of CPC +Committee of Jiangsu Petroleum +Liu Zhongyun, aged 52, +Supervisor of Sinopec Corp. +Mr. Liu is a professor level +senior engineer with a doctorate +in engineering. In December +2002, he was appointed as a +standing committee member of +CPC Committee and Director +of Organisation Department +of Shengli Petroleum +Administration Bureau; in +November 2004, he was +appointed as Deputy Secretary +of CPC Committee of Shengli +Petroleum Administration +Bureau; in December +2005, he was appointed as +Manager of Sinopec Shengli +Oilfield Branch; in December +2008, he was appointed as +Secretary of CPC Committee +of Sinopec International +Petroleum Exploration and +Production Corporation; in July +2010, he was appointed as +General Manager of Sinopec +Northwest Oilfield Company, +Director General of Northwest +Petroleum Bureau under China +Petrochemical Corporation. +Since August 2014, Mr. Liu +has acted as Assistant to +President and Director General +of HR Department of China +Petrochemical Corporation, and +in May 2015, he was elected as +Supervisor of Sinopec Corp. +Corp.; in June 2006, he was +appointed as Deputy CFO of +Sinopec Corp.; in February +2009, he was appointed as +Chief Accountant of China +Petrochemical Corporation; in +May 2009, he was elected as +a Director of Sinopec Corp.; in +May 2012, he was appointed +concurrently as the Chairman +of Sinopec Finance Co., Ltd.; +in September 2013, he was +appointed concurrently as +Chairman of Sinopec Insurance +Co., Ltd.; and in May 2015, he +was elected as Chairman of +the Board of Supervisors of +Sinopec Corp. +Petrochemical Corporation; +in February 2000, he was +appointed as Deputy Director +General of Finance Department +of Sinopec Corp.; in January +2001, he was appointed as +Director General of Finance +Department of Sinopec +Liu Yun, aged 59, Chairman +of the Board of Supervisors +of Sinopec Corp. Mr. Liu +is a professor level senior +accountant with a master +degree. In December 1998, +he was appointed as Deputy +Director General of Finance +Department of China +(2) Supervisors +Zhou Hengyou +Liu Zhongyun +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Zou Huiping, aged 55, +Supervisor of Sinopec Corp. Mr. +Zou is a professor level senior +accountant with a university +diploma. In November 1998, +he was appointed as Chief +Accountant in Guangzhou +Petrochemical General Plant +of China Petrochemical +Corporation; in February 2000, +he was appointed as Deputy +Director General of Finance & +Assets Department of China +Petrochemical Corporation; +in December 2001, he +was appointed as Deputy +Director General of Finance & +Planning Department of China +Petrochemical Corporation; in +March 2006, he was appointed +as Director General of Finance +& Assets Department of Assets +Management Co., Ltd. of China +Petrochemical Corporation; in +March 2006, he was appointed +as Director General of Auditing +Department of Sinopec Corp.; +and in May 2006, he was +elected as Supervisor of Sinopec +Corp. +71 +Chen Xiaojin +Wang Tianpu +64 +Male +Fu Chengyu +Company +Whether paid +by the holding +(RMB 1,000, +before tax) +Tenure +Position in Sinopec Corp. +Age +Gender +Name +paid by Sinopec +Corp. in 2015 +Remuneration +Executive Director +0 +0 +No +175.0 +Male +53 +Former Chairman +Former Vice Chairman +2011.05-2015.05 +Yes +2009.05.2015.05 +Yes +2009.05.2015.05 +Former Board Director +Former Board Director +59 +Male +Liu Yun +62 +Male +Male +Yes +2009.05.2015.05 +Former Vice Chairman +62 +Male +Zhang Yaocang +Yes +2006.05-2015.04 +Yes +Cao Yaofeng +Jiang Zhenying, aged 51, +Employee's Representative +Supervisor of Sinopec Corp. Mr. +Jiang is a professor level senior +economist with a doctor degree. +In December 1998, he was +appointed as the Vice President +of the China Petrochemical +Supplies & Equipment Co., +Ltd.; in February 2000, he +was appointed as the Deputy +Director General of Sinopec +Procurement Management +Department; in December +2001, he was appointed as the +Director General of Sinopec +Procurement Management +Department and in November +2005 he concurrently held the +positions of Chairman of Board +of Directors, President and +Secretary of CPC Committee +of China Petrochemical +International Co., Ltd.; in +March 2006, he was appointed +as the Director General +(General Manager), Executive +Director and Secretary of the +CPC Committee of Sinopec +Procurement Management +Department (Sinopec +International Co. Ltd.); in April +2010, he was appointed as +the Director General (General +Manager), Executive Director +and Deputy Secretary of the +CPC Committee of Sinopec +Procurement Management +Department (Sinopec +International Co. Ltd); in +November 2014, he was +appointed as Director General +of Security Management +Department of Sinopec Corp.; +and in December 2010, he +was elected as the Employee's +Representative Supervisor of +Sinopec Corp. +0 +lo +No +551.9 +2010.12 2018.05 +Employee's +52 +Male +Yu Renming +Supervisor +Representative +0 +0 +No +551.9 +2010.12 2018.05 +Employee's +51 +Male +Representative +Supervisor +Wang Yajun +Male +Position in Sinopec Corp. +Age +59 +Male +Xu Bin +Gender +Name +by the holding +Whether paid +(RMB1,000, +before tax) +Jiang Zhenying +paid by Sinopec +Corp. in 2015 +Supervisor +Representative +0 +0 +No +257.9 +2015.05.2018.05 +Employee's +58 +Remuneration +0 +0 +No +0 +Yes +2015.05.2018.05 +Chairman, the Board +59 +Male +Liu Yun +2014 +2015 +0 +Equity interests in Sinopec Corp. +(as of 31 December) +Position in +Sinopec Corp. +Age +Gender +Name +List of Members of the Board of Supervisors +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +66 +Wang Yajun, aged 58, +Empolyee's Representative +Supervisor of Sinopec Corp. +Mr. Wang is a professor level +senior administration engineer +with a university diploma. +In December 2004, he was +appointed as Vice Secretary of +CPC committee, Secretary of +Discipline Inspection Committee +and Labour Union Chairman +of Zhongyuan Petroleum +Exploration Bureau of China +Petrochemical Corporation. +In November 2010, he was +appointed as Party Secretary of +CPC committee, of Zhongyuan +Petroleum Exploration Bureau. +In March 2015, Mr. Wang was +appointed as Secretary of CPC +of China Sinopec International +Petroleum Exploration and +Development Co., Ltd; and in +May 2015, he was elected as +Employee's Representative +Supervisor of Sinopec Corp. +Yu Renming, aged 52, +Employee's Representative +Supervisor of Sinopec Corp. +Mr. Yu is a professor level +senior engineer with a university +diploma. In June 2000, he +was appointed as the Deputy +General Manager of Sinopec +Zhenhai Refining & Chemical +Co., Ltd.; in June 2003, he +was appointed as the Board +Director and Deputy General +Manager of Sinopec Zhenhai +Refining & Chemical Co., +Ltd.; in September 2006, he +was appointed as the Vice +President of Sinopec Zhenhai +Refining & Chemical Company; +in September 2007, he was +appointed as the President +and the Vice Secretary of +CPC committee of Sinopec +Zhenhai Refining & Chemical +Company; in January 2008, he +was appointed as the Director +General of Sinopec Production +Management Department; +and in December 2010, he +was elected as Employee's +Representative Supervisor of +Sinopec Corp. +Tenure +2015.05-2018.05 +of Supervisors +Male +551.9 +2006.05.2018.05 +Supervisor +55 +Male +Zou Huiping +0 +0 +Yes +Liu Zhongyun +2015.05.2018.05 +52 +Male +Zhou Hengyou +0 +0 +Yes +2015.05.2018.05 +Supervisor +52 +Supervisor +Independent Non- +61 +Male +Policy Committee of People's +Bank of China. Mr. Fan is +recognised as one of the +National Young and Middle- +Aged Experts with Outstanding +Contributions. From May 2015 +to the present, he has acted +as Independent Non-executive +Director of Sinopec Corp. +Fan Gang, aged 61, +Independent Non-executive +Director of Sinopec Corp. +Mr. Fan has a doctorate in +economics. He presently acts +as Vice President of China +Society of Economic Reform, +President of China Reform +Foundation, Head of the +National Economic Research +Institution, President of +China Development Institute +(Shenzhen) and an economics +professor at Peking University. +He began to work for Chinese +Academy of Social Sciences +in 1988, and subsequently +served as Director of Editorial +Department for the Economic +Research Journal between +1992 and 1993 and as Deputy +Head of the Institute of +Economics Chinese Academy +of Social Sciences between +1994 and 1995. In 1996, he +was redesignated to work for +China Society of Economic +Reform, and subsequently +founded the National Economic +Research Institution. From +2006 to 2010, and from 2015 +to the present, he has served +as a member of the Monetary +Minmetals Development Co., +Ltd, Origin Agritech Limited. He +has served as the economist +and senior economist at the +Economic Research Centre +of the Asian Development +Bank between 1989 and +2000; chief economist at +the Representative office of +the Asian Development Bank +in China between 2000 and +2004; deputy representative +at the Representative Office +of the Asian Development +Bank in China between 2004 +and 2007 and the deputy +secretary-general of the +China Development Research +Foundation between 2007 +and 2010. From May 2015 +to the present, he has acted +as Independent Non-executive +Director of Sinopec Corp. +Tang Min, aged 62, +Independent Non-executive +Director of Sinopec Corp. +Mr. Tang has a doctorate +in economics. He presently +acts as a Counsellor of the +State Council of the PRC and +the Executive Vice Chairman +of YouChange China Social +Entrepreneur Foundation, +Independent Director of +Investment Fund. And from +May 2012 to the present, he +has acted as Independent Non- +executive Director of Sinopec +Corp. +Markets Partnership and +Director of Hong Kong Office +of AIG Asia Infrastructural +Andrew Y. Yan, aged 58, +Independent Non-executive +Director of Sinopec Corp. Mr. +Yan is the founding Managing +Partner of SAIF Partners. +He studied in Nanjing +University of Aeronautics and +Astronautics, Peking University +and Princeton University +and earned a master degree +from Princeton University. +Presently, he acts as the +Independent Non-executive +Director of China Resources +Land Limited, CPMC Holdings +Limited and Cogobuy Group, +the Non-executive Director +of Digital China Holdings +Limited, China Huiyuan Juice +Group Limited, Feng Deli +Holdings Limited and Guodian +Technology & Environment +Group Corporation Limited; the +Independent Director of Beijing +BlueFocus Brand Management +Consulting Co., Ltd, TCL Group +and Sky Solar Holdings Ltd.; +and the Director of ATA Co., +Ltd. From 1989 to 1994, he +acted as the Economist of the +World Bank headquarters in +Washington, Senior Fellow of +Hudson Institute, an American +famous research think tank, +and acted as the director +of APAC Strategic Planning +& Business Development +of Sprint International +Corporation; between 1994 +and 2001, he acted as the +Managing Director of Emerging +British Investment Bank, and +Independent Director of China +Oilfield Services Co., Ltd. From +May 2012 to the present, he +has acted as Independent Non- +executive Director of Sinopec +Corp. +Jiang Xiaoming, aged 62, +Independent Non-executive +Director of Sinopec Corp. +Mr. Jiang has a doctorate +in economics. Presently, he +acts as the member of the +national committee of CPPCC, +director of China Foundation +for Disabled Persons, member +of the United Nations Board +of Investment, Chairman of +the Board of Directors of Hong +Kong Saibo International Co. +Ltd., Independent Director of +COSCO International, Senior +Fellow of the University of +Cambridge Business School, +and trustee of University of +Cambridge China Development +Fund. Between 1992 and +1998, he acted as the Vice +President of United Nations +Staff Retirement Fund; +between 1999 and 2003, he +acted as the Chairman of the +Board of Directors of Frasers +Property (China) Co., Ltd.; and +he has previously acted as the +Board Director of JSW Energy +Ltd., member of the Advisory +Committee of American Capital +Group and Rothschild, the +Fan Gang +Tang Min +Andrew Y. Yan +Jiang Xiaoming +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +(Director General Level) +and Deputy Commander +of Sichuan-East China Gas +Transmission Construction +Project Headquarter; in July. +2010, he served as Deputy +Chief Geologist of Sinopec +Corp.; in August 2013, he was +appointed as Chief Geologist +of Sinopec Corp.; in February +2016, he was elected as Board +Director of Sinopec Corp., and +in December 2015, he served +as Vice President of China +Petrochemical Corporation +and appointed as Senior Vice +President of Sinopec Corp. +Ma Yongsheng, aged 54, +Board Director and Senior Vice +President of Sinopec Corp. +Mr. Ma is a professor level +senior engineer with a Ph.D. +degree and an academician +of the Chinese Academy of +Engineering. In April 2002, +he was appointed as Chief +Geologist of Sinopec Southern +Exploration and Production +Branch; in April 2006, he was +appointed as Executive Deputy +Manager (presiding over the +work), Chief Geologist of +Sinopec Southern Exploration +and Production Branch; +in January 2007, he was +appointed as Manager and +Party Secretary of Sinopec +Southern Exploration and +Production Branch; in +March 2007, he served as +General Manager and Deputy +Party Secretary of Sinopec +Exploration Branch; in May +2007, he was appointed +as Deputy Commander of +Sichuan-East China Gas +Transmission Construction +Project Headquarter of Sinopec +Corp., General Manager +and Deputy Secretary of +CPC Committee of Sinopec +Exploration Branch; in May +2008, he was appointed as +Deputy Director General of +Exploration and Production +Department of Sinopec Corp. +Co. Ltd and Vice Chairman of +Board of Directors of Sinopec +International Petroleum +Exploration and Production +Corporation; and in May 2015, +he was elected as Board +Director and Senior Vice +President of Sinopec Corp. +Jiao Fangzheng, aged 53, +Board Director and Senior Vice +President of Sinopec Corp. Mr. +Jiao is a professor level senior +engineer with a Ph.D. degree. +In January 1999, he was +appointed as Chief Geologist +in Zhongyuan Petroleum +Exploration Bureau of China +Petrochemical Corporation; +in February 2000, he was +appointed as Vice President +and Chief Geologist of Sinopec +Zhongyuan Oilfield Company; +in July 2000, he was appointed +as Deputy Director General of +Sinopec Petroleum Exploration +& Development Research +Institute; in March 2001, he +was appointed as Deputy +Director General of Sinopec +Exploration & Production +Department; in June 2004, he +was appointed as President +of Sinopec Northwest Oilfield +Company; in October 2006, +he was appointed as Vice +President of Sinopec Corp. in +July 2010, he was appointed +as the Director General +of Sinopec Exploration & +Production Department; in +July 2014, he was appointed +as Vice President of China +Petrochemical Corporation; +in September 2014, he was +elected concurrently as +Chairman of Board of Directors +of Sinopec Oilfield Service +Zhang Haichao, aged 58, +Board Director and Senior +Vice President of Sinopec +Corp. Mr. Zhang is a professor +level senior economist with +a master degree. In March +1998, he was appointed as +Vice President of Zhejiang +Petroleum Corporation; in +September 1999, he was +appointed as President +of Zhejiang Petroleum +Corporation; in February 2000, +he was appointed as President +of Sinopec Zhejiang Petroleum +Co., Ltd.; in April 2003, he +was elected as Employee's +Representative Supervisor of +Sinopec Corp.; in April 2004, +he served as Chairman of +Board of Directors of Sinopec- +BP Zhejiang Petroleum Sales +Co., Ltd.; in October 2004, he +served as Secretary of CPC +Committee, Vice Chairman of +Board of Directors, and Vice +President of Sinopec Sales +Co., Ltd.; in November 2005 +he served as Vice President +of Sinopec Corp., Secretary +of CPC Committee, Chairman +of Board of Directors, and +President of Sinopec Sales +Co., Ltd.; in June 2006, he +served as Chairman of Board +of Directors, and President +of Sinopec Sales Co., Ltd.; in +July 2014, he was appointed +as Vice President of China +Petrochemical Corporation; +and in May 2015, he was +elected as Board Director +and Senior Vice President of +Sinopec Corp. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +63 +Directors, Supervisors, +Senior Management and Employees +59 +Male +Wang Yupu +2014 +2015 +Company +(as at 31 December) +Equity interests in Sinopec Corp. +Whether paid +Ma Yongsheng +by the holding +Sinopec Corp. +Remuneration +paid by +Tenure +Position in +Sinopec Corp. +Age +Gender +Name +List of Members of the Board +DIRECTORS, SUPERVISORS, SENIOR MANAGEMENT AND EMPLOYEES (CONTINUED) +in 2015 +(RMB 1,000, +before tax) +Jiao Fangzheng +Zhang Haichao +62 +(1) Directors +MANAGEMENT +DIRECTORS, SUPERVISORS +AND OTHER SENIOR +1 INTRODUCTION OF +Zhang Jianhua +Li Chunguang +DIRECTORS, SUPERVISORS, SENIOR MANAGEMENT AND EMPLOYEES +Wang Yupu +Report of the Board of Supervisors +Wang Yupu, aged 59, Chairman +of Board of Directors of +Sinopec Corp. Mr. Wang is a +professor level senior engineer +with a Ph.D. degree and an +academician of the Chinese +Academy of Engineering. +In October 2000, he was +appointed as Director, Deputy +General Manager of Daqing +Oilfield Company Limited; +in December 2003, he was +appointed as Chairman and +General Manager of Daqing +Oilfield Company Limited; +in March 2008, he was +appointed as Chairman and +General Manager (Director- +General) of Daqing Oilfield +Company Limited (Daqing +Petroleum Administration +Bureau); in August 2009, +he was appointed as Vice +Governor of the People's +Government of Heilongjiang +Province. In July 2010, he +was elected as Secretary of +59 +Chairman of the Board of Supervisors +Beijing, China, 29 March 2016 +Liu Yun +In 2016, the Board of Supervisors and each +supervisor will continue to follow the principle +of diligence and integrity, earnestly perform +the duties of supervision as delegated by +the shareholders, actively participate in the +process supervision of significant decision +makings, increase the strength of inspection and +supervision on subsidiaries and protect Sinopec +Corp.'s benefit and its shareholders' interests. +Fourthly, all connected transactions between the +Company and Sinopec Group were in compliance +with the relevant rules and regulations of +listing venues. All the connected transaction +prices were fair and reasonable. The prices +of Sinopec Corp.'s transactions concerning +asset restructuring and equity transfer in 2015 +were fair, equitable and reasonable. No insider +trading or asset loss which is detrimental to the +interests of Sinopec Corp. or its shareholders +was found in these transactions. +responsibilities and promoted the sustainable +development of social economy. Information +disclosed in the sustainable development report +was in compliance with requirements made by +Shanghai Stock Exchange for listed companies +with regard to the publication of social +responsibility report. +Thirdly, Sinopec Corp.'s internal control system +is robust and effective, no material defects of +internal control was found. In the meantime, +Sinopec Corp. actively fulfilled its social +Secondly, the reports and financial statements +prepared by Sinopec Corp. in 2015 complied +with the relevant regulation of domestic and +overseas securities regulators, the disclosed +information truly, accurately, completely +and fairly reflected Sinopec Corp.'s financial +status and operation performance. The +dividend distribution plan was made after +comprehensively consideration of the long-term +interests of shareholders and Sinopec Corp. No +violation of confidential provisions of persons +who prepared and reviewed the report was +found. +Firstly, the Board diligently fulfilled its +obligations and exercised its rights under +the PRC Company Law and the Articles of +Association, and made informed decisions on +major issues concerning change in growth mode, +structure adjustment, as well as development +and profitability. The senior management +diligently implemented the resolutions approved +by the Board, continued to deepen the reform, +focus on innovations, regulate operations, +intensified strict management and strived +to lower the costs and enhance efficiency, +committed to achieving the aim of sustaining +profit and growth set by the Board. During +the reporting period, except for former Vice +Chairman Mr. Wang Tianpu was involved +in alleged violation of laws the Board of +Supervisors did not discover any behaviors of +any other director or senior management which +violated laws, regulations, and the Articles of +Association, or were detrimental to the interests +of Sinopec Corp. or its shareholders. +transactions and capital operations under +strict guidelines, and endeavored to avoid and +control the risk of production management, all +contributing to a hard-won business result. The +Board of Supervisors had no objection to the +supervised issues during this reporting period. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Chairman +the Party Leadership Group, +Vice Chairman, and First +Secretary of the Secretariat of +All China Federation of Trade +Unions; in March 2013, he was +appointed as Deputy Secretary +of the Party Leadership Group +(Minister Level) of the Chinese +Academy of Engineering; in +June 2014, he was appointed +as Deputy Secretary of the +Party Leadership Group and +Vice President (Minister Level) +of the Chinese Academy of +Engineering. In April 2015, +Mr. Wang acts as Chairman +and Secretary of the Party +Leadership Group of China +Petrochemical Corporation. Mr. +Wang is an Alternate Member +of the 17th CPC Central +Committee and a Member +of the 18th CPC Central +Committee. In May 2015, +Mr. Wang was appointed as +Chairman of Board of Directors +of Sinopec Corp. +Zhang Jianhua, aged 51, +Board Director and Senior +Vice President of Sinopec +Corp. Mr. Zhang is a professor +level senior engineer with a +Ph.D. degree. In April 1999, +he was appointed as Vice +President of Shanghai Gaoqiao +Petrochemical Company +of China Petrochemical +Corporation; in February +2000, he was appointed as +Vice President of Sinopec +Shanghai Gaoqiao Company; +in September 2000, he was +appointed as President of +Sinopec Shanghai Gaoqiao +Company; in April 2003, +he was appointed as Vice +President of Sinopec Corp.; +in November 2003, he was +appointed concurrently as +Director General of Production +and Operation Management +Department of Sinopec Corp.; in +March 2005, he was appointed +as Senior Vice President of +Sinopec Corp.; in June 2007, +he was appointed concurrently +as Chairman of Sinopec (Hong +Kong) Co., Ltd; in October +2014, he was appointed +concurrently as Chairman of +Sinopec Engineering (Group) +Co., Ltd; and in May 2006, he +was elected as Board Director +and appointed as Senior Vice +President of Sinopec Corp. +Management and Employees +Senior +Supervisors, +Senior Management and Employees +Directors, Supervisors, +61 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Corp.; in August 2008, he was +concurrently appointed as the +Chairman of Petro-Cyberworks +Information Technology Co., +Ltd. (PCITC) and Sinopec +Technology Development +Company; in August 2012, he +was appointed concurrently +as Chairman of Sinopec Great +Wall Energy & Chemical Co., +Ltd.; in March 2013, he was +appointed concurrently as +Chairman of Sinopec Catalyst +Co., Ltd.; and in May 2009, he +was elected as Board Director +and appointed as Senior Vice +President of Sinopec Corp. +in December 2004, he served +concurrently as Chairman of +Board of Directors of BASF- +YPC Company Limited; in +September 2005, he was +appointed as Deputy CFO of +Sinopec Corp.; in November +2005, he was appointed as +Vice President of Sinopec +Corp.; in May 2006, he served +as Board Director, Senior Vice +President and CFO of Sinopec +Li Chunguang, aged 60, +Board Director and President +of Sinopec Corp. and +Vice President of China +Petrochemical Corporation. Mr. +Li is a professor level senior +engineer with a university +diploma. In August 1991, +he was appointed as Vice +President of Sinopec Sales +Company North China Branch; +in October 1995, he was +appointed as Vice President +of Sinopec Sales Company; in +June 2001, he was appointed +as President of Sinopec Sales +Co., Ltd.; in December 2001, +he was appointed as Director +General of Oil Product Sales +Department of Sinopec Corp.; +in April 2002 he was elected as +Chairman of Board of Directors +and President of Sinopec Sales +Co., Ltd.; in April 2003, he was +appointed as Vice President of +Sinopec Corp.; in November +2005, he was appointed +as Vice President of China +Petrochemical Corporation; +in May 2009, he was elected +as Board Director of Sinopec +Corp.; in May 2013, he was +elected as Board Director and +President of Sinopec Corp. +in July 2002, he served as +Vice Chairman of Board of +Directors, President of Yangzi +Petrochemical Co., Ltd. and +Board Director of Yangzi +Petrochemical Corporation; +in December 2003, he served +as Chairman of Board of +Directors and President of +Yangzi Petrochemical Co., Ltd. +and concurrently as Chairman +of Board of Directors of Yangzi +Petrochemical Corporation; +was appointed concurrently +as Vice Chairman of Sinopec +International Petroleum +Exploration and Production +Corporation; in September +2014, he was appointed +concurrently as Chairman of +Board of Directors of Sinopec +International Petroleum +Exploration and Production +Corporation; and in May +2006, he was elected as +Board Director and appointed +as Senior Vice President of +Sinopec Corp. +Wang Zhigang, aged 58, +Board Director and Senior Vice +President of Sinopec Corp. +Mr. Wang is a professor level +senior engineer with a Ph.D. +Degree. In February 2000, +he was appointed as Vice +President of Sinopec Shengli +Oilfield Co., Ltd.; in June 2000, +he served as Board Director +and President of Shengli +Oilfield Co., Ltd.; in November +2001, he was appointed +temporarily as Deputy +Director General and Deputy +Secretary of CPC Leading +Group of Economic and Trade +Commission, Ningxia Hui +Autonomous Region; in April +2003, he was appointed as +Vice President of Sinopec +Corp.; in June 2003, he was +appointed concurrently as +Director General of Exploration +and Production Department of +Sinopec Corp.; in March 2005, +he was appointed as Senior +Vice President of Sinopec +Corp.; in January 2007, he +Dai Houliang +Wang Zhigang +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +60 +Senior +Danagement and Employees +Supervisors, +Dai Houliang, aged 52, Board +Director and Senior Vice +President of Sinopec Corp. Mr. +Dai is a professor level senior +engineer with a Ph.D. degree. +In December 1997, he was +appointed as Vice President +of Yangzi Petrochemical +Corporation; in April 1998, +he served as Board Director +and Vice President of Yangzi +Petrochemical Co., Ltd.; +Tenure +Li Chunguang +60 +0 +No +300.0 +2012.05.2018.05 +Independent Non- +62 +62 +Male +Jiang Xiaoming +Senior Vice President +이 이 +0 +0 +2016.02-2018.05 +0 +Yes +2015.05.2018.05 +0 +0 +0 +Executive Director +Andrew Y. Yan +Male +Fan Gang +Executive Director +0 +0 +No +175.0 +2015.05-2018.05 +Independent Non- +62 +Yes +62 +Tang Min +Executive Director +0 +0 +No +300.0 +2012.05-2018.05 +Independent Non- +58 +Male +2015.05.2018.05 +이 +이 +Male +Wang Zhigang +0 +0 +No +489.4 +Board Director, +Senior Vice President +51 +Male +Dai Houliang +Zhang Jianhua +0 +0 +No +525.5 +0 +0 +Yes +2015.05-2018.05 +2009.05.2018.05 +Board Director, +President +Male +Male +58 +0 +No +485.9 +2009.05-2018.05 +0 +No +488.9 +2006.05-2018.05 +Board Director, +Senior Vice President +Board Director, +Senior Vice President +Board Director, +Senior Vice President +Board Director, +Senior Vice President +Board Director, +|8| +54 +Ma Yongsheng +53 +53 +Male +Jiao Fangzheng +58 +Male +Zhang Haichao +52 +Male +Geng Limin +Remuneration +paid by Sinopec +Corp. in 2015 Whether paid +(RMB1,000, by the holding +before tax) +Company +61 +Male +58 +Former Employee's +Representative +Supervisor +2012.05-2015.05 +508.0 +No +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +67 +Directors, Supervisors, +Senior Management and Employees +Directors, Supervisors, +Senior Management and Employees +DIRECTORS, SUPERVISORS, SENIOR MANAGEMENT AND EMPLOYEES (CONTINUED) +Ling Yiqun +Huang Wensheng +(3) Other Members of Senior +Management* +Jiang Zhenghong, aged 54, Vice +President of Sinopec Corp. Mr. +Jiang is a professor level senior +economist with a doctor degree. +In September 2000, he became +Vice President of Shanghai +Gaoqiao Petrochemical Co., Ltd. +and Sinopec Shanghai Gaoqiao +Company; in September +2001, he was appointed as +President of Shanghai Gaoqiao +Petrochemical Co., Ltd.; in +April 2006, he was appointed +as Secretary of CPC Committee +and Vice President of Sinopec +Zhenhai Refining & Chemical +Company; in September 2006, +he was appointed as Secretary +of CPC Committee and Vice +President of Zhenhai subsidiary +of China Petrochemical +Corporation; in March 2008, he +was promoted to President and +Secretary of CPC Committee +of Sinopec Zhenhai Refining +& Chemical Company; in July +2010, he was appointed as +President and Deputy Secretary +of CPC Committee of Sinopec +Zhenhai Refining & Chemical +Company; in August 2013, he +was appointed as the Director +General of Sinopec Corporate +Reform Dept.; in September +2013, he was appointed as Vice +President of Sinopec Corp. +Ling Yiqun, aged 53, Vice +President of Sinopec Corp. Mr. +Ling is a professor level senior +engineer with a master degree. +From 1983, he worked in the +refinery of Beijing Yanshan +Petrochemical Company and +the Refining Department of +Beijing Yanshan Petrochemical +Company Ltd. In February 2000, +he was appointed as the Deputy +General Director of Refining +Department of Sinopec Corp.; +in June 2003, he was appointed +as the Director General of +Refining Department of Sinopec +Corp.; in May 2012, he was +appointed as Executive Director, +President and Secretary of CPC +Committee of Sinopec Refinery +Product Sales Company +Limited; in August 2013, he was +appointed as the President of +Sinopec Qilu Company; in July +2010, he was appointed as Vice +President of Sinopec Corp. +Huang Wensheng, aged 49, +Vice President of Sinopec +Corp., Secretary to the Board +of Directors. Mr. Huang is a +professor level senior economist +with a university diploma. In +March 2003, he was appointed +as Deputy Director General +of the Board Secretariat +of Sinopec Corp.; in May +2006, he was appointed as +Representative on Securities +Matters of Sinopec Corp.; since +August 2009, He has served as +the Deputy Director General of +President's office of Sinopec +Corp. In September 2009, +he was appointed as Director +General of the Board Secretariat +of Sinopec Corp.; in May 2012, +he was appointed as Secretary +to the Board of Directors of +Sinopec Corp.; and in May +2014, he was appointed as Vice +President of Sinopec Corp. +68 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Male +Chen Mingzheng +Yes +Jiang Zhenghong +Yes +Former Chairman the Board +Of Supervisors +Former Supervisor +Yes +2012.05.2015.05 +2012.05.2015.05 +Li Xinjian +Male +Former Supervisor +2012.05.2015.05 +Kang Mingde +Male +62 +Former Independent +2012.05.2015.05 +Zhou Shiliang +Male +58 +Supervisor +Former Employee's +Representative +Supervisor +2012.05.2015.05 +Company +65 +Yes +Yes +13,919 +14,158 +18 +Note +At 31 December +2015 +RMB million +At 31 December +2014 +Assets +17 +Current assets +RMB million +6,281 +82,970 +16 +78,681 +81,081 +15 +177,667 +152,276 +703,485 +732,577 +80,593 +868 +10,326 +1234 +Cash at bank and on hand +6,271 +Bills receivable +Non-current assets +Other receivables +Fixed assets +12 +Long-term equity investments +91 +297 +Available-for-sale financial assets +14 +324,048 +225,009 +Total current assets +19,186 +36,559 +Other current assets +74,654 +46,029 +Inventories +1,962 +1,296 +9 +Prepayments +1,805 +176 +25,031 +201,234 +64,620 +8 +29,512 +7 +540 +46,453 +Accounts receivable +13 +29,251 +Long-term deferred expenses +56589 +Prepayments +Other receivables +Accounts receivable +Bills receivable +Cash at bank and on hand +Current assets +Assets +At 31 December +2014 +RMB million +At 31 December +2015 +RMB million +Note +as at 31 December 2015 +FINANCIAL STATEMENTS PREPARED UNDER CHINA ACCOUNTING STANDARDS FOR BUSINESS ENTERPRISES +CONSOLIDATED BALANCE SHEET +(A) +Financial Statements (PRC) +Financial Statements (PRC) +73 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +11/F PricewaterhouseCoopers Center, 2 Corporate Avenue, 202 Hu Bin Road, Huangpu District, Shanghai 200021, PRC +Tel: +86 (21) 2323 8888, Fax: +86 (21) 2323 8800, www.pwccn.com +PricewaterhouseCoopers Zhongtian LLP +29 March 2016 +Gao Peng +Li Dan +Registered in the People's Republic of China +Certified Public Accountants +Shanghai, the People's Republic of China +PricewaterhouseCoopers Zhong Tian LLP +68,557 +Deferred tax assets +10,100 +13,963 +Goodwill +Intangible assets +Construction in progress +Fixed assets +12 +Long-term equity investments +11 +Available-for-sale financial assets +Non-current assets +360,144 +332,405 +Total current assets +23,996 +26,904 +Other current assets +188,223 +145,498 +10 +Inventories +3,780 +2,919 +13 +as at 31 December 2015 +21,452 +90,831 +56,126 +7 +10,949 +Construction in progress +11,959 +234 +(3,026,590) +50(a) +165,818 +148,347 +3,353 +3,874 +3,111 +2,312 +454 +1,020 +6,126 +2,066 +13,044 +9,272 +(102,657) +(124,381) +11,12 +(23,332) +(13,855) +(3,918) +(1,137) +(89) +(2,532) +(129,996) +(141,905) +(116,952) +(132,633) +(2,228,500) +(88,286) +(115,169) +(56,396) +(292,259) +Total Assets +RMB million +(%) +RMB million +Sinopec International Petroleum +8,000 +100 +63,306 +Net Assets +RMB million +20,518 +(Net Loss) Principal Activities +RMB million +(222) +Exploration and Production Limited +Sinopec Great Wall Energy & Chemical +Company Limited +20,125 +105,477 +100 +20,579 +Sinopec Yangzi Petrochemical +13,203 +100 +25,852 +15,777 +377 +Company Limited +Sinopec Pipeline Storage & Transportation +12,000 +100 +(55,137) +(327,355) +37,694 +14 +4,128 +4,120 +32,517 +1,080,822 +756,774 +754,277 +979,286 +2,767 +In our opinion, the accompanying financial statements present fairly, in all material respects, the consolidated and company's financial position of +Sinopec Corp. as at 31 December 2015, and their financial performance and cash flows for the year then ended in accordance with the requirements of +Accounting Standards for Business Enterprises. +2,547 +2,154 +8,834 +8,397 +Advances from customers +Accounts payable +Bills payable +Short-term loans +Current liabilities +Liabilities and shareholders' equity +Total assets +Total non-current assets +Other non-current assets +Long-term deferred expenses +Intangible assets +100,543 +72,763 +452,361 +439,477 +189,631 +219,230 +57,749 +1,852 +85,182 +2,933 +102,399 +1,090,241 +1,128,447 +1,195,718 +1,132,575 +(1,152,837) +(1,114,481) +(33,571) +35,644 +(39,494) +(1,212) +(1,674) +50(b) +(1,186,408) +9,310 +293 +58,469 +105,477 +(21) +(1,153,996) +(21,421) +Wen Dongfen +Chief Financial Officer +198,144 +86,427 +Other payables +19,883 +20,832 +Taxes payable +310 +290 +Employee benefits payable +3,926 +3,151 +16 +(5,691) +OPINION +7,316 +An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures +selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the 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 financial statements in order to design audit procedures that are appropriate in the circumstances. 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 financial statements. +89,918 +1,185 +839 +26 +32,473 +28,677 +86,317 +103,302 +30,000 +11,277 +11,890 +Total current liabilities +462,642 +604,257 +Non-current liabilities +Long-term loans +29 +56,493 +67,426 +Debentures payable +Provisions +Deferred tax liabilities +Other non-current liabilities +Total non-current liabilities +Total liabilities +Shareholders' equity +Share capital +92,649 +Capital reserve +24 +74,729 +3,566 +130,446 +100 +4,000 +Sinopec Yizheng Chemical Fibre Limited +Company Limited +2,580 +20,038 +Other non-current assets +Total non-current assets +Total assets +19 +23,835 +22,512 +1,110,724 +1,443,129 +1,091,224 +1,451,368 +Liabilities and shareholders' equity +Current liabilities +Short-term loans +Bills payable +Accounts payable +Advances from customers +Employee benefits payable +Taxes payable +23 +Other payables +Short-term debentures payable +Non-current liabilities due within one year +28 +222222222 +166,688 +4,577 +198,366 +Specific reserve +30 +83,253 +(7,261) +612 +491 +196,640 +193,552 +245,623 +240,718 +Total equity attributable to shareholders of the Company +Total liabilities and shareholders' equity +These financial statements have been approved by the board of directors on 29 March 2016. +675,370 +594,483 +110,253 +52,612 +785,623 +647,095 +1,443,129 +1,451,368 +Wang Yupu +Chairman +(Legal representative) +The accompanying notes form part of these financial statements. +74 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Li Chunguang +President +Wen Dongfen +Chief Financial Officer +(7,984) +48,703 +119,408 +118,280 +83,506 +31 +33,186 +29,715 +18 +8,259 +7,820 +32 +13,673 +11,549 +194,864 +200,016 +657,506 +7,950 +804,273 +Surplus reserves +Retained earnings +Minority interests +Total shareholders' equity +33333 +33 +34 +Net Profit/ +35 +36 +37 +34569 +121,071 +Other comprehensive income +5,567 +Liability Company +Sinopec Lubricant Company Limited +50 +5,745 +Fujian Petrochemical Company Limited +Company Limited +50.56 +10,800 +Sinopec Shanghai Petrochemical +60.34 +HKD 248 +Sinopec Kantons Holdings Limited +Company Limited +65 +6,270 +Sinopec-SK(Wuhan) Petrochemical +70.42 +28,403 +Sinopec Marketing Co. +Company Limited +Manufacturing of intermediate petrochemical +401 +6,161 +12,268 +75 +3,986 +Sinopec Hainan Refining and Chemical +products and petroleum products +Petrochemical Company Limited +products and petroleum products +Marketing and distribution of refined +petroleum products +Production, sale, research and development +of ethylene and downstream byproducts +Trading of crude oil and petroleum products +Manufacturing of synthetic fibres, resin +and plastics, intermediate petrochemical +products and petroleum products +Manufacturing of plastics, intermediate +petrochemical products and +petroleum products +Note 1: All above subsidiaries except Fujian Petrochemical Company Limited are audited by PricewaterhouseCoopers Zhong Tian LLP or PricewaterhouseCoopers in 2015. +KPMG Huazhen LLP served the exception. +Our responsibility is to express an opinion on these 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. +AUDITOR'S RESPONSIBILITY +Management of Sinopec Corp. is responsible for the preparation and fair presentation of these 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 +financial statements that are free from material misstatement, whether due to fraud or error. +MANAGEMENT'S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS +We have audited the accompanying financial statements of China Petroleum & Chemical Corporation (hereinafter "Sinopec Corp."), which comprise +the consolidated and company balance sheets as at 31 December 2015, 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 year then ended, and the notes +to the financial statements. +To the Shareholders of China Petroleum & Chemical Corporation, +PwC ZT Shen Zi (2016) No. 10001 +普华永道 +pwc +REPORT OF THE PRC AUDITOR +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +72 +1,456 +Manufacturing of intermediate petrochemical +4,723 +825 +3,282 +20,136 +28,022 +7,885 +14,757 +1,738 +17,201 +23,684 +185,604 +BALANCE SHEET +343,260 +3: Being a principal subsidiary of Sinopec Corp., Sinopec Marketing Co. preformed total revenue of RMB 1,103.9 billion, contributing more than 10% of Sinopec Corp.'s +total net profit. For related changing trends on operating performance, please refer to related analysis from marketing and distribution department. +2: The above indicated total assets and net profit has been prepared in accordance with ASBE. Except for Sinopec Kantons Holdings Limited and Sinopec Overseas +Investment Holdings Ltd, which are incorporated in Bermuda and Hong Kong SAR, respectively, all of the above wholly-owned and non-wholly-owned subsidiaries are +incorporated in the PRC. All of the above wholly-owned and controlling subsidiaries are limited liability companies except for Sinopec Shanghai Petrochemical Company +Limited and Sinopec Kantons Holdings Limited. The Board of Directors considered that it would be redundant to disclose the particulars of all subsidiaries and, +therefore, only those which have material impact on the results or assets of Sinopec Corp. are set out above. +5,627 +We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. +279 +5,777 +7,406 +100 +1,500 +Sinopec Catalyst Company Limited +Holding Limited +1,656 +13,296 +2,515 +22,829 +137,300 +797 +1,489 +10,822 +(100) +4,464 +(58) Investment holding +Trading of crude oil and petrochemical +products +(623) Manufacturing of intermediate petrochemical +products and petroleum products +Marketing and distribution of petrochemical +products +(720) Production and sale of polyester +chips and polyester fibres +Production and sale of refined +petroleum products, lubricant +base oil, andpetrochemical materials +products and petroleum products +Pipeline storage and transportation +of crude oil +Manufacturing of intermediate petrochemical +Investment in exploration, production +and sale of petroleum and natural gas +(138) Coal chemical industry investment +management, production and sale +of coal chemical products +579 +3,457 +7,454 +100 +3,374 +3,522 +455 +Production and sale of catalyst products +China Petrochemical International +75 +4,397 +Sinopec Zhanjiang Dongxing +products and petroleum products +Company Limited +Manufacturing of intermediate petrochemical +1,128 +4,129 +12,087 +85 +5,000 +Sinopec Qingdao Refining and Chemical +production, storage and sale of petroleum +products and petrochemical products +1,843 +Limited Liability Company +828 +6,131 +9,119 +98.98 +5,294 +Sinopec Beihai Refining and Chemical +Company Limited +Trading of petrochemical products +298 +2,991 +10,159 +100 +1,400 +Import and processing of crude oil, +Percentage of +shares held by +Sinopec Corp. +30,000 +Name of Company +48,910 +32,207 +47,430 +11,139 +1,480 +55 +59 +0.266 +0.406 +59 +0.266 +0.406 +43,346 +48,910 +35 +3,163 +(4,485) +62 +(1,225) +(5,356) +(3,042) +2,268 +(514) +137 +(9,266) +43,483 +39,644 +43,346 +31,484 +11,999 +17,571 +48 +40 +42 +43 +44 +45 +62345 +9,017 +9,618 +10,459 +10,969 +8,767 +6,839 +735 +(4,151) +8,573 +8,137 +52,081 +65,481 +46 +47 +69 +6,945 +4,710 +3,067 +3,710 +55,959 +66,481 +12,613 +39,762 +(118) +Wen Dongfen +Li Chunguang +President +Note +2015 +2014 +RMB million +RMB million +38 +845,285 +1,222,323 +38 +609,596 +972,685 +172,568 +142,840 +2,628 +10,848 +41,327 +46,314 +6,152 +9,144 +10,430 +10,926 +5,052 +2,737 +(292) +(4,605) +45 +The accompanying notes form part of these financial statements. +(Legal representative) +Chairman +Wang Yupu +Chief Financial Officer +INCOME STATEMENT +for the year ended 31 December 2015 +Operating income +Less: Operating costs +Sales taxes and surcharges +Selling and distribution expenses +General and administrative expenses +Financial expenses +Exploration expenses, including dry holes +Impairment losses +Add: Loss from changes in fair value +Investment income +70,500 +Operating profit +Less: Non-operating expenses +Profit before taxation +Less: Income tax expense +Net profit +Other comprehensive income +Items that may be reclassified subsequently to profit or loss +(net of tax and after reclassification adjustments): +Cash flow hedges +Changes in fair value of available-for-sale financial assets +Share of other comprehensive income/(loss) of associates +Total other comprehensive income/(loss) +Total comprehensive income +These financial statements have been approved by the board of directors on 29 March 2016. +Add: Non-operating income +30,582 +71,881 +46,872 +417,012 +542,173 +121,071 +118,280 +68,716 +54,690 +Other comprehensive income +(145) +(206) +313 +232 +Surplus reserves +Retained earnings +Total shareholders' equity +Total liabilities and shareholders' equity +196,640 +193,552 +175,679 +172,101 +562,274 +538,649 +979,286 +1,080,822 +These financial statements have been approved by the board of directors on 29 March 2016. +Wang Yupu +Chairman +(Legal representative) +145,745 +The accompanying notes form part of these financial statements. +151,409 +2,238 +Non-current liabilities due within one year +ities due within one year +5,352 +11,084 +Total current liabilities +Non-current liabilities +Long-term loans +Debentures payable +Provisions +Deferred tax liabilities +Other non-current liabilities +Total non-current liabilities +Total liabilities +Shareholders' equity +Share capital +Capital reserve +Specific reserve +265,603 +396,428 +54,526 +55,202 +65,500 +62,221 +28,968 +25,830 +177 +600 +1,892 +Li Chunguang +President +Wen Dongfen +Chief Financial Officer +Share of other comprehensive loss of associates and jointly controlled entities +Foreign currency translation differences +Total other comprehensive income/(loss) +Total comprehensive income +Attributable to: +Equity shareholders of the Company +Minority interests +These financial statements have been approved by the board of directors on 29 March 2016. +Wang Yupu +Chairman +(Legal representative) +The accompanying notes form part of these financial statements. +76 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Li Chunguang +President +Note +2015 +2014 +RMB million +RMB million +38 +2,018,883 +2,825,914 +38 +1,592,771 +2,429,017 +39 +236,343 +191,202 +Changes in fair value of available-for-sale financial assets +Cash flow hedges +(net of tax and after reclassification adjustments): +Items that may be reclassified subsequently to profit or loss +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +75 +Financial Statements (PRC) +Financial Statements (PRC) +CONSOLIDATED INCOME STATEMENT +for the year ended 31 December 2015 +Operating income +Less: Operating costs +Sales taxes and surcharges +Selling and distribution expenses +General and administrative expenses +Financial expenses +Exploration expenses, including dry holes +46,274 +Impairment losses +Investment income +Operating profit +Add: Non-operating income +Less: Non-operating expenses +Profit before taxation +Less: Income tax expense +Net profit +Attributable to: +Equity shareholders of the Company +Minority interests +Basic earnings per share +Diluted earnings per share +Net profit +Other comprehensive income +Add: Gain/(loss) from changes in fair value +13,417 +27,822 +35,641 +0 +0 +0 +[이이이 +2 INFORMATION ON +APPOINTMENT OR +TERMINATION OF DIRECTORS, +SUPERVISORS AND SENIOR +MANAGEMENT +On 27 May 2015, Sinopec Corp. +convened the annual general +meeting for the year 2014, +the first meeting of the sixth +session of the Board and the +first meeting of the sixth session +of the Board of Supervisors. +The meetings elected +members of the new session +of the Board and the Board of +Supervisors and approved to +the appointment of members of +senior management. Changes +of directors, supervisors and +senior management are as +follow: +Board of Directors: Elected Mr. +Wang Yupu as Non-executive +Director and Chairman of +Sinopec Corp.; elected Mr. +Zhang Haichao and Mr. Jiao +Fangzheng as Directors of +Sinopec Corp.; elected Mr. +Tang Min and Mr. Fan Gang +as Independent Non-executive +Directors of Sinopec Corp. Mr. +Fu Chengyu was no longer the +Chairman and Non-executive +Director of Sinopec Corp.; Mr. +Zhang Yaocang was no longer +the Vice Chairman and Non- +executive Director of Sinopec +Corp.; Mr. Cao Yaofeng and Mr. +Liu Yun were no longer the Non- +executive Directors of Sinopec +Corp.; Mr. Chen Xiaojin, Mr. Ma +Weihua and Ms. Bao Guoming +were no longer the Independent +Non-executive Directors of +Sinopec Corp. +Board of Supervisors: Elected +Mr. Liu Yun as Chairman of the +Board of Supervisors of Sinopec +Corp.; elected Mr. Liu Zhongyun +and Mr. Zhou Hengyou as +Supervisors of Sinopec Corp.; +elected Mr. Wang Yajun as +Employee's Representative +Supervisor of Sinopec Corp. Mr. +Xu Bin was no longer Chairman +of the Board of Supervisors and +Supervisor of Sinopec Corp.; Mr. +Geng Limin and Mr. Li Xinjian +were no longer Supervisors of +Sinopec Corp.; Mr. Kang Mingde +was no longer Independent +Supervisor of Sinopec Corp.; +Mr. Zhou Shiliang and Mr. +Chen Mingzheng were no longer +Employee's Representative +Supervisors of Sinopec Corp. +New appointments of Senior +Management: Mr. Zhang +Haichao and Mr. Jiao Fangzheng +were appointed as Senior Vice +Presidents. +On 28 December 2015, Sinopec +Corp. convened the fourth +meeting of the sixth session +of the Board of Directors. The +meeting approved to appoint +Mr. Ma Yongsheng as Senior +Vice President of Sinopec Corp. +Ms. Wen Dongfen was appointed +as Chief Financial Officer of +Sinopec Corp; Mr. Wang Xinhua +was no longer Chief Financial +Officer of Sinopec Corp due to +an age limit. +On 25 February 2016, Sinopec +Corp. convened the first +extraordinary general meeting +for the year 2016. The meeting +approved to appoint Mr. Ma +Yongsheng as Executive Director +of the sixth session of the +Board. +On 27 April 2015, Mr. Wang +Tianpu resigned as Vice +Chairman and Non-executive +Director of the Board of Sinopec +Corp. due to personal reasons. +For details, please refer to the +announcements, published +in China Securities Journal, +Shanghai Securities News +and Securities Times after +the meetings and on websites +of Shanghai Stock Exchange, +Hong Kong Stock Exchange and +Sinopec Corp. +3 REMUNERATION OF +DIRECTORS, SUPERVISORS, +AND THE SENIOR +MANAGEMENT +During this reporting +period, 18 current directors, +supervisors and other senior +management and 5 former +directors, supervisors and other +senior management received +remuneration from Sinopec +Corp. with a total amount of +remuneration of RMB 9.5834 +million. +4 THE COMPANY'S EMPLOYEES +As at 31 December 2015, the +Company has a total of 351,019 +employees. Sinopec Marketing +Co., a principal subsidiary of +Sinopec Corp., has a total of +56,679 employees. +Supervisors, +Dinagement and Employees +Senior +70 +70 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +THE BREAKDOWN ACCORDING TO THE MEMBERS OF EACH OPERATION SEGMENT AS FOLLOWS +EMPLOYEES' PROFESSIONAL STRUCTURE AS FOLLOWS: +Exploration and Production +143,441 41% +Refining +No +74,458 +0 +0 +Male +57 +Vice President +622.4 +Wen Dongfen +Female +51 +CFO +42.9 +Lei Dianwu +Male +Male +53 +60 +Vice President +Former CFO +647.1 +Wang Xinhua +621.8 +*: The members of senior management are in order of the number of strokes of their surname in Chinese. +Equity interests in Sinopec Corp. +(as of 31 December) +2015 +2014 +222 2222 +0 +13,000 +13,000 +0 +0 +21% +Chemicals +65,689 19% +5 CHANGES OF CORE TECHNICAL TEAM OR KEY TECHNICIANS +6 +During the reporting period, there are no significance changes of core technical team and key technicians. +EMPLOYEE BENEFITS SCHEME +Details of the Company's employee benefits scheme are set out in Note 35 of the financial statements prepared under IFRS of this annual +report. As at 31 December 2015, the Company has a total of 208,061 retired employees. All of them participated in the basic pension schemes +administered by provincial (autonomous region or municipalities) governments. Government-administered pension schemes are responsible for the +payments of basic pensions. +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +71 +Directors, Supervisors, +Senior Management and Employees +y-owned +Principal Widiaries +and +Controlled +PRINCIPAL WHOLLY-OWNED AND CONTROLLED SUBSIDIARIES +On 31 December, 2015, details of the principal wholly-owned and controlled subsidiaries of the Company were as follows: +Sinopec Qingdao Petrochemical +1,595 +100 +Company Limited +Sinopec Chemical Sales Company Limited +1,000 +100 +China International United Petroleum +3,000 +100 +and Chemical Company Limited +Sinopec Overseas Investment +USD 300 +100 +University 94,303 27% +14,576 4% +Master's degree or above +39% +Marketing and Distribution +56,679 16% +R&D +5,791 +2% +Other Segments +4,961 +1% +EDUCATIONAL BACKGROUND STRUCTURE FOR EMPLOYEES AS FOLLOWS: +Sales +47,435 13% +Technology +51,165 15% +Chang Zhenyong +Finance +4% +Administration +Others +Production +28,080 +8% +37,497 11% +171,570 49% +Junior college +78,246 22% +Technical secondary school +25,847 +8% +Senior high school and +technical school degrees or below +138,047 +15,272 +Board Secretary +622.4 +Vice President, +Cash paid to and for employees +Payments of taxes and levies +Other cash paid relating to operating activities +Sub-total of cash outflows +Net cash flow from operating activities +Cash flows from investing activities: +Cash received from disposal of investments +Cash received from returns on investments +Net cash received from disposal of fixed assets, intangible assets and other long-term assets +Other cash received relating to investing activities +Sub-total of cash inflows +Cash paid for acquisition of fixed assets, intangible assets and other long-term assets +Cash paid for acquisition of investments +Other cash paid relating to investing activities +Net cash paid for the acquisition of subsidiaries and other business entities +Sub-total of cash outflows +Net cash flow from investing activities +Cash flows from financing activities: +Cash received from capital contributions +Including: Cash received from minority shareholders' capital contributions to subsidiaries +Cash received from borrowings +Sub-total of cash inflows +Cash repayments of borrowings +Cash paid for dividends, profits distribution or interest +Including: Subsidiaries' cash payments for distribution of dividends or profits +to minority shareholders +Other cash paid relating to financing activities +Sub-total of cash outflows +Net cash flow from financing activities +Cash paid for goods and services +Sub-total of cash inflows +Other cash received relating to operating activities +Refund of taxes and levies +4,361 +5,092 +1,482 +1,766 +30,701 +38,967 +(179) +6,822 +30,880 +32,145 +47 +- +(657) +(1,309) +Effects of changes in foreign exchange rate +14 +61 +30,941 +(2,329) +29,816 +Wen Dongfen +Chief Financial Officer +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +77 +Financial Statements (PRC) +Financial Statements (PRC) +CONSOLIDATED CASH FLOW STATEMENT +for the year ended 31 December 2015 +Cash flows from operating activities: +Cash received from sale of goods and rendering of services. +(363) +Registered +Capital +Net increase/(decrease) in cash and cash equivalents +Wang Yupu +Directors, Supervisors, +Senior Management and Employees +DIRECTORS, SUPERVISORS, SENIOR MANAGEMENT AND EMPLOYEES (CONTINUED) +List of Members of the Senior Management +Position in +Sinopec Corp. +Remuneration paid +by Sinopec Corp. +in 2015 +(RMB 1,000, +before tax) +Whether paid +by the holding +Company +Name +Gender +Age +Jiang Zhenghong +Male +54 +Vice President +643.4 +Ling Yiqun +Male +53 +Vice President +647.1 +Huang Wensheng +Male +49 +69 +Annual Report 2015 +CHINA PETROLEUM & CHEMICAL CORPORATION +2009, he was appointed as +Assistant to President of China +Petrochemical Corporation; in +August 2013, he was appointed +as the Chief Economist of China +Petrochemical Corporation; in +October 2015, he was appointed +as Secretary to the Board of +Directors of China Petrochemical +Corporation; and in May 2009, +he was appointed as Vice +President of Sinopec Corp. +Chairman +(Legal representative) +The accompanying notes form part of these financial statements. +78 +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Li Chunguang +President +Note +2015 +RMB million +2014 +RMB million +2,305,183 +3,500 +3,129,123 +1,600 +85,635 +These financial statements have been approved by the board of directors on 29 March 2016. +2,394,318 +(1,730,839) +(2,589,649) +Short-term debentures payable +7,469 +Chang Zhenyong +Wen Dongfen +Lei Dianwu +Chang Zhenyong, aged 57, +Vice President of Sinopec Corp. +Mr. Chang is a professor level +senior engineer with a master's +degree. In September 1997, he +was appointed as Vice President +of Tianjin Petrochemical +Company; in February 2000, +he was appointed as Vice +President of Sinopec Tianjin +Company; and in September +2000, he was promoted to +President of Sinopec Tianjin +Company; from February 2004, +he was appointed temporarily +as Standing Committee of CPC +Committee of Beihai, Guangxi; in +March 2004, he was appointed +temporarily as deputy mayor of +Beihai, Guangxi; in November +2005, he was appointed as +Director General of Production +and Operation Management +Department of Sinopec Corp.; +in December 2007, he was +appointed as President of +Qilu Petrochemical Company +and President of Sinopec Qilu +Company; inApril 2010, he +was appointed as Employee's +Representative Supervisor of +Sinopec Corp.; in July 2010, he +was appointed as Deputy Chief +Engineer and concurrently as +Director General of Chemicals +Department of Sinopec Corp.; in +August 2012, he was appointed +concurrently as Vice Chairman +of Board of Directors of Sinopec +Great Wall Energy & Chemical +Co., Ltd.; in November 2014, +he was appointed as Executive +Director and President of +Sinopec Chemical Products +Sales Co. Ltd and concurrently +as Chairman of Board of +Directors of Sinopec Chemical +Products Sales (Hong Kong) Co. +Ltd.; and in May 2014, he was +appointed as Vice President of +Sinopec Corp. +Wen Dongfen, aged 51, Chief +Financial Officer of Sinopec +Corp. Ms. Wen is a professor +level senior accountant with a +university diploma. In December +2001, she was appointed as +Deputy Director General of the +Finance & Planning Department +of China Petrochemical +Corporation; in May 2008, +she was appointed as Deputy +Director General of the +Finance Department of China +Petrochemical Corporation; +in March 2009, she was +promoted to Director General +of the Finance Department +of China Petrochemical +Corporation; between May +2012 and November 2015, she +concurrently served as Chairman +of Sinopec Century Bright +Capital Investment Limited and +in November 2015, she was +appointed as Director General +of the Finance Department of +Sinopec Corp. Ms. Wen now +concurrently serves as Director +of Sinopec Shanghai Engineering +Co. Ltd., Sinopec International +Petroleum Exploration and +Production Corporation and +Sinopec Insurance Co., Ltd. She +also concurrently serves as the +Supervisor of Sinopec Oilfield +Service Corporation, Vice +Chairman of Sinopec Finance +Company Limited and Director +of Sunshine Insurance Group. +In December 2015, she was +appointed as Chief Financial +Officer of Sinopec Corp. +Lei Dianwu, aged 53, Vice +President of Sinopec Corp. Mr. +Lei is a Professor level Senior +Engineer with a university +diploma. In October 1995, he +was appointed as Vice President +of Yangzi Petrochemical +Corporation; in December +1997, he was appointed as +Director General of Planning +& Development Department +in China Eastern United +Petrochemical (Group) Co., Ltd.; +in May 1998, he was appointed +as Vice President of Yangzi +Petrochemical Corporation; in +August 1998 he was appointed +as Vice President of Yangzi +Petrochemical Co., Ltd.; in +March 1999, he was appointed +temporarily as Deputy Director +General of Development & +Planning Department of China +Petrochemical Corporation; +in February 2000, he was +appointed as Deputy Director +General of Development +& Planning Department of +Sinopec Corp.; in March 2001, +he was appointed as Director +General of Development +& Planning Department of +Sinopec Corp.; in March +44,214 +3,174,937 +6,979 +Balance at 31 December 2015 +88 +RMB million +224,534 +570,346 +52,914 +623,260 +47,430 +equity +47,430 +48,910 +(7,668) +(7,668) +(7,668) +(1,598) +(9,266) +47,430 +1,480 +39,762 +interests +RMB million +the Company +Specific +Surplus +Retained +shareholders of +Minority +Total +shareholders' +RMB million +reserve +RMB million +36,947 +income +RMB million +407 +reserve +RMB million +1.556 +reserves +RMB million +190,337 +earnings +RMB million +116,565 +(118) +39,644 +1,715 _ 8,477 ---- +11,693 +3,215 +(31,246) +(14,623) +(267) +(14,890) +1,715 +8. Net decrease in specific reserve for the year +9. Other movement +(1,065) +(28) +(1,093) +63 +63 +111 +(1,065) +in shareholders' equity +Total transactions with owners, recorded directly +(1,545) +3,216 +| | | | +3,215 +(3,215) +(28,031) +(28,031) +(28,031) +10,192 +10,192 +3,216 +(2,877) +339 +4,155 +4,155 +(1,545) +Capital comprehensive +174 +Share +capital +RMB million +7. Distributions to minority interests +Sub-total of cash outflows +Net cash flow from financing activities +Net increase/(decrease) in cash and cash equivalents +These financial statements have been approved by the board of directors on 29 March 2016. +44,649 +(106,649) +Cash paid for dividends or interest +(142,194) +(117,836) +285,281 +250,706 +285,281 +250,706 +(267,932) +68,215 +(260,485) +Cash repayments of borrowings +Sub-total of cash outflows +5,899 +Net cash received from disposal of fixed assets, intangible assets and other long-term assets +Other cash received relating to investing activities +4,390 +2,254 +967 +214 +Net cash flow from investing activities +Cash flows from financing activities: +Cash received from borrowings +Sub-total of cash inflows +Sub-total of cash inflows +24,358 +Cash paid for acquisition of fixed assets, intangible assets and other long-term assets +Cash paid for acquisition of investments +(77,403) +(99,968) +(29,246) +(42,226) +174,864 +(30,382) +(36,519) +(298,314) +Balance at 1 January 2014 +Change for the year +1. Net profit +2. Other comprehensive income (Note 35) +Total comprehensive income +Transactions with owners, recorded directly +to equity +in shareholders' equity: +- Appropriation for surplus reserves +- Distributions to shareholders (Note 49) +4. Conversion of the 2011 Convertible Bonds +(Note 33) +5. Transaction with minority interests +6. Contributions to subsidiaries from minority interests +3. Appropriations of profits: +Total +shareholders' +equity +attributable +for the year ended 31 December 2015 +CONSOLIDATED STATEMENT OF CHANGES IN EQUITY +(297,004) +(13,033) +(46,298) +(4,927) +Wang Yupu +Chairman +(Legal representative) +The accompanying notes form part of these financial statements. +Li Chunguang +President +Wen Dongfen +Chief Financial Officer +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +79 +Financial Statements (PRC) +Financial Statements (PRC) +Other +Balance at 31 December 2014 +118,280 +48,703 +RMB million +equity +earnings +RMB million +reserves +RMB million +190,337 +1.226 +reserve +RMB million +171,202 +income +RMB million +2,123 +116.565 +RMB million +capital +Total +shareholders' +Retained +Surplus +reserve +RMB million +46,121 +Specific +527,574 +32,145 +121 +121 +70 +191 +3,215 +| | | +32,145 +8,477 +4. Conversion of the 2011 Convertible Bonds (Note 33) +29,816 +32,145 +(2,329) +(2,329) +(2,329) +1,715 +Capital comprehensive +Other +Share +Wang Yupu +These financial statements have been approved by the board of directors on 29 March 2016. +785,623 +110,253 +675,370 +245,623 +Chairman +196,640 +(7,984) +163 +34 +129 +129 +119,408 +121,071 +612 +(Legal representative) +The accompanying notes form part of these financial statements. +80 +- Distributions to shareholders (Note 49) +- Appropriation for surplus reserves +3. Appropriations of profits: +Transactions with owners, recorded directly in shareholders' equity: +Total comprehensive income +2. Other comprehensive income +1. Net profit +Change for the year +Balance at 1 January 2014 +for the year ended 31 December 2015 +STATEMENT OF CHANGES IN EQUITY +Chief Financial Officer +Wen Dongfen +Li Chunguang +President +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +8. Net increase in specific reserve for the year +(Note36) +94,691 +45,092 +49,599 +2. Other comprehensive income (Note 35) +32,207 +32,207 +11,139 +43,346 +Total comprehensive income +1. Net profit +Transactions with owners, recorded directly +(1,169) +(1,169) +1,306 +137 +32,207 +31.038 +(1,169) +Change for the year +647.095 +52,612 +(7,261) +491 +193,552 +240,718 +594,483 +52,612 +647,095 +Balance at 1 January 2015 +118,280 +48,703 +(7,261) +491 +193.552 +240,718 +594,483 +12,445 +22,822 +43,483 +3. Appropriations of profits: +446 +56,670 +48,807 +105,477 +7. Distributions to minority interests +(3,389) +56,224 +(3,389) +in shareholders' equity +2,791 +70,576 +446 +3,088 +(27,302) +Total transactions with owners, recorded directly +(Note53(i)) +6. Contributions to subsidiaries from minority interests +(326) +-Appropriation for surplus reserves (Note 37) +3,088 +(3,088) +- Distributions to shareholders (Note 49) +(24,214) +(24,214) +(24,214) +4. +Conversion of the 2011 Convertible Bonds (Note33) +2,791 +5. Transaction with minority interests +14,026 +326 +16,817 +16,817 +326 +in shareholders' equity: +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +Cash received from returns on investments +146,685 +(5) Long-term equity investments +3 SIGNIFICANT ACCOUNTING POLICIES (Continued) +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +84 +(a) Investment in subsidiaries +Inventories are recorded by perpetual method. +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. +At the balance sheet date, inventories are stated at the lower of cost and net realisable value. +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. +(4) Inventories +Cash and cash equivalents comprise cash on hand, demand deposits, short-term and highly liquid investments which are readily convertible into +known amounts of cash and are subject to an insignificant risk of change in value. +(3) Cash and cash equivalents +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. +The assets and liabilities of foreign operation are translated into Renminbi at the spot exchange rates at the balance sheet date. The equity +items, excluding "Retained earnings", are translated into Renminbi at the spot exchange rates at the transaction dates. The income and +expenses of foreign operation are translated into Renminbi at the spot exchange rates or an exchange rate that approximates the spot exchange +rates on the transaction dates. The resulting exchange differences are separately presented as other comprehensive income in the balance sheet +within equity. Upon disposal of a foreign operation, the cumulative amount of the exchange differences recognised in which relate to that foreign +operation is transferred to profit or loss in the year in which the disposal occurs. +In the Group's consolidated financial statements, investment in subsidiaries are accounted for in accordance with the principles described in +Note 3(1)(c). +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. +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (PRC) +Financial Statements (PRC) +85 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +Where the initial investment cost of a long-term equity investment exceeds the Group's interest in the fair value of the investee's identifiable +net assets at the date of acquisition, the investment is initially recognised at the initial investment cost. Where the initial investment cost is +less than the Group's interest in the fair value of the investee's identifiable net assets at the time of acquisition, the investment is initially +recognised at the investor's share of the fair value of the investee's identifiable net assets, and the difference is charged to profit or loss. +After the acquisition of the investment, the Group recognises its share of the investee's net profits or losses and other comprehensive income, +as investment income or losses and other comprehensive income, and adjusts the carrying amount of the investment accordingly. Once the +investee declares any cash dividends or profits distributions, the carrying amount of the investment is reduced by that attributable to the +Group. +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: +The Group's accounting treatments when adopting the equity method include: +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)). +An associate is the investee that the Group has significant influence on their financial and operating policies. Significant influence represents +the right to participate in the financial and operating policy decisions of the investee but is not control or joint control over the establishment +of these policies. The Group generally considers the following circumstances in determining whether it can exercise significant influence +over the investee: whether there is representative appointed to the board of directors or equivalent governing body of the investee; whether +to participate in the investee's policy-making process; whether there are significant transactions with the investees; whether there is +management personnel sent to the investee; whether to provide critical technical information to the investee. +A joint venture is an incorporated entity over which the Group, based on legal form, contractual terms and other facts and circumstances, +has joint control with the other parties to the joint venture and rights to the net assets of the joint venture. Joint control is the contractually +agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require the unanimous consent of +the Group and the parties sharing control. +(b) Investment in jointly controlled entities and associates +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. +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. +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. +Foreign currency monetary items are translated at the PBOC rates at the balance sheet date. Exchange differences, except for those directly +related to the acquisition, construction or production of qualified assets, are recognised as income or expenses in the income statement. Non- +monetary items denominated in foreign currency measured at historical cost are not translated. Non-monetary items denominated in foreign +currency that are measured at fair value are translated using the exchange rates at the date when the fair value was determined. The difference +between the translated amount and the original currency amount is recognised as other comprehensive income, if it is classified as available-for- +sale financial assets; or charged to the income statement if it is measured at fair value through profit or loss. +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. +(2) Transactions in foreign currencies and translation of financial statements in foreign currencies +A business combination involving entities or businesses not under common control is a business combination in which all of the combining +entities or businesses are not ultimately controlled by the same party or parties both before and after the business combination. Difference +between the consideration paid by the Group as the acquirer, comprises of the aggregate of the fair value at the acquisition date of assets +given, liabilities incurred or assumed, and equity securities issued by the acquirer in exchange for control of the acquiree, and the Group's +interest in the fair value of the identifiable net assets of the acquiree, is recognised as goodwill (Note 3(9)) if it is an excess, otherwise in the +profit or loss. The expense incurred for equity securities and debt securities issued as the consideration of the combination is recognised +in the initial cost of the securities. Any other expense directly attributable to the business combination is recognised in the profit or loss +for the year. The difference between the fair value and the book value of the assets given is recognised in profit or loss. The acquiree's +identifiable assets, liabilities and contingent liabilities, if satisfying the recognition criteria, are recognised by the Group at their fair value at +the acquisition date. The acquisition date is the date on which the acquirer effectively obtains control of the acquiree. +(b) Business combination involving entities not 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. +(a) Business combination involving entities under common control +(1) Accounting treatment of business combination involving entities under common control and not under common control +Principal accounting estimates and judgements of the Group are set out in Note 52. +(c) Method for preparation of consolidated financial statements +The Group determines specific accounting policies and accounting estimates based on the characteristics of production and operational activities, +mainly reflected in the accounting for allowance for accounts receivable (Note 3(12)), valuation of inventories (Note 3(4)), depreciation of fixed +assets and oil and gas properties (Note 3(6), (7)), measurement of provisions (Note 3(16)), ie. +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +82 +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. +(4) Functional currency and presentation currency +3 SIGNIFICANT ACCOUNTING POLICIES +The scope of consolidated financial statements is based on control and the consolidated financial statements comprise the Company and its +subsidiaries. Control means an entity is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability +to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial +statements from the date that control commences until the date that control ceases. +Where the Company combines a subsidiary during the reporting period through a business combination involving entities under common +control, the financial statements of the subsidiary are included in the consolidated financial statements as if the combination had occurred at +the beginning of the earliest comparative year presented or, if later, at the date that common control was established. Therefore the opening +balances and the comparative figures of the consolidated financial statements are restated. In the preparation of the consolidated financial +statements, the subsidiary's assets, liabilities and results of operations are included in the consolidated balance sheet and the consolidated +income statement, respectively, based on their carrying amounts in the subsidiary's financial statements, from the date that common control +was established. +Where the Company acquires a subsidiary during the reporting year through a business combination involving entities not under common +control, the identifiable assets, liabilities and results of operations of the subsidiaries are consolidated into consolidated financial statements +from the date that control commences, based on the fair value of those identifiable assets and liabilities at the acquisition date. +The unrealised profit or loss arising from the sale of assets by the Company to its subsidiaries is eliminated in full against the net profit +attributed to shareholders; the unrealised profit or loss from the sale of assets by subsidiaries to the Company is eliminated according to the +distribution ratio between shareholders of the parent company and minority interests. For sale of assets that occurred between subsidiaries, +the unrealised gains and losses is eliminated according to the distribution ratio for its subsidiaries seller between net profit attributable to +shareholders of the parent company and minority interests. +Where the accounting policies and accounting period adopted by the subsidiaries are different from those adopted by the Company, +adjustments are made to the subsidiaries' financial statements according to the Company's accounting policies and accounting period. Intra- +group balances and transactions, and any unrealised profit or loss arising from intra-group transactions, are eliminated in preparing the +consolidated financial statements. Unrealised losses resulting from intra-group transactions are eliminated in the same way as unrealised +gains but only to the extent that there is no evidence of impairment. +The 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. +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. +(c) Method for preparation of consolidated financial statements (Continued) +(1) Accounting treatment of business combination involving entities under common control and not under common control (Continued) +3 SIGNIFICANT ACCOUNTING POLICIES (Continued) +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Financial Statements (PRC) +Financial Statements (PRC) +83 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +In a business combination involving entities not under common control achieved in stages, the Group remeasures its previously held equity +interest in the acquiree on the acquisition date. The difference between the fair value and the net book value is recognised as investment +income for the year. If other comprehensive income was recognised regarding the equity interest previously held in the acquiree before the +acquisition date, the relevant other comprehensive income is transferred to investment income in the period in which the acquisition occurs. +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. +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. +for the year ended 31 December 2015 +Derivative financial instruments (see Note 3(11)) +3 SIGNIFICANT ACCOUNTING POLICIES (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. +Financial Statements (PRC) +Financial Statements (PRC) +87 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +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. +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. +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +(a) Classification, recognition and measurement of financial instruments +(11) Financial Instruments +A discontinued operation is a component of the Group that either has been disposed of, or is classified as held for sale, can be clearly +distinguished operationally and for financial reporting purposes from the rest of the Group and (i) represents a separate major line of business +or geographical area of operations, (ii) is part of a single coordinated plan to dispose of a separate major line of business or geographical area +of operations, or (iii) is a subsidiary acquired exclusively with a view to resale. +The assets and liabilities in the non-current asset or disposal groups which have been classified as assets held for sale are classified as current +assets and current liabilities, and are presented separately in the consolidated balance sheet. +Non-current assets, except for financial assets and deferred tax assets that satisfy there cognition criteria for assets held for sale are stated at to +the lower of carrying amount and the fair value less costs to sell. Any excess of the original carrying amount over the fair value less costs to sell +is recognised as asset impairment loss. +Non-current assets or disposal group that meet the following conditions will be classified as held for sale. (i) for the non-current assets or the +disposal group, they can only be sold immediately in current condition, according to the usual terms of selling the assets or disposal group; +(ii) the Group has made the resolution and obtain the appropriate approval on disposal of the non-current assets or the disposal group; (iii) the +Group has signed an irrevocable transfer agreement with the transferee; (iv) the transfer will be completed within one year. +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) Held for sale and discontinued operation +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. +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. +for the year ended 31 December 2015 +(11) Financial Instruments (Continued) +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. +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)). +Financial liabilities other than the financial liabilities at fair value through profit or loss are classified as other financial liabilities. +Other financial liabilities +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 rate method is recognised in +profit or loss (see Note 3(17) (c)). +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. +3 SIGNIFICANT ACCOUNTING POLICIES (Continued) +Available-for-sale financial assets +Loans and Receivables are non-derivative financial assets with fixed or determinable recoverable amount and with no quoted price in +active market. After the initial recognition, loans and receivables are measured at amortised cost using the effective interest rate method. +Held-to-maturity investment +― Loans and Receivables +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. +Financial asset or financial liability with change in fair value recognised through profit or loss +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: +(a) Classification, recognition and measurement of financial instruments (Continued) +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. +(9) Goodwill +Useful lives and amortisation methods are reviewed at least each year end. +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. +Plants and buildings +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: +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. +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. +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. +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. +Equipment, machinery and others +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. +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. +(6) Fixed assets and construction in progress +The impairment assessment and provision accrual on investments in subsidiaries, associates and jointly controlled enterprises are stated in +Note 3(12). +(c) The impairment assessment method and provision accrual on investment +The Group adjusts the carrying amount of the long-term equity investment for changes in owners' equity of the investee other than those +arising from net profits or losses and other comprehensive income, and recognises the corresponding adjustment in capital reserve. +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. However, if the Group has incurred obligations for +additional losses and the conditions on recognition of provision are satisfied in accordance with the accounting standard on contingencies, +the Group continues recognising the investment losses and the provision. Where net profits are subsequently made by the associate or 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. +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)). +Useful lives, residual values and depreciation methods are reviewed at least each year end. +Estimated Estimated rate +useful life of residual value +12-50 years +4.30 years +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)). +(8) Intangible assets +Capitalised costs of proved oil and gas properties are amortised on a unit-of-production method based on volumes produced and reserves. +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. +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. +Oil and gas properties include the mineral interests in properties, wells and related support equipment arising from oil and gas exploration and +production activities. +(7) Oil and gas properties +3 SIGNIFICANT ACCOUNTING POLICIES (Continued) +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) +Annual Report 2015 CHINA PETROLEUM & CHEMICAL CORPORATION +86 +3% +3% +33 +(5) Long-term equity investments (Continued) +Convertible bonds (see Note 3(11)) +Available-for-sale financial assets (see Note 3(11)) +The financial statements of the Group have been prepared under the historical cost convention, except for the assets and liabilities set out below: +Financial asset and financial liability with change in fair value recognised through profit or loss (see Note 3(11)) +(994) +(994) +5. Net decrease in specific reserve for the year +(17,839) +(31,246) +3,215 +6. Other movement +8,477 +in shareholders' equity +Total transactions with owners, recorded directly +10,192 +(28,031) +(28,031) +(3,215) +1,715 +CASH FLOW STATEMENT +Balance at 31 December 2014 +92 +54,690 +118,280 +Total comprehensive income +2. Other comprehensive income +1. Net profit +Change for the year +92 +Balance at 1 January 2015 +172,101 +193,552 +232 +(206) +54,690 +118,280 +538,649 +for the year ended 31 December 2015 +Note +2015 +1,047,956 +1,494,453 +(643,612) +(1,020,434) +(35,061) +(39,024) +96,326 +(213,949) +(165,867) +(70,981) +(1,058,489) +(1,335,246) +(10,533) +159,207 +(204,807) +69,615 +1,396,976 +1,151 +2014 +RMB million +RMB million +Cash flows from operating activities: +Other cash received relating to operating activities +Cash received from sale of goods and rendering of services +Refund of taxes and levies +Sub-total of cash inflows +Cash paid for goods and services +Cash paid to and for employees +Payments of taxes and levies +Other cash paid relating to operating activities +Sub-total of cash outflows +Net cash flow from operating activities +Cash flows from investing activities: +Cash received from disposal of investments +975,387 +2,954 +(206) +232 +193,552 +172,101 +for the year ended 31 December 2015 +NOTES TO THE FINANCIAL STATEMENTS +Financial Statements (PRC) +Financial Statements (PRC) +81 +CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2015 +1 STATUS OF THE COMPANY +Chief Financial Officer +Li Chunguang +President +The accompanying notes form part of these financial statements. +(Legal representative) +Chairman +Wang Yupu +These financial statements have been approved by the board of directors on 29 March 2016. +Wen Dongfen +China Petroleum & Chemical Corporation (the "Company") was established on 25 February 2000 as a joint stock limited company. The company is +registered in Beijing, the People's Republic of China, and the headquarter is located in Beijing, the People's Republic of China. The approval date of +the financial report is 29 March 2016. +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. +(3) Measurement basis +The accounting year of the Group is from 1 January to 31 December. +(2) Accounting period +These financial statements are prepared on a basis of going concern. +The financial statements have been prepared in accordance with the requirements of Accounting Standards for Business Enterprises +Standards, specific standards and relevant regulations (hereafter referred as ASBE collectively) issued by the MOF on or after 15 February +2006. These financial statements also comply with the disclosure requirements of "Regulation on the Preparation of Information Disclosures of +Companies Issuing Public Shares, No.15: General Requirements for Financial Reports" issued by the China Securities Regulatory Commission +("CSRC"). These financial statements present truly and completely the consolidated financial position and financial position of the Company as at +31 December 2015, and the consolidated financial performance and financial performance and the consolidated cash flows and cash flows of the +Company for the year then ended. +Basic +- +(1) Statement of compliance of China Accounting Standards for Business Enterprises ("ASBE") +2 BASIS OF PREPARATION +Details of the Company's principal subsidiaries are set out in Note 53, and there are no significant changes related to the consolidation scope +during the current year. +(3) the production and sale of chemicals. +(2) the refining, transportation, storage and marketing of crude oil and petroleum product; and +(1) the exploration, development and production of crude oil and natural gas; +The Company and its subsidiaries (the "Group") engage in the oil and gas and chemical operations and businesses, including: +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. +562,274 +15,991 +175,679 +313 +(24,214) +- Distributions to shareholders (Note 49) +(3,088) +3.088 +- Appropriation for surplus reserves(Note 37) +3. Appropriations of profits: +(24,214) +Transactions with owners, recorded directly in shareholders' equity: +30.880 +61 +61 +30,880 +▬▬▬▬ 30,880 +538,649 +30.941 +9. Other movement +2,791 +14,026 +(145) +68,716 +121,071 +Balance at 31 December 2015 +81 +81 +5. Net increase in specific reserve for the year +(7,397) +(27,302) +3,088 +14,026 +2,791 +in shareholders' equity +Total transactions with owners, recorded directly +16,817 +196,640 +4. Conversion of the 2011 Convertible Bonds (Note 33)