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2009 Annual Report Petrochina Company Limited 010-80427356 64435201

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2009 Annual Report Petrochina Company Limited 010-80427356 64435201 PETROCHINA COMPANY LIMITED ANNUAL REPORT 2009 ANNUAL REPORT ANNUAL 2009 PETROCHINA COMPANY LIMITED 010-80427356 64435201 010-80427356 ( Hong Kong Stock Exchange Stock Code: 857 ) ( New York Stock Exchange Symbol: PTR ) ( Shanghai Stock Exchange Stock Code: 601857 ) This report is printed on recycled paper made in the People’s Republic of China. PETROCHINA COMPANY LIMITED ANNUAL REPORT (香港联合交易所股票代号：857) (纽约证券交易所股票代号：PTR) (上海证券交易所股票代码：601857) Contents Important Notice 2 Corporate Profile 2 Summary of Financial Data and Financial Indicators 5 Changes in Share Capital and Information on Shareholders 9 Chairman’s Report 16 Business Operating Review 20 Management’s Discussion and Analysis of Financial Position and Results of Operations 26 Significant Events 39 Connected Transactions 45 Corporate Governance 56 Shareholders’ Meetings 64 Directors’ Report 65 Report of The Supervisory Committee 75 Directors, Supervisors, Senior Management and Employees 79 Information on Crude Oil and Natural Gas Reserves 93 Financial Statements Prepared in Accordance with China Accounting Standards 96 Prepared in Accordance with International Financial Reporting Standards 166 Corporate Information 232 Documents Available for Inspection 236 Confirmation from the Directors and Senior Management 237 IMPORTANT NOTICE The Board of Directors of PetroChina Company Limited (the “Company”), the Supervisory Committee and the Directors, Supervisors and Senior Management of the Company warrant that there are no material omissions from, or misrepresentation or misleading statements contained in this annual report, and jointly and severally accept full responsibility for the truthfulness, accuracy and completeness of the information contained in this annual report. No substantial shareholder of the Company has utilised the funds of the Company for non-operating purposes. The 2009 Annual Report has been approved at the eighth meeting of the Fourth Session of the Board of Directors. Mr Liao Yongyuan, executive director of the Company and Mr Chee-Chen Tung and Mr Franco Bernabè, independent non-executive directors of the Company, were absent from the said meeting, and have respectively authorised Mr Li Xinhua, non-executive director of the Company and Mr Liu Hongru, independent non-executive director of the Company in writing to attend the meeting of the Board and to exercise their voting rights for and on their behalf. Mr Jiang Jiemin, Chairman of the Board, Mr Zhou Jiping, Vice Chairman of the Board and President of the Company, and Mr Zhou Mingchun, Chief Financial Officer and Head of the Finance Department of the Company, warrant the truthfulness and completeness of the financial statements in this annual report. The comparative financial data for 2007 and 2008 referred to in this 2009 Annual Report have been restated due to business combinations under common control completed during the reporting period. The financial statements of the Company and its subsidiaries (the “Group”) have been prepared in accordance with China Accounting Standards (“CAS”) and International Financial Reporting Standards (“IFRS”). The financial statements of the Group for the year ended December 31, 2009, prepared in accordance with CAS and IFRS, have been audited by PricewaterhouseCoopers Zhong Tian CPAs Limited Company and PricewaterhouseCoopers, respectively, and both firms have issued unqualified opinions on the financial statements. CORPORATE PROFILE The Company was established as a joint stock company with limited liability under the Company Law of the People’s Republic of China (the “PRC” or “China”) on November 5, 1999 as part of the restructuring of the China National Petroleum Corporation (“CNPC”). The Company and its subsidiaries (the “Group”) are the largest oil and gas producer and seller occupying a leading position in the oil and gas industry in the PRC and one of the largest companies in the PRC in terms of revenue and one of the largest oil companies in the world. The Group engages in a broad range of petroleum and gas related activities including: the exploration, development, production and sales of crude oil and natural gas; the refining, transportation, storage and marketing of crude oil and petroleum products; the production and sales of basic petrochemical products, derivative chemical products and other chemical 002 2009 ANNUAL REPORT Corporate Profile products; and the transmission of natural gas, crude oil and refined products, and the sales of natural gas. The American Depositary Shares (the “ADSs”), H shares and A shares of the Company were listed on the New York Stock Exchange, Inc., The Stock Exchange of Hong Kong Limited (“HKSE” or “Hong Kong Stock Exchange”) and Shanghai Stock Exchange on April 6, 2000, April 7, 2000 and November 5, 2007 respectively. Registered Chinese Name of the Company: 中國石油天然氣股份有限公司 English Name of the Company: PetroChina Company Limited Legal Representative of the Company: Jiang Jiemin Secretary to the Board: Li Hualin Address: 9 Dongzhimen North Street Dongcheng District Beijing, PRC Telephone: 86(10) 5998 6223 Facsimile: 86(10) 6209 9557 Email Address: [email protected] Representative on Securities Matters Liang Gang Address: 9 Dongzhimen North Street Dongcheng District Beijing, PRC Telephone: 86(10) 5998 6959 Facsimile: 86(10) 6209 9559 Email Address: [email protected] Representative of the Hong Kong Mao Zefeng Representative Office: Address: Suite 3606, Tower 2, Lippo Centre 89 Queensway, Hong Kong Telephone: (852) 2899 2010 Facsimile: (852) 2899 2390 Email Address: [email protected] Legal Address of the Company: World Tower, 16 Andelu Dongcheng District, Beijing, PRC Postal Code: 100011 Principal Place of Business: 9 Dongzhimen North Street Dongcheng District Beijing, PRC Postal Code: 100007 003 Corporate Profile Internet Website: http://www.petrochina.com.cn Company’s Email: [email protected] Newspapers for Information Disclosure: A shares: China Securities Journal, Shanghai Securities News and Securities Times Internet Website for publishing this annual report designated by the China Securities Regulatory Commission: http://www.sse.com.cn Copies of this annual report are available at: 9 Dongzhimen North Street, Dongcheng District, Beijing, PRC Places of Listing: A shares: Shanghai Stock Exchange Stock Name: PetroChina Stock Code: 601857 H shares: The Stock Exchange of Hong Kong Limited Stock Code: 857 ADS: The New York Stock Exchange, Inc. Symbol: PTR Other relevant information First Registration Date of the Company: November 5, 1999 First Registration Place of the Company: State Administration for Industry & Commerce Enterprise Legal Business Licence Registration No.: 100000000032522 Taxation Registration No. : 110102710925462 Organization No.: 71092546-2 Names and Addresses of Auditors of the Company: Domestic Auditors: Name: PricewaterhouseCoopers Zhong Tian CPAs Limited Company Address: 11th Floor PricewaterhouseCoopers Centre, 202 Hu Bin Road, Shanghai, PRC Overseas Auditors: Name: PricewaterhouseCoopers Address: 22nd Floor, Prince’s Building, Central, Hong Kong 004 SUMMARY OF FINANCIAL DATA AND FINANCIAL INDICATORS 1. Key Financial Data and Financial Indicators Prepared under International Financial Reporting Standards ("IFRS") Unit: RMB million As at or for the year ended December 31, 2009 2008 2007 2006 2005 Turnover 1,019,275 1,072,604 837,542 691,448 554,063 Profit from operations 143,444 159,571 201,017 200,024 193,874 Profit before taxation 140,032 162,013 205,139 200,802 195,068 Taxation (33,473) (35,211) (49,802) (50,615) (54,912) Profit for the year 106,559 126,802 155,337 150,187 140,156 Attributable to: Owners of the Company 103,387 114,453 146,796 143,498 134,381 Non-controlling interest 3,172 12,349 8,541 6,689 5,775 106,559 126,802 155,337 150,187 140,156 Basic and diluted earnings per share for profit attributable to owners of the company (RMB)(2) 0.56 0.63 0.82 0.80 0.76 Total current assets 294,383 224,946 235,902 165,778 178,926 Total non-current assets 1,155,905 971,289 833,709 714,509 606,483 Total current liabilities 388,553 265,651 200,150 181,993 156,878 Total non-current liabilities 154,034 82,744 86,742 75,675 81,862 Equity Attributable to: Owners of the Company 847,223 790,910 738,246 590,414 517,921 Non-controlling interest 60,478 56,930 44,473 32,205 28,748 Total equity 907,701 847,840 782,719 622,619 546,669 Other financial data Capital expenditures 266,836 232,377 182,678 149,493 125,814 Net cash flows from operating activities 261,972 172,465 207,663 202,701 207,656 Net cash flows used for investing activities (261,453) (211,797) (183,656) (159,065) (91,445) Net cash flows from financing activities (used for financing activities) 53,077 3,777 (5,838) (75,385) (46,083) Fixed assets, net of accumulated depreciation 1,075, 467 900,424 767,460 649,818 566,850 Total assets 1,450,288 1,196,235 1,069,611 880,287 785,409 Net cash flows from operating activities per share (RMB) (3) 1.43 0.94 1.16 1.13 1.17 Net assets per share attributable to owners of the Company (RMB) (4) 4.63 4.32 4.03 3.30 2.93 Notes: (1) Due to business combinations under common control completed in 2005, 2008 and 2009, the relevant financial statements of the Group have been restated in a manner identical to a pooling of interests to reflect the acquisitions. (2) As at December 31, 2005, basic and diluted earnings per share were calculated by dividing the net profit with the weighted average number of shares issued for this financial year of 176.770 billion. As at December 31, 2006, basic and 005 Summary of Accounting Data and Financial Indicators diluted earnings per share were calculated by dividing the net profit with the number of shares issued for this financial year of 179.021 billion. As at December 31, 2007, basic and diluted earnings per share were calculated by dividing the net profit with the weighted average number of shares issued for this financial year of 179.700 billion.
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