2020 INTERIM REPORT 1 Contents
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(A joint stock limited company incorporated in the People’s Republic of China with limited liability) Stock Code: 1618 2020 * For identification purpose only INTERIM REPORT Important Notice I. The Board and the Supervisory Committee of the Company and its Directors, Supervisors and senior management warrant that the contents of this interim report are true, accurate and complete without false representations, misleading statements or material omissions, and they severally and jointly accept legal responsibility for the above warranty. II. The 20th meeting of the third session of the Board was convened on 27th - 28th of August 2020. 6 out of 7 eligible Directors attended the meeting. Zhang Zhaoxiang, Vice Chairman, did not attend the meeting due to other business engagements and authorized Lin Jinzhen, a Director, in writing to attend the meeting and exercise the voting right on his behalf upon consideration of the resolutions. Position of Name of the Reason for the Name of the absent Director absent Director absence of the Director the appointee Vice Chairman Zhang Zhaoxiang Due to other Lin Jinzhen business engagements III. The interim financial statement of the Company for the first half of 2020 has been reviewed by WUYIGE Certified Public Accountants LLP, but has not been audited. WUYIGE Certified Public Accountants LLP issued a review report of unqualified opinion report to the Company. IV. Guo Wenqing, the Chairman and legal representative of the Company, Zou Hongying, the Vice President and General Accountant of the Company, and Fan Wanzhu, the Deputy General Accountant and Head of the Financial Planning Department have declared that they warrant the truthfulness, accuracy and completeness of the financial report contained in this interim report. V. Statement for the risks involved in the forward-looking statements The forward-looking statements contained in this report regarding the Company’s future plans and others do not constitute any substantive commitment to investors and investors are reminded of investment risks. VI. Is there any misappropriation of non-operating funds by the Controlling Shareholder and its related parties No VII. Is there any external guarantee made in violation of the required decision-making procedures No VIII. Warning of major risks 1. International and domestic macroeconomic trends All business operations of the Company are affected by the international and domestic macroeconomic environment. Macroeconomic trends inside or outside China may have an impact on various business segments of the Company, including procurement, production and sale, thereby causing fluctuations in the Company’s operating performance. The Company’s operating income is mainly derived from the domestic market. Its business operations may perform differently in various domestic economic cycles. 2. Changes in the policies of the industries in which the Company was involved and the demands of its domestic and overseas markets The Company's engineering contracting, property development, resources development and equipment manufacture businesses were all influenced by the policies of the industry. The sudden outbreak of COVID-19 has increased the uncertainty of the external market situation. In recent years, the Company's adjustments to the business fields and regional market strategies were, to a certain extent, a result by following the structure adjustment and upgrade of the steel and iron industry, the implementation of “Made in China 2025”, a nation strengthening strategy focusing on manufacturing industries, and the implementation of regulatory policies for the property industry, periodic fluctuations of the industries and changes in the operating situation of upstream and downstream enterprises of the industries, which thereby affected the Company's internal business structure and in return affected its financial position. IX. Others Unless otherwise specified, all the amounts in this report are denominated in RMB. 2020 INTERIM REPORT 1 Contents Definitions 4 Chairman’s Statement 6 Company Profile and Major Financial Indicators 8 Report of Directors 16 Discussion and Analysis on Business Operations 32 Significant Events 50 Changes in Ordinary Shares and Particulars of Shareholders 74 Particulars of Directors, Supervisors and Senior Management 79 Corporate Bonds 83 Financial Statements 87 Documents for Inspection 296 2 METALLURGICAL CORPORATION OF CHINA LTD. 2020 Interim Report Cover Image Introduction Formosa Ha Tinh Steel Plant in Vietnam had a planned production capacity of approximately 22 million tons. It is the only newly built 10-million-ton-level greenfield steel project overseas in the past 20 years, and is also the largest overseas metallurgical construction project undertaken by the Company so far. The Company undertook the work covering the overall planning, overall consulting, as well as the design, equipment supply, construction, operation and maintenance of main production units of the raw material plant, sintering, coking, blast furnace, steelmaking and continuous casting, rod-wire, hot rolling and auxiliary facilities, etc., successfully realized China's first 10-million-tonne-level greenfield steel system design and output of the entire industrial chain. The project started construction in May 2014 and was successfully put into production in May 2017. 2020 INTERIM REPORT 3 Definitions In this report, unless the context otherwise requires, the following expressions have the meanings as follows: “Company” or “MCC” Metallurgical Corporation of China Ltd. “State Council” the State Council of the People’s Republic of China “SASAC” the State-owned Assets Supervision and Administration Commission of the State Council “CSRC” the China Securities Regulatory Commission “SSE” the Shanghai Stock Exchange “A Share Listing Rules” the Rules Governing the Listing of Stocks on the Shanghai Stock Exchange “Hong Kong Stock Exchange” The Stock Exchange of Hong Kong Limited “The Listing Rules of Hong Kong the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Stock Exchange” or “H Share Limited Listing Rules” or “Hong Kong Listing Rules” “Controlling Shareholder” China Metallurgical Group Corporation or “CMGC” “China Minmetals” China Minmetals Corporation “MCC Real Estate” MCC Real Estate Group Co., Ltd. “Shareholders’ Meeting” the shareholders’ meeting of Metallurgical Corporation of China Ltd.* “Shareholder(s)” holder(s) of share(s) of the Company “Board” the board of Directors of Metallurgical Corporation of China Ltd.* “Director(s)” the director(s) of the Company, including all executive, non-executive and Independent Non-executive Directors “Independent Director” or a Director who is independent of the Shareholders of the Company and is not an “Independent Non-executive employee of the Company, has no material business connections or professional Director” connections with the Company or its management and is responsible for exercising independent judgment over the Company’s affairs “Supervisory Committee” the Supervisory Committee of Metallurgical Corporation of China Ltd.* “Supervisor(s)” the supervisor(s) of the Company “Articles of Association” the articles of association of Metallurgical Corporation of China Ltd.* “rules of procedure for the board of rules of procedure for the board of directors of China Metallurgical Group Corporation directors” “Reporting Period” from 1 January 2020 to 30 June 2020 4 METALLURGICAL CORPORATION OF CHINA LTD. Definitions “A Share(s)” the domestic shares with a nominal value of RMB1.00 each in the ordinary share capital of the Company, which are listed on the SSE and traded in RMB “H Share(s)” the overseas listed foreign invested shares with a nominal value of RMB1.00 each in the ordinary share capital of the Company, which are listed on the Hong Kong Stock Exchange and traded in Hong Kong dollars “Model Code” the Model Code for Securities Transactions by Directors of Listed Issuers set out in Appendix 10 to the Hong Kong Listing Rules “connected person(s)” connected party/parties under A Share Listing Rules and connected person(s) under the H Share Listing Rules “Renminbi” or “RMB” Renminbi, the lawful currency of the PRC “HK$” Hong Kong dollars, the lawful currency of Hong Kong, PRC “USD” United States dollars, the lawful currency of the United States “SFO” or “Securities and Futures the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong), as Ordinance” amended, supplemented or otherwise modified from time to time “Corporate Governance Code” the Corporate Governance Code and Corporate Governance Report set out in Appendix 14 of the Hong Kong Listing Rules 2020 INTERIM REPORT 5 Chairman’s Statement Chairman Guo Wenqing 6 METALLURGICAL CORPORATION OF CHINA LTD. Chairman’s Statement Dear Shareholders, It is not an easy task to start and maintain an enterprise, and results are achieved only by hard work. In the first half of the year, MCC achieved impressive and remarkable results in its “mid-term examination”. We did best in achieving stable growth against the economic downtrend, with the operating performance hitting a record high in the same period. Our most prominent performance is taking the lead and initiatively burdening heavy responsibilities to fight against COVID-19, which fully demonstrates our role as an excellent central enterprise. During the Reporting Period, the indicators including operating revenue, total profit, net profit and newly signed contract value all hit new highs, and the indicator for asset quality