兗州煤業股份有限公司 Yanzhou Coal
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. 兗州煤業股份有限公司 YANZHOU COAL MINING COMPANY LIMITED (A joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 1171) ANNOUNCEMENT OF ANNUAL RESULTS FOR THE YEAR ENDED 31 DECEMBER 2020 The board of directors (the “Board”) of Yanzhou Coal Mining Company Limited (the “Company”) is pleased to announce the audited annual results of the Company and its subsidiaries for the year ended 31 December 2020 (the “2020 Annual Results”). The 2020 Annual Results have been reviewed by the audit committee of the Board. This announcement, containing the full text of the 2020 Annual Report of the Company, complies with the relevant requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (“Listing Rules”) in relation to information to accompany preliminary announcements of annual results. The Board recommends the payment of a final cash dividend of RMB0.60 per Share (including tax) for the financial year ended 31 December 2020 and the payment of a special cash dividend of RMB0.40 per share (including tax) (aggregate amount of cash dividends: RMB1.00 per share (including tax)) based on the number of Shares as at the record date for dividend distribution, subject to the approval of the shareholders of the Company (the “Shareholders”) at the 2020 annual general meeting of the Company (the “AGM”). If the proposed final dividend and proposed special dividend are approved by the Shareholders, the Company expects to pay such dividends before 17 August 2021. For the date of the AGM and the relevant arrangements for closure of register of members, please refer to the notice of AGM to be published by the Company in due course. The 2020 Annual Results are available for viewing on the websites of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk and of the Company at www.yanzhoucoal.com.cn. By order of the Board Yanzhou Coal Mining Company Limited Li Xiyong Chairman Zoucheng, Shandong Province, the PRC 28 March 2021 As at the date of this announcement, the directors of the Company are Mr. Li Xiyong, Mr. Liu Jian, Mr. Wu Xiangqian, Mr. Zhao Qingchun, Mr. He Jing and Mr. Wang Ruolin, and the independent non- executive directors of the Company are Mr. Tian Hui, Mr. Zhu Limin, Mr. Cai Chang and Mr. Poon Chiu Kwok. Important Notice The Board, Supervisory Committee and the Directors, Supervisors and senior management of the Company warrant the authenticity, accuracy and completeness of the information contained in the annual report and there are no misrepresentations, misleading statements contained in or material omissions from the annual report for which they shall assume joint and several responsibilities. The 2020 Annual Report of Yanzhou Coal Mining Company Limited has been approved by the eleventh meeting of the eighth session of the Board. All ten Directors of quorum attended the meeting. SHINEWING (HK) CPA Limited issued the standard independent auditor report with clean opinion for the Company. Mr. Li Xiyong, Chairman of the Board, Mr. Zhao Qingchun, Chief Financial Officer, and Mr. Xu Jian, head of Finance Management Department, hereby warrant the authenticity, accuracy and completeness of the financial statements contained in this annual report. The Board of the Company proposed to distribute a cash dividend of RMB10.00 per ten shares (tax inclusive) for the year of 2020 based on the number of shares on the record date of the dividend and equity distribution. The forward-looking statements contained in this annual report regarding the Company’s future plans do not constitute any substantive commitment to investors and investors are reminded of the investment risks. There was no appropriation of funds of the Company by the Controlling Shareholder or its related parties for non-operational activities. There were no guarantees granted to external parties by the Company without complying with the prescribed decision-making procedures. The situation where the majority of the Directors cannot warrant the authenticity, accuracy and completeness of the information contained in the annual report does not exist. The Company has disclosed the main risks faced by the Group, the influences and the countermeasures in this annual report. For details, please refer to the relevant content in “Chapter 5 Board of Directors’ Report”, to which the investors please pay attention. Contents Chapter 1 DEFINITIONS 2 Chapter 2 COMPANY INFORMATION AND MAJOR FINANCIAL INDICATORS 6 Chapter 3 BUSINESS HIGHLIGHTS 11 Chapter 4 CHAIRMAN’S STATEMENT 13 Chapter 5 BOARD OF DIRECTORS’ REPORT 18 Chapter 6 SIGNIFICANT EVENTS 50 Chapter 7 CHANGES IN ORDINARY SHARES AND SHAREHOLDERS 116 Chapter 8 DIRECTORS, SUPERVISORS, SENIOR MANAGEMENT AND EMPLOYEES 127 Chapter 9 CORPORATE GOVERNANCE 149 Chapter 10 CORPORATE BONDS 168 Chapter 11 INDEPENDENT AUDITOR’S REPORT 177 Chapter 12 CONSOLIDATED FINANCIAL STATEMENTS 183 Chapter 13 DOCUMENTS AVAILABLE FOR INSPECTION 336 Annual Report 2020 1 Chapter 01 Definitions In this Annual Report, unless the context requires otherwise, the following terms have the following meanings: “Yanzhou Coal”, “Company” or “the Yanzhou Coal Mining Company Limited, a joint stock limited company incorporated Company” under the laws of the PRC in 1997 and the H Shares and A Shares of which are listed on the Hong Kong Stock Exchange and the Shanghai Stock Exchange, respectively; “Group” or “the Group” The Company and its subsidiaries; “Yankuang Group” or “the Yankuang Group Co., Ltd., a company with limited liability reformed and established Controlling Shareholder” under the laws of the PRC in 1996, being the controlling shareholder of the Company directly and indirectly holding 56.01% of the total share capital of the Company as at the end of the reporting period; Shandong Energy Group Shandong Energy Group Company Limited, a company renamed from Yankuang Group due to strategic restructuring; “Yulin Neng Hua” Yanzhou Coal Yulin Neng Hua Company Limited, a company with limited liability incorporated under the laws of the PRC in 2004 and a wholly-owned subsidiary of the Company which is mainly engaged in the production and operation of the chemical project in Shaanxi Province; “Heze Neng Hua” Yanmei Heze Neng Hua Company Limited, a company with limited liability incorporated under the laws of the PRC in 2004 and a 98.33% owned subsidiary of the Company as at the end of the reporting period, which is mainly engaged in the development and operation of coal resources and electric power business in Juye coalfield, Heze City, Shandong Province; “Shanxi Neng Hua” Yanzhou Coal Shanxi Neng Hua Company Limited, a company with limited liability incorporated under the laws of the PRC in 2002 and a wholly-owned subsidiary of the Company, which is mainly engaged in the management of projects invested in Shanxi Province by the Company; “Hua Ju Energy” Shandong Hua Ju Energy Company Limited, a joint stock limited company incorporated under the laws of the PRC in 2002 and a 95.14% owned subsidiary of the Company as at the end of the reporting period, which is mainly engaged in the thermal power generation with gangue and coal slurry and heating supply business; “Ordos Neng Hua” Yanzhou Coal Ordos Neng Hua Company Limited, a company with limited liability incorporated under the laws of the PRC in 2009 and a wholly-owned subsidiary of the Company, which is mainly engaged in the development and operation of coal resources and coal chemical projects of the Company in the Inner Mongolia Autonomous Region; 2 Yanzhou Coal Mining Company Limited Definitions Chapter 01 “Haosheng Company” Inner Mongolia Haosheng Coal Mining Company Limited, a company with limited liability incorporated under the laws of the PRC in 2010 and a 59.38% owned subsidiary of the Company as at the end of the reporting period, which is mainly engaged in the production and operation of Shilawusu coal mine in Ordos, Inner Mongolia Autonomous Region; “Donghua Heavy Industry” Yankuang Donghua Heavy Industry Company Limited, a company with limited liability incorporated under the laws of the PRC in 2013 and a wholly-owned subsidiary of the Company, which is mainly engaged in the design, manufacture, installation, repair and maintenance of mining equipment, electromechanical equipment and parts; “Zhongyin Financial Leasing” Zhongyin Financial Leasing Company Limited, a company with limited liability incorporated under the laws of the PRC in 2014 and a wholly-owned subsidiary of the Company, which is mainly engaged in the financial leasing, leasing, leasing trade consultation and guarantees, commercial factoring related to main business, etc.; “Yankuang Finance Company” Yankuang Group Finance Co., Ltd., a company with limited liability incorporated under the laws of the PRC in September 2010 and a 95% owned subsidiary of the Company as at the end of the reporting period; “Inner Mongolia Mining” Inner Mongolia Mining (Group) Co., Ltd., a company with limited liability incorporated under the laws of the PRC in September 2013 and a 51% owned subsidiary of the Company as at the end of the reporting period, which is mainly engaged in the investment and management of mineral resources, mineral products sales, import and export trade and other businesses; “Shaanxi Future Energy” Shaanxi Future Energy Chemicals Co. Ltd., a company with limited liability incorporated under the laws of the PRC in September 2011 and a 73.97% owned subsidiary of the Company as at the end of the reporting period, which is mainly engaged in the R&D, production and sales of chemical products, coal mining and sales, etc.