367:2 <5?=;85@9 + 36597328 3;=<;=2?7;: 0//1 2::@28 =5<;=? 2:4 233;@:?> 3DEHA <CLKIFCMG + 3DCGEBAF 3IKJIKALEIH ,>EHIJCB 3IKJ.- RT Xmcocg^hga [lj__l Vb\hp\ga Wckljc]l U_cdcga POOOQS YZV 367:2 <5?=;85@9 + 36597328 3;=<;=2?7;: 0//1 2::@28 =5<;=? 2:4 233;@:?> r-64/3 |401 { -2.51 y wtttux z ~ -2.51 ytvxwz{}, y -*+s Yjcgl_^ hg _gncjhgf_gl\eep `jc_g^ep i\i_j CONTENTS 2 Company Profile 3 Principal Financial Data and Indicators 9 Changes in Share Capital and Shareholdings of Principal Shareholders 12 Chairman’s Statement 16 Business Review and Prospects 23 Health, Safety and Environment 26 Management’s Discussion and Analysis 38 Significant Events 47 Connected Transactions 49 Corporate Governance 56 Summary of Shareholders’ Meetings 57 Report of the Board of Directors 62 Report of the Supervisory Board 64 Directors, Supervisors, Senior Management and Employees 76 Principal Wholly-owned, Controlling and Non Wholly-owned Subsidiaries 77 Financial Statements 173 Corporate Information 175 Documents for Inspection 176 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, 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 6 April 2007 and undertakes no obligation to update these statements. IMPORTANT: THE BOARD OF DIRECTORS AND THE SUPERVISORY BOARD OF CHINA PETROLEUM & CHEMICAL CORPORATION (“SINOPEC CORP.”) AND ITS DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT WARRANT THAT THERE ARE NO MATERIAL OMISSIONS FROM, OR MISREPRESENTATIONS OR MISLEADING STATEMENTS CONTAINED 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. MR. LI DESHUI, MR. YAO ZHONGMIN AND MR. FAN YIFEI, DIRECTORS OF SINOPEC CORP., COULD NOT ATTEND THE NINETH MEETING OF THE THIRD SESSION OF THE BOARD FOR REASON OF OFFICIAL DUTIES. MR. YAO ZHONGMIN, AUTHORISED MR. CHEN. TONGHAI, CHAIRMAN OF SINOPEC CORP., MR. LI DESHUI AUTHORISED MR. LIU ZHONG LI, DIRECTOR OF SINOPEC CORP., MR. FAN YIFEI AUTHORISED MR. WANG TIANPU, DIRECTOR, PRESIDENT OF SINOPEC CORP., TO VOTE ON THEIR BEHALF IN RESPECT OF THE RESOLUTIONS PUT FORWARD IN THE MEETING OF THE BOARD. MR. CHEN TONGHAI, CHAIRMAN OF THE BOARD, MR. WANG TIANPU, DIRECTORS, PRESIDENT OF SINOPEC CORP., MR. DAI HOULIANG, DIRECTOR, SENIOR VICE PRESIDENT & CHIEF FINANCIAL OFFICER OF SINOPEC CORP. AND MR. LIU YUN, HEAD OF THE CORPORATE FINANCE DEPARTMENT OF SINOPEC CORP., HEREBY WARRANT THE AUTHENTICITY AND COMPLETENESS OF THE FINANCIAL STATEMENTS CONTAINED IN THIS ANNUAL REPORT. OFILE ANY PR COMP Exploration and Production Refining Marketing and Distribution Chemicals COMPANY PROFILE Sinopec Corp. is a Chinese company listed in Based on turnover in 2006, Sinopec Corp. is the G its strategic market position in China’s highest Hong Kong, New York, London and Shanghai, largest listed company in China. The Company economic growth areas is also: and is an integrated energy and chemical G its well-established, highly efficient and cost company with upstream, midstream and G The largest petroleum and petrochemical effective sales and distribution network downstream operations. The principal companies in China and Asia G its integrated operation structure with strong operations of Sinopec Corp. and its subsidiaries G one of the largest producers and distributors resistance against industry cyclical risks (the “Company”) include: of gasoline, diesel, jet fuel and other major refined oil products in China and Asia G its well-recognised brand and excellent G exploring for and developing, producing and reputation G trading crude oil and natural gas the second largest producer of crude oil and natural gas in China The company intends to fully implement its development strategies that are well balanced G processing crude oil into refined oil products, The Company’s competitive strengths are mainly between continuous improvement in the producing refined oil products and trading, reflected in: Company’s profitability and market transporting, distributing and marketing G its leading market position in the production competitiveness and various societal factors as refined oil products and sales of refined oil products in China a good corporate citizen, including energy saving and environment protection, so that the G producing, distributing and trading G its status as the largest petrochemical Company would achieve sustained, effective and petrochemical products producer in China harmonious growth. 2 Annual Report 2006 CHINA PETROLEUM & CHEMICAL CORPORATION PRINCIPAL FINANCIAL DATA AND INDICATORS 1 FINANCIAL DATA AND OPERATING DATA PREPARED IN ACCORDANCE WITH THE PRC ACCOUNTING RULES AND REGULATIONS (1) Summary of principal financial data and operating data of the Company for the year 2006 For the year ended 31 December 2006 Items RMB millions Profit before taxation 73,252 Net profit 50,664 Net profit before non-operating profits/losses 48,573 Profit from principal operations 136,264 Profit from other operations 969 Operating profit 71,296 Investment income 43 Subsidy income 5,000 Net non-operating income/expenses 3,087 (net expense) Net cash flow from operating activities 102,587 Net decrease in cash and cash equivalents 5,657 Items under non-operating profits/losses and corresponding amounts: ta and Indicators For the year ended 31 December 2006 (Income)/Expense Items RMB millions Gain on disposal of long-term equity investments (25) Written back of provisions for impairment losses in previous years (583) Non-operating expenses (excluding normal provisions on assets provided in accordance with the Accounting Regulations for Business Enterprises) 2,859 Of which: Loss on disposal of fixed assets 1,782 Principal Financial Da Employee reduction expenses 236 Donations 95 Non-operating income (372) Subsidy income (5,000) Tax effect 1,030 Total (2,091) CHINA PETROLEUM & CHEMICAL CORPORATION Annual Report 2006 3 PRINCIPAL FINANCIAL DATA AND INDICATORS (CONTINUED) (2) Principal financial data and indicators prepared in accordance with the PRC Accounting Rules and Regulations For the years ended 31 December Items Note 2006 2005 2004 Income from principal operations (RMB millions) 1,044,579 799,115 590,632 Net profit (RMB millions) 50,664 39,558 32,275 Earnings per share (RMB) Fully diluted (i) 0.584 0.456 0.372 Weighted average (ii) 0.584 0.456 0.372 Net cash flow from operating activities per share (RMB) 1.183 0.980 0.809 Return on net assets (%) Fully diluted (iii) 19.878 18.346 17.320 Weighted average (iv) 21.457 19.682 18.403 Return (before non-operating profits/losses) on net assets (%) Fully diluted 19.058 16.232 19.316 Weighted average 20.572 17.414 20.524 At 31 December 2006 2005 2004 Total assets (RMB millions) 594,550 520,572 460,081 ta and Indicators Shareholders’ funds (excluding minority interests) (RMB millions) 254,875 215,623 186,350 Net assets per share (RMB) 2.940 2.487 2.149 Adjusted net assets per share (RMB) 2.865 2.426 2.102 Notes: or capitalisation of debt x number of months iv Weighted average return on net assets = (net from the month following the increase of profit for the year/(shareholders’ funds at the i Fully diluted earnings per share = net profit for shares to the end of the year/number of beginning of the year + net profit for the year/ 2+ (shareholders’ funds increased due to Principal Financial Da the year/total number of shares in issue at the months in the year) – (number of shares end of the year decreased due to share repurchases or issuance of new shares or capitalisation of reduction in share capital x number of months debt during the year x number of months from the month following the increase of ii Weighted average earnings per share = net from the month following the decrease of shareholders’ funds to the end of the year/ profit for the year/(number of shares at the shares to the end of the year/number of number of months in the year) – (shareholders’ beginning of the year + number of shares months for the year)) funds decreased due to share repurchases or increased due to the transfer from surplus cash dividends during the year x number of reserves to capital or share dividend iii Fully diluted return on net assets = (net profit months from the month following the decrease distributed + (increase in number of shares for the year/shareholders funds at the end of of shareholders’ funds to the end of the year/ during the year due to issuance of new shares the year) x 100% number of months in the year))) x 100% 4 Annual Report 2006 CHINA PETROLEUM & CHEMICAL CORPORATION (3) Appendix to income statement prepared in accordance with the PRC Accounting Rules and Regulations For the years ended For the years ended 31 December 2006 31 December 2005 Return on net assets(%) Return on net assets(%) Items Fully diluted Weighted average Fully diluted Weighted average Profit from principal operations 53.46 57.71 52.74 56.58 Operating profit 27.97 30.20 26.37 28.29 Net profit 19.88 21.46 18.35 19.68 Net profit before non-operating profits/losses 19.06 20.57 16.23 17.41