Form 6-K
Table of Contents

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of October 2008

Commission File Number: 1-12158

 

 

Sinopec Shanghai Petrochemical Company Limited

(Translation of registrant’s name into English)

 

 

Jinshanwei, Shanghai

The People’s Republic of China

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F      X                Form 40-F              

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):              

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):              

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes                          No      X    

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-Not Applicable

 

 

 


Table of Contents

SINOPEC SHANGHAI PETROCHEMICAL COMPANY LIMITED

Form 6-K

TABLE OF CONTENTS

 

     Page
Signature Page    3
Press Release dated October 29, 2008    4
2008 Third Quarterly Report dated October 29, 2008    7
Resolutions of the Fifth Meeting of the Sixth Session of the Board of Directors, dated October 29, 2008    22
Profit Warning Announcement, dated October 29, 2008    24

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  SINOPEC SHANGHAI PETROCHEMICAL COMPANY LIMITED
Date: October 30, 2008   By:  

/s/ Rong Guangdao

  Name:   Rong Guangdao
  Title:   Chairman

 

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To: Business Editor

[For Immediate Release]

Shanghai Petrochemical Announces Results

for the First Three Quarters of 2008

Hong Kong, October 29, 2008 … Sinopec Shanghai Petrochemical Company Limited (“Shanghai Petrochemical” or the “Company”) (HKEx: 338; SSE: 600688; NYSE: SHI) announced today the unaudited operating results of the Company and its subsidiaries (the “Group”) for the nine-month period ended September 30, 2008 (the “Period”).

Under the China Accounting Standards for Business Enterprises, the Group’s operating income for the Period amounted to RMB49.864 billion, representing an increase of RMB10.305 billion or 26% compared to the same period of last year. Operating loss for the Period was RMB5.710 billion (for the same period of 2007: operating profit was RMB2.291 billion). Net loss attributable to equity shareholders of the Company for the Period was RMB2.679 billion (for the same period of 2007: net profit attributable to equity shareholders of the Company was RMB1.664 billion). Basic diluted losses per share was RMB0.372 (for the same period of 2007: basic diluted profits per share was RMB0.231).

Mr. Rong Guangdao, Chairman of Shanghai Petrochemical, said, “From January 2008 to July 2008, the crude oil costs of the Company surged substantially as international crude oil prices soared continuously. Prices of refined oil products and crude oil were seriously inverted as a result of the Government’s stringent control over the domestic prices of refined oil products, which led to a severe loss in the Company’s oil refining operation. Since July 2008, following the rapid drop in international crude oil prices coupled with the worsening impact of the international financial crisis on the industry, consumption and market demand for downstream petrochemical products had dropped, which led to a substantial decline in the prices of petrochemical products. At the same time, it takes time for the Company to absorb the cost of the crude oil and intermediate raw materials which it had purchased at high prices; and the Group received a substantially reduced amount of financial subsidies for its oil refining operation during the third quarter of the year. The above-mentioned result in a significant loss in the Group’s net profit for the period January to September 2008.”

Shanghai Petrochemical is one of the largest petrochemical companies in the PRC and was one of the first Chinese companies to effect a global securities offering. Located in Jinshan District in the southwest of Shanghai, it is a highly integrated petrochemical complex which processes crude oil into a broad range of products in synthetic fibres, resins and plastics, intermediate petrochemicals and refined oil products.

 

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Shanghai Petrochemical Announces Results for the First Three Quarters of 2008…p.2

This press release contains statements of a forward-looking nature. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. You can identify these forward-looking statements by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. The accuracy of these statements may be impacted by a number of business risks and uncertainties that could cause actual results to differ materially from those projected or anticipated, including risks related to: the risk that the PRC economy may not grow at the same rate in future periods as it has in the last several years, or at all, including as a result of the PRC government’s macro-economic control measures to curb over-heating of the economy; uncertainty as to global economic growth in future periods; the risk that prices of the Company’s raw materials, particularly crude oil, will continue to increase; the risk that the Company may not be able to raise its product prices (particularly refined oil products) accordingly which would adversely affect the Company’s profitability; the risk that new marketing and sales strategies may not be effective; the risk that fluctuations in demand for the Company’s products may cause the Company to either over-invest or under-invest in production capacity in one or more of its four major product categories; the risk that investments in new technologies and development cycles may not produce the benefits anticipated by management; the risk that the trading price of the Company’s shares may decrease for a variety of reasons, some of which may be beyond the control of management; competition in the Company’s existing and potential markets; and other risks outlined in the Company’s filings with the U.S. Securities and Exchange Commission. The Company does not undertake any obligation to update this forward-looking information, except as required under applicable law.

– End –

Encl: Consolidated Income Statement (Unaudited)

For further information, please contact:

Ms. Christy Lai / Ms. Eva Law

Rikes Hill & Knowlton Limited

Tel: (852) 2520 2201

Fax: (852) 2520 2241

 

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Shanghai Petrochemical Announces Results for the First Three Quarters of 2008…p.3

Sinopec Shanghai Petrochemical Company Limited

Consolidated Income Statement (Unaudited)

Prepared under the China Accounting Standards for Business Enterprises (2006)

 

     For the nine-month period ended
30 September
 
     2008     2007  
     RMB’000     RMB’000  

Operating Income

   49,863,969     39,558,923  

Less: Operating costs

   52,969,122     36,031,006  

Business taxes and surcharges

   759,090     521,144  

Selling and distribution expenses

   401,727     361,794  

General and administrative expenses

   1,367,664     1,333,882  

Financial expenses

   276,516     148,065  

Impairment loss

   71,956     (206 )

Add:Investment income

   272,481     1,127,278  

Including: Income from investment in associates and jointly controlled entities

   129,716     519,308  
            

Operating (loss) / profit

   (5,709,625 )   2,290,516  

Add:Non-operating income

   2,253,760     19,843  

Less: Non-operating expenses

   32,110     80,188  

Including: Loss from disposal of non-current assets

   2,729     33,546  
            

(Loss) / profit before taxation

   (3,487,975 )   2,230,171  

Less: Income tax

   (842,985 )   523,065  
            

Net (Loss) / profit

   (2,644,690 )   1,707,106  
            

Attributable to:

    

Equity shareholders of the Company

   (2,679,272 )   1,664,225  

Minority Interests

   34,282     42,881  

Basic and diluted (loss) / earnings per share

   (0.372 )   0.231  
            

 

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LOGO

2008 Third Quarterly Report

This announcement is published simultaneously in Shanghai and Hong Kong. This announcement is published pursuant to the Rules Governing Listing of Stocks on Shanghai Stock Exchange in the People’s Republic of China and pursuant to the disclosure obligations under Rule 13.09 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

 

1 IMPORTANT MESSAGE

 

1.1 The board of directors (the “Board”) and the supervisory committee of Sinopec Shanghai Petrochemical Company Limited (the “Company” or “SPC”) as well as its directors, supervisors and senior management warrant that there are no false representations, or misleading statements contained in, or material omissions from this report, and severally and jointly accept full responsibility for the truthfulness, accuracy and completeness of the information contained in this report.

 

1.2 All of the Company’s directors attended the Board meeting approving this report.

 

1.3 The financial statements of the Company’s third quarterly report were unaudited.

 

1.4 Mr. Rong Guangdao, Chairman and President of the Company, Mr. Han Zhihao, Executive Director and Chief Financial Officer, overseeing the accounting operations and Mr. Zhou Meiyun, Finance Manager (Accounting Chief), hereby warrant the truthfulness and completeness of the financial report contained in this report.

 

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2 BASIC INFORMATION OF THE COMPANY

 

2.1 Major Accounting Data and Financial Indicators

Currency: RMB

 

     As at the end of the
reporting period
(30 September 2008)
   As at the end of the
previous year

(31 December 2007)
   Increase/
(decrease) as
compared to the
end of the
previous year (%)

Total assets (‘000)

   31,243,794    30,494,334    2.46

Shareholders’ equity (excluding minority interests) (‘000)

   17,511,093    20,999,444    -16.61

Net asset value per share attributable to equity shareholders of the Company (RMB)

   2.432    2.917    -16.63

 

     From the beginning of
the year to the end of the
reporting period
(January 2008 -
September 2008)
    Increase/
(decrease) as
compared to the
corresponding period
of the previous year (%)

Net cash flow from operating activities (‘000)

   (3,289,825 )   -262.99

Net cash flow per share from operating activities (RMB)

   (0.457 )   -263.21

 

     The reporting
period

(July 2008 -
September 2008)
    From the beginning of
the year to the end of the
reporting period
(January 2008 -
September 2008)
    Increase/
(decrease) as
compared to the
corresponding reporting

period (July-September)
of the previous year (%)

Net loss attributable to equity shareholders of the Company (‘000)

   (2,306,500 )   (2,679,272 )   —  

Basic loss per share (RMB)

   (0.320 )   (0.372 )   —  

Basic loss per share excluding non-recurring items (RMB)

   —       (0.613 )   —  

Diluted loss per share (RMB)

   (0.320 )   (0.372 )   —  

Fully diluted return on net assets (%)

   -13.172     -15.300     12.723 percentage points decrease

Fully diluted return on net assets excluding non-recurring items (%)

   -15.746     -25.203     14.818 percentage points decrease

 

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Non-recurring items    From the beginning of the year
to the end of the reporting period

(January 2008 to September 2008)
 
    

(‘000)

Excluding method: By item

 

Gain from disposal of non-current assets

   138,463  

Subsidy income

   2,231,557  

Employee reduction expenses

   (39,984 )

Net expenses of non-operating income/(expenses) other than those mentioned above

   (18,020 )

Less: Tax effect for the above items

   (578,004 )
      

Total

   1,734,012  
      

 

2.2 Number of shareholders at the end of the reporting period and shareholdings of the top ten holders of circulating shares

 

     Unit: Share

Total number of shareholders as at the end of the reporting period

   162,660

Shareholdings of the top ten holders of circulating shares

 

Name of shareholders (in full)

   Number of shares in
circulation held at the
end of the reporting period
  

Type of shares

HKSCC (Nominees) Ltd. ( LOGO)

   2,301,172,101    Overseas listed foreign shares

China Minsheng Banking Corp., Ltd. — Orient Selected Mixed Open-end Securities Investment Fund

( LOGO)

   76,221,220    RMB-denominated ordinary shares

Agricultural Bank of China — Zhongyou Core Growth Equity Securities Investment Fund

( LOGO)

   13,166,599    RMB-denominated ordinary shares

China Construction Bank — CIFM China Advantage Fund

( LOGO)

   11,814,593    RMB-denominated ordinary shares

Bank of China — Harvest Shanghai Shenzhen 300 Index Securities Investment Fund
( LOGO)

   7,085,057    RMB-denominated ordinary shares

Yip Chok Chiu

   3,150,000    Overseas listed foreign shares

China Construction Bank — Boshi Yufu Securities Investment Fund

( LOGO)

   2,812,155    RMB-denominated ordinary shares

Shanghai Junfa Trading Co., Ltd. ( LOGO)

   2,350,000    RMB-denominated ordinary shares

Guotai Junan — China Construction Bank — Hong Kong and Shanghai Banking Corp., Ltd.
( LOGO)

   2,005,147    RMB-denominated ordinary shares

Chen Jia ( LOGO)

   3,150,000    RMB-denominated ordinary shares

 

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3 IMPORTANT ITEMS

 

3.1 Situation and reasons for the significant changes in the items of accounting statements, financial indicators of the Company

 

i) Analysis of reasons for the substantial changes in balance sheet items of the Group (the Company and its subsidiaries) as at the end of the reporting period:

Unit: RMB’000

 

Item

   As at
30 September
2008
   As at
31 December
2007
   Increase
amount
   Change
(%)
  

Reasons for change

Inventories

   7,006,917    5,197,849    1,809,068    34.80    Substantial increase in crude oil prices

Short-term loans

   7,812,570    3,672,942    4,139,628    112.71    As the Company incurred a substantial loss, it increased its short-term loans for operating capital purpose

 

ii) Analysis of reasons for the substantial changes in income statement items of the Group from January 2008 to September 2008:

Unit: RMB’000

 

Item

   For the nine-month period
ended 30 September
   Increase/
(decrease)
amount
    Change
(%)
  

Reasons for change

     2008     2007        

Operating (loss)/profit

   (5,709,625 )   2,290,516    (8,000,141 )   -349.27   

(Loss)/profit before income tax

   (3,487,975 )   2,230,171    (5,718,146 )   -256.40    Substantial increase in crude oil costs and prices of refined oil products were seriously inverted

Net (loss)/ profit

   (2,644,990 )   1,707,106    (4,352,096 )   -254.94   

Net (loss)/ profit attributable to equity shareholders of the Company

   (2,679,272 )   1,664,225    (4,343,497 )   -260.99   

Operating costs

   52,969,122     36,031,006    16,938,116     47.01    Substantial increase in crude oil costs

Business taxes and surcharges

   759,090     521,144    237,946     45.66    During the reporting period of 2008, increase in sales of gasoline and diesel resulted in an increase of business taxes and surcharges

Non-operating income

   2,253,760     19,843    2,233,917     11,257.96    Significant loss in the oil refining operation resulted in an increase in financial subsidies from the State

Income tax

   (842,985 )   523,065    (1,366,050 )   -261.16    Substantial decrease in profit before income tax

 

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3.2 Warning and explanation on projection of a possible loss or material year-on-year change in net profit from the beginning of the year to the end of the next reporting period

From January 2008 to July 2008, the crude oil costs of the Company surged substantially as international crude oil prices soared continuously. Prices of refined oil products and crude oil were seriously inverted as a result of the Government’s stringent control over the domestic prices of refined oil products, which led to a severe loss in the Company’s oil refining operation. Since July 2008, following the rapid drop in international crude oil prices coupled with the worsening impact of the international financial crisis on the industry, consumption and market demand for downstream petrochemical products had dropped, which led to a substantial decline in the prices of petrochemical products. It takes time for the Company to absorb the cost of the crude oil and intermediate raw materials which it had purchased at high prices. At the same time, the Group received a substantially reduced amount of financial subsidies for its oil refining operation during the third quarter of the year, and at present, the Company is not aware of whether it will continue to receive financial subsidies for its oil refining operation in the fourth quarter of the year. In view of the above, the Company expects the Group to incur a significant loss in net profit for the twelve-month period ending 31 December 2008.

 

3.3 Securities investments

Unit: RMB’000

 

No.

   Stock
code
   Abbreviation    Number of
shares held
(shares)
   Initial
investment
cost
   Book value as
at the end of
the reporting
period
   Book value
as at the
beginning
of the year
  

Account category

1

   600837    HTSEC    9,904,098    11,164    213,631    223,354    Available-for-sale financial assets

2

   600000    SPDB    2,340,000    1,318    36,551    211,200    Available-for-sale financial assets

3

   600527    JNGX    2,983,527    898    11,844    44,239    Available-for-sale financial assets

Total

            13,380    262,026    478,793   

 

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4 APPENDIX

 

4.1 Consolidated Balance Sheet (Unaudited)

As at 30 September 2008

Prepared under the China Accounting Standards for Business Enterprises (2006)

 

     As at
30 September
2008
   As at
31 December
2007
     RMB’000
(Unaudited)
   RMB’000
(Audited)

Assets

     

Current assets

     

Cash at bank and on hand

   715,976    893,165

Bills receivable

   881,327    1,800,856

Trade debtors

   921,957    563,093

Advance payments

   168,432    123,939

Other receivables

   304,710    254,420

Inventories

   7,006,917    5,197,849
         

Total current assets

   9,999,319    8,833,322
         

Non-current assets

     

Available-for-sale financial assets

   262,026    478,793

Long-term equity investments

   3,144,572    3,543,769

Investment property

   502,713    512,793

Fixed assets

   14,236,609    15,259,283

Construction in progress

   1,341,164    965,463

Intangible assets

   582,511    597,897

Long-term deferred expenses

   150,029    173,807

Deferred tax assets

   1,024,851    129,207
         

Total non-current assets

   21,244,475    21,661,012
         

Total assets

   31,243,794    30,494,334
         

 

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     As at
30 September
2008
    As at
31 December
2007
     RMB’000
(Unaudited)
    RMB’000
(Audited)

Liabilities and shareholders’ equity

    

Current liabilities

    

Short-term loans

   7,812,570     3,672,942

Bills payable

   652,460     300,575

Trade creditors

   2,210,362     1,913,118

Receipts in advance

   546,460     429,516

Employee benefits payable

   26,109     85,651

Taxes payable

   (439,954 )   70,533

Interest payable

   38,996     11,796

Dividends payable

   378,052     —  

Other payables

   1,098,125     1,236,529

Current portion of non-current liabilities

   454,359     419,027
          

Total current liabilities

   12,777,539     8,139,687
          

Non-current liabilities

    

Long-term loans

   319,860     639,289

Deferred tax liabilities

   93,354     150,170

Other non-current liabilities

   268,370     261,753
          

Total non-current liabilities

   681,584     1,051,212
          

Total liabilities

   13,459,123     9,190,899
          

Shareholders’ equity

    

Share capital

   7,200,000     7,200,000

Capital reserve

   3,042,763     3,203,842

Surplus reserve

   4,766,408     4,766,408

Retained earnings

   2,501,922     5,829,194
          

Total equity attributable to equity shareholders of the Company

   17,511,093     20,999,444

Minority interests

   273,578     303,991
          

Total equity

   17,784,671     21,303,435
          

Total liabilities and shareholders’ equity

   31,243,794     30,494,334
          

 

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Balance Sheet

As at 30 September 2008 (Unaudited)

Prepared under the China Accounting Standards for Business Enterprises (2006)

 

     As at
30 September
2008
    As at
31 December
2007
     RMB’000     RMB’000
     (Unaudited)     (Audited)

Assets

    

Current assets

    

Cash at bank and in hand

   419,698     634,533

Bills receivable

   719,058     1,669,202

Trade debtors

   865,548     420,734

Advance payments

   165,275     105,211

Other debtors

   374,626     213,481

Inventories

   6,527,893     4,780,473
          

Total current assets

   9,072,098     7,823,634
          

Non-current assets

    

Available-for-sale financial assets

   250,181     434,554

Long-term equity investments

   4,448,294     5,081,193

Investment property

   558,134     569,326

Fixed assets

   12,957,421     13,753,579

Construction in progress

   1,311,866     940,491

Intangible assets

   462,459     460,638

Long-term deferred expenses

   145,452     167,582

Deferred tax assets

   1,024,611     126,519
          

Total non-current assets

   21,158,418     21,533,882
          

Total assets

   30,230,516     29,357,516
          

Current liabilities

    

Short-term loans

   7,589,570     3,289,642

Bills payable

   644,974     285,594

Trade creditors

   1,943,469     1,797,640

Receipts in advance

   508,655     397,112

Staff costs payable

   20,128     68,212

Taxes payable

   (428,621 )   46,333

Interests payable

   37,650     11,796

Dividends payable

   375,052     —  

Other payables

   1,459,425     1,585,040

Current portion of non-current liabilities

   300,000     259,097
          

Total current liabilities

   12,450,302     7,740,466
          

 

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Table of Contents
     As at
30 September
2008
   As at
31 December
2007
     RMB’000    RMB’000
     (Unaudited)    (Audited)

Liabilities and shareholders’ equity

     

Non-current liabilities

     

Long-term loans

   150,000    450,000

Deferred tax liabilities

   89,340    137,186

Other non-current liabilities

   268,370    261,753
         

Total non-current liabilities

   507,710    848,939
         

Total liabilities

   12,958,012    8,589,405
         

Shareholders’ equity

     

Share capital

   7,200,000    7,200,000

Capital reserves

   3,034,553    3,171,623

Surplus reserves

   4,766,408    4,766,408

Retained earnings

   2,271,543    5,630,080
         

Total equity

   17,272,504    20,768,111
         

Total liabilities and shareholders’ equity

   30,230,516    29,357,516
         

 

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4.2 Income Statements (Unaudited)

For the nine-month period ended 30 September 2008

Prepared under the China Accounting Standards for Business Enterprises (2006)

 

     The Group     The Company
     2008     2007     2008     2007
     RMB’000     RMB’000     RMB’000     RMB’000
     (Unaudited)     (Unaudited)     (Unaudited)     (Unaudited)

Operating income

   49,863,969     39,558,923     46,274,044     35,419,836

Less: Operating costs

   52,969,122     36,031,006     49,628,883     32,270,719

Business taxes and surcharges

   759,090     521,144     750,902     511,646

Selling and distribution expenses

     361,794     337,268     295,913

General and administrative expenses

   1,367,664     1,333,882     1,194,452     1,152,076

Financial expenses

   276,516     148,065     237,496     122,769

Impairment loss

   71,956     (206 )   182,227     143

Add: Investment income

   272,481     1,127,278     239,535     1,312,180

Including: Income from investment in associates and jointly controlled entities

   129,716     519,308     111,553     499,240
                      

Operating (loss)/profit

   (5,709,625 )   2,290,516     (5,817,649 )   2,378,750

Add: Non-operating income

   2,253,760     19,843     2,252,214     16,878

Less: Non-operating expenses

   32,110     80,188     31,044     67,304

Including: Loss from disposal of non-current assets

   2,729     33,546     2,278     23,258
                      

(Loss)/profit before income tax

   (3,487,975 )   2,230,171     (3,596,479 )   2,328,324

Less: Income tax

   (842,985 )   523,065     (885,942 )   483,803
                      

Net (loss)/profit

   (2,644,990 )   1,707,106     (2,710,537 )   1,844,521
                      

Attributable to:

        

Equity shareholders of the Company

   (2,679,272 )   1,664,225      

Minority shareholders

   34,282     42,881      

Basic and diluted (loss)/earnings per share

   (0.372 )   0.231      
                

 

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Income Statements (Unaudited)

For the three-month period from July to September 2008

Prepared under the China Accounting Standards for Business Enterprises (2006)

 

     The Group     The Company  
     2008     2007     2008     2007  
     RMB’000     RMB’000     RMB’000     RMB’000  
     (Unaudited)     (Unaudited)     (Unaudited)     (Unaudited)  

Operating income

   16,956,208     12,675,492     15,841,161     11,502,283  

Less: Operating costs

   19,664,728     12,352,308     18,607,040     11,296,551  

Business taxes and surcharges

   186,340     169,068     183,581     166,334  

Selling and distribution expenses

   131,371     118,693     109,441     98,663  

General and administrative expenses

   468,204     520,524     409,036     457,794  

Financial expenses

   137,482     59,308     124,989     51,835  

Impairment loss

   —       (100 )   —       —    

Add: Investment (loss)/income

   (12,619 )   339,992     (18,144 )   328,400  

Including: (Loss)/income from investment in associates and jointly controlled entities

   (17,385 )   134,396     (21,947 )   126,364  
                        

Operating loss

   (3,644,536 )   (204,317 )   (3,611,070 )   (240,494 )

Add: Non-operating income

   611,553     8,874     611,439     8,059  

Less: Non-operating expenses

   6,053     28,381     5,393     27,455  

Including: Loss from disposal of non-current assets

   705     17,406     255     17,399  
                        

Loss before income tax

   (3,039,036 )   (223,824 )   (3,005,024 )   (259,890 )

Less: Income tax

   (740,428 )   (142,179 )   (745,626 )   (157,274 )
                        

Net loss

   (2,298,608 )   (81,645 )   (2,259,398 )   (102,616 )
                        

Attributable to:

        

Equity shareholders of the Company

   (2,306,500 )   (94,065 )    

Minority shareholders

   7,892     12,420      

Basic and diluted loss per share

   (0.320 )   (0.013 )    
                

 

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4.3 Consolidated Cash Flow Statements (Unaudited)

For the nine-month period ended 30 September 2008

Prepared under the China Accounting Standards for Business Enterprises (2006)

 

     2008     2007  
     RMB’000     RMB’000  
     (Unaudited)     (Unaudited)  

Cash flows from operating activities:

    

Cash received from sale of goods and rendering of services

   59,675,620     47,213,089  

Refund of taxes

   83,917     11,611  

Other cash received relating to operating activities

   2,116,337     8,059  
            

Sub-total of cash inflows

   61,875,874     47,232,759  
            

Cash paid for goods and services

   (62,786,689 )   (42,378,410 )

Cash paid to and for employees

   (1,375,293 )   (1,360,321 )

Cash paid for all types of taxes

   (714,753 )   (1,211,204 )

Other cash paid relating to operating activities

   (288,964 )   (264,349 )
            

Sub-total of cash outflows

   (65,165,699 )   (45,214,284 )
            

Net cash (outflow)/inflow from operating activities

   (3,289,825 )   2,018,475  
            

Cash flows from investing activities:

    

Cash received from disposal of investments

   153,997     750,523  

Cash received from investment income

   540,842     389,465  

Net cash received from disposal of fixed assets and intangible assets

   16,620     54,761  

Other cash received relating to investing activities

   49,967     32,820  
            

Sub-total of cash inflows

   761,426     1,227,569  
            

Cash paid for acquisition of fixed assets and intangible assets

   (848,334 )   (1,613,874 )
            

Sub-total of cash outflows

   (848,334 )   (1,613,874 )
            

Net cash outflow from investing activities

   (86,908 )   (386,305 )
            

 

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     2008     2007  
     RMB’000     RMB’000  
     (Unaudited)     (Unaudited)  

Cash flows from financing activities:

    

Proceeds from borrowings

   22,273,828     11,927,838  
            

Sub-total of cash inflows

   22,273,828     11,927,838  
            

Repayment of borrowings

   (18,321,899 )   (12,874,756 )

Cash paid for dividends, profit distribution and interest

   (751,199 )   (508,721 )
            

Sub-total of cash outflows

   (19,073,098 )   (13,383,477 )
            

Net cash inflow/(outflow) from financing activities

   3,200,730     (1,455,639 )
            

Effect of foreign exchange rate changes on cash and cash equivalents

   (1,186 )   (1,917 )
            

Net (decrease)/increase in cash and cash equivalents

   (177,189 )   174,614  

Add: Cash and cash equivalents at the beginning of the     period

   893,165     894,650  
            

Cash and cash equivalents at the end of the period

   715,976     1,069,264  
            

 

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4.4 Cash Flow Statements (Unaudited)

For the nine-month period ended 30 September 2008

Prepared under the China Accounting Standards for Business Enterprises (2006)

 

     2008     2007  
     RMB’000     RMB’000  
     (Unaudited)     (Unaudited)  

Cash flows from operating activities:

    

Cashed received from sale of goods and rendering of services

   54,722,512     41,647,691  

Refund of taxes

   83,917     —    

Other cash received relating to operating activities

   2,114,997     5,183  
            

Sub-total of cash inflows

   56,921,426     41,652,874  
            

Cash paid for goods and services

   (58,474,603 )   (37,232,719 )

Cash paid to and for employees

   (1,107,236 )   (979,219 )

Cash paid for all types of taxes

   (650,526 )   (1,152,935 )

Other cash paid relating to operating activities

   (256,212 )   (182,045 )
            

Sub-total of cash outflows

   (60,488,577 )   (39,546,918 )
            

Net cash (outflow)/inflow from operating activities

   (3,567,151 )   2,105,956  
            

Cash flows from investing activities:

    

Cash received from disposal of investments

   120,001     583,558  

Cash received from investment income

   531,042     669,690  

Net cash received from disposal of fixed assets and intangible assets

   10,900     33,856  

Other cash received relating to investing activities

   42,812     26,430  
            

Sub-total of cash inflows

   704,755     1,313,534  
            

Cash paid for acquisition of fixed assets and intangible assets

   (841,435 )   (1,587,414 )
            

Sub-total of cash outflows

   (841,435 )   (1,587,414 )
            

Net cash outflow from investing activities

   (136,680 )   (273,880 )
            

Cash flows from financing activities:

    

Proceeds from borrowings

   22,115,828     11,482,838  
            

Sub-total of cash inflows

   22,115,828     11,482,838  

Repayment of borrowings

   (17,982,924 )   (12,680,765 )

Cash paid for dividends, profit distribution and interest

   (643,901 )   (396,328 )
            

Sub-total of cash outflows

   (18,626,825 )   (13,077,093 )
            

 

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     2008     2007  
     RMB’000     RMB’000  
     (Unaudited)     (Unaudited)  

Net cash inflow/(outflow) from financing activities

   3,489,003     (1,594,255 )
            

Effect of foreign exchange rate changes on cash and cash equivalents

   (7 )   (56 )
            

Net (decrease)/increase in cash and cash equivalents

   (214,835 )   237,765  

Add: Cash and cash equivalents at the beginning of the period

   634,533     551,693  
            

Cash and cash equivalents at the end of the period

   419,698     789,458  
            

Legal representative of the Company: Mr. Rong Guangdao, Chairman and President

Officer overseeing accounting operations: Mr. Han Zhihao, Executive Director and Chief Financial Officer

Accounting chief: Mr. Zhou Meiyun

By order of the Board

Rong Guangdao

Chairman

Shanghai, the PRC, 29 October 2008

As at the date of this announcement, the executive directors of the Company are Rong Guangdao, Du Chongjun, Han Zhihao, Shi Wei, Li Honggen and Dai Jinbao; the non-executive directors of the Company are Lei Dianwu and Xiang Hanyin, and the independent non-executive directors of the Company are Chen Xinyuan, Sun Chiping, Jiang Zhiquan and Zhou Yunnong.

 

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LOGO

Overseas Regulatory Announcement

Resolutions of the Fifth Meeting of the Sixth Session

of the Board of Directors

The Company and all members of the board of directors warrant that the information contained in this announcement is truthful, accurate and complete, and jointly and severally accept full responsibility for any false representation or misleading statements contained in, or material omissions from this announcement.

This announcement is issued pursuant to Rule 13.09(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

The directors were informed of the convening of the fifth meeting of the sixth session of the board of directors (the “Board”) of Sinopec Shanghai Petrochemical Company Limited (the “Company”) (the “Meeting”) via facsimile and mail on 15 October 2008. The Meeting was held on 29 October 2008 by means of correspondence. Of the 12 directors entitled to attend the Meeting, 12 of them attended the Meeting. The Secretary to the Board attended the Meeting, with observers from the supervisory committee members and senior management of the Company also attending the Meeting. The Meeting complied with the requirements of the Company Law of The People’s Republic of China and the articles of association of the Company. Mr Rong Guangdao, Chairman of the Company, presided over the Meeting. The Meeting considered and approved the following resolutions:

Resolution 1 The 2008 third quarterly report was considered and approved. The Secretary to the Board of the Company was authorized to submit the 2008 third quarterly report to The Stock Exchange of Hong Kong Limited, the Shanghai Stock Exchange and the New York Stock Exchange in accordance with the relevant requirements (with 12 votes in favor, 0 vote against, 0 abstention);

Resolution 2 The sale of the Longhua Freight Transfer Station ( LOGO), which is owned by the Company and located at No. 1 Fengxi Road, Shanghai (the “Property”), to the Land Development Centre, Xuhui District, Shanghai ( LOGO) and Shanghai Xuhui Riverside Development Investment and Construction Company ( LOGO) at a consideration of RMB96 million was considered and approved (with 12 votes in favor, 0 vote against, 0 abstention).

 

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The Longhua Freight Transfer Station ( LOGO), which is owned by the Company and located at No. 1 Fengxi Road, Shanghai, lies within the construction site area of the ancillary facilities for the World Expo 2010 at Xuhui District, Shanghai and is subject to demolition. The Longhua Freight Transfer Station has a land area of 13,868.00 square meters, a licensed building area of 4,812.59 square meters and an unlicensed building area of 592.00 square meters. It has structures (such as pier and yard) with an area of 10,147.88 square meters and is partly equipped with some facilities. The Property was evaluated by Shanghai Real Estate Appraisal Company Limited ( LOGO) at a value of RMB72.05 million (with net assets value of approximately RMB2.64 million as at 31 August 2008), and is now transferred at a consideration of RMB96 million as relocation compensation.

Sinopec Shanghai Petrochemical Company Limited

Shanghai, the PRC, 29 October 2008

As at the date of this announcement, the executive directors of the Company are Rong Guangdao, Du Chongjun, Han Zhihao, Shi Wei, Li Honggen and Dai Jinbao; the non-executive directors of the Company are Lei Dianwu and Xiang Hanyin, and the independent non-executive directors of the Company are Chen Xinyuan, Sun Chiping, Jiang Zhiquan and Zhou Yunnong.

 

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LOGO

Price-sensitive Information

Expected Loss for the Annual Results of 2008

Sinopec Shanghai Petrochemical Company Limited (the “Company”) and all members of the board of directors warrant that the information contained in this announcement is true, accurate and complete, and that there are no false representations or misleading statements contained in, or material omissions from, this announcement.

This announcement is made pursuant to Rule 13.09(1) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and the relevant regulations issued by the Shanghai Stock Exchange.

 

I. Estimates on the results

 

  (1) Period of estimates on the results: 1 January 2008 to 31 December 2008.

 

  (2) Estimates on the results: The Company estimated that the Company and its subsidiaries (the “Group”) will incur a significant loss for its net profit attributable to equity shareholders of the Company for the year of 2008.

 

  (3) The estimated results are not reviewed or audited by any certified accountants.

 

II. Results for the corresponding period of the previous year

 

     Under the China Accounting
Standards for Business Enterprises

Net profit attributable to equity shareholders of the Company (RMB’000)

   1,592,110

Earnings per share (RMB)

   0.221

 

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III. Reason

From January 2008 to July 2008, the crude oil costs of the Company surged substantially as international crude oil prices soared continuously. Prices of refined oil products and crude oil were seriously inverted as a result of the Government’s stringent control over the domestic prices of refined oil products, which led to a severe loss in the Company’s oil refining operation. Since July 2008, following the rapid drop in international crude oil prices coupled with the worsening impact of the international financial crisis on the industry, consumption and market demand for downstream petrochemical products had dropped, which led to a substantial decline in the prices of petrochemical products. It takes time for the Company to absorb the cost of the crude oil and intermediate raw materials which it had purchased at high prices. At the same time, the Group received a substantially reduced amount of financial subsidies for its oil refining operation during the third quarter of the year, and at present, the Company is not aware of whether it will continue to receive financial subsidies for its oil refining operation in the fourth quarter of the year. In view of the above, the Company expects the Group to incur a significant loss in net profit for the twelve-month period ending 31 December 2008.

Investors are advised to pay attention to the risks involved in the investment in the Company’s securities.

Sinopec Shanghai Petrochemical Company Limited

Shanghai, the PRC, 29 October 2008

As at the date of this announcement, the executive directors of the Company are Rong Guangdao, Du Chongjun, Han Zhihao, Shi Wei, Li Honggen and Dai Jinbao; the non-executive directors of the Company are Lei Dianwu and Xiang Hanyin, and the independent non-executive directors of the Company are Chen Xinyuan, Sun Chiping, Jiang Zhiquan and Zhou Yunnong.

 

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