Close

Form 6-K PETROCHINA CO LTD For: Apr 29

April 29, 2022 5:10 PM EDT

News and research before you hear about it on CNBC and others. Claim your 1-week free trial to StreetInsider Premium here.

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN ISSUER

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the month of April 2022

Commission File Number: 001-15006

 

 

PETROCHINA COMPANY LIMITED

 

 

9 Dongzhimen North Street, Dongcheng District

Beijing, The People’s Republic of China, 100007

(Address of Principal Executive Offices)

 

 

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

Form 20-F  ☒            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 the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes  ☐    No  ☒

(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-                )

 

 

 


EXHIBITS

Exhibit Number

99.1 First quarterly report of 2022;

99.2 Proposed election and appointment of director and supervisors, etc.;

99.3 Updated list of directors.

FORWARD-LOOKING STATEMENTS

This announcement contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual results may differ materially from information contained in these forward-looking statements as a result of a number of factors.

We do not intend to update or otherwise revise the forward-looking statements in this announcement, whether as a result of new information, future events or otherwise. Because of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this announcement might not occur in the way we expect, or at all.

You should not place undue reliance on any of these forward-looking statements.


SIGNATURE

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

 

    PetroChina Company Limited
Dated: April 29, 2022     By:  

/s/ CHAI Shouping

    Name:   CHAI Shouping
    Title:   CFO and Secretary to the Board of Directors

Exhibit 99.1

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.

 

LOGO

PETROCHINA COMPANY LIMITED

(A joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Hong Kong Stock Exchange Stock Code: 857; Shanghai Stock Exchange Stock Code: 601857)

ANNOUNCEMENT

First Quarterly Report of 2022

 

1.

Important Notice

 

1.1

The Board of Directors of PetroChina Company Limited (the “Company”), the Supervisory Committee and the Directors, Supervisors and Senior Management of the Company warrant the truthfulness, accuracy and completeness of the information contained in this quarterly report and there are no material omissions from, or misrepresentation or misleading statements, and jointly and severally accept full responsibility for such quarterly report.

 

1.2

This quarterly report has been considered and approved at the fifteenth meeting of the eighth session of the Board of the Company. All Directors attended this meeting of the Board of Directors.

 

1.3

Mr. Dai Houliang, Chairman of the Board, Mr. Huang Yongzhang, Director and President of the Company, and Mr. Chai Shouping, Chief Financial Officer of the Company, warrant the truthfulness, accuracy and completeness of the financial information set out in this quarterly report.

 

1.4

The financial statements of the Company and its subsidiaries (the “Group”) have been prepared in accordance with the China Accounting Standards (“CAS”) and the International Financial Reporting Standards (“IFRS”), respectively. The financial statements set out in this quarterly report are unaudited.

 

1


2.

Basic Data of the Company

 

2.1

Key Financial Data and Financial Indicators

2.1.1

Key Financial Data and Financial Indicators Prepared under IFRS

 

                   Unit: RMB Million  

Items

   As at the end of
the reporting period
     As at the end of
the preceding year
     Changes from the end of the
preceding year to the end of
the reporting period
 

Total assets

     2,610,802        2,502,262        4.3

Equity attributable to owners of the Company

     1,303,799        1,263,561        3.2

Items

   From the beginning of the
year to the end of the
reporting period
     From the beginning of the
preceding year to the end of
the preceding reporting  period
     Changes over the same
period of the preceding year
 

Net cash flows generating from/(used for) operating activities

     84,425        (1,800      86,225  

Items

   From the beginning of the
year to the end of the
reporting period
     From the beginning of the
preceding year to the end of
the preceding reporting
period
     Changes over the same
period of the preceding year
 

Revenue

     779,368        551,923        41.2

Net profit attributable to owners of the Company

     39,060        27,721        40.9

Return on net assets (%)

     3.0        2.2        0.8 percentage point  

Basic earnings per share (RMB Yuan)

     0.21        0.15        40.9

Diluted earnings per share (RMB Yuan)

     0.21        0.15        40.9

 

2


2.1.2

Key Financial Data and Financial Indicators Prepared under CAS

 

                   Unit: RMB Million  

Items

   As at the end of
the reporting period
     As at the end of
the preceding year
     Changes from the end of the
preceding year to the end of
the reporting period
 

Total assets

     2,611,073        2,502,533        4.3

Equity attributable to equity holders of the Company

     1,304,053        1,263,815        3.2

Items

   From the beginning of the
year to the end of the
reporting period
     From the beginning of the
preceding year to the end of
the preceding reporting  period
     Changes over the same
period of the preceding year
 

Net cash flows generating from/(used for) operating activities

     84,425        (1,800      86,225  

Items

   From the beginning of the
year to the end of the
reporting period
     From the beginning of the
preceding year to the end of
the preceding reporting period
     Changes over the same
period of the preceding year
 

Operating income

     779,368        551,923        41.2

Net profit attributable to equity holders of the Company

     39,059        27,719        40.9

Net profit after deducting non-recurring profit/loss items attributable to equity holders of the Company

     39,638        28,011        41.5

Weighted average return on net assets (%)

     3.0        2.3        0.7 percentage point  

Basic earnings per share (RMB Yuan)

     0.21        0.15        40.9

Diluted earnings per share (RMB Yuan)

     0.21        0.15        40.9

 

3


     Unit: RMB Million  

Non-recurring profit/loss items

   Profit/(loss) from the
beginning of the
year to the end of
the reporting period
 

Profit on disposal of non-current assets

     139  

Government grants recognised in the income statement

     106  

Reversal of provisions for bad debts against receivables

     10  

Gain on disposal of subsidiaries

     3  

Other non-operating revenue and expenses

     (990
  

 

 

 

Sub-total

     (732
  

 

 

 

Tax impact of non-recurring profit/loss items

     157  

Impact of non-controlling interests

     (4
  

 

 

 

Total

     (579
  

 

 

 

 

2.1.3

Differences between CAS and IFRS

✓Applicable     ☐Inapplicable

The consolidated net profit for the reporting period under IFRS and CAS were RMB43,636 million and RMB43,635 million, respectively, with a difference of RMB1 million; the consolidated shareholders’ equity as at the end of the reporting period under IFRS and CAS were RMB1,452,316 million and RMB1,452,571 million, respectively, with a difference of RMB255 million, which was primarily due to the revaluation for assets other than fixed assets and oil and gas properties revalued in 1999. During the restructuring in 1999, a valuation was carried out for assets and liabilities injected by China National Petroleum Corporation. On December 19, 2017, 中國石油天然氣集團公司, the Chinese name of CNPC was changed into 中國石油天然氣集團有限公司 (“CNPC” before and after the change of name). The valuation results on assets other than fixed assets and oil and gas properties were not recognised in the financial statements prepared under IFRS.

 

4


2.2

Total Number of Shareholders, Shareholdings of Top Ten Shareholders and Shareholdings of Top Ten Holders of Marketable Shares (or Shareholders of Shares Without Selling Restrictions) as at the end of the Reporting Period

 

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

  

616,489 shareholders including 610,552 holders of A shares and 5,937 overseas holders of H shares (including 143 registered
holders of the American Depository Shares).

 

Shareholdings of the top ten shareholders

 

Name of shareholder

  

Nature of shareholder

   Percentage of
shareholding(%)
     Number of
shares held
    Number of
shares with
selling
restrictions
     Pledged, marked or
frozen shares
 
   Condition
of shares
     Number of
shares
 

CNPC

   State-owned legal person      80.25        146,882,339,136 (1)      0           0  

HKSCC Nominees Limited (2)

   Overseas legal person      11.42        20,901,269,406  (3)      0           0  

CNPC-CSC-17 CNPC E2 Pledge and Trust Special Account

   State-owned legal person      2.09        3,819,964,314       0        Pledged        3,819,964,314  

CNPC-CSC-17 CNPC EB Pledge and Trust Special Account

   State-owned legal person      1.12        2,051,488,228       0        Pledged        2,051,488,228  

China Securities Finance Corporation Limited

   State-owned legal person      0.56        1,020,165,128       0           0  

Hong Kong Securities Clearing Company Limited(4)

   Overseas legal person      0.54        994,659,841       0           0  

China Metallurgical Group Corporation

   State-owned legal person      0.31        560,000,000       0           0  

Central Huijin Asset Management Ltd.

   State-owned legal person      0.11        201,965,000       0           0  

Bosera Fund-Ansteel Group Corporation-Bosera Fund Xin’an No.1 Single Asset Management Plan

   State-owned legal person      0.10        177,258,900       0           0  

Bank of Beijing Co., Ltd. - Invesco Great Wall Jingyi Dual Return Bond Securities Investment Fund

   Other      0.05        98,639,259       0           0  

 

5


Shareholdings of the top ten shareholders of shares without selling restrictions

 

Name of shareholders

   Number of shares held      Type of shares  

CNPC

     146,882,339,136        A Shares  

HKSCC Nominees Limited

     20,901,269,406        H Shares  

CNPC-CSC-17 CNPC E2 Pledge and Trust Special Account

     3,819,964,314        A Shares  

CNPC-CSC-17 CNPC EB Pledge and Trust Special Account

     2,051,488,228        A Shares  

China Securities Finance Corporation Limited

     1,020,165,128        A Shares  

Hong Kong Securities Clearing Company Limited

     994,659,841        A Shares  

China Metallurgical Group Corporation

     560,000,000        A Shares  

Central Huijin Asset Management Ltd.

     201,965,000        A Shares  

Bosera Fund-Ansteel Group Corporation-Bosera Fund Xin’an No.1 Single Asset Management Plan

     177,258,900        A Shares  

Bank of Beijing Co., Ltd. - Invesco Great Wall Jingyi Dual Return Bond Securities Investment Fund

     98,639,259        A Shares  

Statement on constitution of affiliation or parties acting in concert among shareholders above:

 

Except that HKSCC Nominees Limited and Hong Kong Securities Clearing Company Limited are wholly-owned subsidiaries of the Hong Kong Exchanges and Clearing Limited, the Company is not aware of any other affiliation among the above ten shareholders or any one of them constituting parties acting in concert under the Administrative Measures for the Takeover of Listed Companies.

 

 

 

Notes:(1)

Such figure excludes the H shares indirectly held by CNPC through Fairy King Investments Limited, an overseas wholly-owned subsidiary of CNPC.

  (2)

HKSCC Nominees Limited is a wholly-owned subsidiary of the Hong Kong Exchanges and Clearing Limited and acts as a nominee on behalf of other corporate or individual shareholders to hold the H shares of the Company.

  (3)

291,518,000 H shares were indirectly held by CNPC through Fairy King Investments Limited, an overseas wholly-owned subsidiary of CNPC, representing 0.16% of the total share capital of the Company. These shares were held in the name of HKSCC Nominees Limited.

  (4)

Hong Kong Securities Clearing Company Limited is a wholly-owned subsidiary of the Hong Kong Exchanges and Clearing Limited and acts as the nominee on behalf of investors of Hong Kong Stock Exchange to hold the A shares of the Company listed on Shanghai Stock Exchange.

 

2.3

Number of Shareholders of Preferred Shares, Shareholdings of Top Ten Shareholders of Preferred Shares and Shareholdings of Top Ten Shareholders of Preferred Shares without Selling Restrictions as at the end of the Reporting Period

☐Applicable    ✓Inapplicable

 

6


2.4

Business Review

In the first quarter of 2022, the world economy continued to recover, but the recovery process faced with uncertainties due to the impact of the COVID-19 epidemic (the “COVID-19”), geopolitics and tightening of monetary policies by major countries; the PRC economy continued to recover steadily, and the overall operation of the PRC economy was within a reasonable range, but there were also some unexpected changes with increasing downward pressure, and the gross domestic product (GDP) increased by 4.8% year-on-year. Under the comprehensive impact of supply and demand fundamentals and geopolitics, international oil prices rose significantly. The average spot price of North Sea Brent crude oil was US$102.23 per barrel, representing an increase of 67.3% as compared with the same period of last year. The average spot price of the West Texas Intermediate (“WTI”) crude oil was US$95.04 per barrel, representing an increase of 63.5% as compared with the same period of last year. The demand of the domestic refined oil market kept increasing from January to February and decreased in March due to the impact of the COVID-19, while that of the natural gas market kept increasing.

In the face of a complex external business situation, the Group adhered to the requirements of high-quality development, coordinated production and operation, safety and environmental protection, and epidemic prevention and control, continuously promoted the green and low-carbon transformation, constantly deepened the quality and profitability improvement, further strengthened the management and control of ESG, with our production and operation being stable and profitable, business profitability maintaining growth, and financial position being in a good condition. In the first quarter of 2022, the average realised price for crude oil of the Group was US$86.29 per barrel, representing an increase of 54.9% as compared with the same period of last year, among which the domestic realised price was US$86.55 per barrel, representing an increase of 55.6% as compared with the same period of last year; the average realised price for domestic natural gas was US$7.52 per thousand cubic feet, representing an increase of 16.5% as compared with the same period of last year after excluding the impact of changes in exchange rate, which was primarily due to factors such as the increase in the price of imported natural gas. The Group achieved a revenue of RMB779,368 million under IFRS, representing an increase of 41.2% as compared with the same period of last year. The net profit attributable to owners of the Company amounted to RMB39,060 million, representing an increase of 40.9% as compared with the same period of last year, which was primarily due to the increase in prices of oil and gas products and sales volume, as well as the Group’s deepening of its endeavour in quality and profitability improvement.

In respect of exploration and production business, the Group seized favorable market opportunities, vigorously promoted increase in reserves and output, consolidated the resource basis for development, and adhered to the strategy of “stabilizing oil output and increasing gas output”, with the crude oil output increasing steadily, natural gas output maintaining rapid growth, the proportion of natural gas in oil and gas products continuing to increase, and the supply capacity of green, low-carbon and clean energy being further enhanced. In the first quarter of 2022, the oil and gas equivalent output of the Group was 430.9 million barrels, representing an increase of 3.3% as compared with the same period of last year, of which the domestic oil and gas equivalent output was 389.8 million barrels, representing an increase of 4.5% as compared with the same period of last year, and the overseas oil and gas equivalent output was 41.1 million barrels, representing a decrease of 6.8% as compared with the same period of last year, which was mainly due to the decrease in shared production of overseas business as a result of rising international oil price. The exploration and production business realized an operating profit of RMB38,798 million, representing an increase of RMB25,916 million in the same period of the last year. The unit oil and gas lifting cost was US$10.82 per barrel, representing an increase of 8.4%, and after excluding the impact of exchange rate changes, it increased by 6.2% as compared with the same period of last year, which was mainly due to the increase in the costs of fuel and power.

 

7


Key Operating Data of Exploration and Production Business

 

Operating Data

  

Unit

   For the three months
ended March 31
     Changes over the
same period of
the preceding
year (%)
 
   2022      2021  

Crude oil output

   Million barrels      224.9        221.4        1.6  

of which: domestic

   Million barrels      192.6        185.8        3.7  

overseas

   Million barrels      32.3        35.5        (9.0

Marketable natural gas output

   Billion cubic feet      1,235.5        1,173.9        5.2  

of which: domestic

   Billion cubic feet      1,182.6        1,122.3        5.4  

overseas

   Billion cubic feet      52.8        51.6        2.3  

Oil and natural gas equivalent output

   Million barrels      430.9        417.1        3.3  

of which: domestic

   Million barrels      389.8        372.9        4.5  

overseas

   Million barrels      41.1        44.1        (6.8

 

Note:

Figures have been converted at the rate of 1 ton of crude oil = 7.389 barrels and 1 cubic metre of natural gas = 35.315 cubic feet.

In respect of refining and chemicals business, the Group overcame the difficulties arising from the price increase of raw materials, fuels and power, and continued to promote transformation and upgrade; flexibly adjusted the production operation according to the changes in market demand, optimised product structure, strived to increase the production of high-value-added refining and chemical products that meet the market needs, adjusted diesel-gasoline ratio in a proper time, ensured market supply and enhanced the capabilities of profitability creation; adhered to lean management in the production process, continued to strengthen the control of costs and expenses, and enhanced cost competitiveness. In the first quarter of 2022, the Group processed an aggregate amount of 302.4 million barrels of crude oil, representing an increase of 1.5% as compared with the same period of last year. The Group produced 26.25 million tons of refined products, representing a decrease of 2.6% as compared with the same period of last year. The Group produced 1.959 million tons of ethylene, representing an increase of 21.8% as compared with the same period of last year. The outputs of chemical commodity products reached 8.207 million tons, representing an increase of 11.2% as compared with the same period of last year. The profit from operations of refining and chemicals business amounted to RMB10,765 million, representing a decrease of 26.6% as compared with the same period of last year. The profit from operations in the refining business amounted to RMB10,748 million, representing an increase of 5.3% as compared with same period of last year, mainly due to the increase in prices of crude oil and refined oil, and the increase of gross profit. The operating profit from the chemicals business amounted to RMB17 million, representing a decrease of RMB4,453 million as compared with same period of last year, mainly due to rising prices of chemical raw materials and the significant narrowing of gross profit.

 

8


Key Operating Data of Refining and Chemicals Business

 

Operating Data

  

Unit

   For the three months
ended March 31
     Changes over the
same period of
the preceding
year (%)
 
   2022      2021  

Processed crude oil

   Million barrels      302.4        298.0        1.5  

Gasoline, kerosene and diesel output

   Thousand tons      26,250        26,946        (2.6

of which: Gasoline

   Thousand tons      11,780        12,395        (5.0

Kerosene

   Thousand tons      2,201        2,842        (22.6

Diesel

   Thousand tons      12,269        11,709        4.8  

Output of key chemical

           

Ethylene

   Thousand tons      1,959        1,609        21.8  

Synthetic resin

   Thousand tons      3,091        2,642        17.0  

Synthetic fiber raw materials and polymers

   Thousand tons      301        316        (4.7

Synthetic rubber

   Thousand tons      293        263        11.4  

Urea

   Thousand tons      730        382        91.1  

In respect of marketing business, the Group closely followed market changes, strived to strengthen the link between production and sales, and ensured the smooth operation of the industry chain as a whole. Oriented by markets and customers, the Group adhered to the principle of refined marketing, coordinated online and offline marketing in light of the marketing time spot in the first quarter, spring farming and other market conditions, carried out various forms of marketing activities in concert with suppliers, and achieved stable growth of non-oil business profitability. The Group intensified cost management and control, effectively reduced marketing costs, and strived to enhance the capability of profitability creation; coordinated the international and domestic markets, and continuously improved the operation level of international trade. In the first quarter of 2022, the Group sold 35.282 million tons of refined oil, representing a decrease of 2.7% as compared with the same period of last year, of which 24.919 million tons of refined oil was sold domestically, representing an increase of 3.0% as compared with the same period of last year. The marketing business realised an operating profit of RMB4,556 million, representing an increase of 37.4% as compared with the same period of last year, mainly due to increase of sales volume and gross profit.

 

9


Key Operating Data of Marketing Business

 

Operating Data

   Unit      For the three
months ended
March 31
     Changes over the
same period of
the preceding
year (%)
 
   2022      2021  

Total sales volume of gasoline, kerosene and diesel

     Thousand tons        35,282        36,248        (2.7

of which: Gasoline

     Thousand tons        15,567        16,419        (5.2

Kerosene

     Thousand tons        3,502        3,318        5.5  

Diesel

     Thousand tons        16,213        16,511        (1.8

Domestic sales volume of gasoline, kerosene and diesel

     Thousand tons        24,919        24,195        3.0  

of which: Gasoline

     Thousand tons        12,553        12,863        (2.4

Kerosene

     Thousand tons        1,683        2,149        (21.7

Diesel

     Thousand tons        10,683        9,183        16.3  

 

Number of gas stations and convenience stores

   Unit    March 31,
2022
   December 31,
2021
   Changes
(%)

Number of gas stations

   Store    22,701    22,800    (0.4)

Number of convenience stores

   Store    20,121    20,178    (0.3)

In respect of natural gas marketing business(note), the Group overcame the impact of the significant increase in prices of international crude oil and natural gas, raised resources from various sources, strived to ensure the growing demand for natural gas in the domestic market, and facilitated the green and low-carbon transformation of energy consumption. The Group also continued to optimise the structure of resources, strived to control procurement costs, strengthened marketing, actively explored the end-customer retail market, optimised the customer structure, constantly improved the quality of customer service, and supported the service for Green Winter Olympics. In the first quarter of 2022, the Group’s domestic natural gas sales volume reached 60.615 billion cubic meters, representing an increase of 10.9% as compared with the same period of last year. The natural gas sales business achieved an operating profit of RMB8,946 million, representing a decrease of 51.7% as compared with the same period of last year, which was mainly due to the effects of the increase in the procurement costs of imported natural gas and the restructuring of pipeline assets of Kunlun Energy Company Limited.

Note: The “Natural Gas and Pipeline” business segment of the Group has been renamed as “Natural Gas Marketing” business segment since January 1, 2022. The business scope, assets, nature of the products or services of this segment remain unchanged before and after the renaming.

 

10


3.

Significant Events

 

3.1

Significant changes in key financial data and financial indicators under CAS and explanation of such changes

✓Applicable    ☐Inapplicable

 

                       

Unit: RMB Million


Items

   For the three months
ended March 31
    Changes    

Key explanation of the changes

   2022      2021  

Operating income

     779,368        551,923       41.2   Mainly due to the increase in prices and sales volume of oil and gas products

Net profit attributable to equity holders of the Company

     39,059        27,719       40.9   Mainly due to the increase in prices and sales volume of oil and gas products, as well as deepening of the work of quality and profitability improvement

Net profit attributable to equity holders of the Company after deducting non-recurring profit/loss

     39,638        28,011       41.5   Mainly due to the increase in net profit attributable to equity holders of the Company

Net cash flows generating from operating activities

     84,425        (1,800     86,225     Mainly due to the changes in working capital including the increase in net profit, accounts receivable and accounts payable

Basic earnings per share (RMB Yuan)

     0.21        0.15       40.9   Mainly due to the increase in net profit attributable to equity holders of the Company

Diluted earnings per share (RMB Yuan)

     0.21        0.15       40.9   Mainly due to the increase in net profit attributable to equity holders of the Company

Weighted average return on net assets (%)

     3.0        2.3      

0.7
percentage
point
 
 
 
  Mainly due to the increase in net profit attributable to equity holders of the Company

 

3.2

Other significant events

☐Applicable    ✓ Inapplicable

 

11


4.

Quarterly Financial Statements

 

4.1

Quarterly financial statements prepared in accordance with CAS

 

1.

Consolidated Balance Sheet

 

ASSETS

   March 31,
2022
     December 31,
2021
 
   RMB million      RMB million  

Current assets

     

Cash at bank and on hand

     190,417        163,536  

Accounts receivable

     95,100        56,659  

Receivables financing

     4,399        3,975  

Advances to suppliers

     28,342        14,598  

Other receivables

     57,573        39,554  

Inventories

     174,098        143,848  

Other current assets

     52,530        58,668  
  

 

 

    

 

 

 

Total current assets

     602,459        480,838  
  

 

 

    

 

 

 

Non-current assets

     

Investments in other equity instruments

     1,005        1,176  

Long-term equity investments

     271,052        265,884  

Fixed assets

     410,510        418,837  

Oil and gas properties

     798,605        816,788  

Construction in progress

     226,810        223,671  

Right-of-use assets

     138,294        139,359  

Intangible assets

     90,471        90,587  

Goodwill

     7,961        7,987  

Long-term prepaid expenses

     10,585        11,391  

Deferred tax assets

     11,847        12,161  

Other non-current assets

     41,474        33,854  
  

 

 

    

 

 

 

Total non-current assets

     2,008,614        2,021,695  
  

 

 

    

 

 

 

TOTAL ASSETS

     2,611,073        2,502,533  
  

 

 

    

 

 

 

 

 

  

 

  

 

Chairman    Director and President    Chief Financial Officer
Dai Houliang    Huang Yongzhang    Chai Shouping

 

12


1.

Consolidated Balance Sheet (Continued)

 

LIABILITIES AND

SHAREHOLDERS’ EQUITY

   March 31,
2022
    December 31,
2021
 
   RMB million     RMB million  

Current liabilities

    

Short-term borrowings

     54,833       40,010  

Notes payable

     21,301       20,089  

Accounts payable

     271,854       237,102  

Contracts liabilities

     75,319       78,481  

Employee compensation payable

     11,690       8,975  

Taxes payable

     65,805       76,774  

Other payables

     71,846       28,493  

Current portion of non-current liabilities

     23,433       19,893  

Other current liabilities

     7,489       8,341  
  

 

 

   

 

 

 

Total current liabilities

     603,570       518,158  
  

 

 

   

 

 

 

Non-current liabilities

    

Long-term borrowings

     200,001       198,005  

Debentures payable

     71,037       89,170  

Lease liabilities

     122,619       123,222  

Provisions

     130,848       129,405  

Deferred tax liabilities

     21,765       26,654  

Other non-current liabilities

     8,662       8,795  
  

 

 

   

 

 

 

Total non-current liabilities

     554,932       575,251  
  

 

 

   

 

 

 

Total liabilities

     1,158,502       1,093,409  
  

 

 

   

 

 

 

Shareholders’ equity

    

Share capital

     183,021       183,021  

Capital surplus

     127,485       127,375  

Special reserve

     10,313       9,231  

Other comprehensive income

     (34,745     (34,737

Surplus reserves

     211,970       211,970  

Undistributed profits

     806,009       766,955  
  

 

 

   

 

 

 

Equity attributable to equity holders of the Company

     1,304,053       1,263,815  
  

 

 

   

 

 

 

Non-controlling interests

     148,518       145,309  
  

 

 

   

 

 

 

Total shareholders’ equity

     1,452,571       1,409,124  
  

 

 

   

 

 

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

     2,611,073       2,502,533  
  

 

 

   

 

 

 

 

 

  

 

  

 

Chairman

   Director and President    Chief Financial Officer

Dai Houliang

   Huang Yongzhang    Chai Shouping

 

13


2.

Consolidated Income Statement

 

Items

   Three months ended
March 31
 
   2022     2021  
   RMB million     RMB million  

Operating income

     779,368       551,923  

Less: Cost of sales

     (623,635     (425,056

Taxes and surcharges

     (67,611     (48,292

Selling expenses

     (16,064     (16,327

General and administrative expenses

     (12,172     (13,431

Research and development expenses

     (4,918     (4,534

Finance expenses

     (4,045     (4,699

Including: Interest expenses

     (4,859     (5,277

Interest income

     554       692  

Add: Other income

     3,346       955  

Investment income

     3,517       3,320  

Including: Income from investment in associates and joint

ventures

     3,395       3,239  

Credit losses

     (282     (30

Asset impairment reversal/(losses)

     11       (26

Gain on asset disposal

     119       346  
  

 

 

   

 

 

 

Operating profit

     57,634       44,149  
  

 

 

   

 

 

 

Add: Non-operating income

     364       478  

Less: Non-operating expenses

     (1,229     (1,167

Profit before income tax

     56,769       43,460  
  

 

 

   

 

 

 

Less: Taxation

     (13,134     (11,817
  

 

 

   

 

 

 

Net profit

     43,635       31,643  
  

 

 

   

 

 

 

Classified by continuity of operations:

    

Net profit from continuous operation

     43,635       31,643  

Net profit from discontinued operation

     —         —    

Classified by ownership:

    

Shareholders of the Company

     39,059       27,719  

Non-controlling interests

     4,576       3,924  

Earnings per share

    

Basic earnings per share (RMB Yuan)

     0.21       0.15  

Diluted earnings per share (RMB Yuan)

     0.21       0.15  

Other comprehensive income, net of tax

     (1,015     (1,570

Other comprehensive income (net of tax) attributable to equity holders of the Company

     (8     (1,765

(1) Items that will not be reclassified to profit or loss:

    

Changes in fair value of investments in other equity

instruments

     (54     (14

(2) Items that may be reclassified to profit or loss:

    

Other comprehensive income recognised under equity method

     (264     72  

Translation differences arising from translation of foreign currency financial statements

     310       (1,823

Other comprehensive income (net of tax) attributable to non-controlling interests

     (1,007     195  
  

 

 

   

 

 

 

Total comprehensive income

     42,620       30,073  
  

 

 

   

 

 

 

Attributable to

    

Equity holders of the Company

     39,051       25,954  

Non-controlling interests

     3,569       4,119  

 

 

  

 

  

 

Chairman    Director and President    Chief Financial Officer
Dai Houliang    Huang Yongzhang    Chai Shouping

 

14


3.

Consolidated Cash Flow Statement

 

     Three months ended March 31  
     2022     2021  

Items

   RMB million     RMB million  

Cash flows from operating activities

    

Cash received from sales of goods and rendering of services

     831,182       600,249  

Cash received relating to other operating activities

     32,951       1,702  
  

 

 

   

 

 

 

Sub-total of cash inflows

     864,133       601,951  
  

 

 

   

 

 

 

Cash paid for goods and services

     (592,875     (484,196

Cash paid to and on behalf of employees

     (31,750     (32,257

Payments of various taxes

     (107,318     (71,903

Cash paid relating to other operating activities

     (47,765     (15,395
  

 

 

   

 

 

 

Sub-total of cash outflows

     (779,708     (603,751
  

 

 

   

 

 

 

Net cash flows from/(used for) operating activities

     84,425       (1,800
  

 

 

   

 

 

 

Cash flows from investing activities

    

Cash received from disposal of investments

     10,414       5,706  

Cash received from returns on investments

     2,117       799  

Net cash received from disposal of fixed assets, oil and gas properties, intangible assets and other long-term assets

     141       570  
  

 

 

   

 

 

 

Sub-total of cash inflows

     12,672       7,075  
  

 

 

   

 

 

 

Cash paid to acquire fixed assets, oil and gas properties, intangible assets and other long-term assets

     (51,891     (37,095

Cash paid to acquire investments

     (5,546     (12,891
  

 

 

   

 

 

 

Sub-total of cash outflows

     (57,437     (49,986
  

 

 

   

 

 

 

Net cash flows used for investing activities

     (44,765     (42,911
  

 

 

   

 

 

 

Cash flows from financing activities

    

Cash received from capital contributions

     44       —    

Including: Cash received from non-controlling interests’ capital contributions to subsidiaries

     44       —    

Cash received from borrowings

     243,705       236,680  
  

 

 

   

 

 

 

Sub-total of cash inflows

     243,749       236,680  
  

 

 

   

 

 

 

Cash repayments of borrowings

     (241,543     (189,387

Cash payments for interest expenses and distribution of dividends or profits

     (4,332     (6,707

Including: Subsidiaries’ cash payments for distribution of dividends or profits to non-controlling interests

     (512     (707

Cash payments relating to other financing activities

     (3,432     (3,027
  

 

 

   

 

 

 

Sub-total of cash outflows

     (249,307     (199,121
  

 

 

   

 

 

 

Net cash flows (used for)/from financing activities

     (5,558     37,559  
  

 

 

   

 

 

 

Effect of foreign exchange rate changes on cash and cash equivalents

     (363     319  
  

 

 

   

 

 

 

Net increase/(decrease) in cash and cash equivalents

     33,739       (6,833
  

 

 

   

 

 

 

Add: Cash and cash equivalents at beginning of the period

     136,789       118,631  
  

 

 

   

 

 

 

Cash and cash equivalents at end of the period

     170,528       111,798  
  

 

 

   

 

 

 

 

 

  

 

  

 

Chairman    Director and President    Chief Financial Officer
Dai Houliang    Huang Yongzhang    Chai Shouping

 

15


4.2

Quarterly financial statements prepared in accordance with IFRS

 

1.

Consolidated Statement of Comprehensive Income

 

     Three months ended
March 31
 
     2022     2021  
     RMB million     RMB million  

Revenue

     779,368       551,923  
  

 

 

   

 

 

 

Operating expenses

    

Purchases, services and other

     (551,079     (348,422

Employee compensation costs

     (35,376     (33,197

Exploration expenses, including exploratory dry holes

     (4,569     (7,057

Depreciation, depletion and amortisation

     (51,899     (55,796

Selling, general and administrative expenses

     (13,979     (14,989

Taxes other than income taxes

     (67,892     (48,450

Other income net

     2,688       768  
  

 

 

   

 

 

 

Total operating expenses

     (722,106     (507,143
  

 

 

   

 

 

 

Profit from operations

     57,262       44,780  
  

 

 

   

 

 

 

Finance costs

    

Exchange gain

     3,274       2,491  

Exchange loss

     (2,856     (2,463

Interest income

     554       692  

Interest expense

     (4,859     (5,277
  

 

 

   

 

 

 

Total net finance costs

     (3,887     (4,557
  

 

 

   

 

 

 

Share of profit of associates and joint ventures

     3,395       3,239  
  

 

 

   

 

 

 

Profit before income tax expense

     56,770       43,462  

Income tax expense

     (13,134     (11,817
  

 

 

   

 

 

 

Profit for the period

     43,636       31,645  
  

 

 

   

 

 

 

Other comprehensive income

    

Items that will not be reclassified to profit or loss:

    

Fair value changes in equity investment measured at fair value through other comprehensive income

     (116     (33

Items that are or may be reclassified subsequently to profit or loss:

    

Currency translation differences

     (635     (1,609

Share of the other comprehensive income of associates and joint ventures accounted for using the equity method

     (264     72  
  

 

 

   

 

 

 

Other comprehensive income, net of tax

     (1,015     (1,570
  

 

 

   

 

 

 

Total comprehensive income for the period

     42,621       30,075  
  

 

 

   

 

 

 

Profit for the period attributable to:

    

Owners of the Company

     39,060       27,721  

Non-controlling interests

     4,576       3,924  
  

 

 

   

 

 

 
     43,636       31,645  
  

 

 

   

 

 

 

Total comprehensive income for the period attributable to:

    

Owners of the Company

     39,052       25,956  

Non-controlling interests

     3,569       4,119  
  

 

 

   

 

 

 
     42,621       30,075  
  

 

 

   

 

 

 

Basic and diluted earnings per share attributable to owners of the Company (RMB Yuan)

     0.21       0.15  
  

 

 

   

 

 

 
  

 

 

   

 

 

 

 

16


2.

Consolidated Statement of Financial Position

 

     March 31, 2022     December 31, 2021  
     RMB million     RMB million  

Non-current assets

    

Property, plant and equipment

     1,435,925       1,459,296  

Investments in associates and joint ventures

     270,953       265,785  

Equity investments measured at fair value through other comprehensive income

     997       1,168  

Right-of-use assets

     207,941       208,606  

Intangible and other non-current assets

     70,657       66,344  

Deferred tax assets

     11,847       12,161  

Time deposits with maturities over one year

     10,023       8,064  
  

 

 

   

 

 

 

Total non-current assets

     2,008,343       2,021,424  
  

 

 

   

 

 

 

Current assets

    

Inventories

     174,098       143,848  

Accounts receivable

     95,100       56,659  

Prepayments and other current assets

     138,445       112,820  

Financial assets at fair value through other comprehensive income

     4,399       3,975  

Time deposits with maturities over three months but within one year

     19,889       26,747  

Cash and cash equivalents

     170,528       136,789  
  

 

 

   

 

 

 

Total current assets

     602,459       480,838  
  

 

 

   

 

 

 

Current liabilities

    

Accounts payable and accrued liabilities

     384,181       303,002  

Contract liabilities

     75,319       78,481  

Income taxes payable

     15,300       9,915  

Other taxes payable

     50,505       66,859  

Short-term borrowings

     71,420       53,275  

Lease liabilities

     6,845       6,626  
  

 

 

   

 

 

 

Total current liabilities

     603,570       518,158  
  

 

 

   

 

 

 

Net current liabilities

     (1,111     (37,320
  

 

 

   

 

 

 

Total assets less current liabilities

     2,007,232       1,984,104  
  

 

 

   

 

 

 

Equity

    

Equity attributable to owners of the Company:

    

Share capital

     183,021       183,021  

Retained earnings

     811,036       771,980  

Reserves

     309,742       308,560  
  

 

 

   

 

 

 

Total equity attributable to owners of the Company

     1,303,799       1,263,561  

Non-controlling interests

     148,517       145,308  
  

 

 

   

 

 

 

Total equity

     1,452,316       1,408,869  
  

 

 

   

 

 

 

Non-current liabilities

    

Long-term borrowings

     271,038       287,175  

Asset retirement obligations

     130,848       129,405  

Lease liabilities

     122,619       123,222  

Deferred tax liabilities

     21,749       26,638  

Other long-term obligations

     8,662       8,795  
  

 

 

   

 

 

 

Total non-current liabilities

     554,916       575,235  
  

 

 

   

 

 

 

TOTAL EQUITY AND NON-CURRENT LIABILITIES

     2,007,232       1,984,104  
  

 

 

   

 

 

 

 

17


3.

Consolidated Statement of Cash Flows

 

     Three months ended
March 31
 
     2022     2021  
     RMB million     RMB million  

Cash flows from operating activities

    

Profit for the period

     43,636       31,645  

Adjustments for:

    

Income tax expense

     13,134       11,817  

Depreciation, depletion and amortisation

     51,899       55,796  

Capitalised exploratory costs charged to expense

     2,113       1,984  

Safety fund reserve

     1,378       656  

Share of profit of associates and joint ventures

     (3,395     (3,239

Accrual of provision for impairment of receivables, net

     282       30  

Write down in inventories, net

     (11     26  

Loss/(gain) on disposal and scrap of property, plant and equipment

     (50     79  

Gain on disposal and scrap of other non-current assets

     (89     (346

Dividend income

     (2     —    

Interest income

     (554     (692

Interest expense

     4,859       5,277  

Changes in working capital:

    

Accounts receivable, prepayments and other current assets

     (74,627     (23,059

Inventories

     (30,239     (35,293

Accounts payable and accrued liabilities

     86,570       (43,069

Contract liabilities

     (3,162     (336
  

 

 

   

 

 

 

Cash flows generated from operations

     91,742       1,276  

Income taxes paid

     (7,317     (3,076
  

 

 

   

 

 

 

Net cash flows from/(used for) operating activities

     84,425       (1,800
  

 

 

   

 

 

 

 

18


3.

Consolidated Statement of Cash Flows (Continued)

 

     Three months ended
March 31
 
   2022     2021  
   RMB million     RMB million  

Cash flows from investing activities

    

Capital expenditures

     (51,812     (36,967

Acquisition of investments in associates and joint ventures

     (167     (124

Prepayments on long-term leases

     —         (42

Acquisition of intangible assets and other non-current assets

     (79     (86

Proceeds from disposal of property, plant and equipment

     118       236  

Proceeds from disposal of other non-current assets

     159       335  

Interest received

     643       695  

Dividends received

     1,474       104  

Decrease/(increase) in time deposits with maturities over three months

     4,899       (7,062
  

 

 

   

 

 

 

Net cash flows used for investing activities

     (44,765     (42,911
  

 

 

   

 

 

 

Cash flows from financing activities

    

Repayments of short-term borrowings

     (169,897     (165,232

Increase in short-term borrowings

     184,032       173,347  

Repayments of long-term borrowings

     (71,646     (24,155

Increase in long-term borrowings

     59,673       63,333  

Repayments of lease liabilities

     (3,432     (3,027

Interest paid

     (3,820     (6,000

Dividends paid to non-controlling interests

     (512     (707

Cash contribution from non-controlling interests

     44       —    
  

 

 

   

 

 

 

Net cash flows (used for)/from financing activities

     (5,558     37,559  
  

 

 

   

 

 

 

Translation of foreign currency

     (363     319  
  

 

 

   

 

 

 

Increase/(decrease) in cash and cash equivalents

     33,739       (6,833

Cash and cash equivalents at beginning of the period

     136,789       118,631  
  

 

 

   

 

 

 

Cash and cash equivalents at end of the period

     170,528       111,798  
  

 

 

   

 

 

 

 

19


4.

Segment Information

 

     Three months ended
March 31
 
   2022     2021  
   RMB million     RMB million  

Revenue

    

Exploration and Production

    

Intersegment sales

     176,735       122,515  

Revenue from external customers

     32,706       25,495  
  

 

 

   

 

 

 
     209,441       148,010  

Refining and Chemicals

    

Intersegment sales

     191,099       136,851  

Revenue from external customers

     83,509       78,255  
  

 

 

   

 

 

 
     274,608       215,106  

Marketing

    

Intersegment sales

     111,269       76,416  

Revenue from external customers

     525,220       337,530  
  

 

 

   

 

 

 
     636,489       413,946  

Natural Gas Marketing

    

Intersegment sales

     5,165       4,707  

Revenue from external customers

     137,636       110,523  
  

 

 

   

 

 

 
     142,801       115,230  

Head Office and Other

    

Intersegment sales

     25       36  

Revenue from external customers

     297       120  
  

 

 

   

 

 

 
     322       156  

Total revenue from external customers

     779,368       551,923  
  

 

 

   

 

 

 

Profit/(loss) from operations

    

Exploration and Production

     38,798       12,882  

Refining and Chemicals

     10,765       14,675  

Marketing

     4,556       3,315  

Natural Gas Marketing

     8,946       18,519  

Head Office and Other

     (5,803     (4,611
  

 

 

   

 

 

 
     57,262       44,780  
  

 

 

   

 

 

 

 

4.3

Auditor’s Report

If this quarterly report is audited by Certified Public Accountants, the appendix should disclose the main body of the Auditor’s Report.

☐Applicable    ✓Inapplicable

 

20


By Order of the Board of Directors

PetroChina Company Limited

Dai Houliang

Chairman

Beijing, the PRC

April 29, 2022

As at the date of this announcement, the Board of Directors of the Company comprises Mr. Dai Houliang as the Chairman; Mr. Hou Qijun as the Vice Chairman and non-executive Director; Mr. Duan Liangwei, Mr. Liu Yuezhen and Mr. Jiao Fangzheng as non-executive Directors; Mr. Huang Yongzhang and Mr. Ren Lixin as executive Directors; and Ms. Elsie Leung Oi-sie, Mr. Tokuchi Tatsuhito, Mr. Simon Henry, Mr. Cai Jinyong and Mr. Jiang, Simon X. as independent non-executive Directors.

This announcement is published in English and Chinese. In the event of any inconsistency between the two versions, the Chinese version shall prevail.

 

21

Exhibit 99.2

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this document, 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 document.

 

LOGO

中國石油天然氣股份有限公司

PETROCHINA COMPANY LIMITED

(a joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 857)

(1) RESIGNATION OF DIRECTOR AND CHANGE OF AUTHORISED REPRESENTATIVE

(2) CHANGE OF MEMBERS OF THE BOARD COMMITTEES

(3) PROPOSED ELECTION AND APPOINTMENT OF DIRECTOR

(4) RE-DESIGNATION OF DIRECTOR

(5) PROPOSED ELECTION AND APPOINTMENT OF SUPERVISORS

(6) PROPOSED AMENDMENTS TO THE BUSINESS SCOPE

AND

(7) PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION

1. Resignation of Director and Change of Authorised Representative

The board of directors (the “Board”) of PetroChina Company Limited (the “Company”, together with its subsidiaries, the “Group”) hereby announces that, due to his age, Mr. Liu Yuezhen (“Mr. Liu”) has tendered his resignation and ceased to hold the position of a non-executive director of the Company (“Director”) with immediate effect. Meanwhile, Mr. Liu ceased to hold the position as a member of the audit committee and the examination and remuneration committee of the Board, and ceased to serve as an authorised representative of the Company (the “Authorised Representative”) under Rule 3.05 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”).

Mr. Liu has confirmed that he has no disagreement with the Company and the Board during his term of office and there is no matter relating to his resignation that needs to be brought to the attention of the shareholders of the Company (the “Shareholders”).

Mr. Liu has been diligent, dedicated and meticulous at work since appointment and made significant contributions to the Company’s business development, value improvement and shareholder returns. The Board would like to express its sincere gratitude to Mr. Liu for his contribution.


The Board also announces that, Mr. Huang Yongzhang, a Director, was appointed as the Authorised Representative with immediate effect. Currently, the Authorised Representatives are Mr. Huang Yongzhang and Mr. Chai Shouping.

2. Change of Members of the Board Committees

The Board hereby announces that, in consideration of the role and expertise of each Director, the members of examination and remuneration committee of the Board have been adjusted to: Ms. Elsie Leung Oi-sie as chairman, Mr. Duan Liangwei and Mr. Tokuchi Tatsuhito as members.

Following the resignation of Mr. Liu, the number of members of the audit committee of the Board decreased from three to two, falling below the minimum number required under Rule 3.21 of the Listing Rules. In this regard, the Company will use its best endeavor to identify suitable candidate to fill the vacancy as soon as practicable.

The chairmen and members of other Board committees remained unchanged.

3. Proposed Election and Appointment of Director

The Board hereby announces that the Board has proposed to elect and appoint Mr. Xie Jun (“Mr. Xie”) as a Director. The Proposed Election and Appointment of Director will be submitted to the Shareholders for review and approval by way of ordinary resolution at the 2021 annual general meeting (the “AGM”).

The biographical details of Mr. Xie are set out below:

Mr. Xie Jun, aged 54, is a member of the Party committee and Vice President of China National Petroleum Corporation (“CNPC”). Mr. Xie is a professor-level senior engineer and holds a bachelor’s degree, who has rich working experience in China’s petroleum and natural gas industry. He served as the vice president of Southwest Oil and Gas Field Branch in August 2013, the executive vice president of Southwest Oil and Gas Field Branch in July 2018, and the secretary of the Party committee and president of Southwest Oil and Gas Field Branch in November 2019. Mr. Xie served as the general manager of the Planning Department of the Company in August 2020, and concurrently the general manager of the Planning Department of CNPC. In April 2021, he served as the general manager (director) of the Development Planning Department (the Office of External Cooperation and the Office of New Energy and New Materials Development) of the Company and concurrently the general manager (director) of the Development Planning Department (the Office of External Cooperation and the Office of New Energy and New Materials Development) of CNPC. In January 2022, he served as a member of the Party committee and Vice President of CNPC. He concurrently served as the director of CNPC Consulting Centre in March 2022.

Save as disclosed above, as at the date of this announcement, Mr. Xie (i) does not hold any directorship in any other listed companies in the past three years; (ii) has no relationship with any other Director, supervisor, senior management, substantial Shareholder (as defined in the Listing Rules) or controlling Shareholder (as defined in the Listing Rules) of the Company; and (iii) does not have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance of Hong Kong.


Save as disclosed above, as at the date of this announcement, there is no information on Mr. Xie that needs to be disclosed pursuant to rule 13.51(2)(h) to (v) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

The term of Mr. Xie’s appointment as a director of the Company shall commence upon the approval by the Shareholders and shall end with the eighth session of the Board. The director’s emoluments will be fixed by the Board pursuant to the authorisation granted by the Shareholders by reference to the director’s duties, responsibilities and performance and the results of the Group.

4. Re-Designation of Director

The Board hereby announces that, in accordance with the articles of association of the Company (the “Articles of Association”), the Board appointed Mr. Jiao Fangzheng (“Mr. Jiao”) as the Chief Geologist of the Company, and resolved to re-designate Mr. Jiao from non-executive Director to executive Director, with immediate effect.

The biographical details of Mr. Jiao are set out below:

Mr. Jiao Fangzheng, aged 59, is a Director and the Chief Geologist of the Company, and concurrently a member of the Party committee and Vice President of CNPC. Mr. Jiao is a professor-level senior engineer with a doctorate degree and has rich working experience in China’s petroleum and petrochemical industry. In January 1999, he was appointed as the chief geologist in Zhongyuan Petroleum Exploration Bureau of China Petrochemical Corporation (the “Sinopec Group”). In February 2000, he was appointed as the vice president and chief geologist of Zhongyuan Oilfield Company of China Petroleum & Chemical Corporation (“Sinopec Corp.”). In July 2000, he was appointed as the deputy director general and a member of the Party committee of Petroleum Exploration & Development Research Institute of Sinopec Corp. In March 2001, he was appointed as the deputy director general of Oilfield Exploration & Production Department of Sinopec Corp. In June 2004, he was appointed as the director general and deputy secretary to the Party committee of Northwest Petroleum Bureau of Sinopec Group, and the president of Northwest Branch Company of Sinopec Corp. In October 2006, he was appointed as the vice president of Sinopec Corp. In July 2010, he concurrently served as the director general of Exploration & Production Department of Sinopec Corp. In July 2014, he was appointed as a member of the Party committee and the vice president of Sinopec Group. In September 2014, he concurrently served as the chairman of the board of directors of Sinopec Oilfield Service Corporation. In May 2015, he concurrently served as a director and the senior vice president of Sinopec Corp. In June 2018, he served as a member of the Party committee and Vice President of CNPC. In June 2019, Mr. Jiao was appointed as a Director of the Company and in April 2022 he was appointed as the Chief Geologist of the Company.

Save as disclosed above, as at the date of this announcement, Mr. Jiao (i) does not hold any directorship in any other listed companies in the past three years; (ii) has no relationship with any other Director, supervisor, senior management, substantial Shareholder (as defined in the Listing Rules) or controlling Shareholder (as defined in the Listing Rules) of the Company; and (iii) does not have any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance of Hong Kong.


Save as disclosed above, as at the date of this announcement, there is no information on Mr. Jiao that needs to be disclosed pursuant to rule 13.51(2)(h) to (v) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

Pursuant to the authorization granted by the general meeting and/or the Articles of Association, and the emoluments and remuneration receivable by Mr. Jiao as a Director and as the Chief Geologist of the Company will be fixed by the Board.

5. Proposed Election and Appointment of Supervisors

The supervisory committee of the Company (the “Supervisory Committee”) hereby announces that, after being reviewed and approved at the meeting of the Supervisory Committee, the Supervisory Committee has proposed to elect and appoint Mr. Cai Anhui, Mr. Xie Haibing, Ms. Zhao Ying, and Mr. Cai Yong (collectively, the “Supervisor Candidates”) as shareholder representative supervisors of the Company (the “Proposed Election and Appointment of Supervisors”). The Proposed Election and Appointment of Supervisors will be submitted to the Shareholders for review and approval by way of ordinary resolution at the AGM.

The biographical details of the Supervisor Candidates are set out below:

Mr. Cai Anhui, aged 52, is a professor-level senior accountant, a professor-level senior engineer and holds a doctorate degree. He served as the chief financial officer of China Aluminum International Engineering Co., Ltd. in April 2004, and concurrently as the deputy general manager of China Aluminum International Technology Development Co., Ltd. in September 2006. He served as the secretary of the Party committee and the deputy general manager of Guiyang Aluminum & Magnesium Design Institute Co., Ltd. in March 2011, the executive director and the general manager of Chinalco Finance Company Limited in December 2012, the secretary of the Party committee, the chairman and the general manager of Chinalco Capital Holdings Co., Ltd. and the chairman of Chinalco Finance Co., Ltd. in August 2015. He served as an assistant to the general manager of Aluminum Corporation of China in June 2018, a member of the Party committee and the chief accountant of China Energy Investment Corporation in December 2019. He served as a member of the Party committee and the Chief Accountant of CNPC in March 2022.

Mr. Xie Haibing, aged 51, is a professor-level senior economist and holds a doctorate degree. He served as the director of information of Karamay City Commercial Bank in June 2009, the director of information of Bank of Kunlun Co., Ltd. in September 2010, the vice president of Bank of Kunlun Co., Ltd. in November 2013. He served as the deputy general manager of the Finance Department of the Company, and concurrently the deputy general manager of the Finance Department of CNPC in May 2016. He served as deputy head of the preparatory team of the Shared Service Center of CNPC in October 2018, and he served as the general manager of CNPC Shared Operation Co. LTD in March 2020. He served as the general manager of the Finance Department of the Company and concurrently the general manager of the Finance Department of CNPC in August 2020. He served as the assistant to the general manager of CNPC, and concurrently served as the chairman of CNPC Capital Company Limited and the chairman of CNPC Kunlun Capital Company Limited in April 2021.


Ms. Zhao Ying, aged 54, is a professor-level senior economist and holds a bachelor’s degree. She served as the general counsel of China National Oil Exploration and Development Corporation in April 2009. She served as the general counsel of PetroChina overseas exploration and development branch (Exploration and Development Corporation) in November 2009. She served as the deputy general manager of PetroChina Kazakhstan Company in December 2015. She served as the deputy general manager of PetroChina Middle Asia Company in July 2017. She served as the deputy general manager in October 2018 and the deputy secretary of the Party committee in January 2019 of China National Oil and Gas Exploration and Development Corporation. She served as the general manager of the Legal Affairs Department of the Company and concurrently as the general manager of the Legal Affairs Department of CNPC in October 2020. She served as the general manager of the Legal and Enterprise Reform Department of the Company and concurrently the general manager of the Legal and Enterprise Reform Department of CNPC in April 2021. She served as the general counsel of CNPC in March 2022.

Mr. Cai Yong, aged 47, is a senior economist and holds a master’s degree. He served as the chief accountant of PetroChina Middle East Company in March 2016. He served as the general manager of the Finance, Tax and Price Department of the Company, and concurrently the general manager of the Finance, Tax and Price Department of CNPC in April 2018. He served as the general manager of the Funding Department of the Company, and concurrently the general manager of the Funding Department of CNPC in October 2018. He served as the general manager of the Finance Department of CNPC from April 2021.

Save as disclosed above, as at the date of this announcement, none of the Supervisor Candidates set out above (i) has held any directorship in any other listed companies in the past three years; (ii) has any relationship with any other Director, supervisor, senior management, substantial Shareholder (as defined in the Listing Rules) or controlling Shareholder (as defined in the Listing Rules); or (iii) has any interest in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance.

Save as disclosed above, as at the date of this announcement, there is no information on any of the Supervisor Candidates that needs to be disclosed pursuant to rule 13.51(2)(h) to (v) of the Listing Rules and there are no other matters that need to be brought to the attention of the Shareholders.

The term of the Supervisor Candidates shall commence upon the approval by the Shareholders and shall end with the eighth session of the Supervisory Committee. Their emoluments will be fixed by the Board pursuant to the authorization granted by the Shareholders by reference to the supervisors’ duties, responsibilities and performance and the results of the Group.


6. Proposed Amendments to the Business Scope

The Board hereby announces that, in accordance with the requirements of the State Administration for Market Regulation on the specification of the business scope and the needs of the Company’s new energy and new materials development strategy, the Board has considered and approved the resolution on amendments to the business scope of the Company, which proposed to making adjustments on the business scope of the Company (the “Proposed Amendments to the Business Scope”). Details of the newly added business scope are set as follows.

 

(i)

Newly added business scope regarding the new energy: the generation of electricity power, the transmission of electricity power, the supply (distribution) of electricity power, the supply of electricity power; the exploitation of geothermal resources, the research and development of emerging energy technology, the heating supply services, the cooling supply services; the research and development of technology of carbon emission reduction, carbon conversion, carbon capture and carbon sequestration; the manufacture of battery, the sales of hydrogen fueling and hydrogen storage facilities for stations; the sales of vehicle electricity charging, the centralized fast charging stations, the operation of electric vehicle charging infrastructures, the sales of electrical accessories of new energy vehicles, the sales of batteries, the sales of battery replacement facilities of new energy vehicles, the operation of gas fueling for gas vehicles.

 

(ii)

Newly added business scope regarding the new materials: the research and development of new materials technology, the promotion services of new materials technology, the manufacture of synthetic materials (excluding hazardous chemicals), the sales of synthetic materials; the manufacture of engineering plastics and synthetic resin, the sales of engineering plastics and synthetic resin, the manufacture of synthetic fiber, the sales of synthetic fiber, the manufacture of new membrane materials, the sales of new membrane materials, the sales of high-quality synthetic rubber, the manufacture of high-performance fiber and composite materials, the sales of high-performance fiber and composite materials, the manufacture of bio-based materials, the sales of bio-based materials, the manufacture of graphite and carbon products, the sales of graphite and carbon products, the sales of graphene materials, the manufacture of electronic special materials, the sales of electronic special materials, the research and development of electronic special materials; the research and experimental development of engineering and technology.

For other details of the Proposed Amendments to the Business Scope, please refer to the Appendix to this announcement.

The Proposed Amendments to the Business Scope are subject to the satisfaction of the following conditions:

 

(i)

a special resolution passed by the Shareholders at the AGM to approve the Proposed Amendments to the Business Scope; and

 

(ii)

all the necessary approval, authorization, filing and/or registration obtained from the relevant authorities for the Proposed Amendments to the Business Scope.


The amended business scope of the Company will take effect upon satisfaction of the above conditions.

7. Proposed Amendments to the Articles of Association

In view of the Proposed Amendments to the Business Scope, the Board proposed to amend Article 11 of the Articles of Association (the “Proposed Amendments to the Articles of Association”).

The resolution on the Proposed Amendments to the Business Scope and the Proposed Amendments to the Articles of Association will be submitted to the Shareholders for review and approval by way of special resolution at the AGM.

For details of the Proposed Amendments to the Articles of Association, please refer to the Appendix of this announcement.

The Company confirms that the Proposed Amendments to the Articles of Association will not affect the existing business and operation of the Company.

A supplemental notice and a supplemental circular of the AGM containing, among others, the details of the Proposed Election and Appointment of Director, the Proposed Election and Appointment of Supervisors, the Proposed Amendments to the Business Scope and the Proposed Amendments to the Articles of Association will be dispatched to the Shareholders in due course.

By order of the Board

PetroChina Company Limited

Company Secretary

Chai Shouping

Beijing, the PRC

29 April 2022

As at the date of this announcement, the Board comprises Mr. Dai Houliang as Chairman; Mr. Hou Qijun as Vice Chairman and non-executive Director; Mr. Duan Liangwei as non-executive Director; Mr. Jiao Fangzheng, Mr. Huang Yongzhang and Mr. Ren Lixin as executive Directors; and Ms. Elsie Leung Oi-sie, Mr. Tokuchi Tatsuhito, Mr. Simon Henry, Mr. Cai Jinyong and Mr. Jiang, Simon X. as independent non-executive Directors.


Appendix

 

Current Article

  

Article after the Proposed Amendments

Article 11 The Company’s scope of business includes:

 

Licensed business: the exploration, exploitation and sales of resources including crude oil, natural gas, coalbed methane, shale gas, shale oil and gas hydrate; the exploration, exploitation and usage of geothermal; the storage and sale of crude oil; the storage and sale of refined oil; the production of dangerous chemicals; the sale of food (including food and beverages, but limited to branches with food hygiene license); the sale of tobacco (but limited to branches with tobacco franchised retailing license); retail of prepackaged food, dairy products and health products; business undertakings in gas and hazardous chemicals; fixed and skid-mounted gasoline stations as well as LPG stations; provision of lodgings; retail of books, newspapers, periodicals, electronic publications and audio-visual products; water and land transportation; manufacture and sale of food additives; manufacture and sale of nonwoven fabrics; value-added telecommunication services, online platform, online information services, online data services, and online wholesale and retail services.

  

Article 11 The Company’s scope of business includes:

 

Licensed business: the exploration of mineral resources, mineral processing, the exploitation of onshore oil and natural gas, the exploitation of offshore oil, the exploitation of offshore natural gas; the exploitation of geothermal resources, the heating supply services, the cooling supply services; the business undertakings of gas; the wholesale of crude oil, the storage of crude oil; the wholesale of refined oil, the storage of refined oil, the retails of refined oil; the production of hazardous chemicals, the storage of hazardous chemicals, the business undertakings of hazardous chemicals; the generation of electricity power, the transmission of electricity power, the supply (distribution) of electricity power, the supply of electricity power; waterway ordinary cargo transportation, roadway cargo transportation (excluding hazardous cargo), roadway hazardous cargo transportation; project construction; the pipeline storage and transportation of petroleum and natural gas; the production of food additives; the production of medical devices of Class II; the services of accommodation; the retail of publications; the reproduction of audio-visual products, the copy of audio-visual products; the information services of Internet.


General business: the production, sale and warehousing of refined oil, petrochemical and chemical products; import and export; the construction and operation of oil and natural gas pipelines; the technical development, consultation and service for oil exploration and production, petrochemistry and related engineering; the sale of materials, equipment and machines necessary for production and construction of oil and gas, petrochemicals and pipelines construction; the sale and warehousing of lubricating oil, fuel oil, bitumen, chemical fertilizers, auto parts, commodities and agricultural materials; and the lease of premises, machines and equipment. Retail of textiles and clothing, stationery and sports goods, hardware, furniture, electrical and electronic products, rechargeable cards, birth control products, as well as industrial safety products; acting as an agent for lottery services, payment services (for public utilities such as payments of water and electricity bills), ticketing, transportation and vehicle weighing; advertising.

  

General business: the production of chemical products (excluding licensed chemical products), the sales of chemical products (excluding licensed chemical products); the production of fertilizer, the sales of fertilizer; the sales of food additives; the production of petroleum products (excluding hazardous chemicals), the sales of petroleum products (excluding hazardous chemicals); the processing of lubricating oil (excluding hazardous chemicals), the production of lubricating oil (excluding hazardous chemicals), the sales of lubricating oil; the onshore pipeline transportation, the submarine pipeline transportation; engineering technical services (excluding planning management, exploration, design and supervision), the project management services, the technical services of petroleum and natural gas; the research and development of technology of carbon emission reduction, carbon conversion, carbon capture and carbon sequestration; the research and development of emerging energy technology, the research and development of new materials technology, the promotion services of new materials technology; the technology services, the technology development, the technology consultation, the technology communication, the technology transfer, the technology promotion; the manufacture of batteries, the sales of hydrogen fueling and hydrogen storage facilities for stations; the sales of vehicle electricity charging, the centralized fast charging stations, the operation of electric vehicle charging infrastructures, the sales of electrical accessories of new energy vehicles, the sales of batteries, the sales of battery replacement facilities of new energy vehicles; the operation of gas fueling for gas vehicles; the manufacture of synthetic materials (excluding hazardous chemicals), the sales of synthetic materials; the manufacture of engineering plastics and synthetic resin, the sales of engineering plastics and synthetic resin; the manufacture of synthetic fiber, the sales of synthetic fiber; the manufacture of new membrane materials, the sales of new membrane materials; the sales of high-quality synthetic rubber; the manufacture of high-performance fiber and composite materials, the sales of high-performance fiber and composite materials; the manufacture of bio-based materials, the sales of bio-based materials; the manufacture of graphite and carbon products, the sales of graphite and carbon products; the sales of graphene materials; the manufacture of electronic special materials, the sales of electronic special materials, the research and development of electronic special materials; the research and experimental development of engineering and technology. The sales of pipeline transportation equipment; the repairment and maintenance of automobiles; the retail of automobile spare parts; the sales of commodity; the sales of agricultural machinery; the sales of medical devices of Class II; the import and export of goods, the import and export of technology, the custom clearance business; the domestic freight agency, the international freight agency, the international marine freight agency, domestic charter agency, international charter agency; the provision of accommodation; the sales of food (pre-packaged food only), the sales of food, the sales of agricultural and sideline products, the retail of tobacco products, the retail of electronic cigarette; the retail of publications, the lease of audio-visual products; the lease of non-residential real property, the lease of residential real property, the lease of machinery; the retail of clothing and accessory, the retail of sport usable and equipment, the wholesale of stationery goods, the retail of stationery goods, the wholesale of hardware goods, the retail of hardware goods, the sales of furniture, the sales of furniture spare parts, the sales of construction materials, the retail of daily household appliances, the sales of household appliances, the sales of electronic products, the wholesale of daily necessities, the sales of daily necessities, the sales of hygiene products and single-use medical products, the sales of labor protection supplies, the sales agency of single-use commercial prepaid card; sales agency; the ticket agency services; the electronic weighing services; the production, design, agency and publication of advertisement; the professional cleaning, washing and disinfection services.


For items required to be approved by laws, operations may be conducted only upon and with the approval of relevant authorities.

 

The Company’s scope of business shall be consistent with and subject to the scope of business approved by the authority responsible for the registration of the Company.

 

The Company may, according to the demand in the domestic and international markets, the Company’s development ability and the requirements of its business, adjust its scope of business in accordance with the laws.

 

Subject to and in compliance with laws and administrative regulations of the People’s Republic of China (“PRC”), the Company has the rights to raise and borrow money, which includes (without limitation) the rights to borrow money, issue debentures, mortgage or pledge all or part of the Company’s interests and to provide guarantees of various forms for the debts of third parties (including, without limitation, subsidiaries or associated companies of the Company) under different circumstances.

  

For items required to be approved by laws, operations may be conducted only upon and with the approval of relevant authorities.

 

The Company’s scope of business shall be consistent with and subject to the scope of business approved by the authority responsible for the registration of the Company.

 

The Company may, according to the demand in the domestic and international markets, the Company’s development ability and the requirements of its business, adjust its scope of business in accordance with the laws.

 

Subject to and in compliance with laws and administrative regulations of the People’s Republic of China (“PRC”), the Company has the rights to raise and borrow money, which includes (without limitation) the rights to borrow money, issue debentures, mortgage or pledge all or part of the Company’s interests and to provide guarantees of various forms for the debts of third parties (including, without limitation, subsidiaries or associated companies of the Company) under different circumstances.

Exhibit 99.3

 

LOGO

中國石油天然氣股份有限公司

PETROCHINA COMPANY LIMITED

(a joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 857)

List of Directors and their Roles and Functions

The members of the board of directors (the “Board”) of PetroChina Company Limited are set out below:

Chairman: Dai Houliang

Vice Chairman and Non-Executive Director: Hou Qijun

Non-Executive Directors

Duan Liangwei

Executive Director

Jiao Fangzheng

Huang Yongzhang

Ren Lixin

Independent Non-Executive Directors

Elsie Leung Oi-sie

Tokuchi Tatsuhito

Simon Henry

Cai Jinyong

Jiang, Simon X.


The Board has established five Board Committees. The table below provides membership information of these Board Committees on which certain Board members serve:

 

Board

Committee

 

Director

   Nomination
Committee
   Audit
Committee
   Investment
and
Development
Committee
   Examination
and
Remuneration
Committee
   Sustainable
Development
Committee

Dai Houliang

   C            

Hou Qijun

         C      

Duan Liangwei

         M    M   

Jiao Fangzheng

               M

Huang Yongzhang

               C

Ren Lixin

               M

Elsie Leung Oi-sie

            C   

Tokuchi Tatsuhito

            M   

Simon Henry

         M      

Cai Jinyong

   M    C         

Jiang, Simon X.

   M    M         

Notes:

C   

Chairman of the relevant Board Committees

M   

Member of the relevant Board Committees

Beijing, the PRC

29 April 2022



Serious News for Serious Traders! Try StreetInsider.com Premium Free!

You May Also Be Interested In





Related Categories

SEC Filings