STATUTORY AND GENERAL INFORMATION

Transcription

1 1. FURTHER INFORMATION A. Incorporation We were established under the PRC law as a joint stock limited liability company on August 28, We established a place of business in Hong Kong at 9th Floor, Three Exchange Square, Central, Hong Kong, and was registered as a non-hong Kong company under Part XI of the Companies Ordinance on November 12, Liu Xiaohong of Flat H, 25th Floor, Hoi Tien Mansion, 18 Taikoo Wan Road, Hong Kong has been appointed as our agent for the acceptance of service of process in Hong Kong. 3rd Sch (21) 3rd Sch (29) LR8.14 LR8.02 CO 342 LR19A.13(2)(a) As we are established in the PRC, we are subject to the relevant laws and regulations of the PRC. A summary of the relevant aspects of PRC laws and principal regulatory provisions is set out in Appendix V to this document. A summary of our Articles of Association is set out in Appendix VI to this document. A1A5 B. Changes in the registered capital of our Company 3rd Sch (11) A1A26(1) The predecessor of our Company was established on July 24, 2007 with a registered capital of RMB400,000,000, which has been fully paid. At the time of the establishment of our Company on August 28, 2012, our initial registered capital was RMB3,100,000,000, divided into 3,100,000,000 Domestic Shares with nominal value of RMB1.00 each, 98% and 2% of which were fully paid up or credited as fully paid up and were held by our promoters, Sinopec Group and SAMC, respectively. C. Resolutions passed at our extraordinary shareholders meetings on September 3, 2012 and December 17, 2012 [ ] 2. REORGANIZATION We underwent the Reorganization, details of which are set out in the section headed History, Reorganization and Corporate Structure in this document. As confirmed by King & Wood Mallesons, our legal advisor as to PRC law, we have obtained all necessary approval from relevant PRC regulatory authorities required for the implementation of the Reorganization. These approvals include: (a) on June 1, 2012, SASAC issued an approval document (Guo Zi Gai Ge [2012] 305) to approve the proposal relating to the Reorganization; (b) ZhongHe Appraisal Co., Ltd. appraised the assets which were to be injected into the Company as of June 30, 2012 and issued an appraisal report (Zhong He Ping Bao Zi (2012) No. BJV2112); VII-1

2 (c) the appraisal report as referred to in paragraph (b) above was filed with SASAC (Filing Form No ); (d) on August 17, 2012, SASAC issued an approval (Guo Zi Chan Quan [2012] 676) approving the Company s management plan of the state-owned shares; (e) on August 20, 2012, SASAC issued an approval (Guo Zi Gai Ge [679]) approving the establishment of the Company; (f) on August 24, 2012, the Company convened an inaugural meeting and shareholders meeting, passing resolutions on the establishment of the Company; (g) on August 28, 2012, a new business license was issued by the State Administration for Industry and Commerce, whereupon we were formally established as a joint stock limited company. 3. FURTHER INFORMATION OF OUR SUBSIDIARIES Our principal subsidiaries as of December 31, 2012 are set out under the financial statements in the Accountants Report as included in Appendix I to this document. Save as disclosed below, there has been no alteration in the share capital of any of our subsidiaries within the two years immediately preceding the date of this document: on April 6, 2012, the registered capital of was changed from RMB219,500,000 to RMB500,000,000 as part of its conversion into a limited liability company; on April 9, 2012, the registered capital of TCC was changed from RMB324,750,000 to RMB350,000,000 as part of its conversion into a limited liability company; on April 10, 2012, the registered capital of SEI was changed from RMB347,691,000 to RMB500,000,000 as part of its conversion into a limited liability company; and on April 11, 2012 the registered capital of SFCC was changed from RMB127,775,000 to RMB350,000,000 as part of its conversion into a limited liability company. VII-2

3 4. FURTHER INFORMATION ABOUT OUR BUSINESS 3rd Sch (17) A. Summary of our material contracts A1A52 We have entered into the following contracts (not being contracts entered into in the ordinary course of our business) within two years immediately preceding the date of this document which are or may be material: (a) the [ ]; (b) the Non-Competition Agreement; (c) the nil-consideration equity transfer agreement dated March 27, 2012 and entered into between Sinopec Group and SE in respect of the transfer of the entire equity interest held by Sinopec Group in SEI to SE; (d) the nil-consideration equity transfer agreement dated March 27, 2012 and entered into between Sinopec Group and SE in respect of the transfer of the entire equity interest held by Sinopec Group in LEPC to SE at nil consideration; (e) the nil-consideration equity transfer agreement dated March 27, 2012 and entered into between Sinopec Group and SE in respect of the transfer of the entire equity interest held by Sinopec Group in SSEC to SE at nil consideration; (f) the nil-consideration equity transfer agreement dated March 27, 2012 and entered into between Sinopec Group and SE in respect of the transfer of the entire equity interest held by Sinopec Group in SNEC to SE at nil consideration; (g) the nil-consideration equity transfer agreement dated March 27, 2012 and entered into between Sinopec Group and SE in respect of the transfer of the entire equity interest held by Sinopec Group in SNEI to SE at nil consideration; (h) the nil-consideration equity transfer agreement dated March 27, 2012 and entered into between Sinopec Group and SE in respect of the transfer of the entire equity interest held by Sinopec Group in FCC to SE at nil consideration; (i) the nil-consideration equity transfer agreement dated March 27, 2012 and entered into between Sinopec Group and SE in respect of the transfer of the entire equity interest held by Sinopec Group in SFCC to SE at nil consideration; (j) the nil-consideration equity transfer agreement dated March 27, 2012 and entered into between Sinopec Group and SE in respect of the transfer of the entire equity interest held by Sinopec Group in TCC to SE at nil consideration; (k) [ ]. VII-3

4 B. Our intellectual property rights A1A28(4) Trademarks As at the Latest Practicable Date, we have registered the following trademarks in the PRC: No. Owner Trademark Registration Number Duration Class 1. SEI April 28, 2008 April 27, SEI April 7, 2004 April 6, SEI February 28, 2004 February 27, SEI July 14, 2004 July 13, FCC April 14, 2004 April 13, November 21, 2007 November 20, September 14, 2009 September 13, Luoyang Gaoxinlongpu Petrochemical Development Co., Ltd March 7, 2007 March 6, Luoyang Gaoxinlongpu Petrochemical Development Co., Ltd March 7, 2007 March 6, VII-4

5 No. Owner Trademark Registration Number Duration Class 10. Luoyang Gaoxinlongpu Petrochemical Development Co., Ltd March March 6, SSEC November 21, 2011 November 20, SSEC November 21, 2011 November 20, SSEC May 14, 2010 May 13, SSEC November 28, 2009 November 27, SNEC August 21, 2010 August 20, SNEC October 21, 2010 October 20, SNEC October 21, 2010 October 20, SNEC December 7, 2011 December 6, VII-5

6 Patents As at the Latest Practicable Date, the following are patents that our subsidiaries have been granted in the PRC and which we consider to be or may be material to our business: No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 1 A separation method of catalytic cracking gasoline ( Sinopec Corp. / SEI Invention April 29, 2003 January 11, An improved light hydrocarbon deep cooling separation method ( Sinopec Corp. / SEI Invention September 11, 2001 October 1, Method of recovering low-carbon olefins from the product gas when producing olefins ( Sinopec Corp. / SEI Invention September 29, 2005 October 21, Ethylene cracking furnace with new arrangement of one-pass tubes ( Sinopec Corp. / SEI / Sinopec Corp. Chemical Engineering Research Institute Invention April 28, 2007 May 4, A type of cracking furnace with its radiant section furnace tube using the U -shaped structure arrangement ( U Sinopec Corp. / SEI / Sinopec Corp. Chemical Engineering Research Institute Invention April 28, 2007 May 4, 2011 VII-6

7 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 6 Method for recovering and cooling of catalytic reaction oil and gas heat energy ( SEI Invention August 10, 2001 February 16, A type of cracking furnace with two-tube radiance passes ( Sinopec Corp. / SEI / Beijing Petrochemical Research Institute / Tian Hua Petrochemical Mechanics and Automation Research Institute Invention April 28, 2007 June 15, A type of two-tube radiance passes used in ethylene cracking furnace ( Sinopec Corp. / SEI / Beijing Petrochemical Research Institute / Tian Hua Petrochemical Mechanics and Automation Research Institute Invention October 29, 2004 October 29, A type of cracking furnace with single-tube reducing passes ( Sinopec Corp. / SEI / Beijing Petrochemical Research Institute / Tian Hua Petrochemical Mechanics and Automation Research Institute Invention October 29, 2004 September 19, A method for stopping alkene gas-phase polymerization reaction ( SEI Invention September 1, 2006 July 18, 2009 VII-7

8 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 11 Improved deflegmation and fractional tower system ( SEI Invention May 14, 1997 September 5, Lapping type two-stage regeneration technology for heavy oil fluid catalystic cracking ( SEI Invention December 23, 1997 May 21, Catalytic conversion process for counter-flow moving bed with multiple reactors ( ) SEI Invention X September 11, 1998 July 25, Method and device for stripping butyl rubber in three autoclaves ( SEI Invention June 19, 2009 April 18, Catalytic distillation selective hydrogenation process for cracking petroleum hydrocarbon vapor for producing C3 fraction composition ( SEI Invention June 16, 1999 July 10, 2002 VII-8

9 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 16 Method for separation of petroleum cracking C5 fraction by liquid phase feeding extraction rectification ( SEI / Beijing Petrochemical Research Institute / Shanghai Petrochemical Company Limited Invention March 20, 1996 August 9, Method for recovering ethylene from dilute ethylene containing gas ( SEI / Sinopec Jinan Refinery Factory / Peking University / Sinopec Jinning Petrochemical Company Refinery Factory Invention October 24, 1995 January 5, A hydrofining process integration method ( SEI Invention November 28, 2007 July 4, A type of fluid bed reactor used for gasoline desulfuration ( Sinopec Corp. / SEI Invention January 19, 2009 August 29, A high-temperature axial-flow type tail gas turbine ( ) SEI Invention X June 4, 2009 May 23, A method for stripping spent catalyst or regenerated catalyst ( SEI Invention August 24, 2009 July 4, 2012 VII-9

10 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 22 A combined hydrocracking method ( Sinopec Corp. / Sinopec Zhenhai Petrochemical Engineering Company Limited / Sinopec Corp. Fushun Petrochemical Research Institute / Invention X January 19, 2006 June 10, Stripping method and equipment for catalytic conversion catalyst-regenerating ( Invention April 29, 2000 February 4, A method for hydrocarbons fluid catalytic conversion ( Invention April 29, 2000 January 8, Resultant oil separating method during hydrocarbon hydrotreatment ( Invention July 10, 1998 October 1, Resultant oil separating method during hydrocarbon hydrogen conversion ( Invention July 16, 1998 April 18, A type of radial gas-solid reactor ( Invention May 10, 1999 February 5, 2003 VII-10

11 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 28 Method and equipment for hydrocarbonconversion catalyst regeneration ( Invention January 10, 2000 February 5, A process for hydrocarbons fluid catalytic conversion ( Invention April 29, 2000 February 5, Quenching tower and quenching method for reaction product of hydrocarbon fluid catalytic conversion ( Invention April 29, 2000 February 5, Continuous reforming device with four reaction areas ( Invention June 7, 2001 June 9, A type of moving-bed radial gas-solid reactor ( Invention July 14, 2001 March 3, Method for separating hydrocarbon hydrocracking products ( Invention March 2, 2002 February 11, 2004 VII-11

12 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 34 A process for hydrocarbons catalytic conversion ( Invention February 21, 2003 August 17, Process and device for petroleum atmospheric vacuum distillation ( Invention May 8, 2003 March 23, A type of method and device for preparing low carbon olefin hydrocarbon with oxygen-containing compounds ( Invention June 8, 2007 October 26, Method and device for cool coking effluent treatment ( East China Polytechnic University / Sinopec Zhenhai Petrochemical Company Limited / Invention X November 15, 2004 January 23, A new process for recovery and utilization of saturated hydrocarbons ( Invention April 27, 1999 January 16, A regeneration process for hydrocarbon conversion catalyst ( Invention May 19, 1999 August 28, 2002 VII-12

13 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 40 A type of method and device for upgrading low-quality gasoline ( Invention September 16, 2002 November 24, A type of catalyst for hydrogen generation using hydrocarbons and its preparation method ( Invention November 2, 2004 February 7, A type of catalytic cracking method and device ( ) Invention July 1, 2005 September 19, A type of catalyst for upgrading low-quality gasoline and its preparation method and application ( Invention July 17, 2006 June 25, Direct conversion method for producing olefins from multi-feeds of hydrocarbons ( Invention October 20, 1997 September 20, Moving-bed continuous regeneration equipment for hydrocarbon conversion catalyst ( Invention July 24, 1998 March 7, 2001 VII-13

14 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 46 An aromatic extraction process ( Invention March 16, 1999 February 4, A regeneration method for hydrocarbon conversion catalyst ( Invention May 19, 1999 August 28, Spent catalyst distributor for fluid catalytic cracker ( ) Invention September 2, 2003 June 29, A type of riser catalytic cracking method and device ( Invention September 6, 2006 May 14, A hydrogenation method for making clean fuels ( Invention December 4, 2006 November 26, An integrated process for malodorous gas treatment ( Invention April 4, 2008 September 7, A type of catalyst for production of ethylene and propylene from low-value olefins and its application ( ) Invention July 13, 2002 February 16, 2005 VII-14

15 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 53 A type of catalytic conversion method and device for upgrading low-quality gasoline ( Invention September 16, 2002 November 17, A type of method and device for reducing gasoline olefins ( Invention September 16, 2002 October 20, A conversion method for light olefins ( Invention June 19, 2003 February 16, A type of catalytic cracking method and equipment ( Invention July 3, 2003 November 17, An integrated process for heavy oil processing ( Invention December 9, 2003 June 28, A type of method and device for riser reactor catalytic cracking ( Invention July 28, 2004 November 9, An integrated process for amine production ( Invention August 16, 2004 April 5, 2006 VII-15

16 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 60 A type of method and device for down-flow riser catalytic cracking ( Invention September 3, 2004 April 11, A hydro-upgrading process for low-quality gasoline ( ) Invention October 18, 2004 November 8, A catalytic conversion method for producing ethylene and propylene ( Invention October 18, 2004 August 23, A hydrogen generation method using hydrocarbons ( Invention November 2, 2004 September 13, A type of aromatization catalyst and its preparation method and application ( ) Invention X December 1, 2004 February 7, A type of riser reactor for fluid catalytic cracking of hydrocarbons ( ) Invention December 16, 2004 April 11, A low-quality diesel pre-treating method ( Invention February 17, 2005 November 8, 2006 VII-16

17 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 67 A low-quality gasoline upgrading method ( Invention February 17, 2005 November 8, A method for producing dimethyl carbonate ( Invention July 12, 2005 May 27, A method for reducing sulfur content of fuel oil ( Invention August 1, 2005 May 16, A type of dual-riser catalytic cracking method and device for upgrading low-quality gasoline ( Invention August 8, 2005 February 7, A p-xylene producing method ( Invention X August 31, 2005 September 19, A tube type heating furnace ( Invention January 5, 2006 December 17, An process for processing heavy oil ( Invention April 17, 2006 February 6, Separating method for converting methanol to prepare low carbon olefin gas ( Invention May 15, 2006 July 2, 2008 VII-17

18 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 75 A method for preparing ethylene and propylene and catalyst used in such method ( Invention July 3, 2006 July 30, A type of catalytic cracking desulfurization method and device for low-quality gasoline ( Invention July 17, 2006 October 8, A hydrocarbon hydrocracking method ( Invention September 6, 2006 February 27, A method for producing clean fuels ( Invention December 4, 2006 June 24, A process for treating acidic dirt water containing hydrogen sulfide and ammonia ( Invention X February 5, 2007 October 14, A type of method and device for upgrading gasoline ( Invention July 13, 2007 December 15, A method for converting by-product of MTO reaction to alkane ( MTO Invention July 13, 2007 May 19, 2010 VII-18

19 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 82 A type of inhibitor restraining H 2 S/CO 2 corrosion and its preparation method ( H 2 S/CO 2 / Luoyang Gaoxin Longpu Petrochemical Development Company Invention July 29, 2009 February 1, Catalyzing cracking regeneration catalyst on-line conversion device and system ( ) Invention August 23, 1996 April 18, A new integrated process for delayed coking and solvent extraction ( Invention March 11, 1997 October 3, Reaction method and device for dimethyl benzene isomerization and methylbenzene disproportionation ( East China Polytechnic University / Invention October 8, 2001 September 21, A hydrocarbon oil hydrogenation process ( Invention X September 5, 2008 July 4, A liquid-solid two-phase hydrogenation method ( Invention September 12, 2008 August 22, A delayed coking process ( Invention June 25, 2009 June 27, 2012 VII-19

20 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 89 A type of fluid catalytic cracking method and device ( Invention June 25, 2009 September 26, An integrated process for boiling bed hydrogenation and fixed bed hydrogenation ( Invention June 25, 2009 June 27, Method for separating catalytic splitting gas with high content of propylene and propane ( SSEC Invention December 23, 2004 August 9, Propylene multistage polymerization process and polymerization reactor ( SSEC Invention September 3, 2003 June 10, Separation method for diene hydrocarbon in five fractions of petroleum cracked carbon ( SSEC Invention July 19, 2007 March 10, 2010 VII-20

21 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 94 Heat-exchange method for ketone-benzol dewaxing device solvent recovery system ( SSEC Invention December 6, 2007 March 10, Method for separating isoprene by combined rectification ( SSEC Invention July 19, 2007 October 6, Postheating dimerization method for separating C5 diene ( SSEC Invention July 19, 2007 March 23, Method for preparing ethanol from wood fiber raw material ( SSEC Invention January 29, 2008 January 11, Equipment and process for treating waste liquid from production of acrylonitrile ( SNEC Invention July 16, 2006 July 1, A stripping method for process condensate in CO conversion ( CO SNEC / Ningbo Institute Invention May 22, 2009 April 27, 2011 VII-21

22 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 100 Separation method for dimethyl ether prepared with synthetic gas through one-step process ( SNEC Invention May 21, 2003 November 9, Low temperature methanol cleaning process ( SNEC Invention April 3, 2002 September 14, A waste heat recovery method for CO conversion ( CO Sinopec Corp. / SNEC Invention April 27, 2007 July 21, Process for recovery of acidic gases by methanol absorption ( SNEC / PetroChina Company Limited Invention April 12, 2002 May 25, A sulfur resisting conversion process under low water/ gas for gasifying powdered coal ( / Qingdao Lianxin Chemical Company Limited / Liuzhou Chemical Industry Company Limited / SNEC Invention March 30, 2007 April 13, Method for producing wet method phosphoric acid by mediumand low-grade phosphorus mine ( SNEI Invention December 23, 2005 May 23, 2007 VII-22

23 No. Patent Name Patentees Class of patents Patent No. Application Date Grant Date 106 Process for two-effect evaporation of phosphoric acid with wet method ( SNEI Invention November 27, 2008 April 13, Method for producing high-purity concentrated hydrochloric acid by adopting hydrogen chloride gas containing chlorosilane ( SNEI Invention August 3, 2009 January 26, 2011 Under PRC law, a granted invention has a validity period of 20 years from the date of its application and a granted utility model has a validity period of 10 years from the date of its application. In respect of the jointly-owned patents with Sinopec Corp. described above, we entered into an agreement with Sinopec Corp. in December 2012, pursuant to which we are entitled to a complete and non-restricted usage thereof. In addition, in respect of jointly-owned patents with Sinopec Group and its associates described above, we have been advised by our PRC legal advisor, King and Wood Mallesons, that we have the rights to use such jointly-owned patents independently and license others to use them by means of ordinary license in the course of our business and operations. The joint patent owners who are not subsidiaries of Sinopec Group are Independent Third Parties. As of the Latest Practicable Date, we have made the following patent applications in the PRC: No. Application Name Applicant(s) Class of patents Application No. 1 A fluidized bed reactor for gasoline desulfurization ( Sinopec Corp. / SEI Invention A startup method for olefins conversion units ( Sinopec Corp. / SEI Invention VII-23

24 No. Application Name Applicant(s) Class of patents Application No. 3 A cracking furnace with double-row arranged radiant furnace tubes ( Sinopec Corp. / SEI Invention A cracking furnace with double-row arranged radiant furnace tubes ( Sinopec Corp. / SEI Invention An ethylene cracking furnace ( Sinopec Corp. / SEI Invention An ethylene cracking furnace ( Sinopec Corp. / SEI Invention An ethylene cracking furnace with hydrocarbon steam cracking system ( Sinopec Corp. / SEI Invention High efficient purified desulfurizer for high acid oil and gas ( Sinopec Corp. / SEI Invention A method for storing bulk sulphur ( Sinopec Corp. / SEI Invention An automated loading method at designated points in fixed quantity for bulk sulphur ( Sinopec Corp. / SEI Invention A film-increasing bundle for evaporative air coolers ( ) Sinopec Corp. / SEI Invention A multi-liquid phase parallel distributed heat exchanger ( Sinopec Corp. / SSEC Invention A heat exchanger for evaporating immiscible liquid ( Sinopec Corp. / SSEC Invention A porous feeding heat exchanger for immiscible liquid ( Sinopec Corp. / SSEC Invention X 15 A continuous production method for separating acetic acid and water through azeotropic distillation ( Sinopec Corp. / SSEC Invention VII-24

25 No. Application Name Applicant(s) Class of patents Application No. 16 A method for recovering purified terephthalic acid ( Sinopec Corp. / SSEC Invention A method for synthetic preparing butyraldehyde from propylene and syngas carbonyl ( Sinopec Corp. / SSEC Invention A method for preparing butyraldehyde from propylene and synthesis gas ( Sinopec Corp. / SSEC Invention A method for preparing butyraldehyde from propylene and synthesis gas ( Sinopec Corp. / SSEC Invention A method for crushing raw material of expanded plant fibre ( Sinopec Corp. / SSEC Invention A method for separating propane in cumene devices ( Sinopec Corp. / SSEC Invention A method for separating propane in cumene devices ( Sinopec Corp. / SSEC Invention A method for recovering solvent in oligomers ( Sinopec Corp. / SSEC Invention A method for recovering solvent in oligomers ( Sinopec Corp. / SSEC Invention Pollution preventive emission system for cleaning and sterilizing sewage and its application in aseptic manufacturing process ( Sinopec Corp. / SSEC Invention An impermeable sealing method for vertical shaft in underground water-sealed oil storage cave ( Sinopec Corp. / SSEC Invention X VII-25

26 No. Application Name Applicant(s) Class of patents Application No. 27 An impermeable backfilling sealing method for vertical shaft in underground water-sealed oil storage cave ( Sinopec Corp. / SSEC Invention Anti-floating method in pond for joint level strut of cone anchor pier ( Sinopec Corp. / SSEC Invention Combined oil collecting device of surrounding floating weir in sewage conditioning tank ( Sinopec Corp. / SSEC Invention A method for producing a hydrogen peroxide diisopropylbenzene ( Sinopec Corp. / SSEC Invention A method for producing a hydrogen peroxide diisopropylbenzene ( Sinopec Corp. / SSEC Invention A method for preparing bis - (peroxide hydrogen isopropyl) benzene ( - Sinopec Corp. / SSEC Invention A method for preparing bis - (peroxide hydrogen isopropyl) benzene ( - Sinopec Corp. / SSEC Invention A method for producing 2 - (2 - hydroxy-isopropyl) benzene ( - 2- Sinopec Corp. / SSEC Invention A method for producing 2 - (2 - hydroxy-isopropyl) benzene ( - 2- Sinopec Corp. / SSEC Invention One step method for producing bis - (peroxide hydrogen isopropyl) benzene ( - ) Sinopec Corp. / SSEC Invention VII-26

27 No. Application Name Applicant(s) Class of patents Application No. 37 A group welding process at the top of the tank for single-inclusive double-walled cryogenic tanks ( Sinopec Corp. / SNEC / Ningbo Institute Invention A pretreatment system for magnetic mechanical oxygen analyzer samples ( Sinopec Corp. / SNEC / Ningbo Institute Invention A method for lowering the height of slip tail at the tail of equipment ( Sinopec Corp. / SNEC / Ningbo Institute Invention A method for recovering purge gas in the Fischer-Tropsch synthesis process ( Sinopec Corp. / SNEC / Ningbo Institute Invention A panel structure for fixed hydraulic balanced ultra-large tank ( Sinopec Corp. / SNEC / Ningbo Institute Invention A method for treating acidic water ( Sinopec Corp. / SNEC / Ningbo Institute Invention A method for manufacturing head module of quenching heat exchangers ( Sinopec Corp. / SNEC / Ningbo Institute Invention A method for treating acrylic sewage () Sinopec Corp. / SNEC / Ningbo Institute Invention A process for recovering CO 2 from flue gas ( CO 2 Sinopec Corp. / SNEC / Ningbo Institute Invention A separation device and separation method for CO 2 of transformation gas ( Sinopec Corp. / SNEC / Ningbo Institute Invention A type of sootblower ( Sinopec Corp. / Invention A type of gas-solid contact device for fluidized bed ( Sinopec Corp. / Invention VII-27

28 No. Application Name Applicant(s) Class of patents Application No. 49 A method for recovering naphthenate from hydrocarbon oil and its device ( Sinopec Corp. / Invention A method for injecting catalyst and its device ( Sinopec Corp. / Invention A type of flame-heating furnace tube rack ( Sinopec Corp. / Invention A method for utilizing mixed C_4 ( Sinopec Corp. / Invention A method for catalytic conversion of C_4 ( Sinopec Corp. / Invention A method and process for preparing light olefins catalyst ( Sinopec Corp. / Invention A salt deposition inhibitors and its preparation process ( Sinopec Corp. / Invention A method for preventing fractionator from salt depositing ( Sinopec Corp. / Invention A device for waste oil dehydration () Sinopec Corp. / Invention X 58 A method for recovering residual heat from flue gas ( Sinopec Corp. / Invention A device for hydrocarbon oil electric dehydration ( Sinopec Corp. / Invention A device for waste oil electric dehydration ( Sinopec Corp. / Invention X 61 A method for preparing alloy coating on steel surface ( Sinopec Corp. / Invention VII-28

29 No. Application Name Applicant(s) Class of patents Application No. 62 A method for producing aromatics from coker gasoline ( Sinopec Corp. / Invention A method for alkylation ( Sinopec Corp. / Invention A process for degassing liquid sulfur () Sinopec Corp. / Invention A dust collector ( Sinopec Corp. / Invention An alkylation catalyst ( Sinopec Corp. / Invention A passivation treatment solution on zinc coating surface ( Sinopec Corp. / Invention A method for removing NO from flue gas ( NO Sinopec Corp. / Invention X 69 A catalyst for removing NO from flue gas and its preparation process ( NO Sinopec Corp. / Invention A type of nonionic aqueous polyurethane dispersion and its preparation process ( Sinopec Corp. / Invention A type of sewage treatment process for anoxic - aerobic biological fluidized bed ( - Sinopec Corp. / Invention A type of electrostatic coalescence crude oil dehydrator ( Sinopec Corp. / Invention A method for demetallization of crude oil ( Sinopec Corp. / Invention An anaerobic fluidized bed reactor ( Sinopec Corp. / Invention VII-29

30 No. Application Name Applicant(s) Class of patents Application No. 75 A material handling method for ethylbenzene preparation process from raw material containing ethylene ( ) Sinopec Corp. / Invention A separation process for light olefin gases ( Sinopec Corp. / Invention X 77 A type of aluminum hot rolling oil ( Sinopec Corp. / Invention A type of oil-soluble corrosion inhibitor and its preparation process ( Sinopec Corp. / Invention A type of oil-soluble corrosion inhibitor and its preparation process and application ( Sinopec Corp. / Invention A type of enhanced heat transfer tube with twisted-leaves ( Sinopec Corp. / Invention A type of air preheater and its application ( Sinopec Corp. / Invention A type of gas soot blower ( Sinopec Corp. / Invention Ø 83 A type of soot bellowing method for furnace ( Sinopec Corp. / Invention A device for waste oil dehydration () Sinopec Corp. / Invention A type of flame heating furnace ( Sinopec Corp. / Invention A type of sealing device for graphite-tube heat exchange tubes and sheets and heat exchange tubes ( Sinopec Corp. / Invention VII-30

31 No. Application Name Applicant(s) Class of patents Application No. 87 A dry distillation method for coal and its device ( Sinopec Corp. / Invention A method for lowering energy consumption of oxygenates olefins units ( Sinopec Corp. / Invention A method for lowering energy consumption of oxygenates olefins units ( Sinopec Corp. / Invention A method for producing liquid ammonia () Sinopec Corp. / Invention A type of composition of cold rolling sheet rolling oil ( ) Sinopec Corp. / Invention A type of liquid colleting, mixing and dispensing device ( / ) Sinopec Corp. / Invention A process for producing alkyl aromatics ( Sinopec Corp. / Invention A method for treatment of refinery wastewater organics ( ) Sinopec Corp. / Invention X 95 A catalytic cracking process for reducing carbon dioxide emissions ( Sinopec Corp. / Invention A fine desulfurization method for carbon fraction ( Sinopec Corp. / Invention A process for removing oxynitride in flue gas with ozone oxidization method ( Sinopec Corp. / Invention A type of dust collector ( Sinopec Corp. / Invention VII-31

32 No. Application Name Applicant(s) Class of patents Application No. 99 A process for coker gasoline upgrading ( Sinopec Corp. / Invention A type of scalable gas-type soot blower ( Sinopec Corp. / Invention A composite metal removal agent and preparation method thereof ( Sinopec Corp. / Invention A method for reducing oxynitride emissions with char ( Sinopec Corp. / Invention A type of water-soluble grinding fluid () Sinopec Corp. / Invention A type of dry distillation method and device for fluidized bed of oil shale ( Sinopec Corp. / / China Coal Group Company Limited Invention X 105 Dry distillation method and device for fluidized bed of oil shale ( Sinopec Corp. / / China Coal Group Company Limited Invention Dry distillation method and device for fluidized bed of oil shale ( Sinopec Corp. / / China Coal Group Company Limited Invention Dry distillation method and device for fluidized bed of oil shale ( Sinopec Corp. / / China Coal Group Company Limited Invention Dry distillation method and device for fluidized bed of oil shale ( Sinopec Corp. / / China Coal Group Company Limited Invention A type of dry distillation method and device for fluidized bed of oil shale ( Sinopec Corp. / / China Coal Group Company Limited Invention A method for removing sulfolane in hydrocarbon oil ( Sinopec Corp. / / Guangzhou Zhongyuan Invention A specimen holder for corrosion test ( Sinopec Corp. / / Guangzhou Zhongyuan Invention VII-32

33 No. Application Name Applicant(s) Class of patents Application No. 112 A method for replacing low temperature economizer of waste heat boiler ( Sinopec Corp. / Sinopec Group / Ningbo Institute Invention A type of gas-type soot blower ( Sinopec Corp. / Guangzhou Zhongyuan / Invention A type of cracking furnace with double-row arranged radiant section furnace tubes ( Sinopec Corp. / SEI Invention A type of series reactor process for olefin polymerization (research) ( Sinopec Corp. / SEI Invention Device and process for olefin polymerization reaction ( Sinopec Corp. / SEI Invention Process and device for rapidly leading oil and gas to prevent coking of heavy oil catalytic settler ( ) Sinopec Corp. / SEI Invention Process for separating acetic acid and water ( Sinopec Corp. / SSEC Invention Process for acetic acid dehydration ( Sinopec Corp. / SSEC Invention Distillation method of acetic acid dehydrator ( Sinopec Corp. / SSEC Invention Process for separating acetic acid and water ( Sinopec Corp. / SSEC Invention Process for separating acetic acid and water ( Sinopec Corp. / SSEC Invention Process for separating acetic acid and water with acetic acid dehydrator ( Sinopec Corp. / SSEC Invention VII-33

34 No. Application Name Applicant(s) Class of patents Application No. 124 Process for distillation separation of acetic acid and water with acetic acid dehydrator ( ) Sinopec Corp. / SSEC Invention Process for producing acetic acid with water gas ( Sinopec Corp. / SSEC Invention Centrifugal sedimentation method for treatment of catalyst liquid waste in the acrylonitrile industry ( Sinopec Corp. / SNEC / Ningbo Institute Invention A type of tube array support device in methanol reactor ( Sinopec Corp. / SNEC / Ningbo Institute Invention Process for delivering lignite ( Sinopec Corp. / SNEC / Ningbo Institute Invention Catalytic cracking process and device for reducing gasoline olefin ( Sinopec Corp. / Invention X 130 A type of delayed coking process () Sinopec Corp. / Invention X 131 A process for flue gas desulfurization and denitrification ( Sinopec Corp. / Invention A process for treatment of salt fouling in fractionator ( Sinopec Corp. / Invention Process and device for oil blending online ( Sinopec Corp. / Invention Device for electric desalting and dehydration ( Sinopec Corp. / Invention Hydrogenation anti-scaling and corrosion inhibitor and application thereof ( Sinopec Corp. / Invention VII-34

35 No. Application Name Applicant(s) Class of patents Application No. 136 A type of hydrogenation combined process () Sinopec Corp. / Invention A type of filament oil agent for poly phthalimido phenylenediamine fiber ( Sinopec Corp. / Invention A type of automatic catalyst feeder and method for automatic catalyst feeding ( Sinopec Corp. / Invention A type of fixed bed residuum hydrogenation process ( Sinopec Corp. / Invention A method for slowing down coking of oil-gas pipeline on top of coke drum ( Sinopec Corp. / Invention A type of delayed coking process () Sinopec Corp. / Invention A type of process and device for catalytic cracking ( Sinopec Corp. / Invention A type of catalytic cracking process () Sinopec Corp. / Invention A type of process and device for catalytic cracking ( Sinopec Corp. / Invention A type of process and device for catalytic cracking ( Sinopec Corp. / Invention A type of delayed coking process () Sinopec Corp. / Invention x 147 A type of coking process ( Sinopec Corp. / Invention x 148 Ultrasonic demulsification dehydration unit ( Sinopec Corp. / Invention VII-35

36 No. Application Name Applicant(s) Class of patents Application No. 149 A type of delayed coking process ( Sinopec Corp. / Invention Regenerable wet flue gas desulfurization process ( Sinopec Corp. / Invention A type of regenerable wet flue gas desulfurization process ( ) Sinopec Corp. / Invention Process for electric desalting and dehydration ( Sinopec Corp. / Invention A type of electric desalting and dehydrator and electric desalting and dehydration process ( Sinopec Corp. / Invention A type of device and process for electric desalting and dehydration of crude oil ( Sinopec Corp. / Invention A type of delayed coking process () Sinopec Corp. / Invention A type of hydrogenation process for deep desulfurization of gasoline ( Sinopec Corp. / Invention X 157 Process for removing metals in crude oil ( Sinopec Corp. / Invention A type of catalytic cracking process () Sinopec Corp. / Invention X In respect of the patent applications jointly submitted by our Group and Sinopec Corp. as described above, we entered into an agreement with Sinopec Corp. in December 2012, pursuant to which we are entitled to a complete and non-restricted usage of the relevant patent once the relevant application has been approved. Domain Names As at the Latest Practicable Date, we have registered the following domain names: Domain Name Registrant Our Company VII-36

37 5. FURTHER INFORMATION ABOUT OUR DIRECTORS AND SUPERVISORS A. Particulars of Directors and Supervisors Contracts A1A46(1) Each of the executive Director and non-executive Directors, entered into a service contract with our Company on April 22, The principal particulars of these service agreements are (a) for a term of three years commencing from the date on which the relevant Shareholders approvals for the appointment were obtained and (b) are subject to termination in accordance with their respective terms. The service agreements may be renewed in accordance with our Articles of Association and the applicable rules and regulations. Each of the Supervisors entered into a contract in respect of, among others, compliance with relevant laws and regulations, observation of the Articles of Association and provision on arbitration with our Company on April 22, Save as disclosed above, none of the Directors or Supervisors has or is proposed to have a service contract with any member of our Group (other than contracts expiring or determinable by the employer within one year without the payment of compensation (other than statutory compensation)). B. Remuneration of Directors and Supervisors A1A46(2) The aggregate amounts of compensation (including fees, salaries, contributions to pension schemes, housing allowances and other allowances, benefits in kind and discretionary bonuses) which were paid to the Directors and Supervisors during the three years ended December 31, 2010, 2011 and 2012 were approximately RMB1,645,000, RMB2,038,000 and RMB2,769,000, respectively. A1A33(2)(a) Save as disclosed above, no other payments have been paid or are payable by us to the Directors and Supervisors in respect of the three years ended December 31, There is no arrangement under which any Director has waived or agreed to waive future emoluments, nor has there been any waiver of emoluments by any Director during the current financial year. Under the existing arrangements currently in force, the aggregate remuneration payable and benefits in kind granted to the Directors and the Supervisors for the year ending December 31, 2013 are estimated to be approximately RMB776,849 and RMB2,274,799, respectively. A1A46(3) Each of the Directors is entitled to reimbursement for all reasonable expenses properly incurred in the performance of his or her duties. VII-37

38 6. DISCLOSURE OF INTERESTS A. Disclosure of Interests To the best of the knowledge of our Directors, the following person(s) will have an interest or short position in the Shares or underlying shares which are required to be disclosed under certain rules and regulations, or, directly or indirectly, be interested in 10% or more of the nominal value of any class of share capital carrying the rights to vote in all circumstances at the general meetings of the Company: Approximate Shareholder Number of shares held Nature of interest Approximate percentage of shareholding in the relevant class of Shares (1) percentage of shareholding in the total share capital of the Company (2) Sinopec Group (3)... 2,967,200,000 Domestic Shares Beneficial owner/interest of controlled corporation 100% 67.01% Notes: (1) The calculation is based on the percentage of shareholding in Domestic Shares of the Company. (2) The calculation is based on the total number of 4,428,000,000 Shares in issue. (3) Sinopec Group will directly or indirectly hold 2,967,200,000 Domestic Shares, representing 100% of the domestic share capital and approximately 67.01% of the total share capital of the Company, respectively. SAMC is a wholly-owned subsidiary of Sinopec Group and will hold 59,344,000 Domestic Shares, representing 2% of the domestic share capital and approximately 1.34% of the total share capital of the Company, respectively. Pursuant to certain rules and regulations, Sinopec Group is also deemed to be interested in the Domestic Shares held by SAMC. VII-38

39 B. Disclaimers Save as disclosed in this document: (a) none of the Directors or Supervisors is interested in the promotion of our Company, or has any direct or indirect interest in any assets which have been, within the two years immediately preceding the date of this document, acquired or disposed of by or leased to, our Company, or are proposed to be acquired or disposed of by or leased to our Company; A1A47(1)(a) A1A47(1)(b) (b) none of the Directors or Supervisors is materially interested in any contract or arrangement subsisting at the date of this document which is significant in relation to our business taken as a whole; A1A47(2) (c) save in connection with the [ ] and the [ ], none of the parties in the aforesaid paragraph: (i) is interested legally or beneficially in any of our Shares or any shares in any of our subsidiary; or (ii) has any right (whether legally enforceable or not) to subscribe for or to nominate persons to subscribe for our securities; (d) none of the Directors or Supervisors is a director or employee of a company which is expected to have an interest in the Shares falling to be disclosed under certain rules and regulations; (e) as at the Latest Practicable Date, none of the Directors, Supervisors, their respective associates, or any of the Shareholders (who to the knowledge of the Directors owns more than 5% of our issued share capital), had any interest in any of our top five suppliers and top five clients in respect of each of our business segments; (f) none of the Directors, Supervisors and chief executives of our Company has for the purpose of certain rules and regulations, nor is any of them taken to or deemed to have under certain rules and regulations, any interests and short positions in the shares, underlying shares and debentures of the Company or any associated corporations or any interests which will have to be entered in the register to be kept by the Company pursuant to certain rules and regulations or which will be required to be notified pursuant to certain rules and regulations; A1A45(1)(a) A1A45(1)(b) A1A45(1)(c) A1A45(1A)(a) A1A45(1A)(b) A1A45(2) (g) no amount, securities or benefit has been paid, allotted or given within the two years preceding the date of this document to the promoter nor is any such amount, securities or benefit intended to be paid, allotted or give. None of the Directors is interested in any business which competes or is likely to compete, either directly or indirectly, with our business; and 3rd Sch (16) VII-39