Edgar Filing: SINOPEC SHANGHAI PETROCHEMICAL CO LTD

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Form 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

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

THE SECURITIES EXCHANGE ACT OF 1934

For the month of October 2012

Commission File Number: 1-12158

Sinopec Shanghai Petrochemical Company Limited

(Translation of registrant’s name into English)

Jinshanwei, Shanghai

The People’s Republic of China

(Address of principal executive offices)

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

Form 20-F x Form 40-F ¨

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

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

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

Yes ¨ No x

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

SINOPEC SHANGHAI PETROCHEMICAL COMPANY LIMITED

Form 6-K

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	Page

Signature Page		3

2012 Third Quarterly Report		4

SIGNATURES

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

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

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

(Stock Code: 00338)

2012 Third Quarterly Report

This announcement is published simultaneously in Shanghai and Hong Kong. This announcement is published pursuant to the Rules Governing Listing of Stocks on Shanghai Stock Exchange in the People’s Republic of China and pursuant to the disclosure obligations under Rules 13.09(1) and 13.09(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

§1	IMPORTANT MESSAGE

1.1

The Board of Directors (the “Board”) and the Supervisory Committee of Sinopec Shanghai Petrochemical Company Limited (the “Company” or “SPC”) as well as its Directors, Supervisors and Senior Management warrant that there are no false representations or misleading statements contained in, or material omissions from, the 2012 third quarterly report, and severally and jointly accept full responsibility for the truthfulness, accuracy and completeness of the information contained in this report.

1.2	All of the Company’s Directors attended the ninth meeting of the seventh session of the Board which considered the third quarterly report of the Company, and the third quarterly report of the Company was considered and approved at the meeting.

1.3	The financial report of the Company’s third quarterly report was prepared under the China Accounting Standards for Business Enterprises and was unaudited.

1.4

Mr. Rong Guangdao, Chairman and the responsible person of the Company, Mr. Ye Guohua, Chief Financial Officer overseeing the accounting operations, and Mr. Hua Xin, Deputy Chief Financial Officer, person-in-charge of Accounting Department (Accounting Chief) and Finance Manager, hereby warrant the truthfulness and completeness of the financial report contained in the 2012 third quarterly report.

§2	BASIC INFORMATION OF THE COMPANY

2.1

Major Accounting Data and Financial Indicators


					Currency: RMB
	As at the end of the reporting period		As at the end of the previous year		Increase/decrease at the end of the reporting period as compared to the end of the previous year (%)
Total assets (RMB’000)		32,354,640		31,110,085		4.00
Total equity attributable to equity shareholders of the Company (RMB’000)		16,179,662		18,112,483		-10.67
Net asset value per share attributable to equity shareholders of the Company (RMB/share)		2.247		2.516		-10.67


	From the beginning of the year to the end of the reporting period (January 2012 to September 2012)		Increase/decrease as compared to the corresponding period of the previous year (%)
Net cash inflow from operating activities (RMB’000)		1,019,580		32.96
Net cash inflow per share from operating activities (RMB/share)		0.142		32.96


	The reporting period (July 2012 to September 2012)		From the beginning of the year to the end of the reporting period (January 2012 to September 2012)		Increase/decrease during the reporting period as compared to the corresponding period of the previous year (%)
Net loss attributable to equity shareholders of the Company (RMB’000)		-414,888		-1,609,377		-253.64
Basic loss per share (RMB/share)		-0.058		-0.224		-253.64
Basic loss per share excluding non-recurring items (RMB/share)		-0.057		-0.238		-254.15
Diluted loss per share (RMB/share)		-0.058		-0.224		-253.64
Return on net assets (weighted average) (%)		-2.532		-9.386		Decreased by 3.972 percentage points
Return on net assets excluding non-recurring items (weighted average) (%)		-2.522		-9.981		Decreased by 3.952 percentage points

Non-recurring Items:


	Unit: RMB’000
Item	From the beginning of the year to the end of the reporting period (January 2012 to September 2012)
Net loss from disposal of non-current assets		-7,953
Employee reduction expenses		-7,193
Government grants recorded through profit and loss (excluding those having close relationship with the Company’s operation and enjoyed in fixed amount on quantity according to uniform national standard)		142,042
Income from external entrusted loans		1,581
Other non-operating income and expenses other than those mentioned above		6,070
Income tax effect		-31,875
Effect on minority interests after taxation		-665
Total		102,007

2.2

Total Number of Shareholders as at the End of the Reporting Period and Shareholding of the Top Ten Shareholders of Shares in Circulation


	Unit: Share
Total number of shareholders as at the end of the reporting period		107,258

Shareholding of the top ten shareholders of shares in circulation


Name of shareholders (in full)	Number of shares in circulation held as at the end of the reporting period		Type of shares
HKSCC (Nominees) Ltd.		2,293,910,101		Overseas listed foreign shares
China Construction Bank — CIFM China Advantage Security Investment Fund ( )		67,800,000		RMB-denominated ordinary shares
Industrial and Commercial Bank of China—SWS MU New Economy Balanced Equity Fund ( )		20,818,257		RMB-denominated ordinary shares
China Life Insurance Company Limited – Tradition – Ordinary Insurance Product – 005L-CT001 Shanghai ( )		11,546,194		RMB-denominated ordinary shares
IP KOW		5,432,000		Overseas listed foreign shares
Agricultural Bank of China Limited – New China Selected Growth Stock Fund ( )		4,518,720		RMB-denominated ordinary shares
YIP CHOK CHIU		3,150,000		Overseas listed foreign shares
China Merchants Bank Co., Limited – Fortis Haitong Surging Return Mixed Type Fund ( )		3,029,933		RMB-denominated ordinary shares
Weng Xuejun ( )		3,000,000		RMB-denominated ordinary shares
Changjiangwan Investments Group Limited ( )		2,900,085		RMB-denominated ordinary shares

§3	MAJOR EVENTS

3.1

Description of Substantial Changes in Financial Report Items and Financial Indicators of the Company


Unit: RMB’000
Item	As at 30 September 2012		As at 31 December 2011		Increase/ decrease amount		Change (%)		Reason for change
Bills receivable		2,000,641		3,131,579		-1,130,938		-36%	Operating income settled by bills decreased and discount of bills receivable increased.
Construction in progress		5,804,710		3,882,992		1,921,718		49%	Balance of the Refinery Revamping and Expansion Project increased at the end of the reporting period.
Short-term loans		7,560,231		5,512,074		2,048,157		37%	The Company borrowed short-term loans for net cash outflow during the nine-month period.


	Unit: RMB’000
Item	For the nine-month period ended 30 September				Increase/ decrease amount		Change (%)		Reason for change
Item	2012		2011		Increase/ decrease amount		Change (%)		Reason for change
Financial expenses (“–” for financial income)		294,495		-84,606		379,101		-448%	The appreciation of the U.S. dollar resulted in an increase in exchange loss, and the increase in borrowings resulted in an increase in interest expenses.
Operating profit (“–” for loss)		-2,237,466		2,191,514		-4,428,980		-202%	Gross profit decreased during the nine-month period.
Profit before income tax (“–” for loss)		-2,103,753		2,193,529		-4,297,282		-196%
Income tax expense		-517,030		522,199		-1,039,229		-199%
Net profit for the period (“–” for net loss)		-1,586,723		1,671,330		-3,258,053		-195%
Net profit attributable to equity shareholders of the Company (“–” for net loss)		-1,609,377		1,651,579		-3,260,956		-197%

3.2

Warning and Explanation of the Forecast of a Possible Loss for the Period from the Beginning of the Year to the End of the Next Reporting Period, or a Significant Change in Profit or Loss Compared with the Corresponding Period of the Previous Year

The Group suffered quite a significant loss during the nine-month period ended 30 September 2012. Although the losses were much less in the third quarter compared to those of the second quarter, the fourth quarter still sees a great deal of uncertainties both in the domestic and international economic environment, and weakening growth in downstream demand. As a result, it is unlikely that there will be a significant improvement in the results for the fourth quarter of 2012. In view of this, the Group is expected to continue to incur a loss in the operating results for the year ending 31 December 2012.

3.3

Implementation of Dividend Policy during the Reporting Period

The profit distribution plan for 2011 was considered and approved at the Company’s 2011 annual general meeting convened on 27 June 2012. The plan is: distributing a dividend of RMB0.50 per 10 shares (tax inclusive) based on the total share capital of RMB7.2 billion as at 31 December 2011. The share registration date for the distribution of dividends to holders of A shares was 20 July 2012. The ex-dividend date was 23 July 2012. The dividend payment date for H shares and social public A shares was 27 July 2012. The profit distribution plan has been implemented as scheduled.

§4	APPENDIX

4.1

Consolidated Balance Sheet

As at 30 September 2012 (Unaudited)


			Unit: RMB’000
Item	30 September 2012		31 December 2011
Current assets:
Cash at bank and on hand		268,313		91,346
Bills receivable		2,000,641		3,131,579
Accounts receivable		1,046,183		609,906
Prepayments		93,108		43,160
Other receivables		53,289		46,994
Inventories		5,360,083		5,582,425
Other current assets		105,772		160,404


Total current assets		8,927,389		9,665,814


Non-current assets:
Long-term equity investments		3,059,302		3,101,305
Investment properties		442,617		452,555
Fixed assets		12,244,835		12,659,332
Construction in progress		5,804,710		3,882,992
Intangible assets		502,155		519,198
Long-term deferred expenses		313,054		306,052
Deferred tax assets		1,060,578		522,837


Total non-current assets		23,427,251		21,444,271


Total assets		32,354,640		31,110,085

Consolidated Balance Sheet (Continued)

As at 30 September 2012 (Unaudited)


	Unit: RMB’000
Item	30 September 2012		31 December 2011
Current liabilities:
Short-term loans		7,560,231		5,512,074
Bills payable		—		15,688
Accounts payable		4,287,898		4,650,007
Advances from customers		924,262		706,835
Employee benefits payable		47,801		46,140
Taxes payable		695,331		507,938
Interest payable		16,767		9,442
Dividends payable		21,730		22,599
Other payables		926,174		801,109

Total current liabilities		14,480,194		12,271,832

Non-current liabilities:
Long-term loans		1,231,340		160,050
Other non-current liabilities		197,290		295,619

Total non-current liabilities		1,428,630		455,669

Total liabilities		15,908,824		12,727,501

Shareholders’ equity:
Share capital		7,200,000		7,200,000
Capital reserve		2,914,763		2,914,763
Specific reserve		58,333		21,777
Surplus reserve		5,151,770		5,151,770
Retained earnings		854,796		2,824,173
Total equity attributable to equity shareholders of the Company		16,179,662		18,112,483
Minority interests		266,154		270,101
Total equity		16,445,816		18,382,584

Total liabilities and shareholders’ equity		32,354,640		31,110,085

Balance Sheet

As at 30 September 2012 (Unaudited)


	Unit: RMB’000
Item	30 September 2012		31 December 2011
Current assets:
Cash at bank and on hand		215,400		61,057
Bills receivable		1,867,442		2,941,248
Accounts receivable		788,528		538,149
Prepayments		96,607		51,583
Other receivables		29,638		10,592
Inventories		5,029,519		5,281,885
Other current assets		4,576		55,921

Total current assets		8,031,710		8,940,435

Non-current assets:
Long-term equity investments		4,073,758		4,105,694
Investment property		442,617		452,555
Fixed assets		11,717,102		12,136,472
Construction in progress		5,804,710		3,812,222
Intangible assets		409,613		419,387
Long-term deferred expenses		300,161		306,052
Deferred tax assets		1,060,285		522,544

Total non-current assets		23,808,246		21,754,926

Total assets		31,839,956		30,695,361

Balance Sheet (Continued)

As at 30 September 2012 (Unaudited)


	Unit: RMB’000
Item	30 September 2012		31 December 2011
Current liabilities:
Short-term loans		7,629,231		5,526,574
Bills payable		—		15,688
Accounts payable		3,852,271		4,377,765
Advances from customers		871,815		674,368
Employee benefits payable		42,518		41,506
Taxes payable		685,281		481,854
Interest payable		16,767		9,434
Dividends payable		21,659		22,599
Other payables		1,372,482		1,256,888
Non-current liabilities due within one year		—		45,000

Total current liabilities		14,492,024		12,451,676

Non-current liabilities:
Long-term loans		1,200,000		135,000
Other non-current liabilities		197,290		295,619

Total non-current liabilities		1,397,290		430,619

Total liabilities		15,889,314		12,882,295

Shareholders’ equity:
Share capital		7,200,000		7,200,000
Capital reserve		2,914,763		2,914,763
Specific reserve		48,372		14,272
Surplus reserve		5,151,770		5,151,770
Retained earnings		635,737		2,532,261

Total equity		15,950,642		17,813,066

Total liabilities and shareholders’ equity		31,839,956		30,695,361

4.2

Consolidated Income Statement

For the nine-month period ended 30 September 2012 (Unaudited)


	Unit: RMB’000
	Nine-month period ended 30 September
Item	2012		2011
Operating income		69,152,724		73,743,100
Less: Operating costs		64,367,403		64,518,414
Business taxes and surcharges		4,228,871		4,569,612
Selling and distribution expenses		506,355		508,411
General and administrative expenses		1,832,477		2,006,613
Financial expenses (“–” for financial income)		294,495		-84,606
Impairment losses		190,711		202,307
Add: Investment income		30,122		169,165
Including: Income from investment in associates and jointly controlled enterprises		23,676		168,480
Operating profit (“–” for loss)		-2,237,466		2,191,514
Add: Non-operating income		169,548		31,568
Less: Non-operating expenses		35,835		29,553
Including: Losses from disposal of non-current assets		16,985		12,042
Profit before income tax (“–” for loss)		-2,103,753		2,193,529
Less: Income tax expense		-517,030		522,199
Net profit for the period (“–” for net loss)		-1,586,723		1,671,330
Attributable to: Equity shareholders of the Company		-1,609,377		1,651,579
Minority interests		22,654		19,751
Earnings per share:
Basic and diluted earnings per share (“–” for loss)	RMB	-0.224	RMB	0.229
Other comprehensive income for the period		—		—
Total comprehensive income for the period (“–” for loss)		-1,586,723		1,671,330
Attributable to: Equity shareholders of the Company		-1,609,377		1,651,579
Minority interests		22,654		19,751

Income Statement

For the nine-month period ended 30 September 2012 (Unaudited)


	Unit: RMB’000
	Nine-month period ended 30 September
Item	2012		2011
Operating income		58,993,438		62,593,414
Less: Operating costs		54,428,981		53,548,126
Business taxes and surcharges		4,223,451		4,562,364
Selling and distribution expenses		438,313		442,474
General and administrative expenses		1,732,815		1,904,459
Financial expenses (“–” for financial income)		274,520		-69,013
Impairment losses		207,080		425,316
Add: Investment income		105,565		135,470
Including: Income from investment in associates and jointly controlled enterprises		7,485		126,705
Operating profit (“–” for loss)		-2,206,157		1,915,158
Add: Non-operating income		167,189		30,848
Less: Non-operating expenses		35,297		29,129
Including: Losses from disposal of non-current assets		16,449		12,016
Profit before income tax (“–” for loss)		-2,074,265		1,916,877
Less: Income tax expense		-537,741		502,819
Net profit for the period (“–” for net loss)		-1,536,524		1,414,058
Other comprehensive income for the period		—		—
Total comprehensive income for the period (“–” for loss)		-1,536,524		1,414,058

Consolidated Income Statement

For the three-month period ended 30 September 2012 (Unaudited)


	Unit: RMB’000
	Three-month period ended 30 September
Item	2012		2011
Operating income		22,680,130		24,218,108
Less: Operating costs		20,919,307		21,511,310
Business taxes and surcharges		1,391,585		1,413,959
Selling and distribution expenses		176,548		172,966
General and administrative expenses		653,890		763,085
Financial income (“–” for financial income)		101,408		-70,474
Impairment losses		5,132		45,726
Add: Investment income (“–” for losses)		25,404		-8,399
Including: income from investment in associates and jointly controlled enterprises (“–” for losses)		25,404		-9,084
Operating profit (“–” for loss)		-542,336		373,137
Add: Non-operating income		8,285		22,905
Less: Non-operating expenses		11,050		8,318
Including: Losses from disposal of non-current assets		4,628		2,909
Profit before income tax (“–” for loss)		-545,101		387,724
Less: Income tax expense		-139,500		104,305
Net profit for the period (“–” for net loss)		-405,601		283,419
Attributable to: Equity shareholders of the Company		-414,888		270,046
Minority interests		9,287		13,373
Earnings per share:
Basic and diluted earnings per share (“–” for loss)	RMB	-0.058	RMB	0.038
Other comprehensive income for the period		—		—
Total comprehensive income for the period (“–” for loss)		-405,601		283,419
Attributable to: Equity shareholders of the Company		-414,888		270,046
Minority interests		9,287		13,373

Income Statement

For the three-month period ended 30 September 2012 (Unaudited)


			Unit: RMB’000
	Three-month period ended 30 September
Item	2012		2011
Operating income		18,986,652		20,482,671
Less: Operating costs		17,307,239		17,856,226
Business taxes and surcharges		1,389,159		1,410,721
Selling and distribution expenses		153,130		149,959
General and administrative expenses		623,060		725,982
Financial expenses (“–” for financial income)		97,040		-64,476
Impairment losses		5,132		45,753
Add: Investment income (“–” for losses)		22,379		-21,226
Including: income from investment in associates and jointly controlled enterprises (“–” for losses)		22,379		-21,911
Operating profit (“–” for loss)		-565,729		337,280
Add: Non-operating income		6,772		22,760
Less: Non-operating expenses		10,512		7,913
Including: Losses from disposal of non-current assets		4,092		2,891
Profit before income tax (“–” for loss)		-569,469		352,127
Less: Income tax expense		-147,786		92,780
Net profit for the period (“–” for loss)		-421,683		259,347
Other comprehensive income for the period		—		—
Total comprehensive income for the period (“–” for loss)		-421,683		259,347

4.3

Consolidated Cash Flow Statement

For the nine-month period ended 30 September 2012 (Unaudited)


			Unit: RMB’000
	Nine-month period ended 30 September
Item	2012		2011
Cash flows from operating activities:
Cash received from sale of goods and rendering of services		82,064,595		85,374,752
Refund of taxes		56,923		60,620
Cash received relating to other operating activities		48,633		24,407
Sub-total of cash inflows		82,170,151		85,459,779
Cash paid for goods and services		-74,241,087		-75,800,008
Cash paid to and for employees		-1,845,659		-1,456,470
Cash paid for all types of taxes		-4,714,507		-7,066,286
Cash paid relating to other operating activities		-349,318		-370,174
Sub-total of cash outflows		-81,150,571		-84,692,938

Net cash inflow from operating activities		1,019,580		766,841

Cash flows from investing activities:
Cash received from disposal of investments		58,000		746,000
Cash received from investment income		65,679		548,080
Net cash received from disposal of fixed assets and other long-term assets		7,259		5,240
Net cash received from disposal of a subsidiary		3,743		—
Cash received relating to other investing activities		66,631		68,016
Sub-total of cash inflows		201,312		1,367,336
Cash paid for acquisition of fixed assets and other long-term assets		-3,308,363		-1,459,670
Cash paid for acquisition of investments		-42,000		-742,751
Sub-total of cash outflows		-3,350,363		-2,202,421

Net cash outflow from investing activities		-3,149,051		-835,085

Consolidated Cash Flow Statement (Continued)

For the nine-month period ended 30 September 2012 (Unaudited)


	Unit: RMB’000
	Nine-month period ended 30 September
Item	2012		2011
Cash flows from financing activities:
Cash received from borrowings		37,957,584		28,454,321
Sub-total of cash inflows		37,957,584		28,454,321
Cash repayments of corporate bonds		—		-1,000,000
Cash repayments of borrowings		-34,921,758		-26,116,153
Cash paid for dividends, profit distributions and interest		-729,403		-934,907
Sub-total of cash outflows		-35,651,161		-28,051,060

Net cash inflow from financing activities		2,306,423		403,261

Effect of foreign exchange rate changes on cash and cash equivalents		15		-283

Net increase in cash and cash equivalents		176,967		334,734
Add: Cash and cash equivalents at the beginning of the period		91,346		100,110

Cash and cash equivalents at the end of the period		268,313		434,844

Cash Flow Statement

For the nine-month period ended 30 September 2012 (Unaudited)


	Unit: RMB’000
	Nine-month period ended 30 September
Item	2012		2011
Cash flows from operating activities:
Cash received from borrowings		69,992,713		72,330,555
Cash received relating to other operating activities		47,462		23,762
Sub-total of cash inflows		70,040,175		72,354,317
Cash paid for goods and services		-62,437,909		-63,101,474
Cash paid to and for employees		-1,731,912		-1,352,375
Cash paid for all types of taxes		-4,634,065		-6,986,201
Cash paid relating to other operating activities		-327,521		-348,591
Sub-total of cash outflows		-69,131,407		-71,788,641

Net cash inflow from operating activities		908,768		565,676

Cash flows from investing activities:
Cash received from disposal of investments		—		700,000
Cash received from investment income		137,501		540,441
Net cash received from disposal of fixed assets and other long-term assets		5,753		4,962
Cash received relating to other investing activities		59,578		60,561
Sub-total of cash inflows		202,832		1,305,964
Cash paid for acquisition of fixed assets and other long-term assets		-3,307,988		-1,432,638
Cash paid for acquisition of investments		—		-700,000
Sub-total of cash outflows		-3,307,988		-2,132,638

Net cash outflow from investing activities		-3,105,156		-826,674

Cash Flow Statement (Continued)

For the nine-month period ended 30 September 2012 (Unaudited)


	Unit: RMB’000
	Nine-month period ended 30 September
Item	2012		2011
Cash flows from financing activities:
Cash received from borrowings		37,972,244		28,382,311
Sub-total of cash inflows		37,972,244		28,382,311
Cash repayments of corporate bonds		—		-1,000,000
Cash repayments of borrowings		-34,935,119		-25,925,999
Cash paid for dividends, profit distributions and interest		-686,403		-904,110
Sub-total of cash outflows		-35,621,522		-27,830,109

Net cash inflow from financing activities		2,350,722		552,202

Effect of foreign exchange rate changes on cash and cash equivalents		9		-258

Net increase in cash and cash equivalents		154,343		290,946
Add: Cash and cash equivalents at the beginning of the period		61,057		89,224

Cash and cash equivalents at the end of the period		215,400		380,170

By Order of the Board

Rong Guangdao

Chairman

Shanghai, the PRC, 29 October 2012

As at the date of this announcement, the executive directors of the Company are Rong Guangdao, Wang Zhiqing, Wu Haijun, Li Honggen, Shi Wei and Ye Guohua; the non-executive directors of the Company are Lei Dianwu and Xiang Hanyin, and the independent non-executive directors of the Company are Shen Liqiang, Jin Mingda, Wang Yongshou and Cai Tingji.

SINOPEC SHANGHAI PETROCHEMICAL COMPANY LIMITED

Date: October 31, 2012

/s/ Wang Zhiqing

Wang Zhiqing