6-kAnnouncement

1934 ACT FILE NO. 001-15264


SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________

FORM 6-K
___________________

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

For the month of August 2009.
___________________

Aluminum Corporation of China Limited
(Translation of Registrant's name into English)
___________________

No. 62 North Xizhimen Street
Haidian District, Beijing
People's Republic of China 100082

(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      X       Form 40-F               

         [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      X      

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


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.

 

  Aluminum Corporation of China Limited                         (Registrant)

 

Date  August 25, 2009       

 

By                 /s/    Liu Qiang                     
Name: Liu Qiang
Title: Company Secretary


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
logo
Aluminum Corporation of China Limited*
(a joint stock limited company incorporated in the People's Republic of China with limited liability)

(Stock Code: 2600)

ANNOUNCEMENT OF 2009 INTERIM RESULTS

The Board of Directors (the "Board") of Aluminum Corporation of China Limited (the "Company") is pleased to announce the unaudited results of the Company and its subsidiaries (the "Group") for the six months ended 30 June 2009. This announcement, containing the full text of the 2009 Interim Report of the Company, complies with the relevant requirements of the Hong Kong Listing Rules in relation to information to accompany preliminary announcements of interim results. Printed version of the Company's 2009 Interim Report will be delivered to the H-Share Holders of the Company and available for viewing on the websites of Hong Kong Exchanges and Clearing Limited at www.hkexnews.hk and of the Company at www.chalco.com.cn on 3 September 2009.

 

CORPORATE INFORMATION

 

1.

Registered name

:

 

Abbreviation of Chinese name

:

 

Name in English

:

ALUMINUM CORPORATION OF

 

 

 

    CHINA LIMITED

 

Abbreviation of English name

:

CHALCO

 

 

 

 

2.

First registration date

:

September 10, 2001

 

Registered address

:

No. 62 North Xizhimen Street, Haidian District, Beijing, the PRC 100082

 

Place of business

:

No. 62 North Xizhimen Street,

 

 

 

Haidian District, Beijing,

 

 

 

the PRC

 

 

 

100082

 

Principal place of business

:

Unit 3103, 31/F., Office Tower, Convention Plaza,

 

    in Hong Kong

 

1 Harbour Road, Wanchai, Hong Kong

 

Internet website

:

http://www.chalco.com.cn

 

E-mail

:

IR_FAQ@chalco.com.cn

 

 

 

 

3.

Authorized representative

:

Xiong Weiping

 

Company (Board) Secretary

:

Liu Qiang

 

Telephone

:

(8610) 8229 8103

 

Fax

:

(8610) 8229 8158/8229 8090

 

E-mail

:

IR_FAQ@chalco.com.cn

 

Address

:

No. 62 North Xizhimen Street, Haidian District, Beijing, the PRC 100082

 

Representative of the Company's

:

Zhang Qing

 

    Securities affairs

 

 

 

Telephone

:

(8610) 8229 8150

 

Fax

:

(8610) 8229 8158

 

E-mail

:

IR_FAQ@chalco.com.cn

 

Address

:

No. 62 North Xizhimen Street, Haidian District, Beijing, the PRC 100082

 

Department for corporate

:

Secretarial Office to the Board

 

    information and inquiry

 

 

 

Telephone for corporate

:

(8610) 8229 8150/8229 8156/8229 8157

 

    information and inquiry

 

 

 

 

 

 

4.

Share registrar and transfer office

:

Hong Kong Registrars Limited

 

 

 

Shops 1712-1716, 17th Floor, Hopewell Centre,

 

 

 

183 Queen's Road East, Hong Kong

 

 

 

China Securities Depository and

 

 

 

    Clearing Corporation Limited,

 

 

 

    Shanghai Branch

 

 

 

3/F, China Insurance Building,

 

 

 

No. 166, Lujiazui Road (East),

 

 

 

Shanghai, China

 

American Depositary Receipt

:

The Bank of New York Corporate Trust Office

 

 

 

101 Barclay Street, New York,

 

 

 

NY 10286 USA

 

 

 

 

5.

Places of listing

:

The Stock Exchange of Hong Kong Limited ("HKSE")

 

 

 

New York Stock Exchange, Inc ("NYSE")

 

 

 

Shanghai Stock Exchange

 

Stock Name

:

CHALCO

 

Stock code

:

2600 (HK)

 

 

 

ACH (US)

 

 

 

601600 (China)

 

 

 

 

6.

Principal bankers

:

Industrial and Commercial Bank of China

 

 

 

China Construction Bank

 

 

 

 

7.

Independent Auditors

:

PricewaterhouseCoopers

 

 

 

Certified Public Accountants

 

 

 

22/F Prince's Building,

 

 

 

Central, Hong Kong

 

 

 

 

8.

Legal advisers

:

as to Hong Kong law:

 

 

 

Baker & McKenzie

 

 

 

23rd Floor, One Pacific Place

 

 

 

88 Queensway

 

 

 

Hong Kong

 

 

 

as to United States law:

 

 

 

Baker & McKenzie

 

 

 

23rd Floor, One Pacific Place

 

 

 

88 Queensway

 

 

 

Hong Kong

 

 

 

as to PRC law:

 

 

 

Jincheng Tongda & Neal

 

 

 

11/F, Huaxia Bank Tower

 

 

 

No. 22 Jianguomennei Avenue,

 

 

 

Dong Cheng District, Beijing

 

 

 

The People's Republic of China

 

 

 

 

The Board of Directors (the "Board") of Aluminum Corporation of China Limited (the "Company") announces the unaudited interim results of operations of the Company and its subsidiaries (the "Group") for the six months ended June 30, 2009. On behalf of the Company and its staff, the Board would like to express its gratitude to our shareholders for their support to the Company.

BUSINESS REVIEW

In the first half of 2009, as the international financial crisis unfolds, aluminum related industries such as construction and automobile manufacturing saw sluggish demand. The prices of products lingered at low level, which posed unprecedented difficulties and challenges to the Group's production and operation. Despite the gloomy environment, the Group adopted scientific and effective countermeasures including enhancing management, tapping potential, improving efficiency and monitoring investment to ensure supply and boost sales. Hence, the Group maintained smooth operation under extremely difficult conditions.

 

1.

Affected by weakening demand and depressing prices of alumina and aluminum, the production capacity utilization rate of the Group remained low. As at the end of June 2009, the production capacity utilization rate of alumina and aluminium of the Group were 66.9% and 83.4%, respectively. Under the principle of maximizing efficiency, the Group took initiative measures including timely adjustment and optimization of production operation plan, and improvement of production process to achieve economical operation, thus ensuring the smooth production operation. In the first half of 2009, the Group produced 3.2 million tonnes of alumina, representing a decrease of 31.6% from the corresponding period last year. The production volume of alumina chemicals was 490,000 tonnes, representing a decrease of 12.7% from the corresponding period last year. The production volume of aluminum amounted to 1.61 million tonnes, representing an increase of 5.9% over the corresponding period last year. The production volume of aluminum fabrication products was 190,000 tonnes, representing an increase of 110.1% over the corresponding period last year.

 

 

2.

The Group strengthened cost management in all aspects, lowering costs and boosting efficiency in all processes. It endeavoured to reduce materials and energy consumption, implementing cost reduction in every production flow and position while optimizing technical and economical indicators. The Group strictly controlled cost and expenses, fully tapped potentials and reduced inventories, with more in-depth analysis on economic activities as well as improved budget and cash flow alert system. In the first half of 2009, unit production cost of the Company was lower than the corresponding period last year, of which, production costs of alumina and aluminium were decreased by 15% and 20%, respectively.

 

 

3.

The Group reduced investment and reappraised the market competitiveness of key projects. By analyzing capital scheme for capital expenditure purpose, it optimized capital arrangements for projects. Accordingly, capital expenditure in the first half of 2009 amounted to RMB4.828 billion, representing a year-on-year decrease of 51.1%.

 

 

4.

The Group promoted sales of the products and improved production to sales ratio by tracking and analyzing market dynamics. In the first half of 2009, the production to sales ratio of alumina and aluminium products were 100% and 107%, respectively. Adopting low inventory strategy on supply front, the Company fully consumed existing inventories and eased capital tied-up. As at the end of June, reserve inventories decreased by RMB2 billion from the beginning of the year.

 

 

5.

The Group further reinforced resource protection, and spared no effort in accelerating the pace of mine construction, strengthening ore procurement and production and improving safety and reliability of ore supply and comprehensive utilization of resources. In the first half of 2009, self-mining ores increased by approximately 55.1% from the same period last year, with increased self-mining capacity of bauxite of 1.05 million tonnes.

 

 

6.

The Group further promoted its overseas projects. Chalco (Hong Kong) Limited, a subsidiary of the Company, and Malaysia Mining Company (MMC) and Saudi Arabian Binladin Group (SBG), planed to develop and operate a primary aluminum plant with an annual capacity of approximately 1 million tonnes and a self-owned power plant in Jazan Economic City of Saudi Arabia. Currently, the feasibility report for the project is being prepared.

 

 

 

The Company is preparing the feasibility report for alumina project in Queensland, Australia.

 

 

7.

In the first half of 2009, the Group expedited promotion of mature technology and development of operative technology, which helped to gain more profits. Meanwhile, more efforts were put in the development of forward-looking key technologies. As for alumina, leveraging on developed technologies such as Bayer Red Mud Swirl Grading, the Group upgraded and optimized some of its production lines and further reduced cost. On the other hand, consumption in the process was reduced by adopting processes with shortest material flow, most efficient and lowest consumptive equipments and lowest cost. As for aluminum, the concentrative promotion of technologies such as "3-dimensional refinements" proved very effective. It boosted the efficiency of electric current and lowered direct current power consumption per tonne aluminium, greatly saving the power. As for aluminum fabrication, focus was put on development of new materials and new products such as aluminum alloys for transportation application, high quality can foil, CTP plate base and metal composite materials.

 

 

8.

The Group is committed to transform itself into a resource-efficient enterprise. It speeded up the renovation of integrated energy-saving technology by means of new production techniques and technologies, mainly by streamlining its production workflow and perfecting its product structure. In the first half of 2009, the Group saved energy equivalent to 480,000 tonnes of standard coal and maintained a clean environment.

 

 

9.

The Group proactively carried out cooperation and negotiation in direct purchase of electricity, including participating in modification of the state's sample contract for the direct purchase of electricity and finalizing pilot measures for direct purchase of electricity. Currently, the relevant work is progressing smoothly.

 

 

10.

On June 30 2009, the resolution of proposed private offering of RMB denominated ordinary shares (A shares) was approved by the Board of the Company, details of which are as follows: Not more than 1,000,000,000 A shares would be issued to no more than ten target subscribers. The issue price will be not less than 90% of the average trading price of the A shares of the Company in the 20 trading days immediately preceding the pricing base date. The shares subscribed by the target subscribers are not transferable for a period of 12 months from the date of completion of the offering. Period of validity of the resolutions which approved the offering: 12 months from the date of the resolutions passed at the extraordinary general meeting, A Share Class Meeting and H Share Class Meeting.

 

 

 

The implementation of the proposal were approved by the shareholders at the extraordinary general meeting, A Share Class Meeting and H Share Class Meeting held on 24 August 2009 and is subject to the approval by China Securities Regulatory Commission and other relevant regulatory authorities.

 

 

MARKET REVIEW

ALUMINA

Since the beginning of the year, alumina price have continued the downward trend of last year, lingering at low levels. In the first quarter, CIF PRC price for spot alumina in the international market bottomed at US$170 per tonnes. The lowest price of domestic spot alumina was RMB1,800 per tonnes. By the end of June, CIF China price for spot alumina in international market was approximately US$270 per tonne. The spot price of domestic alumina was approximately RMB2,150 per tonne.

Since the beginning of the year, global alumina operating capacity has been declining. By the end of June, the capacity utilization rate of global alumina was 78% while the utilization rate in China was 67%. In the first half of 2009, the global output and consumption of alumina amounted to 35.51 million tonnes and 34.23 million tonnes respectively, representing a year-on-year decrease of 10.2% and 12.2%. China's production volume of alumina was 10.62 million tonnes, down by 4.6% year-on-year; alumina imported to the PRC was 2.68 million tonnes, representing a year-on-year increase of 12.1%; demand for alumina reached 11.41 million tonnes, representing a year-on-year decrease of 15.4%.

PRIMARY ALUMINUM

In the first half of the year, global aluminum consumption remained sluggish, which resulted in the dangling of aluminum price in low territory. Price hit the bottom of the year in February at US$1,288 per tonne. With stimulus packages from governments, recovery of economy, depreciation of US Dollar and reserve of the PRC government, aluminium price rebounded gradually, hitting the high of the three-month aluminum futures price on London Metal Exchange (LME) at US$1,700 per tonne. Domestic aluminum prices closed at RMB11,890 per tonne at the beginning of the year. Three-month aluminum futures price on Shanghai Futures Exchange (SHFE) hit as high as RMB14,480 per tonne. In the first half of the year, the average price of three-month aluminum futures on LME was US$1,457 per tonne, decreasing by 49.0% year-on-year; the average price of three-month aluminum futures on SHFE was RMB12,195 per tonne, down 36.7% year-on-year. Since the beginning of the year, aluminum smelters around the world have been shutting down their capacity. As at the end of June 2009, capacity utilization rate of global aluminum smelters was 80.8% while the utilization rate in China was 69.3%. In the first half of the year, primary aluminum consumption in China and the world had seen negative growth. The global output of primary aluminum was 17. 63 million tonnes, representing a year-on-year decrease of 11.4%; the global consumption of primary aluminum was 16.31 million tonnes, representing a year-on-year decrease of 19.3%. China's output of primary aluminum was 5.67 million tonnes, representing a year-on-year decrease of 14.4%; its consumption of primary aluminum was 6.02 million tonnes, representing a year-on-year decrease of 4.4%.

ALUMINUM FABRICATION

Since the beginning of the year, the market demand for aluminum fabrication materials witnessed a year-on-year decrease under the impact of the international financial crisis, such decrease was mainly attributable to the industry downturn in the construction, transportation and delivery and power industries, which accounted for 70% of the total consumption of aluminum. Exports of electrical appliances products and domestic consumption in the PRC saw a plunge while a majority of the downstream enterprises of aluminum fabrication, including enterprises of packaging, building materials, machinery, electronics and durable goods, suffered under-utilization of capacity. Besides, exports of domestic aluminum fabrication materials in the PRC decreased by approximately over 40% as compared to the corresponding period last year. Overseas products, such as tank and aluminum foil materials, set foot in the domestic market of the PRC. Orders of aluminum during the first quarter of 2009 contracted as compared to the corresponding period last year while that of the second quarter rebounded. In the first half of the year, the production capacity of aluminum fabrication saw a year-on-year increase whilst utilization rate of capacity lingered at 70% and processing charges faced a falling trend. In the first half of 2009, the output and consumption of domestic aluminum fabricated products amounted to 7.80 million tonnes and 7.40 million tonnes, respectively, representing a year-on-year growth of 10% and 9.9%, respectively.

OUTLOOK AND PROSPECTS

In the second half of 2009, as global economy stabilizes and demand rebounds, aluminum price is to fluctuate toward higher ends. The Group is to focus on cost control, continue to promote cost-oriented strategy, lower cost and improve efficiency. Efforts will be put on the following aspects:

 

1.

In order to ensure the stability in production and operation, the Group will organize its production activities in a flexible way under the principle of maximizing efficiency. Further, it will develop the overall advantage of the product chain and exploit the synergy effect.

 

 

2.

To actively promote comprehensive budget controls and centralized capital management. The Group will strengthen the financial control and further optimize the debt structure so as to lower cost of capital. Meanwhile, sufficient cash reserve will be maintained.

 

 

3.

To further press ahead the resource strategy, step up mine construction and improve the reliability of ore supply. The Group will accelerate the industrial application of ore-processing, optimize resources allocation, and upgrade comprehensive utilization of resources. At the same time, overseas development projects will be promoted in a continuous manner.

 

 

4.

To enhance the forward-looking research, and pile up strategic reservation when prices of raw materials are low. The Group will actively optimize the structure of product inventory, lower average storage cost and purchase cost.

 

 

5.

To further utilize the advantage of centralized management of sales, innovate marketing modes, implement more active and flexible marketing strategy to consolidate and expand market shares.

 

 

6.

To actively engage in industry restructure and coordinate project deployment. High-cost capacity will be replaced by lower cost and more competitive projects. The industry deployment will concentrate in areas abundant in resources, energy and consumer markets. The Group targets to produce products with high quality, high-tech, high added value and strong market competitiveness while its production will be shifted toward safe, clean, saving, low emission and recycling features. Meanwhile, the Group aims to operate at lower cost, higher efficiency and more profitability and transform its management mode toward lean and concentrated management. By optimizing investment structure and lowering investment cost, the Group will inject highly competitive new factors to recast its new edges.

 

 

7.

To expedite the technological strategies. The Group will focus on cost cut and efficiency enhancement, energy saving and emission reduction, and technical reserves. Advanced technology will be adopted actively to upgrade equipment and product quality, lower resources and energy consumption for the sustainable development of the Company.

 

 

8.

To further improve the investment management system, strengthen responsibility monitoring mechanism for investment projects (especially for major projects), and promote accountability system for investment projects.

 

 

9.

To proactively press ahead cooperation and negotiation in direct purchase of electricity.

 

 

RESULTS

Turnover of the Group for the six months ended June 30, 2009 amounted to RMB28.0 billion, representing a decrease of 29% over the same period last year. The loss attributable to equity holders of the Company amounted to RMB3.522 billion, representing a decrease of 247% over the same period last year. Loss per share attributable to the equity holders of the Company was RMB0.26.

INTERIM DIVIDEND

The Board does not propose an interim dividend for the six months ended June 30, 2009.

UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL INFORMATION
For The Six Months Ended June 30, 2009

UNAUDITED CONDENSED CONSOLIDATED INTERIM BALANCE SHEET
As of June 30, 2009
(Amounts expressed in thousands of RMB unless otherwise stated)

 

 

 

June 30,

December 31,

 

 

2009

2008

 

Note

RMB'000

RMB'000

 

 

 

 

ASSETS

 

 

 

 

 

 

 

Non-current assets

 

 

 

    Intangible assets

5

3,043,084

2,966,879

    Property, plant and equipment

5

87,529,083

86,014,123

    Land use rights and leasehold land

 

1,729,137

1,730,550

    Interests in jointly controlled entities

 

618,511

701,850

    Interests in associates

 

146,409

104,809

    Available-for-sale financial assets

 

41,592

38,214

    Deferred income tax assets

 

1,494,809

698,504

    Other non-current assets

 

536,058

785,103

 

 



 

 

 

 

Total non-current assets

 

95,138,683

93,040,032

 

 



 

 

 

 

Current assets

 

 

 

    Inventories

 

17,839,086

19,876,015

    Accounts receivable

6

2,291,574

2,035,324

    Other current assets

 

4,839,165

4,222,699

    Financial assets at fair value

 

 

 

        through profit or loss

 

64,325

57,864

    Restricted cash

 

814,263

242,753

    Fixed deposits

 

103,139

70,703

    Cash and cash equivalents

 

13,077,148

15,982,129

 

 



 

 

 

 

Total current assets

 

39,028,700

42,487,487

 

 



 

 

 

 

Total assets

 

134,167,383

135,527,519

 

 



 

 

 

 

EQUITY

 

 

 

 

 

 

 

Equity attributable to equity

 

 

 

    holders of the Company

 

 

 

    Share capital

 

13,524,488

13,524,488

    Reserves

 

38,049,083

41,473,994

 

 



 

 

 

 

 

 

51,573,571

54,998,482

Minority interests

 

4,898,310

5,198,340

 

 



 

 

 

 

Total equity

 

56,471,881

60,196,822

 

 



 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

    Long-term borrowings

7

38,220,472

36,132,552

    Deferred income tax liabilities

 

74,165

53,768

    Other non-current liabilities

 

433,216

693,549

 

 



 

 

 

 

Total non-current liabilities

 

38,727,853

36,879,869

 

 



 

 

 

 

 

 

 

 

Current liabilities

 

 

 

    Accounts payable

8

5,337,097

4,761,940

    Other payables and accrued expenses

 

10,093,220

11,151,653

    Short-term borrowings and current

 

 

 

        portion of long-term borrowings

7

23,369,292

22,290,215

    Financial liabilities at fair value through

 

 

 

        profit or loss

 

-

114,047

    Dividends payable

 

113,189

108,812

    Current income tax liabilities

 

54,851

24,161

 

 



 

 

 

 

Total current liabilities

 

38,967,649

38,450,828

 

 



 

 

 

 

Total liabilities

 

77,695,502

75,330,697

 

 



 

 

 

 

Total equity and liabilities

 

134,167,383

135,527,519

 

 



 

 

 

 

Net current assets

 

61,051

4,036,659

 

 



 

 

 

 

Total assets less current liabilities

 

95,199,734

97,076,691

 

 



 

 

 

 

UNAUDITED CONDENSED CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME
For the six months ended June 30, 2009
(Amounts expressed in thousands of RMB unless otherwise stated)

 

 

 

For the six months

 

 

ended June 30

 

 

2009

2008

 

 

 

Restated

 

 

 

(Note 4)

 

Note

RMB'000

RMB'000

 

 

 

 

Revenue

9

27,984,684

39,662,628

Cost of sales

 

(29,996,984)

(33,766,809)

 

 



 

 

 

 

Gross (loss)/profit

 

(2,012,300)

5,895,819

 

 

 

 

Selling and distribution expenses

10

(554,363)

(719,811)

General and administrative expenses

11

(1,166,310)

(1,313,655)

Research and development expenses

 

(54,318)

(93,107)

Other income, net

12

443,659

88,186

 

 



 

 

 

 

Operating (loss)/profit

13

(3,343,632)

3,857,432

 

 

 

 

Finance income

 

63,178

94,272

Finance costs, net

14

(1,095,161)

(815,756)

Shares of (losses)/profits of jointly

 

 

 

    controlled entities

 

(100,340)

3,405

Shares of profits of associates

 

29,113

108,724

 

 



 

 

 

 

(Loss)/profit before income tax

 

(4,446,842)

3,248,077

 

 

 

 

Income tax

15

672,134

(640,911)

 

 



 

 

 

 

(Loss)/profit for the period

 

(3,774,708)

2,607,166

 

 



 

 

 

 

Other comprehensive income/(loss),

 

 

 

    net of tax:

 

 

 

    Fair value changes on available-for-sale

 

 

 

        financial assets

 

2,872

(7,663)

    Exchange differences

 

66,909

(19,617)

 

 



 

 

 

 

Total other comprehensive income/(loss)

 

 

 

    for the period, net of tax

 

69,781

(27,280)

 

 



 

 

 

 

Total comprehensive (loss)/income

 

 

 

    for the period

 

(3,704,927)

2,579,886

 

 



 

 

 

 

(Loss)/profit for the period attributable to:

 

 

 

    Equity holders of the Company

 

(3,521,759)

2,393,902

    Minority interests

 

(252,949)

213,264

 

 



 

 

 

 

 

 

(3,774,708)

2,607,166

 

 



 

 

 

 

Total comprehensive (loss)/income

 

 

 

    for the period attributable to:

 

 

 

    Equity holders of the Company

 

(3,453,089)

2,369,589

    Minority interests

 

(251,838)

210,297

 

 



 

 

 

 

 

 

(3,704,927)

2,579,886

 

 



 

 

 

 

Basic (loss)/earnings per share for

 

 

 

    profit attributable to the equity

 

 

 

    holders of the Company

 

 

 

    (expressed in RMB per share)

16

(0.260)

0.177

 

 



 

 

 

 

Dividends

17

-

703,273

 

 



 

 

 

 

UNAUDITED CONDENSED CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY
For the six months ended June 30, 2009
(Amounts expressed in thousands of RMB unless otherwise stated)

 

 

Attributable to equity holders of the Company

 

 

 


 

 

 

 

Capital reserve

 

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

Other

Statutory

 

 

Investment

 

 

 

 

 

Share

Share

capital

surplus

Special

Exchange

revaluation

Retained

 

Minority

Total

 

capital

premium

reserve

reserve

reserve

differences

reserve

earnings

Total

interests

equity

 

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

 

 

 

 

 

 

 

 

 

 

 

 

As of January 1, 2009

13,524,488

12,893,507

428,833

5,799,232

33,213

(170,353)

1,556

22,488,006

54,998,482

5,198,340

60,196,822

Loss for the six months

 

 

 

 

 

 

 

 

 

 

 

    ended June 30, 2009

-

-

-

-

-

-

-

(3,521,759)

(3,521,759)

(252,949)

(3,774,708)

Other comprehensive

 

 

 

 

 

 

 

 

 

 

 

     income/(loss):

 

 

 

 

 

 

 

 

 

 

 

    Fair value changes

 

 

 

 

 

 

 

 

 

 

 

        on available-for-sale

 

 

 

 

 

 

 

 

 

 

 

        financial assets-gross

-

-

-

-

-

-

2,070

-

2,070

1,308

3,378

    Fair value changes

 

 

 

 

 

 

 

 

 

 

 

        on available-for-sale

 

 

 

 

 

 

 

 

 

 

 

        financial assets-tax

-

-

-

-

-

-

(310)

-

(310)

(196)

(506)

    Exchange differences

-

-

-

-

-

66,909

-

-

66,909

-

66,909

 












 

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive

 

 

 

 

 

 

 

 

 

 

 

    income/(loss) for

 

 

 

 

 

 

 

 

 

 

 

    the six months ended

 

 

 

 

 

 

 

 

 

 

 

    June 30, 2009

-

-

-

-

-

66,909

1,760

(3,521,759)

(3,453,090)

(251,837)

(3,704,927)

Increase in special reserve

-

-

-

-

15,692

-

-

-

15,692

-

15,692

 

 

 

 

 

 

 

 

 

 

 

 

Share of special reserve of

 

 

 

 

 

 

 

 

 

 

 

    an associate

-

-

-

-

12,487

-

-

-

12,487

-

12,487

 

 

 

 

 

 

 

 

 

 

 

 

Dividend paid to minority

 

 

 

 

 

 

 

 

 

 

 

    shareholders of subsidiaries

-

-

-

-

-

-

-

-

-

(48,193)

(48,193)

 












 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2009

13,524,488

12,893,507

428,833

5,799,232

61,392

(103,444)

3,316

18,966,247

51,573,571

4,898,310

56,471,881

 












 

 

 

 

 

 

 

 

 

 

 

 

As of January 1, 2008

13,524,488

12,893,507

4,521,180

5,719,084

19,487

10,047

7,547

23,992,723

60,688,063

3,805,144

64,493,207

Profit for the six months

 

 

 

 

 

 

 

 

 

 

 

    ended June 30, 2008

-

-

-

-

-

-

-

2,393,902

2,393,902

213,264

2,607,166

Other comprehensive

 

 

 

 

 

 

 

 

 

 

 

    income/(loss):

 

 

 

 

 

 

 

 

 

 

 

    Fair value changes

 

 

 

 

 

 

 

 

 

 

 

        on available-for-sale

 

 

 

 

 

 

 

 

 

 

 

        financial assets-gross

-

-

-

-

-

-

(5,525)

-

(5,525)

(3,490)

(9,015)

    Fair value changes

 

 

 

 

 

 

 

 

 

 

 

        on available-for-sale

 

 

 

 

 

 

 

 

 

 

 

        financial assets-tax

-

-

-

-

-

-

829

-

829

523

1,352

    Exchange differences

-

-

-

-

-

(19,617)

-

-

(19,617)

-

(19,617)

 












 

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive

 

 

 

 

 

 

 

 

 

 

 

    (loss)/income for

 

 

 

 

 

 

 

 

 

 

 

    the six months ended

 

 

 

 

 

 

 

 

 

 

 

    June 30, 2008

-

-

-

-

-

(19,617)

(4,696)

2,393,902

2,369,589

210,297

2,579,886

Distribution to original

 

 

 

 

 

 

 

 

 

 

 

    shareholders in relation

 

 

 

 

 

 

 

 

 

 

 

    to common control

 

 

 

 

 

 

 

 

 

 

 

    combinations (Note 4)

-

-

(4,154,058)

-

-

-

-

-

(4,154,058)

(26,441)

(4,180,499)

Grants payable transfer

 

 

 

 

 

 

 

 

 

 

 

    to capital reserve

-

-

88,000

-

-

-

-

-

88,000

-

88,000

Acquisition of a subsidiary

-

-

-

-

-

-

-

-

-

2,958

2,958

Capital injection

 

 

 

 

 

 

 

 

 

 

 

    from minority interest

-

-

-

-

-

-

-

-

-

555,443

555,443

Disposals of subsidiaries

-

-

-

-

-

-

-

-

-

(336)

(336)

Increase in special reserve

-

-

-

-

9,060

-

-

-

9,060

-

9,060

Dividend paid

-

-

-

-

-

-

-

(716,798)

(716,798)

-

(716,798)

Dividend paid to minority

 

 

 

 

 

 

 

 

 

 

 

    shareholders of subsidiaries

-

-

-

-

-

-

-

-

-

(220,325)

(220,325)

 












 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2008

13,524,488

12,893,507

455,122

5,719,084

28,547

(9,570)

2,851

25,669,827

58,283,856

4,326,740

62,610,596

 












 

 

 

 

 

 

 

 

 

 

 

 

UNAUDITED CONDENSED CONSOLIDATED CASH FLOW INTERIM STATEMENT

For the six months ended June 30, 2009
(Amounts expressed in thousands of RMB unless otherwise stated)

 

 

 

For the six months

 

 

ended June 30

 

 

2009

2008

 

 

 

Restated

 

 

 

(Note 4)

 

Note

RMB'000

RMB'000

 

 

 

 

Net cash generated from operating activities

 

1,371,297

1,911,106

 

 



 

 

 

 

Cash flows generated from investing activities

 

 

 

Purchases of intangible assets

 

(80,961)

(10,714)

Purchases of property, plant and equipment

 

(4,749,495)

(9,014,919)

Purchases of land use rights

 

-

(138,643)

Proceeds from disposal of property,

 

 

 

    plant and equipment

 

5,877

11,198

Investment in a jointly controlled entity

 

(17,001)

(63,882)

Investment in an associate

 

-

(30,000)

Payments of consideration for acquisitions

 

 

 

    of subsidiaries, net of cash acquired

 

(69,356)

(4,177,717)

Increase in fixed deposits

 

(20,000)

(39,910)

Increase in restricted cash

 

(571,510)

(123,063)

Dividend received

 

1,843

61,515

Interest received

 

3,179

2,718

Cash inflow from settlement of future contracts

 

131,913

96,177

Increase in entrusted loans

 

-

(100,000)

Others

 

31,449

(34,671)

 

 



 

 

 

 

Net cash used in investing activities

 

(5,334,062)

(13,561,911)

 

 



 

 

 

 

Cash flows generated

 

 

 

    from financing activities

 

 

 

Share issuance expenses relating

 

 

 

    to placement in 2007

 

(32,000)

-

Issuance of short-term and long-term bonds,

 

 

 

    net of issuance expenses

 

-

6,977,000

Payment of installment of bond issuance expenses

 

(15,000)

-

Repayments of short-term bonds

 

(2,000,000)

(3,030,000)

Drawdown of short-term and long-term loans

 

18,102,559

17,715,278

(Repayments)/drawdown of shareholder's loans

 

(456,270)

126,270

Repayments of short-term and long-term loans

 

(12,850,767)

(5,775,220)

Capital injection from minority shareholders

 

-

184,800

Dividends paid by subsidiaries

 

 

 

    to minority shareholders

 

(43,816)

(51,459)

Dividends paid to the equity holders

 

 

 

    of the Company

 

-

(728,922)

Interest paid

 

(1,661,059)

(1,321,292)

 

 



 

 

 

 

Net cash generated from financing activities

 

1,043,647

14,096,455

 

 



 

 

 

 

Net (decrease)/increase in cash and

 

 

 

    cash equivalents

 

(2,919,118)

2,445,650

Cash and cash equivalents

 

 

 

    at beginning of the period

 

15,982,129

8,824,971

Exchange losses on cash and

 

 

 

    cash equivalents

 

14,137

19,792

 

 



 

 

 

 

Cash and cash equivalents

 

 

 

    at end of the period

 

13,077,148

11,290,413

 

 



 

 

 

 

NOTES TO UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL INFORMATION
For the six months ended June 30, 2009
(Amounts expressed in thousands of RMB unless otherwise stated)

 

1.

GENERAL INFORMATION

 

 

 

Aluminum Corporation of China Limited () (the "Company") and its subsidiaries (together the "Group") are principally engaged in alumina refining, primary aluminum smelting and aluminum fabrication products. Its principal products are alumina, primary aluminum and aluminum fabrication products.

The Company is a joint stock company incorporated on September 10, 2001 in the People's Republic of China (the "PRC") with limited liability. The address of its registered office is No. 62 North Xizhimen Street, Haidian District, Beijing, the PRC.

The Company had its dual listing on The Stock Exchange of Hong Kong Limited and New York Stock Exchange in 2001. The Company also listed its A shares on the Shanghai Stock Exchange on April 30, 2007.

This unaudited condensed consolidated interim financial information is presented in Chinese Renminbi ("RMB"), unless otherwise stated. It has been approved for issue by the Company's Board of Directors on August 24, 2009.

 

 

2.

CHANGES IN FINANCIAL REPORTING STANDARDS

 

 

 

For the six months ended June 30, 2008 and prior periods, the Group's financial statements had been prepared in accordance with Hong Kong Financial Reporting Standards ("HKFRS") issued by the Hong Kong Institute of Certified Public Accountants. With effect from the six months ended June 30, 2009, the Company has prepared its consolidated financial statements in accordance with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Boards (the "IASB") and compiled the comparative financial statements for the six months ended June 30, 2008 in accordance with IFRS. The conversion from HKFRS to IFRS did not result in any material impact on the Group's unaudited condensed consolidated interim financial information.

IFRS 1, 'First-time adoption of International Financial Reporting Standards' is applicable as the Group's unaudited condensed consolidated interim financial information for the six months ended June 30, 2009 is part of the period covered by the Group's first IFRS financial statements for the year ending December 31, 2009. The Group's IFRS adoption and transition date is January 1, 2008 and the Group prepared its opening balance sheet in compliance with IFRS.

The Group adopted IFRS 1 and IAS 27 (Amendment), 'Consolidated and Separate Financial Statements' in relation to recognition of equity investments when converting to IFRS. Management elected to use the carrying amounts of investments in subsidiaries, jointly controlled entities and associates under HKFRS as of transition date as the deemed investment costs on date of IFRS transition. Except for this exemption, the Group did not accept any other exemptions under the provisions of IFRS.

Hence, the transition from HKFRS to IFRS in accordance with IFRS 1 does not result in a change to the Group's owners' equity reported under HKFRS on balance sheet date and comparative period (including date of IFRS transition). It also does not result in any change in the statement of comprehensive income reported under HKFRS for the period ended June 30, 2008. Accordingly, no reconciliations are presented for the shareholders' equity at the relevant balance sheet dates and statement of comprehensive income for the relevant period then ended.

 

 

3.

BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES

 

 

 

(a)

Basis of preparation

 

 

 

 

 

This unaudited condensed consolidated interim financial information for the six months ended June 30, 2009 has been prepared in accordance with International Accounting Standard ("IAS") 34, "Interim Financial Reporting". The unaudited condensed interim consolidated financial information should be read in conjunction with the financial statements for the year ended December 31, 2008, which have been prepared in accordance with HKFRS.

 

 

 

 

(b)

Significant accounting policies

 

 

 

 

 

This unaudited condensed consolidated interim financial information has been prepared in accordance with those standards and interpretations issued by the IASB and effective as of financial year beginning on January 1, 2009.

 

 

 

 

 

(i)

New standards, amendments to standards which are relevant to the Group's operations and mandatory for the financial year beginning January 1, 2009, and adopted by the Group:

 

 

 

 

 

 

 

IAS 1 (Revised)

"Presentation of financial statements"

 

 

 

IAS 23 (Revised)

"Borrowing costs"

 

 

 

IFRS 7 (Amendment)

"Financial instruments: disclosures"

 

 

 

IFRS 8

"Operating Segments"

 

 

 

IASB improvement document -

 

 

 

 

    IFRS 7 (Amendment)

"Financial instruments: disclosures"

 

 

 

    IAS 28 (Amendment)

"Investment in associates"

 

 

 

    IAS 36 (Amendment)

"Impairment of assets"

 

 

 

    IAS 38 (Amendment)

"Intangible assets"

 

 

 

 

 

 

 

 

The adoption of these new standards and amendments to standards in the current period did not result in any significant changes to the Group's accounting policies and had no material effect on the unaudited condensed consolidated interim financial statements except for certain disclosures as follows:

 

 

 

 

 

 

 

*

IAS 1 (revised), 'Presentation of financial statements'. The revised standard prohibits the presentation of terms of income and expenses (i.e. 'non-owner changes in equity') in the consolidated statements of changes in equity, requiring non-owner changes in equity to be required to be shown in a performance statement. Entities may choose whether to present one performance statement (the statement of comprehensive income) or two statements (the income statement and statement of comprehensive income). The Group elected to present one statement and the unaudited condensed interim consolidated financial information has been prepared under the revised presentation and disclosure requirements.

 

 

 

 

 

 

 

 

*

IFRS 8, 'Operating segments'. IFRS 8 replaces previous segment reporting and requires a 'management approach' under which segment information is presented on the same basis as that used for internal reporting purposes. As the Group applied the same disclosure basis described above in prior period, it is not expected to have material change to the classification of segments. Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief decision-maker has been identified as the Executive Committee that makes strategic decisions. IFRS 8 revised several disclosure items, accordingly prior period comparatives have been restated.

 

 

 

 

 

 

 

(ii)

New or revised standards and amendments that are relevant to the Group but not yet effective for the period beginning January 1, 2009 and have not been early adopted by the Group:

 

 

 

 

 

 

 

 

 

Effective for

 

 

 

 

 

financial

 

 

 

 

 

periods beginning

 

 

 

 

 

on or after

 

 

 

 

 

 

 

 

 

IFRS 3 (Revised)

"Business combinations"

July 1, 2009

 

 

 

IAS 27 (Amendment)

"Consolidated and separate

July 1, 2009

 

 

 

 

    financial statements"

 

 

 

 

IAS 28 (Amendment)

"Investments in associates"

July 1, 2009

 

 

 

IAS 31 (Amendment)

"Interests in joint ventures"

July 1, 2009

 

 

 

 

 

 

 

 

 

IASB's annual improvements

 

 

 

 

 

    project published

 

 

 

 

 

    in April 2009:

 

 

 

 

 

IFRS 38 (Amendment)

"Intangible assets"

July 1, 2009

 

 

 

IFRIC 9 (Amendment)

"Reassessment of embedded

July 1, 2009

 

 

 

 

    derivatives"

 

 

 

 

IFRS 8 (Amendment)

"Operating segments"

January 1, 2010

 

 

 

IFRS 36 (Amendment)

"Impairment of assets"

January 1, 2010

 

 

 

IFRS 39 (Amendment)

"Financial instruments:

January 1, 2010

 

 

 

 

    Recognition and

 

 

 

 

 

    measurement "

 

 

 

 

IAS 7 (Amendment)

"Statement of cash flows"

January 1, 2010

 

 

 

IAS 17 (Amendment)

"Leases"

January 1, 2010

 

 

 

 

 

 

 

 

 

The Group will apply the above standards, amendments to standards and interpretations from January 1, 2010. The Group has already commenced an assessment of the related impact to the Group. The Group is not yet in a position to state whether any substantial changes to the Group's significant accounting policies and presentation of the financial information will be resulted.

 

 

 

 

 

 

 

*

IFRS 3 (revised), 'Business combinations' and consequential amendments to IAS 27, 'Consolidated and separate financial statements', IAS 28, 'Investments in associates' and IAS 31, 'Interests in joint ventures', effective prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after July 1, 2009. Management is assessing the impact of the new requirements regarding acquisition accounting, consolidation and associates on the Group. The revised standard continues to apply the acquisition method to business combinations, with some significant changes. For example, all payments to purchase a business are to be recorded at fair value at the acquisition date, with contingent payments classified as debt subsequently re-measured through the statement of comprehensive income. There is a choice on an acquisition-by-acquisition basis to measure the minority interest in the acquiree either at fair value or at the minority interest's proportionate share of the acquiree's net assets. All acquisition-related costs should be expensed. The Group will apply IFRS 3 (revised) to all business combinations from January 1, 2010.

 

 

 

 

 

 

 

 

*

Amendment to IAS 38 'Intangible assets', effective for periods beginning on or after July 1, 2009. This clarifies the description of the valuation techniques commonly used to measure intangible assets acquired in a business combination when they are not traded in an active market. In addition, an intangible asset acquired in a business combination might be separable but only together with a related contract, identifiable asset or liability. In such cases, the intangible asset is recognized separately from goodwill but together with the related item. The Group will apply IAS 38 (Amendment) from January 1, 2010.

 

 

 

 

 

 

 

 

*

Amendment to IFRIC 9 'Reassessment of embedded derivatives', effective for periods beginning on or after July 1, 2009. This amendment aligns the scope of IFRIC 9 to the scope of IFRS 3 (revised): the interpretation does not apply to embedded derivatives in contracts acquired in a business combination, a common control combination or the formation of a joint venture. The Group will apply IFRIC 9 (amendment) from January 1, 2010.

 

 

 

 

 

 

 

 

*

Amendment to IFRS 8 'Operating segments', effective for periods beginning on or after January 1, 2010. Disclosure of information about total assets and liabilities for each reportable segment is required only if such amounts are regularly provided to the chief operating decision maker. The Group will apply IFRS 8 (Amendment) from January 1, 2010.

 

 

 

 

 

 

 

 

*

Amendment to IAS 36 'Impairment of assets', effective for periods beginning on or after January 1, 2010. This clarifies that the largest unit permitted for the goodwill impairment test is the lowest level of operating segment before any aggregation as defined in IFRS 8. The amendment does not have any impact on the Group's financial statements.

 

 

 

 

 

 

 

 

*

Amendment to IAS 39 'Financial instruments: recognition and measurement', effective for periods beginning on or after January 1, 2010. Loan prepayment penalties are treated as closely related embedded derivatives, only if the penalties are payments that compensate the lender for loss of interest by reducing the economic loss from reinvestment risk. In addition, the scope exemption to business combination contracts only applies to forward contracts that are firmly committed to be completed between the acquirer and a selling shareholder to buy or sell an acquiree in a business combination at a future acquisition date. Therefore option contracts are not in this scope exemption. This amendment also clarifies that in a cash flow hedge of a forecast transaction that a reclassification of the gains or losses on the hedged item from equity to profit or loss is made during the period the hedged forecast cash flows affect profit or loss. The Group will apply IAS 39 (amendment) from January 1, 2010.

 

 

 

 

 

 

 

 

*

Amendment to IAS 7 'Statement of cash flows', effective for periods beginning on or after January 1, 2010. Only expenditures that result in a recognized asset are eligible for classification as investing activities. The Group will apply IAS 7 (amendment) from January 1, 2010.

 

 

 

 

 

 

 

 

*

Amendment to IAS 17 'Leases', effective for periods beginning on or after January 1, 2010. The amendment removes the specific guidance on the classification of long-term leases of land as operating leases. When classifying land leases, the general principles applicable to the classification of leases should be applied. The classification of land leases has to be reassessed on adoption of the amendment on the basis of information existing at inception of the leases. The Group will apply IAS 17 (amendment) from January 1, 2010.

 

 

 

 

 

 

4.

BUSINESS COMBINATIONS

 

 

 

On May 30, 2008, the Company acquired the following entities from Aluminum Corporation of China ("Chinalco"), the Company's ultimate holding company, and China Nonferrous Metals Processing Technology Co., Ltd. ("China Nonferrous"), an entity controlled by Chinalco, for cash consideration of RMB4,175 million. In addition, pursuant to the terms of the acquisition agreement, the original shareholders of the acquirees are entitled to any profit or loss generated by the entities acquired between the agreed-upon valuation dates and May 30, 2008. In this connection, the Company is required to pay an additional RMB5.74 million to the original shareholders. These entities are incorporated and operated in the PRC.

 

 

 

 

 

Equity interest

 

Name of acquiree

Principal activities

acquired

 

 

 

 

 

Lanzhou Liancheng Longxing

Manufacture and sale of

100%

 

    Aluminum Company Limited

    primary aluminum

 

 

Huaxi Aluminum Company Limited

Manufacture and sale of

56.86%

 

 

    aluminum fabrication products

 

 

Chalco Ruimin Company Limited

Manufacture and sale of aluminum

75%

 

 

    fabrication products

 

 

Chalco Southwest Aluminum Cold

Manufacture and sale of aluminum

100%

 

    Rolling Company Limited

    fabrication products

 

 

Chalco Southwest Aluminum

Manufacture and sale of aluminum

60%

 

    Company Limited

    fabrication products

 

 

Chalco Henan Aluminum

Manufacture and sale of aluminum

84.02%

 

    Company Limited

    fabrication products

 

 

 

 

 

 

As both the Company and the six acquirees are under the common control of Chinalco before and after the acquisition, these transactions were accounted for as a common control business combinations, using merger accounting.

On September 30, 2008, the Company acquired the aluminum alloy (a kind of primary aluminum product) business from Pingguo Aluminum Company ("Aluminum Alloy Business of Pingguo Aluminum") for cash consideration of RMB96.39 million. Pursuant to the terms of the acquisition agreement, the original shareholder of the acquiree is entitled to profit or loss generated by Aluminum Alloy Business of Pingguo Aluminum between the agreed-upon valuation date and September 30, 2008 (the "Valuation Period"). As a result, the original shareholder is required to pay the Company RMB27.04 million, which represented the loss incurred by the Aluminum Alloy Business of Pingguo Aluminum during the Valuation Period. As both the Company and Aluminum Alloy Business of Pingguo Aluminum are under the common control of Chinalco before and after the acquisition, the acquisition was accounted for as a common control business combination, using merger accounting. Accordingly, the Group's operating results and cash flows for the six months ended June 30, 2008 have been restated as follows:

 

 

 

 

For the six months ended June 30, 2008

 

 


 

 

The

 

 

 

 

 

Group before

 

 

 

 

 

acquisition of

 

 

 

 

 

Aluminum Alloy

Aluminum Alloy

 

 

 

 

Business

Business

 

 

 

 

of Pingguo

of Pingguo

 

 

 

 

Aluminum

Aluminum

Adjustments

Total

 

 

RMB'000

RMB'000

RMB'000

RMB'000

 

 

 

 

 

 

 

Revenue

39,606,826

375,184

(319,382)

39,662,628

 

 





 

 

 

 

 

 

 

Profit for the period

2,623,070

(4,967)

(10,937)

2,607,166

 

 





 

 

 

 

 

 

 

Net cash generated from

 

 

 

 

 

    operating activities

1,901,534

9,572

-

1,911,106

 

Net cash used in

 

 

 

 

 

    investing    activities

(13,558,766)

(3,145)

-

(13,561,911)

 

Net cash generated from

 

 

 

 

 

    financing activities

14,126,763

(30,308)

-

14,096,455

 

 





 

 

 

 

 

 

5.

INTANGIBLE ASSETS AND PROPERTY, PLANT AND EQUIPMENT

 

 

 

 

Intangible assets

 

 

 


 

 

 

 

 

Computer

 

Property,

 

 

 

Mining

software

 

plant and

 

 

Goodwill

rights

and others

Total

equipment

 

 

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

 

 

 

 

 

 

 

 

Net book amount as

 

 

 

 

 

 

    of January 1, 2009

2,362,735

511,776

92,368

2,966,879

86,014,123

 

Additions (Note 9)

-

80,507

15,088

95,595

4,440,989

 

Disposals

-

-

-

-

(23,825)

 

Amortization and

 

 

 

 

 

 

    depreciation

-

(20,831)

(9,552)

(30,383)

(2,902,204)

 

Exchange differences

-

10,993

-

10,993

-

 

 






 

 

 

 

 

 

 

 

Net book amount

 

 

 

 

 

 

    as of June 30, 2009

2,362,735

582,445

97,904

3,043,084

87,529,083

 

 






 

 

 

 

 

 

 

 

Net book amount as

 

 

 

 

 

 

    of January 1, 2008

2,330,945

308,071

49,218

2,688,234

69,285,278

 

Additions (Note 9)

-

4,346

6,463

10,809

9,866,562

 

Disposals

-

-

-

-

(50,307)

 

Amortization and

 

 

 

 

 

 

    depreciation

-

(10,246)

(6,816)

(17,062)

(2,539,756)

 

 






 

 

 

 

 

 

 

 

Net book amount

 

 

 

 

 

 

    as of June 30, 2008

2,330,945

302,171

48,865

2,681,981

76,561,777

 

 






 

 

 

 

 

 

 

 

As of June 30, 2009, certain property, plant and equipment were pledged as securities for the Group's borrowings (Note 7(e)).

 

 

6.

ACCOUNTS RECEIVABLE

 

 

 

 

June 30,

December 31,

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Trade receivables

1,964,715

1,734,896

 

Less: provision for doubtful debts

(414,064)

(421,857)

 

 



 

 

 

 

 

 

1,550,651

1,313,039

 

Notes receivable

740,923

722,285

 

 



 

 

 

 

 

 

2,291,574

2,035,324

 

 



 

 

 

 

 

Sales to third party customers are normally on advance of payment or documents against payment. Sales to large and long-established customers, credit period of up to one year may be granted. Sales to Chinalco and its related entities are receivable on demand.

As of June 30, 2009, the ageing analysis of trade receivables is as follows:

 

 

 

 

June 30,

December 31,

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Within 1 year

1,420,949

1,242,516

 

Between 1 and 2 years

89,078

33,173

 

Between 2 and 3 years

14,577

17,834

 

Over 3 years

440,111

441,373

 

 



 

 

 

 

 

 

1,964,715

1,734,896

 

 



 

 

 

 

 

Notes receivable are bank acceptance drafts within maturity period of six months (December 31, 2008: within six months).

As of June 30, 2009, trade receivables totaling RMB10 million (December 31, 2008: nil) were pledged against the Group's borrowings (Note 7(e)).

As of June 30, 2009, notes receivable totaling RMB13 million (December 31, 2008: RMB33 million) were pledged to certain banks for issuance of certain notes payable (Note 8).

 

 

7.

BORROWINGS

 

 

 

 

June 30,

December 31,

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Long-term borrowings

 

 

 

    Long-term bank and other loans (Note (a))

 

 

 

    -Secured (Note (e))

631,249

665,819

 

    -Guaranteed

4,911,192

5,720,408

 

    -Unsecured

22,241,959

20,732,972

 

 



 

 

 

 

 

 

27,784,400

27,119,199

 

 

 

 

 

    Medium-term notes and long-term bonds,

 

 

 

        unsecured (Note (b))

11,889,158

11,963,083

 

 



 

 

 

 

 

Total long-term borrowings

39,673,558

39,082,282

 

Current portion of long-term borrowings

(1,453,086)

(2,949,730)

 

 



 

 

 

 

 

Non-current portion of long term-loans

38,220,472

36,132,552

 

 



 

 

 

 

 

Short-term borrowings

 

 

 

    Short-term bank loans (Note (c))

 

 

 

    -Secured (Note (e))

672,000

260,000

 

    -Guaranteed

330,000

1,591,000

 

    -Unsecured

17,772,793

12,337,202

 

 



 

 

 

 

 

 

18,774,793

14,188,202

 

Short-term bonds, unsecured (Note (d))

3,141,413

5,152,283

 

 



 

 

 

 

 

 

21,916,206

19,340,485

 

 



 

 

 

 

 

Current portion of long-term borrowings

1,453,086

2,949,730

 

 



 

 

 

 

 

Total short-term borowings and

 

 

 

    current portion of long-term borrowings

23,369,292

22,290,215

 

 



 

 

 

 

 

Notes:

 

 

 

(a)

Long-term bank and other loans

 

 

 

 

 

(i)

Repayment of long-term bank and other loans are set out below:

 

 

 

 

 

 

 

 

Bank loans

Other loans

 

 

 

 



 

 

 

 

June 30,

December 31,

June 30,

December 31,

 

 

 

 

2009

2008

2009

2008

 

 

 

 

RMB'000

RMB'000

RMB'000

RMB'000

 

 

 

 

 

 

 

 

 

 

 

Within 1 year

1,424,434

2,908,374

28,652

41,356

 

 

 

Between 1 and 2 years

5,907,403

3,393,820

18,102

18,279

 

 

 

Between 2 and 5 years

12,965,815

13,204,281

54,305

54,837

 

 

 

Over 5 years

7,290,822

7,399,102

94,867

99,150

 

 

 

 





 

 

 

 

 

 

 

 

 

 

 

 

27,588,474

26,905,577

195,926

213,622

 

 

 

 





 

 

 

 

 

 

 

 

 

 

 

Other loans were provided by Ministry of Finance of local governments to a branch and a subsidiary of the Company.

 

 

 

 

 

 

(ii)

Details of guaranteed long-term bank and other loans are set out below:

 

 

 

 

 

 

 

Guarantors

 

 

 

 

 

 

 

 

June 30,

December 31,

 

 

 

 

2009

2008

 

 

 

 

RMB'000

RMB'000

 

 

 

 

 

 

 

 

 

Chinalco

2,528,237

2,902,228

 

 

 

Shanxi Zhangze Electric Power Co., Ltd. (Note (1))

780,000

780,000

 

 

 

Luoyang Economic Investment Co., Ltd.

 

 

 

 

 

    ("Luoyang Economic") (Note (1))

101,111

115,738

 

 

 

Lanzhou Aluminum Factory (Note (2))

93,554

103,922

 

 

 

Yichuan Power Industrial Group Company

 

 

 

 

 

    ("Yichuan Power") (Note (1))

70,115

76,380

 

 

 

Jiaozuo Wanfang Group Co., Ltd.

 

 

 

 

 

    (Note (1)) and Henan Tire Group

 

 

 

 

 

    Co., Ltd. (Note (3))

66,800

66,800

 

 

 

Luoyang Longquan Aluminum

 

 

 

 

 

    Products Co., Ltd. (Note (1))

57,000

57,000

 

 

 

China Nonferrous (Note (1))

44,375

48,340

 

 

 

Baotou Aluminum (Group) Co., Ltd.

 

 

 

 

 

    ("Baotou Group") (Note (2))

-

250,000

 

 

 

Henan Tire Group Co., Ltd.

-

150,000

 

 

 

The Company (Note (4))

1,170,000

1,170,000

 

 

 

 



 

 

 

 

 

 

 

 

 

 

4,911,192

5,720,408

 

 

 

 



 

 

 

 

 

 

 

 

 

The English names represent the best effort by the management of the Group in translating their Chinese names as they do not have any official English names.

 

 

 

 

 

 

 

Notes:

 

 

 

 

 

 

 

(1)

Guarantors are minority shareholders of certain subsidiaries of the Company.

 

 

 

 

 

 

 

 

(2)

Guarantors are subsidiaries of Chinalco and shareholders of the Company.

 

 

 

 

 

 

 

 

(3)

Guarantors are joint guarantors.

 

 

 

 

 

 

 

 

(4)

The Company has provided guarantees to its subsidiaries for bank loans.

 

 

 

 

 

 

 

(iii)

The effective annual interest rates of long-term bank loans for the six months ended June 30, 2009 and 2008 ranged from 1.53% to 8.51% and 2.30% to 8.51%, respectively.

 

 

 

 

 

(b)

Medium-term notes and long-term bonds

 

 

 

 

 

In June 2007, the Company issued long-term bonds with a total face value of RMB2 billion at par (face value of RMB100.00 per unit) with ten-year terms for capital expenditure purposes. The fixed annual coupon and effective interest rates of these bonds are 4.50% and 4.64%, respectively.

In June 2008, the Company issued medium-term notes with a total face value of RMB5 billion at par (face value of RMB100.00 per unit) with three-year terms for operating cash flows and bank loans re-financing. The fixed annual coupon and effective interest rates of these notes are 5.30% and 5.62%, respectively.

In October 2008, the Company issued medium-term notes with a total face value of RMB5 billion at par (face value of RMB100.00 per unit) with five-year terms for operating cash flows and bank loans re-financing. The fixed annual coupon and effective interest rates of these notes are 4.58% and 4.92%, respectively.

 

 

 

 

(c)

Short-term bank loans

 

 

 

 

 

(i)

Details of guaranteed short-term bank loans are set out below:

 

 

 

 

 

 

 

 

June 30,

December 31,

 

 

 

 

2009

2008

 

 

 

Guarantors

RMB'000

RMB'000

 

 

 

 

 

 

 

 

 

Chinalco

230,000

633,000

 

 

 

Baotou Group

100,000

818,000

 

 

 

Yichuan Power

-

40,000

 

 

 

China Nonferrous

-

50,000

 

 

 

Luoyang Economic

-

50,000

 

 

 

 



 

 

 

 

 

 

 

 

 

 

330,000

1,591,000

 

 

 

 



 

 

 

 

 

 

 

 

(ii)

The effective annual interest rates of short-term bank loans for the six months ended June 30, 2009 and 2008 ranged from 1.70% to 7.47% and 4.49% to 7.47%, respectively.

 

 

 

 

 

(d)

Short-term bonds

 

 

 

 

 

In February 2008, the Company issued short-term bonds with a total face value of RMB2 billion at par (face value of RMB100.00 per unit) with one-year term for working capital purposes. The fixed annual coupon and effective interest rates of these bonds were 4.99% and 5.40%, respectively. These short-term bonds have matured and were fully redeemed in February 2009.

In July 2008, the Company issued short-term bonds with a total face value of RMB3 billion at par (face value of RMB100.00 per unit) with one-year term for working capital purposes. The fixed annual coupon and effective interest rates of these bonds were 4.83% and 5.25%, respectively. These short-term bonds have matured and were fully redeemed in July 2009.

 

 

 

 

(e)

Securities for long-term and short-term borrowings

 

 

 

 

 

The carrying value of assets secured for long-term bank and other loans and short-term loans are set out below:

 

 

 

 

 

 

June 30,

December 31,

 

 

 

2009

2008

 

 

 

RMB'000

RMB'000

 

 

 

 

 

 

 

Trade receivables

10,443

-

 

 

Property, plant and equipment

1,397,855

900,230

 

 

Land use rights

237,847

52,262

 

 

Inventories

129,123

44,148

 

 

 



 

 

 

 

 

 

 

 

1,775,268

996,640

 

 

 



 

 

 

 

 

 

 

As of June 30, 2009, cash amounted to RMB21 million (December 31, 2008: nil) was pledged for certain bank loans.

 

 

 

8.

ACCOUNTS PAYABLE

 

 

 

 

June 30,

December 31,

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Trade payables

3,294,809

4,343,930

 

Notes payable (Note 6)

2,042,288

418,010

 

 



 

 

 

 

 

 

5,337,097

4,761,940

 

 



 

 

 

 

 

As of June 30, 2009, the ageing analysis of trade payables is as follows:

 

 

 

 

June 30,

December 31,

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Within 1 year

3,107,920

4,213,654

 

Between 1 and 2 years

113,642

70,967

 

Between 2 and 3 years

29,131

17,474

 

Over 3 years

44,116

41,835

 

 



 

 

 

 

 

 

3,294,809

4,343,930

 

 



 

 

 

 

 

Notes payable are bank acceptance drafts within maturity period of six months (December 31, 2008: within six months).

 

 

9.

REVENUE AND SEGMENT INFORMATION

 

 

 

Revenue

 

 

 

Revenue recognized during the period is as follows:

 

 

 

 

For the six months ended June 30

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Sales of goods (net of value-added tax)

27,176,378

38,215,499

 

Other revenue (Note)

808,306

1,447,129

 

 



 

 

 

 

 

 

27,984,684

39,662,628

 

 



 

 

 

 

 

Note:

Other revenue primarily includes revenue from sales of scrap and other materials and coal, supply of electricity, gas, heat and water and provision of transportation and packaging services, machinery processing and other services.

 

 

 

 

Segment information

The chief operating decision-maker of the Company has been identified as the Company's Executive Committee. The Executive Committee is responsible for the review of the internal reports in order to allocate resources to the segments and assess their performance. Management has determined the operating segments on the basis of these reports. The Executive Committee considers the business from product perspective. From a product perspective, the Executive Committee assesses the performance of alumina, primary aluminum and aluminum fabrication.

The Executive Committee assesses the performance of operating segments based on profit before income tax in related periods excluding financial income and costs, shares of profits of jointly controlled entities, shares of profits of associates and operating results of those centrally managed and resource allocation functions in headquarters. Unless otherwise stated below, the assessment manner used by the Executive Committee is consistent with that applied by this unaudited condensed consolidated interim financial information.

The corporate and other services cover other operating activities of the Group, including research and development related to the aluminum business.

Segment assets mainly exclude interests in jointly controlled entities, interests in associates, available-for-sale financial assets, prepaid current income tax, deferred income tax assets and resource allocation functions in headquarters. Segment liabilities mainly exclude the borrowings, current income tax liabilities and deferred income tax liabilities.

All sales among the operating segments were conducted at terms mutually agreed among group companies, and have been eliminated at consolidation level.

 

 

 

 

For the six months ended June 30, 2009

 

 

 

 

 

Corporate

 

 

 

 

 

Primary

Aluminum

and other

Inter-

 

 

 

Alumina

aluminum

fabrication

operating

segment

 

 

 

segment

segment

segment

segments

elimination

Total

 

 

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

 

 

 

 

 

 

 

 

 

Total revenue

9,658,484

19,946,561

3,647,205

1,344,079

(6,611,645)

27,984,684

 

Inter-segment revenue

(5,475,188)

(1,136,457)

-

-

6,611,645

-

 

 







 

 

 

 

 

 

 

 

 

Revenue from external

 

 

 

 

 

 

 

    customers

4,183,296

18,810,104

3,647,205

1,344,079

-

27,984,684

 

 







 

 

 

 

 

 

 

 

 

Segment loss

(2,037,958)

(713,852)

(411,848)

(288,444)

108,470

(3,343,632)

 

Finance income

 

 

 

 

 

63,178

 

Finance cost, net

 

 

 

 

 

(1,095,161)

 

Shares of losses

 

 

 

 

 

 

 

    of jointly controlled entities

 

 

 

 

 

(100,340)

 

Share of profits

 

 

 

 

 

 

 

    of associates

 

 

 

 

 

29,113

 

 







 

 

 

 

 

 

 

 

 

Loss before income tax

 

 

 

 

 

(4,446,842)

 

Income tax

 

 

 

 

 

672,134

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

Loss for the period

 

 

 

 

 

(3,774,708)

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

Other items

 

 

 

 

 

 

 

Amortization of

 

 

 

 

 

 

 

    lease prepayment

7,895

10,515

3,463

1,366

-

23,239

 

Depreciation and

 

 

 

 

 

 

 

    amortization

1,389,606

1,396,191

197,952

85,085

-

3,068,834

 

(Gain)/loss on disposal

 

 

 

 

 

 

 

    of property, plant

 

 

 

 

 

 

 

    and equipment

(3,988)

6,268

-

-

-

2,280

 

(Reversal of)/provision

 

 

 

 

 

 

 

    for doubtful debts

 

 

 

 

 

 

 

    on receivables

(3,718)

(19)

511

-

-

(3,226)

 

 







 

 

 

 

 

 

 

 

 

Capital expenditures

 

 

 

 

 

 

 

    during the period

 

 

 

 

 

 

 

Intangible assets

81,515

2,580

41

11,459

-

95,595

 

Property, plant

 

 

 

 

 

 

 

    and equipment

1,954,236

1,500,885

1,007,228

14,491

-

4,476,840

 

 







 

 

 

 

 

 

 

 

 

 

For the six months ended June 30, 2008

 

 

 

 

 

Corporate

 

 

 

 

 

Primary

Aluminum

and other

Inter-

 

 

 

Alumina

aluminum

fabrication

operating

segment

 

 

 

segment

segment

segment

segments

elimination

Total

 

 

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

 

 

 

 

 

 

 

 

 

Total revenue

16,443,060

24,390,400

6,482,026

1,278,638

(8,931,496)

39,662,628

 

Inter-segment revenue

(7,623,631)

(1,298,588)

(9,277)

-

8,931,496

-

 

 







 

 

 

 

 

 

 

 

 

Revenue from external

 

 

 

 

 

 

 

    customers

8,819,429

23,091,812

6,472,749

1,278,638

-

39,662,628

 

 







 

 

 

 

 

 

 

 

 

Segment profit/(loss)

2,229,908

1,997,086

(18,036)

(240,038)

(111,488)

3,857,432

 

Finance income

 

 

 

 

 

94,272

 

Finance cost, net

 

 

 

 

 

(815,756)

 

Shares of profits of

 

 

 

 

 

 

 

jointly controlled entities

 

 

 

 

 

3,405

 

Share of profits

 

 

 

 

 

 

 

    of associates

 

 

 

 

 

108,724

 

 







 

 

 

 

 

 

 

 

 

Profit before income tax

 

 

 

 

 

3,248,077

 

Income tax

 

 

 

 

 

(640,911)

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

Profit for the period

 

 

 

 

 

2,607,166

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

Other items

 

 

 

 

 

 

 

Amortization of

 

 

 

 

 

 

 

    lease prepayment

12,613

8,167

2,447

 

 

23,227

 

Depreciation and amortization

1,117,790

1,146,765

134,221

130,267

-

2,529,043

 

Loss on disposal of property,

 

 

 

 

 

 

 

    plant and equipment

28,077

8,779

2,253

-

-

39,109

 

(Reversal of)/provision for

 

 

 

 

 

 

 

inventory obsolescence

(2,003)

346

(13,393)

1,657

-

(13,393)

 

Provision for/(reversal of)

 

 

 

 

 

 

 

doubtful debts

 

 

 

 

 

 

 

    on receivables

1,020

(127)

947

-

-

1,840

 

 







 

 

 

 

 

 

 

 

 

Capital expenditures

 

 

 

 

 

 

 

    during the period

 

 

 

 

 

 

 

Intangible assets

5,742

 

60

5,007

-

10,809

 

Property, plant

 

 

 

 

 

 

 

    and equipment

4,343,163

4,761,793

678,373

83,233

-

9,866,562

 

 







 

 

 

 

 

 

 

 

 

 

As of June 30, 2009

 

 

 

 

 

Corporate

 

 

 

 

 

Primary

Aluminum

and other

Inter-

 

 

 

Alumina

aluminum

fabrication

operating

segment

 

 

 

segment

segment

segment

segments

elimination

Total

 

 

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

 

 

 

 

 

 

 

 

 

Segment assets

52,542,996

56,674,033

13,304,982

13,269,744

(4,647,321)

131,144,434

 

Interests in jointly

 

 

 

 

 

 

 

    controlled entities

 

 

 

 

 

618,511

 

Interests in associates

 

 

 

 

 

146,409

 

Deferred income tax assets

 

 

 

 

 

1,494,809

 

Current income tax assets

 

 

 

 

 

763,220

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

Total assets

 

 

 

 

 

134,167,383

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

Segment liabilities

6,671,445

7,723,846

2,066,619

4,240,603

(4,755,791)

15,946,722

 

Deferred income tax liabilities

 

 

 

 

 

74,165

 

Current income tax liabilities

 

 

 

 

 

54,851

 

Borrowings

 

 

 

 

 

61,619,764

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

Total liabilities

 

 

 

 

 

77,695,502

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

As of December 31, 2008

 

 

 

 

 

Corporate

 

 

 

 

 

Primary

Aluminum

and other

Inter-

 

 

 

Alumina

aluminum

fabrication

operating

segment

 

 

 

segment

segment

segment

segments

elimination

Total

 

 

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

 

 

 

 

 

 

 

 

 

Segment assets

53,347,106

62,836,660

12,142,579

11,709,950

(6,762,607)

133,273,688

 

Interests in jointly

 

 

 

 

 

 

 

     controlled entities

 

 

 

 

 

701,850

 

Interests in associates

 

 

 

 

 

104,809

 

Deferred income tax assets

 

 

 

 

 

698,504

 

Current income tax assets

 

 

 

 

 

748,668

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

Total assets

 

 

 

 

 

135,527,519

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

Segment liabilities

7,064,319

11,986,710

1,692,571

2,154,009

(6,762,607)

16,135,002

 

Deferred income tax liabilities

 

 

 

 

 

53,768

 

Current income tax liabilities

 

 

 

 

 

24,161

 

Borrowings

 

 

 

 

 

59,117,766

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

Total liabilities

 

 

 

 

 

75,330,697

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

The Company is domiciled in the PRC. Geographical information on operating segments is as follows:

 

 

 

 

For the six months

 

 

ended June 30

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Segment revenue from external customers

 

 

 

    -The PRC

26,712,156

37,930,438

 

    -Other countries

1,272,528

1,732,190

 

 



 

 

 

 

 

 

27,984,684

39,662,628

 

 



 

 

 

 

 

 

June 30,

December 31,

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Non-current assets (excluding financial assets,

 

 

 

    interests in jointly controlled entities, interests in

 

 

 

    associates and deferred income tax assets)

 

 

 

    -The PRC

93,106,345

91,874,934

 

    -Other countries

495,937

428,380

 

 



 

 

 

 

 

 

93,602,282

92,303,314

 

 



 

 

 

 

 

For the six months ended June 30, 2009, revenues of approximately RMB6,470 million (2008: RMB11,097 million) are derived from entities directly or indirectly owned or controlled by the PRC government. These revenues are mainly attributable to the alumina, primary aluminum and aluminum fabrication segments. The proportion of segment revenue from other individual customers is not more than 10%.

 

 

10.

SELLING AND DISTRIBUTION EXPENSES

 

 

 

 

For the six months

 

 

ended June 30

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Transportation and loading expenses

364,397

485,971

 

Packaging expenses

50,235

93,636

 

Port expenses

36,362

33,526

 

Salaries and welfare expenses

18,586

17,077

 

Sales commissions and other handling fee

10,550

9,321

 

Storage fee

11,977

9,176

 

Marketing and advertising expenses

4,716

5,395

 

Others

57,540

65,709

 

 



 

 

 

 

 

 

554,363

719,811

 

 



 

 

 

 

11.

GENERAL AND ADMINISTRATIVE EXPENSES

 

 

 

 

For the six months

 

 

ended June 30

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Salaries and welfare expenses

319,599

332,779

 

Taxes other than income tax expense (Note)

237,420

314,619

 

Depreciation -non-production property,

 

 

 

    plant and equipment

115,953

122,470

 

Amortization of prepaid land use rights

 

 

 

    and leasehold land

23,239

23,227

 

Traveling and entertainment

49,826

74,920

 

Utilities and office supplies

36,727

39,586

 

Pollutants discharge fees

13,842

12,539

 

Repairs and maintenance

16,257

32,214

 

Insurance

40,941

29,421

 

Operating lease rental expenses

94,646

69,866

 

Legal and professional fees

21,952

19,576

 

Loss on disposal of property, plant and equipment

2,280

39,109

 

Others

193,628

203,329

 

 



 

 

 

 

 

 

1,166,310

1,313,655

 

 



 

 

 

 

 

Note:

Taxes other than income tax expense mainly comprise land use tax, property tax and stamp duty.

 

 

 

12.

OTHER INCOME, NET

 

 

 

 

For the six months

 

 

ended June 30

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Other income

 

 

 

Government grants

93,917

16,650

 

Other gains, net

 

 

 

Realized gains on future and option contracts, net

268,193

57,449

 

Unrealized gains on future and option contracts, net

79,706

13,843

 

Others

1,843

244

 

 



 

 

 

 

 

 

443,659

88,186

 

 



 

 

 

 

13.

OPERATING (LOSS)/PROFIT

 

 

 

 

For the six months

 

 

ended June 30

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Loss on disposal of property,

 

 

 

    plant and equipment

2,280

39,109

 

Operating lease rentals in respect

 

 

 

    of land and buildings

229,282

349,657

 

Reversal of inventory obsolescence

-

(13,393)

 

(Reversal of)/provision for

 

 

 

    doubtful debts on receivables

(3,226)

1,840

 

 



 

 

 

 

14.

FINANCE COSTS, NET

 

 

 

 

For the six months

 

 

ended June 30

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Interest expense

1,122,595

854,845

 

Exchange gain, net

(27,434)

(39,089)

 

 



 

 

 

 

 

 

1,095,161

815,756

 

 



 

 

 

 

15.

INCOME TAX

 

 

 

 

For the six months

 

 

ended June 30

 

 

2009

2008

 

 

RMB'000

RMB'000

 

 

 

 

 

Current income tax

(104,280)

(675,636)

 

Deferred income tax

776,414

34,725

 

 



 

 

 

 

 

 

672,134

(640,911)

 

 



 

 

 

 

 

The current income tax of the Group has been provided on the estimated assessable profit and the appropriate tax rates for the period. Certain branches and subsidiaries of the Company located in special regions of the PRC were granted tax concessions including paying preferential tax rate of 15% for a period of 10 years, exempting them from income tax for the first 5 years from its first production date, etc. In addition, the Group also enjoys preferential policy on tax credit approved in prior years in respect of domestically manufactured production equipment purchased.

Upon the implementation of the new Corporate Income Tax Law from January 1, 2008, the applicable corporate income tax rate of the Group was adjusted to 25%. However, for those branches and subsidiaries of the Company which were applying 15% income tax rate, the income tax rate will gradually increase to 25% over 5 years while those entities located in western region continue to enjoy income tax rate of 15% without any upward adjustment before 2011 when such income tax rate will change to 25%.

Deferred income tax is calculated in full on temporary differences under the liability method using tax rates substantially enacted at the balance sheet date.

 

 

16.

(LOSS)/EARNINGS PER SHARE

 

 

 

Basic

Basic (loss)/earnings per share is calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of shares in issue during the period.

 

 

 

 

For the six months

 

 

ended June 30

 

 

2009

2008

 

 

 

 

 

(Loss)/profit attributable to equity holders

 

 

 

    of the Company (RMB)

(3,521,758,985)

2,393,901,525

 

Weighted average number

 

 

 

    of ordinary shares in issue

13,524,487,892

13,524,487,892

 

Basic (loss)/earnings per share (RMB)

(0.260)

0.177

 

 



 

 

 

 

 

Diluted

Basic (loss)/earnings per share for the six months ended June 30, 2009 is the same as the diluted (loss)/earnings per share as there is no dilutive potential shares.

 

 

17.

DIVIDENDS

 

 

 

The 2007 final dividend distribution plan of the Company was approved in the shareholders' meeting on May 9, 2008. The 2007 final dividend, excluding those interim dividends declared and paid during the period, of RMB0.053 per ordinary share, totaling approximately RMB717 million was declared and was fully paid before June 30, 2008.

The 2008 interim dividend distribution plan of the Company was approved in extraordinary shareholders' meeting on October 28, 2008. The 2008 interim dividend of RMB0.052 per ordinary share, totaling approximately RMB703 million was declared and was fully paid before December 31, 2008.

The Board did not recommend the payment of a interim dividend for the six months ended June 30, 2009.

 

 

18.

CONTINGENT LIABILITIES

 

 

 

Fushun Aluminum Co., Ltd. ("Fushun Aluminum"), a subsidiary of the Company, was named in the claims by various banks for its joint liabilities for the repayments of loans due from a third party. As of June 30, 2009, litigation proceedings for the aforesaid litigation have been completed. According to the final judgment obtained, Fushun Aluminum is not liable for any of the aforesaid litigation.

 

 

19.

COMMITMENTS

 

 

 

(a)

Capital commitments of property, plant and equipment

 

 

 

 

 

 

June 30,

December 31,

 

 

 

2009

2008

 

 

 

RMB'000

RMB'000

 

 

 

 

 

 

 

Contracted but not provided for

8,064,847

10,278,172

 

 

Authorized but not contracted for

28,234,329

30,131,209

 

 

 



 

 

 

 

 

 

 

 

36,299,176

40,409,381

 

 

 



 

 

 

 

 

 

(b)

Commitments under operating leases

 

 

 

 

 

Pursuant to non-cancellable operating lease agreements entered, the future aggregate minimum lease payments are summarized as follows:

 

 

 

 

 

 

June 30,

December 31,

 

 

 

2009

2008

 

 

 

RMB'000

RMB'000

         
   

Not later than one year

776,844

905,493

   

Later than one year and not

   
   

    later than five years

3,107,376

3,621,972

   

Later than five years

24,268,335

30,877,194

 

 

 



         
     

28,152,555

35,404,659

 

 

 



         
 

(c)

Commitments for capital contribution

     
   

(i)

On April 17, 2006, the Company entered into an investment agreement with Guizhou Wujiang Hydropower Development Co., Ltd. to jointly establish Chalco Zunyi Alumina Co., Ltd. ("Zunyi Alumina") with registered capital of RMB1,400 million. Pursuant to the agreement, the Company is required to inject a total of RMB938 million for 67% equity interest in Zunyi Alumina. As of June 30, 2009, the Company has injected RMB563 million (December 31, 2008: RMB563 million) and is obliged to inject an additional RMB375 million (December 31, 2008: RMB375 million).

       
   

(ii)

On January 16, 2009, the Company entered into an investment agreement with Guangxi Investment Group Co., Ltd. to inject a total of RMB103 million to Guangxi Huayin Aluminum Co., Ltd., of which the Company is required to inject RMB34 million. As of June 30, 2009, the Company has injected RMB17 million (December 31, 2008: nil) and is obliged to inject an additional RMB17 million (December 31, 2008: nil).

       
   

(iii)

As of June 30, 2009, the Company is committed to inject additional capital of RMB20 million (December 31, 2008: RMB20 million) into a subsidiary, China Aluminum Taiyue Mining Co. Ltd..

       

20.

SIGNIFICANT RELATED PARTY TRANSACTIONS

   
 

Given that the PRC government still owns a significant portion of the productive assets in the PRC despite the continuous reform of the governments structure, the majority of the Group's business activities are conducted with Chinalco and its subsidiaries, associates and jointly controlled entities, and other enterprises directly or indirectly owned or controlled by the PRC government ("other state-owned enterprises") in the ordinary course of business.

For the purpose of the related party transactions disclosure, the Group has established procedures to determine, to the extent possible, the identification of the ownership structure of its customers and suppliers as to whether they are state-owned enterprises. However, many state-owned enterprises have a multi-layered corporate structure and the ownership structures change over time as a result of transfers and privatization programs. Nevertheless, management believes that all material related party transactions have been adequately disclosed.

   
 

(a)

Related party transactions excluding other state-owned enterprises

     
   

Save as disclosed elsewhere (except as otherwise stated) in this unaudited condensed consolidated interim financial information, significant related party transactions which were carried out in the normal course of the Group's business during the period were as follows:

     
       

For the six months

       

ended June 30

       

2009

2008

       

RMB'000

RMB'000

           
   

Sales and services rendered: (Note)

     
   

Sales of materials and finished

     
   

    goods, including:

(i)

   
   

    Chinalco and its subsidiaries

 

658,768

1,541,818

   

    Jointly controlled entities

 

-

17,534

   

    Associates

 

14,130

1,103,514

   

    Other related parties

 

1,449,224

3,416,306

       



           
       

2,122,122

6,079,172

       



           
   

Provision of utility services, including:

(ii)

   
   

    Chinalco and its subsidiaries

 

143,657

297,084

   

    Associates

 

364

-

   

    Other related parties

 

6,866

2,491

       



           
       

150,887

299,575

       



           
   

Purchase of goods and services:

     
           
   

Provision of engineering, construction

     
   

    and supervisory services, including:

(iii)

   
   

    Chinalco and its subsidiaries

 

1,796,851

3,508,698

   

    Other related parties

 

11,810

19,774

       



           
       

1,808,661

3,528,472

       



           
   

Purchases of key and auxiliary

     
   

    materials from, including:

(iv)

   
   

    Chinalco and its subsidiaries

 

335,057

1,018,920

   

    Jointly controlled entities

 

-

61,556

   

    Associates

 

4,183

123,718

   

    Other related parties

 

708,772

2,245,532

       



           
       

1,048,012

3,449,726

       



           
   

Provision of social services and

     
   

    logistics services by Chinalco

     
   

    and its subsidiaries

(v)

191,589

425,861

           
   

Provision of utilities services by, including:

(ii)

   
   

    Chinalco and its subsidiaries

 

87,986

192,217

   

    Other related parties

 

34,194

33,723

       



           
       

122,180

225,940

       



           
   

Rental expenses for land use rights and

     
   

    buildings charged by Chinalco

     
   

    and its subsidiaries

(vi)

373,065

414,172

       



           
   

Notes:

     
   

(i)

Sales of materials and finished goods comprised sales of alumina, primary aluminum, aluminum fabricated products and scrap materials. Transactions entered are covered by general agreements on mutual provision of production supplies and ancillary services at pricing policy as set out in Note (viii) below.

       
   

(ii)

Utility services, including electricity, gas, heat and water, are supplied at prices prescribed by the PRC government ("stated-prescribed price").

       
   

(iii)

Engineering, project construction and supervisory services were provided for construction projects of the Company. The state-guidance price or prevailing market price (including tender price where by way of tender) is adopted for pricing purposes.

       
   

(iv)

The pricing policy for purchases of key and auxiliary materials (including bauxite, limestone, carbon, cement, coal, etc.) at pricing policy as set out in Note (viii) below.

       
   

(v)

Social services and logistics services provided by Chinalco and its subsidiaries cover public security, fire services, education and training, school and hospital services, cultural and physical education, newspaper and magazines, broadcasting and printing as well as property management, environmental and hygiene, greenery, nurseries and kindergartens, sanatoriums, canteens and offices, public transport and retirement management and other services. Provisions of these services are covered by the Comprehensive Social and Logistics Services Agreement. The pricing policy for these services are determined in accordance with pricing policy as set out in Note (viii) below.

       
   

(vi)

Pursuant to the Land Use Rights Lease Agreements entered into between the Group and Chinalco and its subsidiaries, operating leases for industrial or commercial land are charged at market rent rate. The Group also entered into building rental agreement with Chinalco and its subsidiaries and pays rent based on market rate for its lease of buildings owned by Chinalco.

       
   

(vii)

Pursuant to Trademark License Agreement, the Company granted to Chinalco a non-exclusive right to use two trademarks for a period of ten years from July 1, 2001 to June 30, 2011 at zero cost. The Company will be responsible for the payment of a total annual fee of no more than RMB1,000 to maintain effective registration. According to the agreement terms, Chinalco may negotiate extension of effective period in using these trademarks.

       
   

(viii)

Pricing policy for the above transactions is summarized as follows:

       
     

(1)

Adoption of stated-prescribed price;

         
     

(2)

If there is no state-prescribed price then adoption of state-guidance price;

         
     

(3)

If there is neither state-prescribed price nor state-guidance price, then adoption of market price (being price charged to and from independent third parties); or

         
     

(4)

If none of the above is available, then adoption of a contractual price (being reasonable costs incurred in providing the relevant services plus not more than 5% of such costs).

         
 

(b)

Related party transactions with other state-owned enterprises

     
     

For the six months

     

ended June 30

     

2009

2008

     

RMB'000

RMB'000

         
   

Sales of goods (Note)

4,197,320

4,718,685

   

Purchases of raw materials

1,142,823

3,974,307

   

Purchases of electricity

5,784,601

7,299,954

   

Purchase of property, plant

   
   

    and equipment (including

   
   

    construction services

   
   

    and materials)

341,450

618,739

   

Drawdown of loans (including

   
   

    short-term and long-term)

17,882,589

17,715,278

   

Interest expense paid

1,557,996

1,160,881

 

 

 



         
 

(c)

Period-end balances with related parties

     
   

Other than those disclosed elsewhere in the Condensed Consolidated Interim Financial Information, the outstanding balances with related entities at June 30, 2009 are as follows:

     
     

June

December

     

30, 2009

31, 2008

     

RMB'000

RMB'000

         
   

Accounts receivable

   
   

    Chinalco and its subsidiaries

215,594

165,241

   

    Other related parties

299,455

201,377

 

 

 



         
     

515,049

366,618

 

 

 



         
   

Other current assets and

   
   

    other non-current assets

   
   

        Chinalco and its subsidiaries

79,093

48,499

   

        Jointly controlled entities

17,618

42,309

   

        Other related parties

7,978

26,580

 

 

 



         
     

104,689

117,338

 

 

 



         
   

Accounts payable

   
   

    Chinalco and its subsidiaries

138,879

312,542

   

    Associates

2,225

1,580

   

    Other related parties

47,027

5,279

 

 

 



         
     

188,131

319,401

 

 

 



         
   

Other payables and accrued expense and

   
   

    other non-current liabilities

   
   

        Chinalco and its subsidiaries

1,946,920

2,625,164

   

        Jointly controlled entities

332

332

   

        Other related parties

14,594

4,140

 

 

 



         
     

1,961,846

2,629,636

 

 

 



         
   

All balances were in accordance with terms as set out in the respective agreements or as mutually agreed between the parties in concern.

As of June 30, 2009, included in long-term borrowings and short-term borrowings and current portion of long-term borrowings are borrowings payable to other state-owned enterprises of RMB26,008 million (December 31, 2008: RMB23,766 million) and RMB19,978 (December 31, 2008: RMB17,054 million) respectively.

     
 

(d)

Key management personnel compensation

     
     

For the six months

     

ended June 30

     

2009

2008

     

RMB'000

RMB'000

         
   

Basic salaries, housing allowances,

   
   

    other allowances

   
   

    and benefits in kind

1,451

1,691

   

Discretionary bonus

-

67

   

Pension

566

853

 

 

 



         
     

2,017

2,611

 

 

 



         
   

Note:

Revenues are included in total revenue derived from entities directly or indirectly owned or controlled by the PRC government as disclosed in Note 9.

       

21.

COMPARATIVE FIGURES

   
 

Certain comparative figures have been reclassified to confirm with the current period's presentation.

   

MANAGEMENT'S DISCUSSION AND ANALYSIS ON FINANCIAL POSITIONAND RESULTS OF OPERATION

 

The following management's discussion and analysis should be read in conjunction with the financial information together with the accompanying notes included in the interim report and other sections elsewhere

 

BUSINESS SEGMENTS

 

The Group is engaged principally in alumina refining, primary aluminum smelting and aluminum fabricated products, we organize and manage our operations according to the following business segments:

 

Alumina segment, which consists of mining and purchasing bauxite and other raw materials, refining bauxite into alumina, and selling alumina both internally to the Group's aluminum plants and externally to customers outside the Group. This segment also includes the production and sales of chemical alumina (including alumina hydrate and alumina chemicals) and gallium.

 

Primary aluminum segment, which consists of purchasing alumina and other raw materials, supplemental materials and electricity power, smelting alumina to produce primary aluminum and sell them to the Group's internal aluminum fabrication plants and external customers. This segment also includes the production and sales of carbon products and aluminum alloy products.

 

Aluminum fabrication segment, which consists of purchasing primary aluminum, other raw materials, supplemental materials and electricity power, and further processing primary aluminum for the production and sales of seven main aluminum fabricated products, including casts, planks, screens, extrusions, forges, powder and die castings.

 

Other segments, which mainly include research and development activities relating to aluminum business of the headquarters and other operations of the Group.

 

Results of Operations

 

The Group's loss attributable to equity holders of the Company for the first half of 2009 was RMB3,522 million, representing a significant decrease from the profit of RMB2,394 million for the corresponding period last year. This was mainly attributable the unprecedented pressure and challenges in production and operation faced by the Group as a result of the prevailing impact from the global financial crisis on entities' economy and adversities arising from industrial downturn of aluminum products market.

 

Revenue

 

Revenue of the Group for the first half of 2009 was RMB27,985 million, representing a decrease of RMB11,678 million or 29.44% from RMB39,663 million for the corresponding period last year, which was mainly attributable to the substantial decrease in the selling prices of alumina and aluminum (please refer to the section headed "Discussion of Segment Operations").

 

Cost of Sales

 

The Group's total cost of sales decreased by RMB3,770 million or 11.16% from RMB33,767 million for the corresponding period last year to RMB29,997 million for the first half of 2009. Such decrease was mainly attributable to the decrease in the unit cost of sales of alumina and primary aluminum of the Group.

 

Selling and Distribution Expenses, General and Administrative Expenses

 

The Group's selling and distribution expenses decreased by RMB166 million or 23.06% from RMB720 million for the corresponding period last year to RMB554 million for the first half of 2009. This was primarily attributable to enhancement of the Company's logistics management, leading to a year-on-year decrease in transportation, loading and packaging expenses.

 

The Group's general and administrative expenses decreased by RMB148 million or 11.26% from RMB1,314 million for the corresponding period last year to RMB1,166 million for the first half of 2009, which was mainly attributable to an overall decrease in tax expenses other than income tax as well as the reduction of office expenses.

 

Owing to the above factors, operating loss of the Group decreased significantly from a profit of RMB3,857 million for the corresponding period last year to RMB3,344 million for the first half of 2009.

 

Finance Costs, Net

 

The Group's net finance costs increased by RMB311 million or 43.13% from RMB721 million for the corresponding period last year to RMB1,032 million for the first half of 2009. This was primarily attributable to the increase in bank loans and the issuance of RMB10,000 million medium-term notes in 2008, which increased interest expenses. On the other hand, in view of the central bank's consecutive interest rate cut for bank loans since September 2008 to cope with the international financial crisis, the Group has timely refinanced bank loans to reduce its overall interest level.

 

Income Tax

 

The Group's income tax expense decreased significantly from RMB641 million for the corresponding period last year to an income tax benefit of RMB672 million for the first half of 2009. Such decrease was mainly due to a decrease in the actual income tax losses for the period given the decrease in deferred income tax expense due to the making up for the losses of the Group in the first half of 2009 by taxable income in subsequent years.

 

DISCUSSION OF SEGMENT OPERATIONS

 

ALUMINA SEGMENT

 

Sales of Products

 

The Group's total sales of products in the alumina segment was RMB9,658 million for the first half of 2009, representing an decrease of RMB6,785 million or 41.26% from RMB16,443 million for the corresponding period last year.

 

The revenue from external trading in the alumina segment decreased by RMB4,636 million or 52.57% from RMB8,819 million for the corresponding period last year to RMB4,183 million for the first half of 2009.

 

The revenue from internal trading of alumina segment to the Group's aluminum enterprises decreased by RMB2,149 million or 28.19% from RMB7,624 million for the first half of 2008 to RMB5,475 million for the first half of 2009.

 

External sales volume of alumina of the Group decreased by 867,100 tonnes from 2,543,600 tonnes (including sales volume from trading of 492,500 tonnes) for the corresponding period last year to 1,676,500 tonnes (including sales volume from trading of 816,500 tonnes) for the first half of 2009. The decrease was primarily due to the Group's cutbacks of alumina production and increased sales of alumina to the Group's internal aluminum enterprises. The decreased external sales volume of alumina resulted in a decrease of RMB1,513 million in sales.

 

The Group's external selling price of alumina amounted to RMB1,745 per tonne (exclusive of value-added tax here and below) for the first half of 2009, representing a decrease of RMB1,085 per tonne or 38.34% from the selling price of RMB2,830 per tonne for the corresponding period last year. The decrease in external selling price resulted in a decrease of RMB2,760 million in sales.

 

Operating Profit

 

As a result of the foregoing reasons, the Group's total operating profit in the alumina segment decreased significantly by RMB4,268 million from the earnings of RMB2,230 million for the corresponding period last year to a loss of RMB2,038 million for the first half of 2009.

 

PRIMARY ALUMINUM SEGMENT

 

Sales of Products

 

The Group's total sales from products in the primary aluminum segment decreased by RMB4,443 million or 18.22% from RMB24,390 million for the corresponding period last year to RMB19,947 million for the first half of 2009.

 

The revenue from external trading in the primary aluminum segment decreased by RMB4,282 million or 18.54% from RMB23,092 million for the corresponding period last year to RMB18,810 million for the first half of 2009.

 

The revenue from internal trading of primary aluminum decreased by RMB163 million or 12.55% from RMB1,299 million for the corresponding period last year to RMB1,136 million in the first half of 2009.

 

The Group's external sales volume of primary aluminum increased by 389,400 tonnes from 1,347,900 tonnes for the corresponding period last year to 1,737,300 tonnes for the first half of 2009, mainly due to the Group's adoption of marketing strategies, active market expansion to expand sales and inventory cuts with reference to market price fluctuations. Such increase in sales volume of primary aluminum resulted in an increase of RMB4,234 million in sales.

 

Affected by the low market price of primary aluminum for the first half of 2009, the Group's external average selling price of primary aluminum was RMB10,874 per tonne, representing a decrease of RMB5,378 per tonne or 33.09% from the external average selling price of RMB16,252 per tonne for the corresponding period last year. The decrease in external selling price resulted in a decrease of RMB7,249 million in sales.

 

Operating Profit

 

The Group's total operating profit in the primary aluminum segment decreased significantly by RMB2,711 million from the earnings of RMB1,997 million for the corresponding period last year to a loss of RMB714 million for the first half of 2009.

 

ALUMINUM FABRICATION SEGMENT

 

Sales of Products

 

The Group's total sales from products in the aluminum fabrication segment decreased by RMB2,835 million or 43.74% from RMB6,482 million for the corresponding period last year to RMB3,647 million for the first half of 2009.

 

Operating Profit

 

The Group's total operating profit in the aluminum fabrication segment decreased further by RMB 394 million from the loss of RMB18 million for the corresponding period last year to a loss of RMB412 million for the first half of 2009.

 

STRUCTURE OF ASSETS AND LIABILITIES

 

Current Assets and Liabilities

 

As of June 30, 2009, the Group's current assets amounted to RMB39,029 million, representing a decrease of RMB3,458 million from RMB42,487 million as at the end of 2008.

 

As of June 30, 2009, the Group's bank balances and cash amounted to RMB13,995 million, representing a decrease of RMB2,301 million as compared with RMB16,296 million as at the end of 2008.

 

As of June 30, 2009, the Group's net inventories amounted to RMB17,839 million, representing a decrease of RMB2,037 million as compared with RMB19,876 million as at the end of 2008, primarily due to the decrease of approximately 765 million in inventories given the Group's consumption of high-priced raw and ancillary materials which were reserved at the end of 2008 as well as the decrease of approximately RMB989 million in inventories of finished products such as aluminum under the Group's effort to strengthen marketing initiatives of product sales.

 

As of June 30, 2009, the Group's current liabilities amounted to RMB38,968 million, representing an increase of RMB517 million as compared with RMB38,451 million as at the end of 2008, among which there were (1) a decrease in trade payables of RMB1,049 million; (2) a net increase in notes payable of approximately RMB1,624 million; (3) a decrease of other payable and accrued expenses of RMB1,058 million; (4) a net increase in the Group's short-term borrowings of approximately RMB4,587 million and the repayment of the principal of short term corporate bonds of RMB2,000 million; (5) a decrease in long term borrowings that fall due within 1 year of RMB1,497 million.

 

As of June 30, 2009, the current ratio of the Group was 1.00, representing a decrease of 0.10 as compared with 1.10 as at the end of 2008. The quick ratio was 0.54, representing a decrease of 0.05 as compared with 0.59 as at the end of 2008.

 

Non-current Liabilities

 

As of June 30, 2009, the Group's non-current liabilities amounted to RMB38,728 million, representing an increase of RMB1,848 million as compared with RMB36,880 million as at the end of 2008, mainly due to the increase in long-term borrowings (excluding the portion due within one year).

 

As of June 30, 2009, the debt to asset ratio of the Group was 57.91%, representing an increase of 2.33 percentage points as compared with 55.58% as at the end of 2008.

 

Measurement of Fair Value

 

The Group formulated procedures for recognition, measurement and disclosure of fair value in strict compliance with the requirements on fair value under the accounting principles, and undertook responsibility for the truthfulness of the measurement and disclosure of fair value. Currently, save as the financial assets available for sale and financial assets and liabilities at fair value through profit or loss (including derivative instruments) which were measured at fair value, others were measured at historical cost.

 

As of June 30, 2009, the primary aluminum future contracts held by the Group measured at fair value and accounted for as financial assets held for trading amounted to RMB64 million, increased by RMB6 million from RMB58 million at the end of 2008, which were accounted for as gains from changes in fair value.

 

In the first half of 2009, the Group terminated the Asian option contracts on primary aluminum held by it at the end of 2008 which were measured at fair value. As of June 30, 2009, the amount of options contract for primary aluminum held by the Group measured at fair value and accounted for as financial liabilities held for trading was nil. As compared with the end of 2008, the portion attributable to changes in fair value decreased by RMB73 million and was accordingly accounted for as gains from changes in fair value.

 

PROVISION FOR INVENTORY IMPAIRMENT

 

As of June 30, 2009, the Group conducted an appraisal on the net realizable value of all of its inventories, which took into consideration the offset between sales by internal alumina enterprises of the Group and production by internal aluminum smelters of the Group as a whole, adding considerations of the financial budget and with reference to inventory turnover, purpose of inventories and post balance sheet events to evaluate the net realizable value of inventories. Upon evaluation, the provisions for inventory impairment for inventories held as of June 30, 2009 amounted to RMB281 million, representing a decrease of RMB703 million as compared with RMB984 million in the end of 2008, mainly due to the inventories for which provisions for impairment were made had been sold in the first half of 2009.

 

CAPITAL EXPENDITURES, CAPITAL COMMITMENTS AND INVESTMENTS UNDERTAKINGS

 

As of June 30, 2009, the Group's accumulated investment expenditures for projects amounted to RMB4,828 million, which consisted mainly of the investments such as energy saving and consumption reduction, environment control, mine construction and scientific research, including projects such as Chongqing branch's 800,000-tonne alumina project, the 800,000-tonne alumina project in Zunyi, Fushun Aluminum's aluminum and power project, Chalco Ruimin high precision aluminium strip and sheet project, the expansion and environment control works of Guizhou branch's alumina project, energy-saving and renovation for aluminum project of Zunyi Aluminum, Phase II of Shandong Huayu's aluminum expansion project, Liancheng branch's 250,000-tonne aluminum alloy project and Phase III of the Guangxi branch's alumina project.

 

As of June 30, 2009, the Group's capital commitment for investment in fixed assets amounted to RMB36,299 million, of which those contracted but not provided for amounted to RMB8,065 million and those authorized but not contracted for amounted to RMB28,234 million.

 

As of June 30, 2009, the Group's investment commitment amounted to RMB412 million, mainly for capital contribution and new capital contribution to the Zunyi Alumina, Chalco Taiyue and Guangxi Huayin. The Group's investments in new construction and renovation projects as well as external acquisitions have constantly improved its capacity and output of alumina and primary aluminum.

 

CASH AND CASH EQUIVALENTS

 

Cash and cash equivalents of the Group as of June 30, 2009 amounted to RMB13,077 million, including foreign currency deposits denominated in Hong Kong dollars, US dollars, Euro and Australian dollars which were respectively translated to RMB from HK$47.1127 million, US$289.7682 million, EUR5.1578 million and AUD90.6769 million.

 

Cash Flow from Operating Activities

 

Net cash from operating activities decreased by RMB540 million from the inflows of RMB1,911 million for the corresponding period last year to inflows of RMB1,371 million for the first half of 2009. In view of the hostile production and operating conditions and adverse external market environment, the Group adopted various active measures to reduce inventories, ensure sufficient cash flow for operation, which in turn helped the Group maintain a considerable amount of cash inflow for operating activities despite a substantial decrease in profit.

 

Cash Flows from Investing Activities

 

Net cash outflow from investing activities significantly decreased by RMB8,228 million from the outflow of RMB13,562 million for the corresponding period last year to RMB5,334 million for the first half of 2009. Such decrease was mainly due to the effective cut of investment expenditure upon the Group's adoption of the investment policy of ensuring accelerating some projects while slowing down others.

 

Cash Flows from Financing Activities

 

Net cash inflows from financing activities amounted to RMB1,044 million for the first half of 2009, representing a decreased inflow by RMB13,052 million from the inflow of RMB14,096 million for the corresponding period last year, mainly due to the substantial decrease in the size of loans and bonds issued by the Group as well as the repayment of bank loans and bonds that fell due, given a decrease in demand for financing of a significantly downsized investment profile.

 

NON-RECURRING ITEMS (MEASURED ACCORDING TO RELEVANT PROVISIONS UNDER THE PRC ACCOUNTING STANDARDS FOR BUSINESS ENTERPRISES)

 

The gains from non-recurring items of the Group for the first half of 2009 amounted to RMB362 million, comprising loss from disposal of non-current asset of RMB2 million, a subsidy income of RMB94 million, gains from changes in fair value of financial assets and financial liabilities held for trading of RMB80 million, investment gain from disposal of financial assets and financial liabilities held for trading and available-for-sale financial assets of RMB268 million, reversal of provisions for doubtful debts of accounts receivable of RMB5 million, other non-operating income/expenses, net, of RMB24 million as well as income tax expense on the aforementioned non-recurring items of RMB107 million.

 

INVESTMENT OF THE COMPANY

 

USE OF PROCEEDS

 

Nil

 

INVESTMENT PROJECTS NOT FUNDED BY PROCEEDS

 

(1)

Chongqing alumina project. The proposed investment in the project was RMB4.97 billion. By the end of June 2009, the Company made investment of RMB3.07 billion. The project is expected to be completed by 2010, with an annual production capacity of 800,000 tonnes of alumina.

 

 

(2)

Zunyi alumina project: The proposed investment in the project was RMB4.41 billion. By the end of June 2009, the Company made investment of RMB2.91 billion. The project is expected to be completed by 2010, with an annual production capacity of 800,000 tonnes of alumina.

 

 

(3)

Southwest aluminum cold rolling project: The proposed investment in the project was RMB1.64 billion. By the end of June 2009, the Company made investment of RMB0.59 billion. The project is expected to be completed by 2010, with an annual production capacity of 250,000 tonnes of aluminum fabrication.

 

 

(4)

Chalco Ruimin high precision aluminum strip and sheet project: The proposed investment in the project was RMB2.87 billion. By the end of June 2009, the Company made investment of RMB801 million. The project is expected to be completed by 2010, with an annual production capacity of 250,000 tonnes of aluminum fabrication.

 

 

DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT

 

In accordance with Articles 104 and 145 of the Company's Articles of Association, all Directors and Supervisors were appointed for a three-year term, eligible for re-appointments after expiry of their respective term of office. Mr. Xiao Yaqing, a former executive director of the third session of Board, resigned from the office as an executive director on May 26, 2009, which took effect upon the conclusion of the AGM held on May 26, 2009. Mr. Xiong Weiping was elected as an executive director of the third session of the Board, according to the nomination of the Nomination Committee of the third session of the Board and approval of the 2008 AGM held on May 26, 2009. Mr. Xiong Weiping was elected as the Chairman of the third session of the Board at the 12th meeting of the third session of the Board held on May 26, 2009. He was also appointed as the Chief Executive Officer of the Company.

 

The below table sets out the respective members of the third session of the Board and the third session of the Supervisory Committee:

 

Executive Directors:

Xiong Weiping, Luo Jianchuan,

 

    Chen Jihua and Liu Xiangmin

 

 

Non-executive Director:

Shi Chungui

 

 

Independent Non-executive

 

    Directors:

Kang Yi, Zhang Zhuoyuan, Zhu Demiao and Wang Mengkui

 

 

Supervisors:

Ao Hong, Yuan Li and Zhang Zhankui

 

 

During the reporting period, there was no change in the respective shareholdings of the Directors, Supervisors, and Senior Management in the Company.

 

EMPLOYEES, PENSION PLANS AND WELFARE FUND

 

The Group had approximately 107,632 employees as of June 30, 2009. For the first half of 2009, the Group had paid remuneration of approximately RMB3.12 billion for the employees. The remuneration package of the employees includes salaries, bonuses, subsidies, allowances and welfare benefits including medical care, housing subsidies, childbirth, unemployment, work injury, pension and other miscellaneous items. In accordance with the applicable PRC regulations, the Group has participated in pension contribution plans organized by the provincial and municipal governments, under which each of the Group's plants is required to contribute an amount equivalent to a specified percentage of the sum of its employees' salaries, bonuses and various allowances to the pension fund. The amount of contribution as a percentage of the employees' salary varies around 20% of employees' benefits from plant to plant. Up to the end of June 30, 2009, the Group had not directly paid any retirement benefits to its employees.

 

PARTICULARS OF SHARE CAPITAL STRUCTURE, CHANGES AND SHAREHOLDERS

 

SHARE CAPITAL STRUCTURE

 

As of June 30, 2009, the share capital structure of the Company was as follows:

 

 

As of June 30, 2009

 

 

Percentage of

 

Number of

total issued

 

shares held

shares

 

(in million)

(%)

 

 

 

Holders of A Shares subject to trading moratorium

 

 

Aluminum Corporation of China

5,214.41

38.56

Baotou Aluminum (Group) Co., Ltd. (Note1)

351.22

2.60

Lanzhou Aluminum Factory (Note1)

79.47

0.58

Guiyang Aluminum and Magnesium

 

 

    Design and Research Institute (Note1)

4.12

0.03

Holders of A Shares not subject to trading moratorium

3,931.30

29.07

 

 

 

Holders of H Shares

3,943.97

29.16

 



 

 

 

Total

13,524.49

100

 



 

 

 

Note1:

A subsidiary of Aluminum Corporation of China. The subsidiaries of Aluminum Corporation of China also include Shanxi Aluminum Plant which holds 7.14 million A shares not subject to trading moratorium, representing 0.05% of the share capital of the Company.

 

 

SUBSTANTIAL SHAREHOLDERS

 

So far as the Directors are aware, as of June 30, 2009, the persons other than the Directors, chief executive or supervisors of the Company who have interests or short positions in the shares or underlying shares of the Company which are discloseable under Divisions 2 and 3 of Part XV of the Hong Kong Securities and Futures Ordinance ("SFO") or which were recorded in the register required to be kept by the Company pursuant to Section 336 of the Hong Kong SFO, or as otherwise notified to the Company and the Stock Exchange of Hong Kong Limited (the "Hong Kong Stock Exchange'') are as follows:

 

 

 

 

 

 

Percentage in

Percentage

 

 

 

 

 

the relevant

in total

Name of substantial

 

Number of

 

 

class of

share capital

shareholder

Class of shares

shares held

 

Capacity

share capital

in issue

 

 

 

 

 

 

 

Aluminum Corporation

A Shares

5,656,357,299 (L)

 

Beneficial owner and

59.04%(L)

41.82%(L)

    of China

 

(Note 1)

 

    interests of controlled

 

 

 

 

 

 

    corporations

 

 

 

 

 

 

 

 

 

China Cinda Asset

A Shares

900,559,074 (L)

 

Beneficial owner

9.40%(L)

6.65%(L)

    Management Corporation

 

 

 

 

 

 

 

 

 

 

 

 

 

China Construction Bank

A Shares

709,773,136 (L)

 

Beneficial owner

7.41%(L)

5.25%(L)

    Corporation

 

 

 

 

 

 

 

 

 

 

 

 

 

China Development Bank

A Shares

554,940,780 (L)

 

Beneficial owner

5.79%(L)

4.10%(L)

 

 

 

 

 

 

 

Templeton Asset

H Shares

479,874,475 (L)

 

Investment manager

12.17%(L)

3.55%(L)

    Management Ltd.

 

 

 

 

 

 

 

 

 

 

 

 

 

Barclays PLC

H Shares

326,787,850 (L)

 

Interests of controlled

8.29%(L)

2.42%(L)

 

 

4,372,713 (S)

 

    corporations

0.11%(S)

0.03%(S)

 

 

(Note 2)

 

 

 

 

 

 

 

 

 

 

 

(L)

The letter "L" denotes a long position.

 

 

(S)

The letter "S" denotes a short position.

 

 

(P)

The letter "P" denotes interests in a lending pool.

 

 

Notes:

 

1.

These interests included a direct interest of 5,214,407,195 A Shares held by Aluminum Corporation of China, and an aggregate interests in 441,950,104 A Shares held by various controlled corporations which are subsidiaries of Aluminum Corporation of China, comprising 351,217,795 A Shares held by Baotou Aluminum (Group) Co., Ltd., 79,472,482 A Shares held by Lanzhou Aluminum Factory, 4,119,573 A Shares held by Guiyang Aluminum Magnesium Design and Research Institute and 7,140,254 A Shares held by Shanxi Aluminum Plant.

 

 

2.

These interests were held directly by various corporations controlled by Barclays PLC.

 

 

 

Among the aggregate interests in the long position in H Shares, 534,000 H Shares were held by Barclays Global Investors (Deutschland) AG, 29,591,300 H Shares were held by Barclays Global Investors Ltd., 261,274,550 H Shares were held by Barclays Global Fund Advisors and 35,388,000 H Shares were held by Barclays Global Investors, N.A..

 

 

 

The short position in H Share was held directly by Barclays Global Investors, N.A..

 

 

Save as disclosed above and so far as the Directors are aware, as of June 30, 2009, no other person had an interest or short position in the shares or underlying shares of the Company (as the case may be) which would fall to be disclosed to the Company and the Hong Kong Stock Exchange under the provisions of Divisions 2 and 3 of Part XV of the Hong Kong SFO and as recorded in the register required to be kept under section 336 of the Hong Kong SFO, or was otherwise a substantial shareholder of the Company.

 

CHANGES IN SHARE CAPITAL

 

There is no change in share capital during the reporting period.

 

APPROVAL OF CHANGES IN SHAREHOLDING

 

Not applicable.

 

TOTAL NUMBER OF SHAREHOLDERS AT THE END OF THE REPORTING PERIOD

 

632,851 (including 632,099 holders of A shares and 752 holders of H shares (registered shareholders))

 

SHAREHOLDINGS OF THE TOP TEN SHAREHOLDERS

 

 

 

 

 

Increase/

Number of

 

 

 

Percentage

 

Decrease of

shares

Number of

 

 

of total

Number of

shares in the

held subject

shares

Name of

Nature of

Issued

shares

reporting

to trading

pledged

shareholder

shareholder

shares

held

period

moratorium

or frozen

 

 

(%)

 

 

 

 

 

 

 

 

 

 

 

Aluminum Corporation

State-owned

38.56

5,214,407,195

 

5,214,407,195

Nil

    of China#

 

 

 

 

 

 

HKSCC Nominees Limited

Overseas legal

29.06

3,930,551,000

 

-7,788,180

Nil

 

    person

 

 

 

 

 

China Cinda Asset

State-owned

6.65

900,559,074

 

 

Nil

    Management Corporation

 

 

 

 

 

 

China Construction Bank

State-owned

5.25

709,773,136

 

 

Nil

    Corporation

    legal person

 

 

 

 

 

China Development Bank

State-owned

4.10

554,940,780

 

 

Nil

Baotou Aluminum (Group)

State-owned

2.60

351,217,795

 

351,217,795

Nil

    Co., Ltd.

    legal person

 

 

 

 

 

Lanzhou Aluminum Factory

State-owned

0.59

79,472,482

 

79,472,482

Nil

 

    legal person

 

 

 

 

 

Guizhou Provincial

State-owned

0.54

73,500,000

-5,700,000

 

Nil

    Materials Development

    legal person

 

 

 

 

 

    and Investment Corporation

 

 

 

 

 

 

Guangxi Investment (Group)

State-owned

0.34

45,840,527

-66,037,575

 

Nil

    Co., Ltd.

 

 

 

 

 

 

ICBC -Lion Balance

Domestic non

0.15

20,715,062

20,715,062

 

Nil

    Securities Investment Fund

    state-owned

 

 

 

 

 

 

    legal person

 

 

 

 

 

 

 

 

 

 

 

 

#

This figure does not include the A Shares indirectly held by Aluminum Corporation of China through its subsidiaries.

 

 

PARTICULARS OF TOP TEN HOLDERS OF SHARES NOT SUBJECT TO TRADING MORATORIUM

 

Unit: share

 

 

Number of

 

 

shares held (not

 

Name of shareholder

subject to moratorium)

Class of shares

 

 

 

HKSCC Nominees Limited

3,930,551,000

Overseas listed foreign

 

 

invested shares

China Cinda Asset Management

900,559,074

Renminbi ordinary

    Corporation

 

shares

China Construction Bank Corporation

709,773,136

Renminbi ordinary

 

 

shares

China Development Bank

554,940,780

Renminbi ordinary

 

 

shares

Guizhou Provincial Materials Development

73,500,000

Renminbi ordinary

    and Investment Corporation

 

shares

Guangxi Investment Group Co., Ltd.

45,840,527

Renminbi ordinary

 

 

shares

ICBC -Lion Balance Securities

20,715,062

Renminbi ordinary

    Investment Fund

 

shares

ICBC -Shanghai 50 ETF Index

19,529,884

Renminbi ordinary

    Securities Investment Fund

 

Shares

China Pacific Insurance (Group) Co., Ltd.

13,188,583

Renminbi ordinary

    -Bonus-Individual Bonus

 

Shares

Bank of China-

11,995,826

Renminbi ordinary

Dacheng Blue Chip Sound

 

Shares

    Securities Investment Fund

 

 

 

 

 

PARTICULARS OF SHARES HELD BY TOP TEN HOLDERS OF SHARES SUBJECT TO TRADING MORATORIUM AND THE TERMS OF THE TRADING MORATORIUM

 

Particulars of shares subject to trading moratorium available for listing and trading

 

Unit: share

 

 

 

Number of A shares

Expiry date of

 

 

 

 

subject to trading

trading moratorium

 

Terms of

No.

Shareholder

moratorium

and time for listing

 

trading moratorium

 

 

 

 

 

 

1.

Aluminum Corporation of China

5,214,407,195

January 4, 2011

 

No transfer within three years

 

 

 

 

 

    from April 30, 2007.

 

 

 

 

 

    The trading moratorium is

 

 

 

 

 

    is deferred to

 

 

 

 

 

    January 4, 2011 following the

 

 

 

 

 

    merger of Baotou Aluminum

 

 

 

 

 

    at the end of 2007.

 

 

 

 

 

 

2.

Baotou Aluminum (Group)

351,217,795

January 4, 2011

 

No transfer within three years

 

    Co., Ltd

 

 

 

    from January 4, 2008

 

 

 

 

 

 

3.

Lanzhou Aluminum Factory

79,472,482

January 4, 2011

 

No transfer within three years

 

 

 

 

 

    from April 30, 2007. The trading

 

 

 

 

 

    moratorium is deferred to

 

 

 

 

 

    January 4, 2011 following the

 

 

 

 

 

    merger of Baotou Aluminum

 

 

 

 

 

    at the end of 2007.

 

 

 

 

 

 

4.

Guiyang Aluminum and

4,119,573

January 4, 2011

 

No transfer within three years

 

    Magnesium Design and

 

 

 

    from January 4, 2008.

 

    Research Institute

 

 

 

 

 

 

 

 

 

 

DIRECTORS', CHIEF EXECUTIVE'S AND SUPERVISORS' INTERESTS IN SHARES

 

As of June 30, 2009, none of the Directors, Chief Executive, President or Supervisors or their respective associates had any interests or short positions in the shares, underlying shares or debentures of the Company or any of its associated corporations (within the meaning of the SFO) which are (a) required to be notified to the Company and The Stock Exchange of Hong Kong Limited (the "Hong Kong Stock Exchange'') pursuant to Divisions 7 and 8 of Part XV of the SFO; or (b) required to be recorded in the register kept by the Company pursuant to Section 352 of the SFO; or (c) required to be notified to the Company and the Hong Kong Stock Exchange pursuant to the Model Code for Securities Transactions by Directors of Listed Issuers. For the six months ended June 30, 2009, none of the Directors, Chief Executive, Supervisors, senior management or their spouses or children under the age of 18 was given the right to acquire any shares in or debentures of the Company or any of its associated corporations (within the meaning of the SFO).

 

REPURCHASE, SALE AND REDEMPTION OF THE COMPANY'S SHARES

 

Neither the Company nor any of its subsidiaries purchased or sold any of its shares for the six months ended June 30, 2009.

 

CHARGE ON GROUP ASSETS

 

As of June 30, 2009, the Group pledged assets amounting to RMB1,775 million, including certain trade receivables, property, plant and equipment, land use rights and inventories, for bank loans. The Group also pledged bank deposits of RMB21 million and RMB658 million for bank loans and notes payable, respectively.

 

CORPORATE GOVERNANCE

 

The Articles of Association, the Terms of Reference of the Audit Committee, the Terms of Reference of the Supervisory Committee and the Code of Conduct Regarding Securities Transactions by the Directors, Supervisors and Relevant Employees form the framework for the code of corporate governance practices of the Company. The Board has reviewed its corporate governance documents and is of the view that such documents have incorporated most of the principles and code provisions in the "Code on Corporate Governance Practices" (the "CG Code") as set out in Appendix 14 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Hong Kong Listing Rules") and the Internal Control Guidelines stipulated by the Shanghai Stock Exchange.

 

During the reporting period, the Board is of the view that the Company has complied with the code provisions of the CG Code and the requirements under the Internal Control Guidelines stipulated by the Shanghai Stock Exchange.

 

CODE OF CONDUCT REGARDING SECURITIES TRANSACTIONS BY THE DIRECTORS, SUPERVISORS AND RELEVANT EMPLOYEES

 

The Company has adopted a Code of Conduct Regarding Securities Transactions by the Directors, Supervisors and Relevant Employees (the "Required Standards") on terms no less exacting than the required standard of dealings set out in the "Model Code for Securities Transactions by Directors of Listed Issuers" in Appendix 10 of the Hong Kong Listing Rules. Specific employees who are likely to be in possession of unpublished price sensitive information of the Group are also subject to compliance with the Required Standards. All Directors, Supervisors and Relevant Employees, upon specific enquiries, have confirmed that they have complied with the Required Standards during the six months ended June 30, 2009.

 

AUDIT COMMITTEE

 

The Company has established an audit committee with written terms of reference based on the guidelines recommended by the Hong Kong Institute of Certified Public Accountants. The primary duties of the audit committee are to review the financial statements of the Company, review the appointment of independent auditor, approve the auditing and provide audit-related services as well as provide supervision over the internal financial reporting process and management policies of the Group. The Audit Committee of the Group consists of four independent non-executive Directors, namely Mr. Zhu Demiao, Mr. Kang Yi, Mr. Zhang Zhuoyuan and Mr. Wang Mengkui. The Audit Committee and the management have reviewed the accounting principles and practices adopted by the Group and discussed auditing, internal control and financial statements matters including the review of the unaudited consolidated interim financial information of the Group for the six months ended June 30, 2009.

 

SIGNIFICANT EVENTS

 

1.

CORPORATE GOVERNANCE

 

 

 

The Company has strictly complied with the requirements of the Company Law of the People's Republic of China (the "Company Law''), Securities Law of the People's Republic of China ("Securities Law''), relevant provisions of China Securities Regulatory Commission and Shanghai Stock Exchange Listing Rules ("Shanghai Listing Rules'') and seriously performed its corporate governance obligations in line with the requirements of relevant documents issued by China Securities Regulatory Commission. In addition, the Company has strictly complied with the Hong Kong Listing Rules in relation to corporate governance.

 

 

 

Based on the special activities for corporate governance in 2007 and 2008, the Company continued its activities on corporate governance, further recognised the importance of improved corporate governance structure and compliance operation under the laws, identifying the orientation of improvement. In future, the Company will continue to be in strict compliance with the requirements of relevant regulatory bodies including China Securities Regulatory Commission, Beijing Securities Regulatory Bureau and Shanghai Stock Exchange. The Company will consistently optimize every measures of corporate governance in compliance with regulations and under strict self-regulations to further enhance the corporate governance and internal control system of the Company. Aiming at protecting the interest of shareholders of the Company, the Company will maintain consistency, stability and healthy development to bring returns to the society and shareholders with prominent results. The Company also continued to comply with requirements on corporate governance under the Hong Kong Listing Rules.

 

 

 

Since its incorporation, the Company has been completely independent from its controlling shareholder in terms of business, staff, assets, organization and finance. The Company has independent and complete business and has the ability to operate on its own.

 

 

2.

ASSETS TRANSACTIONS

 

 

 

There was no asset transaction during the reporting period.

 

 

3.

DISTRIBUTION OF FINAL DIVIDEND FOR 2008

 

 

 

There was no distribution of final dividend for the year ended December 31, 2008 during the reporting period.

 

 

4.

MATERIAL LITIGATION AND ARBITRATION

 

 

 

Fushun Aluminum, a subsidiary of the Company, was named in the claims by various banks for its joint liabilities for the repayments of loans due from a third party. As of June 30, 2009, litigation proceedings for the aforesaid litigation have been completed. According to the final judgment obtained, Fushun Aluminum is not liable for any of the aforesaid litigation.

 

 

5.

MATERIAL CONNECTED TRANSACTIONS OF THE GROUP DURING THE REPORTING PERIOD

 

 

 

(1)

Connected transaction related to daily operations

 

 

 

 

 

During the reporting period, the total amount of major and continuing connected transactions between the Group and related parties was RMB14.966 billion, of which purchase transactions amounted to RMB9.263 billion and sales transactions amounted to RMB5.703 billion (including product sales and service provision).

 

 

 

 

 

All the above connected transactions occurred during the reporting period have been conducted under the relevant agreements which have been announced.

 

 

 

6.

PERFORMANCE OF UNDERTAKINGS

 

 

 

The undertakings during or subsisting to the reporting period made by the Company or its shareholders holding 5% or more of its interest are as follows:

 

 

 

During the A share issue, the Company's undertakings principally relate to the non-competition undertakings with Chinalco, including:

 

 

 

1.

the Company plans to acquire from Chinalco its aluminum fabrication business when the market condition is mature and under circumstances favorable to the Company and to acquire the pseudo-boehmite business from Chinalco within one year following the issue of the Company's A shares;

 

 

 

 

2.

the undertaking to acquire the primary aluminum business of Liancheng Aluminum by the end of 2007;

 

 

 

 

3.

the undertaking to solve the competition with Tongchuan Xinguang within one year following the listing of the Company's A shares; and

 

 

 

 

4.

the undertaking to merge the primary aluminium business of Baotou Aluminum as and when appropriate following the issue of the Company's A shares.

 

 

 

 

Chinalco, the controlling shareholder of the Company, had made the following undertakings which subsisted as at the end of the reporting period:

 

 

 

1.

the undertakings relating to non-competition, i.e., "Following the listing of the Company's A shares on the Shanghai Stock Exchange, Chinalco will inject quality aluminum assets (including but not limited to assets and equity interests of aluminum smelting and fabrication businesses) as and when appropriate into the Company to facilitate the further improvement of its industry chains."; and

 

 

 

 

2.

the undertaking for volunteer lock-up for three years in respect of the Company's shares held by it since the listing of the Company's A shares.

 

 

 

 

 

In respect of the aforesaid undertakings, the Company is in progress of due performance for completion of the undertaken matters within the time limit. As at the end of the reporting period, the Company had completed the acquisition of primary aluminum business of Liancheng Aluminum and certain aluminum fabrication businesses of Aluminum Corporation of China and the consolidation of primary aluminum business of Baotou Aluminum. Aluminum Corporation of China has not been identified by the Company for violation of its undertaking.

 

 

 

7.

CHANGES IN FINANCIAL REPORTING STANDARDS

 

 

 

For the six months ended June 30, 2008 and prior periods, the Group's financial statements had been prepared in accordance with Hong Kong Financial Reporting Standards ("HKFRS") issued by the Hong Kong Institute of Certified Public Accountants. With effect from the six months ended June 30, 2009, the Company has prepared its consolidated financial statements in accordance with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Boards (the "IASB") and compiled the comparative financial statements for the six months ended June 30, 2008 in accordance with IFRS. The conversion from HKFRS to IFRS did not result in any material impact on the Group's unaudited condensed consolidated interim financial information.

 

 

 

By order of the Board

 

Aluminum Corporation of China Limited*

 

Liu Qiang

 

Company Secretary

 

 

Beijing, the PRC

 

24 August 2009

 

 

 

As at the date of this announcement, the members of the Board comprise Mr. Xiong Weiping, Mr. Luo Jianchuan, Mr. Chen Jihua and Mr. Liu Xiangmin (Executive Directors); Mr. Shi Chungui (Non-executive Director); Mr. Kang Yi, Mr. Zhang Zhuoyuan, Mr. Wang Mengkui and Mr. Zhu Demiao (Independent Non-executive Directors).

 

*    For identification purpose only.

 

About the Company

Our contact information of this release is:

*

Business address: No.62 North Xizhimen Street, Haidian District, Beijing, People's Republic of China, 100082

*

Telephone number: (86-10) 8229 8103

*

Website: http://www.chalco.com.cn

*

Contact person: Liu Qiang, Company Secretary