Sinopec Shanghai Petrochemical and transactions between

Document Sample
Sinopec Shanghai Petrochemical and transactions between Powered By Docstoc
					Sinopec Shanghai Petrochemical and transactions between
1, Sinopec Shanghai Petrochemical and historical background
Shanghai Petrochemical in 1993 in the Shanghai Stock Exchange, the Hong Kong
Stock Exchange, the New York Stock Exchange listing of the three, Shanghai
Petrochemical is the first successful only in overseas listed companies. Sinopec in
2000 in Hong Kong, New York, London, listed four places, and in 2001 issued A
shares in Shanghai. China Petrochemical Group Holdings Sinopec, Sinopec Shanghai
Petrochemical Holding, is one such relationship.
Second, integration of the curtain Sinopec
Sinopec A-share market has had 11 subsidiaries, including: Shijiazhuang
Refining-Chemical, the Chinese Phoenix, Maoming Petrochemical, Yizheng
Chemical Fiber, Yangzi Petrochemical, Shanghai Petrochemical, Qilu Petrochemical,
Zhongyuan gasoline, Shenli so, in its overseas listing, Sinopec has promised to
integrate its listed companies to minimize the associated transaction, to avoid
competition with the business. Exit Hubei Xinghua, which makes clear its subsidiary
Sinopec has been re-opened. After several years of efforts, now left in Yizheng
Chemical Fiber A shares, Shanghai Petrochemical, Taishan petroleum, oil, Wuhan, yet
integration of several subsidiaries. But still there are some A shares of Sinopec Group
Company and Sinopec indirect holding companies, is still a mess, mess.
Listed overseas in the petrochemical, taking into account the restructuring of large
capitalization stocks change main difficulty of the persons concerned in the hands of
investors buy back the public shares, and then log off from the stock market, the listed
subsidiary of the program. "Unlikely to take the cash buy-back manner,
mainly by conversion, that is, with Sinopec's shares in exchange for a small
number of shareholders holding shares in other listed subsidiaries." One
China Petrochemical Corporation, who had a research department says.
Third, what is the related party transactions?
Related party transactions are transactions between related enterprises. According to
the Ministry of Finance May 22, 1997 issue of "Enterprise Accounting
Standards - related party relationships and transactions disclosure"
provisions in the corporate financial and operating decisions, if the party has the
ability, directly or indirectly control, joint control or exert significant influence on the
other side, then view them as related parties; If two or more parties under common
control, will also be regarded as a related party.
4, Sinopec and Shanghai Petrochemical related party transactions between
Sinopec Shanghai Petrochemical is the controlling shareholder of the association
between the existence of large transactions. The next three years, Sinopec and
Shanghai Petrochemical correlation between the 189 billion transactions, the total
assets of 27.7 billion Shanghai Petrochemical, the net assets of 19.3 billion, related
party transactions accounted for the total assets of Shanghai Petrochemical, 682%,
accounting for 979% of net assets. And China's Sinopec and Shanghai
Petrochemical there with the competition, and this is the case of market-based
securities market is absolutely not allowed.
5, the operating status of Shanghai Petrochemical
Shanghai Petrochemical is located in Jinshan District Jinshan Wei, covers an area of
9.4 square kilometers, is China's largest refinery integration, highly
integrated petrochemical enterprises of modern one, is the development of modern
petrochemical industrial base. Shanghai Petrochemical business owners have the
primary oil refining, chemical, plastic and chemical fiber. Shanghai Petrochemical
Sinopec entirely on crude oil supplies, the Shanghai Petrochemical product sales are
dependent on petrochemical, financial settlement is also a financial settlement by the
China Petrochemical Centre, this we can see that Shanghai Petrochemical no
dominant position, the core of an enterprise's survival lifeblood of all the
hands by the China Petrochemical, this company is hardly a company that can only be
described as a sweatshop Sinopec, a processing workshop, a puppet of China
Petrochemical, without the slightest independence at all.
6, Sinopec Shanghai Petrochemical and related party transactions between
⑴ Shanghai Petrochemical crude oil procurement
Quality of the original price of crude oil sold to Sinopec Shanghai Petrochemical
production cost of crude oil procurement cost of crude oil price of Sinopec crude oil
market prices over the same period
Note: In the shadow of China's Sinopec, Shanghai Petrochemical only in
the spot market price of crude oil to Sinopec to buy the futures market hedging
instruments Shanghai Petrochemical impossible.
Sinopec crude oil obtained in two ways: 1. Self. Very low cost, but to market price to
sell oil refining company. 2. The international market purchases. Will also increase
profits for some companies to sell oil refining.
Sinopec is the kind of assets, whether or procurement, are profitable. Sinopec
Shanghai Petrochemical, even though a subsidiary, without the slightest care!
Humanity is a good shade tree back, Shanghai Petrochemical contrary, is backed by
the exploitation of trees!
⑵ Shanghai Petrochemical oil sales
Model oil Sinopec Shanghai Petrochemical to sell refined oil price of Sinopec
Shanghai Petrochemical production cost of refined oil market oil sales price of
Sinopec in oil prices over the same period the market
Note: December 13, 2007, Shenzhen, Shanghai Petrochemical shareholders meeting
to vote on related party transactions, the number of circulating shareholders
"sell listing of Sinopec 0 # diesel oil price?" Strongly question
the issue, the last Sinopec's Finance Department said someone had to:
"the Sinopec Sinopec to 0 # diesel oil price of 4570 yuan / t"
(see related news and information on petrochemical investors live video shoot).
According to a number of online public information known, Sinopec refineries to the
rest of the community or market price of the acquisition of 0 # diesel oil can reach
6,900 yuan. Sinopec acquired the petrochemical 0 # diesel oil quality related
transaction prices and market the highest purchase price of 0 # diesel oil spread
staggering 2,330 yuan / ton.
⑶ financial settlement system
Sinopec Shanghai Petrochemical to China each year on a financial settlement center
costs, the amount is tens of millions of huge. Why is the financial lifeblood of
Shanghai Petrochemical to control by others? Not to mention other, that is, take care
of this by the Shanghai Petrochemical own, you can save huge costs.
⑷ other related transactions: China Everbright Bank and other stock transfer
Why is not entitled to the shareholder Shanghai Petrochemical? Why Sinopec can? If
countries want to clean up state-owned shareholding company, Sinopec, why is an
⑸ Sinopec Shanghai Petrochemical and financial relationships between
Question: Sinopec Shanghai Petrochemical to the procurement of crude oil is first
paid a deposit or advance payment?
    Sinopec Shanghai Petrochemical to whether to purchase crude oil cash to buy?
    Sinopec Shanghai Petrochemical to purchase refined oil is first paid a deposit or
advance payment?
    Sinopec Shanghai Petrochemical to whether the cash purchases of refined oil to
    Sinopec and Shanghai Petrochemical's financial relationships, the end
of each month, the Shanghai Petrochemical is a surplus of funds in the account of the

If you are interested, you can flick through the Shanghai Petrochemical quarterly
financial statements, we will be found.
I did not fill in the form above, please also Sinopec and Shanghai Petrochemical
people to fill out! I can not find the data, there have been investors consulting the
matter, but Shanghai Petrochemical, said: Not available!

From the above we can see, Sinopec is how to make money:
1, to sell crude oil to make the difference. Self-produced crude oil profits are even
more alarming.
2, cheap to buy oil from the Shanghai Petrochemical, high prices in the market.
(Refined oil market price because the state limit, Sinopec was no way to further
improve the price, which is why Sinopec to increase oil sales price to force the state
has adopted the cause! If Shanghai Petrochemical independent state for policy,
Shanghai Petrochemical own Sales of refined oil will be Italy! This is why I wrote the
article in the previous oil change, said the reason of Shanghai Petrochemical optional!
because even if the introduction of Shanghai Petrochemical oil change there is no way
to make money! understand these, you will Shanghai Petrochemical shares to be
easily changed by it?)
3, Sinopec received the financial settlement center management costs.
4, Sinopec Shanghai Petrochemical or cheap stock ordered, selfish (Why is it selfish?
Engage in cross-Shanghai Petrochemical, Shanghai Petrochemical shares fell a result,
the privatization of Sinopec cheap, do not you think you are selfish?)

We can see from the above, the Shanghai Petrochemical crude oil purchases, oil sales,
financial settlement is in the care of Sinopec, Shanghai Petrochemical In such
circumstances it earn money? Performance will improve it? If you are the owner of
this business, you are willing to open company? Do you think Shanghai
Petrochemical is an independent company?
7, related transactions and block trades of the securities laws and regulations
⑴ related parties
Shanghai Stock Exchange May 19, 2006 "issued by Shanghai Stock
Exchange Listing Rules (2006-05-19 Revised)" in Chapter II, (10.2.5)
specified in paragraph:
   10.2.5 listed companies and people associated with the transaction took place
(listed companies to provide security, the recipient of cash assets) valued at more than
30 million yuan, accounting for listed companies and the latest audited net assets of
more than 5% of the absolute value of the association transaction, in addition to
timely disclosure should be, should also mutatis mutandis the provisions of Article 9.7,
to employ with the implementation of the securities and futures related business
qualified intermediary, audit or assessment of the underlying transaction and the
transaction is submitted to the shareholders for its consideration.
⑵ large non-related parties transactions
   Shanghai Stock Exchange May 19, 2006 "issued by Shanghai Stock
Exchange Listing Rules (2006-05-19 Revised)" in Chapter IX, (9.3) makes
it clear that:
   9.3 The listed company transactions occurred (to provide security, the recipient of
cash assets) to achieve one of the following criteria, in addition to the disclosure
should be timely, but also should be submitted to the shareholders for its

(A) of the total assets involved in the transaction (and the existence and assess the
value of book value, whichever) latest audited accounts of listed companies over 50%
of total assets;

(B) the closing of the transaction amount (including assumed debt and expenses)
listed company's latest audited net assets of more than 50%, and the
absolute amount of more than 50 million yuan;

(C) the profits arising from transactions of listed companies accounted for the most
recent fiscal year audited net profit of more than 50%, and the absolute amount of
more than 5 million yuan;

(D) Transactions subject (such as equity) in the most recent fiscal years listed
companies main business revenue in the most recent fiscal year audit of main business
income by 50%, and the absolute amount of more than 50 million yuan;

(E) Transactions subject (such as equity) in the most recent fiscal year net profit of
associated companies accounted for the most recent fiscal year audited net profit of
more than 50%, and the absolute amount of more than 5 million yuan.
Thus, we can see that both Shanghai and Sinopec Petrochemical related transactions,
or transactions with other companies, had to be submitted to shareholders for
consideration and vote! But the Shanghai Petrochemical people how to say it? Voting
site in Shenzhen, Shanghai Petrochemical, said, to the effect that "A share
capital of Shanghai Petrochemical to vote do not vote because there are H shares of
Shanghai Petrochemical, so only the shareholders," "related
party transactions is also all right to vote was rejected, Shanghai Petrochemicals can
also be traded among companies! "," Internet voting is a new
thing, we do not provide Internet voting!. " We can not imagine this was
said from the mouth of Shanghai Petrochemical, other words I do not want to say, I
only said that Shanghai Petrochemical's words and deeds purely naked
cheating! Shameless countenance and the rogue nature of exposure to daylight! In
order to continue sucking the related party transactions, even the last modesty of pants
should not it! Naked protest to the minority shareholders!
8, the world's full market economy operating under the rules of the
In a full market economy, the management of listed companies must be open to
investors and allow investors to review. The Shanghai Petrochemical is how to do it?
Business information shall be closed, crude oil purchases and oil sales price of
unknown investors, once an investor has called consultation, get answers to the effect
that: This information is confidential and not available! Shanghai Sinopec Shanghai
Petrochemical shareholders is the owner, even the owner has the right to know is how
companies operate, how can there be such strange that the world?
Two years ago, the EU does not recognize China's full market economy
status, I think it is very correct! As Sinopec, Shanghai Petrochemical such companies,
which according to rules of the market it? A listed company, its executives suspected
of investors to buy his stock too much, say you voted to spend, say you're
rejected speculation, say so actually no one accountable, no one is responsible, This
quality of the company, can be found only in China! If the EU admitted that the
company is a company under market economy conditions, that is blind!
Looking at the EU, Microsoft, Intel, being investigated on suspicion of monopoly and
to impose hefty fines, it is only suspected of monopoly, while in China, let alone
monopoly, and even the naked vampire of related party transactions not be prohibited!
Really makes no choice!
Sinopec in Ecuador to be subject to heavy taxes, the message back to China, actually
get sympathy! Instead, it was applauded, it is conceivable Sinopec's
position in the hearts of his countrymen! This thing in my eyes, is that the two rogue
fights, hooligans on the rogue, their territories, even rogue wins! I think are funny,
Sinopec not like powers to suppress the people? Ecuador also end up with? Sadly, the
situation in Ecuador Sinopec on our Shanghai Petrochemical Sinopec minority
shareholders face the same vulnerable situation is really sad! If, one day, the Chinese
petrochemical investment in Iran by the United States confiscated, I do not have the
slightest sympathy, I will give China's Sinopec two characters: the worse!
9, Shanghai Petrochemical and similar companies [Maoming Petrochemical]
horizontal comparison
China has a very strange phenomenon, a mediocre performance in the listing or a loss,
once the parent company was privatized, it will miraculously back to life, greatly
increased performance, this company Sinopec Maoming Petrochemical performed
very good. Maoming Petrochemical without any regard for where the conditions are
not favorable Shanghai Petrochemical, but in 2007, has made remarkable
achievements in Maoming Petrochemical, and Shanghai Petrochemical it? Shares by
or cheap high-quality live, is a supreme irony. Maoming Petrochemical small
shareholders who will certainly be stunned, did not enjoy the good life. Why the
drastic change? I do not want to say anything, I think we know as much as one of the
wonders of self-evident. Perhaps the privatization of Shanghai Petrochemical, the
results would have been an amazing growth, but we Sinopec Shanghai Petrochemical
shareholders and former shareholders of Maoming Petrochemical as well not enjoy
the. Maoming Petrochemical, or Sinopec Maoming original, is it for the head of the
person? The current head of the high level of? Comparing Shanghai Petrochemical,
Shanghai Petrochemical is not also changed the head of the people?
10, Shanghai Petrochemical's dilemma, the conflict with the investors
Delays in the completion of share reform, financing a problem. But it did not fit the
financing does not matter, because the major shareholders simply never thought
refinancing of Shanghai Petrochemical. Because the growth of Shanghai
Petrochemical, China's petrochemical privatization is it not more difficult it?
As Yizheng Chemical Fiber, after listing had no financial resources.
Shanghai Petrochemical business small and medium shareholders want better and
better, the more the better performance, minority shareholders get in return more and
more. However, Sinopec Shanghai Petrochemical zenith do not want to, preferably
Shanghai Petrochemical annual losses to close down early, this way we can to
minimize the cost of privatization Shanghai Petrochemical. What a ridiculous
contradiction! Only from this area, the major shareholders and the interests of
minority shareholders is the opposite, I believe this is obvious, the SAC know? SAC
blown to solve it? SFC's slogan "to protect the interests of small
investors, is the top priority of our work!" Will implement it?
11, means the total liquidation of related party transactions
⑴ privatization
   If you want to keep connected transaction of Sinopec, is not so related transactions
against the interests of investors, please you privatize it! Sinopec Shanghai
Petrochemical to become China's private property, how you love how the
will was, no one can stop you!
⑵ Shanghai Petrochemical independent
   If you do not want to privatize Sinopec, Shanghai Petrochemical then you put a
way out now! Shanghai Petrochemical investors can no longer bear such plundering!
While you are wearing bright halo of Sinopec, Shanghai Petrochemical, but investors
will not be jealous! Road to seek different incompatible, Shanghai Petrochemical and
Sinopec investors do not want to unrealistic it! With each of the Road!
12, Summary
Shanghai Petrochemical's issues make major shareholders and the interests
of small investors in a serious confrontation between the related transaction is root of
all evil. This issue known, but there was no one come forward to solve, so the tumor
continued to grow, making large shareholders and small shareholders are worsening.
China's securities market is not lack of laws, but the law and, right above
the law. Face reality, Shanghai Petrochemical investors moans in pain, watch as major
shareholders do whatever they want, not stop it. Seeing China's Sinopec
has beautifully convertible bonds, and gazed at the SFC website eye-catching
"to protect the interests of investors, is the top priority of our
work," the slogan of my heart in the blood, what else can we do ? This can
only quote a scholar of the word as the end of this article: Who told you unfortunately
born in China!