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 2012
___________________

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 if the registrant is submitting the Form 6-K in papers as permitted by Regulation S-T Rule 101(b)(1): __________

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

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

Yes                No      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 27, 2012       

 

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


Certain statements contained in this announcement may be regarded as "forward-looking statements" within the meaning of the U.S. Securities Exchange Act of 1934, as amended. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual performance, financial condition or results of operations of the Company to be materially different from any future performance, financial condition or results of operations implied by such forward-looking statements. Further information regarding these risks, uncertainties and other factors is included in the Company's filings with the U.S. Securities and Exchange Commission. The forward-looking statements included in this announcement represent the Company's views as of the date of this announcement. While the Company anticipates that subsequent events and developments may cause the Company's views to change, the Company specifically disclaims any obligation to update these forward-looking statements, unless required by applicable laws. These forward-looking statements should not be relied upon as representing the Company's views as of any date subsequent to the date of this announcement.

 

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.


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

(Stock Code: 2600)

2012 INTERIM RESULTS ANNOUNCEMENT

The Board of Directors (the "Board") of Aluminum Corporation of China Limited* (the "Company") is pleased to announce the unaudited interim results of the Company and its subsidiaries (together the "Group") for the six months ended 30 June 2012. This announcement, containing the full text of the 2012 Interim Report of the Company, complies with the relevant requirements of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited in relation to information to accompany preliminary announcements of interim results. This 2012 interim results announcement of the Company is 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.

 

CORPORATE INFORMATION

 

1.

Registered name

:

 

Abbreviation of Chinese

:

 

   registered name

   
 

English name

:

ALUMINUM CORPORATION OF CHINA LIMITED

 

Abbreviation of English

:

CHALCO

 

   registered name

   
       

2.

First registration date

:

September 10, 2001

 

Registered address

:

No. 62 North Xizhimen Street,

     

Haidian District, Beijing, the PRC

     

(Postal Code: 100082)

 

Place of business

:

No. 62 North Xizhimen Street,

     

Haidian District, Beijing, the PRC

     

(Postal Code: 100082)

 

Principal place of business

:

6/F, Nexxus Building,

 

   in Hong Kong

 

41 Connaught Road,

     

Central, Hong Kong

 

Internet website of the Company

:

http://www.chalco.com.cn

 

E-mail of the Company

:

IR_FAQ@chalco.com.cn

       

3.

Legal 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

     

(Postal Code: 100082)

 

Representative of the Company's

:

Shen Hui

 

   securities affairs

   
 

Telephone

:

(8610)8229 8560

 

Fax

:

(8610)8229 8158

 

E-mail

:

IR_FAQ@chalco.com.cn

 

Address

:

No. 62 North Xizhimen Street,

     

Haidian District, Beijing, the PRC

     

(Postal Code: 100082)

 

Department for corporate

:

Secretarial Office to the Board

 

   information and inquiry

   
 

Telephone for corporate

:

(8610)8229 8560/8229 8456/8229 8157

 

   information and inquiry

   
       

4.

Share registrar and transfer office

   
 

H shares

:

Hong Kong Registrars Limited

     

17M Floor, Hopewell Centre,

     

183 Queen's Road East, Wanchai, Hong Kong

 

A shares

:

China Securities Depository and

     

Clearing Corporation Limited,

     

Shanghai Branch

     

3/F, China Insurance Building,

     

No. 166, Lujiazui Road (East),

     

Shanghai, the PRC

 

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

     

New York Stock Exchange

     

Shanghai Stock Exchange

       
 

Stock name

:

CHALCO

 

Stock code

:

2600 (HK)

     

ACH (US)

     

601600 (PRC)

       

6.

Principal bankers

:

Industrial and Commercial Bank of China

     

China Construction Bank

       

7.

Independent auditors

:

Ernst & Young

     

22/F, CITIC Tower,

     

1 Tim Mei Avenue,

     

Central, Hong Kong

       
     

Ernst & Young Hua Ming

     

16/F, Ernst & Young Tower, Oriental Plaza,

     

1 East Chang'an Avenue, Dongcheng District,

     

Beijing, the PRC

     

(Postal Code: 100738)

       

8.

Legal advisers

:

as to Hong Kong law:

     

Baker & McKenzie

     

23/F, One Pacific Place,

     

88 Queensway,

     

Hong Kong

       
     

as to United States law:

     

Baker & McKenzie

     

23/F, One Pacific Place,

     

88 Queensway,

     

Hong Kong

       
     

as to the PRC law:

     

Jincheng Tongda & Neal

     

10/F, China World Trade Tower

     

Jianguomenwai Avenue, Chaoyang District,

     

Beijing, the PRC

       

The board of directors (the "Board") of Aluminum Corporation of China Limited* (the "Company") announces the unaudited interim results of the Company and its subsidiaries (together the "Group") for the six months ended June 30, 2012. On behalf of the Board and all of its staff, the Board would like to express its gratitude to our shareholders for their attention and support to the Company.

 

BUSINESS REVIEW

 

In the first half of 2012, economic recovery in the Europe was hampered by the enduring and intensifying European debt crisis. Although the US economy has shown some signs of a modest recovery, the recovery is slow. Likewise, the emerging markets also suffered from a weakened growth momentum. Due to the global economic slowdown, as well as the impact of domestic policies relating to macro control and changes in the mode of economic development, China's economic growth was lower than expected. The recurrence of ups and downs during the global economic recovery process has triggered the fall in the prices of metals (including aluminum). In face of the grave challenges on its production and operation, the Group focused on exploring its own potentials and vigorously commenced special efforts to reduce cost and improve efficiency through operational transformation has sustained a steady growth in the production volume of its major products, continuously improved the indicators of its key technologies and facilitated a stable production and operation.

 

1.

The Group further deepened its operational transformation and enhanced the quality of its management. In the first half of 2012, the Group has extended operational transformation to 5 of its own enterprises. Currently, 22 enterprises of the Company have undergone operational transformation.

   

2.

The Group continued with benchmark analysis to continuously improve its production index and has achieved a solid increase in production volume. In the first half of 2012, the Group produced 5.97 million tonnes of metallurgical grade alumina, representing an increase of 11.2% over the corresponding period of the preceding year. The Group produced 2.04 million tonnes of primary aluminum products, representing an increase of 7.4% over the corresponding period of the preceding year. The Group produced 0.29 million tonnes of aluminum fabricated products, representing a decrease of 9.4% over the corresponding period of the preceding year.

   

3.

The Group increased the supply of bauxite from self-developed mines to mitigate the impact arising from the restriction on the bauxite export imposed by the Indonesian government. In the first half of 2012, the Group's production volume of the self-developed mines amounted to 7.44 million tonnes, representing an increase of 12.4% over the corresponding period of the preceding year. As a result of the impact of the change in Indonesia's export policy on the bauxite supply, the Group has promptly assessed the profitability of its alumina production lines by optimizing their schedules, and suspended the operation of certain alumina production lines.

   

4.

The Group has fully commenced special efforts to reduce cost and to improve capital utilization efficiency and by vigorously pressing ahead with cash flow operational transformation through diversified financing channels, continued to optimise its debt structure and reduced finance costs.

   

5.

The Group expedited the construction of structural adjustment and significant strategic transformation projects. While giving priority to the implementation of cost-reduction and efficiency-improvement projects such as fast and cost-efficient construction of mines etc., the Group pushed ahead the integrated coal-electricity-aluminum projects in regions such as Xinjiang and Inner Mongolia. Capturing market opportunities, the Group actively participated in the integration of local coal companies by investing in a number of coal companies. The long-term coking coal trading agreement for the supply of coal from the TT Mine was entered into between China Aluminum International Trading Co., Ltd ("Chalco Trading") (), a subsidiary of the Company, and Mongolia Erdenes MGL LLC and has entered into the implementation stage.

   

6.

The Group's self-developed technologies have contributed positively to profitability and loss control as well as in the Group's structural transformation. Six alumina enterprises adopted the enhanced high-efficiency Bayer technology and achieved remarkable improvement in performance. As the implementation of the newly structured electrolytic cell and the new cathode steel bar technologies has completed ahead of schedule, their applications would definitely facilitate the reduction in electricity consumption and boost economic profitability.

   

7.

The Group further stepped up its efforts in energy saving and emission reductions, with continuous improvement in its relevant indicators. In the first half of 2012, the Group witnessed a decrease of 6.25 kilograms of standard coal in the overall energy consumption in alumina production per ton and a reduction of 188 kWh/t in electricity consumption for aluminum ingot production. The Group's SO2 and COD emission volumes outperformed the commissioned targets, accounting for 41% and 43% respectively of the total emission volumes set for the year. The recycling rate of industrial waste water reached 94.3% and rehabilitated mining area reached 1,074 hectares.

   

8.

The Group continued to promote exploration of overseas resources. Chalco Iron Ore Holdings Limited (), a subsidiary of the Company, has participated in and completed the capital contribution of US$1,350 million to the Simandou iron ore project in Guinea ("Simandou Project") after obtaining the approval of the governmental regulatory authorities. The application for mining permit of the bauxite mining area of the joint venture in Laos is progressing fully ahead.

   

MARKET REVIEW

 

ALUMINA

 

Due to the increase in aluminum price and then followed by the change in Indonesia's bauxite export policy, the alumina price in the first half of 2012 witnessed an initial rise followed by a fall. The FOB price of spot alumina in the international market rose from US$303 per tonne early this year to US$325 per tonne in early May, and followed by a decrease in the price of alumina, with the FOB price of spot alumina in the international market in late June at approximately US$305 per tonne. The trend of the alumina price in the domestic market generally aligned with the alumina price. It climbed up to RMB2,710 per tonne in early May, and fell continuously to RMB2,610 per tonne in late June.

 

Since the beginning of 2012, the global alumina operating production capacity had further increased. However, China's alumina enterprises saw a moderate decrease in the production capacity utilization rate due to the shutdown of part of their production capacities, which was caused by a change in Indonesia's bauxite export policy restricting the export of bauxite in April 2012. By the end of June, the production capacity utilization rate of global alumina was approximately 79.0% while that of China was approximately 81.6%. In the first half of 2012, the global output and consumption of alumina amounted to approximately 47.79 million tonnes and 44.89 million tonnes, respectively, representing an increase of 9.1% and 3.7% over the corresponding period of the preceding year. China's production volume of alumina was approximately 19.06 million tonnes, representing an increase of 9.0% over the corresponding period of the preceding year; imported alumina was approximately 2.47 million tonnes, representing an increase of 144.6% over the corresponding period of the preceding year; demand for alumina reached approximately 18.92 million tonnes, representing an increase of 12.0% over the corresponding period of the preceding year.

 

PRIMARY ALUMINUM

 

The global economic environment dragged down the growing demand from aluminum end-customers. As the aluminum prices hovered at low level, most of the aluminum enterprises have suffered losses. In the first half of 2012, the three-month aluminum futures price on London Metal Exchange (LME) reached a record of US$2,349 per tonne, representing a decrease of 16.0% over the corresponding period of the preceding year. The three-month aluminum futures price on LME bottomed at US$1,833 per tonne and averaged at US$2,116 per tonne, representing a decrease of 22.3% and 17.0% over the corresponding period of the preceding year respectively. In contrast, the domestic aluminum price performed better than the international aluminum price, with the three-month aluminum futures price on Shanghai Futures Exchange (SHFE) hitting a high of RMB16,390 per tonne, representing a decrease of only 6.0% over the corresponding period of the preceding year. The three-month aluminum futures price on SHFE bottomed at RMB15,040 per tonne and averaged at RMB16,112 per tonne, representing a decrease of only 8.3% and 4.5% over the corresponding period of the preceding year respectively.

 

In the first half of the year, the global operating production capacity of aluminum had further increased. As at the end of June 2012, the global production capacity utilization rate of aluminum was approximately 82.0% while that of China was approximately 79.9%. During the same period, primary aluminum production and consumptions increased both in China and around the globe. In the first half of 2012, the global output and consumption of primary aluminum were approximately 23.06 million tonnes and 23.10 million tonnes, representing an increase of 4.2% and 5.1% over the corresponding period of the preceding year, respectively. China's output and consumption of primary aluminum were approximately 9.49 million tonnes and 9.60 million tonnes, representing an increase of 9.8% and 7.9% over the corresponding period of the preceding year, respectively.

 

ALUMINUM FABRICATION

 

Impacted by the slowdown in domestic economic growth and the enduring European debt crisis, the market demand from domestic aluminum fabrications downstream industries remained slack in the first half of 2012 and particularly in the second quarter. The export of aluminum fabrication products was affected by the fall in aluminum price and the additional production capacity coming into operation, resulting in intensified competitions in the aluminum fabrication market.

 

OUTLOOK AND PROSPECTS

 

In the second half of 2012, the global economy will remain full of complexities as rises and falls of the European debt crisis continue to shadow the global economic landscape. The risks in Europe's economy will be outstanding for at least a short period whilst a weakened momentum is foreseeable in the economic growth of the U.S.. As to China's economy, though a mild rebound is expected to take place in the fourth quarter under the "steady growth" stimulus policy, the growth will be within a narrow range. Despite a slight rebound in the demand for commodities (including aluminum), the aluminum price, affected by cost and restrained by the excessive production capacity, will fluctuate with costs and might be further exposed to volatile fluctuations as impacted by the macroeconomic conditions. The Group will focus its efforts on operational transformation, cost reduction and efficiency promotion as well as strategic transformation and structural adjustment and step up its efforts on the following:

 

1.

The Group will strive to deepen its operational transformation by enhancing and expanding its operational transformation work and strive to build up its business system. It will resolutely commence cost reduction and efficiency enhancement and through vertical and horizontal comparative analysis, to continuously improve its major production technology indicators.

   

2.

The Group will further enhance its management and the construction of mines, in a bid to secure its mine supply. With a keen eye on the changes in Indonesia's bauxite export policy, the Group will proactively strive for the export quotas of bauxite from Indonesia through a variety of approaches, including correlating the bauxite export quotas to cooperative bauxite suppliers with a view to resuming the supply of exported bauxite as soon as possible.

   

3.

The Group will forge ahead with the construction of cost reduction and efficiency promotion projects as well as structural adjustment and strategic transformation projects. It will further optimise the work flow of its production technologies and expedite the migration of its aluminum business to western China and the construction of self-provided power generation plants. It will also actively innovate the investment management mechanism, initiate the operational transformation of investment management to adequately control the investment scale and cautiously assess its investment projects.

   

4.

The Group will strengthen its market research to capture market opportunities and to enhance its product sales. The Group will fully leverage the advantages of e-platform for commercial procurement and centralized procurement to increase the proportion of direct purchase of raw material commodities, such as coal etc., with a view to minimizing its procurement cost.

   

5.

The Group will reduce receivables, facilitate liquidity and improve the efficiency of its liquid fund, with a view to enhancing the utilization efficiency of its working capital. It will fully promote a lean cash flow management by formulating month-end inventory targets of working capital and notes of its subsidiaries as well as to research and develop the standards for a safe inventory volume.

   

6.

The Group will secure the coal resources and mining rights for integrated projects in Xinjiang and Inner Mongolia and expedite its existing coal cooperation projects to strive for commencement of production as early as possible.

   

7.

The Group will actively explore the technology for combined fly ash application. The Company has started the adoption of technology for the production of alumina from fly ash via the Company's self-developed proprietary technology of alkali leaching with high temperature. Its has started the construction of a demonstration project for the use and industrialization of fly ash for alumina production with an annual capacity of 200,000 tonnes in Ordos, Inner Mongolia.

   

8.

The Group will continue to expedite technological innovation by focusing on the development of key technology projects, and will facilitate the effects of technology in leading transformation and industrial upgrade as well as in cost reduction and efficiency promotion.

   

9.

With deepened efforts in reforms and following an innovative development mode, the Group will revitalize its inventory assets and improve the level of return on its assets.

   

INTERIM RESULTS

 

The revenue of the Group for the six months ended June 30, 2012 amounted to RMB71,698 million, representing an increase of 8.7% over the corresponding period of the preceding year. The loss attributable to equity holders of the Company amounted to RMB3,253 million. Loss per share attributable to equity holders of the Company was RMB0.241.

 

INTERIM DIVIDEND

 

The Company will not distribute interim dividend for the six months ended June 30, 2012.

 

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS

 

BUSINESS SEGMENTS

 

The Group principally engages in alumina refining, primary aluminum smelting, aluminum fabricated products production and the trading of related products. The Group's businesses comprise 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 and metal gallium.

 

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

 

Aluminum fabrication segment, which consists of procuring 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.

 

Trading segment, which consists of the trading of alumina, primary aluminum, aluminum fabricated products, other non-ferrous metal products and raw materials and supplemental materials to the Group's internal manufacture plants and external customers outside the Group in the PRC.

 

Corporate and other operating segments, which mainly include management of corporate, research and development activities.

 

RESULTS OF OPERATIONS

 

The Group's net loss attributable to equity holders of the Company for the first half of 2012 was RMB3,253 million, representing a significant decrease from a net profit of RMB413 million of the corresponding period of the preceding year. This was mainly attributable to the continuous decline in sales prices of major products and an increase in cost attributable to the surge in the cost of raw materials, fuels and powers, resulting in the lowering of the profit margin of sales of the Group's major products together with the rise in finance costs arising from the consecutive interest hikes under the macro control of the PRC and the increase in the size of interest-bearing debts of the Company.

 

REVENUE

 

The Group's revenue for the first half of 2012 was RMB71,698 million, representing an increase of RMB5,728 million or 8.7% from RMB65,970 million of the corresponding period of the preceding year. This was mainly attributable to the increase in the external sales of the Group's major products and trading volume.

 

COST OF SALES

 

Cost of sales of the Group was RMB71,475 million for the first half of 2012, representing an increase of RMB9,744 million or 15.8% from RMB61,731 million of the corresponding period of the preceding year. This was mainly attributable to the increase in the prices of raw materials and fuels and powers of the Group's major products and the increase in external sales of the Group's major products and trading volume.

 

SELLING AND DISTRIBUTION EXPENSES

 

The Group's selling and distribution expenses for the first half of 2012 were RMB957 million, representing an increase of RMB195 million or 25.6% from RMB762 million of the corresponding period of the preceding year. This was mainly attributable to the increase in external sales of the Group's major products and coal trading, which led to an increase in storage and transportation expenses.

 

GENERAL AND ADMINISTRATIVE EXPENSES

 

General and administrative expenses for the first half of 2012 of the Group were RMB1,347 million, representing an increase of RMB92 million or 7.3% from RMB1,255 million of the corresponding period of the preceding year. This was mainly attributable to the establishment of investees and the establishment of new businesses by the Group.

 

OTHER INCOME

 

The Group's other income represents government grants which amounted to RMB269 million for the first half of 2012, representing an increase of RMB249 million from RMB20 million of the corresponding period of the preceding year.

 

OTHER (LOSSES)/GAINS, NET

 

The net amount of other losses of the Group was RMB203 million for the first half of 2012, representing a decrease of RMB306 million from net gains of RMB103 million of the corresponding period of the preceding year. This was mainly attributable to the decrease in gains from commodity futures contracts, option contracts and foreign currency forward contracts of the Group.

 

Given the major factors described as above, the Group's operating loss was RMB2,085 million for the first half of 2012, representing a decrease of RMB4,078 million from the operating profit of RMB1,993 million of the corresponding period of the preceding year.

 

FINANCE COSTS, NET

 

The Group's net finance costs for the first half of 2012 were RMB2,252 million, representing an increase of RMB760 million or 50.9% from RMB1,492 million of the corresponding period of the preceding year. This was mainly attributable to a sharp increase in the size of interest-bearing debt and the increase of the weighted average interest rate of interest-bearing debt of the Group as compared with that of the corresponding period of the preceding year due to upward adjustments of interest rates by the central bank.

 

SHARE OF PROFIT OF JOINTLY CONTROLLED ENTITIES

 

For the six months ended June 30, 2012, the Group's share of profit of jointly controlled entities amounted to RMB13 million, representing a decrease of RMB54 million from RMB67 million of the corresponding period of the preceding year, primarily due to a decrease in the share of profit from Guangxi Huayin Aluminum Co., Ltd.

 

SHARE OF PROFIT OF ASSOCIATES

 

For the six months ended June 30, 2012, the Group's share of profit of associates amounted to RMB143 million, representing a decrease of RMB119 million from RMB262 million of the corresponding period of the preceding year, primarily due to the decrease in the share of profit of Jiaozuo Coal Group Zhaogu (Xinxiang) Energy Corporation Co., Ltd..

 

INCOME TAX

 

The Group's income tax expense for the first half of 2012 was negative RMB757 million, representing a decrease of RMB896 million from RMB139 million of the corresponding period of the preceding year. This was mainly attributable to a significant loss incurred by the Group for the first half of 2012, which led to an increase in deferred tax assets resulted from the recognition of the tax losses.

 

DISCUSSION OF SEGMENT OPERATIONS

 

ALUMINA SEGMENT

 

Revenue

 

The Group's revenue from the alumina segment for the first half of 2012 was RMB15,895 million, representing an increase of RMB837 million or 5.6% from RMB15,058 million of the corresponding period of the preceding year.

 

The revenue from internal sales of alumina segment for the first half of 2012 was RMB14,551 million, representing an increase of RMB922 million or 6.8% from RMB13,629 million of the corresponding period of the preceding year.

 

The revenue from external sales of alumina segment for the first half of 2012 was RMB1,345 million, representing a decrease of RMB83 million or 5.8% from RMB1,428 million of the corresponding period of the preceding year.

 

Segment Loss

 

The Group's loss in the alumina segment for the first half of 2012 was RMB1,560 million, representing a decrease of RMB1,924 million from the profit of RMB364 million of the corresponding period of the preceding.

 

PRIMARY ALUMINUM SEGMENT

 

Revenue

 

The Group's revenue from the primary aluminum segment for the first half of 2012 was RMB28,259 million, representing an increase of RMB560 million or 2.0% from RMB27,699 million of the corresponding period of the preceding year.

 

The revenue from internal sales of the primary aluminum segment for the first half of 2012 was RMB12,734 million, representing an increase of RMB162 million or 1.3% from RMB12,572 million of the corresponding period of the preceding year.

 

The revenue from external sales of primary aluminum segment for the first half of 2012 was RMB15,526 million, representing an increase of RMB399 million or 2.6% from RMB15,127 million of the corresponding period of the preceding year.

 

Segment Loss

 

The Group's loss in the primary aluminum segment for the first half of 2012 was RMB1,216 million, representing a decrease of RMB1,808 million from the profit of RMB592 million of the corresponding period of the preceding year.

 

ALUMINUM FABRICATION SEGMENT

 

Revenue

 

The Group's revenue from the aluminum fabrication segment for the first half of 2012 was RMB4,997 million, representing a decrease of RMB873 million or 14.9% from RMB5,870 million of the corresponding period of the preceding year.

 

Segment Loss

 

The Group's loss in the aluminum fabrication segment for the first half of 2012 was RMB553 million, representing an increase of loss of RMB507 million from the loss of RMB46 million of the corresponding period of the preceding year.

 

TRADING SEGMENT

 

Revenue

 

The Group's revenue from the trading segment for the first half of 2012 was RMB56,892 million, representing an increase of RMB8,954 million or 18.7% from RMB47,938 million of the corresponding period of the preceding year.

 

The revenue from internal sales of trading segment was RMB6,929 million for the first half of 2012, representing an increase of RMB2,673 million or 62.8% from RMB4,256 million of the corresponding period of the preceding year, among which, the revenue from the internal sales of products purchased from internal sources of the Group was RMB890 million, whereas the revenue from the internal sales of products purchased from external sources of the Group was RMB6,039 million.

 

The revenue from external sales of trading segment was RMB49,962 million in the first half of 2012, representing an increase of RMB6,280 million or 14.4% from RMB43,682 million of the corresponding period of the preceding year, among which, the revenue from the external sales of self-produced products and sold through the trading segment was RMB19,463 million, whereas the revenue from the external sales of products sourced from external suppliers of the Group was RMB30,499 million.

 

Segment Profit

 

The Group's profit in the trading segment for the first half of 2012 was RMB274 million, representing a decrease of RMB127 million or 31.7% from RMB401 million of the corresponding period of the preceding year.

 

CORPORATE AND OTHER OPERATING SEGMENTS

 

Revenue

 

The Group's revenue from the corporate and other operating segments for the first half of 2012 was RMB253 million, representing an increase of RMB172 million from RMB81 million of the corresponding period of the preceding year.

 

Segment Loss

 

The Group's segment loss in corporate and other operating segments for the first half of 2012 was RMB1,101 million, representing an increase of loss of RMB620 million from the loss of RMB481 million of the corresponding period of the preceding year, mainly due to a net increase of RMB461 million in finance costs as a result of continued interest rate raises by the government for macro control and increase in the Group's interest-bearing debt.

 

STRUCTURE OF ASSETS AND LIABILITIES

 

Current Assets and Liabilities

 

As of June 30, 2012, the Group's current assets amounted to RMB60,365 million, representing an increase of RMB10,395 million from RMB49,970 million as of the beginning of the year.

 

As of June 30, 2012, the Group's cash and cash equivalents amounted to RMB9,808 million, representing a decrease of RMB783 million from RMB10,591 million as of the beginning of the year.

 

As of June 30, 2012, the Group's net balance of inventories amounted to RMB26,422 million, representing an increase of RMB2,298 million from RMB24,124 million as of the beginning of the year, primarily due to an increase in inventories upon an expansion of the Group's newly commissioned capacity.

 

As of June 30, 2012, the Group's current liabilities amounted to RMB84,149 million, representing an increase of RMB21,789 million from RMB62,360 million as of the beginning of the year, primarily due to the replenishment of working capital resulting from the Group's efforts in optimization of its debt portfolio and an increase in short-term borrowings.

 

As of June 30, 2012, the liquidity ratio of the Group was 0.72, representing a decrease of 0.08 from 0.80 as of the end of 2011, and the quick ratio was 0.40, representing a decrease of 0.01 from 0.41 as of the end of 2011.

 

Non-current Liabilities

 

As of June 30, 2012, the Group's non-current liabilities amounted to RMB41,088 million, representing an increase of RMB4,469 million from RMB36,619 million as of the beginning of the year, primarily due to the new long-term borrowings for Simandou Project and the issuance of the non-public debt financing instruments.

 

As of June 30, 2012, the debt to asset ratio of the Group was 69.54%, representing an increase of 6.55 percentage points from 62.99% as of the end of 2011.

 

MEASUREMENT OF FAIR VALUE

 

The Group strictly adopted policy for recognition, measurement and disclosure of fair value in accordance with the requirements on fair value under the relevant accounting standards, and undertook responsibility for the truthfulness of the measurement and disclosure of fair value. Currently, save as its financial assets and liabilities at fair value through profit or loss (including derivative instruments) are accounted at fair value, others are stated at historical cost.

 

As of June 30, 2012, the foreign currency forward contracts held by the Group, which were accounted for as financial assets at fair value through profit or loss, amounted to RMB4 million, representing an increase of RMB2 million as compared with the balance as of the end of 2011. The fair value change was recognized as gain. The amount of the commodity futures contracts decreased by RMB4 million as compared with the balance as of the end of 2011. The fair value change was recognized as loss. The amount of the Group's commodity futures contracts and European options measured at fair value and accounted for as financial liabilities were RMB196 million and RMB16 million, respectively, representing an increase of RMB194 million and RMB15 million as compared with the balances as at the end of 2011, respectively. The fair value changes were recognized as loss.

 

PROVISION FOR INVENTORY IMPAIRMENT

 

On June 30, 2012, the Group assessed the net realizable value of its inventories. Upon assessment, the provisions for inventory impairment for inventories held as of June 30, 2012 amounted to RMB680 million, representing an increase of RMB305 million as compared with the provisions for impairment of RMB375 million at the end of 2011, of which additional provisions for inventory impairment amounted to RMB496 million and reversal of inventory impairment amounted to RMB191 million through the cost of sales upon the sales of the inventories.

 

The Group has always adopted the same approach to determine the net realizable value of the inventories and the provisions of inventories impairment on a consistent basis for the relevant accounting policy.

 

CAPITAL EXPENDITURES, CAPITAL COMMITMENTS AND INVESTMENTS UNDERTAKINGS

 

For the six months ended June 30, 2012, the Group's accumulated project investment expenditures amounted to RMB4,280 million, which mainly consisted of investments in energy saving and consumption reduction, environmental protection, resources acquisition and scientific research, which mainly included Liancheng branch's project in relation to the phasing out of obsolete capacity and renovation project, the second phase of aluminum renovation project of Fushun Aluminum, the Guanxi Branch's technological renovation project of 0.48 million tonnes of capacity expansion through alumina exploration, the innovation project of alumina exploration of Shanxi branch and the alumina project of Shanxi Huaxing in Xing County.

 

As of June 30, 2012, the Group's capital commitment of property, plant and equipment amounted to RMB40,353 million, of which those contracted but not provided for amounted to RMB4,929 million and those authorized but not contracted for amounted to RMB35,424 million.

 

As of June 30, 2012, the Group's investment commitment amounted to RMB1,590 million, comprised mainly of the capital contributions of RMB915 million, RMB193 million, RMB183 million, RMB131 million and RMB101 million to Gansu Huayang Mining Development Company Limited (), Guizhou Yuneng Mining Co., Ltd. (), Xingshengyuan Coal Co., Ltd. of Huozhou Coal Group (), Chalco Liupanshui Hengtaihe Co., Limited () and Chalco Zunyi Alumina Co., Ltd. (), respectively.

 

CASH AND CASH EQUIVALENTS

 

As of June 30, 2012, the Group's cash and cash equivalents amounted to RMB9,808 million, including foreign currency deposits of RMB522.34 million, RMB12.43 million, RMB5.49 million and RMB1.09 million denominated in US dollars, Hong Kong dollars, Australian dollars and Euro, respectively.

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

For the first half of 2012, the Group's net cash used for operating activities amounted to RMB1,815 million, representing a decrease of RMB6,639 million from the net cash inflow of RMB4,824 million of the corresponding period of the preceding year, mainly attributable to a decrease in the profit margin of the Group's major products, as well as the increase in trading volume and its business expansion and an increase in utilisation of liquidity fund attributable to newly commissioned production capacity.

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

For the first half of 2012, the Group's net cash used in investing activities amounted to RMB16,068 million, representing an increase of RMB10,819 million from the net outflows of RMB5,249 million for the corresponding period of the preceding year, which was mainly attributable to additional investment in Simandou Project for the current period.

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

For the first half of 2012, the Group's net cash flows generated from financing activities amounted to RMB17,140 million, representing an increase of RMB16,100 million from the net cash inflows of RMB1,040 million for the corresponding period of the preceding year. This was mainly due to a loan amount of RMB3,442 million in Simandou Project by minority shareholders and an increase of external debt by the Group.

 

INVESTMENT OF THE COMPANY

 

USE OF PROCEEDS

 

During the reporting period, no fund raising proceeds were utilized by the Group.

 

PROJECTS NOT FUNDED BY PROCEEDS

 

(1)

The proposed investment of Shanxi Xing County's 800,000-tonne alumina project () is RMB4.46 billion. The project is expected to be completed and to commence production by 2013, with an annual alumina production capacity of 800,000 tonnes. By the end of June 2012, the Company had invested RMB1.167 billion in total. The construction in general of the major part of alumina project has been completed and the project currently has entered into the phase of steel structure manufacturing and installation and installation of cells and equipment.

   

(2)

The proposed investment of Shanxi branch's alumina exploration and renovation project () is RMB0.782 billion. As at the end of June 2012, the Company had invested RMB0.605 billion in total in the project. The project has commenced loading and production in May 2012, with an additional alumina production capacity of 530,000 tonnes.

   

DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT

 

In accordance with Articles 104 and 145 of the Company's Articles of Association, all Directors and Supervisors of the Company were appointed for a term of three years, eligible for re-appointments after expiry of their respective terms of office. The Directors of the fourth session of the Board and the shareholder-representative supervisors of the fourth session of the Supervisory Committee were elected at the 2009 annual general meeting held on June 22, 2010. The employee-representative supervisor of the fourth session of the Supervisory Committee of the Company was elected by the employee-representatives of the Company's headquarters and each of its subsidiaries and branches.

 

Members of the fourth session of the Board and the fourth session of the Supervisory Committee are as below:

 

Executive Directors

:

Xiong Weiping, Luo Jianchuan,

   

Liu Caiming and Liu Xiangmin

     

Non-executive Directors

:

Shi Chungui and Lv Youqing

     

Independent Non-executive Directors

:

Zhang Zhuoyuan, Wang Mengkui and Zhu Demiao

     

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 of the Company.

 

EMPLOYEES, PENSION PLANS AND WELFARE FUND

 

The Group had approximately 103,319 employees as of June 30, 2012. For the first half of 2012, the Group had accrued total remuneration of approximately RMB3,331 million to its 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 regulations of the PRC, 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 of each plant was in the region of 30% of the employees' salary. As at June 30, 2012, the Group had not paid any retirement benefits directly to its employees.

 

PARTICULARS OF SHARE CAPITAL STRUCTURE, CHANGES AND SHAREHOLDERS

 

SHARE CAPITAL STRUCTURE

 

As of June 30, 2012, the share capital structure of the Company was as follows:

 
   

As of June 30, 2012

     

Percentage to

   

Number of

issued share

   

shares held

capital

   

(in million)

(%)





       

Holders of A shares

 

9,580.52

70.84

Among which:

Aluminum Corporation of China ("Chinalco")

5,214.41

38.56

 

Baotou Aluminum (Group) Co., Ltd. (Note 1)

347.87

2.57

 

Lanzhou Aluminum Factory (Note 1)

79.47

0.59

 

Shanxi Aluminum Plant (Note 1)

7.14

0.05

 

Guiyang Aluminum Magnesium

   
 

   Design and Research Institute (Note 1)

4.12

0.03

Holders of H shares

 

3,943.97

29.16





       

Total

 

13,524.49

100





       

Note 1: These are subsidiaries of and/or enterprises controlled by Chinalco.

 

SUBSTANTIAL SHAREHOLDERS WITH SHAREHOLDING OF 5% OR MORE

 

So far as the Directors are aware, as at June 30, 2012, the following persons (other than the Directors, Supervisors and Chief Executive of the Company) had interests or short positions in the shares or underlying shares of the Company which would fall to be disclosed under the provisions of Divisions 2 and 3 of Part XV of the Securities and Futures Ordinance ("Hong Kong 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 ("Hong Kong Stock Exchange").

 
         

Percentage in

 
         

the relevant class

Percentage in

Name of substantial

Class of

Number of

   

of issued share

total share

shareholder

shares

shares held

 

Capacity

capital

capital in issue








             

Chinalco

A Shares

5,653,005,687(L)

 

Beneficial owner and

59.01%(L)

41.80%(L)

   

(Note 1)

 

   interests of controlled

   
       

   corporations

   

China Cinda

A Shares

800,759,074(L)

 

Beneficial owner

8.36%(L)

5.92%(L)

   Asset Management Co., Ltd.

           

China Construction Bank

A Shares

613,109,054(L)

 

Beneficial owner

6.40%(L)

4.53%(L)

   Corporation Limited

           

Templeton Asset

H Shares

988,244,800(L)

 

Investment manager

25.06%(L)

7.31%(L)

   Management Ltd.

           

BlackRock, Inc.

H Shares

271,819,723(L)

 

Interests of

6.89%(L)

2.01%(L)

   

45,437,433(S)

 

   controlled corporations

1.15%(S)

0.36%(S)

   

(Note 2)

       








             

(L)

The letter "L" denotes a long position.

   

(S)

The letter "S" denotes a short position.

   

Notes:

 

1.

These interests included a direct interest of 5,214,407,195 A shares held by Chinalco, and an aggregate interests in 438,598,492 A shares held by various controlled corporations which are subsidiaries of and/or enterprises controlled by Chinalco, comprising 347,866,183 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 companies controlled by BlackRock, Inc.. Among the aggregate interests in the short position in H shares, 201,462 H shares were derivative interests.

   

Save as disclosed above and so far as the Directors are aware, as of June 30, 2012, 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

 

During the reporting period, there were no changes in the share capital of the Company.

 

APPROVAL OF CHANGES IN SHAREHOLDINGS

 

Not applicable.

 

TOTAL NUMBER OF SHAREHOLDERS AT THE END OF THE REPORTING PERIOD

 

As at June 30, 2012, the Company had 539,133 shareholders (including 538,229 holders of A shares and 904 holders (registered shareholders) of H shares).

 

SHAREHOLDINGS OF THE TOP TEN SHAREHOLDERS

 

Unit: shares

 
   

Percentage of

Total

Increase/decrease

 
   

total issued

number of

of shares in the

 

Name of shareholder

Nature of shareholder

shares

shares held

reporting period

Note

   

(%)

     







           

Chinalco#

State-owned legal person

38.56

5,214,407,195

   

HKSCC Nominees Limited

Overseas legal person

29.02

3,924,353,900

Decreased by 748,998

 

China Cinda Asset Management Co., Ltd.

State-owned legal person

5.92

800,759,074

   

China Construction Bank Corporation

State-owned legal person

4.53

613,109,054

Decreased by 73,786,643

 

Guokai Financial Limited Company

State-owned legal person

3.07

415,168,145

Decreased by 10,000,000

 

Baotou Aluminum (Group) Co., Ltd.

State-owned legal person

2.57

347,866,183

Decreased by 2,371,612

 

Lanzhou Aluminum Factory

State-owned legal person

0.59

79,472,482

   

Guizhou Provincial Materials Development

State-owned legal person

0.49

66,549,065

 

43,000,000

   and Investment Corporation

       

(pledged)

Guangxi Investment Group Co., Ltd.

State-owned legal person

0.31

41,372,956

   

ICBC - Shanghai 50 ETF Index

Domestic non

0.20

26,657,614

Decreased by 2,587,605

 

   Securities Investment Fund

   state-owned legal person

       







           

#

This figure does not include the A shares indirectly held by Chinalco through its subsidiaries and/or controlled entities.

   

INTERESTS IN SHARES HELD BY DIRECTORS, CHIEF EXECUTIVE AND SUPERVISORS

 

As of June 30, 2012, none of the Directors, Chief Executive, or Supervisors and 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 Hong Kong SFO) which are (a) required to be notified to the Company and the Hong Kong Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the Hong Kong SFO; or (b) required to be recorded in the register kept by the Company pursuant to Section 352 of the Hong Kong 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 Companies. For the six months ended June 30, 2012, 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 Hong Kong SFO).

 

REPURCHASE, SALE AND REDEMPTION OF THE COMPANY'S SHARES

 

During the reporting period, neither the Company nor its subsidiaries repurchased, sold or redeemed any of their shares.

 

CHARGE ON GROUP ASSETS

 

As of June 30, 2012, the Group pledged assets with total amount of RMB5,678 million, including property, plant and equipment, land use rights, inventories, trade and notes receivable and time deposits, for bank and other loans.

 

EXTERNAL GUARANTEES PROVIDED BY THE COMPANY

 

As at June 30, 2012, the Company provided a joint liability guarantee in favor of Shanxi Huaze Aluminum and Power Co., Ltd. (Shanxi Huaze) for an outstanding amount of RMB370 million. In 2004, the Company and China Construction Bank, Shanxi Aluminum Sub-branch entered into a Guarantee Contract, whereby the Company provided a several liabilities guarantee for a loan of RMB1,120 million made to Shanxi Huaze, a subsidiary of the Company. The guarantee would expire two years after the expiry of the debt performance period under the principal contract.

 

In November 2011, the Company entered into a Guarantee Agreement with Natixis, being the agent for a consortium of lender, by providing a several liabilities guarantee in respect of a loan of USD300 million by the lenders to Chalco Trading Hong Kong Co., Limited, a wholly-owned subsidiary of the Company, the guarantee period of which will expire upon full repayment of debts under the principal contract.

 

In April 2012, the Company entered into a "China Development Bank Co., Ltd. US Dollars Facility Guarantee Contract" with the China Development Bank, pursuant to which, the Company will provide several liabilities guarantee in respect of a loan of USD702 million by the lender to Chalco Hong Kong Limited, a wholly-owned subsidiary of the Company. The guarantee period is two years from the date of expiry of the term for performance of loan under the principal contract. As of June 30, 2012, Chalco Hong Kong Limited drew down a loan of USD438.75 million, and the Company provided a several liabilities guarantee in respect of the loan of USD438.75 million.

 

Save as aforesaid, there were no other external guarantees provided by the Company which are required to be disclosed.

 

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 internal control guidelines, and is of the view that, except for the roles of Chairman and Chief Executive Office ("CEO") being performed by the same person, 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 requirements under the Internal Control Guidelines stipulated by the Shanghai Stock Exchange.

 

During the reporting period, except for the roles of Chairman and CEO being performed by the same person, the Board is of the opinion that the Company has complied with the code provisions of the CG Code (both before and after amendments (effective from April 1, 2012)) and the requirements under the Internal Control Guidelines stipulated by the Shanghai Stock Exchange. The Board is of the view that the arrangement for the roles of Chairman and CEO being performed by the same person enables better coordination between the Board and the administrative management, which is beneficial to the long term development of the Company's business.

 

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

 

For clarity, 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 Companies" 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, 2012.

 

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 report of the Company, review the appointment of independent auditors, approve the auditing and provide audit-related services as well as monitoring the internal financial reporting process and management policies of the Company.

 

The Audit Committee of the fourth session of the Board of the Company consists of three independent non-executive Directors, namely Mr. Zhu Demiao, Mr. Zhang Zhuoyuan and Mr. Wang Mengkui. Mr. Zhu Demiao is the Chairman of the Committee.

 

The Audit Committee and the management have reviewed the accounting policies and practices adopted by the Group and discussed auditing, internal control and financial statements matters including the review of the unaudited interim condensed consolidated financial statements for the six months ended June 30, 2012.

 

In the first half of 2012, the Audit Committee convened four meetings in total, including the eleventh meeting of Audit Committee of the fourth session of the Board held on January 4, 2012, at which the proposal in relation to the "Work Summary of Implementation of Internal Control Standards of Aluminum Corporation of China Limited" () was considered and approved; the twelfth meeting of the Audit Committee of the fourth session of the Board held on March 12, 2012, at which fifteen proposals including the 2011 Financial Report were considered; the thirteenth meeting of the Audit Committee of the fourth session of the Board held on April 24, 2012, at which two proposals including the 2012 First Quarterly Financial Report were considered; the fourteenth meeting of the Audit Committee of the fourth session of the Board held on June 29, 2012, at which the proposal in relation to consider the independence of Ernst & Young Hua Ming and Ernst & Young.

 

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"), the Securities Law of the People's Republic of China (the "Securities Law"), the relevant provisions of China Securities Regulatory Commission and Shanghai Stock Exchange Listing Rules (the "Shanghai Stock Exchange Listing Rules") and duly performed its corporate governance obligations in line with the requirements of relevant files issued by China Securities Regulatory Commission. Except that the roles of Chairman and CEO which are performed by the same person, the Company has strictly complied with the Hong Kong Listing Rules and its latest amendments' requirements in relation to corporate governance.

   
 

During the reporting period, the chairman of the Supervisory Committee was responsible for organizing and implementing self-examination and correction for the Company, in order to comply with the requirements of the "Notice of Implementation of Self-examination and Correction in Standardizing Operation of Listed Companies in Beijing Jurisdiction" () issued by Beijing Securities Regulatory Bureau. The inspection addressed four major aspects including performance of duties by the Supervisory Committee, performance of duties by the Board of Directors, and senior management and information disclosure. Through examination of records and classification of rules, and under the principle of "Objectiveness, Fairness and Responsibility", the Supervisory Committee conscientiously inspected the Company's corporate governance and information disclosure on an item-by-item basis. The Committee prepared a work report on the self-examination and correction based on the inspection results in compliance with the regulatory requirements. The report was submitted to Beijing Securities Regulatory Bureau upon signing by all of the Supervisors.

   
 

The Company will continue to be in strict compliance with the requirements of the regulatory bodies including China Securities Regulatory Commission, Beijing Securities Regulatory Bureau and Shanghai Stock Exchange. Through regulatory compliance and strict self-regulation, the Company will continuously improve its various corporate governance system to further enhance its corporate governance and internal control system, aiming at protecting the interest of shareholders of the Company, and the Company will maintain consistent, stable and healthy development to bring returns to the society and shareholders through satisfactory performance results. The Company will also continue to comply with the requirements on corporate governance under the Hong Kong Listing Rules.

   
 

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

   

2.

ASSETS TRANSACTIONS

   
 

There were no significant assets transactions of the Group subjected to disclosure requirements during the reporting period.

   

3.

DISTRIBUTION OF FINAL DIVIDEND FOR THE YEAR 2011

   
 

The non-distribution of the 2011 final dividend by the Company was considered and approved at the 2011 annual general meeting on June 29, 2012.

   

4.

MATERIAL LITIGATION AND ARBITRATION

   
 

There was no material litigation and arbitration during the reporting period.

   

5.

MATERIAL CONNECTED TRANSACTIONS OF THE GROUP DURING THE REPORTING PERIOD

   
 

Connected transactions related to daily operations

   
 

During the reporting period, the total amount of major and continuing connected transactions between the Group and connected persons was approximately RMB9,789 million, of which purchase transactions amounted to RMB5,478 million and sales transactions amounted to RMB4,311 million (including product sales and service provision).

   
 

All of the above connected transactions during the reporting period have been conducted under the relevant agreements which have been published by way of announcement. The continuing connected transactions of the Group were mainly transactions between the Company and Chinalco.

   
 

Connected transactions as a result of acquisition and disposal of assets

   
 

There was no disclosable connected transaction as a result of substantial acquisition and disposal of assets during the reporting period.

   

6.

PERFORMANCE OF UNDERTAKINGS

   
 

Chinalco's Undertakings

   
 

The following undertakings by Chinalco were made during or subsisting in the reporting period:

   
 

During the initial issuance A Shares of the Company, Chinalco provided undertakings principally in relation to non-competition, including:

   
 

(1)

Chinalco will arrange to dispose of its aluminum fabrication business, or the Company will acquire the aluminum fabrication business from Chinalco, and acquire the pseudo-boehmite business from Chinalco within a certain period of time following the listing of the Company's A shares.

     
 

(2)

the injection of quality aluminum assets (including but not limited to assets and equity interest of its aluminum, aluminum fabrication and other businesses) as and when appropriate, in order to further optimize the Company's industry chain.

     
 

The Company's Undertakings

   
 

In August 2011, the Company undertook to use its best endeavors to eliminate by proper means the competition in aluminum business with Jiaozuo Wanfang Aluminum Manufacturing Company Limited () ("Jiaozuo Wanfang") within five years.

   
 

Up till now, both Shanxi Aluminum Plant, a wholly-owned subsidiary of Chinalco, and the Shandong branch of the Company had minor activities in the pseudo-boehmite market. However, as the pseudo-boehmite business is not among the principal activities of the Company, the revenue from this segment made up a relatively low portion of the Company's revenue and as the sales locations of pseudo-boehmite of Shandong branch and Shanxi Aluminum Plant are different, the competition between Chinalco and the Company in respect of pseudo-boehmite business is limited.

   
 

Since the market conditions for pseudo-boehmite are immature, Chinalco does not propose to inject its pseudo-boehmite business to the Company's portfolio for the time being.

   
 

When condition becomes mature, both Chinalco and the Company will continue to duly implement the matters undertaken within the time limit.

   

7.

OTHER SIGNIFICANT EVENTS

   
 

Acquisition of interest in Winsway Coking Coal (Stock Code at the Hong Kong Stock Exchange: 01733)

   
 

The Company agreed with Winsway Resources Holding and its shareholder, Mr. Wang Xingchun, pursuant to which the Company has conditionally agreed to purchase 1,128,186,410 shares of Winsway Coking Coal Holdings Limited legally and beneficially held by Mr. Wang Xingchun, representing 29.9% of the issued share capital of Winsway Coking Coal Holdings Limited, at a total cash consideration of HK$2,391,755,189.20. The acquisition proposal was approved at the 2011 annual general meeting of the Company, and relevant submission for approval to the relevant governmental departments has been commenced. For the details in relation to this transaction, please refer to the announcements of the Company dated April 24, 2012, June 7, 2012 and June 29, 2012.

   
 

Acquisition of interest in SouthGobi Resources (Stock Code at the Hong Kong Stock Exchange: 01878)

   
 

The Company proposed to make a proportional take-over bid of not more than USD1 billion for up to 60%, but not less than 56%, of the issued and outstanding common shares of SouthGobi Resources Ltd. The proposal for acquisition of such interest was approved at the 2011 annual general meeting of the Company. According to the consensus formed by the Company and Ivanhoe Mines Ltd. (now with its name changed to Turquoise Hill Resources), both parties will continue to engage with the Mongolian Government and re-assess the terms and conditions of the transaction before September 4, 2012. For details in relation to this event, please refer to the announcements of the Company dated April 5, 2012, April 17, 2012, April 26, 2012, June 7, 2012, June 29, 2012, July 4, 2012 and August 2, 2012.

   
 

Non-public Offering of A shares

   
 

On March 8, 2012, the twenty-third meeting of the fourth session of the Board of the Company resolved to terminate the non-public issue plan for the issuance of not more than 1 billion A shares which had been approved by China Securities Regulatory Commission at September 20, 2011 and at the same time proposed to issue not more than 1.25 billion A shares in the PRC to qualified legal persons, natural persons, or other legally qualified investors. On April 5, 2012, the Company received from the State-owned Assets Supervision and Administration Commission of the State Council (the "SASAC") the approval for such resolution. At the 1st Extraordinary General Meeting for 2012, 1st Class Meeting for Holders of A Shares for 2012 and 1st Class Meeting for Holders of H Shares for 2012 held on May 4, 2012, the shareholders also approved the non-public issue plan and the related matters. On August 24, 2012, at the twenty-ninth meeting of the fourth session of the Board of the Company, the Board resolved to revise the plan of non-public issue on March 8, 2012, by proposing to issue not more than 1.45 billion A shares in the PRC to qualified legal persons, natural persons, or other legally qualified investors. For details of this transaction, please refer to the announcements of the Company dated April 5, 2012, May 5, 2012 and August 24, 2012.

   

8.

APPOINTMENT OR DISMISSAL OF ACCOUNTANTS

   
 

According to the relevant regulations issued by the Ministry of Finance of China and the SASAC, there are restrictions in respect of the number of years of audit services that an accounting firm can continuously provide to a state-owned enterprise and its subsidiaries (the "SASAC Rotation Requirements").

   
 

In accordance with the SASAC Rotation Requirements and as approved at the 2011 annual general meeting of the Company on June 29, 2012, the Company no longer re-appointed PricewaterhouseCoopers Zhong Tian CPAs Company Limited ("PwC Zhong Tian") and PricewaterhouseCoopers ("PwC") as the domestic and international auditors of the Company. Ernst & Young Hua Ming and Ernst & Young have been appointed as the Company's domestic and international auditors respectively for the year 2012.

   
 

PwC Zhong Tian and PwC have confirmed that there are no matters in relation to their retirement which should be brought to the attention of the shareholders of the Company.

   

Report on Review of Unaudited Interim Condensed Consolidated Financial Statements

 

 

To the shareholders of Aluminum Corporation of China Limited

(Established in the People's Republic of China with limited liability)

 

Introduction

 

We have reviewed the accompanying interim condensed consolidated financial statements of Aluminum Corporation of China Limited (the "Company") and its subsidiaries (together the "Group") set out on pages 42 to 96, which comprise the interim condensed consolidated statement of financial position as at June 30, 2012 and the related interim condensed consolidated statements of comprehensive income, changes in equity and cash flows for the six-month period then ended, and explanatory notes. The Main Board Listing Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited require the preparation of a report on interim financial information to be in compliance with the relevant provisions thereof and International Accounting Standard 34 Interim Financial Reporting ("IAS 34").

 

The directors are responsible for the preparation and presentation of these interim condensed consolidated financial statements in accordance with IAS 34. Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review. Our report is made solely to you, as a body, in accordance with our agreed terms of engagement, and for no other purpose. We do not assume responsibility towards or accept liability to any other person for the contents of this report.

 

Scope of review

 

We conducted our review in accordance with International Standard on Review Engagements 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing, and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

Conclusion

 

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34.

 

Ernst & Young

Certified Public Accountants

 

22/F, CITIC Tower,

1 Tim Mei Avenue, Central

Hong Kong

August 24, 2012

 

Unaudited Interim Condensed Consolidated Statement of Financial Position

As at June 30, 2012

(Amounts expressed in thousands of RMB unless otherwise stated)

 

 

June 30,

December 31,

 

Note

2012

2011





 

 

 

 

ASSETS

 

 

 

 

 

 

 

Non-current assets

 

 

 

   Intangible assets

6

4,133,304

4,148,770

   Property, plant and equipment

6

94,449,867

93,775,373

   Land use rights and leasehold land

 

2,750,801

2,558,312

   Investments in jointly controlled entities

7

1,564,812

1,457,229

   Investments in associates

7

11,566,486

2,492,586

   Available-for-sale financial investments

 

72,278

44,878

   Deferred tax assets

 

2,356,478

1,517,339

   Other non-current assets

 

2,829,737

1,169,962





 

 

 

 

 

 

119,723,763

107,164,449

 

 

 

 

Current assets

 

 

 

   Inventories

 

26,421,876

24,124,379

   Trade and notes receivables

8

7,489,116

5,631,765

   Other current assets

 

11,369,025

7,665,985

   Financial assets at fair value through profit or loss

 

3,527

5,807

   Restricted cash and time deposits

 

4,376,601

1,053,435

   Cash and cash equivalents

 

9,807,916

10,591,306





 

 

 

 

 

 

59,468,061

49,072,677

   Assets of disposal groups classified as held for sale

 

897,031

897,031





 

 

 

 

 

 

60,365,092

49,969,708





 

 

 

 

Total assets

 

180,088,855

157,134,157





 

 

 

 

EQUITY AND LIABILITIES

 

 

 

 

 

 

 

Equity

 

 

 

   Share capital

 

13,524,488

13,524,488

   Other reserves

 

19,836,391

19,714,708

   Retained earnings

 

15,333,548

18,586,803





 

 

 

 

   Equity attributable to equity holders

 

 

 

      of the Company

 

48,694,427

51,825,999

 

 

 

 

   Non-controlling interests

 

6,157,695

6,328,687





 

 

 

 

Total equity

 

54,852,122

58,154,686





 

 

 

 

Liabilities

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

   Interest-bearing loans and borrowings

9

40,579,328

35,968,526

   Deferred tax liabilities

 

-

4,456

   Other non-current liabilities

 

508,693

646,091





 

 

 

 

 

 

41,088,021

36,619,073





 

 

 

 

Current liabilities

 

 

 

   Financial liabilities at fair value through profit or loss

 

211,144

2,280

   Interest-bearing loans and borrowings

9

63,828,298

46,737,845

   Other payables and accrued expenses

 

10,803,284

7,168,325

   Trade and notes payables

10

9,271,453

8,401,310

   Income tax payable

 

34,533

50,638





 

 

 

 

 

 

84,148,712

62,360,398





 

 

 

 

Total liabilities

 

125,236,733

98,979,471





 

 

 

 

Total equity and liabilities

 

180,088,855

157,134,157





 

 

 

 

Net current liabilities

 

(23,783,620)

(12,390,690)





 

 

 

 

Total assets less current liabilities

 

95,940,143

94,773,759





 

 

 

 

The accompanying notes are an integral part of the financial statements.

 

Xiong Weiping

Liu Caiming



Director

Director

 

 

Unaudited Interim Condensed Consolidated Statement of Comprehensive Income

For the six months ended June 30, 2012

(Amounts expressed in thousands of RMB unless otherwise stated)

 

 

For the six months ended June 30

 

 


Note

2012

2011





 

 

 

 

Revenue

5

71,697,781

65,969,749

Cost of sales

 

(71,475,469)

(61,730,772)





 

 

 

 

Gross profit

 

222,312

4,238,977

 

 

 

 

Selling and distribution expenses

11

(956,885)

(761,507)

General and administrative expenses

12

(1,347,432)

(1,254,937)

Research and development expenses

 

(69,604)

(77,285)

Impairment loss on property, plant and equipments

 

-

(275,225)

Other income

13

269,332

19,512

Other (losses)/gains, net

13

(202,730)

103,175





 

 

 

 

Operating (loss)/profit

 

(2,085,007)

1,992,710

 

 

 

 

Interest income

14

120,061

59,019

Finance costs

14

(2,372,315)

(1,550,555)

Share of profit of jointly controlled entities

7

12,500

67,373

Share of profit of associates

7

143,410

262,464





 

 

 

 

(Loss)/profit for the period before income tax

 

(4,181,351)

831,011

 

 

 

 

Income tax benefit/(expense)

15

756,583

(139,180)





 

 

 

 

(Loss)/profit for the period

 

(3,424,768)

691,831





 

 

 

 

Other comprehensive loss, net of tax:

 

 

 

   Currency translation differences

 

(6,306)

(15,674)





 

 

 

 

Total other comprehensive loss

 

 

 

   for the period, net of tax

 

(6,306)

(15,674)





 

 

 

 

Total comprehensive (loss)/income for the period

 

(3,431,074)

676,157





 

 

 

 

(Loss)/profit for the period attributable to:

 

 

 

   Equity holders of the Company

 

(3,253,255)

412,580

   Non-controlling interests

 

(171,513)

279,251





 

 

 

 

 

 

(3,424,768)

691,831





 

 

 

 

Total comprehensive (loss)/ income

 

 

 

   for the period attributable to:

 

 

 

   Equity holders of the Company

 

(3,259,561)

396,906

   Non-controlling interests

 

(171,513)

279,251





 

 

 

 

 

 

(3,431,074)

676,157





 

 

 

 

(Loss)/earnings per share:

 

 

 

   Basic and diluted (loss)/earnings per share

 

 

 

      for (loss)/profit attributable to ordinary

 

 

 

      equity holders of the parent

 

 

 

      (expressed in RMB per share)

16

(0.241)

0.031





 

 

 

 

The accompanying notes are an integral part of the financial statements. 

Unaudited Interim Condensed Consolidated Statement of Changes in Equity

For the six months ended June 30, 2012

(Amounts expressed in thousands of RMB unless otherwise stated)

 

Attributable to equity holders of the Company

 

 

 


 

 

 

Capital reserves

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

Other

Statutory

 

Currency

 

 

Non-

 

 

Share

Share

capital

surplus

Special

translation

Retained

 

controlling

Total

 

capital

premium

reserves

reserve

reserve

differences

earnings

Total

interests

equity












 

 

 

 

 

 

 

 

 

 

 

Balance as at January 1, 2012

13,524,488

12,846,728

945,777

5,867,557

90,780

(36,134)

18,586,803

51,825,999

6,328,687

58,154,686












 

 

 

 

 

 

 

 

 

 

 

Loss for the period

-

-

-

-

-

-

(3,253,255)

(3,253,255)

(171,513)

(3,424,768)












 

 

 

 

 

 

 

 

 

 

 

Other comprehensive loss:

 

 

 

 

 

 

 

 

 

 

   Currency translation differences

-

-

-

-

-

(6,306)

-

(6,306)

-

(6,306)












 

 

 

 

 

 

 

 

 

 

 

Total other comprehensive loss

-

-

-

-

-

(6,306)

-

(6,306)

-

(6,306)












 

 

 

 

 

 

 

 

 

 

 

Total comprehensive loss

-

-

-

-

-

(6,306)

(3,253,255)

(3,259,561)

(171,513)

(3,431,074)












 

 

 

 

 

 

 

 

 

 

 

Transactions with owners:

 

 

 

 

 

 

 

 

 

 

   Release of deferred

 

 

 

 

 

 

 

 

 

 

      governmental subsidies

-

-

106,340

-

-

-

-

106,340

-

106,340

   Capital injection from

 

 

 

 

 

 

 

 

 

 

      non-controlling shareholders of

 

 

 

 

 

 

 

 

 

 

      subsidiaries

-

-

-

-

-

-

-

-

5,300

5,300

   Other appropriations

-

-

-

-

16,185

-

-

16,185

3,318

19,503

   Share of reserve of associates

-

-

-

-

5,464

-

-

5,464

9,404

14,868

   Dividend paid by non-wholly

 

 

 

 

 

 

 

 

 

 

      owned subsidiaries

-

-

-

-

-

-

-

-

(17,501)

(17,501)












 

 

 

 

 

 

 

 

 

 

 

Total transactions with owners

-

-

106,340

-

21,649

-

-

127,989

521

128,510












 

 

 

 

 

 

 

 

 

 

 

Balance as at June 30, 2012

13,524,488

12,846,728

1,052,117

5,867,557

112,429

(42,440)

15,333,548

48,694,427

6,157,695

54,852,122












 

 

 

 

 

 

 

 

 

 

 

Balance as at January 1, 2011

13,524,488

12,847,519

780,061

5,867,557

72,579

(14,093)

18,502,681

51,580,792

5,606,063

57,186,855












 

 

 

 

 

 

 

 

 

 

 

Profit for the period

-

-

-

-

-

-

412,580

412,580

279,251

691,831












 

 

 

 

 

 

 

 

 

 

 

Other comprehensive loss:

 

 

 

 

 

 

 

 

 

 

   Currency translation differences

-

-

-

-

-

(15,674)

-

(15,674)

-

(15,674)












 

 

 

 

 

 

 

 

 

 

 

Total other comprehensive loss

-

-

-

-

-

(15,674)

-

(15,674)

-

(15,674)












 

 

 

 

 

 

 

 

 

 

 

Total comprehensive

 

 

 

 

 

 

 

 

 

 

   (loss)/income

-

-

-

-

-

(15,674)

412,580

396,906

279,251

676,157












 

 

 

 

 

 

 

 

 

 

 

Transactions with owners:

 

 

 

 

 

 

 

 

 

 

   Release of deferred

 

 

 

 

 

 

 

 

 

 

      governmental subsidies

-

-

526

-

-

-

-

526

-

526

   Acquisition of non-controlling

 

 

 

 

 

 

 

 

 

 

      interests

-

(790)

-

-

-

-

-

( 790)

(159,480)

(160,270)

   Acquisition of assets

-

-

-

-

-

-

-

-

413,521

413,521

   Other appropriations

-

-

-

-

18,711

-

-

18,711

178

18,889

   Share of reserve of associates

-

-

-

-

6,170

-

-

6,170

7,707

13,877

   2010 final dividends

-

-

-

-

-

-

(153,852)

(153,852)

(65,852)

(219,704)












 

 

 

 

 

 

 

 

 

 

 

Total transactions with owners

-

(790)

526

-

24,881

-

(153,852)

(129,235)

196,074

66,839












 

 

 

 

 

 

 

 

 

 

 

Balance as at June 30, 2011

13,524,488

12,846,729

780,587

5,867,557

97,460

(29,767)

18,761,409

51,848,463

6,081,388

57,929,851












 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of the financial statements.

 

Unaudited Interim Condensed Consolidated Statement of Cash Flows

For the six months ended June 30, 2012

(Amounts expressed in thousands of RMB unless otherwise stated)

 

 

For the six months ended June 30

 

 


 

Note

2012

2011





 

 

 

 

Net cash flows (used in)/generated from

 

 

 

   operating activities

 

(1,815,384)

4,824,444





 

 

 

 

Investing activities

 

 

 

 

 

 

 

Purchases of intangible assets

6

(27,010)

(107,739)

Purchases of property, plant and equipment

6

(3,951,009)

(4,531,481)

Purchases of land use rights and leasehold land

 

(186,017)

(136,428)

Proceeds from disposal of property,

 

 

 

   plant and equipment

6

81,121

48,376

Purchases of other non-current assets

 

(104,407)

(176,353)

Increase in restricted cash

 

(61,000)

(30,000)

Investments in jointly controlled entities

7

(161,554)

-

Investments in associates

7

(9,026,225)

(412,465)

Payment of consideration for

 

 

 

   acquisition of non-controlling interests

 

-

(85,429)

Dividend received

 

110,605

101,441

Interest received

 

-

750

Purchase of held-to-maturity assets

 

(500,000)

-

(Payments)/proceeds from settlement of future

 

 

 

   and option contracts, net

 

(497,752)

52,131

Loans to related parties

 

(200,000)

-

Advance to an associate

 

(1,263,476)

-

Deposit for investment projects

 

(283,415)

(111,037)

Asset related government grants received

 

8,543

109,850

Others

 

(6,777)

29,057





 

 

 

 

Net cash flows used in investing activities

 

(16,068,373)

(5,249,327)





 

 

 

 

Financing activities

 

 

 

 

 

 

 

Proceeds from issuance of short-term bonds,

 

 

 

   net of issuance costs

 

-

4,985,000

Proceeds from issuance of medium-term bonds,

 

 

 

   net of issuance costs

 

2,000,000

-

Repayments of medium-term notes and short-term bonds

 

(5,000,000)

(15,300,000)

Drawdown of short-term and long-term loans

 

45,202,515

33,264,103

Payments of loan deposit

 

(4,004,878)

-

Repayments of short-term and long-term loans

 

(22,284,966)

(19,812,845)

Loans from non-controlling shareholders

 

3,441,818

-

Capital injection from non-controlling shareholders

 

5,300

-

Dividends paid by subsidiaries to non-controlling shareholders

 

(16,890)

(46,160)

Interest paid

 

(2,202,761)

(2,049,645)





 

 

 

 

Net cash flows generated from financing activities

 

17,140,138

1,040,453





 

 

 

 

Net (decrease)/increase in cash and cash equivalents

 

(743,619)

615,570

 

 

 

 

Net foreign exchange differences

 

(39,771)

709

 

 

 

 

Cash and cash equivalents at beginning of the period

 

10,591,306

8,982,710





 

 

 

 

Cash and cash equivalents at end of the period

 

9,807,916

9,598,989





 

 

 

 

The accompanying notes are an integral part of the financial statements.

 

Notes to Unaudited Interim Condensed Consolidated Financial Statements

For the six months ended June 30, 2012

(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 the manufacture and distribution of alumina, primary aluminum and aluminum fabrication products. The Group is also engaged in the development of bauxite related resources, the production, fabrication and distribution of bauxite, iron ore, carbon and relevant non-ferrous metal products and the trading of non-ferrous metal products.

 

 

 

The Company is a joint stock company which was 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's shares have been listed on the Main Board of the Hong Kong Stock Exchange and the New York Stock Exchange in 2001. The Company also listed its A shares on the Shanghai Stock Exchange in 2007.

 

 

 

In the opinion of the directors, the ultimate holding company of the Company is Aluminum Corporation of China () ("Chinalco"), a company incorporated and domiciled in the PRC and wholly owned by State-owned Assets Supervision and Administration Commission of the State Council.

 

 

 

The interim condensed consolidated financial statements are presented in Renminbi ("RMB") unless otherwise stated.

 

 

 

The interim condensed consolidated financial statements have not been audited.

 

 

2.

BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES

 

 

 

(a)

Basis of preparation

 

 

 

 

 

The interim condensed consolidated financial statements for the six months ended June 30, 2012 have been prepared in accordance with International Accounting Standard ("IAS") 34 Interim Financial Reporting.

 

 

 

 

 

The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual financial statements as at December 31, 2011.

 

 

 

 

 

As at June 30, 2012, the Group's current liabilities exceeded its current assets by approximately RMB23,784 million (December 31, 2011: RMB12,391 million). The Board of Directors of the Company has considered the Group's available sources of funds as follows:

 

 

 

 

 

*

The Group's expected net cash inflows from operating activities in 2012;

 

 

 

 

 

 

*

Unutilized banking facilities of approximately RMB76,323 million as at June 30, 2012, of which amounts totaling RMB60,439 million will be subject to renewal during the next 12 months. The directors of the Company are confident that other banking facilities could be renewed upon expiration based on the Group's past experience and good credit standing; and

 

 

 

 

 

 

*

Other available sources of financing from banks and other financial institutions given the Group's credit history.

 

 

 

 

 

 

The directors of the Company believe that the Group has adequate resources to continue operation for the foreseeable future of not less than 12 months from the date these financial statements were approved. The directors of the Company therefore are of the opinion that it is appropriate to adopt the going concern basis in preparing the interim condensed consolidated financial statements.

 

 

 

 

(b)

Significant accounting policies

 

 

 

 

 

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's annual financial statements for the year ended December 31, 2011, except in relation to the following new and revised International Financial Reporting Standards ("IFRSs") (which include all International Financial Reporting Standards, International Accounting Standards and new Interpretations) that are effective from January 1, 2012:

 

 

 

 

 

-

IAS 12 Amendments - Deferred Tax: Recovery of Underlying Assets

 

 

 

 

 

 

 

This amendment to IAS 12 includes a rebuttable presumption that the carrying amount of investment property measured using the fair value model in IAS 40 will be recovered through sale and, accordingly, that any related deferred tax should be measured on a sale basis. The presumption is rebutted if the investment property is depreciable and it is held within a business model whose objective is to consume substantially all of the economic benefits in the investment property over time, rather than through sale. Specifically, IAS 12 requires that deferred tax arising from a non-depreciable asset measured using the revaluation model in IAS 16 should always reflect the tax consequences of recovering the carrying amount of the underlying asset through sale. This amendment has no impact to the Group's interim condensed consolidated financial statements as the Group does not have investment property carrying at fair value during the six months ended June 30, 2012.

 

 

 

 

 

 

-

IFRS 7 Amendment - Financial Instruments: Disclosures - Transfers of Financial Assets

 

 

 

 

 

 

 

The amendment to IFRS 7 aims to enhance disclosures for financial assets. These disclosures relate to assets transferred (as defined under IAS 39). If the assets transferred are not derecognised entirely in the financial statements, an entity has to disclose information that enables users of financial statements to understand the relationship between those assets which are not derecognised and their associated liabilities. If those assets are derecognised entirely, but the entity retains a continuing involvement, disclosures have to be provided that enable users of financial statements to evaluate the nature of, and risks associated with, the entity's continuing involvement in those derecognised assets. This amendment has no impact to the Group's interim condensed consolidated financial statements as there was no transfer of financial investments during the six months ended June 30, 2012.

 

 

 

 

 

 

-

IFRS 1 Amendment- Severe Hyperinflation and Removal of Fixed Dates for First-time Adopters

 

 

 

 

 

 

 

When an entity's date of transition to IFRS is on or after the functional currency normalisation date, the entity may elect to measure all assets and liabilities held before the functional currency normalisation date, at fair value on the date of transition to IFRS. This fair value may be used as the deemed cost of those assets and liabilities in the opening IFRS statement of financial position. However, this exemption may only be applied to assets and liabilities that were subject to severe hyperinflation. The amendment has no impact on the Group's financial statements.

 

 

 

 

 

 

The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.

 

 

 

3.

SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES

 

 

 

The preparation of interim condensed consolidated financial statements require management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

 

 

 

In preparing these interim condensed consolidated financial statements, the significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended December 31, 2011.

 

 

4.

FINANCIAL RISK MANAGEMENT

 

 

 

(a)

Financial risk factors

 

 

 

 

 

The Group's activities expose it to a variety of financial risks: market risk (including foreign currency risk, cash flow and fair value interest rate risk and commodity price risk), credit risk and liquidity risk.

 

 

 

 

 

The interim condensed consolidated financial statements do not include all financial risk management information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual financial statements for the year ended December 31, 2011.

 

 

 

 

 

There have been no changes in the risk management department or in any risk management policies since last year end. Compared to last year end, there was no material change in the status of market risk and credit risk.

 

 

 

 

(b)

Fair value estimation

 

 

 

 

 

Below is a summary of analysis on financial instruments carried at fair value, by the valuation method. The different levels have been defined as follows:

 

 

 

 

 

Level 1:

Fair value measured based on quoted (unadjusted) prices in active markets for identical assets or liabilities.

 

 

 

 

 

 

Level 2:

Fair value measured based on valuation techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.

 

 

 

 

 

 

Level 3:

Fair value measured based on valuation techniques for which any inputs which have a significant effect on the recorded fair value are not based on observable market data.

 

 

 

 

 

 

As at June 30, 2012 and December 31, 2011, all available-for-sale financial investments of the Group are measured at cost; financial assets and financial liabilities at fair value through profit or loss with carrying value as at June 30, 2012 of RMB3.5 million and RMB15.5 million, respectively (December 31, 2011: financial assets: RMB1.9 million; financial liabilities: RMB0.5 million), are measured at Level 2 fair value, and financial assets and liabilities at fair value through profit or loss with carrying value as at June 30, 2012 of nil and RMB195.6 million, respectively (December 31, 2011: financial assets: RMB3.9 million; financial liabilities: RMB1.8 million), are measured at Level 1 fair value.

 

 

 

 

 

The Group did not have any financial assets nor any financial liabilities measured at Level 3 fair value as at June 30, 2012 and December 31, 2011.

 

 

 

 

 

In the first half of 2012, there were no significant transfers of financial assets and financial liabilities between Level 1 and Level 2 fair value hierarchy classifications.

 

 

 

 

(c)

Liquidity risk

 

 

 

 

 

Compared to December 31, 2011, there was no material change in the contractual undiscounted cash outflows for financial liabilities, except for the net increase in short-term loans and borrowings amounting to RMB20,972 million which were primarily issued for working capital and to replace the short-term bonds with a total face value of RMB5 billion that have expired but not renewed as at June 30, 2012; and the addition and the repayment of long-term bank and other loans amounting to RMB5,938 million and RMB2,198 million, respectively.

 

 

 

 

 

As at June 30, 2012, the Group had total banking facilities of approximately RMB149,757 million (December 31, 2011: RMB100,520 million) of which amounts totaling RMB73,434 million have been utilized as at June 30, 2012 (December 31, 2011: RMB57,771 million). Banking facilities of approximately RMB106,591 million will be subject to renewal within the next 12 months. The directors of the Company are confident that such banking facilities can be renewed upon expiring based on their past experience and good credit standing.

 

 

 

 

 

In addition, as at June 30, 2012, the Group had credit facilities through its primary aluminum futures agent at the London Metal Exchange amounting to USD137.00 million (equivalent to RMB866.51 million) (December 31, 2011: USD132.00 million (equivalent to RMB831.72 million)) of which USD29.97 million (equivalent to RMB189.58 million) (December 31, 2011: USD1.49 million (equivalent to RMB9.39 million)) has been utilized. The futures agent has the right to adjust the related credit facilities.

 

 

 

5.

REVENUE AND SEGMENT INFORMATION

 

 

 

(a)

Revenue

 

 

 

 

 

Revenue recognized during the period is as follows:

 

 

 

 

 

 

For the six months ended June 30

 

 

 


 

 

 

2012

2011

 

 




 

 

 

 

 

 

 

Sales of goods (net of value-added tax)

70,132,515

64,625,179

 

 

Other revenue

1,565,266

1,344,570

 

 




 

 

 

 

 

 

 

 

71,697,781

65,969,749

 

 




 

 

 

 

 

 

 

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

 

 

 

 

(b)

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 operating segments and assess their performance. The Executive Committee considers the business from a product perspective comprising alumina, primary aluminum, aluminum fabrication for the Group's manufacturing business, and the trading business is identified as a separate reportable operating segment. In addition, the Group's operating segments include corporate and other operating activities.

 

 

 

 

 

The Executive Committee assesses the performance of operating segments based on profit or loss before income tax in related periods. Unless otherwise stated below, the manner of assessment used by the Executive Committee is consistent with that applied in these interim condensed consolidated financial statements. Management has determined the operating segments based on the reports reviewed by the Executive Committee that are used to make strategic decisions.

 

 

 

 

 

The 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 sale of chemical alumina and metal gallium.

 

 

 

 

 

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

 

 

 

 

 

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

 

 

 

 

 

The trading segment, which engages in the trading of alumina, primary aluminum, aluminum fabrication products, other non-ferrous metal products and raw materials and supplemental materials to internal manufacturing plants and external customers in the PRC. The products are sourced from fellow subsidiaries and international and domestic suppliers to the Group. Sales of products manufactured by the Group's manufacturing business are included in the total revenue of the trading segment and are eliminated from the segment revenue of the respective segments which supplied the products to the trading segment.

 

 

 

 

 

Corporate and other operating segments, which mainly include management of corporate, research and development activities.

 

 

 

 

 

Prepaid current income tax and deferred tax assets are excluded from segment assets, and income tax payable and deferred tax liabilities are excluded from segment liabilities. All sales among the operating segments were conducted at terms mutually agreed among group companies, and have been eliminated at the consolidated level.

 

 

 

 

 

 

For the six months ended June 30, 2012

 

 

 


 

 

 

 

 

 

 

Corporate

 

 

 

 

 

 

 

 

 

and other

Inter-

 

 

 

 

 

Primary

Aluminum

 

operating

segment

 

 

 

 

Alumina

aluminum

fabrication

Trading

segments

elimination

Total

 

 









 

 

 

 

 

 

 

 

 

 

 

 

Total revenue

15,895,336

28,259,293

4,997,428

56,891,724

253,353

(34,599,353)

71,697,781

 

 

Inter-segment revenue

(14,550,712)

(12,733,667)

(231,357)

(6,929,272)

(154,345)

34,599,353

-

 

 









 

 

 

 

 

 

 

 

 

 

 

 

Sales of self-produced

 

 

 

 

 

 

 

 

 

   products

 

 

 

19,463,206

 

 

 

 

 

Sales of products sourced

 

 

 

 

 

 

 

 

 

   from external suppliers

 

 

 

30,499,246

 

 

 

 

 

Revenue from

 

 

 

 

 

 

 

 

 

   external customers

1,344,624

15,525,626

4,766,071

49,962,452

99,008

-

71,697,781

 

 









 

 

 

 

 

 

 

 

 

 

 

 

Segment (loss)/profit

(1,560,178)

(1,216,186)

(552,939)

274,045

(1,101,092)

(25,001)

(4,181,351)

 

 

Income tax benefit

 

 

 

 

 

 

756,583

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

Loss for the period

 

 

 

 

 

 

(3,424,768)

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

Other items:

 

 

 

 

 

 

 

 

 

Interest income

8,707

21,601

8,386

50,948

30,419

-

120,061

 

 

Finance costs

(438,156)

(747,159)

(224,242)

(126,176)

(836,582)

-

(2,372,315)

 

 

Share of profit of jointly

 

 

 

 

 

 

 

 

 

   controlled entities

-

-

-

-

12,500

-

12,500

 

 

Share of profit/(loss) of associates

-

136,623

(292)

-

7,079

-

143,410

 

 

Amortisation of land use

 

 

 

 

 

 

 

 

 

   rights and leasehold land

(12,622)

(21,552)

(3,864)

(8)

(1,334)

-

(39,380)

 

 

Depreciation and amortisation

 

 

 

 

 

 

 

 

 

   excluding the amortization

 

 

 

 

 

 

 

 

 

   of land use rights and

 

 

 

 

 

 

 

 

 

   leasehold land

(1,521,640)

(1,387,692)

(258,341)

(1,944)

(58,110)

-

(3,227,727)

 

 

(Loss)/gain on disposal of

 

 

 

 

 

 

 

 

 

   property, plant and equipment

(250)

3,421

80

(255)

(38)

-

2,958

 

 

Change for impairment

 

 

 

 

 

 

 

 

 

   of inventories

( 228,319)

(86,170)

16,515

(6,305)

-

-

(304,279)

 

 

(Provision for)/reversal of

 

 

 

 

 

 

 

 

 

   impairment of receivables,

 

 

 

 

 

 

 

 

 

   net of bad debts recovered

(776)

559

-

-

(809)

-

(1,026)

 

 









 

 

 

 

 

 

 

 

 

 

 

 

Additions to non-current

 

 

 

 

 

 

 

 

 

   assets during the period

 

 

 

 

 

 

 

 

 

Intangible assets

25,931

-

184

-

895

-

27,010

 

 

Land use rights

50,381

122,974

12,662

-

-

-

186,017

 

 

Property, plant and equipment

1,997,743

1,741,506

211,447

46,591

69,759

-

4,067,046

 

 









 

 

 

 

 

 

 

 

 

 

 

 

 

For the six months ended June 30, 2011

 

 

 


 

 

 

 

 

 

 

Corporate

 

 

 

 

 

 

 

 

 

and other

Inter-

 

 

 

 

 

Primary

Aluminum

 

operating

segment

 

 

 

 

Alumina

aluminum

fabrication

Trading

segments

elimination

Total

 

 









 

 

 

 

 

 

 

 

 

 

 

 

Total revenue

15,057,518

27,698,845

5,870,036

47,938,339

80,558

(30,675,547)

65,969,749

 

 

Inter-segment revenue

(13,629,133)

(12,572,208)

(217,567)

(4,256,040)

(599)

30,675,547

-

 

 









 

 

 

 

 

 

 

 

 

 

 

 

Sales of self-produced

 

 

 

 

 

 

 

 

 

   products

 

 

 

17,924,025

 

 

 

 

 

Sales of products sourced

 

 

 

 

 

 

 

 

 

   from external suppliers

 

 

 

25,758,274

 

 

 

 

 

Revenue from

 

 

 

 

 

 

 

 

 

   external customers

1,428,385

15,126,637

5,652,469

43,682,299

79,959

-

65,969,749

 

 









 

 

 

 

 

 

 

 

 

 

 

 

Segment profit/(loss)

364,381

591,805

(46,385)

400,677

(481,390)

1,923

831,011

 

 

Income tax expense

 

 

 

 

 

 

(139,180)

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

Profit for the period

 

 

 

 

 

 

691,831

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

Other items:

 

 

 

 

 

 

 

 

 

Interest income

10,397

12,417

3,333

8,840

24,032

-

59,019

 

 

Finance costs

(311,374)

(634,741)

(185,772)

(49,168)

(369,500)

-

(1,550,555)

 

 

Share of profit of jointly

 

 

 

 

 

 

 

 

 

   controlled entities

-

-

-

-

67,373

-

67,373

 

 

Share of profit of associates

-

255,122

1,892

-

5,450

-

262,464

 

 

Amortisation of land use rights

 

 

 

 

 

 

 

 

 

   and leasehold land

(13,421)

(11,115)

(3,746)

(8)

(1,119)

-

(29,409)

 

 

Depreciation and amortisation

 

 

 

 

 

 

 

 

 

   excluding the amortization

 

 

 

 

 

 

 

 

 

   of land use rights and

 

 

 

 

 

 

 

 

 

   leasehold land

(1,341,529)

(1,404,236)

(167,184)

(1,651)

(51,079)

-

(2,965,679)

 

 

Gain/(loss) on disposal of

 

 

 

 

 

 

 

 

 

   property, plant and equipment

1,707

9,863

(4)

-

(461)

-

11,105

 

 

Provision for impairment of

 

 

 

 

 

 

 

 

 

   property, plant and equipment

(275,225)

-

-

-

-

-

(275,225)

 

 

Change for impairment of

 

 

 

 

 

 

 

 

 

   inventories

3,021

7,223

4,213

-

-

-

14,457

 

 

Reversal of/(provision for)

 

 

 

 

 

 

 

 

 

   impairment of receivables,

 

 

 

 

 

 

 

 

 

   net of bad debts recovered

19,416

(32)

(2,462)

-

2,749

-

19,671

 

 









 

 

 

 

 

 

 

 

 

 

 

 

Additions to non-current

 

 

 

 

 

 

 

 

 

   assets during the period

 

 

 

 

 

 

 

 

 

Intangible assets

217,082

4,857

8,952

-

712,927

-

943,818

 

 

Land use rights

136,428

79

-

-

-

-

136,507

 

 

Property, plant and equipment

1,550,660

1,589,310

431,720

1,260

38,558

-

3,611,508

 

 









 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate

 

 

 

 

 

 

 

 

 

and other

Inter-

 

 

 

 

 

Primary

Aluminum

 

operating

segment

 

 

 

 

Alumina

aluminum

fabrication

Trading

segments

elimination

Total

 

 









 

 

 

 

 

 

 

 

 

 

 

 

As at June 30, 2012

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Segment assets

62,108,649

58,021,907

15,163,846

18,303,763

29,577,688

(5,742,618)

177,433,235

 

 

 

 

 

 

 

 

 

 

 

 

Unallocated:

 

 

 

 

 

 

 

 

 

Deferred tax assets

 

 

 

 

 

 

2,356,478

 

 

Prepaid income tax

 

 

 

 

 

 

299,142

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

 

 

 

 

 

180,088,855

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

Segment liabilities

37,457,562

30,683,048

10,578,391

15,573,950

37,028,853

(6,119,604)

125,202,200

 

 

 

 

 

 

 

 

 

 

 

 

Unallocated:

 

 

 

 

 

 

 

 

 

Income tax payable

 

 

 

 

 

 

34,533

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

 

 

 

 

 

125,236,733

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

As at December 31, 2011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Segment assets

61,051,299

56,843,300

15,749,941

12,219,330

13,386,026

(3,939,370)

155,310,526

 

 

 

 

 

 

 

 

 

 

 

 

Unallocated:

 

 

 

 

 

 

 

 

 

Deferred tax assets

 

 

 

 

 

 

1,517,339

 

 

Prepaid income tax

 

 

 

 

 

 

306,292

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

 

 

 

 

 

157,134,157

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

Segment liabilities

30,771,919

31,233,582

11,953,100

9,696,315

19,568,267

(4,298,806)

98,924,377

 

 

 

 

 

 

 

 

 

 

 

 

Unallocated:

 

 

 

 

 

 

 

 

 

Deferred tax liabilities

 

 

 

 

 

 

4,456

 

 

Income tax payable

 

 

 

 

 

 

50,638

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

 

 

 

 

 

98,979,471

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

For the six months ended June 30

 

 

 


 

 

 

2012

2011

 

 




 

 

 

 

 

 

 

Segment revenue from external customers

 

 

 

 

   - The PRC

69,433,283

65,967,241

 

 

   - Other countries

2,264,498

2,508

 

 




 

 

 

 

 

 

 

 

71,697,781

65,969,749

 

 




 

 

 

 

 

 

 

 

June 30,

December 31,

 

 

 

2012

2011

 

 




 

 

 

 

 

 

 

Non-current assets (excluding financial assets

 

 

 

 

   and deferred tax assets)

 

 

 

 

   - The PRC

107,987,870

105,322,848

 

 

   - Other countries

8,863,202

279,384

 

 




 

 

 

 

 

 

 

 

116,851,072

105,602,232

 

 




 

 

 

 

 

 

 

For the six months ended June 30, 2012, revenues of approximately RMB12,277 million (for the six months ended June 30, 2011: RMB17,057 million) are derived from entities directly or indirectly owned or controlled by the PRC government, including Chinalco. These revenues are mainly attributable to the alumina, primary aluminum, aluminum fabrication and trading segments. There is no other individual customer with transaction of more than 10% of the Group's revenue.

 

 

 

6.

INTANGIBLE ASSETS AND PROPERTY, PLANT AND EQUIPMENT

 

 

 

 

Intangible assets

 

 

 


 

 

 

 

 

Mineral

Computer

 

Property,

 

 

 

Mining

exploration

software

 

plant and

 

 

Goodwill

rights

rights

and others

Total

equipment

 








 

 

 

 

 

 

 

 

 

Net book amount

 

 

 

 

 

 

 

   as at January 1, 2012

2,362,735

568,006

1,081,427

136,602

4,148,770

93,775,373

 

Additions

-

19,478

6,596

936

27,010

4,067,046

 

Disposals

-

(220)

(1,188)

-

(1,408)

(284,110)

 

Amortisation

 

 

 

 

 

 

 

   and depreciation

-

(27,570)

-

(13,498)

(41,068)

(3,063,785)

 

Reclassification

-

24,279

(24,279)

-

-

-

 

Transfer-out to land

 

 

 

 

 

 

 

   use rights

-

-

-

-

-

(44,961)

 

Currency translation

 

 

 

 

 

 

 

   differences

-

-

-

-

-

304

 








 

 

 

 

 

 

 

 

 

Net book amount

 

 

 

 

 

 

 

   as at June 30, 2012

2,362,735

583,973

1,062,556

124,040

4,133,304

94,449,867

 








 

 

 

 

 

 

 

 

 

Net book amount

 

 

 

 

 

 

 

   as at January 1, 2011

2,362,735

530,396

-

140,744

3,033,875

90,778,672

 

Additions

-

91,958

429,465

13,874

535,297

3,611,508

 

Acquisition of assets

-

-

408,521

-

408,521

-

 

Disposals

-

-

-

-

-

(12,931)

 

Amortisation

 

 

 

 

 

 

 

   and depreciation

-

(24,390)

-

(14,775)

(39,165)

(2,771,445)

 

Provision for impairment

-

-

-

-

-

(339,215)

 

Currency translation

 

 

 

 

 

 

 

   differences

-

-

-

-

-

(12,469)

 








 

 

 

 

 

 

 

 

 

Net book amount

 

 

 

 

 

 

 

   as at June 30, 2011

2,362,735

597,964

837,986

139,843

3,938,528

91,254,120

 








 

 

 

 

 

 

 

 

7.

INVESTMENTS IN JOINTLY CONTROLLED ENTITIES AND ASSOCIATES

 

 

 

Movements in investments in jointly controlled entities and associates are as follows:

 

 

 

 

Jointly

 

 

 

controlled

 

 

 

entities

Associates

 




 

 

 

 

 

As at January 1, 2012

1,457,229

2,492,586

 

Capital injection/addition (Notes (a) and (b))

161,554

9,026,225

 

Share of profit for the period

12,500

143,410

 

Share of change in reserves

-

14,870

 

Dividends distributed

(66,471)

(110,605)

 




 

 

 

 

 

As at June 30, 2012

1,564,812

11,566,486

 




 

 

 

 

 

(a)

Jointly controlled entities

 

 

 

 

 

In the first half of 2012, the Company injected additional cash amounting to RMB82 million as capital contribution to Shanxi Jiexiu Xinyugou Coal Co., Ltd. () ("Xinyugou Coal"). Xinyugou Coal is a company incorporated in the PRC with limited liability and its principal activity is coal production in Shanxi Province of the PRC. As at June 30, 2012, the Company holds 34% equity interest in Xinyugou Coal.

 

 

 

 

 

In March 2012, the Company, through a wholly owned subsidiary, Guizhou Mining Co., Ltd., and Liupanshui Hengtaihe Mining Investment Co., Ltd. (), jointly established Chalco Liupanshui Hengtaihe Mining Co., Ltd. () ("Hengtaihe Mining"). Hengtaihe Mining is a company incorporated in the PRC with limited liability and its principal activity is coal production in Guizhou Province of the PRC. As at June 30, 2012, the Group has injected cash amounting to RMB75 million as capital contribution and holds 49% equity interest in Hengtaihe Mining.

 

 

 

 

 

In June 2012, the Company, through a 24% owned subsidiary, Jiaozuo Wanfang Co., Ltd., and Junzheng Trading Co., Ltd. (), jointly established Jiaozuo Wanfang Water Company () ("Wanfang Water"). Wanfang Water is a company incorporated in the PRC with limited liability and its principal activity is sewage disposal and recycling in Henan Province of the PRC. As at June 30, 2012, the Group has injected cash amounting to RMB4.5 million and holds 50% equity interest in Wanfang Water.

 

 

 

 

(b)

Associates

 

 

 

 

 

In May 2012, the Company, through a wholly owned subsidiary, Shanxi Huayu Energy Invetstment Co., Ltd., acquired 45% equity interest in Shanxi Chengcheng Dongdong Coal Co., Ltd. () ("Dongdong Coal") from Shanxi Sanqin Energy Co., Ltd.
() with a total consideration of RMB200 million. As at June 30, 2012, the Group has paid cash consideration amounting to RMB180 million. Dongdong Coal is a company incorporated in the PRC with limited liability and its principal activity is coal production in Shanxi Province of the PRC.

 

 

 

 

 

In May 2012, the Company, through a wholly owned subsidiary, Zunyi Mining Co., Ltd., acquired 25% equity interest in Guizhou Yuneng Mining Co., Ltd. () ( "Yuneng Mining") from Chongqing Wujiang Shiye (Group) Co., Ltd. () with a total consideration of RMB473 million. As at June 30, 2012, the Group has paid cash consideration amounting to RMB280 million. Yuneng Mining is a company incorporated in the PRC with limited liability and its principal activity is coal production in Guizhou Province of the PRC.

 

 

 

 

 

On July 29, 2010, the Company, Rio Tinto plc ("Rio Tinto") and Rio Tinto Iron Ore Atlantic Limited, two limited liability companies incorporated in England, entered into a Joint Development Agreement (the "Agreement") for the development and operation of an open-pit iron ore mine located in Guinea, West Africa (the "Simandou Project"). Pursuant to the Agreement, subject to the approval by the relevant Chinese government authorities, the Company agreed to acquire by stages up to 47% equity interests in a newly set up company, Simfer Jersey Limited, which owns a 95% equity interest of Simandou Project, at a total consideration of USD1.35 billion. On November 28, 2011, the Company, through a wholly owned subsidiary, Chalco HongKong Limited, and four external investors entered into a framework agreement to jointly incorporate a company, namely Chalco Iron Ore Holdings Limited, for investment in the 47% interest in Simfer Jersey Limited. Pursuant to this framework agreement, Chalco HongKong Limited holds a 65% equity interest in Chalco Iron Ore Holdings Limited. During the period, the relevant Chinese government authorities had approved the Group's investment in Simfer Jersey Limited. On April 24, 2012, Chalco Iron Ore Holdings Limited paid a total cash consideration of USD1.35 billion (equivalent to approximately RMB8.57 billion) to Simfer Jersey Limited and acquired 47% equity interest.

 

 

 

 

Except for Simfer Jersey Limited, the English names of the jointly controlled entities and associates represent the best effort by the management of the Group in translating their Chinese names as they do not have any official English names.

 

 

8.

TRADE AND NOTES RECEIVABLES

 

 

 

 

June 30,

December 31,

 

 

2012

2011

 




 

 

 

 

 

Trade receivables

2,923,009

1,866,554

 

Less: provision for impairment of receivables

(369,067)

(371,357)

 




 

 

 

 

 

 

2,553,942

1,495,197

 

 

 

 

 

Notes receivable

4,935,174

4,136,568

 




 

 

 

 

 

 

7,489,116

5,631,765

 




 

 

 

 

 

As at June 30, 2012, notes receivable amounting to RMB1,741.7 million (December 31, 2011: nil) was discounted with banks but not yet due.

 

 

 

Certain of the Group's sales were on advanced payments or documents against payment. In respect of sales to large and long-established customers, subject to negotiation, generally a credit period of 3 to 12 months may be granted. The credit terms for sales to certain subsidiaries of Chinalco are receivable on demand. As at June 30, 2012, the ageing analysis of trade and notes receivables is as follows:

 

 

 

 

June 30,

December 31,

 

 

2012

2011

 




 

 

 

 

 

Within 1 year

7,109,868

5,383,058

 

Between 1 and 2 years

298,301

180,604

 

Between 2 and 3 years

44,327

26,537

 

Over 3 years

405,687

412,923

 




 

 

 

 

 

Less: provision for impairment of receivables

(369,067)

(371,357)

 




 

 

 

 

 

 

7,489,116

5,631,765

 




 

 

 

 

9.

INTEREST-BEARING LOANS AND BORROWINGS

 

 

 

 

June 30,

December 31,

 

 

2012

2011

 




 

 

 

 

 

Long-term loans and borrowings

 

 

 

   Bank and other loans (Note (a))

 

 

 

      - Secured (Note (f))

200,000

447,163

 

      - Guaranteed (Note (e))

6,308,181

3,723,744

 

      - Unsecured

20,637,001

19,259,546

 




 

 

 

 

 

 

27,145,182

23,430,453

 

 

 

 

 

   Medium-term notes and long-term bonds (Note (b))

 

 

 

      - Guaranteed (Note (e))

1,988,182

1,987,107

 

      - Unsecured

16,733,274

14,715,440

 




 

 

 

 

 

 

18,721,456

16,702,547

 




 

 

 

 

 

Total long-term loans and borrowings

45,866,638

40,133,000

 

 

 

 

 

Current portion of long-term loans and borrowings

(5,287,310)

(4,164,474)

 




 

 

 

 

 

Non-current portion of long-term loans and borrowings

40,579,328

35,968,526

 




 

 

 

 

 

Short-term loans and borrowings

 

 

 

Bank and other loans (Note (c))

 

 

 

   - Secured (Note (f))

2,813,683

613,000

 

   - Guaranteed (Note (e))

3,546,894

1,645,045

 

   - Unsecured

46,934,001

30,064,749

 




 

 

 

 

 

 

53,294,578

32,322,794

 

 

 

 

 

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

5,246,410

10,250,577

 

 

 

 

 

Current portion of long-term loans and borrowings

5,287,310

4,164,474

 




 

 

 

 

 

Total short-term loans and borrowings and

 

 

 

   current portion of long-term loans and borrowings

63,828,298

46,737,845

 




 

 

 

 

 

(a)

Long-term bank and other loans

 

 

 

 

 

(i)

The maturity of long-term bank and other loans is set out below:

 

 

 

 

 

 

 

 

Loans from banks and other

 

 

 

 

 

financial institutions

Other loans

 

 

 

 



 

 

 

 

June 30,

December 31,

June 30,

December 31,

 

 

 

 

2012

2011

2012

2011

 

 

 






 

 

 

 

 

 

 

 

 

 

 

Within 1 year

5,283,657

4,152,354

3,653

12,120

 

 

 

Between 1 and 2 years

4,766,351

6,276,588

7,653

12,230

 

 

 

Between 2 and 5 years

13,088,315

11,604,870

44,836

36,692

 

 

 

Over 5 years

3,913,209

1,296,000

37,508

39,599

 

 

 






 

 

 

 

 

 

 

 

 

 

 

 

27,051,532

23,329,812

93,650

100,641

 

 

 






 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(ii)

Other loans were provided by local bureaus of the Ministry of Finance to the Group. The weighted average annual interest rates of long-term bank and other loans for the six months ended June 30, 2012 and 2011 were 6.21% and 5.45%, respectively.

 

 

 

 

 

(b)

Medium-term notes and long-term bonds

 

 

 

 

 

As at June 30, 2012, outstanding long-term bonds and medium-term notes are summarized as follows:

 

 

 

 

 

 

 

Effective

June 30,

December 31,

 

 

 

Face value/maturity

interest rate

2012

2011

 

 






 

 

 

 

 

 

 

 

 

2007 long-term bonds

2,000,000/2017

4.64%

1,988,182

1,987,107

 

 

2008 medium-term notes

5,000,000/2013

4.92%

4,977,989

4,970,489

 

 

2010 medium-term notes

1,000,000/2015

4.34%

990,579

989,079

 

 

2010 medium-term notes

1,000,000/2015

4.20%

990,400

988,900

 

 

2011 medium-term notes

5,000,000/2016

6.03%

4,983,457

4,979,707

 

 

2011 Jiaozuo Wanfang

 

 

 

 

 

 

   medium-term bonds

800,000/2016

6.85%

796,528

795,694

 

 

2011 medium-term bonds

2,000,000/2014

6.36%

1,993,071

1,991,571

 

 

2012 medium-term bonds

2,000,000/2015

5.13%

2,001,250

-

 

 






 

 

 

 

 

 

 

 

 

 

 

 

18,721,456

16,702,547

 

 






 

 

 

 

 

 

 

 

 

Long-term bonds and medium-term notes were issued for capital expenditure purposes and operating cash flows and bank loans re-financing.

 

 

 

 

(c)

Short-term bank and other loans

 

 

 

 

 

Other loans were entrusted loans provided by stated-owned companies to the Group.

 

 

 

 

 

The weighted average annual interest rates of short-term bank and other loans for the six months ended June 30, 2012 and 2011 were 6.30% and 5.30%, respectively.

 

 

 

 

(d)

Short-term bonds

 

 

 

 

 

As at June 30, 2012, outstanding short-term bonds are summarized as follows:

 

 

 

 

 

 

 

Effective

June 30,

December 31,

 

 

 

Face value/maturity

interest rate

2012

2011

 

 






 

 

 

 

 

 

 

 

 

2011 short-term bonds

5,000,000/2012

4.63%

-

5,137,435

 

 

2011 short-term bonds

5,000,000/2012

5.36%

5,246,410

5,113,142

 

 






 

 

 

 

 

 

 

 

 

 

 

 

5,246,410

10,250,577

 

 






 

 

 

 

 

 

 

 

 

All the above short-term bonds were issued for working capital.

 

 

 

 

(e)

Guaranteed interest-bearing loans and borrowings

 

 

 

 

 

Details of the interest-bearing loans and borrowings in which the Group received guarantees are set out as follows:

 

 

 

 

 

 

June 30,

December 31,

 

 

Guarantors

2012

2011

 

 




 

 

 

 

 

 

 

Long-term bonds

 

 

 

 

Bank of Communications ()

1,988,182

1,987,107

 

 




 

 

 

 

 

 

 

Long-term loans

 

 

 

 

Chinalco

1,184,295

1,419,038

 

 

Luoyang Economic Investment Co., Ltd. *

 

 

 

 

   () (Note (ii))

47,140

90,241

 

 

Lanzhou Aluminum Factory* () (Note (i))

27,000

31,600

 

 

Yichuan Power Industrial Group Company*

 

 

 

 

   () (Note (ii))

24,443

41,822

 

 

China Nonferrous Metals Processing Technology Co., Ltd. *

 

 

 

 

   () (Note (iii))

15,470

26,469

 

 

The Company

5,009,833

2,114,574

 

 




 

 

 

 

 

 

 

 

6,308,181

3,723,744

 

 




 

 

 

 

 

 

 

Short-term loans

 

 

 

 

Chinalco

1,230,000

1,330,000

 

 

The Company

2,316,894

315,045

 

 




 

 

 

 

 

 

 

 

3,546,894

1,645,045

 

 




 

 

 

 

 

 

 

*

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:

 

 

 

 

 

 

 

(i)

The guarantor is a subsidiary of Chinalco and a shareholder of the Company.

 

 

 

 

 

 

(ii)

The guarantors are non-controlling shareholders of a subsidiary of the Company.

 

 

 

 

 

 

(iii)

The guarantor is a subsidiary of Chinalco.

 

 

 

 

 

(f)

Securities for long-term and short-term bank and other loans

 

 

 

 

 

The Group has pledged various assets as collateral against certain secured loans. As at June 30, 2012, a summary of these pledged assets is as follows:

 

 

 

 

 

 

June 30,

December 31,

 

 

 

2012

2011

 

 




 

 

 

 

 

 

 

Property, plant and equipment

3,188,152

1,307,190

 

 

Land use rights

46,666

123,270

 

 

Inventories

555,715

555,715

 

 

Trade and notes receivable

1,827,393

-

 

 

Time deposits

60,000

-

 

 




 

 

 

 

 

 

 

 

5,677,926

1,986,175

 

 




 

 

 

 

 

10.

TRADE AND NOTES PAYABLES

 

 

 

 

June 30,

December 31,

 

 

2012

2011

 




 

 

 

 

 

Trade payables

6,100,933

6,511,435

 

Notes payables

3,170,520

1,889,875

 




 

 

 

 

 

 

9,271,453

8,401,310

 




 

 

 

 

 

As at June 30, 2012, the ageing analysis of trade and notes payables is as follows:

 

 

 

 

June 30,

December 31,

 

 

2012

2011

 




 

 

 

 

 

Within 1 year

8,843,869

7,900,950

 

Between 1 and 2 years

204,843

342,504

 

Between 2 and 3 years

86,708

35,426

 

Over 3 years

136,033

122,430

 




 

 

 

 

 

 

9,271,453

8,401,310

 




 

 

 

 

11.

SELLING AND DISTRIBUTION EXPENSES

 

 

 

 

For the six months ended June 30

 

 


 

 

2012

2011

 




 

 

 

 

 

Transportation and loading expenses

623,668

504,220

 

Packaging expenses

93,746

103,991

 

Port expenses

33,025

32,282

 

Employee benefit expenses

26,582

22,696

 

Sales commissions and other handling fees

7,276

7,071

 

Warehouse and other storage fees

27,560

9,877

 

Marketing and advertising expenses

7,702

6,384

 

Depreciation expenses

15,025

10,170

 

Others

122,301

64,816

 




 

 

 

 

 

 

956,885

761,507

 




 

 

 

 

12.

GENERAL AND ADMINISTRATIVE EXPENSES

 

 

 

 

For the six months ended June 30

 

 


 

 

2012

2011

 




 

 

 

 

 

Employee benefit expenses

428,066

395,685

 

Taxes other than income tax expense (Note)

266,172

309,818

 

Depreciation of non-production property,

 

 

 

   plant and equipment

74,642

79,045

 

Amortisation of land use rights and leasehold land

39,380

29,464

 

Operating lease rental expenses

71,886

63,793

 

Traveling and entertainment

89,822

76,573

 

Utilities and office supplies

41,953

41,245

 

Pollutants discharge fees

17,698

20,047

 

Repairs and maintenance

26,640

21,798

 

Insurance expense

31,338

40,881

 

Legal and other professional fees

40,173

24,123

 

Others

219,662

152,465

 




 

 

 

 

 

 

1,347,432

1,254,937

 




 

 

 

 

 

Note:

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

 

 

 

13.

OTHER INCOME AND OTHER GAINS, NET

 

 

 

(a)

Other income

 

 

 

 

 

For the six months ended June 30, 2012, other income represented government grants amounting to RMB269 million (for the six months ended June 30, 2011: RMB20 million), which were recognized as income for the period necessary to compensate the costs and the Group's development, etc. There are no unfulfilled conditions or contingencies attached to the grants.

 

 

 

 

(b)

Other (losses)/gains, net

 

 

 

 

 

 

For the six months ended June 30

 

 

 


 

 

 

2012

2011

 

 




 

 

 

 

 

 

 

Realised (loss)/gain on future,

 

 

 

 

   forward and option contracts, net (Note)

(33,751)

51,868

 

 

Unrealised (loss)/gain on future,

 

 

 

 

   forward and option contracts, net (Note)

(205,368)

23,057

 

 

Gain on disposal of property,

 

 

 

 

   plant and equipment, net

2,958

11,105

 

 

Others

33,431

17,145

 

 




 

 

 

 

 

 

 

 

(202,730)

103,175

 

 




 

 

 

 

 

 

 

Note:

None of these future, forward and option contracts are designated for hedge accounting.

 

 

 

 

14.

INTEREST INCOME/ FINANCE COSTS

 

 

 

 

For the six months ended June 30

 

 


 

 

2012

2011

 




 

 

 

 

 

Interest income from banks

(120,061)

(59,019)

 




 

 

 

 

 

Interest expense

2,725,506

1,909,713

 

Interest expense capitalised in property,

 

 

 

   plant and equipment

(357,898)

(355,279)

 

Exchange losses/(gains), net

4,707

(3,879)

 




 

 

 

 

 

Finance costs

2,372,315

1,550,555

 




 

 

 

 

 

Finance costs, net

2,252,254

1,491,536

 




 

 

 

 

 

Capitalisation rate during the period

5.77%-6.94%

4.59%-6.20%

 




 

 

 

 

15.

INCOME TAX (BENEFIT)/EXPENSE

 

 

 

 

For the six months ended June 30

 

 


 

 

2012

2011

 




 

 

 

 

 

Current income tax expense

 

 

 

   - PRC enterprise income tax

87,018

119,775

 

 

 

 

 

Deferred income tax (benefit)/expense

(843,601)

19,405

 




 

 

 

 

 

 

(756,583)

139,180

 




 

 

 

 

 

Income tax benefit or expense is recognized based on management's best estimate of the weighted average annual income tax rate expected for the full financial year. The estimated weighted average annual income tax rate used for the six months ended June 30, 2012 was 18.1% (for the six months ended June 30, 2011: 16.7%).

 

 

16.

(LOSS)/EARNINGS PER SHARE

 

 

 

(a)

Basic

 

 

 

 

 

Basic loss or earnings per share are calculated by dividing the loss or 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

 

 

 


 

 

 

2012

2011

 

 




 

 

 

 

 

 

 

(Loss)/profit attributable to equity holders

 

 

 

 

   of the Company (RMB)

(3,253,255,000)

412,580,000

 

 

Weighted average number of ordinary shares in issue

13,524,487,892

13,524,487,892

 

 




 

 

 

 

 

 

 

Basic (loss)/earnings per share (RMB)

(0.241)

0.031

 

 




 

 

 

 

 

 

(b)

Diluted

 

 

 

 

 

Diluted loss or earnings per share for the six months ended June 30, 2012 and 2011 were the same as the basic loss or earnings per share as there was no potential dilutive share.

 

 

 

17.

DIVIDENDS

 

 

 

The Company will not distribute an interim dividend for the six months ended June 30, 2012 (for the six months ended June 30, 2011: nil).

 

 

18.

COMMITMENTS

 

 

 

(a)

Capital commitments of property, plant and equipment

 

 

 

 

 

 

June 30,

December 31,

 

 

 

2012

2011

 

 




 

 

 

 

 

 

 

Contracted but not provided for

4,929,421

6,450,714

 

 

Authorized but not contracted for

35,423,933

33,525,464

 

 




 

 

 

 

 

 

 

 

40,353,354

39,976,178

 

 




 

 

 

 

 

 

(b)

Commitments under operating leases

 

 

 

 

 

Pursuant to non-cancellable operating lease agreements entered into by the Group, the future aggregate minimum lease payments as at June 30, 2012 are summarized as follows:

 

 

 

 

 

 

June 30,

December 31,

 

 

 

2012

2011

 

 




 

 

 

 

 

 

 

Within one year

693,219

666,963

 

 

In the second to fifth year, inclusive

2,772,795

2,655,916

 

 

After five years

20,291,383

18,905,447

 

 




 

 

 

 

 

 

 

 

23,757,397

22,228,326

 

 




 

 

 

 

 

 

(c)

Other capital commitments

 

 

 

 

 

As at June 30, 2012, the Company is committed to make capital contribution to its subsidiaries, jointly controlled entities and associates as follows:

 

 

 

 

 

 

June 30,

December 31,

 

 

 

2012

2011

 

 




 

 

 

 

 

 

 

Subsidiaries

1,034,872

-

 

 

Jointly controlled entities

130,800

-

 

 

Associates

424,080

69,613

 

 




 

 

 

 

 

 

 

 

1,589,752

69,613

 

 




 

 

 

 

 

19.

SIGNIFICANT RELATED PARTY TRANSACTIONS

 

 

 

Other than the related party information and transactions disclosed elsewhere in the interim condensed consolidated financial statements, the following is a summary of significant related party transactions entered into, in the ordinary course of business, between the Group and its related parties during the period.

 

 

 

(a)

Significant related party transactions

 

 

 

 

 

 

For the six months ended June 30

 

 

 


 

 

 

2012

2011

 

 




 

 

 

 

 

 

 

Sales of goods and services rendered:

 

 

 

 

 

 

 

 

 

Sales of materials and finished goods to:

 

 

 

 

   Chinalco and its subsidiaries

3,367,888

5,870,749

 

 

   Associates of Chinalco

-

5,737

 

 

   Jointly controlled entities

25,885

-

 

 

   Associates

716

-

 

 




 

 

 

 

 

 

 

 

3,394,489

5,876,486

 

 




 

 

 

 

 

 

 

Provision of utility services to:

 

 

 

 

   Chinalco and its subsidiaries

172,015

169,443

 

 

   Associates of Chinalco

6,593

4,478

 

 




 

 

 

 

 

 

 

 

178,608

173,921

 

 




 

 

 

 

 

 

 

Provision of products processing service to:

 

 

 

 

   Chinalco and its subsidiaries

3,865

-

 

 




 

 

 

 

 

 

 

Purchases of goods and services:

 

 

 

 

 

 

 

 

 

Purchase of engineering, construction

 

 

 

 

   and supervisory services from:

 

 

 

 

   Chinalco and its subsidiaries

1,200,237

1,132,733

 

 




 

 

 

 

 

 

 

Purchases of key and auxiliary materials,

 

 

 

 

   equipments and finished goods from:

 

 

 

 

   Chinalco and its subsidiaries

2,082,929

1,729,476

 

 

   Associates of Chinalco

-

73,130

 

 

   Jointly controlled entities

-

750,101

 

 

   Associates

712,621

39

 

 




 

 

 

 

 

 

 

 

2,795,550

2,552,746

 

 




 

 

 

 

 

 

 

Provision of social services and logistics services by:

 

 

 

 

   Chinalco and its subsidiaries

151,905

138,475

 

 




 

 

 

 

 

 

 

Provision of utility services by:

 

 

 

 

   Chinalco and its subsidiaries

155,513

160,545

 

 

   Associates of Chinalco

-

3,448

 

 




 

 

 

 

 

 

 

 

155,513

163,993

 

 




 

 

 

 

 

 

 

Provision of products processing service by:

 

 

 

 

   Chinalco and its subsidiaries

88,186

123,612

 

 




 

 

 

 

 

 

 

Rental expenses for land use rights

 

 

 

 

   and buildings charged by Chinalco

 

 

 

 

   and its subsidiaries

347,131

333,629

 

 




 

 

 

 

 

 

(b)

Key management personnel compensation

 

 

 

 

 

 

For the six months ended June 30

 

 

 


 

 

 

2012

2011

 

 




 

 

 

 

 

 

 

Fees

371

388

 

 

Basic salaries, housing fund,

 

 

 

 

   other allowances and benefits in kind

1,785

1,414

 

 

Pension costs - defined contribution schemes (Note 1)

128

104

 

 




 

 

 

 

 

 

 

 

2,284

1,906

 

 




 

 

 

 

 

 

 

Note 1:

The Group provided the pension to key management personnel in accordance with the regulation of Beijing Social Security Bureau.

 

 

 

 

 

 

For the six months ended June 30, 2012, the Group paid remuneration to 14 key management personnel compared to 11 key management personnel in the corresponding period of preceding year.

 

 

 

20.

CONTINGENT LIABILITIES

 

 

 

As at June 30, 2012, the Group does not have significant contingent liability.

 

 

21.

SIGNIFICANT SUBSEQUENT EVENTS

 

 

 

In addition to the subsequent events disclosed elsewhere in the interim financial statements, there are the following significant subsequent events:

 

 

 

(a)

On July 4, 2012, the Company issued short-term bonds with a total face value of RMB3 billion at par (face value of RMB100.00 per unit) matured on September 3, 2012 for working capital and repayment of bank borrowings. The fixed annual coupon interest rate of these bonds is 3.35%.

 

 

 

 

 

On July 5, 2012, the Company issued short-term bonds with a total face value of RMB2 billion at par (face value of RMB100.00 per unit) matured on August 4, 2012 for working capital and repayment of bank borrowings. The fixed annual coupon interest rate of these bonds is 3.30%. These short-term bonds were repaid on August 4, 2012.

 

 

 

 

 

On July 17, 2012, the Company issued short-term bonds with a total face value of RMB5 billion at par (face value of RMB100.00 per unit) matured on July 18, 2013 for working capital and repayment of bank borrowings. The fixed annual coupon interest rate of these bonds is 3.60%.

 

 

 

 

 

On August 1, 2012, the Company issued short-term bonds with a total face value of RMB3 billion at par (face value of RMB100.00 per unit) matured on October 31, 2012 for working capital and repayment of bank borrowings. The fixed annual coupon interest rate of these bonds is 3.50%.

 

 

 

 

(b)

On August 11, 2012, the Company entered into the Equity Transfer Agreement with China Zhongtou Trust Co., Ltd. () (" China Zhongtou Trust"), to acquire its 11.88% equity interest of Ningxia Electric Power Group Co., Ltd. () ("Ningxia Electric Power") in consideration of RMB674.9 million. On August 13, 2012, the Company entered into the Equity Transfer Agreement with Bank of China Group Investment Limited () ("BOCGI"), to acquire its 23.42% equity interest in Ningxia Electric Power in a consideration of RMB1,347.7 million. Upon completion of the above acquisition, the Company will become the largest shareholder of Ningxia Electric Power by holding 35.3% of its equity interest.

 

 

 

22.

COMPARATIVE AMOUNTS

 

 

 

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

 

 

23.

APPROVAL OF THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

 

 

The interim condensed consolidated financial statements were approved and authorised for issue by the board of directors on August 24, 2012.

 

 

 

By order of the Board

 

Aluminum Corporation of China Limited*

 

Liu Qiang

 

Company Secretary

 

 

Beijing, the PRC

 

24 August 2012

 

 

 

As at the date of this announcement, the members of the Board comprise Mr. Xiong Weiping, Mr. Luo Jianchuan, Mr. Liu Caiming and Mr. Liu Xiangmin (Executive Directors); Mr. Shi Chungui and Mr. Lv Youqing (Non-executive Directors); 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