SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 September, 2006
CHINA PETROLEUM & CHEMICAL CORPORATION
A6, Huixindong Street,
Chaoyang District Beijing, 100029
People's Republic of China
Tel: (8610) 6499-0060
(Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F X Form 40-F
----- -----
(Indicate by check mark whether the registrant by furnishing the
information contained in this form is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act
of 1934. )
Yes ----- No X
-----
(If "Yes" is marked, indicate below the file number assigned to
registrant in connection with Rule 12g3-2(b): 82-__________. )
N/A
This Form 6-K consists of:
The announcement of the voting results at the shareholders' meeting of A Share
market relating to the share reform scheme of China Petroleum & Chemical
Corporation (the "Registrant"), made by the Registrant in English on September
25, 2006.
SIGNATURE
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.
China Petroleum & Chemical Corporation
By: /s/ Chen Ge
-----------
Name: Chen Ge
Title: Secretary to the Board of Directors
Date: September 26, 2006
[GRAPHIC OMITTED]
(A joint stock limited company incorporated in the People's Republic of China
with limited liability)
(Stock Code: 0386)
Announcement of the Voting Results at the Shareholders' Meeting of A
Share Market Relating to the Share Reform Scheme
(Overseas Regulatory Announcement)
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China Petroleum & Chemical Corporation and all members of its board of
directors warrant the authenticity, accuracy and completeness of the
information contained in this announcement, and jointly and severally accepts
full responsibility for any misrepresentation, misleading statements or
material omissions contained in this announcement.
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The Board of Directors (the "Board") of China Petroleum & Chemical Corporation
(the "Company") hereby announces the voting results at the shareholders'
meeting relating to the share reform scheme. This announcement can be viewed at
the website of the Shanghai Stock Exchange at www.sse.com.cn
I. SPECIAL NOTICE
1. No new proposal was submitted for voting at this shareholders' meeting of
the Company relating to the share reform scheme of A shares Market (the
"Meeting"), and no proposal was vetoed or amended at the Meeting.
2. Please refer to the "Announcement on Implementation of the Share Reform
Scheme of China Petroleum & Chemical Corporation" for the time of
resumption of trading of the tradable A shares of the Company.
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II. INFORMATION ON THE SHAREHOLDERS' MEETING
1. The Convener:
The Board of the Company
2. Record Date for attending and voting at the Meeting:
14 September 2006
3. Time of the Physical Meeting:
14:00 on 25 September 2006 (Monday)
4. Time of On-line Voting:
9:30ia11:30 a.m., 13:00ia15:00 p.m. on
21 September 2006, 22 September 2006 and 25 September 2006
5. Venue of the Physical Meeting:
Kempinski Hotel, No. 50 Liangmaqiao Road, Chaoyang District, Beijing.
6. Chairman of the Physical Meeting:
Mr.Chen Tonghai, Chairman of the Board
7. The Meeting and the Modes of Voting:
A combination of different voting modes including voting in person, the
appointment of the Board to vote as proxy and the on-line voting was
adopted at the Meeting. The Company provided an on-line voting platform
for the holders of tradable A shares to vote through the Shanghai Stock
Exchange ("SSE") trading system and the holders of tradable A shares could
exercise their voting rights through the above system during the
above-mentioned on-line voting period.
8. The Meeting was convened in compliance with the provisions of the
relevant laws, regulations and other regulating documents such as the
"Company Law of the People's Republic of China", the "Administrative
Measures on the Share Reform of Listed Companies", etc.
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III. INFORMATION ON ATTENDENCE OF THE MEEING
The aggregate number of shares held by the relevant shareholders of the A
share market of the Company is 69,921,951,000 shares, comprising the
aggregate number of 67,121,951,000 non-tradable shares and the aggregate
number of 2,800,000,000 tradable A shares.
1. General Information on the Attendance
The total number of the shareholders of the A share market of the
Company and the shareholder representatives who participated in the
voting in person or through the appointment of the Board as proxy to
vote or by way of on-line voting was 4120, representing 68,793,891,753
shares of the Company and accounted for 98.39% of the aggregate shares
held by the relevant shareholders of A share market of the Company.
2. Information on the Attendance of Holders of Non-tradable Shares
The total number of the representatives of holders of non-tradable share
who attended the Meeting was 5, representing 67,121,951,000 shares of
the Company which accounted for 100% of the aggregate non-tradable
shares of the Company and accounted for 96.00% of the aggregate shares
held by the relevant shareholders of A share market of the Company.
3. Information on the Attendance of Holders of Tradable A Shares
The total number of holders of tradable A shares of the Company and
shareholder representatives who attended the Meeting in person or
through the appointment of the Board as proxy to vote or by way of
on-line voting was 4,115, representing 1,671,940,753 shares of the
Company and accounted for 59.71% of the aggregate tradable A shares of
the Company and 2.39% of the aggregate shares held by the relevant
shareholders of A share market of the Company.
Of this, the total number of holders of tradable A shares of the Company
and shareholder representatives who participated in the voting in person
or through the appointment of the Board as proxy to vote was 10,
representing 19,905,654 shares of the Company and accounted for 0.71% of
the aggregate tradable A shares of the Company and 0.03% of the
aggregate shares held by the relevant shareholders of A share market of
the Company. The total number of the holders of tradable A shares who
participated in the voting by way of on-line voting was 4,105,
representing 1,652,035,099 shares of the Company and accounted for 59%
of the aggregate tradable A shares of the Company and 2.36% of the
aggregate shares held by the relevant shareholders of A share market of
the Company.
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IV. INFORMATION ON THE REVIEW AND APPROVAL OF THE PROPOSALS
"The Share Reform Scheme of China Petroleum & Chemical Corporation" was
considered at the Meeting.
Detailed information of the "Share Reform Scheme of China Petroleum &
Chemical Corporation" was described in the "Explanatory Statement
Relating to the Share Reform of China Petroleum & Chemical Corporation"
which was disclosed on 28 August 2006 on the website of SSE by the Board
of the Company.
V. VOTING RESULTS OF THE PROPOSALS
The voting for the "Share Reform Scheme of China Petroleum & Chemical
Corporation" at the Meeting was conducted by way of registered ballots.
The aggregate number of shares with voting rights participated in the
voting of the Meeting was 68,793,891,753 shares, which comprised
67,121,951,000 non-tradable shares and 1,671,940,753 tradable A shares.
1. General Information on the Voting
For: 68,768,856,574 shares;
Against: 24,041,179 shares;
Abstain: 994,000 shares;
Votes for the proposal accounted for 99.96% of the aggregate votes with
voting rights cast at the Meeting.
2. Information on the Voting by Holders of Tradable A Shares
For: 1,646,905,574 shares;
Against: 24,041,179 shares;
Abstain: 994,000 shares;
Votes for the proposal accounted for 98.5% of the aggregate votes with
voting rights represented by tradable A shares cast at the Meeting.
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3. The Number of Tradable A Shares held by the Top Ten Shareholders Attending
the Voting and Information on their Voting
|--------------|--------------------------------------|-------------------------------|------------------------|
| | | | |
|Sequence |Name of the Shareholder |Number of Shares Held (Shares) |Voting Information |
|Number | | | |
|--------------|--------------------------------------|-------------------------------|------------------------|
| | | | |
|1 |China life Corp.,- Participating - | 65,577,055 |Agree |
| |Individual Participating - 005L - | | |
| |FH002 Shanghai | | |
|--------------|--------------------------------------|-------------------------------|------------------------|
| | | | |
|2 |Industrial and Commercial Bank of | 65,380,792 |Agree |
| |China - EFUND Selected Equity | | |
| |Securities Investment Fund | | |
|--------------|--------------------------------------|-------------------------------|------------------------|
| | | | |
|3 |Bank of China - Harvest Select Mixed | 60,334,872 |Agree |
| |Equity Securities Investment Fund | | |
|--------------|--------------------------------------|-------------------------------|------------------------|
| | | | |
|4 |Industrial and Commercial Bank of | 56,823,275 |Agree |
| |China - Guangfa Strategic Selected | | |
| |Mixed Securities Fund | | |
|--------------|--------------------------------------|-------------------------------|------------------------|
| | | | |
|5 |China life(Group) - Conventional - | 50,000,000 |Agree |
| |Ordinary Insurance Product | | |
|--------------|--------------------------------------|-------------------------------|------------------------|
| | | | |
|6 |Bank of China - YinHua Stable Growth | 49,699,944 |Agree |
| |Share Securities Investment Fund | | |
|--------------|--------------------------------------|-------------------------------|------------------------|
| | | | |
|7 |Bank of Communication - Anshun | 45,621,063 |Agree |
| |Equity Securities Investment Fund | | |
|--------------|--------------------------------------|-------------------------------|------------------------|
| | | | |
|8 |International Finance - Standard | 43,920,174 |Agree |
| |Chartered - CITIGROUP GLOBAL MARKETS | | |
| |LIMITED | | |
|--------------|--------------------------------------|-------------------------------|------------------------|
| | | | |
|9 |China Construction Bank - | 38,294,111 |Agree |
| |Communication Schroders stable Mixed | | |
| |Equity Securities Investment Fund | | |
|--------------|--------------------------------------|-------------------------------|------------------------|
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|--------------|--------------------------------------|-------------------------------|------------------------|
|10 |China Construction Bank - CIFM China | 30,138,164 |Agree |
| |Balanced Fund | | |
|--------------|--------------------------------------|-------------------------------|------------------------|
4. Voting Results
The "Share Reform Scheme of China Petroleum & Chemical Corporation" was
considered and approved at the Meeting.
VI. LEGAL OPINION ISSUED BY THE LAWYER
1. Name of the Law Firm: Haiwen & Partners
2. Name of the Lawyer: He Fei
3. Conclusive Opinion:
The relevant matters such as the convening of the Meeting, the procedures
of the convening of the Meeting, the qualification of the persons who
attended the physical meeting, the voting procedures of the Meeting, the
procedures of collection of the appointment of the Board to vote as proxy
andiithe procedures of voting by the Board as proxyijall complied with the
relevant provisions of the laws and regulations relating to the share
reform.
For and on behalf of the Board of Directors
China Petroleum & Chemical Corporation
Chen Ge
Secretary to the Board of Directors
Beijing, PRC, 25 September 2006
As at the date of this announcement, the executive directors of Sinopec Corp.
are Messrs. Wang Tianpu, Zhang Jianhua, Wang Zhigang, Dai Houliang; the
non-executive directors are Messrs. Chen Tonghai, Zhou Yuan, Fan Yifei and Yao
Zhongmin; the independent non-executive directors are Messrs. Shi Wanpeng, Liu
Zhongli and Li Deshui.
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