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CStone Pharmaceuticals Annual Report 2021

Mar 30, 2022

50715_rns_2022-03-30_91f4da3d-828a-4fa7-8fbb-20abefaac20e.pdf

Annual Report

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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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兗礦能源集團股份有限公司 YANKUANG ENERGY GROUP COMPANY LIMITED *

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

(Stock Code: 01171)

ANNUAL RESULTS ANNOUNCEMENT FOR THE YEAR ENDED 31 DECEMBER 2021

The board of directors (the “ Board ”) of Yankuang Energy Group Company Limited (“the Company ”) is pleased to announce the audited annual results for the year ended 31 December 2021 (the “ 2021 Annual Results ”) of the Company and its subsidiaries (“the Group* ”). The 2021 Annual Results has been reviewed by the Audit Committee to the Board. All the data listed in the consolidated statement of assets and liabilities, the consolidated statement of profit or loss, the consolidated statement of comprehensive income and the notes herein this announcement are in consistence with the data listed in the audited consolidated financial statements for the year 2021 of the Group.

The 2021 Annual Results can be accessed through the website of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the website of the Company (www.yanzhoucoal.com.cn). The 2021 annual report of the Company carrying all the data in pursuant to the Hong Kong Listing Rules will be posted to the Shareholders and announced at the above-mentioned websites in due time.

1

CONSOLIDATED STATEMENT OF PROFIT OR LOSS

For the year ended 31 December 2021

NOTES
Gross sales of coal
Railway transportation service income
Gross sales of electricity and heat supply
Gross sales of equipment manufacturing
Gross sales of chemical products
Total revenue
Transportation costs
Cost of sales and services provided
Cost of electricity of and heat supply
Cost of equipment manufacturing
Cost of chemical products
Total cost of sales
Gross profit
Selling, general and administrative expenses
Share of results of associates
Share of results of joint ventures
Other income and gains
Loss on reconsolidation of Watagan
Finance costs
Profit before tax
Income tax expenses
4
Profit for the year
Attributable to:
Equity holders of the Company
Owners of perpetual capital securities
Non-controlling interests
– Perpetual capital securities
– Other
Earnings per share, basic
6
Earnings per share, diluted
6
2021
RMB’000
83,796,609
337,560
2,699,299
380,133
21,402,046
108,615,647
(3,367,180)
(47,320,582)
(2,798,402)
(309,314)
(14,885,010)
(68,680,488)
39,935,159
(15,115,462)
1,810,546
257,580
2,720,320

(5,319,334)
24,288,809
(5,469,609)
18,819,200
16,941,435
178,664

1,699,101
18,819,200
RMB3.48
RMB3.47
2020
RMB’000
65,419,830
377,800
743,109
149,289
2,432,992
69,123,020
(3,860,107)
(48,351,397)
(616,558)
(144,339)
(2,058,252)
(55,030,653)
14,092,367
(8,433,320)
1,428,519
(305,733)
10,301,560
(6,844,010)
(2,867,029)
7,372,354
(1,815,033)
5,557,321
6,318,000
491,042
56,656
(1,308,377)
5,557,321
RMB1.29
RMB1.29

2

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME For the year ended 31 December 2021

Profit for the year
Other comprehensive (expense) income (after income tax):
Items that will not be reclassified subsequently to profit or loss:
Fair value change on equity investments at fair value through other
comprehensive income (“FVTOCI”)
Income tax relating to item that will not be reclassified
subsequently
Items that may be reclassified subsequently to profit or loss:
Cash flow hedges:
Cash flow hedge amounts recognised in other comprehensive
income
Reclassification adjustments for amounts transferred to income
statement
Deferred taxes
Share of other comprehensive expense of associates
Exchange difference arising on translation of foreign operations
Other comprehensive (expense) income for the year
Total comprehensive income for the year
Attributable to:
Equity holders of the Company
Owners of perpetual capital securities
Non-controlling interests
– Perpetual capital securities
– Other
2021
RMB’000
18,819,200
(918)
229
(689)
(520,435)
459,066
18,411
(42,958)
(42,906)
(2,918,115)
(3,004,668)
15,814,532
14,896,144
178,664

739,724
15,814,532
2020
RMB’000
5,557,321
1,423
(356)
1,067
1,226,908
609,981
(551,067)
1,285,822
(140,352)
836,788
1,983,325
7,540,646
7,399,860
491,042
56,656
(406,912)
7,540,646

3

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 31 December 2021

NOTES
Current assets
Bank balances and cash
Pledged term deposits
Restricted cash
Bills and accounts receivables
7
Inventories
Prepayments and other receivables
Royalty receivable
Long-term receivables – due within one year
Financial assets at fair value through profit or loss
Assets classified as held for sale
Non-current assets
Intangible assets
Property, plant and equipment
Right-of-use assets
Investment properties
Construction in progress
Prepayments for property, plant and equipment and
intangible assets
Goodwill
Investments in securities
Interests in associates
Interests in joint ventures
Long-term receivables – due after one year
Royalty receivable
Deposits made on investments
Deferred tax assets
Total assets
2021
RMB’000
40,044,795
160,000
5,367,672
13,602,107
7,806,715
20,261,343
105,829
1,445,352
150,481
88,944,294
7,904
88,952,198
75,528,799
75,270,589
3,933,816
1,414,126
11,910,634
12,149,077
1,720,498
594,183
19,488,070
661,077
6,343,092
914,055
298,956
2,779,837
213,006,809
301,959,007
2020
RMB’000
17,116,460
1,010,256
6,415,643
7,291,455
7,113,633
16,684,986
97,935
1,763,523
50,356
57,544,247
8,578
57,552,825
72,714,205
65,516,221
5,365,499
1,389,163
20,635,959
20,666,014
1,754,149
444,613
18,580,156
445,411
4,720,330
1,009,562
178,055
2,037,096
215,456,433
273,009,258

4

NOTES
Current liabilities
Bills and accounts payables
8
Other payables and accrued expenses
Contract liabilities
Provision for land subsidence, restoration,
rehabilitation and environmental costs
Provision
Amounts due to Parent Company and its subsidiaries
Borrowings – due within one year
Financial liabilities at fair value through profit or loss
Lease liabilities
Tax payable
Long term payables – due within one year
Non-current liabilities
Provision for land subsidence, restoration,
rehabilitation and environmental costs
Provision
Borrowings – due after one year
Lease liabilities
Long term payables – due after one year
Deferred tax liabilities
Total liabilities
Capital and reserves
Share capital
9
Reserves
Equity attributable to equity holders of the Company
Owners of perpetual capital securities
10
Non-controlling interests
– Others
Total liabilities and equity
2021
RMB’000
22,995,923
36,647,289
4,982,639
966,925
52,695
2,693,959
25,205,390
59,132
184,117
2,491,895
1,518
96,281,482
3,692,198
1,115,839
78,194,707
915,911
3,623,604
10,178,780
97,721,039
194,002,521
4,874,184
63,783,476
68,657,660
8,118,100
31,180,726
107,956,486
301,959,007
2020
RMB’000
21,812,134
41,800,325
3,176,540
13,129
61,114
2,111,472
31,382,126
231,971
955,963
1,028,274
3,174
102,576,222
3,410,120
1,047,780
60,880,818
1,634,000
2,918,195
8,458,913
78,349,826
180,926,048
4,860,000
53,034,751
57,894,751
5,217,667
28,970,792
92,083,210
273,009,258

5

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2021

1. BASIS OF PREPARATION AND PRESENTATION

These annual consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”). The Company also prepares a set of consolidated financial statements in accordance with the China Accounting Standards for Business Enterprises (“PRC GAAP”).

The consolidated financial statements have been prepared on a going concern basis notwithstanding the Group had net current liabilities of approximately RMB7,329,284,000 as at 31 December 2021.

In the opinion of the directors of the Company, the Group should be able to maintain itself as a going concern in the next twelve months from 31 December 2021 by taking into consideration the followings:

  • The directors of the Company anticipate that the Group will generate positive cash flows from its operations; and

  • The undrawn borrowings facilities available for immediate use.

Based on the above, the directors of the Company consider that the Group will have sufficient working capital to meet its financial obligations when they fall due for the next twelve months from 31 December 2021. Accordingly, the directors of the Company are satisfied that it is appropriate to prepare these consolidated financial statements on a going concern basis. No adjustments had been made relating to the carrying amounts and reclassification of assets and liabilities that might be necessary should the Group be unable to continue as a going concern.

2. APPLICATION OF NEW AND AMENDMENTS TO INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRS(S)”)

In the current year, the Group has applied, for the first time, the Amendments to References to the Conceptual Framework in International Financial Reporting Standards (“IFRSs”) and the following amendments to IFRSs issued by the International Accounting Standards Board (the “IASB”) which are effective for the Group’s financial year beginning 1 January 2021:

Amendments to IFRS 9, IAS 39 and IFRS 7, Interest Rate Benchmark Reform – Phase 2 IFRS 4 and IFRS 16

The application of the Amendments to References to the Conceptual Framework in IFRSs and the amendments to IFRSs in the current year has had no material effect on the Group’s financial performance and positions for the current and prior periods and/or on the disclosures set out in these financial statements.

6

3. SEGMENT INFORMATION

For management purposes, the Group is currently organised into five operating divisions-coal mining, smart logistics, electricity and heat supply; equipment manufacturing and chemical products. These divisions are the basis on which the Group reports its segment information.

Principal activities are as follows:

Coal mining Underground and open-cut mining, preparation and sales of coal and potash
mineral exploration
Smart logistics Provision of transportation services
Electricity and heat supply Provision of electricity and related heat supply services
Equipment manufacturing Manufacturing of comprehensive coal mining and excavating equipment
Chemical products Production and sales of chemical products

(a) Segment revenues and results

Segment information about these businesses is presented below:

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For the year ended 31 December 2021
Smart Electricity and Equipment Chemical
Coal mining logistics heat supply manufacturing products Unallocated Eliminations Consolidated
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
SEGMENT REVENUE
External 83,796,609 337,560 2,699,299 380,133 21,402,046 – – 108,615,647
– – –
Inter-segment 9,635,532 49,000 1,065,352 11,567,155 (22,317,039)
Total 93,432,141 386,560 2,699,299 1,445,485 32,969,201 – (22,317,039) 108,615,647
For the year ended 31 December 2021
Smart Electricity and Equipment Chemical
Coal mining logistics heat supply manufacturing products Unallocated Eliminations Consolidated
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
RESULTS
– –
Segment results 26,126,065 102,762 (621,668) 70,444 5,592,449 31,270,052
– – – – – – –
Unallocated corporate expenses (6,643,385)
– – – – – – –
Unallocated corporate income 1,595,067
Interest income – – – – – – – 1,318,283
Share of results of associates 30,055 50,689 96,249 – – 1,633,553 – 1,810,546
– – – – – –
Share of results of joint ventures 257,580 257,580
Finance costs – – – – – – – (5,319,334)
Profit before tax 24,288,809
Income tax expenses (5,469,609)
Profit for the year 18,819,200
----- End of picture text -----

7

SEGMENT REVENUE
External
Inter-segment
Total
RESULTS
Segment results
Unallocated corporate expenses
Unallocated corporate income
Interest income
Share of results of associates
Share of results of joint ventures
Finance costs
Profit before tax
Income tax expenses
Profit for the year
Coal mining
RMB’000
65,419,830
1,827,549
67,247,379
Coal mining
RMB’000
11,502,529



471,974
(305,733)
Smart
logistics
RMB’000
377,800
50,590
428,390
Smart
logistics
RMB’000
152,106



37,803

For the year ended 31 December 2020
Electricity and
heat supply
Equipment
manufacturing
Chemical
products
RMB’000
RMB’000
RMB’000
743,109
149,289
2,432,992
383,640
806,431

1,126,749
955,720
2,432,992
For the year ended 31 December 2020
Electricity and
heat supply
Equipment
manufacturing
Chemical
products
RMB’000
RMB’000
RMB’000
30,857
4,950
209,276









36,216







Unallocated
RMB’000



Unallocated
RMB’000




882,526

Eliminations
RMB’000

(3,068,210)
(3,068,210)
Eliminations
RMB’000






Consolidated
RMB’000
69,123,020

69,123,020
Consolidated
RMB’000
11,899,718
(6,802,868)
3,016,091
1,003,656
1,428,519
(305,733)
(2,867,029)
7,372,354
(1,815,033)
5,557,321

8

4. INCOME TAX EXPENSES

Income taxes:
Current taxes
Deferred taxes
Year ended 31 December
2021
2020
RMB’000
RMB’000
6,434,967
2,935,191
(965,358)
(1,120,158)
5,469,609
1,815,033

Except for certain subsidiaries in the PRC that are entitled to a preferential tax rate of 15%, the Company and its subsidiaries in the PRC are subject to the standard income tax rate of 25% on its taxable income (2020: 25%).

Taxation arising in other jurisdictions is calculated at the rates prevailing in the relevant jurisdictions.

5. DIVIDEND RECOGNISED AS DISTRIBUTION DURING THE YEAR

2020 final dividend, RMB1.00 per share
(2020: 2019 final dividend, RMB0.58 per share)
2021
RMB’000
4,874,184
2020
RMB’000
2,818,800

Pursuant to the annual general meeting held on 18 June 2021, a final dividend of RMB1.00 per share in respect of the year ended 31 December 2020 was approved by the shareholders and paid to shareholders of the Company.

The board of directors proposes to declare a final dividend of RMB1.6 per share (tax inclusive) and a special dividend of RMB0.4 per share (tax inclusive) in respect of the year ended 31 December 2021. The declaration and payment of the dividends needs to be approved by the shareholders of the Company in the forthcoming annual general meeting

9

6. EARNINGS PER SHARE

The calculation of the diluted earnings per share for the year ended 31 December 2021 is based on the profit for the year attributable to equity holders of the Company with an adjustment on effect of dilutive share incentive schemes of a non-wholly owned subsidiary. For the year ended 31 December 2020, no adjustment is made for the share of results of a subsidiary, as the effect is anti-dilutive.

For the year ended 31 December 2021, the number of ordinary shares used in the calculation of diluted earnings per share is the weighted average number of ordinary shares in issue during the year as used in the basic earnings per share calculation and adjusted for the effect of potential ordinary shares from the Company’s share options. For the year ended 31 December 2020, the assumed exercise price of the Company’s outstanding share options was higher than the average market price of shares, and thus the computation of diluted earnings per share does not assume the exercise of the Company’s options,

The calculations of basic and diluted earnings per share are based on the following data:

Earnings
Profit for the year attributable to equity holders of the parent, used in the basic
earnings per share calculation
Adjustment to the share of profit of a subsidiary based on dilution of their
earnings.
Earnings for the purpose of diluted earnings per share
Shares
Weighted average number of ordinary shares in issue used in the basic earnings
per share calculation
Effect of dilutive potential ordinary shares:
Share options
Weighted average number of ordinary shares used in the diluted earnings per
share calculation
2021
HK$’000
16,941,434
(9,984)
16,931,450
2020
HK$’000
6,318,000

6,318,000
Number of shares(‘000)
2021
4,870,572
13,212
4,883,784
2020
4,883,878

4,883,878

10

7. BILLS AND ACCOUNTS RECEIVABLES

Accounts receivables
Less: impairment loss
Bills receivables
Less: impairment loss
Total bills and accounts receivables, net
At 31 December
2021
2020
RMB’000
RMB’000
6,684,333
4,479,924
(505,005)
(500,704)
6,179,328
3,979,220
7,423,806
3,312,609
(1,027)
(374)
13,602,107
7,291,455
At 31 December
2021
2020
RMB’000
RMB’000
6,684,333
4,479,924
(505,005)
(500,704)
6,179,328
3,979,220
7,423,806
3,312,609
(1,027)
(374)
13,602,107
7,291,455
3,979,220
3,312,609
(374)
7,291,455

The following is an aged analysis of bills and accounts receivables, net of allowance for impairment, presented based on the invoice dates, which approximates the respective revenue recognition dates, at the reporting date:

0 – 90 days
91 – 180 days
181 – 365 days
Over 1 year
At 31 December
2021
2020
RMB’000
RMB’000
9,051,257
4,016,269
2,253,293
1,499,849
1,681,701
1,260,276
615,856
515,061
13,602,107
7,291,455
At 31 December
2021
2020
RMB’000
RMB’000
9,051,257
4,016,269
2,253,293
1,499,849
1,681,701
1,260,276
615,856
515,061
13,602,107
7,291,455
7,291,455

8. BILLS AND ACCOUNTS PAYABLES

Accounts payable
Bills payable
At 31 December
2021
2020
RMB’000
RMB’000
12,305,428
11,930,944
10,690,495
9,881,190
22,995,923
21,812,134
At 31 December
2021
2020
RMB’000
RMB’000
12,305,428
11,930,944
10,690,495
9,881,190
22,995,923
21,812,134
21,812,134

The following is an aged analysis of bills and accounts payable based on the invoice dates at the reporting date:

0 – 90 days
91 – 180 days
181 – 365 days
Over 1 year
At 31 December
2021
2020
RMB’000
RMB’000
13,690,406
16,753,871
3,174,587
1,593,665
2,976,175
1,494,061
3,154,755
1,970,537
22,995,923
21,812,134
At 31 December
2021
2020
RMB’000
RMB’000
13,690,406
16,753,871
3,174,587
1,593,665
2,976,175
1,494,061
3,154,755
1,970,537
22,995,923
21,812,134
21,812,134

11

9. SHARE CAPITAL

The Company's share capital structure at the reporting date is as follows:

Domestic invested
shares A shares
Number of shares
At 1 January 2020
2,960,000,000
Share repurchased

At 31 December 2020 and 1 January 2021
2,960,000,000
Issue of shares upon exercise of share options
14,184,000
At 31 December 2021
2,974,184,000
RMB’000
Registered, issued and fully paid
At 1 January 2020
2,960,000
Share repurchased

At 31 December 2020 and 1 January 2021
2,960,000
Issue of shares upon exercise of share options
14,184
At 31 December 2021
2,974,184
Each share has a par value of RMBl.
10. PERPETUAL CAPITAL SECURITIES
Perpetual capital
securities issued
by the Company
RMB’000
At 1 January 2020
10,311,611
Dividend to holders of perpetual capital security
491,042
Distribution paid to holders of perpetual capital security
(584,986)
Redemption of perpetual capital security
(5,000,000)
At 31 December 2020 and 1 January 2021
5,217,667
Issuance of perpetual capital security
7,984,270
Dividend to holders of perpetual capital security
178,664
Distribution paid to holders of perpetual capital security
(262,501)
Redemption of perpetual capital security
(5,000,000)
At 31 December 2021
8,118,100
Foreign invested
shares H shares
1,952,016,000
(52,016,000)
1,900,000,000

1,900,000,000
RMB’000
1,952,016
(52,016)
1,900,000

1,900,000
Perpetual capital
securities issued
by a subsidiary
RMB’000
3,417,351
56,656
(56,656)
(3,417,351)





Total
4,912,016,000
(52,016,000)
4,860,000,000
14,184,000
4,874,184,000
RMB’000
4,912,016
(52,016)
4,860,000
14,184
4,874,184
Total
RMB’000
13,728,962
547,698
(641,642)
(8,417,351)
5,217,667
7,984,270
178,664
(262,501)
(5,000,000)
8,118,100

12

I. MANAGEMENT DISCUSSION AND ANALYSIS

In 2021, the Group proactively seized the opportunities brought by the national policy of Carbon Peaking & Carbon Neutrality and adjusted development strategy with global vision and open mind, under which, the Group has given full play to the synergistic and complementary advantages of different regions and diversified industries, continuously optimized its industrial structure and regional layout, accelerated the transformation of its development mode, expanded its development horizon, and comprehensively improved its core competitiveness, value generating and sustainable development ability. Great efforts were made to promote intelligent and high-efficient transformation of coal industry: 31 intelligent coal mining workfaces were built, 5 demonstration intelligent coal mines of national standard, all coal mines with rock burst in Headquarter base realized intelligent mining. In Shaanxi-Inner Mongolia base, Yingpanhao Coal Mine obtained mining license, Shilawusu Coal Mine was put into production according to laws, realized transformation of resources advantages into economic advantages, with sound growing growth momentum. In Australia base, the cost-effective production of major coal mines were fully put into operation, operation quality and economic benefits were greatly improved. In term of chemical industry, the Group accelerated extending industrial chains to high-end value ones. Future Energy’s 100,000 tons/year high-end fischer-tropsch synthetic products filled the domestic gap in the field of high-end special wax manufacturing; Lunan Chemical became the “chain master” enterprise of Shandong Province coal-based fine chemicals industry chain, and the 300,000 tons/year caprolactam project was completed construction and put into operation. Great achievements were made in technological innovation: A total of RMB1,140 million was invested in R&D, increased by 123.5 % as compared with that of the previous year; 40 scientific awards of national level and provincial level were granted. A digital transformation and development mode of “Industrial Internet and Intelligent Mine” was established, digital operation and control system was promoted and applied, core business realized whole process connected and data sharing. The first block for comprehensive land subsidence rehabilitation, featuring ecological harmony of “fishing, farming, schooling”, was completed and set a nationwide model for ecological restoration.

13

(I) Business Overview

Increase/
Increase/ Decrease
Unit 2021 2020 Decrease (%)
1. Coal Business
Salable coal production volume kiloton 105,025 104,041 984 0.95
Salable coal sales volume kiloton 105,645 136,249 -30,604 -22.46
2. Coal Chemicals Business
Chemical products production
volume kiloton 5,794 2,090 3,704 177.16
Chemical products sales volume kiloton 5,246 2,095 3,150 150.36
3. Power Generation Business
Power generation 10,000KWh 726,760 286,793 439,967 153.41
Electricity sold 10,000KWh 575,555 188,372 387,183 205.54

Notes:

  • ① There were significant differences between production volumes and sales volumes of power generation business products in the above table, which was mainly due to the fact that related products of the Group are sold externally after satisfying its internal operating demand.

  • ② The data in above table and the data for the reporting period and the comparative periods are all rounded off, but the increase and decrease percentages are calculated according to the original data before rounding.

14

(II) Operation by Business Segment

1. Coal business

(1) Coal production

In 2021, the Group produced 105.03 million tons of salable coal, representing an increase of 0.98 million tons or 0.9% as compared with that of the previous year.

The following table sets out the salable coal production of the Group for the year 2021:

Items
1. The Company
2. Heze Neng Hua
3. Shanxi Neng Hua
4. Future Energy①
5. Ordos Neng Hua
6. Haosheng Company②
7. Inner Mongolia Mining③
8. Yancoal Australia
9. Yancoal International
Total
2021
26,788
2,533
1,300
17,112
11,511
3,188
832
36,699
5,063
105,025
2020
30,659
3,282
1,612
1,532
15,821
8,241

37,776
5,118
104,041
Unit: Kiloton
Increase/
Decrease
Increase/
Decrease
(%)
-3,872
-12.63
-749
-22.81
-312
-19.36
15,579
1,016.70
-4,310
-27.24
-5,053
-61.32


-1,077
-2.85
-55
-1.08
984
0.95
Unit: Kiloton
Increase/
Decrease
Increase/
Decrease
(%)
-3,872
-12.63
-749
-22.81
-312
-19.36
15,579
1,016.70
-4,310
-27.24
-5,053
-61.32


-1,077
-2.85
-55
-1.08
984
0.95
0.95

Notes:

  • ① The production of salable coal by Future Energy increased as compared with that of the previous year, which is mainly because the Group consolidated the financial statements of Future Energy in December 2020, and its saleable coal production was consolidated to the Group accordingly.

  • ② The production of saleable coal of Haosheng Company decreased as compared with that of the previous year, which is mainly because the production decreased due to the constraints of safety and environment protection policies.

  • ③ During the reporting period, Inner Mongolia Mining purchased 57.75% equity interests of Yingpanhao Coal Mine held by Ordos Neng Hua, for which reason, the operating data of Yingpanhao Coal Mine for the year 2021 was recorded under Inner Mongolia Mining.

15

(2) Coal prices and marketing

In 2021, the Group sold a total of 105.64 million tons of coal, representing a decrease of 30.06 million tons or 22.5% as compared with that of the previous year, which was attributed to ① the self-produced coal decreased as compared with that of the previous year; ② the sales volume of traded coal decreased as compared with that of the previous year.

In 2021, the Group realized sales income of coal business of RMB83.797 billion, representing an increase of RMB18.377 billion or 28.1% as compared with that of the previous year, which was mainly attributed to the rise of saleable coal price.

The following table sets out the Group’s coal production and sales by coal types for the year 2021:

2021 2020
Production Sales Sales Sales Production Sales Sales Sales
Volume Volume Price Income Volume Volume Price Income
(kiloton) (kiloton) **(RMB/ton) ** (RMB’ 000,000) (kiloton) (kiloton) (RMB/ton) (RMB’ 000,000)
1. The Company 26,788 23,045 864.79 19,929 30,659 31,223 524.64 16,381
No.1 clean coal 754 712 1,162.64 828 739 783 753.07 589
No.2 clean coal 7,907 7,369 1,221.44 9,001 8,813 9,119 705.87 6,437
No.3 clean coal 4,254 3,479 1,072.46 3,731 3,221 3,327 559.12 1,860
Lump coal 10 8 771.65 7 2,025 2,161 602.71 1,303
Sub-total of clean coal 12,926 11,569 1,172.68 13,567 14,798 15,390 662.06 10,189
Screened raw coal 13,862 11,476 554.39 6,362 15,861 15,832 391.07 6,192
2. Heze Neng Hua 2,533 2,026 1,536.75 3,113 3,282 3,093 869.76 2,690
No.2 Clean Coal 2,230 2,026 1,536.75 3,113 2,557 2,638 953.87 2,517
Screened raw coal 303 725 455 381.91 174
3. Shanxi Neng Hua 1,300 1,265 467.22 591 1,612 1,661 282.31 469
Screened raw coal 1,300 1,265 467.22 591 1,612 1,661 282.31 469
4. Future Energy 17,112 12,412 700.77 8,698 1,532 1,312 428.51 562
No.3 Clean Coal 2,110 2,079 722.03 1,501 194 184 442.45 81
Lump coal 4,124 3,946 709.06 2,798 329 321 454.15 146
Screened raw coal 10,877 6,387 688.73 4,399 1,010 807 415.12 335
5. Ordos Neng Hua 11,511 8,530 537.06 4,581 15,821 13,131 259.78 3,411
Screened raw coal 11,511 8,530 537.06 4,581 15,821 13,131 259.78 3,411
6. Haosheng Company 3,188 3,338 627.03 2,093 8,241 8,124 298.16 2,422
Screened raw coal 3,188 3,338 627.03 2,093 8,241 8,124 298.16 2,422
7. Inner Mongolia Mining 832 846 491.04 416
Screened raw coal 832 846 491.04 416

16

2021 2020
Production Sales Sales Sales Production Sales Sales Sales
Volume Volume Price Income Volume Volume Price Income
(kiloton) (kiloton) **(RMB/ton) ** (RMB’ 000,000) (kiloton) (kiloton) (RMB/ton) (RMB’ 000,000)
8. Yancoal Australia 36,699 37,455 674.44 25,261 37,776 37,275 413.70 15,420
Semi-hard coking coal 236 241 1,194.73 287 207 205 683.65 140
Semi-soft coking coal 2,784 2,841 812.00 2,307 1,632 1,610 615.19 990
PCI coal 2,641 2,696 903.94 2,437 2,334 2,303 613.38 1,413
Thermal coal 31,038 31,678 638.62 20,230 33,603 33,157 388.38 12,877
9. Yancoal International 5,063 4,915 524.47 2,578 5,118 5,253 353.32 1,856
Thermal coal 5,063 4,915 524.47 2,578 5,118 5,253 353.32 1,856
10. Traded coal 11,813 1,399.91 16,537 35,177 631.32 22,208
Total for the Group 105,025 105,645 793.19 83,797 104,041 136,249 480.15 65,420

Factors affecting the changes in sales income of coal business are analyzed in the following table:

Impact of Impact of
Changes on Changes on
Coal Sales the Sales
Volume Price of Coal
(RMB’000,000) (RMB’000,000)
The Company -4,291 7,839
Heze Neng Hua -928 1,351
Shanxi Neng Hua -112 234
Future Energy 4,756 3,379
Ordos Neng Hua -1,195 2,365
Haosheng Company -1,427 1,098
Inner Mongolia Mining 416
Yancoal Australia 75 9,766
Yancoal International -119 841
Traded Coal -14,750 9,080

The Group’s coal products are mainly sold in markets such as China, Japan, South Korea, Singapore, Australia, etc.

17

The following table sets out the Group’s coal sales by geographical regions for the year 2021:

2021 2021 2020 2020
Sales volume Sales income Sales volume Sales income
**(Kiloton) ** (RMB million) (Kiloton) (RMB million)
1. China 68,684 60,465 101,291 50,774
East China 39,168 38,155 46,957 28,432
South China 2,796 2,034 16,031 6,541
North China 15,164 11,595 22,133 9,448
Northwest China 7,425 4,245 9,941 3,255
Other regions 4,131 4,436 6,229 3,098
2. Japan 9,867 8,390 8,485 4,041
3. South Korea 4,445 3,163 4,318 2,045
4. Singapore 7,202 2,931 8,923 2,825
5. Australia 7,192 4,050 7,636 2,882
6. Others 8,254 4,798 5,596 2,853
7. Total for the Group 105,645 83,797 136,249 65,420

Most of the Group’s coal products were sold to industries such as power generation, metallurgy, chemical industries, trade business, etc.

The following table sets out the Group’s coal sales by consuming industries for the year 2021:

2021 2021 2020
Sales Volume Sales Income Sales Volume Sales Income
**(kiloton) ** (RMB’000,000) (kiloton) (RMB’000,000)
1. Power generation 52,771 32,405 50,608 19,810
2. Metallurgy 8,909 9,469 6,899 5,694
3. Chemical 12,988 11,830 13,645 7,702
4. Trade business 28,400 27,959 62,110 30,848
5. Others 2,577 2,135 2,986 1,365
6. Total for the Group 105,645 83,797 136,249 65,420

18

(3) The Cost of Coal Sales

In 2021, the Group’s cost of coal sales amounted to RMB47.101 billion, representing a decrease of RMB1.044 billion or 2.2% as compared with that of the previous year.

The following table sets out the cost of coal sales by business entities:

Increase/ Increase/
Unit 2021 2020 Decrease Decrease (%)
The Company Total cost of sales RMB million 9,070 9,026 45 0.49
Cost of sales per ton RMB/ton 375.39 287.15 88.24 30.73
Heze Neng Hua Total cost of sales RMB million 1,366 1,519 -153 -10.08
Cost of sales per ton RMB/ton 600.76 451.28 149.47 33.12
Shanxi Neng Hua Total cost of sales RMB million 467 398 69 17.25
Cost of sales per ton RMB/ton 369.04 239.66 129.39 53.99
Future Energy Total cost of sales RMB million 4,046 251 3,794 1,510.16
Cost of sales per ton RMB/ton 268.29 188.28 80.01 42.49
Ordos Neng Hua Total cost of sales RMB million 2,419 2,004 415 20.72
Cost of sales per ton RMB/ton 283.59 151.51 132.08 87.18
Haosheng Company Total cost of sales RMB million 2,175 1,527 648 42.46
Cost of sales per ton RMB/ton 651.56 187.94 463.62 246.69
Inner Mongolia Mining Total cost of sales RMB million 641 641
Cost of sales per ton RMB/ton 757.13 757.13
Yancoal Australia Total cost of sales RMB million 12,451 10,845 1,606 14.81
Cost of sales per ton RMB/ton 332.43 290.96 41.47 14.25
Yancoal International Total cost of sales RMB million 1,557 1,350 207 15.33
Cost of sales per ton RMB/ton 312.64 257.03 55.61 21.63
Traded coal Total cost of sales RMB million 15,704 21,474 -5,770 -26.87
Cost of sales per ton RMB/ton 1,329.38 610.46 718.91 117.77

In 2021, the sales cost of self-produced coal of each operating entity generally increased year-on-year, which is due to the following facts: (1) the impact of geological environment and the growing stringent safety supervision and environmental protection policies, the domestic production of coal decreased year-on-year, causing an increase in the cost of sales of coal per ton; (2) In pursuant to the new requirements of the local governments and the reasonable estimation of relocation costs according to the realities, the Group raised the provision standard for subsidence expenses of some mines during the reporting period; (3) the investment for mine intelligentization increased over the previous year.

19

2. Coal chemicals business

The following table sets out the Group’s coal chemicals business for 2021:

1. Lunan Chemicals①
Of which: Acetic
acid
Ethyl acetate
2. Future Energy
Of which: crude
liquid wax
3. Yulin Neng Hua②
Of which:
Methanol
4. Ordos Neng Hua③
Of which:
Methanol
Ethylene glycol
5. Fine Chemicals
Total
Production
Volume
(kiloton)
2,078
1,092
401
907
448
780
780
2,015
1,723
292
14
5,794
2021
Sales
Volume
Sales
Income
Cost of
Sales
(kiloton) (RMB’000,000) (RMB’000,000)
1,716
11,686
7,257
757
4,275
1,982
402
3,086
2,395
881
3,901
3,253
445
2,177
1,664
727
1,449
1,346
727
1,449
1,346
1,908
4,338
3,014
1,612
3,106
2,202
295
1,231
811
14
29
15
5,246
21,402
14,885
Production
Volume
(kiloton)
184
94
34
83
38
741
741
1,082
1,082

1
2,090
2020
Sales
Volume
Sales
Income
Cost of
Sales
(kiloton) (RMB’000,000) (RMB’000,000)
143
697
433
60
221
104
34
216
173
87
301
193
46
170
102
766
1,003
863
766
1,003
863
1,098
1,430
1,195
1,098
1,430
1,195



1
2
1
2,095
3,433
2,686

Notes:

  • ① The production volume, sales volume, sales income and sales cost of the chemical products of Lunan Chemicals, Future Energy and Fine Chemicals increased as compared with that of the previous year, which was mainly due to the facts that the Group consolidated their financial statements in December 2020, and all their chemical business were merged into the Group; The prices of main products and raw materials rose.

  • ② The sales income and sales cost of the chemical products of Yulin Neng Hua increased as compared with that of the previous year, which was mainly due to the facts that the prices of main products and raw materials rose.

  • ③ The production volume, sales volume, sales income and sales cost of the chemical products of Ordos Neng Hua increased as compared with that of the previous year, which was mainly due to the facts that the phase II coal chemical project was completed and put into operation in early 2021, which contributed to the increase of methanol and ethylene glycol production; The prices of main products and raw materials rose.

20

3. Power Generation Business

The following table sets out the operation of the Group’s power business for the year 2021:

2021 2020
Power Power Sales Sales Power Power Sales Sales
Generation Sold Income Cost Generation Sold Income Cost
**(10,000KWh) ** ((10,000KWh) (RMB million) (RMB million) (10,000KWh) ((10,000KWh) (RMB million) (RMB million)
1. Hua Ju Energy① 75,673 25,056 105 111
2. Jining No.3 Power
Plant② 140,134 122,507 436 352 14,717 14,717 37 37
3. Heze Neng Hua 152,330 133,476 479 454 155,308 137,145 478 372
4. Lunan Chemicals 23,209 9,835 54 47 1,930 1,097 5 5
5. Yulin Neng Hua③ 33,448 15,540 38 38 28,429 6,694 15 6
6. Future Energy 105,527 41,924 121 144 10,735 3,663 11 13
7. Inner Mongolia
Mining④ 272,112 252,273 806 907
Total for the Group 726,760 575,555 1,934 1,942 286,793 188,372 651 544

Notes:

  • ① Due to closure of power plant, the power generation, sales volume of power, sales income and sales cost of Hua Ju Energy for 2021 all stand at 0.

  • ② For Jining No.3 Power Plant, Lunan Chemicals and Future Energy, their power generation, electricity sales, sales revenue and cost of sales increased year-on-year, for a reason that the Group consolidated its financial statements in December 2020, and its power business was incorporated into the Group.

  • ③ The sales volume, sales income and cost of power generated by Yulin Neng Hua increased significantly, which is mainly due to the increase in external sales volume of power as compared with that of the previous year.

  • ④ The Group increased its invested capital into Inner Mongolia Mining in 2020 and acquired 51% of its equity. Therefore, the relevant operating data of the Inner Mongolia mining power business was consolidated during the reporting period.

21

(III) Analysis of Main Business

1. Analysis of changes in related items in the income statement

Unit: RMB million Unit: RMB million
Items 2021 2020 %
Sales income 108,616 69,123 57.13
Cost of sales 65,313 51,171 27.64
Selling, general and administrative
expenses 15,115 8,433 79.24
Other business income 2,720 10,302 -73.59
Financing cost 5,319 2,867 85.53
Income tax and fees 5,470 1,815 201.35

Reasons for changes in sales income: ① The sales income of coal business increased by RMB18.377 billion year-on-year; ② The sales income of coal chemical business increased by RMB17.969 billion year-on-year.

Reasons for changes in cost of sales: The sales cost of coal chemical business increased by RMB12.240 billion year-on-year.

Reasons for changes in selling, general and administrative expenses:

①During the reporting period, asset impairment losses increased by RMB623 million yearon-year; ② the royalties of mining rights increased by RMB1.119 billion year-on-year; and ③ R&D expenses increased by MB600 million; ④ interest expenses increased by RMB2.062 billion year-on-year.

22

Reasons for changes in other business income: ① During the same period of last year, the Group obtained the control right of the Moolarben Coal Joint Venture through the acquisition of its 10% equity, which was recognized in other business income of RMB3.233 billion at fair value at one time; ② During the same period last year, the Group acquired 49.315% of equity of Future Energy and its control right, which was recognized in other business income of RMB1.664 billion at fair value at one time; ③ During the same period last year, the Group increased its invested capital into Inner Mongolia Mining and acquired its 51% equity interest, which was the recognized in profit from acquisition of RMB835 million at fair value at one time. In 2021, no such kind of business occurred.

Reasons for changes in financing cost: interest expenses increased year-on-year.

Reasons for changes in income tax and fees: the income tax and fees of the Group increased year-on-year.

2. Main business by industries, products, regions and sales models

Unit: RMB million

Main business by Industries Main business by Industries Main business by Industries
Increase/ Increase/
Decrease in Decrease in
sales income sales cost as
as compared compared with Increase/Decrease
with that of that of the in gross profit as
Sales Sales Gross the previous previous year compared with that
By industries income cost Profit (%) year (%) (%) of the previous year
1. Coal business 83,797 47,101 43.79 28.09 -2.17 Increased by 17.38
percentage points
Of which: self-produced coal 67,259 31,396 53.32 55.65 17.72 Increased by 15.04
percentage points
Traded coal 16,537 15,704 5.04 -25.53 -26.87 Increased by 1.73
percentage points
2. Coal chemicals business 21,402 14,885 30.45 523.42 454.24 Increased by 8.68
percentage points
3. Power generation business 1,934 1,942 -0.40 197.33 257.00 Decreased by 16.78
percentage points
4. Other businesses 1,483 1,386 6.54 139.28 215.37 Decreased by 22.55
percentage points

23

Main business by products

By products
1. Coal
Of which: self-produced coal
Traded coal
2. Coal chemicals
3. Power
4. Other
By regions
Domestic
Overseas
Sales
income
83,797
67,259
16,537
21,402
1,934
1,483
Sales
income
79,998
28,618
Sales
cost
47,101
31,396
15,704
14,885
1,942
1,386
Sales
cost
50,526
14,787
Gross
Profit (%)
Increase/
Decrease in
sales income
as compared
with that of
the previous
year (%)

43.79
28.09
53.32
55.65
5.04
-25.53
30.45
523.42
-0.40
197.33
6.54
139.28
Main business by regions
Gross
Profit (%)
Increase/
Decrease in
sales income
as compared
with that of
the previous
year (%)

36.84
56.83
48.33
49.72
Increase/
Decrease in
sales cost as
compared with
that of the
previous year
(%)
Increase/Decrease
in gross profit as
compared with that
of the previous year
-2.17
Increased by 17.38
percentage points
17.72
Increased by 15.04
percentage points
-26.87
Increased by 1.73
percentage points
454.24
Increased by 8.68
percentage points
257.00
Decreased by 16.78
percentage points
215.37
Decreased by 22.55
percentage points
Increase/
Decrease in
sales cost as
compared with
that of the
previous year
(%)
Increase/Decrease
in gross profit as
compared with that
of the previous year
33.73
Increased by 10.91
percentage points
5.38
Increased by 21.74
percentage points

24

Main business by sales models

Increase/ Increase/
Decrease in Decrease in
sales income sales cost as
as compared compared with Increase/Decrease
with that of that of the in gross profit as
Sales Sales Gross the previous previous year compared with that
By sales models income cost Profit (%) year (%) (%) of the previous year
Direct sales 108,616 65,313 39.87 54.89 26.05 Increased by 13.76
percentage points

3. Source and use of funds

In 2021, the Group’s funds were mainly from operating cash income, issuance of bonds and bank loans. Funds are mainly used for operating business expenses, purchasing properties, machinery and equipment, dividends payment to Shareholders, bank loans repayment, and payment for the acquisition of assets and equity.

In 2021, the Group’s capital expenditure on properties, machinery and equipment was RMB14.285 billion.

(IV) Analysis on Assets and Liabilities

1. Assets and liabilities

Unit: RMB million

Percentage Percentage Percentage
Closing to the total Closing to the total of increase/
amount as at assets as at amount as at assets as at decrease
31 December 31 December 31 December 31 December in closing
Items 2021 2021 2020 2020 amount Notes
Bank deposit and cash 40,045 13.26 17,116 6.27 133.95 Cash inflow from operating and
financing activities increased the
bank deposit and cash balance.
Bills and accounts receivable 13,602 4.50 7,291 2.67 86.55 Due to the rise in coal prices, bills
and accounts receivable during
the settlement period increased as
compared with that of the beginning
of 2021.

25

Percentage Percentage Percentage
Closing to the total Closing to the total of increase/
amount as at assets as at amount as at assets as at decrease
31 December 31 December 31 December 31 December in closing
Items 2021 2021 2020 2020 amount Notes
Construction in progress 11,911 3.94 20,636 7.56 -42.28 ①Ordos Neng Hua’s Phase II coal
chemicals project was completed
so the construction in progress was
recognized in property, machinery
and equipment, causing a decrease
in the construction in progress by
RMB5.818 billion as compared with
that of the beginning of 2021;
②Yulin Neng Hua’s coal chemicals
project phase II was completed and
recognized in property, machinery
and equipment instead of the
construction in progress, causing
a decrease in the construction in
progress by RMB3.038 billion as
compared with that of the beginning
of 2021.
Prepayments and intangible 12,149 4.02 20,666 7.57 -41.21 Yingpanhao Coal Mine of Inner
assets for property, Mongolia Mining obtained mining
machinery and equipment license in 2021, and the relevant
prepayments of mining are
transferred to intangible assets
accounting.
Long-term receivables due 6,343 2.10 4,720 1.73 34.38 The loans issued by Yankuang
over one year Finance Company increased as
compared with that of the beginning
of 2021.

26

Percentage Percentage Percentage
Closing to the total Closing to the total of increase/
amount as at assets as at amount as at assets as at decrease
31 December 31 December 31 December 31 December in closing
Items 2021 2021 2020 2020 amount Notes
Contract liabilities 4,983 1.65 3,177 1.16 56.86 ①Contract liabilities of the Company
increased by RMB786 million
compared with that of the beginning
of 2021;②Contract liabilities
of Ordos Neng Hua increased by
RMB233 million compared with
that of the beginning of 2021;
③Contract liabilities of Shandong
Zhongyin International Trade Co.,
Ltd. increased by RMB232 million
compared with that of the beginning
of 2021;④Contract liabilities of
Future Energy increased by RMB259
million compared with that of the
beginning of 2021;⑤Contract
liabilities of Lunan Chemicals
increased by RMB335 million
compared with the beginning of
2021.
Borrowings due over one year 78,195 25.90 60,881 22.30 28.44 The borrowings due over one year
of Zhongyin Financial Leasing Co.,
Ltd. increased by RMB1.9 billion as
compared with that of the beginning
of year 2021.
Holder of perpetual capital 8,118 2.69 5,218 1.91 55.59 The company issued new perpetual
securities bonds during the reporting period,
and the balance of perpetual bonds
increased by RMB3 billion compared
with that of the beginning of 2021.

2. Debt to equity ratio

As at 31 December 2021, the equity attributable to the shareholders of the parent company was RMB68.658 billion and the interest-bearing liabilities amounted 130.4 billion, representing a debt-to-equity ratio of 150.60%.

27

II. OUTLOOK OF YEAR 2022

Looking into 2022, despite external instabilities and uncertainties, the fundamentals of Chinese economy remain unchanged and will sustain long-term growth. In 2022, the Group will focus on high-quality development, take innovation as the fundamental driving force, lead industrial development, and promote the implementation of strategic plans. In 2022, the Group plans to sell 100 million tons of self-produced coal as well as 4.92 million tons of coal chemicals.

The Group will take the following steps to reach annual operating goals.

I. Accelerate the implementation of strategic planning. The sub-plans for “five pillar industries” should be formulated so as to ensure the Company’s strategic planning can be put into implementation. Mining industry: the Company will move faster to build “four-type” mines that are safe, green, intelligent and efficient and additionally construct 5 demonstration intelligent mines of national standard; further optimize systems and equipment, and reduce deep-depth mining, development headings, workfaces and front-workers, while putting more of the existing resources to good use. The Company will also seek opportunities to acquire prime mineral resources with good development prospects and low investment costs, as part of the ongoing efforts to expand resources and capital reserves. The Company will push forward the sound operating results of the Headquarter base, Shaanxi and Inner Mongolia base and Australia base, to maximize the synergy effect at home and abroad. High-end chemical and new materials industry: benchmarking against the corresponding industry pacesetter companies, the Company plans to improve production processes, optimize product mix and cut back production costs. By relying on the National Engineering and Research Center of Large-scale Coal Gasification and Coal-based New Materials of Lunan Chemicals, the Company is determined to strengthen collaboration with universities and research institutions in expectation of more breakthroughs in key technology R&D featuring clean and efficient utilization of coal as well as technology commercialization. New energy industry: the Company will seize opportunities, take the holistic vision to facilitate capital operation, carry out M&A when needed, and increase the proportion of the new energy segment. High-end equipment manufacturing industry: the Company will focus on main products of high-end equipment and expand market share in the brand name of “Yankuang”; accelerate the construction of Luxi Smart Manufacturing Park, strengthen joint ventures and cooperation on strategic projects to achieve complementary advantages, resource sharing and interconnected development. Smart logistics industry: the Company will expedite internal resources integration and establish efficient and synergistic modern logistics system, by means of joint ventures or cooperation with leading enterprises.

28

II. Strengthen the support and guarantee of operation control. Starting from the initiatives of “two increases, three reductions and three improvements (Increase product output and the number of projects with up-to-standard output and efficiency; reduce debt-to-assets ratio, costs and the number of loss-making enterprises; improve enterprise profitability, labor productivity of all employees, and investment in sci-tech research and development)”, the Group will comprehensively enhance corporate value and lean management control ability. To increase product output and the number of projects with up-to-standard output and efficiency, the Company will speed up all approving procedures for Yingpanhao, Jinjitan, and Shilawusu coal mines, etc., so as to release advanced production capacity, intensify efforts in mine backfilling, adopt “one plant one preparation solution” when working out coal preparation technology retrofitting proposal, to ensure that every single project can achieve up-to-standard output and efficiency. To reduce the debt-to-assets ratio, costs, and decrease appropriation of funds: the Company will optimize investment portfolio, industrial positioning and business models, expand financing channels and instruments and decrease the debtto-asset ratio. Meanwhile, the Company will further implement centralized procurement of materials and reduce the occupation of stocks funds so as to realize continuous reduction of costs. To improve enterprise profitability, labor productivity of all employees, and investment in sci-tech R&D, the Company decides to optimize production organization, perfect sales and marketing mode, and fully energize the profitability of backbone coal mines and pillar subsidiaries. The Company will do more to form a well-conceived action plan to downsize staff and increase efficiency. Strengthen the driving power of sci-tech innovation in development, the Company plans to increase R&D investment by more than 10% over the previous year.

III. Enhance sustainability in an all-round way. The Company will further standardize corporate governance as a listed company, improve the quality of information disclosure, and build a standard, efficient and transparent corporate governance system. The Company is working hard to formulate action plan in line with the Carbon Peaking and Carbon Neutrality. The Company will also focus on key issues such as clean and efficient utilization of coal, subsidence areas restoration, and pollution prevention and control, in addition to low-carbon technology research, model innovation, and whole-chain green production and recycling.

29

III. IMPORTANT EVENTS

1. Corporate Governance

The Group has set up a relatively regulated and robust corporate governance system and has abided by the corporate governance principles of transparency, accountability and protection of the rights and interests of all Shareholders.

The Board believes that good corporate governance is important to the operation and development of the Group. The Group, has established reporting mechanism to all Directors so as to ensure Directors are all informed of its business, and believed that the regular Board meetings held are efficient communication ways for non-executive Directors to make full and open discussion on the Group’s business. The Board regularly reviews corporate governance practices to ensure the Company’s operation is in compliance with the laws, regulations and Supervisory rules of the places where the Company is listed, and consistently endeavors to implement a high standard of corporate governance.

The corporate governance rules implemented by the Group include, but not limited to the followings: the Articles of Association, the Rules of Procedures for Shareholders’ General Meeting, the Rules of Procedures for the Board, the Rules of Procedures for Supervisory Committee, the Detailed Work Policy of the General Manager, the Work Policy of the Independent Directors, the Rules for Disclosure of Information, the Rules for the Approval and the Disclosure of Connected Transactions of the Company, the Rules for the Management of Relationships with Investors, the Management System of Securities Held and Transacted by Directors, Supervisors, Senior Management and Insiders, the Rules for Monitoring and Assessment of the Implementation of the Resolutions of the Board, the Rules for Report by Directors and Supervisors Dispatched by the Company, the Rules for Management of Employees Stationed at Subsidiaries, the Standard of Conduct and Professional Ethics for Senior Employees, the Measures on the Establishment of Internal Control System and the Measures on Overall Risk Management. For the year ended 31 December 2021 and as of the disclosure date of this annual report, the corporate governance rules and practices of the Group are compliant with the principles and the code provisions set out in the Corporate Governance Code (the “Code”) contained in the Hong Kong Listing Rules. The Group’s corporate governance performance also meets the requirements of the Code.

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The following are the major aspects of the corporate governance practice adopted by the Group that are more stringent than the Code in practice:

  • To actively carry forward the development of the special committees to the Board. Besides the requirement to establish the Audit Committee to the Board (the “Audit Committee”), the Remuneration Committee to the Board (the “Remuneration Committee”), the Nomination Committee to the Board (the “Nomination Committee”), the Strategy and Development Committee to the Board (the “Strategy and Development Committee”) as set out in the Code, the Company also established Sustainable Development Committee to the Board (the “Sustainable Development Committee”). All these committees were entrusted with detailed responsibilities;

  • To formulate more stringent provisions in the Management System of Securities Held and Transacted by Directors, Supervisors, Senior Management and Insiders, the Standard of Conduct and Professional Ethics of the Senior Employees than those of the Model Code for Securities Transactions by Directors of Listed Issuers (the “Model Code”);

  • To establish an internal control system in accordance with the Guidance on Corporate Selfsupervision No. 1 – Standard Operation issued by the Shanghai Stock Exchange, General Rules on Internal Control jointly issued by five ministries including the Chinese Ministry of Finance and the provisions under the Code. The standards of the internal control system are more detailed than those of the Code;

  • To announce the evaluation conclusions of the Board and auditors in relation to the effectiveness of internal control of the Company for the year 2021.

2. Repurchase, Sold or Redemption of Listed Securties of the Company

During the reporting period, the Company or any of its subsidiaries did not repurchase, sell or redeem the Company’s listed securities.

3. Pledge of Assets

As of 31 December 2021, the Group’s total borrowings amounted to RMB103.40 billion, of which RMB29.702 billion was subject to asset mortgages, accounting for 28.73% of the total borrowings.

4. Contingent Liabilities

As of 31 December 2021, the Group’s contingent liabilities arising from the provision of guarantees amounted to RMB4.043 billion, an increase of RMB14 million from the beginning of the year.

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5. Dividend

The cash dividend policy stipulated in the Articles is: “When the Company distributes the aftertax profit of the relevant accounting year, it uses two kinds of financial statements (financial statements prepared in accordance with Chinese Accounting Standards, and financial statements prepared in accordance with international or overseas listing accounting standards). The lower after-tax profit shall prevail. The Company can use cash, stocks or a combination of cash and stocks to distribute profits. When cash dividend conditions are met, cash dividends take precedence over stock dividends.When the Company distributes the profit after tax for the current year, it shall withdraw 10% of the profit and include it in the Company’s statutory reserve fund. If the accumulated amount of the Company’s statutory reserve fund is more than 50% of the Company’s registered capital, it may no longer be withdrawn. The Company distributes the final dividend once a year, and the general meeting of shareholders approves the Board of Directors to distribute the final dividend through ordinary resolutions; after review and approval by the Board of Directors and the general meeting of shareholders, the Company may distribute interim cash dividends. The accounting period for the Company to distribute cash dividends shall be no less than six months. Under the premise of ensuring the Company’s sustainable development, the Company’s profit for the current year and the accumulated undistributed profit being positive, except for major investment plans or significant cash needs, the Company’s total cash dividends distributed in the accounting year should be deducted from the Company’s current year, which is approximately 35% of the net profit after statutory reserves. When the Company is operating well, and the Board of Directors believes that the Company’s stock price does not match the Company’s share capital, and the distribution of stock dividends is beneficial to the overall interests of all shareholders of the Company and other necessary situations, it can use the form of stocks for profit distribution.”

As reviewed and approved by the Company’s second extraordinary general meeting of shareholders in 2020 held on 9 December 2020, the Company’s 2020-2024 cash dividend ratio is determined as: the total cash dividend distributed by the Company in each fiscal year should account for 50% of the Company’s net profit after the annual deduction of statutory reserves, and the cash dividend per share is not less than RMB0.50.

The Board proposed to distribute a total cash dividend of RMB2.0 per share (tax inclusive), comprised of the 2021 cash dividend of RMB1.60 per share and the special cash dividend of RMB0.40 per share (tax inclusive) to shareholders based on the total share capital on the record date of dividend distribution. This distribution plan will be submitted to the 2021 annual general meeting for consideration and the dividends will be distributed in this way to the Company’s shareholders within two months if the annual general meeting approves it. According to the Articles of Association, cash dividend will be calculated and declared in RMB.

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DEFINITIONS

Definitions of commonly used terms

“Yankuang Energy”, means “Company” or “the Company”

Yankuang Energy Group Company Limited (former “Yanzhou Coal Mining Company Limited”, registered a change of name as “Yankuang Energy Group Company Limited” in December 2021), a joint stock limited company incorporated under the laws of the PRC in 1997 and the H Shares and A Shares of which are listed on the Hong Kong Stock Exchange and the Shanghai Stock Exchange, respectively;

“Group” or “the Group” means The Company and its subsidiaries; “Heze Neng Hua” means Yanmei Heze Neng Hua Company Limited, a company with limited liability incorporated under the laws of the PRC in 2004 and a 98.33% owned subsidiary of the Company as at the end of the reporting period, which is mainly engaged in the development and operation of coal resources and electric power business in Juye coalfield Heze City Shandong Province;

“Yulin Neng Hua” means Yanzhou Coal Yulin Neng Hua Company Limited, a company with limited liability incorporated under the laws of the PRC in 2004 and a wholly-owned subsidiary of the Company, which is mainly engaged in the production and operation of coal chemical projects in Shaanxi Province;

“Shanxi Neng Hua” means Yanzhou Coal Shanxi Neng Hua Company Limited, a company with limited liability incorporated under the laws of the PRC in 2002 and a wholly-owned subsidiary of the Company, which is mainly engaged in the management of projects invested in Shanxi Province by the Company;

“Ordos Neng Hua” means Yanzhou Coal Ordos Neng Hua Company Limited, a company with limited liability incorporated under the laws of the PRC in 2009 and a wholly-owned subsidiary of the Company, which is mainly engaged in the development and operation of coal resources and coal chemical projects of the Company in the Inner Mongolia Autonomous Region;

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“Haosheng Company” means Inner Mongolia Haosheng Coal Mining Company Limited, a
company with limited liability incorporated under the laws
of the PRC in 2010 and a 59.38% owned subsidiary of the
Company as at the end of the reporting period, which is mainly
engaged in the production and operation of Shilawusu coal
mine in Ordos, Inner Mongolia Autonomous Region;
“Inner Mongolia Mining” means Inner Mongolia Mining (Group) Co., Ltd., a company with
limited liability incorporated under the laws of the PRC in
2013 and a 51% owned subsidiary of the Company as at the
end of the reporting period, which is mainly engaged in the
investment and management of mineral resources, coal mining
and preparation, mineral products sales, import and export
trade and other businesses;
“Future Energy” means Future Energy Chemicals Co. Ltd., a company with limited
liability incorporated under the laws of the PRC in September
2011 and a 73.97% owned subsidiary of the Company as at the
end of the reporting period, which is mainly engaged in the R
& D, production and sales of industrial products, coal mining
and sales, etc.
“Lunan Chemicals” means Yankuang Lunan Chemicals Co., Ltd., a company with limited
liability incorporated under the laws of the PRC in 2007 and
a wholly-owned subsidiary of the Company, which is mainly
engaged in the development, production and sales of chemical
products, etc.;
“Yankuang Finance means Yankuang Group Finance Co., Ltd., a company with limited
Company” liability incorporated under the laws of the PRC in September
2010 and a 95% owned subsidiary of the Company as at the
end of the reporting period;
“Yancoal Australia” means Yancoal Australia Limited, a company with limited liability
incorporated under the laws of Australia in 2004 and a 62.26%
owned subsidiary of the Company as at the end of the reporting
period, the shares of which are traded on the Australian
Securities Exchange and the HKEX respectively;
“Yancoal International” means Yancoal International (Holding) Company Limited, a company
with limited liability incorporated under the laws of Hong
Kong in 2011 and a wholly-owned subsidiary of the Company;
“PRC” means The People’s Republic of China

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“Hong Kong” means The Hong Kong Special Administrative Region of the PRC;
“CASs” or “ASBEs” means Accounting Standards for Business Enterprises and the relevant
regulations and explanations issued by the Ministry of Finance
of the PRC;
“IFRS” means International Financial Reporting Standards issued by the
International Accounting Standards Board;
“Hong Kong Listing Rules” means The Rules Governing the Listing of Securities on The Stock
Exchange of Hong Kong Limited;
“HKEX” or “Hong Kong means The Stock Exchange of Hong Kong Limited;
Stock Exchange”
“Shanghai Stock Exchange” means The Shanghai Stock Exchange;
“Articles” means The Articles of Association of the Company;
“Shareholders” means The shareholders of the Company;
“Directors” means The directors of the Company;
“RMB” means Renminbi, the lawful currency of the PRC, unless otherwise
specified;

by order of the Board Yankuang Energy Group Company Limited* Li Wei Chairman

Zoucheng City, Shandong Province, China 30 March 2022

As of the date of this announcement, the directors of the Company are Mr. Li Wei, Mr. Liu Jian, Mr. Xiao Yaomeng, Mr. Zhu Qingrui, Mr. Zhao Qingchun, Mr. Wang Ruolin and Mr. Huang Xiaolong, and the independent non-executive directors of the Company are Mr. Tian Hui, Mr. Zhu Limin, Mr. Cai Chang and Mr. Poon Chiu Kwok.

  • For identification purpose only

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