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CStone Pharmaceuticals Interim / Quarterly Report 2010

Apr 23, 2010

50715_rns_2010-04-23_49139180-3b8d-48d6-9992-3b1a899b5d1b.pdf

Interim / Quarterly 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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兗州煤業股份有限公司 YANZHOU COAL MINING COMPANY LIMITED (A joint stock limited company incorporated in the People’s Republic of China (“PRC”) with limited liability) (Stock Code: 1171)

REPORT FOR THE FIRST QUARTER OF 2010

IMPORTANT NOTICE

This announcement is made pursuant to the disclosure requirement under Rule 13.09(2) of the Rules Governing the Listing of Securities on the Stock Exchange of H ong Kong Limited.

The board of directors, the supervisory committee, the directors, the supervisors, and the senior management of Yanzhou Coal Mining Company Limited (“ Yanzhou Coal ” or “the Company ” or “ Company ”) confirm that this announcement does not contain any misrepresentations, misleading statements or material omissions, and accept joint and several responsibilities for the authenticity, accuracy and c ompleteness of its contents.

The Report for the First Quarter of 2010 of the Company (the “Report”) was considered and approved by the fourteenth meeting of the fourth session of the board of the Company(“Board”) and all the thirteen directors of the board attended the meeting.

The financial statements in the Report have not been audited.

“Reporting period” means the period from January to March in 2010.

The Chairman of the Board, Mr. Wang Xin, the Chief Financial Officer, Mr. Wu Yuxiang, and the head of the Planning and Finance Department, Mr. Zhao Qingchun, warrant that the financial statements in the Report are true and complete.

Summary of the unaudited results of the Company and its subsidiaries (the “ Group ”) for the first quarter ended 31 March 2010 is set out as follows:

  • The Report is prepared in accordance with the relevant regulations on Disclosure of Information in Quarterly Reports for Listed Companies promulgated by the China Securities Regulatory Commission.

  • All financial information contained in the Report is prepared in accordance with the relevant requirements and interpretations under the Accounting Standards for Business Enterprises (2006) promulgated by the Ministry of Finance of the PRC. Shareholders of the Company (the “ Shareholders ”) and public investors should be aware of the different bases for reporting as adopted in this Report, the interim report and the annual report of the Company when trading in the shares of the Company.

  • Unless otherwise specified, the currency used in this Report is Renminbi (“ RMB ”).

  • For the first quarter of 2010, the operating income of the Group was RMB7,031.8 million, representing an increase of RMB2,600.2 million or 58.7% as compared with the corresponding period last year. Net profit attributable to the Shareholders was RMB2,100.5 million, representing an increase of RMB1,378.2 million or 190.8% as compared with the corresponding period of the previous year.

  • The information in the Report is the same as the announcement published on the Shanghai Stock Exchange. This announcement is published simultaneously in the PRC and overseas.

1

§1 General Information of Yanzhou Coal and its Subsidiaries (the “Group”)

1.1 Major Accounting Data and Financial Indicators

As at the end of
the reporting
period
As at the end of last
year
Increase/decrease at the
end of the reporting
period as compared with
the end of lastyear(%)
Total assets (RMB) 63,501,410,111 62,252,348,717 2.01
Shareholders’ equity
excluding the equity of
minority shareholders
(RMB)
30,589,695,176 28,357,785,423 7.87
Net assets per share
attributable to the
Shareholders of the
Company (RMB)
6.22 5.77 7.87
From the beginning of the year to the
end of the reporting period
Increase/decrease for the
reporting period as
compared with the same
period lastyear(%)
Net cash flows from
operating activities
(RMB)
1,471,511,486 39.93
Net cash flows per share
from operating activities
(RMB)
0.30 39.93
The reporting
period
From the beginning
of the year to the
end of the reporting
period

Increase/decrease for the
reporting period as
compared with the same
period lastyear(%)
Net profit attributable to
the shareholders of the
Company (RMB)
2,100,462,632 2,100,462,632 190.78
Basic earnings per share
(RMB)
0.43 0.43 190.78
Basic earnings per share
after deducting
extraordinary profits and
losses(RMB)
0.43 0.43 190.78
Full diluted return on net
assets(%)
26.51 26.51 147.76
Full diluted return on net
assets after deducting
extraordinary profits and
losses(%)
26.51 26.51 147.76

2

Extraordinary profits
and losses items
Net profit of disposing non-
current assets
Non-public donation
Other expenses
Subtotal
Less: Effect of income tax
Total amount of
extraordinary profits and
losses
Including: amount
attributable to the
shareholders of the
Company
Amount from the beginning of the year to the end of the
reporting period(RMB)
2,125,083
-2,529,764
-1,175,282
-1,579,963
-394,991
-1,184,972
-1,200,680

1.2 Total number of Shareholders at the end of the reporting period and the top 10 shareholders holding tradable shares of the Company which are not subject to trading moratorium

Total number of Shareholders at the end of the
reporting period
128,598 128,598
Top 10 Shareholders holding tradable shares of the Company which are not subject to
trading moratorium
Full Name of Shareholders Number of tradable
shares not subject
to trading
moratorium at the
end of the reporting
period(shares)
Classes of
shares held (A
shares, B
Shares , H
Shares or
others)
HKSCC Nominees Limited 1,954,329,946
H Shares
Bill & Melinda Gates Foundation Trust 5,500,000
A Shares
PICC Life Insurance Company Limited 5,099,941
A Shares
Changsheng Tongqing Dividable Transaction Securities
Investment Fund
(長盛同慶可分離交易股票型證券投資基金)
4,655,520
A Shares
Invesco Great Wall No.2 Domestic Growth Securities
Investment Fund
景順長城內需增長貳號股票型證券投資基金
4,279,459
A Shares
Jiashi Growth and Income Securities Investment Fund
(嘉實成長收益型證券投資基金)
4,000,000
A Shares
Jiashi CSI 300 Index Securities Investment Fund
(嘉實滬深300 指數證券投資基金)
3,795,333
A Shares

3

ICBC Credit Suisse Bonus Securities Investment Fund
工銀瑞信紅利股票型證券投資基金
3,539,823
A Shares
Jianxin Advantage Momentum Securities Investment Fund
建信優勢動力股票型證券投資基金
2,999,978
A Shares
Jiashi Service and Value-added industry Securities
Investment Fund
(嘉實服務增值行業證券投資基金)
2,919,504
A Shares

§2 Significant Matters

2.1 General Operating Performance of the Group

IMajor Operating Data

Items First quarter First quarter Increase/decrease (%)
2010 2009
1. Coal Businesskilotonne
Raw coal production 11,061 8,155 35.63
Salable coal production 10,424 8,070 29.17
Sales volume of salable
coal
10,393 7,915 31.31
2. Railway Transportation Businesskilotonne
Transportation volume 4,870 3,974 22.54
3. Coal chemicals businesskilotonne
Methanol production 131
Sales volume 130
4. Electrical power business10,000kWh
Power generation 37,108 34,940 6.20
Electricity sold 27,513 31,741 -13.32
5. Heat business10,000 steam tonnes
Heat generation 74 54 37.04
Heat sold 74 54 37.04

IIOperating Performance of the Principal Businesses of the Group - by segment

1. Coal business

4

(1) Coal Production and Sales

For the first quarter of 2010, the raw coal production of the Group was 11.06 million tonnes, representing an increase of 2.91 million tonnes or 35.6% as compared with the corresponding period last year. The output of salable coal was 10.42 million tonnes, representing an increase of 2.35 million tonnes, or 29.2%, as compared with that for the corresponding period last year. Salable coal sales volume was 10.39 million tonnes, representing an increase of 2.48 million tonnes or 31.3% as compared with the corresponding period last year, among which, 0.29 million tonnes were sold to the subsidiary within the Group, 10.10 million tonnes were sold in the external market.

The following table sets out the coal production and coal sales of the Group for the first quarter of 2010:

Unit: kilo tonnes
Items The first quarter Increase/decrease
(%)
2010 2009
1. Raw coal production 11,061 8,155 35.63
1. The Company 8,223 7,791 5.54
2. Shanxi Neng Hua
286 101 183.17
3. Heze Neng Hua
311
4. Yancoal Australia Pty
2,241 263 752.09
2. Salable coal production 10,424 8,070 29.17
1. The Company 8,202 7,738 6.00
2. Shanxi Neng Hua 286 101 183.17
3. Heze Neng Hua 239
4. Yancoal Australia Pty 1,697 231 634.63
3. Salable coal sales volume 10,393 7,915 31.31
1. The Company 7,983 7,534 5.96
2. Shanxi Neng Hua 286 102 180.39
3. Heze Neng Hua 264
4. Yancoal Australia Pty 1,683 182 824.73
5. Externally purchased coal 177 97 82.47
  • Shanxi Neng Hua refers to Yanzhou Coal Shanxi Neng Hua Company Limited

  • Heze Neng Hua refers to Yanmei Heze Neng Hua Company Limited

  • Yancoal Australia Pty refers to Yancoal Australia Pty Limited

5

(2) Coal Prices

With the recovery of the global economy and supported by the domestic macroeconomic situation, the coal price of the Group increased in the first quarter of 2010 as compared to the corresponding period last year.

Unit: RMB/tonne

The first quarter The first quarter 2009
2010 2009 Increase/decrease
(%)
1. Company 623.72 515.85 20.91 525.27
2. Shanxi Neng Hua 373.80 242.37 54.23 293.52
3. Heze NengHua 752.44
4. Yancoal Australia Pty 589.27 1,050.38 -43.90 737.21
5. Externally purchased coal 680.01 487.33 39.54 540.67
Averageproductprice of the Group 615.50 524.25 17.41 529.16

(3) Cost of Coal Sales

In the first quarter of 2010, the cost of coal sales business of the Group was RMB3.0103 billion, representing an increase of RMB933.4 million or 45% as compared to the corresponding period last year.

Unit: RMB’000, RMB/tonne

Items The firstquarter The firstquarter Increase/decrease
(%)
2010 2009
The
Company
Total cost of sales 2,111,382 2,030,313 3.99
Cost of sales per
tonne
264.50 269.48 -1.85
Shanxi
Neng Hua
Total cost of sales 70,597 32,783 115.35
Cost of sales per
tonne
247.14 319.93 -22.75
Heze
Neng Hua
Total cost of sales 172,824 -
Cost of sales per
tonne
654.51 -
Yancoal
Australia
Pty
Total cost of sales 704,901 102,935 584.80
Cost of sales per
tonne
418.73 565.87 -26.00
Externally
purchased
coal
Total cost of sales 118,846 41,044 189.56
Cost of sales per
tonne
671.45 423.13 58.69

6

In the first quarter of 2010, the cost of coal sales business of Shanxi Neng Hua was RMB 70.597 million, representing an increase of RMB 37.814 million or 115.35% as compared with the corresponding period last year. The cost of coal sales per tonne was RMB 247.14, representing a decrease of RMB 72.79 or 22.8% compared with the corresponding period last year. This was mainly due to the increase of sales volume of the salable coal by 0.18 million tonnes or 180.4% compared with the corresponding period last year.

In the first quarter of 2010, the cost of coal sales business of Yancoal Australia Pty was RMB 704.9 million, representing an increase of RMB 602.0 million or 584.8% as compared with the corresponding period last year. The cost of coal sales per tonne was RMB 418.73, representing a decrease of RMB 147.14 or 26.0% compared with the corresponding period last year. This was mainly due to the acquisition of Felix Resources Limited.

2. Railway transportation

In the first quarter of 2010, the designated railway for coal transportation of the Company completed the carrying capacity of 4.87 million tonnes of coal, representing an increase of 0.9 million tonnes or 22.5% as compared with the corresponding period last year. The Company realized a net income from railway transportation services (income from transport of coal which in settled on the basis of off-mine price and where transportation fees of designated coalmine railway assets are borne by customers) of RMB131.1 million, representing an increase of RMB75.516 million or 135.7% as compared with the corresponding period last year, mainly due to the increase of the standard transportation fee of the designated railway for coal transportation from RMB0.32/tonne per km to RMB0.57/tonne per km since 1st January, 2010; the carrying capacity of which the transportation fee was borne by customers increased by 1.13 million tonnes or 35.3%.

3. Coal chemicals

The following table sets out the operation of methanol business of the Group for the first quarter of 2010:

Production
volume
(Kilotonne)
Sales volume
(Kilotonne)
Sales Income
(RMB’000)
Cost of Sales
(RMB’000)
Yulin Neng Hua
Note
116 115 196,161 190,130
Shanxi Neng Hua 15 15 27,502 30,972

Note: Yulin Neng Hua refers to Yanzhou Coal Yulin Neng Hua Company

7

Limited

4. Electrical Power

The following table sets out the operation of electricity business of the Group for the first quarter of 2010:

Unit: 10,000 kWh Unit: 10,000 kWh Unit: 10,000 kWh
Powergeneration Electricitysold
First
quarter of
2010
First
quarter of
2009
Increase/
decrease
(%)
First
quarter of
2010
First
quarter of
2009
Increase/
decrease
(%)
1. Hua Ju Energy
Note
27,879 27,350 1.93 25,529 27,350 -6.66
In which:
external sales
11,508 10,208 12.74
2. Yu Lin
NengHua
7,197 4,290 67.76 1,658 1,091 51.97
3. Shanxi
NengHua
2,032 3,300 -38.42 326 3,300 -90.12

Note: Hua Ju Energy refers to Shandong Hua Ju Energy Company Limited

Unit: RMB’000

Unit: RMB’000 Unit: RMB’000 Unit: RMB’000
Sales Income Cost of Sales
First
quarter
of 2010
First
quarter
of 2009
Increase/
decrease
(%)
First
quarter
of 2010
First
quarter
of 2009
Increase/
decrease
(%)
1. Hua Ju
Energy
103,111 109,258 -5.63 58,905 55,975 5.23
In which:
externalsales
43,193 40,832 5.78 18,099 20,892 13.37
2. Yu Lin
NengHua
3,639 2,502 45.44 5,648 4,057 39.22
3. Shanxi
NengHua
763 7,737 -90.14 2,573 11,842 -78.27

5. Heat Business

In the first quarter of 2010, Hua Ju Energy generated heat energy of 0.74 million steam tonnes and sold 0.74 million steam tonnes; in which 0.06 million steam tonnes were for external sales, generating sales income of RMB9.658 million on cost of sales of RMB2.048 million.

2.2 Significant movements of the accounting items and financial indicators of the

8

Group and the reasons thereof

1. Significant movements in items of balance sheet and the reasons thereof

Unit: RMB’000

Unit: RMB’000
31 March
2010
1 January
2010
Increase/
decrease
(%)
Main reasons for change
Prepayment 336,818 76,448 340.58 The prepayment for operational
coal trade was increased by RMB
267.5 million.
Construction
in progress
1,646,778 1,180,569 39.49 The construction under progress
of the Yancoal Australia Pty
increased.
Total assets 63,521,410 62,252,349 2.04
Receipt in
advance
938,548 1,664,427 -43.61 During the reporting period, the
Company settled the receipt in
advance of coal of the previous
period, which resulted in a
decreased by RMB 713.6 million
in the receipt in advance.
Tax payable 1,093,834 718,951 52.14 The payable income tax and the
value added tax of the Company
increased by RMB 177.0 million
and RMB 185.7 million
respectively.
Other
payables
2,002,985 3,312,207 -39.53 The debt of Yancoal Australia Pty
was paid off, resulted in a
decrease of its payables by RMB
836.6 million; other payables of
Yulin Neng Hua were decreased
byRMB 120.9 million.
Total
liabilities
32,831,458 33,792,852 -2.84

2. Significant movements of items in the income statement and the reasons thereof

Unit: RMB’000

thereof Unit: RMB’000
First
quarter
of 2010
First
quarter
of 2009
Increase/
decrease
(%)
Main reasons for change
Operating
income
7,031,835 4,431,609 58.67 The sales income generated
from the coal business
increased by RMB 1.8916
billion compared to the
corresponding period last year,
due to the increase of the sales
volume of coal; the sales
income ofthe coalbusiness

9

increased by RMB 355.1
million compared to the
corresponding period last year,
due to the increase of the sales
price of the coal, the methanol
business realized sales income
of RMB 223.7 million. No
sales income was generated
from methanol business in the
corresponding period last year.
Cost of
operation
3,588,459 2,466,228 45.50 The sales of coal increased
resulted in an increase in the
cost of coal sales by RMB
933.4 million. The cost of
methanol sales was RMB
200.1 million. No cost of sales
from methanol business in the
corresponding period last year.
Sales expense 276,348 110,852 149.29 The sales expense was
increased by RMB 140.0
million due to the acquisition
of Felix.
Financial
expense
-375,726 -40,158 835.62 The currency exchange profit
of Yancoal Australia Pty was
increased by RMB 402.9
million compared to the
corresponding period last year;
the interest expense of Yancoal
Australia Pty was increased by
RMB 63.4 million compared to
the corresponding period last
year.
Income tax 585,588 316,614 84.95 The tax payable was increased
compared to the corresponding
period last year.
Net profit
attributable to
the
shareholders
of the
Company
2,100,463 722,350 190.78

3. Significant movements of items in cash flow statement and the reasons thereof

Unit: RMB’000

Unit: RMB’000
First quarter
of 2010
First quarter
of 2009
Increase/
decrease (%)
Main reasons for change
Net cash
from
1,471,511 1,051,621 39.93 Cash from received from
sales ofgoods and providing

10

operating
activities
labour services increased by
RMB 2.1822 billion
compared to the
corresponding period last
year; cash payable for
purchasing of goods and
receiving labour services
increased by RMB 1.1722
billion compared to the
corresponding period last
year; payables to staff and
wages and benefits paid for
the staff increased by RMB
426.1 million.
Net cash
from
investing
activities
-643,754 -1,037,373 -37.94 Cash paid for purchasing
fixed assets, intangible
assets and other long term
assets increased by RMB
200.3 million compared to
the corresponding period
last year; the Company
acquired 74% equity interest
of Hua Ju Energy at a
consideration of RMB 593.2
million in the corresponding
period last year; no
investment business was
incurred during the reporting
period.
Net cash
from
financing
activities
-149,844 -10,891 1,275.85 Felix paid off the debt in
cash amounting to RMB
623.2 million. A bank
borrowing amounting to
RMB 544.6 million was
received; the interest
expense paid by Yancoal
Australia Pty was increased
by RMB 63.4 million
compared to the
corresponding period last
year.
Net
increase in
cash and
cash
equivalents
736,476 3,357 21,838.52

2.3 Progress and impact of significant events and analysis of resolution

  • (1) Setup of Yanzhou Coal Mining Ordos Neng Hua Company Limited and acquisition of coal chemicals project

11

As approved at the general managers meeting held on 1 December, 2009, the Company contributed RMB500 million of capital to set up Yanzhou Coal Mining Ordos Neng Hua Company Limited (“Ordos Neng Hua”) in Inner Mongolia Autonomous Region as its wholly-owned subsidiary on 18 December, 2009. Ordos Neng Hua will serve as the management platform for coal mining, coal chemicals and supply of electricity businesses in Inner Mongolia.

Ordos Neng Hua with its own funds amounting to RMB190 million acquired 100% of equity interests of Inner Mongolia Rongxin Chemical Co., Ltd., Inner Mongolia Daxin Industrial Gas Co., Ltd. and Inner Mongolia Yize Mining Investment Co., Ltd held by KingBoard Chemical Holdings Limited (together, the “Target Companies”). The relevant share transfer procedures were completed on 16th April, 2010. The Target Companies shall be responsible for the set-up of the project regarding methanol production with an annual capacity of 0.6 million tonnes.

(2) Change of the Directors, the Supervisors and the Senior Management of the Company

At the first extraordinary general meeting of 2010 of the Company and the thirteenth meeting of the fourth session of the Board of Directors held on 26 February 2010, Mr. Li Weimin was appointed as a Director and Vice Chairman of the fourth session of the Board.

(3) Amendments to the “Rules of Procedures for the Board” and the “Rules of Procedures for the Supervisory Committee” of the Company

As approved at the first 2010 extraordinary general meeting held on 26 February 2010, the Rules of Procedures for the Board of Yanzhou Coal Mining Company Limited, and the Rules of Procedures for the Supervisory Committee of Yanzhou Coal Mining Company Limited(“Supervisory Committee”), have been amended in accordance with amendments to the listing regulatory requirements and the articles of association of the Company, amendments are made in relation to the duties and power of independent non-executive Directors, composition of specialized committees of the board, composition of the Supervisory Committee as well as the means of notice of Supervisory Committee meetings.

(4) Amendments to the “Information Disclosure Management System” of the Company

As approved at the thirteenth meeting of the fourth session of the Board held on 26 February 2010, the Information Disclosure Management System of Yanzhou Coal Mining Company Limited was amended. It sets out the system for accountability in respect of major errors in regular information disclosures and the filing system for use of external information and improve the use of external information. It amends the accountability provision in relation to unauthorized disclosure and nondisclosure of material information.

12

(5) Progress and the approval of transaction in relation to the investment in and establishment of Yankuang Group Finance Company Limited

Pursuant to the resolutions passed at the thirteenth meeting of the third session of the Board, the “Capital Contribution Agreement in relation to the formation of the Yankuang Group Financial Company Limited” was signed by the Company with Yankuang Group and China Credit Trust Co., Ltd. on 20 April 2010. Approval of the establishment of Yankuang Group Finance Company Limited has been given by the China Banking Regulatory Commission to the Yankuang Group on 16 November 2009. As at the date of disclosure of this Report, the procedures for the establishment of Yankuang Group Finance Company Limited have not been completed.

At the fourteenth meeting of the forth session of the Board held on 23 April 2010, the Board approved the continuing connected transactions including the deposit, borrowings and settlement, and the annual caps from 2010 to 2011 between the Company and Yankuang Group Finance Company Limited.

For further details, please refer to the “Announcement on Connected Transactions of Yanzhou Coal Mining Company Limited” dated 20 April 2010 and the “Announcement in relation to the Resolutions Passed at the Fourteenth Meeting of the Fourth Session of the Board” dated 23 April 2010. The above announcements are posted on the websites of the Shanghai Stock Exchange, Hong Kong Stock Exchange and the Company, and/or within newspapers of China Securities Journal and Shanghai Securities News.

2.4 The performance of undertakings of the Company, the Shareholders and the beneficial controller of the Company

The Company has adopted non-tradable shares reform since 31st March, 2006. The special undertakings made by Yankuang Group as holders of the original nontradable shares regarding the process of non-tradable shares reform plan, and the performance of such undertakings are as follows:

Name of
Shareholder
Special undertakings Performance of
**undertakings **
Yankuang
Group
(1) The original non-tradable shares of
the Company held by Yankuang Group
should not be traded on stock exchange
within forty-eight months from the date
of implementation of the relevant share
allocation reform plan;
The original non-tradable
shares in the Company
held by Yankuang Group
have not been traded.

13

(2) In 2006, Yankuang Group would
transfer part of its operations and new
projects relating to coal and electricity
which are in line with the Company’s
development strategies to the Company
in accordance with the relevant PRC
regulations, with a view to enhancing the
operating results of the Company and
reducing connected transactions and
competition between Yankuang Group
and the Company. Yankuang Group will
allow the Company to participate and
invest in the coal liquefaction project,
which is being developed by Yankuang
Group for the purpose of co-
development.
In 2006, Yankuang Group
completed the transfer of
the coal assets and new
electricity projects to the
Company, which is in line
with the Company’s
development strategies.
The coal liquefaction
project is currently under
preparation and no
material progress has
been made in this respect.
(3) All the relevant expenses incurred for
implementation of the non-tradable share
reform plan would be borne by Yankuang
Group.
This undertaking has been
duly executed.

2.5 Changes in accounting estimates

Pursuant to the principle of comparability, relevance and prudence in accounting, in the fourteenth meeting convened by the fourth session of the Board of Directors held on 23 April 2010, the Board of Directors considered and approved that the method of amortizing the mining rights fees of the Group will be changed to the unit-of-output method, i.e. the cost of mining rights will be amortized over the output volume of raw coal.

Currently, only the amortization of the mining rights fees of Jining III Coal Mine and Zhaolao Coal Mine will be changed from the original straight-line (over a fixed term) method to the unit-of-output method. The change in accounting estimates this time has no significant impact on the Group. It is expected that the change will result in a decrease by RMB 16.760 million in the cost and an increase by RMB 12.570 million in the net profit of the Group for the year 2010.

2.6 Warning and explanation on reasons for possible loss in accumulated net profit expected to be recorded from the beginning of the year to the end of the next reporting period or material change as compared to those of the corresponding period last year.

Based upon the expectation of an increase in the sales volume of coal of the Group and an increase in the average sales price of coal, the net profit attributable to the Shareholders realized by the Group in the first half of 2010 will increase over 100% as compared with the corresponding period in 2009. The net profit attributable to the Shareholders realized by the Group in the first half of 2009 was RMB 1.9039 billion.

14

2.7 Implementation of dividend payment policy

To reward Shareholders for their long-term support, the Board of the Company proposed to declare a cash dividend payable in accordance with the Company’s persistent dividend policy at a sum of RMB1,229.6 million (tax inclusive) or RMB0.25 per share (tax inclusive) for the year 2009. During the reporting period, annual general meeting has not been held for considering the dividend distribution. The proposal of dividend distribution will be proposed in the 2009 annual general meeting for consideration, and will be distributed to all Shareholders within two months (if passed) after the convening of the annual general meeting.

§3

Directors

As at the date of this announcement, the directors of the Company are Mr. Wang Xin, Mr. Geng Jiahuai, Mr. Li Weimin, Mr. Shi Xuerang, Mr. Chen Changchun, Mr. Wu Yuxiang, Mr. Wang Xinkun, Mr. Zhang Baocai and Mr. Dong Yunqing and the independent non-executive Directors of the Company are Mr. Pu Hongjiu, Mr. Zhai Xigui, Mr. Li Weian and Mr. Wang Junyan.

By order of the Board Yanzhou Coal Mining Company Limited Wang Xin

Chairman of the Board

Zoucheng, the PRC 23 April 2010

15

Appendices:

Consolidated Balance Sheet

March 31, 2010

Prepared byYanzhou Coal Mining Company Limited

Unit:RMB

Prepared byYanzhou Coal Mining Company Limited Unit:RMB
ITEMS AS AT MAR 31,
2010
AS AT JAN 1,
2009
CURRENT ASSET
Cash at bank and on hand 12,640,572,591 12,292,871,151
Tradable financial assets - -
Notes receivable 4,831,591,675 4,990,893,624
Accounts receivable 502,778,809 436,554,029
Prepayments 336,817,772 76,447,807
Interest receivable 3,126,871 3,360,866
Dividends receivable - -
Other receveiables 373,013,382 295,452,724
Inventories 1,021,378,358 886,361,329
Non-current assets due within one year - -
Other current assets 1,918,560,841 1,903,140,401
TOTAL CURRENT ASSETS 21,627,840,299 20,885,081,931
NON CURRENT ASSETS
Entrust loan - -
Available-for-sale financial assets 247,692,899 264,672,846
Held-to-maturity investments - -
Long-term accounts receivable - -
Long-term equity investments 964,705,547 971,860,469
Investment real estate - -
Fixed assets 16,730,194,456 17,079,527,217
Construction in progress 1,646,777,674 1,180,569,132
Construction materials 12,364,488 12,177,834
Disposal of fixed assets - -
Intangible assets 19,645,538,650 19,335,817,869
Goodwill 791,598,895 776,861,570
Long-term deferred expenses 15,195,896 15,969,251
Deferred tax assets 1,701,575,407 1,611,884,698
Other non-current assets 117,925,900 117,925,900
TOTAL NON-CURRENT ASSETS 41,873,569,812 41,367,266,786
TOTAL ASSETS 63,501,410,111 62,252,348,717

The financial statements form page 16 to page 24 are signed by the following responsible officers: Head of the Company: Chief Financial Officer: Head of Accounting Department: Wang Xin Wu Yuxiang Zhao Qingchun

16

Consolidated Balance SheetContinued

March 31, 2010

March 31, 2010
Prepared byYanzhou Coal Mining Company Limited UnitRMB
ITEMS AS AT MAR 31,
2010
AS AT JAN 1,
2009
CURRENT LIABILITIES:
Short-term borrowings - -
Tradable financial liabilities - -
Notes payable 143,898,872 128,076,028
Accounts payable 1,138,735,591 1,306,859,922
Advances from customers 938,548,414 1,664,427,222
Salaries and wages payable 592,138,205 584,156,171
Taxes payable 1,093,833,717 718,951,045
Interest payable 19,771,741 16,614,257
Dividends payable 265,145 265,145
Other payables 2,002,984,765 3,312,206,691
Non-current liabilities due within one year 1,673,781,971 1,620,196,336
Other current liabilities 1,828,945,673 1,588,973,082
TOTAL CURRENT LIABILITIES 9,432,904,094 10,940,725,899
NON-CURRENT LIABILITIES:
Long-term borrowings 21,411,877,778 20,911,728,000
Long-term payables 12,830,711 12,244,163
Accrued liabilities 120,587,365 122,557,899
Deferred tax liabilities 1,811,104,716 1,791,460,318
Other non-current liabilities 14,953,678 14,136,042
TOTAL NON CURRENT LIABILITIES 23,371,354,248 22,852,126,422
TOTAL LIABILITIES 32,804,258,342 33,792,852,321
SHAREHOLDERS’ EQUITY:
Share capital 4,918,400,000 4,918,400,000
Capital reserves 4,524,431,233 4,547,651,740
Special reserves 1,578,804,430 1,463,683,312
Surplus reserves 3,241,001,770 3,241,001,770
Retained earnings 16,268,496,319 14,168,033,687
Foreign currencies translation differences 58,561,424 19,014,914
Equity attributable to
shareholders of the Company
30,589,695,176 28,357,785,423
Minority interest 107,456,593 101,710,973
TOTAL SHAREHOLDERS' EQUITY 30,697,151,769 28,459,496,396
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY
63,501,410,111 62,252,348,717

17

Balance Sheet of the Parent Company

March 31, 2010

March 31, 2010
Prepared byYanzhou Coal Mining Company Limited UnitRMB
ITEMS AS AT MAR 31,
2010
AS AT JAN 1,
2009
CURRENT ASSET
Cash at bank and on hand 11,179,060,336 10,245,945,569
Tradable financial assets - -
Notes receivable 4,828,157,831 4,989,405,336
Accounts receivable 167,004,119 28,032,690
Prepayments 309,794,740 42,262,430
Intersts receivable - -
Dividends receivable 291,649 291,649
Other receveiables 383,359,371 349,562,607
Inventories 555,393,434 394,989,227
Non-current assets due within one year - -
Other current assets 1,359,591,510 1,359,591,510
TOTAL CURRENT ASSETS 18,782,652,990 17,410,081,018
NON CURRENT ASSETS
Entrust loan 5,031,283,052 4,743,313,052
Available-for-sale financial assets 247,692,018 264,671,982
Hold-to-maturity investment - -
Long-term accounts receivable - -
Long-term equity investments 5,781,862,401 5,789,061,956
Investment real estate - -
Fixed assets 6,134,029,200 6,373,159,697
Construction in progress 38,978,744 24,247,529
Materials construction 1,259,016 1,259,017
Disposal of fixed assets - -
Intangible assets 602,761,264 607,764,176
Goodwill - -
Long-term deferred expenses - -
Deferred tax assets 944,103,154 869,395,462
Other non-current assets 117,925,900 117,925,900
TOTAL NON CURRENT ASSETS 18,899,894,749 18,790,798,771
TOTAL ASSETS 37,682,547,739 36,200,879,789

18

Balance Sheet of the Parent CompanyContinued

March 31, 2010

Prepared byYanzhou Coal Mining Company Limited Unit:RMB

Prepared byYanzhou Coal Mining Company Limited Unit:RMB
ITEMS AS AT MAR 31,
2010
AS AT JAN 1,
2009
CURRENT LIABILITIES:
Short-term borrowings - -
Tradable financial liabilities - -
Notes payable 143,898,872 128,076,028
Accounts payable 535,383,503 718,406,125
Advances from customers 794,115,572 1,507,734,709
Salaries and wages payable 397,834,165 412,981,808
Taxes payable 1,171,073,303 829,238,278
Interest payable - -
Dividends payable - -
Other payables 1,741,297,126 1,663,274,171
Non-current liabilities due within one year 12,648,464 12,648,464
Other current liabilities 1,796,796,784 1,560,638,332
TOTAL CURRENT LIABILITIES 6,593,047,789 6,832,997,915
NON-CURRENT LIABILITIES:
Long-term borrowings - -
Long-term payable - -
Accrued liabilities - -
Deferred tax liabilities 46,377,831 50,622,822
Other non-current liabilities - -
TOTAL NON-CURRENT LIABILITIES 46,377,831 50,622,822
TOTAL LIABILITIES 6,639,425,620 6,883,620,737
SHAREHOLDERS' EQUITY:
Share capital 4,918,400,000 4,918,400,000
Capital reserves 4,655,029,270 4,667,764,243
Special reserves 1,578,804,430 1,463,683,312
Surplus reserves 3,204,455,814 3,204,455,814
Undistributed profits 16,686,432,605 15,062,955,683
TOTAL SHAREHOLDERS' EQUITY 31,043,122,119 29,317,259,052
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY
37,682,547,739 36,200,879,789

19

Consolidated Income Statement

The 1st Quarter of 2010

Prepared byYanzhou Coal Mining Company Limited Unit:RMB

Prepared byYanzhou Coal Mining Company Limited Unit:RMB
ITEMS The 1st Quarter of
2010
The 1st Quarter of
2009
1TOTAL OPERATING REVENUE 7,031,835,329 4,431,608,759
Including:operating revenue 7,031,835,329 4,431,608,759
2TOTAL OPERATING COST 4,331,279,981 3,390,251,658
Including:Operating cost 3,588,459,376 2,466,227,760
Operating taxes and surcharges 103,057,414 100,084,929
Selling expense 276,347,896 110,851,687
General and administrative expenses 739,141,478 753,244,851
Financial expenses -375,726,183 -40,157,569
Impairment loss of assets - -
Add: Gain on fair value change (The loss is listed
beginning with “-“)
- -
Investment income(The loss is listed beginning
with “-“)
-7,179,264 -220,419
Including: Investment income of associates - -
Profit on exchange (The loss is listed beginning
with “-“)
- -
3Operating profit (The loss is listed beginning with “-“) 2,693,376,084 1,041,136,682
Add:Non-operating revenue 4,063,431 1,195,425
Less: Non-operating expenditures 5,643,394 324,369
Including: Losses on disposal of non-current assets - -
4Total profit (The total loss is listed beginning with “-“) 2,691,796,121 1,042,007,738
Less: Income tax 585,587,869 316,614,220
5Net profit(The net loss is listed beginning with “-“) 2,106,208,252 725,393,518
Net profit attributed to shareholders of the Company 2,100,462,632 722,349,554
Minority interest 5,745,620 3,043,964
6Earnings per share
(1)Earnings per share, basis 0.43 0.15
(2)Earnings per share, diluted 0.43 0.15
7、Other comprehensive income -12,734,973.00 40,710,244
8、Total comprehensive income 2,093,473,279 766,103,762

20

Income Statement Of the Parent Company

The 1st Quarter of 2010

Prepared byYanzhou Coal Mining Company Limited Unit:RMB

Prepared byYanzhou Coal Mining Company Limited Unit:RMB
ITEMS The 1st Quarter of
2010
The 1st Quarter of
2009
1TOTAL OPERATING REVENUE 5,450,081,625 4,170,145,748
Less: Operating cost 2,553,859,467 2,303,616,152
Operating taxes and surcharges 95,790,939 96,973,640
Selling expense 69,042,657 92,774,120
General and administrative expense 626,693,326 658,216,104
Financial expense 3,985,030 -58,513,309
Impairment loss of assets - -
Add: Gain from the fair value changes (The loss is
listed beginning with “-“)
- -
Investment income(The loss is listed beginning
with “-“)
64,906,519 61,197,047
Including: Investment income of associates - -
2Operating profit (The loss is listed beginning with “-“) 2,165,616,725 1,138,276,088
Add:Non-operating income 2,600,143 151,126
Less: Non-operating expense 2,687,120 166,995
Including: Loss on disposal of non-current assets - -
3Total profit (The total loss is listed beginning with “-“) 2,165,529,748 1,138,260,219
Less: Income tax 542,052,826 311,887,312
4Net profit (The net loss is listed beginning with “-“) 1,623,476,922 826,372,907
5Earnings per share - -
(1)Earnings per share, basis 0.3301 0.1680
(2)Earnings per share, diluted 0.3301 0.1680
6Other comprehensive income -12,734,973 40,710,244
7Total comprehensive income 1,610,741,949 867,083,151

21

Prepared byYanzhou Coal Mining Company Limited

Consolidated Cash Flow Statement

The 1st Quarter of 2010

UnitRMB

Prepared byYanzhou Coal Mining Company Limited UnitRMB
ITEMS The 1st Quarter
of 2010
The 1st Quarter of
2009
1CASH FLOW FROM OPERATING ACTIVITIES
Cash received from sales of goods or rendering of services 7,505,393,074 5,323,234,980
Tax refunding 16,631,149 -
Other cash received relating to operating activities 5,476,520
86,086,975
Sub-total of cash inflows 7,577,500,743
5,409,321,955
Cash paid for goods and services 2,618,922,145 1,446,746,123
Cash paid to and on behalf of employees 1,484,073,366 1,057,977,279
Taxes payments ,419,413,906 1,372,837,113
Other cash paid relating to operating activities 583,579,840
480,140,574
Sub-total of cash outflows 6,105,989,257
4,357,701,089
NET CASH FLOW FROM OPERATING ACTIVITIES 1,471,511,486
1,051,620,866
2CASH FLOW FROM INVESTING ACTIVITIES:
Cash received from recovery of investments - -
Cash received from return of investments income - -
Net cash received from disposal of fixed assets,
intangible assets and other long-term assets
814,529 137,630
Net cash received from disposal of sub companies
and business units
- -
Other cash received relating to investing activities - -
Sub-total of cash inflows 814,529
137,630
Cash paid to acquire fixed assets, intangible assets
and other long-term assets
644,568,092
444,267,821
Cash paid for investments - 593,243,100
Net increase of pledge loans - -
Net cash amounts paid by subsidiaries and
other business units
- -
Other cash paid relating to investing activities - -
Sub-total of cash outflows 644,568,092
1,037,510,921
NET CASH FLOW USED IN INVESTING ACTIVITIES -643,753,563
-1,037,373,291
3CASH FLOW FROM FINANCING ACTIVITIES:
Cash received from investors - -
Including: Cash received from minority shareholders of
subsidiaries
- -
Cash received from borrowings 544,570,400
-
Cash received from issuing bonds - -
Other cash received relating to financing activities - -
Sub–total of cash inflows 544,570,400
**- **
Repayments of borrowings and debts 623,171,025
-
Cash paid for distribution of dividends or profits,
or cash paid for interest expenses
71,242,915
10,890,843
Including: Cash paid for distribution of dividends or - -

22

profits by subsidiaries to minority shareholders
Other cash paid relating to financing activities - -
Sub-total of cash outflows 694,413,940
10,890,843
NET CASH FLOW USED IN
FINANCING ACTIVITIES
-149,843,540
-10,890,843
4EFFECT OF FOREIGN EXCHANGE RATE CHANGES
ON CASH AND CASH EQUIVALENTS
58,561,424
5NET INCREASE (DECREASE) ON CASH AND CASH
EQUIVALENTS
736,475,807
3,356,732
Add: Cash and cash equivalent, opening 8,522,398,899
8,444,144,457
6Cash and cash equivalents, closing 9,258,874,706
8,447,501,189

Cash Flow Statement Of the Parent Company

The 1st Quarter of 2010

The 1st Quarter of 2010
Prepared byYanzhou Coal Mining Company Limited UnitRMB
ITEMS The 1st Quarter of
2010
The 1st Quarter of
2009
1CASH FLOW FROM OPERATING ACTIVITIES
Cash received from sales of goods and rendering of services 5,760,786,311
4,830,692,242
Tax refunding - -
Other cash received relating to operating activities 61,061,823 68,288,214
Sub-total of cash inflows 5,821,848,134
4,898,980,456
Cash paid for goods and services 2,122,656,623 1,308,671,559
Cash paid to and on behalf of employees 1,161,935,169 856,263,325
Taxes payments 1,235,347,379 1,314,629,447
Other cash paid relating to operating activities 108,048,125 150,371,731
Sub-total of cash outflows 4,627,987,296
3,629,936,062
NET CASH FLOW FROM OPERATING ACTIVITIES 1,193,860,838
1,269,044,394
2CASH FLOW FROM INVESTING ACTIVITIES:
Cash received from recovery of investments - -
Cash received from return of investments 68,203,587 62,420,879
Net cash received from disposal of fixed assets,
intangible assets and other long-term assets
591,689
102,852
Net cash amount received from the disposal of
subsidiaries and other business units
- -
Other cash received relating to investing activities - -
Sub-total of cash inflows 68,795,276
62,523,731
Cash paid to acquire fixed assets, intangible assets
and other long-term assets
41,571,348 172,514,483
Cash paid for investments - 593,243,100
Net cash amounts paid by subcompanies and
other business units
- -
Other cash paid relating to investing activities 287,970,000
550,000,000
Sub-total of cash outflows 329,541,348
1,315,757,583
NET CASH FLOW USED IN INVESTING ACTIVITIES -260,746,072
-1,253,233,852
3CASH FLOW FROM FINANCING ACTIVITIES:
Cash received from investors - -
Cash received from borrowings - -
Cash received relating to other financial activities - -
Sub–total of cash inflows - -
Repayments of borrowings - -
Cash paid for distribution of dividends or profits,
or cashpaid for interest expenses
- -
Other cash payment relating to financial activities - -
Sub-total of cash outflows -
**- **
NET CASH FLOW USED IN FINANCING ACTIVITIES -
**- **
4EFFECT OF FOREIGN EXCHANGE RATE CHANGES ON
CASH AND CASH EQUIVALENTS
- -
5NET INCREASE (DECREASE) ON CASH AND CASH
EQUIVALENTS
933,114,766
15,810,542
Add: Cash and cash equivalent, opening 6,724,043,764 8,221,690,516
6Cash and cash equivalents, closing 7,657,158,530
8,237,501,058

24