Shanghai Able Digital Science&Tech Co., Ltd. — Annual Report 2012

Mar 4, 2012

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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CITIC RESOURCES HOLDINGS LIMITED

(incorporated in Bermuda with limited liability)

(Stock Code: 1205)

ANNOUNCEMENT OF ANNUAL RESULTS FOR THE YEAR ENDED 31 DECEMBER 2011

FINANCIAL HIGHLIGHTS

• Revenue increased by 28.1% to HK$38,496.4 million (2010: HK$30,061.8 million, exclusive of manganese segment)

• Excluding the gain from the disposal of the Group's interest in Macarthur Coal Limited and asset impairment losses, underlying EBIT increased by 54.8% to HK$2,137.4 million (2010: HK$1,380.7 million, excluding gain on loss of control of subsidiaries and asset impairment loss)

• Profit attributable to shareholders increased by 100.0% to HK$2,202.9 million (2010: HK$1,101.7 million)

• Net debt to net total capital improved to 9.7% (2010: 49.7%)

KEY BUSINESS DEVELOPMENTS

• Unlocked significant investment value of the coal assets from the partial disposal of the Group's interest in the Codrilla project and the disposal of the Group's entire interest in Macarthur Coal Limited

• The Yuedong oilfield in Liaoning, the PRC went into commercial production stage. Construction of Platform B approached completion to allow for further installation of production facilities

• Completed a rights issue raising HK$2,504.9 million (before expenses) to substantially enhance the Group's financial flexibility

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FINANCIAL RESULTS

The board of directors (the " Board ") of CITIC Resources Holdings Limited (the " Company ") announces the consolidated results of the Company and its subsidiaries (collectively the " Group ") for the year ended 31 December 2011.

CONSOLIDATED INCOME STATEMENT

Year ended 31 December

Notes REVENUE 3 Cost of sales Gross profit Other income and gains 4 Selling and distribution costs General and administrative expenses Other expenses, net Finance costs 5 Share of profit of associates Gain on disposal of investment in an associate Gain on loss of control of subsidiaries Provision for impairment of items of property, plant and equipment Provision for impairment of other asset Impairment of goodwill PROFIT BEFORE TAX 6 Income tax credit/(expense) 7 PROFIT FOR THE YEAR ATTRIBUTABLE TO: Shareholders of the Company Non-controlling interests EARNINGS PER SHARE ATTRIBUTABLE TO ORDINARY SHAREHOLDERS OF THE COMPANY 8 Basic Diluted	2011 HK$'000 38,496,434 (34,573,679) 3,922,755 558,694 (1,942,661) (571,128) (111,197) (828,855) 280,935 1,308,543 3,785,847 — (492,551) (147,126) (316,830) 4,137,883 (1,927,770) 2,210,113 2,202,872 7,241 2,210,113 HK 30.92 cents HK 30.89 cents	2010 HK$'000 32,252,330 (29,310,818) 2,941,512 224,906 (1,021,995) (646,742) (367,902) (841,223) 250,920 539,476 — 2,650,160 (2,514,060) — — 675,576 405,666 1,081,242 1,101,660 (20,418) 1,081,242 (Restated) HK 17.56 cents HK 17.52 cents

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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Year ended 31 December

PROFIT FOR THE YEAR OTHER COMPREHENSIVE INCOME Available-for-sale investments: Changes in fair value Income tax effect Cash flow hedges: Effective portion of changes in fair value of hedging instruments arising during the year Reclassification adjustments for losses/(gains) included in the consolidated income statement Income tax effect Share of other comprehensive income of an associate Exchange differences on translation of foreign operations OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF TAX TOTAL COMPREHENSIVE INCOME FOR THE YEAR ATTRIBUTABLE TO: Shareholders of the Company Non-controlling interests	2011 HK$'000 2,210,113 (33,622) 10,087 (23,535) 16,944 (24,343) 3,291 (4,108) (3,709) (7,817) 68,733 37,381 2,247,494 2,218,784 28,710 2,247,494	2010 HK$'000 1,081,242 (2,384) 715 (1,669) 82,714 7,599 (19,025) 71,288 (28,398) 42,890 671,951 713,172 1,794,414 1,793,449 965 1,794,414

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CONSOLIDATED STATEMENT OF FINANCIAL POSITION

31 December

Notes NON-CURRENT ASSETS Property, plant and equipment Goodwill Other asset Investments in associates Available-for-sale investments Prepayments, deposits and other receivables Derivative financial instruments Deferred tax assets Total non-current assets CURRENT ASSETS Inventories Trade receivables 10 Prepayments, deposits and other receivables Equity investments at fair value through profit or loss Derivative financial instruments Tax recoverable Cash and cash equivalents Total current assets CURRENT LIABILITIES Accounts payable 11 Tax payable Accrued liabilities and other payables Derivative financial instruments Bank and other borrowings Finance lease payables Provisions Total current liabilities NET CURRENT ASSETS TOTAL ASSETS LESS CURRENT LIABILITIES	2011 HK$'000 13,843,288 24,682 244,915 3,496,690 32,584 664,681 23,272 94,587 18,424,699 1,951,756 2,061,357 611,318 2,963 38,795 12,515 10,779,067 15,457,771 1,162,127 1,718,493 976,822 8,410 2,345,070 7,964 60,578 6,279,464 9,178,307 27,603,006	2010 HK$'000 13,264,914 341,512 471,416 6,357,156 65,625 235,005 44,335 145,360
		20,925,323
		963,700 2,107,644 702,386 2,964 5,335 40,166 2,315,488
		6,137,683
		550,640 62,535 587,757 111,049 1,355,536 14,924 67,492
		2,749,933
		3,387,750
		24,313,073

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31 December

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

TOTAL ASSETS LESS CURRENT LIABILITIES NON-CURRENT LIABILITIES Bank and other borrowings Finance lease payables Bond obligations Deferred tax liabilities Derivative financial instruments Provisions Other payable Total non-current liabilities NET ASSETS EQUITY Equity attributable to shareholders of the Company Issued capital Reserves Non-controlling interests TOTAL EQUITY	2011 HK$'000 27,603,006 2,260,461 42,446 7,666,272 1,728,235 240,574 735,330 104,610 12,777,928 14,825,078 393,287 13,996,638 14,389,925 435,153 14,825,078	2010 HK$'000 24,313,073
		3,290,136 50,423 7,640,430 2,034,277 217,949 413,450 —
		13,646,665
		10,666,408
		302,528 9,875,118
		10,177,646 488,762
		10,666,408

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NOTES

1. BASIS OF PREPARATION

These financial statements have been prepared in accordance with Hong Kong Financial Reporting Standards (" HKFRSs ") (which include all Hong Kong Financial Reporting Standards, Hong Kong Accounting Standards (" HKASs ") and Interpretations) issued by the Hong Kong Institute of Certified Public Accountants, accounting principles generally accepted in Hong Kong and the disclosure requirements of the Hong Kong Companies Ordinance. They have been prepared under the historical cost convention, except for derivative financial instruments and certain equity investments which have been measured at fair value. These financial statements are presented in Hong Kong dollars (" HK$ ") and all values are rounded to the nearest thousand (HK$'000) except when otherwise indicated.

Basis of consolidation

The consolidated financial statements include the financial statements of the Group for the year ended 31 December 2011. The financial statements of the subsidiaries are prepared for the same reporting period as the Company, using consistent accounting policies. The results of subsidiaries are consolidated from the date of acquisition, being the date on which the Group obtains control, and continue to be consolidated until the date that such control ceases. All intra-group balances, transactions, unrealised gains and losses resulting from intra-group transactions and dividends are eliminated on consolidation in full.

Adjustments are made to bring into line any dissimilar accounting policies that may exist.

Total comprehensive income within a subsidiary is attributed to the non-controlling interest even if that results in a deficit balance.

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction.

If the Group loses control over a subsidiary, it derecognises (i) the assets (including goodwill) and liabilities of the subsidiary, (ii) the carrying amount of any non-controlling interest and (iii) the cumulative translation differences recorded in equity; and recognises (i) the fair value of the consideration received, (ii) the fair value of any investment retained and (iii) any resulting surplus or deficit in profit or loss. The Group's share of components previously recognised in other comprehensive income is reclassified to profit or loss or retained profits, as appropriate.

2. CHANGES IN ACCOUNTING POLICY AND DISCLOSURES

The Group has adopted the following new and revised HKFRSs for the first time for the current year's financial statements.

HKFRS 1 Amendment	Amendment to HKFRS 1 First-time Adoption of Hong Kong
	Financial Reporting Standards – Limited Exemption from
	Comparative HKFRS 7 Disclosures for First-time Adopters
HKAS 24 (Revised)	Related Party Disclosures
HKAS 32 Amendment	Amendment to HKAS 32 Financial Instruments: Presentation –
	Classification of Rights Issues
HK(IFRIC) - Int 14 Amendments	Amendments to HK(IFRIC) - Int 14
	Prepayments of a Minimum Funding Requirement
HK(IFRIC) - Int 19	Extinguishing Financial Liabilities with Equity Instruments
Improvements to HKFRSs 2010	Amendments to a number of HKFRSs issued in May 2010

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2. CHANGES IN ACCOUNTING POLICY AND DISCLOSURES (continued)

Other than as further explained below regarding the impact of HKAS 24 (Revised), and amendments to HKFRS 3, HKAS 1 and HKAS 27 included in Improvements to HKFRSs 2010, the adoption of the new and revised HKFRSs has had no significant financial effect on the financial statements.

The principal effects of adopting these HKFRSs are as follows:

(a) HKAS 24 (Revised) Related Party Disclosures

HKAS 24 (Revised) clarifies and simplifies the definitions of related parties. The new definitions emphasise a symmetrical view of related party relationships and clarify the circumstances in which persons and key management personnel affect related party relationships of an entity. The revised standard also introduces an exemption from the general related party disclosure requirements for transactions with a government and entities that are controlled, jointly controlled or significantly influenced by the same government as the reporting entity. The accounting policy for related parties has been revised to reflect the changes in the definitions of related parties under the revised standard. The adoption of the revised standard did not have any impact on the financial position or performance of the Group.

(b) Improvements to HKFRSs 2010

Improvements to HKFRSs 2010 issued in May 2010 sets out amendments to a number of HKFRSs. There are separate transitional provisions for each standard. While the adoption of some of the amendments may result in changes in accounting policies, none of these amendments has had a significant financial impact on the financial position of the Group. Details of the key amendments most applicable to the Group are as follows:

• HKFRS 3 Business Combinations: The amendments clarifies that the amendments to HKFRS 7, HKAS 32 and HKAS 39 that eliminate the exemption for contingent consideration do not apply to contingent consideration that arose from business combinations whose acquisition dates precede the application of HKFRS 3 (as revised in 2008).

In addition, the amendment limits the scope of measurement choices for non-controlling interests. Only the components of non-controlling interests that are present ownership interests and entitle their holders to a proportionate share of the acquiree's net assets in the event of liquidation are measured at either fair value or at the present ownership instruments' proportionate share of the acquiree's identifiable net assets. All other components of non-controlling interests are measured at their acquisition date fair value, unless another measurement basis is required by another HKFRS.

The amendment also added explicit guidance to clarify the accounting treatment for non-replaced and voluntarily replaced share-based payment awards.

• HKAS 1 Presentation of Financial Statements: The amendment clarifies that an analysis of each component of other comprehensive income can be presented either in the statement of changes in equity or in the notes to the financial statements. The Group elects to present the analysis of each component of other comprehensive income in the statement of changes in equity.

• HKAS 27 Consolidated and Separate Financial Statements: The amendment clarifies that the consequential amendments from HKAS 27 (as revised in 2008) made to HKAS 21, HKAS 28 and HKAS 31 shall be applied prospectively for annual periods beginning on or after 1 July 2009 or earlier if HKAS 27 is applied earlier.

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3. OPERATING SEGMENT INFORMATION

For management purposes, the Group is organised into business units based on their products and services and has four reportable operating segments as follows:

• (a) the aluminium smelting segment comprises the operation of the Portland Aluminium Smelter which sources alumina and produces aluminium ingots in Australia;

• (b) the coal segment comprises the operation of coal mines and the sale of coal in Australia;

• (c) the import and export of commodities segment represents the export of various commodity products such as aluminium ingots, iron ore, alumina and coal; and the import of other commodities and manufactured goods such as vehicle and industrial batteries, tyres, alloy wheels and various metals such as steel and aluminium extrusion products in Australia; and

• (d) the crude oil segment comprises the operation of oilfields and the sale of oil in the Republic of Indonesia (" Indonesia "), the People's Republic of China (the " PRC ") and the Republic of Kazakhstan (" Kazakhstan ").

Other than the above operating segments, for the year ended 31 December 2010, the Group also had a manganese segment, contributed solely by CITIC Dameng Holdings Limited (" CDH "), comprising the operation of manganese mines and the sales of refined manganese products in the PRC and the exploration of manganese mines in Gabon, West Africa. Following the listing of CDH on 18 November 2010, CDH ceased to be a subsidiary of the Group and become an associate of the Group thereafter. Accordingly, the operating results of the manganese segment are included in the share of profit of associates in the current year.

Management monitors the results of the Group's operating segments separately for the purposes of making decisions about resources allocation and performance assessment. Segment performance is evaluated based on reportable segment profit, which is a measure of adjusted profit before tax. The adjusted profit before tax is measured consistently with the Group's profit before tax except that interest income, finance costs, dividend income, fair value gains/(losses) from the Group's financial instruments as well as head office and corporate expenses are excluded from such measurement.

Segment assets exclude available-for-sale investments, derivative financial instruments, deferred tax assets, equity investments at fair value through profit or loss, tax recoverable, cash and cash equivalents, investments in associates and other unallocated head office and corporate assets as these assets are managed on a group basis.

Segment liabilities exclude bank and other borrowings, finance lease payables, bond obligations, deferred tax liabilities, derivative financial instruments, tax payable and other unallocated head office and corporate liabilities as these liabilities are managed on a group basis.

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3. OPERATING SEGMENT INFORMATION (continued)

Year ended Aluminium 31 December 2011 smelting HK$'000 Segment revenue: Sales to external customers 1,338,896 Other income 75,927 1,414,823 Segment results 90,377 Reconciliation: Interest income and unallocated gains Gain on disposal of partial investment in jointly-controlled assets Gain on disposal of investment in an associate Provision for impairment of items of property, plant and equipment Provision for impairment of other asset Impairment of goodwill Unallocated expenses Unallocated finance costs Share of profit of associates Profit before tax Segment assets 1,273,822 Reconciliation: Investment in an associate Unallocated assets Total assets Segment liabilities 427,532 Reconciliation: Unallocated liabilities Total liabilities Other segment information: Depreciation and amortisation 152,245 Unallocated amounts Other non-cash expenses — Capital expenditure 9,713 Unallocated amounts	Import and export of Coal commodities 529,011 30,829,332 31,449 42,303 560,460 30,871,635 124,804 349,435 850,434 2,657,741 188,462 739,111 20,516 758 43 — 56,327 912	Crude oil 5,799,195 8,341 5,807,536 996,005 14,317,661 1,508,588 948,506 1,554 1,850,832	Total 38,496,434 158,020 38,654,454 1,560,621 129,650 271,024 3,785,847 (492,551) (147,126) (316,830) *(104,832) (828,855) 280,935 4,137,883 19,099,658 3,496,690 11,286,122 33,882,470 2,863,693 16,193,699 19,057,392 1,122,025 5,043 1,127,068 1,597 1,917,784 2,329 1,920,113 **

• Provision for impairment of items of property, plant and equipment, other asset and goodwill related to the aluminium smelting segment.

** Capital expenditure consists of additions to property, plant and equipment.

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3. OPERATING SEGMENT INFORMATION (continued)

Year ended 31 December 2010 HK$'000 Segment revenue: Sales to external customers Other income Segment results Reconciliation: Interest income and unallocated gains Gain on deemed disposal of investment in an associate Gain on loss of control of subsidiaries Provision for impairment of items of property, plant and equipment Unallocated expenses Unallocated finance costs Share of profit of associates Profit before tax Segment assets Reconciliation: Investments in associates Unallocated assets Total assets Segment liabilities Reconciliation: Unallocated liabilities Total liabilities Other segment information: Depreciation and amortisation Unallocated amounts Other non-cash expenses Capital expenditure Unallocated amounts	Aluminium smelting 1,215,445 4,293 1,219,738 (36,675) 2,337,219 371,715 137,401 — 10,595	Import and export of Coal commodities 507,230 24,536,161 6,678 45,861 513,908 24,582,022 122,296 300,489 427,432 1,854,261 40,615 242,049 18,341 1,016 5,040 — 1,696 722	Manganese 2,190,567 19,709 2,210,276 267,832 — — 146,312 3,817 526,020	Crude oil 3,802,927 34,232 3,837,159 516,357 13,327,632 625,466 879,625 11,344 1,334,098	Total 32,252,330 110,773 32,363,103 1,170,299 45,176 68,957 2,650,160 (2,514,060)* (154,653) (841,223) 250,920 675,576 17,946,544 6,357,156 2,759,306 27,063,006 1,279,845 15,116,753 16,396,598 1,182,695 4,278 1,186,973 20,201 1,873,131 1,059 1,874,190 **

• Provision for impairment of items of property, plant and equipment related to the crude oil segment.

• ** Capital expenditure consists of additions to property, plant and equipment, prepaid land lease premiums and other intangible assets.

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3. OPERATING SEGMENT INFORMATION (continued)

Geographical information

• (a) Revenue from external customers

The PRC Australia Europe North America Kazakhstan Other Asian countries Others	2011 HK$'000 28,305,600 1,825,219 6,914,549 39,893 168,177 1,190,779 52,217 38,496,434	2010 HK$'000 23,176,884 1,995,287 4,530,718 96,776 140,476 950,015 1,362,174
		32,252,330

The revenue information above is based on the location of the customers.

• (b) Non-current assets

Hong Kong The PRC Australia Kazakhstan Other Asian countries	2011 HK$'000 4,307 8,194,960 1,497,524 7,627,907 704,643 18,029,341	2010 HK$'000 8,731 6,621,739 5,084,386 7,838,945 644,786
		20,198,587

The non-current assets information above is based on the location of assets and excludes available-for-sale investments, derivative financial instruments, deferred tax assets and other asset.

Information about major customers

Revenue from major customers, each of them amounted to 10% or more of the Group's revenue, are set out below:

	Operating Segment	2011	2010
		HK$'000	HK$'000
Customer A	Import and export of commodities	4,906,861	3,826,829
Customer B	Crude oil	4,795,412	3,450,591

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4. OTHER INCOME AND GAINS

An analysis of the Group's other income and gains is as follows:

An analysis of the Group's other income and gains is as follows:
Interest income Handling service fees Gain on disposal of available-for-sale investments Sale of scrap Government subsidies and value added tax rebate Gain on deemed disposal of investment in an associate Gain on disposal of partial investment in jointly-controlled assets * Fair value gains on derivative financial instrument – embedded derivative Others	2011 HK$'000 100,292 49,327 6,524 5,827 — — 271,024 80,914 44,786 558,694	2010 HK$'000 31,496 45,392 18,825 13,158 6,821 68,957 — — 40,257
		224,906

• Various government grants have been received for employing handicapped workers and setting up research activities. There are no unfulfilled conditions or contingencies relating to these subsidies.

• ** In May 2011, CITIC Bowen Basin Pty Limited, an indirect wholly-owned subsidiary of the Group, entered into sale and purchase agreements with certain independent third parties for the sale of a total of 8% interest in the Codrilla project for an aggregate cash consideration of A$51,200,000 (HK$405,760,000). During the year, the Group has received part of the cash consideration, amounting to A$10,240,000 (HK$81,152,000), and the remaining amount of A$40,960,000 (HK$324,608,000) is to be received by instalments.

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5. FINANCE COSTS

An analysis of finance costs is as follows:

Interest expense on bank and other borrowings Interest expense on fixed rate senior notes, net Interest expense on finance leases Total interest expense on financial liabilities not at fair value through profit or loss Amortisation of fixed rate senior notes Less: Interest capitalised Other finance charges: Increase in discounted amounts of provisions arising from the passage of time Others 6. PROFIT BEFORE TAX The Group's profit before tax is arrived at after charging/(crediting): Cost of inventories sold Depreciation Amortisation of other asset Amortisation of other intangible assets Amortisation of prepaid land lease premiums Loss on disposal/write-off of items of property, plant and equipment Gain on deemed disposal of investment in an associate Gain on disposal of partial investment in jointly-controlled assets Gain on disposal of investment in an associate Gain on loss of control of subsidiaries Provision for impairment of items of property, plant and equipment Provision for impairment of other asset Impairment of goodwill	2011 HK$'000 194,950 524,394 1,257 720,601 23,027 — 743,628 44,394 40,833 828,855 2011 HK$'000 34,573,679 1,045,411 81,657 — — 39,665 — (271,024) (3,785,847) — 492,551 147,126 316,830	2010 HK$'000 284,257 524,217 1,588 810,062 23,027 (28,357) 804,732 32,159 4,332 841,223 2010 HK$'000 29,310,818 1,101,552 72,888 6,973 5,560 90,697 (68,957) — — (2,650,160) 2,514,060 — —

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7. INCOME TAX

Current – Hong Kong Current – Elsewhere Charge for the year Underprovision/(overprovision) in prior years Deferred Total tax expense/(credit) for the year	2011 HK$'000 — 2,114,028 1,598 (187,856) 1,927,770	2010 HK$'000 — 438,196 (2,731) (841,131) (405,666)

The statutory tax rate of Hong Kong profits tax was 16.5% (2010: 16.5%) on the estimated assessable profits arising in Hong Kong during the year. No provision for Hong Kong profits tax has been made as the Group had no assessable profits arising in Hong Kong for the year (2010: Nil).

Taxes on profits assessable elsewhere have been calculated at the rates of tax prevailing in the jurisdictions in which the Group operates.

Australia

Australian income tax has been provided at the statutory rate of 30% (2010: 30%) on the estimated taxable profits arising in Australia during the year.

Indonesia

The corporate tax rate applicable to the subsidiary which is operating in Indonesia was 30% (2010: 30%) during the year.

The Group's subsidiary owning a participating interest in oil and gas properties in Indonesia is subject to branch tax at an effective tax rate of 14% (2010: 14%).

The PRC

The Group's subsidiaries registered in the PRC are subject to corporate income tax at a rate of 25% (2010: 25%). No provision for the PRC corporate income tax has been made as the Group had no taxable profits arising in the PRC during the year.

Kazakhstan

The corporate tax rate applicable to the Group's jointly-controlled entities established and operating in Kazakhstan was 20% in 2011 (2010: 20%). The Group shall also pay excess profit tax (" EPT ") on its profit after corporate income tax each year. EPT is calculated based on annual profitability at progressive rates varying from 10% to 60%.

According to HKAS 12 Income Taxes, deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled.

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8. EARNINGS PER SHARE ATTRIBUTABLE TO ORDINARY SHAREHOLDERS OF THE COMPANY

The calculation of basic earnings per share amount is based on the profit for the year attributable to ordinary shareholders of the Company and the weighted average number of ordinary shares in issue during the year.

The calculation of diluted earnings per share amount is based on the profit for the year attributable to ordinary shareholders of the Company. The weighted average number of ordinary shares used in the calculation is the number of ordinary shares in issue during the year, as used in the basic earnings per share calculation, and the weighted average number of ordinary shares assumed to have been issued at no consideration on the deemed exercise or conversion of all dilutive potential ordinary shares into ordinary shares.

The calculations of basic and diluted earnings per share amounts are based on:

Earnings Profit attributable to ordinary shareholders of the Company used in the basic earnings per share calculation Shares Weighted average number of ordinary shares in issue during the year used in the basic earnings per share calculation Effect of dilution – weighted average number of ordinary shares: share options	2011 2010 HK$'000 HK$'000 2,202,872 1,101,660 Number of shares 2011 2010 (Restated) 7,124,302,322 6,273,832,962 7,304,908 14,335,990 7,131,607,230 6,288,168,952	2010 HK$'000 1,101,660
		6,288,168,952

The weighted average number of ordinary shares used in the calculation of the basic earnings per share and the effect of dilution in 2010 have been retrospectively adjusted for a rights issue of the Company completed on 20 June 2011 (the " Rights Issue ").

9. DIVIDEND

No interim dividend was paid during the year and the prior year. The directors do not recommend the payment of any final dividend in respect of the year (2010: Nil).

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10. TRADE RECEIVABLES

An aged analysis of the trade receivables as at the end of the reporting period, based on the invoice date and net of provisions, was as follows:

Within one month One to two months Two to three months Over three months	2011 HK$'000 1,101,795 691,282 70,277 198,003 2,061,357	2010 HK$'000 1,076,496 535,572 104,454 391,122
		2,107,644

The Group normally offers credit terms of 30 to 120 days to its established customers.

11. ACCOUNTS PAYABLE

An aged analysis of the accounts payable as at the end of the reporting period, based on the invoice date, was as follows:

Within one month One to two months Two to three months Over three months	2011 HK$'000 1,113,747 28,795 13,415 6,170 1,162,127	2010 HK$'000 519,054 14,919 8,931 7,736
		550,640

The accounts payable are non-interest-bearing and are normally settled on terms of 30 to 90 days.

12. COMPARATIVE AMOUNTS

Certain comparative amounts have been restated to conform with the current year's presentation.

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BUSINESS REVIEW

An update on the Group's operations in 2011 is detailed as follows.

Crude oil

Production at the Karazhanbas oilfield in Kazakhstan remained stable with some modest growth. Since taking over the project, the Group has been committed to enhancing production by means of, amongst others, more efficient use of steam flooding technology, closer control of production plans and better management of new wells. These efforts have been successful to a certain extent. Oil production continued to show some growth in 2011, with over half of the production recovered by steam flooding. In addition, the Group will roll out research works to consider the medium to long term development plan of the oilfield.

Construction and development of the Yuedong oilfield in Liaoning Province, the PRC achieved significant progress during the year. The project entered commercial production in May 2011, with the first artificial island equipped with full production capability. The Group has directed its effort to promote timely completion of the remaining construction works. Following to the commencement of full scale production, which is expected in 2015, the Yuedong oilfield should be a key driver for the Group's oil business, enabling the Group to take a major stride forward in both capacity and production terms.

The Seram Island Non-Bula Block in Indonesia has performed better as a result of more drillings and further development works. This supplemented the natural decline in production from existing wells which the Group continues to manage prudently. Higher production was attained in 2011 than in 2010 and exploratory works will continue to be carried out.

Coal

Production at the Coppabella and Moorvale coal mines decreased in 2011 as compared to 2010 due to flooding and continuous rainfall in Queensland of Australia. The current production level has basically returned to normal.

During the year, the Group disposed of its entire 16.34% interest in Macarthur Coal Limited (" Macarthur Coal ") and sold down part of its interest in the Codrilla project, thereby unlocking latent investment value as well as providing financial support for the development of existing exploratory coal mine projects.

The Group shall continue with its strategic coal asset investments with its 7% direct interest in the Coppabella and Moorvale coal mines joint venture (the " CMJV ") and also the 10% to 15% interests in a number of exploratory coal mines joint ventures in which Macarthur Coal is also a participant. In addition, through the CMJV, the Group shall continue to hold a 7% direct interest in the Codrilla project which was named as the third project for development by the CMJV and scheduled to commence in 2012. With continual exploratory works undertaken in these years, both the resources and asset value of the Group's coal portfolio are expected to further increase and the Group is optimistic about the outlook for this sector.

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Metals

The Group's strategic metal investments are currently made up of its 22.5% interest in the Portland Aluminium Smelter joint venture and its 38.98% interest in CDH.

In light of prevailing market conditions, the Portland Aluminium Smelter continued to implement a production curtailment program and cost cutting measures to improve production efficiency and performance. However, profitability was inevitably affected by the appreciation of the Australian dollar.

CDH has expanded its business scale and manganese resources through the acquisition of 貴州遵義匯興 鐵合金有限責任公司 (Guizhou Zunyi Hui Xing Ferroalloy Limited Company).

Import and export of commodities

The Group's import and export of commodities business continued to demonstrate strong growth in the year. Backed by the long time international trading experience and strong ties with both upstream suppliers and downstream customers, the Group has further optimized the customer portfolio and product mix with a focal shift towards demand from the PRC, achieving rapid growth in business scale and record high revenue in the year.

BUSINESS OUTLOOK

2012 is expected to be another testing year, full of challenges brought about by the overcast from the euro-zone sovereign debt crisis as well as uncertainties in the global economy.

The global energy and natural resources industry will no doubt continue to undergo fluctuations. However, given its diverse business portfolio and geographic presence, broad product range and extensive customer base, the Group is well positioned to withstand the risks so associated.

Looking forward, the Group is optimistic about the outlook of energy and natural resources industry, which is capital and technology intensive, and sensitive to cyclical market volatility. Apart from fostering growth organically, supported by sufficient financial flexibility, expansion from new investment opportunities is always on the agenda with a view to achieving diversification and economies of scale, which are prerequisites for large players in the sector.

LIQUIDITY, FINANCIAL RESOURCES AND CAPITAL STRUCTURE

Cash

As at 31 December 2011, the Group had cash and cash equivalents of HK$10,779.1 million.

The balances were primarily contributed by the operational cash inflow, funds of HK$2,504.9 million (before expenses) through the Rights Issue (details of which are set out in the section headed "Share capital" below) and gross proceeds of HK$6,356.1 million from the disposal of shares in Macarthur Coal during the year.

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Borrowings

As at 31 December 2011, the Group had total debts of HK$12,322.2 million, which comprised:

• secured bank loan of HK$405.8 million;

• unsecured bank loans of HK$3,907.1 million;

• secured other loans of HK$3.9 million;

• unsecured other loan of HK$288.7 million;

• finance lease payables of HK$50.4 million; and

• bond obligations of HK$7,666.3 million.

The secured bank loan was secured by the Group's 22.5% participating interest in the Portland Aluminium Smelter joint venture. The bank trade finance facilities available to CITIC Australia Trading Pty Limited (" CATL ") are guaranteed by CITIC Resources Australia Pty Limited.

Most transactions of CATL are debt funded which means CATL is highly geared. However, in contrast to term loans, CATL's borrowings are self liquidating, transaction specific and of short durations, matching the term of the underlying trade. When sale proceeds are received at the completion of a transaction, the related borrowings are repaid accordingly.

In January 2008, the Company, as borrower, entered into a facility agreement with a syndicate of financial institutions as lenders in respect of an unsecured 5-year term loan facility of US$280 million (HK$2,184 million). The balance of the facility as at 31 December 2011 was US$210 million (HK$1,638 million).

The Group leases certain of its plant and machinery for its coal mine operation. The leases are classified as finance leases.

The bond obligations represent the issue of US$1,000,000,000 6.75% senior notes due 2014 (the " Notes ") by CITIC Resources Finance (2007) Limited (" CR Finance "), a direct wholly-owned subsidiary of the Company, in May 2007. The obligations of CR Finance under the Notes are guaranteed by the Company. The net proceeds of the Notes were used by the Group to facilitate the acquisition of the Kazakhstan Interests and for general working capital requirements.

Benefiting from the good operating results of the year, the Group's capital structure as at 31 December 2011 was substantially strengthened with net debt to net total capital of 9.7% (2010: 49.7%). Of the total debts, HK$2,353.0 million was repayable within one year, the majority of which being of trade finance related and a periodic renewal nature.

Share capital

In June 2011, the Company completed the issue of 1,815,170,111 ordinary shares of HK$0.05 each in the share capital of the Company by way of the Rights Issue at the subscription price of HK$1.38 per rights share on the basis of three rights shares for every ten existing ordinary shares held as at the close of business on 25 May 2011. Further details of the Rights Issue are set out in the announcements of the Company dated 3 May 2011, 17 May 2011 and 17 June 2011 and the circular of the Company dated 26 May 2011.

The proceeds from the Rights Issue were HK$2,504.9 million (before expenses). The net proceeds of the Rights Issue are being applied by the Company towards funding the capital and operating expenditure of the Group's existing oil assets, the Group's future investments, working capital and for general corporate purposes of the Group. The Rights Issue has enhanced the financial condition of the Company.

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Financial risk management

The Group's diversified business is exposed to a variety of risks, such as market risks (including interest rate risk, foreign currency risk and commodity price risk), credit risk and liquidity risk. The management of such risks is dictated by a set of internal policies and procedures designed to minimise potential adverse effects to the Group. The policies and procedures have proved effective.

The Group enters into derivative transactions, including principally interest rate swap contracts, forward currency contracts, forward commodity contracts and electricity hedge agreement. The purpose is to hedge the interest rate risk, foreign currency risk and commodity price risk arising from the Group's operations and its sources of finance.

Opinion

The Board is of the opinion that, after taking into account the existing available borrowing facilities and internal resources, the Group has sufficient resources to meet its foreseeable working capital requirements.

EMPLOYEES AND REMUNERATION POLICIES

As at 31 December 2011, the Group had around 4,600 full time employees, including management and administrative staff. Most of the Group's employees are employed in Kazakhstan, the PRC and Indonesia while the others are employed in Australia and Hong Kong.

The Group's remuneration policy seeks to provide fair market remuneration in a form and value to attract, retain and motivate high quality staff. Remuneration packages are set at levels to ensure comparability and competitiveness with other companies in the industry and market competing for a similar talent pool. Emoluments are also based on an individual's knowledge, skill, time commitment, responsibilities and performance and by reference to the Group's profits and performance. Rent-free quarters are provided to some employees in Kazakhstan and Indonesia.

CODE ON CORPORATE GOVERNANCE PRACTICES

The Board is of the view that the Company has, for the year ended 31 December 2011, applied the principles and complied with the applicable code provisions, and also complied with certain recommended best practices, of the Code on Corporate Governance Practices (the " CG Code ") as set out in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the " Listing Rules "), except for the deviations to paragraphs A.4.1 and E.1.2 of the CG Code.

Paragraph A.4.1 of the CG Code provides that non-executive directors should be appointed for a specific term, subject to re-election. The non-executive directors of the Company are not appointed for specific terms. However, under the Company's bye-laws, one-third of the directors (including those appointed for a specific term) for the time being (or, if their number is not a multiple of three, the number nearest to but not less than one-third) shall retire from office by rotation provided that every director shall be subject to retirement at least once every three years. As such, the Company considers that sufficient measures have been taken to ensure that the Company's corporate governance practices are no less exacting than those set out in paragraph A.4.1 of the CG Code.

Paragraph E.1.2 of the CG Code provides that the chairman of the board of directors should attend the annual general meeting. The chairman of the Board was unable to attend the annual general meeting of the Company held on 22 June 2011 due to other important business engagements. In accordance with bye-law 63 of the Company's bye-laws, the directors present elected the chief executive officer of the Company to chair the meeting.

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MODEL CODE FOR SECURITIES TRANSACTIONS BY DIRECTORS

The Company has adopted a code of conduct of dealings in the securities of the Company by its directors (the " Securities Dealings Code ") that is based on the Model Code for Securities Transactions by Directors of Listed Issuers (the " Model Code ") as set out in Appendix 10 to the Listing Rules (or on terms no less exacting than the Model Code).

All directors confirmed, following specific enquiry by the Company, that they have complied with the required standards set out in the Securities Dealings Code throughout the year.

PURCHASE, REDEMPTION OR SALE OF LISTED SECURITIES OF THE COMPANY

Neither the Company nor any of its subsidiaries purchased, redeemed or sold any of the Company's listed securities during the year.

AUDIT COMMITTEE

The Company has an audit committee which was established in compliance with rule 3.21 of the Listing Rules for the purpose of reviewing and providing supervision over the Group's financial reporting process and internal controls. The audit committee comprises the three independent non-executive directors of the Company.

The audit committee has reviewed these annual results with the management of the Company.

By Order of the Board CITIC Resources Holdings Limited Zeng Chen Vice Chairman and Chief Executive Officer

Hong Kong, 2 March 2012

As at the date hereof, the executive directors of the Company are Mr. Sun Xinguo; Mr. Zeng Chen; Mr. Guo Tinghu and Ms. Li So Mui, the non-executive directors are Mr. Ju Weimin; Mr. Qiu Yiyong; Mr. Tian Yuchuan; Mr. Wong Kim Yin and Mr. Zhang Jijing, and the independent non-executive directors are Mr. Fan Ren Da, Anthony; Mr. Gao Pei Ji and Mr. Ngai Man.

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