Company code: 600618 Company name: Chlor-Alkali Chemical Shanghai Chlor-Alkali Chemical Co., Ltd. 2015 Annual Report
Important Notice
1. The Board of Directors, the Supervisory Committee, Directors, Supervisors and senior executives of the the Company ensure the content of this Annual Report is true, accurate and integrative, not having any false statement, misleading representation or significant omission, and will take joint and several legal responsibilities for the Report.
2. All the Directors of the Company attended the Board meeting.
3. BDO China Shu Lun Pan Certified Public Accountants LLP issued an auditor's report with standard and unqualified opinion for the Company.
4. Mr. Huang Dailie, principal of the Company, Mr. Zhang Weimin, principal in charge of accounting of the Company, and Mr. Lai Yonghua, head of accounting department (accounting officer) declare to guarantee the truth, accuracy and integrity of the financial report in this Annual Report.
5. The proposal on profit distribution and proposal on capital reserve transferring into share capital examined by the Board of Directors
According to the 2015 annual financial audit report issued by BDO China Shu Lun Pan Certified Public Accountants LLP engaged by the Company, in 2015 the net profit of the parent company is RMB 143,024,579.55 and the undistributed profit at beginning of the year is RMB - 757,961,086.06. After making up the loss in the undistributed profit, the profit available for distribution at end of the year should be RMB - 614,936,506.51. Therefore, the Company is not capable of distributing profit for 2015 or transferring the capital reserves into share capital.
6. The declaration on the risk for forward looking statement
The future plan or other forward looking statement included in this Report shall not constitute the Company's substantial commitment to the investors, and we remind the investors to notice to the investment risks.
7. Is there any non-operational fund occupation by the controlling shareholder or the related parties?
No
8. Is there any guarantee for outside entities in violation of the stipulated decision-making process? No
9. Notice on important risks
None
10. Other
None
Contents
1. Paraphrase ............................................................................................................................................... 4 2. Company Profile and Financial Highlights ............................................................................................. 5 3. Briefing on the Company's Business ....................................................................................................... 7 4. Discussion and Analysis on the Management ......................................................................................... 9 5. Major Events ......................................................................................................................................... 21 6. Changes of Ordinary Shares and Particulars of Shareholders ............................................................... 31 7. Particulars of the Directors, Supervisors, Senior Executives and Staff Members ................................. 35 8. Company Governance ........................................................................................................................... 41 9. Particulars of Preference Shares ............................................................................................................ 44 10. Particulars of the Company's Bonds ................................................................................................... 44 11. Financial Report .................................................................................................................................. 44 12. Documents for Reference .................................................................................................................... 64
1. Paraphrase
1. Paraphrase
In this Report, except otherwise indicated, these words and expressions shall have the meanings as follows:
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|Paraphrase for generally-used expressions|||
|CSRC|means|China Securities Regulatory Commission|
|SSRB|means|Shanghai Regulatory Bureau of China Securities RegulatoryCommission|
|Huayi Group|means|Shanghai Huayi (Group) Company|
|The Company, Company,or Chlor-Alkali Chemical|means|Shanghai Chlor-Alkali Chemical Co., Ltd.|
|Sodium hydroxide|means|Molecular formula: NaOH; a strong soluble alkali. Sodiumhydroxide is easy to be solved into water, has strongalkalinity, and can supply Na+ ion. These properties make itused widely in the industries such as soap-making, textileindustry, printing and dyeing, blanching, papermaking,petroleum refining, metallurgy and other chemicalindustries.|
|Chlorine|means|Molecular formula: Cl2. As an important chemical rawmaterial, chlorine gas is widely used in the industries suchas papermaking, printing and dyeing, pigment, bleachingpowder, textile industry, chemical fiber, grease petroleum,rubber, plastic, pharmacy, disinfection, agriculturalpesticide, metallurgy and electronic industry.|
|EDC|means|Ethylene dichloride. Achromatic or yellowish transparentliquid with specific gravity of about 1.26 and odor similar tochloroform, insoluble in water, dissolve in ethyl alcohol andethyl ether. Mainly used as the solvent for wax, fat andrubber, and also used in producing vinyl chloride andpolycarbonate.|
|PPVC|means|Paste resin. The Company's production for paste resinmainly adopts two processes, mixing method and seedemulsion polymerization, and the paste resin is mainly usedin the products such as the artificial leather, floor leather,wall paper, toy and bottle cap.|
|TPVC|means|Special resin. The special resin produced by the Company ismainly the customer specially-used material, the medicalresin with high polymeric level such as plasma bag, infusiontube and the seal with high elasticity and the resin speciallyused for primary coating in automobiles.|
|CPVC|means|Chlorinated polyvinyl chloride. Mainly used in variouspipes with different caliber and the related fittings such aselbow and T-joint, the valve body and the wig.|

2. Company Profile and Financial Highlights
1. Company information
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|Chinese name of the Company|上海氯碱化工股份有限公司|
|Short form|氯碱化工|
|English name of the Company|SHANGHAI CHLOR－ALKALI CHEMICAL CO.，LTD.|
|Abbreviation|SCAC|
|Legal representative of the Company|Mr. Huang Dailie|

2. Contact information
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||Secretary of the Board of Directors|Securities representative|
|Name|Xu Peiwen|Chen Lihua|
|Contact address|4747 Longwu Rd., Shanghai|4747 Longwu Rd., Shanghai|
|Tel.|021-64342640|021-64342640|
|Fax|021-64341438|021-64341438|
|E-mail|shxpw@126.com|amychen0131@126.com|

3. Basic information
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|Registered address of the Company|4747 and 4800 Longwu Rd., Shanghai|
|Zip code of registered address|200241|
|Business address of the Company|4747 Longwu Rd., Shanghai|
|Zip code of business address of the Company 2|00241|
|Website|www.scacc.com|
|E-mail|dshmss@scacc.com|

4. Information disclosure and filing site
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|Newspapers for information disclosure selectedby the Company|China Securities News, Shanghai Securities News,Securities Post and Hong Kong Commercial Daily|
|Website appointed by China SecuritiesRegulatory Commission for carrying annualreport|www.sse.com.cn|
|Site for filing annual report|4747 Longwu Rd., Shanghai|

5. The Company's share
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|The Company's share|||||
|Type of share|Stock exchange for listingof share|Share name|Sharecode|Share namebefore change|
|A share|Shanghai Stock Exchange|Chlor-Alkali Chemical|600618||
|B share|Shanghai Stock Exchange|Chlor-Alkali B Share|900908||

6. Other relevant information
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|Public accountingfirm engaged by theCompany (domestic)|Name|BDO China Shu Lun Pan Certified PublicAccountants LLP|
||Business address|4th Floor, New Huangpu Financial Plaza, No.61, East Nanjing Rd., Shanghai, China|
||Name of theaccountant for signing|Gu Xuefeng, Ling Min|

7. Main accounting data and financial indexes of previous 3 years before end of the report period 1) Main accounting data
Unit: RMB
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|-|-|-|-|-|
|Main accounting data|2015|2014|Increase ordecrease thansame period oflast year (%)|2013|
|Operating income|6,170,874,223.67|7,015,409,267.56|-12.04|6,974,211,654.53|
|Net profit attributable toshareholders of the listedCompany|95,615,030.34|-592,502,499.95|Not applicable|16,623,782.76|
|Net profit attributable toshareholders of the Company,after non-recurring profit and loss|-31,416,638.26|-262,177,332.00|Not applicable|-139,868,977.14|
|Net cash flow from operatingactivities|305,852,432.45|-29,059,999.83|Not applicable|580,026,390.02|
||End of 2015|End of 2014|Increase ordecrease (%)|End of 2013|
|Net assets attributable toshareholders of the listedCompany|2,261,545,045.54|2,164,655,507.39|4.48|2,848,201,003.60|
|Total assets|4,847,854,403.79|5,754,717,626.22|-15.76|5,992,581,029.65|
|Total share capital at end of therepord period|1,156,399,976.00|1,156,399,976.00|0.00|1,156,399,976.00|

2) Main financial indexes
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|-|-|-|-|-|
|Main financial indexes|2015|2014|Increase or decrease thansame period of last year (%)|2013|
|Basic earnings per share|0.0827|-0.5124|Not applicable|0.0144|
|Diluted earnings per share|0.0827|-0.5124|Not applicable|0.0144|
|Basic earnings per share after non-recurring profitand loss (RMB/share)|-0.0272|-0.2267|Not applicable|-0.121|
|Return on net assets, weighted average (%)|4.313|-24.4467|Increase by 28.76percentage points|0.5857|
|Return on net assets, weighted average, afterrecurrent profit and loss (%)|-1.4171|-10.8175|Increase by 9.40 percentagepoints|-4.9279|

8. Difference of accounting data between domestic and overseas accounting standards
1) The difference of net profit and net assets attributable to shareholders of the Company between the international accounting standard and Chinese accounting standards
□Applicable√Not applicable
2) The difference of net profit and net assets attributable to shareholders of the Company between the overseas accounting standards and Chinese accounting standards
□Applicable√Not applicable
9. Main financial data for quarters in 2015
Unit: RMB
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|-|-|-|-|-|
||1st quarter(Jan.-March)|2nd quarter(Apr.-Jun.)|3rd quarter(July-Sept.)|4th quarter(Oct.-Dec.)|
|Operating income|1,540,819,806.42|1,630,089,231.04|1,711,565,084.48|1,288,400,101.73|
|Net profit attributable toshareholders of the listedCompany|4,057,976.87|-52,696,263.14|3,967,144.79|140,286,171.82|
|Net prrearit attributable toshareholders of the Company,after non-recurring profit and loss|53,895,146.66|-8,086,538.19|32,103,078.21|-109,328,324.94|
|Net cash flow from operatingactivities|-52,610,580.45|114,040,798.82|32,061,368.67|212,360,845.41|

Note on differences between the data of the quarters and that of the period report disclosed
□Applicable√Not applicable
10. Items of non-recurring profit and loss
√Applicable□Not applicable
Unit: RMB
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|-|-|-|-|-|
|Items of non-recurrent profit andloss|Amount of2015|Note (if applied)|Amount of 2014|Amount of2013|
|Profit or loss from disposal ofnon-current assets|257,772,690.18|Mainly acquiredfrom sale of theequity ofsubsidiaries and saleof buildings|1,111,822.13|71,743,954.84|
|Tax return and exemptionapproved by the authority beyondits right or with no officialapproval file, or occasionallyhappened||||1,120,000.00|
|Government subsidy attributableto profit and loss of currentperiod, except such governmentsubsidy closely related to theCompany's normal businessoperation, meeting the regulationof national policy and enjoyedconstantly in certain quota orquantity according to a certainstandard|41,118,941.72||5,732,560.40|111,427,687.60|
|Other non-operating revenue andexpenditure other than aboveitems|3,081,055.74||6,572,403.12|7,086,532.41|
|Other profit or loss items meetingthe definition of non-recurringprofit and loss|-174,731,937.80|Compensation forpersonnel placementand related loss onwork stoppagecaused byadjustment of theindustrial structurein Wujing Base|-343,652,815.90|-35,532,990.89|
|Impact of minority interests|-199,632.57||50,515.48|-32,543.41|
|Impact of income tax|-9,448.67||-139,653.18|680,119.35|
|Total|127,031,668.60||-330,325,167.95|156,492,759.90|

 11. Items measured with fair value
Unit: RMB
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|-|-|-|-|-|
|Item|Beginningbalance|Closingbalance|Change incurrent period|Impact on the profitof current period|
|Salable financial assets|14,914,742.76|50,765,875.23|35,851,132.47|36,415.17|
|Total|14,914,742.76|50,765,875.23|35,851,132.47|36,415.17|

 3. Briefing on the Company's Business
1. Main business, operating mode and industrial status for the Company during the report period 1) Main business: The Company mainly produces and sells sodium hydroxide, chlorine, chlorine
products, polyvinyl chloride plastics resin and the products. Now the Company's annual production
capacity for sodium hydroxide is 720,000 tons, for ethylene dichloride, 720,000 tons and for liquid
chlorine, 600,000 tons.
2) Operating mode: The Company makes close cooperation with the international chemical magnate to establish an integrated operation mode with completed devices and pipe-line transportation in the chemical industry zone. The integrated operation mode has enhanced the Company's capability of long-term stable existing and development and has also provided guarantee for the downstream customers to obtain stable and reliable chlor-alkali products in long period, realizing mutual benefit and win-win.
3) Status of the industry: Due to the impact of weak macro economy and excess capacity on China's chlor-alkali industry, the market continues to slump, the downstream demand recovery is slow, cost rising factors increase, the original profit mode of "using alkali profit to cover the loss in chlorine in domestic chlor-alkali industry has been changed due to loss in both alkali and chlorine happened, and the industry has entered a difficult adjustment period.
2. Note on significant changes in prime assets of the Company in the report period
Unit: RMB
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|Item|2015|2014|Increaseordecreasethanpreviousyear (%)|Remark|
|Monetary fund|240,425,945.13|402,636,250.64|-40.29|Mainly caused by the repayment of loan anddecrease of the consolidation range|
|Advanceaccounts|136,446,799.31|220,825,719.39|-38.21|Mainly caused by the advance payment of projectsand decrease of power payment|
|Otherreceivables|3,561,716.78|1,895,445.80|87.91|Mainly caused by the increase of the revolvingfund and the export rebates receivable in presentperiod|
|Deferred incometax assets|20,529.71|1,229,186.56|-98.33|Mainly caused by reducing of the consolidationrange|
|Employees'salary payable|780,802.00|28,052,005.16|-97.22|Mainly caused by the decrease of dismissalbenefit appropriated|
|Tax payable|14,824,741.55|27,392,973.52|-45.88|Caused by reducing of the value added tax unpaidin present period|
|Other payables|441,394,365.43|713,938,238.76|-38.17|Mainly caused by return of loan of Huayi Group|
|Long-termpayables|645,000,000.00|950,000,000.00|-32.11|Mainly caused by return of loan of Huayi Group|
|Deferred incometax liabilities|11,653,477.05|2,274,880.65|412.27|Caused by change of fair value in current period|

3. Analysis on the core competitive power in the report period
1) The improvement on the new-round integrated operating mode
Through 10 years' running in the chemical industry zone by the Company, the integrated operating mode has fully demonstrated the merits of the cooperative win-win pricing mechanism, removing the cost rising factors reasonably with market means. With this mode the Company can also sell sodium hydroxide in certain ratio while selling chlorine products, and the established compensation mechanism for contract implementing risk can make constraint on both the buyer and the seller to stabilize the supply status. The integrated operation mode has enhanced the Company's capability of long-term stable existing and development and has also provided guarantee for the downstream customers to obtain stable and reliable chlor-alkali products in long period, realizing mutual benefit and win-win. The new-round negotiation for the 10-year supply and sale contract in the chemical industry zone adopts the idea of cooperation and win-win and considers fully the growth, relevance and interaction of the industrial chain. Therefore, the Company's profitability predominance due to the integrated operating mode in the chemical industry zone can continue to exist.
2) The achievement of new technique in chlorine producing has boosted to establish the industrial chain
with circulating economy
In this year the Company will continue the improvement on the technique for producing chlorine gas
with hydrogen chloride catalytic oxidation process. It has completed the preparing of the first draft of
the feasibility report for the project to set solid basis for the industrialization of the technique for chlorine gas produced with oxidation of chlorine hydride.
3) With the reservation of a batch ofR&D achievements such as the PVC chlorinated with water phase method self-developed, in 2015 the Company completed the reform forR&D platform for chlorinated polyvinyl chloride resin and the research and application development for the formulation of the fire pipe material and plumbing with chlorinated polyvinyl chloride resin and formed a series products of mixed chlorinated polyvinyl chloride used for spraying in fire control. So it has got the predominance in market.
4) It has a powerful marketing platform
As the enterprise exporting sodium hydroxide earliest in China, the Company owns powerful international marketing platform and import base for raw salt and this means it is of distinct advance predominance. With respect to domestic trade, the Company is at the in the middle and lower reaches of the Yangtze River, the most developed area in China, with the best consumption and logistics. Its product brands and marketing have high reputation in market. Moreover, the Company has strived to explore the big market strategy and the reform for related marketing system, making the marketing mode fitting to structure of big trade.
4. Discussion and Analysis on the Management
1. Discussion and analysis on the management
In the report period, China's chlor-alkali industry suffered the impact of weak macro economy, excess capacity and other factors, market continued to be slow, loss existed generally among this industry, the severe over capacity in the industry produced enormous pressure of destocking. The two leading products, sodium hydroxide and PVC, are in front of the problem of off-capacity, The capacity of sodium hydroxide has decreased by0.95% than last year, the first time of negative growth. And the capacity of PVC has got negative growth consecutively for two years. Faced with the difficult business environment, the Company has fully implemented the strategy of " innovation, upgrading and transformation". Based on the requirements of optimizing the operation and reducing the loss, it has stabilized the production operation in the work area, enhanced the profitability of chlorine production, boosted the upgrading of the chemical industry. It has promoted the reform of the organization structure and management function, and accelerated the disposal for existing assets in Wujing and the adjustment in Wujing area to reduce the cost and enhance efficiency. It has strived to innovate the development mode, continued to implement the strategy of "going out" firmly, explored the chances for strategic cooperation and investment in global market and sought new space for the Company's development. With the safe and stable operation of its production operation in the whole year, the Company has realized operating income of RMB 6,170,000,000 and the net profit attributable to shareholders of the listed Company of RMB 95,615,000.
1) Accelerate the industrial agglomeration and upgrading of the chemical industry zone
(1) Accelerate to boost the project construction in the chemical industry zone and set the development basis with new projects and new technique. The Company adheres to the strategy of "high-end agglomeration in the chemical industry zone" and focuses on the optimization of the structure to boost the constructing of key projects. Firstly, it accelerates to boost the construction of the project of storage and transportation device for low temperature ethylene, taking effective measures to guarantee the project progress and the quality. This project was delivered on October 30, 2015. This means the device can be put into operation with ample storage power for ethylene. Secondly, it strives to boost the construction of CPVC project. At present the Company is just making the work for selecting the location. Thirdly, it strives to develop the circulating economy. It uses its self-developed technique for chlorine gas produce with oxidation of chlorine hydride to meet the demand of the enterprises in the chemical industry zone for liquid chlorine. At present it has completed the industrial process packet for chlorine gas produced through oxidation of chlorine hydride with annual capacity of 100,000 tons, and completed the preparing of the first draft of the feasibility report. In consideration of the transformation of this technique into actual production capacity and time matching of the downstream MDI for the demand for increasing of the chlorine, the Company has also planned to introduce the technique of oxygen cathode ion-exchange
membrane electrolyzer. The development or utilization of these two techniques has, to the greatest extent, realized the reutilization and reproduction of the chemical medium, forming the industrial chain mode of circulation economy.
(2) Boost the investment in new material field in the chemical industry zone. In 2014 the Company decided to participate in the construction of MDI project in the chemical industry zone. The investment for this project shall be divided into seven phases. In 2015 it totally invested the fund of RMB 40,466,400. It is also seeking the deep cooperation with the multinational companies in the chemical industry zone in the downstream of MDI and TDI.
(3) Accelerate the operation arragement in the chemical industry zone and the transfer of the center of production and management.
In the chemical industry zone the Company has got the annual capacity of 720,000 tons for sodium hydroxide and 720,000 tons for EDC. In 2015 its income in the chemical industry zone reached RMB 3,881,600,000 with the gross profit of RMB 486,000,000, accounting for103% in its total gross profit. In Wujing area, its income was only RMB 61,240,000 and the gross profit was - RMB 15,880,000. With the profit mostly coming from the chemical industry zone, the Company's strategic objective of centralizing into the chemical industry zone has initially been realized. In company with the transfer of the Company's production center transferred to the chemical industry zone, the Company's function departments will also be transferred to the chemical industry zone on schedule.
2) Accelerate the adjustment in Wujing area
(1) Do good work on personnel placement and promote the organizational optimization
In 2015, with the halt of the main production plants in Wujing area, the Company strived to boost the personnel placement of second round, reducing 321 employees calmly. Meanwhile, in order to adapt to the development strategy and enhance the management efficiency, the Company made significant adjustment for original organizational structure, integrating 24 departments into 14 departments for management on devices and business.
(2) Focus on the development of main business and boost the integration of assets
On demand of the Company for strengthening the main business, the Company boosted the stripping of the assets of non main business orderly. In 2015 in order to strengthen further the transfer of the assets of non main business, the Company transferred the90% equity interest of Dakai Company and44% equity interest of Tiantan Company to the enterprise development company of Huayi Group and the buildings in the ground of Huayi Group in Wujing area to Huayi Group, totally getting cash flow of RMB 610,000,000 and income of RMB 230,000,000. At present it continues to boost the whole withdrawal of the Company from the production base in Wujing area.
(3) Boost the reutilization of the inefficient assets and make use of the economic benefits of the assets In 2015 the Company made the reutilization and disposal of the assets in Wujing area as key management project. It made cooperation with all relevant parties to revitalize the stock of assets, boost the disposal of inefficient assets commonly and make use of the economic benefit of the inefficient assets to the greatest extent. It organized the sale and transfer of partial assets with the value of reutilization and proceeded to the negotiation for the assets with the intention of transfer. At present it has successfully completed the safe dismantlement of F1 type devices, sale of wasted material and transfer of partial equipment, increasing the income of more than RMB 10,000,000 totally for the Company.
3) Accelerate the step of "going out" and seek the industrial transformation and upgrading
The Company adheres to the strategy of "going out", striving for the chance of assets reorganization in international and domestic markets. In this year, it contacted 9 enterprises, 3 industrial zones and 4 consultant institutions, conducted research and review work pertinently, selected the enterprises in new material field, and strived for the projects possibly improving its product chain or increasing the adjustment space for the products. The Company has established the investment committee office to strengthen the research the investment and cooperation in China and abroad through periodic meeting, intelligence collection, business discussion, on-the-spot investigation and report preparing, getting progress in exploring the realization of the extending, upgrading and transformation of the Company's industrial chain.
4) Adopt firm and flexible measures to enhance the operation and management level
(1) Continue to enhance HSE management and ensure safety
The Company adheres to the principle of "building the defense line firmly, holding the bottom line and consolidating the line", advocates the safety culture of "self awareness, sensitivity and working efficiently" and enhances continuously HSE management level to provide powerful guarantee for its adjustment and development. In 2015 the Company established the idea of "safety first" and conduct various HSE work based on self features. The enterprises in the chemical industry zone make the stabilization and safety of production and the safety of overhaul as the object. The PVC plant focuses on the safety and fire control of the halt devices, and the investment program department focus on the safety of projects construction. The Company thus ensures its safety and environment protection in all aspects.
(2) Grasp the market chance keenly and boost the differentiated sales
For the slow market of sodium hydroxide, the Company adjusted initiatively the structure of the products for sale, conducted the optimization of products types timely and strived to adjust the area structure to maximize the profit of sodium hydroxide products. For general loss of resin products, the Company, based on the analysis on the marginal contribution of products, strengthen the sale of ethylene dichloride. It focused on high-end products market, optimized the area structure and customer structure of the products, and strengthened the quality improvement and promotion for the special resins and new material CPVC resin with all the technical and marketing force. In 2015, the domestic market remained in the doldrums, new projects were halted, and the demand for industrial pipes was reduced greatly. It is difficult to make breakthrough in other application fields in the short period, so the Company focused on export markets, develop the markets in Middle East, South America, Africa and other areas and got good sales performance. 5. Prepare the "13th Five-Year" plan and design the future development blueprint
The Company's "13th Five-Year" plan is prepared under the situation with multiple pressures that China's economic development has entered a new normal status, economic growth is slowing, deep-seated contradictions and structural problems appear, business operation is facing the changeable situation, the production units in Wujing area are halted and employees need to be dismissed. Therefore, in 2015 the Company set the direction and goal through thinking, went to many domestic enterprises and industrial parks to make investigations time after time based on the development strategy of "going out" and organized various professional departments to revise the plan based on requirements of the Group to complete the preparing of the plan on schedule.
It is estimated that in 2016 the global economy will continue to show the trend of weak recovery, the lack of demand of developed economies and low long-term growth rate will coexist, the declining trend of the overall growth rate of emerging economies will be difficult to be prevented, and the chlor-alkali industry will continue to get loss. 2016 is the starting year of the "13th Five-Year" plan and also the key year for the Company to "make adjustment for survival and win the future through transformation development". Therefore, the Company will continue to accelerate the withdrawal from Wujing area and boost the concentration and upgrading in the chemical industry zone through unified thought and erected confidence, strengthen the technical research and development to accelerate the development of new chemical materials, develop the green circulating economy and win its position in the field of new chemical industry, focus on the market demand to adjust the product structure and demonstrate the competitive advantage of its good products to achieve effective supply, adhere to the "going out" strategy to seek strategic cooperation and investment opportunities in global market to expand new space for the Company's development, and optimize the Company's governance in all aspects through regulating of all the management systems and creating a professional and competent management team.
2. Main operating status in the report period
In the report period the Company realized the operating income of RMB 6,170,874,200, decreasing by RMB 844,535,000 or12.04% than same period of last year, the gross profit of RMB 109,561,900, increasing by RMB 692,529,900 than same period of last year, and the net profit attributable to shareholders of the listed Company of RMB 95,615,000, increasing by RMB 688,117,500 than same period of last year (- RMB 592,502,500).
1) Analysis on the main business
Analysis on Changes in Relevant Items in the Income Statement and Cash Flow Statement Unit: RMB
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|-|-|-|-|
|Item|Current periodamount|Same period oflast year|Change ratio (%)|
|Operating income|6,170,874,223.67|7,015,409,267.56|-12.04|
|Operating cost|5,559,439,778.97|6,375,944,582.66|-12.81|
|Selling cost|199,911,085.12|205,248,898.35|-2.60|
|Management expenses|402,196,032.57|633,388,738.66|-36.50|
|Financial expenses|140,436,053.89|121,456,535.42|15.63|
|Net cash flow from operating activities|305,852,432.45|-29,059,999.83|Not applicable|
|Net cash flow from investment activities|462,369,445.87|-495,001,156.50|Not applicable|
|Net cash flow from financing activities|-930,062,240.97|353,435,963.67|-363.15|
|R&D expenditure|36,893,630.81|40,756,284.35|-9.48|

 (1) Analysis on revenue and cost
a) Main business divided by sector, product and area
Unit: RMB
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|Main business by sector||||||||
|Sector|Operating income|Operating cost|Grossprofitrate(%)|Increase ordecrease ofoperatingincome thanpreviousyear (%)|Increase ordecrease ofoperating costthan previousyear (%)||Increase or decreaseof gross profit ratethan previous year(%)|
|Industry|4,151,317,229.89|3,556,630,124.12|14.33|-14.96|-17.05||Increase by 2.16percentage points|
|Construction|33,362,397.27|29,647,816.81|11.13|23.49|16.50||Increase by 5.33percentage points|
|Tradeincome|1,939,874,817.55|1,932,174,066.11|0.40|-2.69|-2.46||Decrease by 0.24percentage point|
|Total|6,124,554,444.71|5,518,452,007.04|9.90|-11.27|-12.32||Increase by 1.09percentage points|
|Main business by product||||||||
|Product|Operating income|Operating cost|Grossprofitrate(%)|Increase ordecrease ofoperatingincome thanpreviousyear (%)|Increase ordecrease ofoperatingcost thanpreviousyear (%)|Increase or decreaseof gross profit ratethan previous year (%)||
|PVC|494,916,263.20|575,229,431.08|-16.23|-17.04|-32.51|Increase by 26.64percentage points||
|Sodiumhydroxide|1,282,836,609.51|940,728,848.52|26.67|-5.85|-3.67|Decrease by 1.66percentage points||
|Chlorineproducts|2,147,385,018.64|1,895,920,517.00|11.71|-17.99|-14.85|Decrease by 3.26percentage points||
|Other|2,199,416,553.36|2,106,573,210.44|4.22|-5.39|-5.90|Increase by 0.51percentage point||
|Total|6,124,554,444.71|5,518,452,007.04|9.90|-11.27|-12.32|Increase by 1.09percentage points||
|Main business by area||||||||
|Area|Operating income|Operating cost|Grossprofitrate(%)|Increase ordecrease ofoperatingincome thanpreviousyear (%)|Increase ordecrease ofoperatingcost thanpreviousyear (%)|Increase or decreaseof gross profit ratethan previous year (%)||
|China|5,821,380,551.51|5,208,231,369.33|10.53|-11.40|-12.79|Increase by 1.43percentage points||

||||||||
|-|-|-|-|-|-|-|
|Othercountries|303,173,893.20|310,220,637.71|-2.32|-8.70|-3.62|Decrease by 5.39percentage points|
|Total|6,124,554,444.71|5,518,452,007.04|9.90|-11.27|-12.32|Increase by 1.09percentage points|

 b) Analysis on production and sale
||||||||
|-|-|-|-|-|-|-|
|Main products|Output('0000tons)|Salesvolume('0000tons)|Stockbalance('0000tons)|Increase ordecrease ofoutput thanpreviousyear (%)|Increase ordecrease ofsales volumethan previousyear (%)|Increase ordecrease ofstock balancethan previousyear (%)|
|PVC product|7.65|7.67|0.63|-11.49|-3.25|-10.13|
|Sodiumhydroxideproduct|68.78|66.25|1.52|-5.82|-3.44|-28.58|
|Chlorine product|142.91|131.47|8.14|37.35|-1.45|23.42|

 c) Cost analysis
Unit: RMB
|||||||||
|-|-|-|-|-|-|-|-|
|By sector||||||||
|Sector|Items ofcoststructure|Amount in currentperiod|Ratio intotal cost(%)|Amount in sameperiod of last year|Ratio intotal cost(%)||Change ratio(%)|
|Industry|Directmaterial|2,860,008,053.66|48.73|3,614,263,644.00|57.42||-20.87|
||Directlabour|96,854,436.74|1.65|92,817,782.97|1.47||4.35|
||Power|244,563,736.73|4.17|249,017,879.57|3.96||-1.79|
||Manufacturecost|355,203,896.99|6.05|331,797,420.12|5.27||7.05|
||Total|3,556,630,124.12|60.60|4,287,896,726.66|68.13||-17.05|
|Construction|Directmaterial|2,220,503.52|0.04|1,397,498.74|0.02||58.89|
||Directlabour|3,688,472.71|0.06|1,581,052.08|0.03||133.29|
||Manufacturecost|23,738,840.58|0.40|22,470,081.24|0.36||5.65|
||Total|29,647,816.81|0.51|25,448,632.06|0.40||16.50|
|Tradeincome|Purchasecost|1,932,174,066.11|35.01|1,980,812,658.24|31.47||-2.46|
|By product||||||||
|Product|Items ofcoststructure|Amount in currentperiod|Ratio intotal cost(%)|Amount in sameperiod of last year|Ratio intotalcost (%)|Change ratio(%)||
|PVC|Directmaterial|382,641,803.88|6.52|593,100,331.68|9.42|-35.48||
||Directlabour|17,460,930.59|0.30|22,641,881.58|0.36|-22.88||
||Power|95,674,768.66|1.63|108,524,507.82|1.72|-11.84||
||Manufacturecost|79,451,927.95|1.35|128,110,613.58|2.04|-37.98||
||Total|575,229,431.08|9.80|852,377,334.66|13.54|-32.51||
|Sodiumhydroxide|Directmaterial|729,098,699.59|12.42|846,403,320.03|13.45|-13.86||
||Directlabour|15,627,153.42|0.27|4,283,945.16|0.07|264.78||
||Power|94,463,749.19|1.61|86,798,377.75|1.38|8.83||
||Manufacturecost|101,539,246.32|1.73|39,077,055.00|0.62|159.84||
||Total|940,728,848.52|16.03|976,562,697.94|15.52|-3.67||
|Chlorine|Direct|1,690,759,223.40|28.81|2,043,905,626.27|32.47|-17.28||

||||||||
|-|-|-|-|-|-|-|
|product|material||||||
||Directlabour|32,201,251.85|0.55|21,048,519.55|0.33|52.99|
||Power|43,801,478.39|0.75|42,051,606.32|0.67|4.16|
||Manufacturecost|129,158,563.36|2.20|119,573,405.43|1.90|8.02|
||Total|1,895,920,517.00|32.31|2,226,579,157.57|35.38|-14.85|

 (2) Expenses
Unit: RMB
|||||
|-|-|-|-|
|Item|2015|2014|Increase or decrease (%)|
|Selling cost|199,911,085.12|205,248,898.35|-2.60|
|Management expenses|402,196,032.57|633,388,738.66|-36.50|
|Financial expenses|140,436,053.89|121,456,535.42|15.63|
|Income tax expense|4,672,427.26|4,622,713.67|1.08|

 Analysis on reason for change of the expenses:
a) The management expenses decreased by36.50% than same period of last year, and this is mainly caused by the big decrease of the employees' dismissal benefit than previous year.
b) The financial expenses increased by15.63% than same period of last year, and this is mainly by the paid interest of new loan increased in current period.
(3) Investment inR&D
Details ofR&D investment
Unit: RMB
|||
|-|-|
|Expense investment in R&D in current period|26,417,262.01|
|Capitalized investment in R&D in current period|10,476,368.80|
|Total of investment in R&D|36,893,630.81|
|Ratio of total investment in R&D in the operating income (%)|0.60|
|Number of R&D personnel in the Company|407|
|Ratio of R&D personnel in total employees of the Company (%)|27.37|
|Ratio of capitalized investment in R&D (%)|28.40|

 Note:
In 2015 the Company still continued to focus on the advanced chlorine making process and new material technique to makeR&D. The main projects included "the improvement on chlorine making with hydrogen chloride catalytic oxidation", "the research on quality improvement and processing application for the chlorinated polyvinyl chloride resin" and "the development and application of the power-saving technology for electrolyzer". For the project of "the improvement on chlorine making with hydrogen chloride catalytic oxidation", the Company, based on the completed process package for the industrialized unit with the annual capacity of 100,000 tons and the suggestion of the specialists for evaluating the process package, conducted the research on the mono-tube exothermic character and the suitability of the raw material in the chemical industry zone to optimize further the performance of the catalyst. For the project of "the research on quality improvement and processing application for the chlorinated polyvinyl chloride resin", the Company conducted quality tracing and evaluation to enhance the quality of the chlorinated polyvinyl chloride resin while making research on the process formula for the tubing and plumbing of the chlorinated polyvinyl chloride.
(4) Cash flow
Unit: RMB
|||||
|-|-|-|-|
|Item|2015|2014|Difference|
|Net cash flow from operating activities|305,852,432.45|-29,059,999.83|334,912,432.28|
|Net cash flow from investmentactivities|462,369,445.87|-495,001,156.50|957,370,602.37|

Net cash flow from financing activities -930,062,240.97 353,435,963.67 -1,283,498,204.64
|||||
|-|-|-|-|
|Net increase of cash and cashequivalents|-162,165,661.15|-170,749,479.51|8,583,818.36|

 Note:
a) The increase in net cash flow from operating activities is mainly caused by the decrease in the expenditure for employee's dismissal benefits and the increase in the income from government subsidies.
b) The increase in cash flow from investing activities is mainly caused by the increase in the cash inflow from equity transfer and sale of buildings in current period.
c) The decrease in net cash flow from financing activities is mainly caused by the increase in the outflow of funds due to return of loan in current period.
2) Note on significant changes in the profit caused by non main business
√Applicable□Not applicable
During the report period, the Company transferred its90% equity interest in Dakai Company and44% equity interest in Tiantan Company, and Wujing regional idly construction building transfer of assets, equity transfer and the transfer of assets total revenue RMB 230 million. Including the assets transfer of the building in idle land in Wujing area, the Company has totally got income of RMB 230,000,000. The reason for transfer: (1) strip non main business stripping to focus on development of the main business in the chemical industry zone; (2) revitalize the stock assets, improve the Company's assets structure, and release the liquidity of the stock assets.
3) Analysis on assets and liabilities
Status of Assets and Liabilities
Unit: RMB
||||||||
|-|-|-|-|-|-|-|
|Item|Closing balanceof currentperiod|Ratio intotalassets(%)|Closing balanceof previousperiod|Ratio intotalassets(%)|Changeratio(%)|Remark|
|Monetaryfund|240,425,945.13|4.96|402,636,250.64|7.00|-40.29|Mainly caused by therepayment of loan andchange of the consolidationrange|
|Advanceaccounts|136,446,799.31|2.81|220,825,719.39|3.84|-38.21|Mainly caused by theadvance payment of projectsand decrease of powerpayment|
|Otherreceivables|3,561,716.78|0.07|1,895,445.80|0.03|87.91|Mainly caused by theincrease of the revolvingfund and the export rebatesreceivable in present period|
|Deferredincome taxassets|20,529.71|0.00|1,229,186.56|0.02|-98.33|Mainly caused by reducingof the consolidation range|
|Employees'salarypayable|780,802.00|0.02|28,052,005.16|0.49|-97.22|Mainly caused by thedecrease in dismissal benefitappropriated|
|Tax payable|14,824,741.55|0.31|27,392,973.52|0.48|-45.88|Caused by reducing of thevalue added tax unpaid inpresent period|
|Otherpayables|441,394,365.43|9.10|713,938,238.76|12.41|-38.17|Mainly caused by return ofloan of Huayi Group|
|Long-termpayables|645,000,000.00|13.30|950,000,000.00|16.51|-32.11|Mainly caused by return ofloan of Huayi Group|
|Deferredincome taxliabilities|11,653,477.05|0.24|2,274,880.65|0.04|412.27|Caused by change of fairvalue in current period|

4) Analysis on operational information of the industry
In 2015, the chlor-alkali industry entered the critical period of transition and upgrading. Due to the low economic environment, the global petrochemical industry strived continuously to adapt to the new trend. China's chlor-alkali industry also experienced severe situation and challenge. Due to the sharp problem of excess production capacity, less downstream market demand and low price of the main products, in 2015, the chlor-alkali market was very poor in general. In recent years, the growth rate of the productive capacity of sodium hydroxide has been decreasing rapidly, and even negative in this year. By the end of 2015, the production capacity of sodium hydroxide in China was 38,730,000 tons, decreasing by0.95% than 2014 (39,100,000); the growth rate has got the inflection point. In the deepening reform with industrial restructuring and elimination of backward production capacity, the total capacity of PVC in China is 23,480,000 tons, again a negative growth, in which the increased production capacity including the paste resin is 780,000 tons and the capacity declared officially to be withdrawn is 1,190,000 tons, a net decrease of 410,000 tons. Domestic PVC production capacity continues the way of optimization and reorganization.
5) Analysis on investment status
(1) General analysis on the equity investments in outside entities
Unit: RMB
||||||
|-|-|-|-|-|
|Item|Closingbalance|Beginningbalance|Increase ordecrease|Increase or decrease than sameperiod of last year (%)|
|Long-term equityinvestment|28,885.54|27,073.64|1,811.90|6.69|
|Salable financial assets|42,407.82|34,985.57|7,422.26|21.22|
|Incl.: Measured with fairvalue|5,076.59|1,491.47|3,585.12|240.37|
|Measured as per cost|37,331.23|33,494.09|3,837.14|11.46|

Analysis on the reason for change in equity
investment:
1) Long-term equity investment increased by6.69% year on year, mainly due to the new investment income in
Huntsman confirmed in current period.
2) Measured with fair value the salable financial assets increased by240.37% than same period of last year,
mainly because the cost measurement changed to the fair value measurement due to lift of the tradable
shares in current period.
3) Measured as per cost, the salable financial assets increased by11.46% than same period of last year and this
is mainly caused by the investment in Lianheng Company in creased in current period.
a) Financial assets measured at fair value
Unit: RMB
|||||||||
|-|-|-|-|-|-|-|-|
|Stock code600623|Stock nameDouble CoinShare|Initialinvestment cost690,000.00|Closing balance of bookvalue|Profit or loss inthe report period21,450.00|Change in owner's equityin the report period|Accountingsubject|Source ofshareLegal personshare|
||||2,709,850.00||336,481.50|Salablefinancial assets||
|600636|3F|360,000.00|8,972,805.60|5,398.80|542,947.32|Salablefinancial assets|Legal personshare|
|600688|ShanghaiPetrochemical|900,000.00|2,916,000.00||620,775.00|Salablefinancial assets|Legal personshare|
|600610|ZYD|2,095,000.00|32,586,840.00||22,868,880.00|Salablefinancial assets|Legal personshare|

Salable Legal person
600637 Oriental Pearl 86,967.00 3,295,179.63 9,566.37 652.25
financial assets share
|||||||||
|-|-|-|-|-|-|-|-|
|600082|HaitaiDevelopment|20,000.00|285,200.00||7,800.00|Salablefinancial assets|Legal personshare|
|Total||4,151,967.00|50,765,875.23|36,415.17|24,377,536.07|/|/|

6) Sales of important assets and equities
Unit: RMB'0000
|||||||||
|-|-|-|-|-|-|-|-|
|Name ofsubsidiary|Price forequitydisposal|Ratio ofequitydisposal(%)|Way forequitydisposal|Time point oflosing controlright|Basis for the timepoint of losingcontrol right|Difference between the disposal price andthe shared part in the subsidiary's netassets in the consolidated financialstatement corresponding to the disposedinvestment|The amount of other compositeincome transferred to the profit orloss on investments related to theequity investment in originalsubsidiary|
|Shanghai DakaiPlastics Co., Ltd.|10,814.42|90|Transferredthroughagreement|Dec. 14, 2015|Change ofregistration in theIndustry &Commerce Bureau|1,981.17|912.30|
|Shanghai TiantanAuxiliaries Co.,Ltd.|11,603.00|44|Transferredthroughagreement|Dec. 21, 2015|Change ofregistration in theIndustry &Commerce Bureau|5,376.14||

7) Analysis on main controlled companies and participated companies
(1) Operating performance of main controlled companies
Unit: RMB'0000
||||||
|-|-|-|-|-|
|Company name|Business nature|Registered capital|Assets volume|Net profit|
|Shanghai Jinyuan Tap Water Co., Ltd.|Tap water|900|1,574.35|175.32|
|Shanghai Chlor-Alkali machinery Co., Ltd.|Maintenance of petrochemical devices andengineering construction|3,000|2,789.74|653.04|
|Shanghai Ruisheng Enterprise Co. Ltd.|Trade|500|4,958.78|83.14|
|Shanghai Luwei Plastics Co., Ltd.|Productioin of CPVC tubing and pipe fittings|5,000|3,156.52|-477.29|

(2) Influence of the net profit of the controlled subsidiary or the income of the participated subsidiary on the Company's net profit
Unit: RMB'0000
||||||||
|-|-|-|-|-|-|-|
|Company name|Business nature|Main products orservice|Main businessincome|Main businessprofit|Net profit|Investment incomecontributed by theparticipated company|
|Shanghai Ruisheng Enterprise Co. Ltd.|Trade|Sale of chemicalmaterial and products|28,786.44|1,225.93|83.14|83.14|
|Shanghai Chlor-Alkali Machinery Co.,Ltd.|Industry|Machine manufacturing|10,430.18|2,353.31|653.04|544.18|
|Shanghai Jinyuan Tap Water Co., Ltd.|Industry|Tap water|834.72|453.97|175.32|148.33|
|Shanghai Luwei Plastics Co., Ltd.|Chemical production and sale|Production of CPVCtubing and pipe fittings|1,414.60|-6.23|-477.29|-334.10|
|Shanghai Huntsman Polyurethane Co., Ltd.|Chemical production and sale|MDI refining andpolymer|296,015.09|23,293.98|14,865.88|4,459.76|

3. Discussion and analysis on the Company's future development
1) Industrial competition pattern and development trend
While the two leading products of chlor-alkali industry, sodium hydroxide and PVC, have changed from rapid development to the status of negative growth and capacity removing, the chlor-alkali industry has been fully aware of the importance of transformation, upgrading and innovation. With the implementation of a series of industrial policies, the efforts to integrate the chlor-alkali industry in the future will continue to increase, the product structure will be more reasonable, and the pace of going out will also be accelerated. The future development of the chlor-alkali industry will be facing great challenges, but also bears new chances, in which the industrial upgrading will be the greatest chance. In recent years, the government has issued a series of standards and norms for safety, environmental protection and energy consumption of the chlor-alkali industry, and has put forward new constraint requirements. In order to adapt to the new situation, the chlor alkali industry has also got some positive changes, the cooperation between the upstream and downstream will also be increasingly enhanced, and the strong enterprises will achieve the extension of the industrial chain and the complementation between areas through acquisition, merger and other means.
2) Development strategy of the Company
Driven by two means:
(1) The optimization and upgrading of the industrial chain of circulating economy in the chemical industry zone will be made through the self-developed of new technology for chlorine making, making the increasing demand of chlorine in the downstream of the chemical industry zone satisfied by cyclic utilization of the chlorine medium. At the same time, the Company will make use of the development and application of the power-saving technology for electrolyzer to enhance the technical content of the operating devices in the chemical industry zone, reduce the unit consumption and obtain better benefits.
(2) The Company will strive to explore the way for industrial transformation and upgrading and mergers and acquisitions. It will build new production base through mergers and acquisitions in the area with cost advantage, extend the product chain, achieve the transformation and upgrading and increase the new profit growth point. It will strive to seek low-cost aand high-quality raw material market and advanced chemical technology abroad to master the
internationally-advanced chemical technology, expand international raw materials market and sales market, implement the strategy of "going out from the chlor-alkali industry", "going out from Shanghai" and "going out from China" and promote the company's "innovation, upgrading and transformation to achieve new development.
3) Operating plan
Faced with the situation of coexistence between chances and challenges and between pressure and power, the Company will take advantage of the situation to adapt to the new status of the economic development, promote the optimization of economic structure, promote the steady growth of business performance, boost the reform into depth, make steady progress, accelerate the transformation of development, and strive to achieve more efficient and more sustainable development of higher quality.
(1) Adhere to the green development as the premise to ensure safety and environmental protection controlled in all aspects. The Company will reshape the HSE management system to ensure system running effectively, strengthen the safety management measures and safety to enhance the intrinsic safety with great efforts, implement the responsibility, strengthen the examination with strict award and penalty to enhance the HSE execution force, and improve the environmental management system to achieve green chemical industry and social caring with responsibility of caring.
(2) Strive to remove the loss and get profit and ensure all the measuress for reducing cost and enhancing efficiency implemented. The Company will stabilize the daily production and operation to ensure the high load operation of the profitable devices, optimize the sales structure to reduce procurement cost and seek to maximize the benefits, reduce the cost of public utilities costs to strengthen the efforts for implementing energy-saving and emission reducing projects and control strictly the three expenses and manufacturing cost to reduce the cost and improve the efficiency.
(3) Accelerate the restructuring of Wujing and reform the organization structure to ensure to seize the opportunity and move forward in the restructuring. The Company will optimize and integrate the organizational structure to improving the performance appraisal system and the organization competitive power, complete the organizating of the commercial company to strengthen the trade and get value increasing in trade, accelerate the final adjustment of Wu Jing base to accelerate the disposal of assets and strive to make operation with no burden.
(4) The Company will actively make planning in advance. For some idle or inefficient stock assets and strategic assets, the Company will introduce the third party cooperation, develop the third party service and take other measures to share the cost, revitalize the stock and enhance the revenue.
4) Possible risks
(1) Policy risk and industrial risk. The central committee of CCP has clearly put forward the general requirements of insisting on maintaining stability while stepping forward and the five tasks, removing productive capacity, removing the inventories, deleveraging, reducing cost and make up for weaknesses, in the economic work conference. The chlor-alkali industry has severe oversupply of productive capacity, so it must proceed to remove the excess productive capacity.
(2) Product price risk. The over capacity in the chlor-alkali industry causes the risk of the product price falling down in 2016. Domestic and foreign sodium hydroxide market is still in a downward channel. The low cost competition in the international market makes the price of sodium hydroxide is lower than domestic market. The domestic downstream industries of sodium hydroxide, such as chemical fiber, papermaking, printing and dyeing and alumina, are in weakness of demand, so the price of sodium hydroxide is still in low position. This will affect the profitability of theCompany’s leading product sodium hydroxide.
(3) Raw material risk. Impacted by cold chain transportation, the Company's main raw material ethylene is of the unique commercial attributes, high fluctuations in price, and being easy to rise and difficult to fall. This will deviate from the production cost and bring risk to the control of the production cost of the Company's product ethylene dichloride. The electricity needed for sodium hydroxide is made as part of the raw material, but it is difficult to get policy favour for the price of the electricity for electrolysis under the guidance of existing location economy.
Countermeasure
(1) Further strengthen the policies and actions for achieving the object of the operating plan.
(2) In the process of removing the productive capacity of PVC, seek the production base for producing the differentiated PVC with low cost raw material and enhance the competitive power in the process of transferring the paste resin production.
(3) The Company will establish a commercial company to optimize the mode of purchase and sales, further expand the market, strengthen the efforts for product differentiation and the channel for purchase of raw material, and improve the anti-risk ability through reducing the raw material cost and increasing product sales price.
4) Note on the status and causes not disclosed as per criteria due to not being applicable to the provisions of the criteria or special causes
□Applicable√Not applicable
5. Major Events
1. Proposal on profit distribution of ordinary shares or transfer of capital reserves
1) The formulation, implementation or adjustment of the cash dividend policy
In 2012 the Company, according to relevant regulations of China Securities Regulatory Commission, Shanghai Securities Regulatory Bureau and Shanghai Stock Exchange, made amendment on relevant provisions related to profit distribution in the Articles of Association, further improved relevant decision-making process and mechanism, clarified the profit distribution form, the actual conditions and proportion of the cash dividend, the use principle of undistributed profit and other specific policies.
During the report period, the Company, strictly in accordance with relevant provisions, executed the decision-making process of profit distribution and implemented the profit distribution plan. The Company's 2013 profit distribution plan: with the Company's total share capital of 1,156,399,976 shares as of Dec. 31, 2013 as the basis, the Company would distribute cash dividend of RMB 0.05 (including tax) for every 10 shares held to all shareholders, totally issuing the dividend of RMB 5,781,999.88, and all the remained undistributed profit would be carried forward to future distribution. The cash dividends for the shareholders of B share would be paid after converted to US Dollars. The profit distribution plan was examined and passed in the Company's 2013 annual shareholders' meeting (annual meeting) on May 7, 2014, and implemented on Jun. 19, 2014.
2) The Company's profit distribution plan for ordinary shares or proposal and the plan for capital reserves transferred to share capital or proposal in recent 3 years (including the report period)
Unit: RMB
||||||||
|-|-|-|-|-|-|-|
|The year fordividenddistribution|Bonus sharefor every 10shares held|Issued dividend forevery 10 sharesheld (RMB) (taxincluded)|Sharesincreased forevery 10shares held|Total amount ofcash dividendissued (taxincluded)|Net profit attributable toshareholders of the listed Companyin the consolidated statements inthe year for dividend distribution|Ratio in the net profitattributable to shareholders ofthe listed Company in theconsolidated statements (%)|
|2015|0|0||0|95,615,030.34|0|
|2014|0|0|0|0|-592,502,499.95|0|
|2013|0|0.05|0|5,781,999.88|16,623,782.76|34.78|

 3) If the profit is positive in the report period and the profit distributable to common shareholders by the parent company is positive but the Company does not lodge the proposal for profit distribution in cash for ordinary shares, the Company shall disclose in detail the reasons and the purpose and use plan of the undistributed profit
□Applicable√Not applicable
2. Implementation of the commitment
√Applicable□Not applicable
1) Commitments of the Company, shareholders, actual controller, purchaser, Directors, Supervisors, senior executives or other related parties in the report period or left to the report period
||||||||
|-|-|-|-|-|-|-|
|Commitmentbackground|Commitmenttype|Commitmentparty|Commitmentcontent|Time and period of the commitment|Has deadline forimplementationor not|Implementedstrictly in time ornot|
|Othercommitment|Other|Director,Supervisor andsenior executives|Increase theCompany'sshares held|Increase the shares held within 6 months afterJuly 10 and committed not decreasing theshares held within 6 months after then|Yes|Yes|

3. Fund occupation and the liquidation in the report period
□Applicable√Not applicable
4. Note of the Board of Directors on the "non-standard auditor's report" of the public accounting firm
1) Note of the Board of Directors and Supervisory Committee on the "non-standard auditor's report" of the public accounting firm
□Applicable√Not applicable
2) The analysis and explanation of the Board of Directors on the cause and influence of the changes in the accounting policy, accounting estimate or accounting method
□Applicable√Not applicable
3) The analysis and explanation of the Board of Directors on the cause and influence of corrected significant errors in earlier period
□Applicable√Not applicable
5. Engagement and dismissal of the public accounting firm
Unit: RMB'0000
|||||
|-|-|-|-|
|||Now engage||
|Name of the domestic public accounting firm||BDO China Shu Lun Pan Certified PublicAccountants LLP||
|Reward of the domestic public accounting firm||88||
|Audit term of years of the domestic publicaccounting firm||5||
||Name||Reward|
|Public accounting firm for auditof internal control|BDO China Shu Lun PanCertified Public AccountantsLLP||35.2|

Note on the engagement and dismissal of the public accounting firm
□Applicable√Not applicable
6. Risk of suspension of listing
Cause for suspension of listing and the the Company's measures for removing the suspension of listing
None
7. Events related to bankruptcy and reorganization
□Applicable√Not applicable
8. Significant lawsuits and arbitrations
□Applicable√Not applicable
9. Penalties to the listed Company, Directors, Supervisors, senior executives, controlling shareholder, actual controller and purchaser and the corrections□Applicable√Not applicable
10. The Company's equity incentive plan, employee stock ownership plan and other incentives to the employees and the influences
□Applicable√Not applicable
11. Significant related transactions
√Applicable□Not applicable
1) The related transactions associated with routine operations
(1) Events not disclosed by provisional announcements
√Applicable□Not applicable
Unit: RMB
||||||||
|-|-|-|-|-|-|-|
|Related transaction party|Related relation|Type of relatedtransaction|Content of relatedtransaction|Pricing principle forrelated transaction|Amount of relatedtransaction|Ratio in total amount ofthe transactions of sametype (%)|
|Shanghai Huayi Energy Chemical Co., Ltd.|Controlled subsidiary of parentcompany|Purchase goods|Material purchase|Settled throughnegotiated price|129.84|0.02|
|Shanghai Huayi Tianyuan ChemicalLogistics Co., Ltd.|Controlled subsidiary of parentcompany|Purchase goods|Material purchase|Settled throughnegotiated price|83.47|0.01|
|Shanghai Chlor-Alkali Creation Co., Ltd.|Wholly-owned subsidiary ofparent company|Purchase goods|Material purchase|Settled throughnegotiated price|762.01|0.13|
|Shanghai Huayi Group EquipmentEngineering Co., Ltd.|Wholly-owned subsidiary ofparent company|Purchase goods|Material purchase|Settled throughnegotiated price|48.03|0.01|
|Shanghai Chemical Supply and MarketingCo., Ltd.|Wholly-owned subsidiary ofparent company|Purchase goods|Material purchase|Settled throughnegotiated price|20.93|0.00|
|Shanghai Huayi New Energy ChemicalSales Co., Ltd.|Wholly-owned subsidiary ofparent company|Purchase goods|Material purchase|Settled throughnegotiated price|436.53|0.08|

||||||||
|-|-|-|-|-|-|-|
|Shanghai Huayi Information TechnologyCo., Ltd.|Controlled subsidiary of parentcompany|Purchase goods|Material purchase|Settled throughnegotiated price|20.59|0.00|
|Shanghai Huayi Group Huayuan ChemicalCo., Ltd.|Wholly-owned subsidiary ofparent company|Purchase goods|Material purchase|Settled throughnegotiated price|11.69|0.00|
|Shanghai White Elephant & Swan BatteryCo., Ltd.|Controlled subsidiary of parentcompany|Purchase goods|Material purchase|Settled throughnegotiated price|0.12|0.00|
|Huayi Group (Hong Kong) Co., Ltd.|Wholly-owned subsidiary ofparent company|Purchase goods|Material purchase|Settled throughnegotiated price|18,115.59|3.20|
|Shanghai Chemical Industry Inspection &Detection Co., Ltd.|Wholly-owned subsidiary ofparent company|Receive service|Receive service|Settled throughnegotiated price|252.87|0.04|
|Shanghai Huayi Tianyuan ChemicalLogistics Co., Ltd.|Controlled subsidiary of parentcompany|Receive service|Receive service|Settled throughnegotiated price|2,413.34|0.43|
|Shanghai New Tianyuan Chemical TransportCo., Ltd.|Controlled subsidiary of parentcompany|Receive service|Receive service|Settled throughnegotiated price|461.95|0.08|
|Shanghai Chlor-Alkali Creation Co., Ltd.|Wholly-owned subsidiary ofparent company|Receive service|Receive service|Settled throughnegotiated price|2,244.83|0.40|
|Shanghai Huayi Engineering Co., Ltd.|Wholly-owned subsidiary ofparent company|Receive service|Receive service|Settled throughnegotiated price|3,246.63|0.57|
|Shanghai Huayi Information TechnologyCo., Ltd.|Controlled subsidiary of parentcompany|Receive service|Receive service|Settled throughnegotiated price|145.42|0.03|
|Shanghai Pacific Chemica EquipmentEngineering Co., Ltd.|Controlled subsidiary of parentcompany|Receive service|Receive service|Settled throughnegotiated price|22.22|0.00|
|Shanghai Huayi Energy Chemical Co., Ltd.|Controlled subsidiary of parentcompany|Sell goods|Product sale|Settled throughnegotiated price|347.33|0.07|
|Shanghai Huayi Group Huayuan ChemicalCo., Ltd.|Wholly-owned subsidiary ofparent company|Sell goods|Product sale|Settled throughnegotiated price|2.08|0.00|
|Shanghai 3F New Materials Co., Ltd.|Controlled subsidiary of parentcompany|Sell goods|Product sale|Settled throughnegotiated price|36.23|0.00|
|Shanghai Huayi Tianyuan ChemicalLogistics Co., Ltd.|Controlled subsidiary of parentcompany|Sell goods|Product sale|Settled throughnegotiated price|4.9|0.00|
|Shanghai Chlor-Alkali Creation Co., Ltd.|Wholly-owned subsidiary ofparent company|Sell goods|Product sale|Settled throughnegotiated price|53.73|0.01|
|Shanghai Tianyuan Group Shengde PlasticsCo., Ltd.|Wholly-owned subsidiary ofparent company|Sell goods|Product sale|Settled throughnegotiated price|441.67|0.08|
|Shanghai Resin Plant Co., Ltd.|Wholly-owned subsidiary ofparent company|Sell goods|Product sale|Settled throughnegotiated price|25.98|0.00|
|Shanghai Huayi Acrylic Acid Co., Ltd.|Controlled subsidiary of parentcompany|Sell goods|Product sale|Settled throughnegotiated price|344.87|0.06|
|Shanghai Chemical Supply and MarketingCo., Ltd.|Wholly-owned subsidiary ofparent company|Sell goods|Product sale|Settled throughnegotiated price|162.74|0.03|
|Shanghai Sanaisi Reagent Co., Ltd.|Wholly-owned subsidiary of|Sell goods|Product sale|Settled through|0.99|0.00|

||||||||
|-|-|-|-|-|-|-|
||parent company|||negotiated price|||
|Huayi Group (Hong Kong) Co., Ltd.|Wholly-owned subsidiary ofparent company|Sell goods|Product sale|Settled throughnegotiated price|1,190.30|0.22|
|Shanghai Yiping Pigment Co., Ltd.|Controlled subsidiary of parentcompany|Sell goods|Product sale|Settled throughnegotiated price|34.92|0.01|
|Yixing Huayi Colourating Science andTechnology Co., Ltd.|Controlled subsidiary of parentcompany|Sell goods|Product sale|Settled throughnegotiated price|384.42|0.07|
|Shanghai Huayi Tianyuan ChemicalLogistics Co., Ltd.|Controlled subsidiary of parentcompany|Sell goods|Provide service|Settled throughnegotiated price|584.35|0.11|
|Shanghai Huayi Engineering Co., Ltd.|Wholly-owned subsidiary ofparent company|Provide service|Provide service|Settled throughnegotiated price|729.51|0.14|
|Shanghai Huayi Polymer Co., Ltd.|Wholly-owned subsidiary ofparent company|Provide service|Provide service|Settled throughnegotiated price|194.20|0.04|
|Shanghai Huayi Information TechnologyCo., Ltd.|Controlled subsidiary of parentcompany|Provide service|Provide service|Settled throughnegotiated price|118.13|0.02|
|Double Coin Holdings, Ltd.|Controlled subsidiary of parentcompany|Provide service|Provide service|Settled throughnegotiated price|3.25|0.00|
|Shanghai Huntsman Polyurethane Co., Ltd.|Affiliated company|Provide service|Provide service|Settled throughnegotiated price|13.38|0.00|
|Total||||/|33,089.04|5.86|
|Particulars of big sale return|||||||
|Note on related transactions|||||The transactions between the Company and therelated parties is needed by the Company'sroutine operating activities for purchase of rawmaterial and sale of products of the regularbusiness activities, as well as the expendituresfor payment of service and custody businessproduced from stripping the non recurring assetsand non core business. These are necessarysupplements for professional cooperations andmutual exchange of merits between theCompany and the controlled shareholder andbetween partial subordinate enterprises, andsuch related transactions shall be continued infuture.||

2) Related transactions from acquisition and sale of assets or equity
(1) Events disclosed already in the provisional announcement and having subsequent progress or change
On October 19, 2015 the Company convened the 25th meeting of 8th Board of Directors, examined and passed the Motion on the Related Transaction for Transfer of90% Equity Interests of Shanghai Dakai Plastics Co., Ltd. The Company should transfer the90% equity interest of Dakai Company held to Shanghai
Huayi Group Enterprise Development Co., Ltd. with the evaluated price of RMB 108,114,217.90. On Dec. 14, 2015 it completed the alteration of industrial& commercial registration. It examined and passed the Motion on the Related Transaction for Transfer of44% Equity Interest of Shanghai Tiantan Auxiliaries Co., Ltd. The Company should transfer the44% equity interest of Tiantan Company to Shanghai Huayi Group Enterprise Development Co., Ltd. with the evaluated price of RMB 117,295,649.81. On Dec. 21, 2015 it completed the alteration of industrial& commercial registration.
On October 28, 2015 the Company convened the 26th meeting of 8th Board of Directors, which examined and passed the Motion on the Related Transaction for Transfer of the Building Assets in the Idle Land of Wujing area, transferring such assets to Shanghai Huayi Holdings Company. On November 24, 2015 it completed the signing of the transfer of the buildings.
(2) Events not disclosed by provisional announcements
□Applicable√Not applicable
3) Significant related transactions of common investment
(1) Events not disclosed by provisional announcements
□Applicable√Not applicable
4) Related creditor's rights and debts
(1) Events not disclosed by provisional announcements
√Applicable□Not applicable
Unit:RMB’
|||||||||
|-|-|-|-|-|-|-|-|
|Related party|Related relation|Provide fund to the related party|||The related party provided fund to the listed Company|||
|||Beginning balance|Amount|Closing balance|Beginning balance|Amount|Closing balance|
|Shanghai Huayi Tianyuan ChemicalLogistics Co., Ltd.|Controlled subsidiary of parentcompany|42.36|-8.79|33.57|111.89|-105.54|6.35|
|Shanghai Chlor-Alkali Creation Co.,Ltd.|Wholly-owned subsidiary of parentcompany|17.37|-11.34|6.03|85.16|-33.51|51.65|
|Shanghai Resin Plant Co., Ltd.|Wholly-owned subsidiary of parentcompany|6.87|-2.87|4.00||||
|Shanghai Tianyuan Group ShengdePlastics Co., Ltd.|Wholly-owned subsidiary of parentcompany|2,200.33|-100.82|2,099.51||||
|Shanghai Dye Chemical Plant|Controlled subsidiary of parentcompany|37.62|-0.46|37.16||||
|Shanghai Huayi Engineering Co., Ltd.|Wholly-owned subsidiary of parentcompany|2,954.20|-2,925.69|28.51|16.52|-5.10|11.42|
|Shanghai Huayi Acrylic Acid Co., Ltd.|Controlled subsidiary of parentcompany|54.53|34.31|88.84||||
|Shanghai Huayi Fine Chemical Co. Ltd.(formerly Shanghai Paint Co,. Ltd.)|Wholly-owned subsidiary of parentcompany|0.47|0.00|0.47||||

|||||||||
|-|-|-|-|-|-|-|-|
|Shanghai Soap Making Co., Ltd.|Controlled subsidiary of parentcompany|33.35|0.00|33.35|0.54|0.00|0.54|
|Shanghai Huayi Energy Chemical Co.,Ltd.|Controlled subsidiary of parentcompany|241.56|-97.38|144.18||||
|Shanghai 3F New Materials Co., Ltd.|Controlled subsidiary of parentcompany|34.84|-12.96|21.88||||
|Shanghai Huayi Polymer Co., Ltd.|Wholly-owned subsidiary of parentcompany|76.43|31.09|107.52||||
|Shanghai Peony Printing Ink Co., Ltd.|Controlled subsidiary of parentcompany|1.86|-1.86|0.00|0.14|0.00|0.14|
|Shanghai Yiping Pigment Co., Ltd.|Controlled subsidiary of parentcompany|0.00|6.75|6.75||||
|Yixing Huayi Coloration Science andTechnology Co., Ltd.|Controlled subsidiary of parentcompany|0.00|303.40|303.40||||
|Shanghai Huayi InformationTechnology Co., Ltd.|Controlled subsidiary of parentcompany|0.00|65.93|65.93|9.91|-1.20|8.71|
|Shanghai Tiantan Auxiliaries Co., Ltd.|Controlled subsidiary of parentcompany|0.00|0.81|0.81||||
|Shanghai Huayi New Energy ChemicalSales Co., Ltd.|Wholly-owned subsidiary of parentcompany|0.09|-0.09|0.00||||
|Shanghai Chlor-alkali Creation Co.,Ltd. Fluorine Ware Branch|Wholly-owned subsidiary of parentcompany|0.00|1.05|1.05||||
|Shanghai New Tianyuan ChemicalTransport Co., Ltd.|Controlled subsidiary of parentcompany||||25.37|-14.29|11.08|
|Shanghai Chemical Industry Inspection& Detection Co., Ltd.|Wholly-owned subsidiary of parentcompany||||7.84|-6.43|1.41|
|Shanghai White Elephant & SwanBattery Co., Ltd.|Controlled subsidiary of parentcompany||||0.06|-0.06|0.00|
|Shanghai Chemical Supply andMarketing Co., Ltd.|Wholly-owned subsidiary of parentcompany||||25.12|-14.76|10.36|
|Shanghai Huayi Group EquipmentEngineering Co., Ltd.|Wholly-owned subsidiary of parentcompany||||0.00|12.20|12.20|
|Huayi Group (Hong Kong) Co., Ltd.|Wholly-owned subsidiary of parentcompany||||0.00|3,730.85|3,730.85|
|Shanghai Huayi (Group) Company|Controlling shareholder||||157,666.24|-57,980.50|99,685.74|
|Shanghai Shenyu Medicine ChemicalCo., Ltd.|Controlled subsidiary of parentcompany||||0.02|0.00|0.02|
|Shanghai Huifeng Resin Plant|Wholly-owned subsidiary of parentcompany||||5.14|0.00|5.14|
|Shanghai Huayi Group HuayuanChemical Co., Ltd.|Controlled subsidiary of parentcompany||||2.61|-2.44|0.17|

|||||||||
|-|-|-|-|-|-|-|-|
|Shanghai Sanaisi Reagent Co., Ltd.|Controlled subsidiary of parentcompany||||0.08|0.00|0.08|
|Shanghai Dye Chemical Sales Co., Ltd.|Controlled subsidiary of parentcompany||||0.03|-0.03|0.00|
|Shanghai Huayi Group Finance Co.,Ltd.|Affiliated company||||51.02|-43.98|7.04|
|Total||5,701.88|-2,718.92|2,982.96|158,007.69|-54,464.79|103,542.90|
|Cause for the related creditor's rights and debts||Caused by purchase and sale in regular production and operation||||||
|Influence of the related creditor's rights and debts on the Company||Makes no influence on the Company's operating results and financial status||||||

12. Important contracts and the implementation
1) Custody, contracting and leasing
√Applicable□Not applicable
(1) Custody
□Applicable√Not applicable
(2) Contracting
□Applicable√Not applicable
(3) Leasing
√Applicable□Not applicable
Unit: RMB'0000
|||||||||||
|-|-|-|-|-|-|-|-|-|-|
|Name of lossor|Name of leasingparty|Leasedassets|Amountof leasedassets|Start date ofleasing|End date ofleasing|Incomeon leasing|Basis forsettingleasingincome|Relatedtransactionor not|Related relation|
|ShanghaiChlor-AlkaliChemical Co.,Ltd.|Shanghai HuayiTianyuan ChemicalLogistics Co., Ltd.|Fixedassets|4,537.31|2015-1-1|2015-12-31|1,066.24|Settledthroughnegotiatedprice|Yes|Controlled subsidiaryof parent company|
|ShanghaiChlor-AlkaliChemical Co.,Ltd.|Shanghai TianyuanGroup ShengdePlastics Co., Ltd.|Fixedassets|689.38|01-01-2015|12-31-2015|690.00|Settledthroughnegotiatedprice|Yes|Wholly-ownedsubsidiary of parentcompany|

2) Guarantee
□Applicable√Not applicable
3) Management on cash assets made through committing others
(1) Financing through commitment
□Applicable√Not applicable
(2) Loan through commitment
□Applicable√Not applicable
(3) Other financing investment and derivative investment
□Applicable√Not applicable
4) Other important contracts
None
13. Note on other major events
□Applicable√Not applicable
14. Fulfillment of social responsibility
1) Work on social responsibility
For details, see 2015 Social Responsibility Report of Shanghai Chlor-Alkali Chemical Co., Ltd. announced in the website of Shanghai Stock Exchange: www.sse.com.cn on March 29, 2016.
15. Convertible bond of the Company
□Applicable√Not applicable
6. Changes of Ordinary Shares and Particulars of Shareholders
1. Changes of ordinary shares
1) Changes of ordinary shares
(1) Changes of ordinary shares
In the report period, the total number and share structure of the ordinary share were not changed.
(2) Other content deemed necessary by the Company to be disclosed or required by the securities regulatory institution to be disclosed
2) Changes of the shares limited to be sold
□Applicable√Not applicable
2. Issuing and listing of securities
1) Securities issuing in the report period
Note on the securities issuing in the report period (for bonds with different interest rates, state respectively):
There was no such instance during the report period.
2) Changes of the total number of the ordinary shares and structure of the shareholders and changes of the structure of the Company's assets and liabilities
During the report period, the Company did not have any change in the total number and structure of the shares caused by bonus shares and rationed shares. 3) Existing internal staff shares
The Company does not have any staff shares.
3. Particulars of the shareholders and the actual controller
1) Total number of shareholders
|||
|-|-|
|Total number of ordinary shareholders as of end of the report period|80,974|
|Total number of ordinary shareholders at end of the previous month before the disclosing date of theannual report|82,540|

2) Top 10 shareholders, top 10 holders of tradable shares (or shares with no limited sales condition)
Unit: Share
|||||||||
|-|-|-|-|-|-|-|-|
|Top 10 shareholders||||||||
|Name of shareholder (in full)|Increase ordecrease inthe reportperiod|Shares held atend of thereport period|Ratio(%)|Shares withlimited salescondition|Pledged or frozen status||Nature ofshareholder|
||||||Share status|Number||
|Shanghai Huayi (Group) Company|0|581,592,347|50.29|0|None|0|State ownedlegal person|
|SCBHK A/C BBH S/A VANGUARD EMERGING MARKETSSTOCK INDEX FUND|-789,500|7,859,532|0.68|0|None|0|Overseaslegal person|
|Central Huijin Asset Management Limited Liability Company|7,438,100|7,438,100|0.64|0|None|0|State ownedlegal person|
|VANGUARD TOTAL INTERNATIONAL STOCK INDEXFUND|1,717,000|4,252,800|0.37|0|None|0|Overseaslegal person|
|Jin Zhangxian|4,080,000|4,080,000|0.35|0|None|0|Domesticnaturalperson|
|Miao Guoqing|3,730,000|3,730,000|0.32|0|None|0|Domesticnaturalperson|
|Fang Jianwei|1,683,511|3,402,987|0.29|0|None|0|Domesticnaturalperson|
|Industrial and Commercial Bank of China Co., Ltd.-HuaxiaLeading Share Type Securities Investment Fund|2,622,057|2,622,057|0.23|0|None|0|Domesticnon stateowned legalperson|
|Bank of China Wuxi Branch|0|2,605,981|0.23|0|None|0|State ownedlegal person|
|China Costruction Bank Corp. - Huaxia Advantage GrowthHybrid Securities Investment Fund|2,037,900|2,037,900|0.18|0|None|0|Domesticnon stateowned legalperson|

|||||
|-|-|-|-|
|Top 10 holders with no limited sales condition||||
|Name of shareholder|Number of shareswith no limited salescondition|Type and number of shares||
|||Type|Number|
|Shanghai Huayi (Group) Company|581,592,347|Renminbi ordinary share|581,592,347|
|SCBHK A/C BBH S/A VANGUARD EMERGING MARKETS STOCKINDEX FUND|7,859,532|Domestic listed foreign capitalshare|7,859,532|
|Central Huijin Asset Management Limited Liability Company|7,438,100|Renminbi ordinary share|7,438,100|
|VANGUARD TOTAL INTERNATIONAL STOCK INDEX FUND|4,252,800|Domestic listed foreign capitalshare|4,252,800|
|Jin Zhangxian|4,080,000|Domestic listed foreign capitalshare|4,080,000|
|Miao Guoqing|3,730,000|Domestic listed foreign capitalshare|3,730,000|
|Fang Jianwei|3,402,987|Domestic listed foreign capitalshare|3,402,987|
|Industrial and Commercial Bank of China Co., Ltd.-Huaxia Leading ShareType Securities Investment Fund|2,622,057|Renminbi ordinary share|2,622,057|
|Bank of China Wuxi Branch|2,605,981|Renminbi ordinary share|2,605,981|
|China Costruction Bank Corp. - Huaxia Advantage Growth HybridSecurities Investment Fund|2,037,900|Renminbi ordinary share|2,037,900|
|Note on the related relation or concerted actions for above shareholders|The Company's shares have all been tradable since November 12, 2009, so it has no anyholder of shares with no limited sales condition. It is unknown to the Company whetherthere is related relation or the concerted actor specified in the Management Method onInformation Disclosure for Shareholding Change of the Shareholders of ListedCompanies|||

4. Particulars of the controlling shareholder and the actual controller
1) Particulars of the controlling shareholder
(1) Legal person
|||
|-|-|
|Name|Shanghai Huayi (Group) Company|
|Unit principal or legal representative|Liu Xunfeng|
|Establishment date|January 23, 1997|

|||
|-|-|
|Main business|Operation and management of state-owned assets within authorized range, investment on industry, manufactureand sale for chemical and medical products and equipment, installation, maintenance and contracted service forprojects of chemical and medical equipment.|
|Shares held in other domestic or overseaslisted companies during the report period|During the report period Shanghai Huayi (Group) Company held 72.15% equity interest of Double Coin HoldingsLimited and 31.53% equity interest of Shanghai 3F New Material Co., Ltd..|

2) Particulars of the actual controller
(1) Legal person
|||
|-|-|
|Name|State-owned Assets Supervision and Administration Commission of Shanghai Municipal Government|

5. Note on the limitation of shares for reduction
□Applicable√Not applicable
7. Particulars of the Directors, Supervisors, Senior Executives and Staff Members
1. Changes in shareholding and particulars of rewards
1) Particulars of Directors, Supervisors and senior executives (including the ones leaving post during the report period)
√Applicable□Not applicable
Unit: Share
|||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|
|Name|Position (note)|Gender|Age|Start date ofoffice term|End date ofoffice term|Shares held atyear-beginning|Sharesheld atyear-end|Increaseordecrease|Reason ofchange|Reward got from theCompany during thereport period(RMB'0000)(beforetax)|Get rewardfrom theCompany'srelatedparty ornot|
|HuangDailie|Chairman of theBoard|Male|57|12-30-2014|12-20-2015|0|1,000|1,000|Boughtfromsecondarymarket|0|No|
|HuYongkang|Director, Partysecretary anddeputy generalmanager|Male|60|12-20-2012|12-20-2015|0|3,000|3,000|Boughtfromsecondarymarket|82.71|No|
|ZhangWeiming|Director,general manager|Male|48|08-30-2015|12-20-2015|0|10,000|10,000|Boughtfromsecondarymarket|13.04|No|
|WangZengjin|Director|Male|49|12-20-2012|12-20-2015|0|1,000|1,000||0|No|
|Yu Zhaojun|EmployeerepresentativeDirector|Male|57|12-20-2012|12-20-2015|0|2,000|2,000|Boughtfromsecondarymarket|62.55|No|

|||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|
|LiZengquan|IndependentDirector|Male|41|12-20-2012|12-20-2015|0|0|0||10|No|
|ZhangGuoming|IndependentDirector|Male|53|12-30-2014|12-20-2015|0|0|0||10|No|
|ShaoZhengzhong|IndependentDirector|Male|51|12-30-2014|12-20-2015|0|0|0||10|No|
|ZhangWenlei|OutsideDirector|Male|45|12-20-2012|12-20-2015|0|1,000|1,000|Boughtfromsecondarymarket|10|No|
|Chen Yao|Chairman ofSupervisoryCommittee|Male|52|09-17-2013|12-20-2015|0|0|0||0|No|
|Yu Bing|Supervisor|Male|41|12-20-2012|12-20-2015|0|1,000|1000|Boughtfromsecondarymarket|0|No|
|Dong Yan|Supervisor|Female|42|12-20-2012|12-20-2015|0|1,000|1000|Boughtfromsecondarymarket|48.34|No|
|WangMingchun|EmployeerepresentativeSupervisor|Female|54|12-20-2012|12-20-2015|0|10,000|10000|Boughtfromsecondarymarket|38.35|No|
|WangLinzhao|EmployeerepresentativeSupervisor|Male|53|12-20-2012|12-20-2015|0|1,000|1000|Boughtfromsecondarymarket|70.51|No|
|ChaoJinrong|CFO|Male|40|12-20-2012|12-20-2015|0|1,000|1000|Boughtfromsecondarymarket|56.65|No|
|YuanMaoquan|Deputy generalmanager|Male|47|12-20-2012|12-20-2015|0|1,000|1,000|Boughtfromsecondary|65.85|No|

|||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|
||||||||||market|||
|Xu Peiwen|Secretary of theBoard ofDirectors|Male|59|12-20-2012|12-20-2015|0|7,000|7,000|Boughtfromsecondarymarket|57.67|No|
|Wang Hao|Deputy generalmanager|Male|48|11-07-2014|12-20-2015|12,500|22,500|10,000|Boughtfromsecondarymarket|24.16|No|
|Total|/|/|/|/|/|12,500|62,500|50,000|/|559.83|/|

|||
|-|-|
|Name|Main work experience|
|Huang Dailie|He used to be the Deputy Party secretary, executive Director and general manager of Shanghai Huayi Group Enterprise Development Co., Ltd. andmanager of Enterprise Adjustment Department of Huayi Group. Now he is deputy secretary of CPC Committee of Shanghai Huayi (Group)Company, chairman of trade union, employee Director and Chairman of the Board of Shanghai Chlor-Alkali Chemical Co., Ltd.|
|HuYongkang|He used to be general manager, Party secretary and Chairman of the Board of Shanghai Wujin Chemical Co., Ltd. and Party secretary and deputygeneral manager of Shanghai Chlor-Alkali Chemical Co., Ltd. Now he is the Director of Shanghai Chlor-Alkali Chemical Co., Ltd.|
|ZhangWeiming|He used to be the assistant of general manager and deputy general manager of Shanghai Huayi Acrylic Acid Co., Ltd., deputy general manager ofeconomic operating department of Shanghai Huayi (Group) Company and general manager of safety & environmental protection department andchief of armed security department of Shanghai Huayi (Group) Company. Now he is the Director and general manager of Shanghai Chlor-AlkaliChemical Co., Ltd.|
|WangZengjin|He used to be the chief economist and assets controller of assets financial department, head of management department and deputy general managerof Tyre & Rubber Group Co., Ltd., routine vice director and director of Tyre Research Institute of Tyre & Rubber Group Co., Ltd., deputy generalmanager of Double Coin Holdings Limited and general manager of assets management department of Shanghai Huayi (Group) Company. Now heis the general manager of assets management department, member of CPC committee and deputy secretary of Shanghai Huayi (Group) Companyand Director of Shanghai Chlor-Alkali Chemical Co., Ltd.|
|Yu Zhaojun|He used to be Party secretary of PVC factory of Shanghai Chlor-Alkali Chemical Co., Ltd. Now he is the employee representative director, DeputyParty secretary, secretary of Party discipline committee and chairman of trade union of Shanghai Chlor-Alkali Chemical Co., Ltd.|
|Li Zengquan|He used to be the professor and master's tutor in Accounting Institute of Shanghai University of Finance and Economics, senior researcher andsenior visiting scholar of Accounting Department of City University of Hong Kong, Independent Director of Bus Share, Independent Director ofHaibo Share and financial consultation expert of Xuhui District State-owned Assets Supervision and Administration Commission, and has got thetitle of Twilight Scholar. Now he is the vice dean of Accounting Institute of Shanghai University of Finance and Economics, proofreader ofEconomic Research and many other authoritative periodicals, member of editorial board of China Journal of Accounting Research, IndependentDirector of Oriental Fortune, Independent Director of East China Computer, Independent Director of Shenneng Share and Independent Director ofShanghai Chlor-Alkali Chemical Co., Ltd.|

|||
|-|-|
|ZhangGuoming|He used to be the deputy general manager of Shanghai Lianfa Property Management Development Company, executive director of Hong KongTianhe Asset Management Company, Independent Director of Shanghai Qiangsheng Holdings Co., Ltd and Chairman of the Board of ShanghaiJiaxiang Investment Co., Ltd. Now he is Chairman of the Board of Shanghai Nowei Investment Management Co., Ltd., Chairman of the Board ofShanghai Dingli Refreshing Technology Co., Ltd., Independent Director of Dongfeng Electronic Science and Technology Co., Ltd., IndependentDirector of Shanghai Xinpeng Industrial Co., Ltd. and Independent Director of Shanghai Chlor-Alkali Chemical Co., Ltd.|
|ShaoZhengzhong|He used to be the lecturer of material science department of Fudan University, the lecturer, associate professor, subdean and professor of polymerscience department of Fudan University and associate professor of biology research institute of Aarhus University in Denmark. Now he is thedoctoral tutor in polymer science department of Fudan University. He is also the councilor of Shanghai Municipal Chemistry & ChemicalEngineering Association, subeditor of Journal of Materials Chemistry-B of Britain Royal Society of Chemistry (RSC) and member of multipleacademic committees and the Independent Director of Shanghai Chlor-Alkali Chemical Co., Ltd.|
|ZhangWenlei|He used to be deputy chief of technical operation department, chief of general department and deputy secretary general of China Chlor-AlkaliIndustry Association. Now he is vice chairman and secretary general of China Chlor-Alkali Industry Association, routine councilor of ChinaPetrochemical Industry Association, vice chairman of China Chemical Environment Protection Association, Independent Director of Binhua Co.,Ltd., Independent Director of Tangshan Sanyou Chemical Group Co., Ltd. and outside Director of Shanghai Chlor-Alkali Chemical Co., Ltd.|
|Chen Yao|He used to be the manager of foreign cooperation department of Shanghai Huayi (Group) Company, Party secretary, deputy general manager ofDouble Coin Holdings Limited and secretary of discipline committee of Shanghai Huayi (Group) Company. Now he is the member of CPCcommittee of Shanghai Huayi (Group) Company and depuby general manager of Shanghai Huayi (Group) Co., Ltd. and Chairman of theSupervisory Committee of Shanghai Chlor-Alkali Chemical Co., Ltd.|
|Yu Bin|He used to be the deputy general manager, CFO, manager of finance department of Huayi Group Enterprise Development Co., Ltd., and deputygeneral manager of financial department of Shanghai Huayi (Group) Company and general manager of Shanghai Minhang Huayi Petty Loan Co.,Ltd. Now he is th deputy general manager of Shanghai Huayi Group Finance Co., Ltd. and Supervisor of Shanghai Chlor-Alkali Chemical Co., Ltd.|
|Dong Yan|She used to be the member of cadre section and allotment section of human resource department and chief of personnel wage section of ShanghaiTianyuan (Group) Co., Ltd. and Shanghai Chlor-Alkali Chemical Co., Ltd., and the assistant manager and manager of human resource departmentof Shanghai Chlor-Alkali Chemical Co., Ltd. Now she is the Supervisor and deputy chief economic engineer of Shanghai Chlor-Alkali ChemicalCo., Ltd.|
|WangMingchun|He used to be deputy Party secretary, secretary of Party disciplinary committee and chairman of trade union of PVC factory of ShanghaiChlor-Alkali Chemical Co., Ltd., vice chairman of trade union of Shanghai Chlor-Alkali Chemical Co., Ltd. and secretary of CPC committee ofPVC factory. Now he is the employee representative Supervisor of Shanghai Chlor-Alkali Chemical Co., Ltd.|
|WangLinzhao|He used to be the manager of production control department of Shanghai Chlor-Alkali Chemical Co., Ltd., deputy general manager of ShanghaiTianyuan Huasheng Chemical Co., Ltd., secretary of CPC general branch and factory director of Huasheng Chemical Plant. and productioncontroller of Shanghai Chlor-Alkali Chemical Co., Ltd. Now he is the employee representative Supervisor and assistant of general manager ofShanghai Chlor-Alkali Chemical Co., Ltd.|
|Cao Jinrong|He used to be the deputy manager of assets department of Shanghai Huayi (Group) Company and deputy general manager of Shanghai HuayiGroup Investment Co., Ltd. Now he is CFO of Shanghai Chlor-Alkali Chemical Co., Ltd.|
|YuanMaoquan|He used to be the assistant chief and routine deputy chief of technical center of Shanghai Chlor-Alkali Chemical Company and deputy chiefengineer of Shanghai Chlor-Alkali Chemical Co., Ltd. Now he is the deputy general manager of Shanghai Chlor-Alkali Chemical Co., Ltd.|

|||
|-|-|
|Xu Peiwen|He used to be the Board Secretary of Shanghai Tianyuan (Group) Co., Ltd., and since 2000 he has been the Board Secretary and chief of the BoardSecretary's office of Shanghai Chlor-Alkali Chemical Co., Ltd.|
|Chen Jiang|He used to be the manager of technical development department of Shanghai Chlor-Alkali Chemical Co., Ltd. and assistant general manager anddeputy general manager of Shanghai Chlor-Alkali Chemical Co., Ltd. He left the post in the Company in August 2015.|

2) Equity incentive awarded to the Director, Supervisor and senior executives during the report period
□Applicable√Not applicable
2. Particulars of Directors, Supervisors and senior executives (including the ones leaving post during the report period)
1) Position in shareholder's unit
√Applicable□Not applicable
|||||
|-|-|-|-|
|Name|Name of shareholder's unit|Position in shareholder's unit|Start date of office term|
|Huang Dailie|Shanghai Huayi (Group) Company|Deputy secretary of CPC Committee, chairman of tradeunion and employee Director|12-02-0215|
|Chen Yao|Shanghai Huayi (Group) Company|Vice president|12-02-0215|

2) Position in other unit
√Applicable□Not applicable
|||||
|-|-|-|-|
|Name|Name of other unit|Position in other unit|Start date of office term|
|Zhang Weiming|Shanghai Huntsman Polyurethane Co., Ltd.|Director, Vice Chairman of theBoard of Directors|08-20-2015|
|Zhang Weiming|Shanghai Huayi Group Financial Responsibility Co., Ltd.|Director|08-20-2015|
|Li Zengquan|East Money Information Co., Ltd.|Independent Director|01-22-2014|
|Li Zengquan|Shanghai East China Computer Co., Ltd.|Independent Director|04-19-2014|
|Li Zengquan|Shenneng Co., Ltd.|Independent Director|05-20-2014|
|Zhang Wenlei|Binhua Group Co., Ltd.|Independent Director|05-09-2014|
|Zhang Wenlei|Tangshan Sanyou Chemical Industries Co., Ltd.|Independent Director|09-15-2014|
|Wang Linzhao|Shanghai Jinyuan Tap Water Co., Ltd.|Director|07-01-2014|
|Wang Linzhao|Shanghai Lianheng Isocyanic Acid Grease Co., Ltd.|Director|01-10-2016|
|Cao Jinrong|Shanghai Ruisheng Enterprise Co. Ltd.|Executive Director|03-01-2012|

3. Rewards of the Directors, Supervisors and senior executives
|||
|-|-|
|Decision-making process for the rewards of theDirectors, Supervisors and senior executives|The rewards of the Directors, Supervisors and senior executives shall be decided by the Company's salary &examination committee.|
|Basis for deciding the rewards of the Directors,Supervisors and senior executives|Issued according to the "Examination Measures for the Reward of the Directors, Supervisors and seniorexecutives".|
|Actual issuing of the rewards of the Directors,Supervisors and senior executives|The Board of Directors decided the reward standard for the Directors, Supervisors and Senior Executivesgetting salary from the Company this year and paid the rewards monthly in accordance with the Company'sunified salary management system and the annual performance review by the salary & checking committeeof the Board of Directors. The standard for allowance to Independent Directors was examined and passed bythe shareholders' meeting.|
|Total reward got actually by all the Directors,Supervisors and Senior Executives at end of thereport period|RMB 5,598,300|

4. Changes of the Directors, Supervisors and senior executives
|||||
|-|-|-|-|
|Name|Position|Change|Reason of change|
|ZhangWeimin|Director, general manager|Engaged|On August 14, 2015 he was engaged as the general manager by the 23rd meetingof 8 Board of Directors. On August 31, 2015, he was elected as the Director by theCompany's first provisional shareholders' meeting of 2015.|
|Chen Jiang|Deputy general manager|Leaved post|In August 2015 he submitted the resignation for personal reason.|

5. Punishment by the securities regulatory authorities in recent 3 years
□Applicable√Not applicable
6. Employees of the parent company and main subsidiaries
1) Particulars of employees
|||
|-|-|
|Number of in-service employees of the parent company|1,117|
|Number of in-service employees of main subsidiaries|223|
|Total number of in-service employees|1,340|
|Number of retired employees borne by the parent companyand main subsidiaries|4188|
|Profession structure||
|Type of profession|Number of people|
|Production personnel|732|
|Sales people|46|
|Technical personnel|114|
|Finance personnel|19|
|Administrative personnel|206|
|Total|1,117|
|Educational status||
|Type of educational status|Number of people|
|Bachelor or higher|283|
|Junior college|348|
|Senior high school (technical secondary school)|418|
|Lower than senior high school|68|
|Total|1,117|

 2) Salary policy
The Company implements the "Position Level Salary Measures of Shanghai Chlor-Alkali Chemical Co., Ltd.".
3) Training plan
In 2015 the Company made employee training for 5598 mentimes. The training includes 4418 mentimes for front-line employees, accounting for78.92% in total training. The main training content: post operation training, all special work training (including the training for obtaining certificate of post), QHSE training, post change training, skill grade training (including the training for certificate), HSE training, team building training and the training for enhancing the management skill of first-line manager. The training includes 1180 mentimes for non front-line employees, accounting for21.08% in total training. Main training content: Professional skill training for engineers, special topic lecture for specialized technical personnel, management and strategy course training, title and further education training, QHS training, HSE training and other post ability training.
8. Company Governance
1. Introduction for the Company's governance
The Company kept on improving the Company's corporate governance structure, regulating its operation and strengthening its internal management strictly in accordance with the provisions and requirements of the Company Law, Securities Law and the Management Principle of the Listed Companies and the files for company's governance issued by China Securities Regulatory Committee and Shanghai Stock Exchange.
1) About the shareholders and the shareholders' meeting
The Company convened the shareholders' meeting strictly according to relevant provisions and
procedures in the Articles of Association and the Rules of Procedure of the Shareholders' Meeting. It
can ensure the equal position and lawful rights and interests of all the shareholders, especially the
middle and small shareholders, let them enjoy and exercise fully their rights. All of the Company's
related transactions have been made strictly according to the principle of fair and equitable, the
pricing principle are disclosed to the public, and the related Director and related shareholders avoided the voting.
2) The controlling shareholder and the listed Company
The controlling shareholder exercises its right and bears the obligation according to law, not intervening directly or indirectly the Company's decision-making and operating activities without the authority of the shareholders' meeting. The Company and the controlling shareholder make Five Independence, i.e. assets, business, organization, finance and personnel. The Company's Board of Directors, Supervisory Committee and the internal institutions can all make operation independently to ensure the Company making and implementing the significant decisions independently.
3) The Directors and the Board of Directors
The Company elects the Directors strictly in accordance with the procedure specified in the Company Law and Articles of Association, the Board of Directors is of scientific composition, clear responsibilities and perfect systems. The Company establishes four special committees, i.e. strategy, audit, nomination and salary& checking, under the Board of Directors, and all these committees can work earnestly and diligently strictly in accordance with the Articles of Association and the Work Enforcement Regulations of the Special Committees under the Board of Directors. For the Company's significant decisions and investments all the Directors can well play their professional role, raise their professional opinions and proposals, provide great support to the Company's scientific policy-making, and perform their duties loyally, cautiously, earnestly and diligently.
4) Supervisors and the Supervisory Committee
The Company's Supervisory Committee elects the Supervisors strictly in accordance with the procedure specified in the Company Law and the Articles of Association, and the convening procedure conforms to the Rules of Procedure of the Supervisory Committee and has intact and true meeting record. The Company's Supervisors can perform earnestly their duties, make supervision independently on the Company's finance and operation status and the legitimacy and compliance of the Company's Directors, managers and other senior executives based on the manner of being responsible to all the shareholders, and safeguard the lawful rights and interests of the Company and the shareholders.
5) The performance appraisal and incentive and constraint mechanism
The Company has established and gradually improved the performance appraisal standard and incentive and constraint mechanism for the Directors, Supervisors and senior executives, and the engagement of the senior executives is open and transparent and meets the requirements of relevant laws and statutes.
6) Information disclosure and transparence
The Company has truly, accurately, completely and timely discloses relevant information strictly in accordance with the requirements of relevant laws and codes and its own Management System on the Information Disclosure Affairs and the internal report system on Significant Information, and ensure all the investors can obtain effective information equally. In the report period, the Company totally completed 4 periodic reports and 31 provisional announcements, making the investors can learn the status of the Company timely, fairly, accurately and completely.
7) Management on insider information
During the report period, the Company executed strictly the Management on Registration of the Persons in the Know of Insider Information, got down with the work on keeping secreat of the insider information and required to fill in the record file of the person in the know of the insider information to safeguard the interest of the shareholders.
2. Briefing on the shareholders' meeting
|||||
|-|-|-|-|
|The meeting|Conveningdate|Index on the website specified forcarrying the resolutions|Date for disclosingthe resolutions|
|2014 shareholders'meeting|06-26-2015|www.sse.com.cn|06-27-2015|
|2015 first provisionalshareholders' meeting|08-31-2015|www.sse.com.cn|09-01-2015|
|2015 2nd provisionalshareholders' meeting|11-16-2015|www.sse.com.cn|11-17-2015|

3. Duty performance of the Directors
1) Particulars of the Directors for joining the Board meetings and shareholders meeting
||||||||||
|-|-|-|-|-|-|-|-|-|
|Name ofDirector|IndependentDirector ornot|Particulars of joining the Board meetings||||||Particularsof joiningtheshareholders'meeting|
|||Numberof Boardmeetingsincurrentyear|Number ofattendancesin person|Number ofattendancesthroughcommunication|Number ofattendancesthroughcommitment|Numberofabsences|Whether notattending inperson themeetingconsecutivelyfor 2 times ornot|Number ofattendancesin theshareholders'meeting|
|HuangDailie|No|10|10|0|0|0|No|3|
|HuYongkang|No|10|10|0|0|0|No|3|
|ZhangWeiming|No|2|2|0|0|0|No|1|
|WangZengjin|No|10|10|0|0|0|No|2|
|Yu Zhaojun|No|10|10|0|0|0|No|3|
|LiZengquan|Yes|10|10|0|0|0|No|1|
|ZhangGuoming|Yes|10|10|0|0|0|No|2|
|ShaoZhengzhong|Yes|10|10|0|0|0|No|3|
|ZhangWenlei|No|10|10|0|0|0|No|2|

|||
|-|-|
|Number of Board meetings convened in currentyear|10|
|Incl.: Number of on-site meetings|1|
|Number of meetings convened throughcommunication|9|
|Number of meetings convened on-site and throughcommunication|0|

2) Objection of the Independent Directors on relevant events of the Company
Note on objection of the Independent Directors for relevant events of the Company
In the report period, the Independent Directors did not make any objection for relevant events.
4. Important opinions and proposals raised by the special committees under the Board of Directors while performing their duties in the report period, and if any objection exists, the details shall be disclosed
In 2015 the special committee of the Company's Board of Directors, based on the provisions of the Enforcement Regulations of Special Committees under the Board of Directors, performed their duties earnestly, conducted work actively, gave full play to their own special skills and played active role on the decision-making of the Board of Directors for significant events. The audit committee could perform its duty earnestly in the work for annual report and relevant work, raised construction suggestions on the Company's periodic report, internal control systems, asset disposal and related transactions, and supervised the Company to make healthful, stable and rapid development furthermore. The salary& checking committee convened meeting to check the salary of the senior
executives in 2014, and raised the checking plan on the salary of the senior executives in 2015. The
nomination committee convened the meeting to discuss and make proposal for change of the
Company's Directors. The Company lay stress on exerting the knowledge of the special committees
under the Board of Directors in specialty and information to promote the decision-making of the Board of Directors more scientific and more effective.
5. Note of the Supervisory Committee on discovering the Company's risk
The Supervisory Committee did not have any objection on the supervision events in the report period. 6. Note of the Company on being unable to ensure independence and self operation capability in business, assets, organization and finance with the controlling shareholder
The Company did not have any event of being unable to ensure independence and self operation capability in business, assets, organization and finance with the controlling shareholder
7. Establishing and implementing of the check mechanism and incentive mechanism for the senior executives in the report period
The Company implements the Checking Method on the Salary of Senior Executives of the Company, and the salary& checking committee under the Board of Directors made the annual performance review, decided the reward standard for the Directors, Supervisors and Senior Executives getting salary from the Company and paid the rewards monthly.
8. Whether disclose the internal control self-assessment report or not
√Applicable□Not applicable
For details of the Internal Control Self-assessment Report of Shanghai Chlor-Alkali Chemical Co., Ltd., see relevant announcement in the website of Shanghai Stock Exchange www.sse.com.cn on March 29, 2016.
Note on significant deficiencies in the internal control during the report period
□Applicable√Not applicable
9. Note on relevant status of the auditor's report for internal control
For details of the Auditor's Report for Internal Control of Shanghai Chlor-Alkali Chemical Co., Ltd. in 2015, see relevant announcement in the website of Shanghai Stock Exchange www.sse.com.cn on March 29, 2016.
Whether disclose the auditor's report for internal control or not: yes
9. Particulars of Preference Shares
□Applicable√Not applicable
10. Particulars of the Company's Bonds
□Applicable√Not applicable
11. Financial Report
1. Auditor's report
√Applicable□Not applicable
Auditor's Report
XKSHBZ[2016] No. 111593
To all the shareholders of Shanghai Chlor-Alkali Chemical Co., Ltd.:
We have audited the attached financial statements of Shanghai Chlor-Alkali Chemical Co., Ltd., including the consolidated and the Company's balance sheets as of Dec. 31, 2015, the consolidated and the Company's income statements in 2015, the consolidated and the Company's cash flow statements, the consolidated and the Company's statements of changes in owner's equity and the notes on the financial statements.
1) The responsibility of the management
To prepare the financial statements and make fair presentation in it is the responsibility of the management of the Company. Such responsibility shall include: (1) to prepare the financial statements and make fair presentation in them in accordance with the provisions of the enterprise accounting standard; (2) to design, execute and maintain necessary internal control to prevent the financial statements from making significant misreport caused by fraud or error.
2) Responsibility of the certified public accountants
Our responsibility is to express audit opinion to the financial statements based on the execution of the audit work. We have made the audit work in accordance with the provisions in the audit standard of China certified public accountant. The audit standard of China certified public accountant requires us to observe the code of professional ethics of China certified public accountants, plan and execute the audit work and obtain the reasonable assurance for not making significant misreport in the financial statements.
The audit work involves the implementation of audit procedure to obtain the amount of financial statements and disclosed audit evidences. The selection of the audit procedure depends on the judgment of the certified public accountants, including the evaluation to the risk of significant misreport of the financial statements caused by the fraud or error. While making risk evaluation, the certified public accountant shall consider the internal control related to the preparing of the financial statements and the fair presentation to design proper audit procedure, but the purpose is not to express opinion for the effectiveness of the internal control. The audit work shall also include to evaluate the suitability of the accounting policy selected by the management and the reasonableness of the accounting estimate and to evaluate the general presentation of the financial statements.
We believe, the audit evidences we have obtained are adequate and proper and provide basis for express the audit opinion.
3) Audit opinion
We deem that, the financial statements of the Company have been prepared in accordance with the provisions of the enterprise accounting standard in all significant aspects, and have reflected the consolidated and the Company's financial status on Dec. 31, 2015 and the consolidated and the Company's operating results and cash flow in 2015.
BDO China Shu Lun Pan Certified Public Accountants LLP
China certified public accountant: Gu Xuefeng
China certified public accountant: Ling Min
Shanghai, China March 25, 2016
2. Financial statements
Consolidated Balance Sheet
Dec. 31, 2015
Prepared by: Shanghai Chlor-Alkali Chemical Co., Ltd.
Unit: RMB
|||||
|-|-|-|-|
|Item|Note|Closing balance|Beginning balance|
|Current assets:||||
|Monetary capital||240,425,945.13|402,636,250.64|
|Settlement provisions||||
|Capital lent||||
|Financial assets measured with fair value and havingchange attributed to profit or loss of current period||||
|Derivative financial assets||||
|Notes receivable||336,221,352.79|313,867,535.80|
|Accounts receivable||259,044,580.24|321,902,440.07|
|Advance payment||136,446,799.31|220,825,719.39|
|Premium receivable||||
|Reinsurance accounts receivable||||
|Receivable deposit for reinsurance contract||||
|Interest receivable||||
|Dividend receivable||||
|Other receivables||3,561,716.78|1,895,445.80|
|Redemptory financial assets for sale||||
|Inventories||384,885,265.71|497,804,243.07|
|Assets held for sale||||
|Non-current assets due in 1 year||||
|Other current assets||||
|Subtotal of current assets||1,360,585,659.96|1,758,931,634.77|

||||
|-|-|-|
|Non-current assets:|||
|Loan and advances issued|||
|Salable financial assets|424,078,182.70|349,855,650.23|
|Held-to-maturity investments|||
|Long-term receivable|||
|Long-term equity investment|288,855,432.45|270,736,394.62|
|Investment real estate|||
|Fixed assets|2,132,521,000.23|2,727,746,278.61|
|Construction in progress|305,408,986.91|288,223,047.31|
|Engineering materials|1,381,336.82|1,173,259.66|
|Disposal of fixed assets|||
|Productive biological assets|||
|Oil gas assets|||
|Intangible assets|281,295,016.13|311,958,605.26|
|Development expenditure|30,247,277.15|25,794,289.58|
|Goodwill|||
|Long-term prepaid and deferred expenses|23,460,981.73|19,069,279.62|
|Deferred income tax assets|20,529.71|1,229,186.56|
|Other non-current assets|||
|Subtotal of non-current assets|3,487,268,743.83|3,995,785,991.45|
|Total of assets|4,847,854,403.79|5,754,717,626.22|
|Current liabilities:|||
|Short-term loan|620,000,000.00|868,531,399.29|
|Loan from central bank|||
|Absorbed deposit and interbank deposit|||
|Loan from other financial institutions|||
|Financial liabilities measured with fair value andhaving change attributed to profit or loss of currentperiod|||
|Derivative financial liabilities|||
|Notes payable|||
|Accounts payable|376,955,805.82|395,974,896.16|
|Advance receipts|253,175,587.07|304,022,294.89|
|Financial assets sold for repurchase|||
|Handling charges and commission payable|||
|Wages payable|780,802.00|28,052,005.16|
|Tax payable|14,824,741.55|27,392,973.52|
|Interest payable|2,788,929.31|3,916,313.32|
|Dividends payable|2,724,553.75|2,724,553.75|
|Other payables|441,394,365.43|713,938,238.76|
|Reinsurance accounts payable|||
|Provision for insurance contract|||
|Receipt from vicariously traded securities|||
|Receipt from vicariously underwriting securities|||
|Liabilities held for sale|||
|Non-current liabilities due in 1 year|||
|Other current liabilities|||
|Subtotal of current liabilities|1,712,644,784.93|2,344,552,674.85|
|Non-current liabilities:|||
|Long-term loan|||
|Bonds payable|||
|Incl.: Preference share|||
|Perpetual debt|||
|Long-term payables|645,000,000.00|950,000,000.00|

||||
|-|-|-|
|Long-term wages payable|190,880,000.00|184,380,000.00|
|Specific payables|11,050,000.00|11,050,000.00|
|Estimated liabilities|||
|Deferred income|6,650,100.00|6,198,450.00|
|Deferred income tax liability|11,653,477.05|2,274,880.65|
|Other non-current liabilities|||
|Subtotal of non-current liabilities|865,233,577.05|1,153,903,330.65|
|Total of liabilities|2,577,878,361.98|3,498,456,005.50|
|Owner's equity|||
|Share capital|1,156,399,976.00|1,156,399,976.00|
|Other equity instruments|||
|Incl.: Preference share|||
|Perpetual debt|||
|Capital reserves|1,674,270,987.60|1,683,394,015.86|
|Less: Treasury stock|||
|Other composite income|12,317,916.44|1,920,380.37|
|Specific reserves|||
|Surplus reserves|11,329,760.39|11,329,760.39|
|General risk reserve|||
|Undistributed profit|-592,773,594.89|-688,388,625.23|
|Subtotal of owner's equity attributable to parentcompany|2,261,545,045.54|2,164,655,507.39|
|Minority interest|8,430,996.27|91,606,113.33|
|Total of owner's equity|2,269,976,041.81|2,256,261,620.72|
|Total of liabilities and owner's equity|4,847,854,403.79|5,754,717,626.22|

 Legal representative: Mr. Huang Dailie Principle in charge of accounting: Zhang Weiming Head of accounting dept.: Lai Yonghua
Balance Sheet of Parent Company
Dec. 31, 2015
Prepared by: Shanghai Chlor-Alkali Chemical Co., Ltd.
Unit: RMB
|||||
|-|-|-|-|
|Item|Note|Closing balance|Beginning balance|
|Current assets:||||
|Monetary capital||212,133,296.30|361,841,267.49|
|Financial assets measured with fair value and havingchange attributed to profit or loss of current period||||
|Derivative financial assets||||
|Notes receivable||334,581,352.79|283,210,505.19|
|Accounts receivable||253,571,576.96|263,729,293.70|
|Advance payment||137,481,599.22|215,176,188.42|
|Interest receivable||||
|Dividend receivable||||
|Other receivables||10,766,735.59|7,971,011.77|
|Inventories||371,277,788.79|428,301,688.75|
|Assets held for sale||||
|Non-current assets due in 1 year||||
|Other current assets||||
|Subtotal of current assets||1,319,812,349.65|1,560,229,955.32|
|Non-current assets:||||
|Salable financial assets||413,190,044.22|338,978,781.42|
|Held-to-maturity investments||||

||||
|-|-|-|
|Long-term receivable|||
|Long-term equity investment|355,444,207.96|454,050,813.30|
|Investment real estate|||
|Fixed assets|2,111,593,701.25|2,570,275,614.49|
|Construction in progress|302,075,871.66|270,291,468.93|
|Engineering materials|1,381,336.82|1,173,259.66|
|Disposal of fixed assets|||
|Productive biological assets|||
|Oil gas assets|||
|Intangible assets|259,886,963.38|265,269,075.06|
|Development expenditure|30,247,277.15|25,794,289.58|
|Goodwill|||
|Long-term prepaid and deferred expenses|23,152,249.71|16,525,841.24|
|Deferred income tax assets|||
|Other non-current assets|20,000,000.00|50,000,000.00|
|Subtotal of non-current assets|3,516,971,652.15|3,992,359,143.68|
|Total of assets|4,836,784,001.80|5,552,589,099.00|
|Current liabilities:|||
|Short-term loan|620,000,000.00|821,281,399.29|
|Financial liabilities measured with fair value andhaving change attributed to profit or loss of currentperiod|||
|Derivative financial liabilities|||
|Notes payable|||
|Accounts payable|370,153,498.98|357,965,113.50|
|Advance receipts|253,775,506.41|299,962,187.40|
|Wages payable|513,377.00|27,774,004.42|
|Tax payable|12,682,879.20|24,552,210.54|
|Interest payable|2,788,929.31|3,916,313.32|
|Dividends payable|1,189,676.90|1,189,676.90|
|Other payables|457,108,038.56|762,117,190.54|
|Liabilities held for sale|||
|Non-current liabilities due in 1 year|||
|Other current liabilities|||
|Subtotal of current liabilities|1,718,211,906.36|2,298,758,095.91|
|Non-current liabilities:|||
|Long-term loan|||
|Bonds payable|||
|Incl.: Preference share|||
|Perpetual debt|||
|Long-term payables|645,000,000.00|950,000,000.00|
|Long-term wages payable|190,880,000.00|184,380,000.00|
|Specific payables|11,050,000.00|11,050,000.00|
|Estimated liabilities|||
|Deferred income|6,650,100.00|6,198,450.00|
|Deferred income tax liability|10,785,123.90|1,409,344.92|
|Other non-current liabilities|||
|Subtotal of non-current liabilities|864,365,223.90|1,153,037,794.92|
|Total of liabilities|2,582,577,130.26|3,451,795,890.83|
|Owner's equity:|||
|Share capital|1,156,399,976.00|1,156,399,976.00|
|Other equity instruments|||
|Incl.: Preference share|||
|Perpetual debt|||

||||
|-|-|-|
|Capital reserves|1,690,068,638.82|1,690,068,638.82|
|Less: Treasury stock|||
|Other composite income|11,345,002.84|955,919.02|
|Specific reserves|||
|Surplus reserves|11,329,760.39|11,329,760.39|
|Undistributed profit|-614,936,506.51|-757,961,086.06|
|Total of owner's equity|2,254,206,871.54|2,100,793,208.17|
|Total of liabilities and owner's equity|4,836,784,001.80|5,552,589,099.00|

 Legal representative: Mr. Huang Dailie Principle in charge of accounting: Zhang Weiming Head of accounting dept.: Lai Yonghua
Consolidated Income Statement
Jan. to Dec., 2015
Unit: RMB
|||||
|-|-|-|-|
|Item|Note|Amount incurrent period|Amount inprevious period|
|1. Gross operating income||6,170,874,223.67|7,015,409,267.56|
|Incl.: Operating income||6,170,874,223.67|7,015,409,267.56|
|Interest income||||
|Premium earned||||
|Income from handling charges and commission||||
|2. Gross operating cost||6,427,713,999.83|7,674,426,880.15|
|Incl.: Operating cost||5,559,439,778.97|6,375,944,582.66|
|Interest cost||||
|Expenditure for handling charges and commission||||
|Surrender value||||
|Net expenditure for compensation||||
|Net provision for insurance contract appropriated||||
|Bonus payment for policy||||
|Reinsurance premium||||
|Business tax and surcharges||19,193,727.90|17,827,448.28|
|Selling cost||199,911,085.12|205,248,898.35|
|Management cost||402,196,032.57|633,388,738.66|
|Financial expenses||140,436,053.89|121,456,535.42|
|Loss from assets impairment||106,537,321.38|320,560,676.78|
|Plus: Income from change of fair value ("－" for loss)||||
|Investment income ("－" for loss)||147,125,155.93|62,632,834.28|
|Incl.: Investment income from affiliated enterprises andjoint ventures||44,597,649.84|46,522,824.01|
|Income from currency exchange ("－" for loss)||||
|3. Operating profit ("－" for loss)||-109,714,620.23|-596,384,778.31|
|Plus: Non-operating income||220,140,784.81|13,543,603.10|
|Incl.: Net gain from disposal of non-currentassets||175,597,261.11|1,152,634.58|
|Less: Non-operating expenditure||864,280.61|126,817.45|
|Incl.: Loss from disposal of non-current assets||520,754.37|40,812.45|
|4. Gross profit ("－" for gross loss)||109,561,883.97|-582,967,992.66|
|Less: Income tax cost||4,672,427.26|4,622,713.67|
|5. Net profit ("－" for net loss)||104,889,456.71|-587,590,706.33|
|Net profit attributable to owners of parent company||95,615,030.34|-592,502,499.95|

||||
|-|-|-|
|Minority interest income|9,274,426.37|4,911,793.62|
|6. Other composite income after tax|10,397,536.07|-17,770,996.38|
|Other composite income attributed to owners of parentcompany after tax|10,397,536.07|-17,770,996.38|
|1) Other composite income unable to be reclassifiedinto profit and loss afterwards|-13,980,000.00|-20,380,000.00|
|(1) Change of net liabilities or net assets throughremeasuring and setting beneficial plan|-13,980,000.00|-20,380,000.00|
|(2) Part shared in other composite income unable to bereclassified into profit and loss in the invested unitunder equity method|||
|2) Other composite income to be reclassified into profitand loss afterwards|24,377,536.07|2,609,003.62|
|(1) Part shared in other composite income to bereclassified into profit and loss in the invested unitunder equity method|||
|(2) Profit and loss from change of fair value of salablefinancial assets|24,377,536.07|2,609,003.62|
|(3) Profit and loss from held-to-maturity investmentsreclassified into salable financial assets|||
|(4) Effective part of the profit and loss from hedge ofcash flow|||
|(5) Conversion difference of foreign currency infinancial statement|||
|(6) other|||
|Other composite income attributed to minorityshareholders after tax|||
|7. Total amount of composite income|115,286,992.78|-605,361,702.71|
|Total composite income attributable to owners ofparent company|106,012,566.41|-610,273,496.33|
|Total composite income attributable to minorityshareholders|9,274,426.37|4,911,793.62|
|8. Earnings per share:|||
|1) Basic earnings per share (RMB)|0.0827|-0.5124|
|2) Diluted earnings per share (RMB)|0.0827|-0.5124|

 Legal representative: Mr. Huang Dailie Principle in charge of accounting: Zhang Weiming Head of accounting dept.: Lai Yonghua
Income Statement of Parent Company
Jan. to Dec., 2015
Unit: RMB
|||||
|-|-|-|-|
|Item|Note|Amount incurrent period|Amount inprevious period|
|1. Operating income||5,306,202,144.25|6,432,026,063.17|
|Less: Operating cost||4,779,946,815.88|5,885,413,772.01|
|Business tax and surcharges||16,200,534.43|14,534,262.10|
|Selling cost||184,902,755.30|187,923,372.52|
|Management cost||352,189,770.28|574,961,996.42|
|Financial expenses||139,259,008.16|118,604,257.55|
|Loss from assets impairment||104,311,645.14|314,225,426.94|
|Plus: Income from change of fair value ("－" forloss)||||
|Investment income ("－" for loss)||196,816,182.18|67,674,160.81|

||||
|-|-|-|
|Incl.: Investment income from affiliated enterprisesand joint ventures|44,597,649.84|46,522,824.01|
|2. Operating profit ("－" for loss)|-73,792,202.76|-595,962,863.56|
|Plus: Non-operating income|217,277,438.15|9,552,010.09|
|Incl.: Net gain from disposal of non-currentassets|175,459,449.37|1,139,551.41|
|Less: Non-operating expenditure|460,655.84|80,000.00|
|Incl.: Loss from disposal of non-currentassets|376,422.17||
|3. Gross profit ("－" for gross loss)|143,024,579.55|-586,490,853.47|
|Less: Income tax cost|||
|4. Net profit ("－" for net loss)|143,024,579.55|-586,490,853.47|
|5. Other composite income after tax|10,389,083.82|-17,890,351.36|
|1) Other composite income unable to be reclassifiedinto profit and loss afterwards|-13,980,000.00|-20,380,000.00|
|(1) Change of net liabilities or net assets throughremeasuring and setting beneficial plan|-13,980,000.00|-20,380,000.00|
|(2) Part shared in other composite income unable tobe reclassified into profit and loss in the investedunit under equity method|||
|2) Other composite income to be reclassified intoprofit and loss afterwards|24,369,083.82|2,489,648.64|
|(1) Part shared in other composite income to bereclassified into profit and loss in the investedunit under equity method|||
|(2) Profit and loss from change of fair value ofsalable financial assets|24,369,083.82|2,489,648.64|
|(3) Profit and loss from held-to-maturity investmentsreclassified into salable financial assets|||
|(4) Effective part of the profit and loss from hedge ofcash flow|||
|(5) Conversion difference of foreign currency infinancial statement|||
|(6) other|||
|6. Total amount of composite income|153,413,663.37|-604,381,204.83|
|7. Earnings per share:|||
|1) Basic earnings per share (RMB)|||
|2) Diluted earnings per share (RMB)|||

Legal representative: Mr. Huang Dailie Principle in charge of accounting: Zhang Weiming Head of accounting dept.: Lai Yonghua
Consolidated Cash Flow Statement
Jan. to Dec., 2015
Unit: RMB
|||||
|-|-|-|-|
|Item|Note|Amount incurrent period|Amount inprevious period|
|1. Cash flow from operating activities:||||
|Cash received from sale of commodities andrendering of service||7,510,561,650.86|7,821,130,000.73|
|Net increase of customers' deposit and interbankdeposit||||
|Net increase of loan from central bank||||
|Net increase of loans from other financial institutions||||

||||
|-|-|-|
|Cash received for premium of original insurancecontract|||
|Net cash received for reinsurance business|||
|Net increase of deposit and investment of the insured|||
|Net increase of financial assets measured with fairvalue and having change attributed to profit or loss ofcurrent period|||
|Cash from receiving interest, handling charge andcommission|||
|Net increase of loans from other financial institutions|||
|Net increase of fund for buy-back business|||
|Tax rebate received|1,550,381.55|640,058.18|
|Other cash received related to operating activities|176,962,786.84|156,646,472.25|
|Subtotal of cash inflow from operating activities|7,689,074,819.25|7,978,416,531.16|
|Cash paid for purchase of commodities and acceptingof service|6,546,749,918.62|6,943,640,631.86|
|Net increase of customer's loan and advances|||
|Net increase of deposit in central bank and interbankdeposit|||
|Cash for payment of compensation for originalinsurance contract|||
|Cash for payment of interest, handling charge andcommission|||
|Cash for payment of policy bonus|||
|Cash paid to or for employees|392,633,278.07|601,151,343.25|
|Cash paid for various taxes|209,497,530.89|203,873,014.61|
|Other cash paid related to operating activities|234,341,659.22|258,811,541.27|
|Subtotal of cash outflow from operating activities|7,383,222,386.80|8,007,476,530.99|
|Net cash flow from operating activities|305,852,432.45|-29,059,999.83|
|2. Cash flow from investment activities:|||
|Cash received from disinvestment|||
|Cash received from investment income|50,188,256.22|21,390,010.27|
|Net cash received from disposal of fixed assets,intangible assets and other long-term assets|366,988,374.84|38,134.62|
|Net cash received from disposal of subsidiaries andother business units|201,393,475.46||
|Other cash received related to investment activities|568,000.00||
|Subtotal of cash inflow from investment activities|619,138,106.52|21,428,144.89|
|Cash paid for purchase and construction of fixedassets, intangible assets and other long-term assets|116,302,260.65|404,176,849.64|
|Cash paid for investment|40,466,400.00|112,202,451.75|
|Net increase of mortgage loan|||
|Net cash paid for acquiring subsidiaries and otherbusiness units|||
|Other cash paid related to investment activities||50,000.00|
|Subtotal of cash outflow from investment activities|156,768,660.65|516,429,301.39|
|Net cash flow from investment activities|462,369,445.87|-495,001,156.50|
|3. Cash flow from financing activities:|||
|Cash received from absorbing investment|||
|Incl.: Cash received by subsidiaries from absorptionof minorities' investment|||
|Cash received from loan|2,487,739,713.32|1,909,331,399.29|
|Cash received from bond issuance|||
|Other cash received related to financing activities||12,160,000.00|

||||
|-|-|-|
|Subtotal of cash inflow from financing activities|2,487,739,713.32|1,921,491,399.29|
|Cash paid for redemption of debt|3,277,077,512.61|1,433,600,855.65|
|Cash paid for distribution of dividends, profit orpayment of interest|140,724,441.68|134,454,579.97|
|Incl.: Cash paid to minority shareholders as dividendand profit by subsidiaries|||
|Other cash paid related to financing activities|||
|Subtotal of cash outflow from financing activities|3,417,801,954.29|1,568,055,435.62|
|Net cash flow from financing activities|-930,062,240.97|353,435,963.67|
|4. Impact of changes in exchange rate on cash andcash equivalents|-325,298.50|-124,286.85|
|5. Net increase of cash and cash equivalents|-162,165,661.15|-170,749,479.51|
|Plus: Beginning balance of cash and cash equivalents|402,534,911.44|573,284,390.95|
|6. Closing balance of cash and cash equivalents|240,369,250.29|402,534,911.44|

 Legal representative: Mr. Huang Dailie Principle in charge of accounting: Zhang Weiming Head of accounting dept.: Lai Yonghua
Cash Flow Statement of Parent Company
Jan. to Dec., 2015
Unit: RMB
|||||
|-|-|-|-|
|Item|Note|Amount incurrent period|Amount inprevious period|
|1. Cash flow from operating activities:||||
|Cash received from sale of commodities andrendering of service||6,511,335,605.62|7,161,542,311.10|
|Tax rebate received||279,357.64||
|Other cash received related to operating activities||156,904,899.36|168,932,480.24|
|Subtotal of cash inflow from operating activities||6,668,519,862.62|7,330,474,791.34|
|Cash paid for purchase of commodities and acceptingof service||5,714,454,512.78|6,466,432,119.57|
|Cash paid to or for employees||317,693,761.30|508,048,968.27|
|Cash paid for various taxes||182,897,891.76|170,218,563.80|
|Other cash paid related to operating activities||198,804,795.65|223,070,162.72|
|Subtotal of cash outflow from operating activities||6,413,850,961.49|7,367,769,814.36|
|Net cash flow from operating activities||254,668,901.13|-37,295,023.02|
|2. Cash flow from investment activities:||||
|Cash received from disinvestment||||
|Cash received from investment income||75,126,857.37|21,151,336.80|
|Net cash received from disposal of fixed assets,intangible assets and other long-term assets||366,829,419.15||
|Net cash received from disposal of subsidiaries andother business units||224,174,251.71||
|Other cash received related to investment activities||568,000.00||
|Subtotal of cash inflow from investment activities||666,698,528.23|21,151,336.80|
|Cash paid for purchase and construction of fixedassets, intangible assets and other long-term assets||75,105,899.49|376,753,836.62|
|Cash paid for investment||40,466,400.00|112,202,451.75|
|Net cash paid for acquiring subsidiaries and otherbusiness units||||
|Other cash paid related to investment activities|||50,000.00|
|Subtotal of cash outflow from investment activities||115,572,299.49|489,006,288.37|
|Net cash flow from investment activities||551,126,228.74|-467,854,951.57|
|3. Cash flow from financing activities:||||

||||
|-|-|-|
|Cash received from absorbing investment|||
|Cash received from loan|2,373,595,009.82|1,761,781,399.29|
|Other cash received related to financing activities||12,160,000.00|
|Subtotal of cash inflow from financing activities|2,373,595,009.82|1,773,941,399.29|
|Cash paid for redemption of debt|3,189,876,409.11|1,308,850,855.65|
|Cash paid for distribution of dividends, profit orpayment of interest|137,950,238.68|118,874,246.53|
|Other cash paid related to financing activities|||
|Subtotal of cash outflow from financing activities|3,327,826,647.79|1,427,725,102.18|
|Net cash flow from financing activities|-954,231,637.97|346,216,297.11|
|4. Impact of changes in exchange rate on cash andcash equivalents|-1,271,463.09|-114,435.64|
|5. Net increase of cash and cash equivalents|-149,707,971.19|-159,048,113.12|
|Plus: Beginning balance of cash and cash equivalents|361,841,267.49|520,889,380.61|
|6. Closing balance of cash and cash equivalents|212,133,296.30|361,841,267.49|

 Legal representative: Mr. Huang Dailie Principle in charge of accounting: Zhang Weiming Head of accounting dept.: Lai Yonghua
Consolidated Statement of Changes in Owners' Equity
Jan. to Dec., 2015
Unit: RMB
|||||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|-|-|
|Item|Current period|||||||||||||
||Owner's equity attributable to parent company|||||||||||Minority interest|Total of owner'sequity|
||Share capital|Other equity instruments|||Capital reserves|Less:Treasurystock|Other compositeincome|Specific reserves|Surplus reserves|Generalriskreserve|Undistributed profit|||
|||Preferenceshares|Perpetualdebt|Other||||||||||
|1. Closingbalance of lastyear|1,156,399,976.00||||1,683,394,015.86||1,920,380.37||11,329,760.39||-688,388,625.23|91,606,113.33|2,256,261,620.72|
|Plus: Change ofaccountingpolicy||||||||||||||
|Correction ofprevious errors||||||||||||||
|Business mergerunder samecontrol||||||||||||||
|Other||||||||||||||
|2. Beginningbalance ofcurrent year|1,156,399,976.00||||1,683,394,015.86||1,920,380.37||11,329,760.39||-688,388,625.23|91,606,113.33|2,256,261,620.72|
|3. Increase ordecrease incurrent period("－" fordecrease)|||||-9,123,028.26||10,397,536.07||||95,615,030.34|-83,175,117.06|13,714,421.09|
|1) Total amountof compositeincome|||||||10,397,536.07||||95,615,030.34|9,274,426.37|115,286,992.78|
|2) Capitalincrease anddecrease by|||||-9,123,028.26|||||||-89,649,543.43|-98,772,571.69|

|||||
|-|-|-|-|
|owners||||
|(1) Commonshare investedby theshareholder||||
|(2) Capital inputby the holderof other equityinstruments||||
|(3) Sharespaymentattributed toowners' equity||||
|(4) Other|-9,123,028.26|-89,649,543.43|-98,772,571.69|
|3) Profitdistribution||-2,800,000.00|-2,800,000.00|
|(1) Appropriationof surplusreserves||||
|(2) Appropriationof provisionfor normal risk||||
|(3) Distributionto owners (orshareholders)||-2,800,000.00|-2,800,000.00|
|(4) Other||||
|4) Owners' equitycarriedforwardinternally||||
|(1) Capitalreservestransferred intocapital (orshare capital)||||
|(2) Surplus||||

||||||||||
|-|-|-|-|-|-|-|-|-|
|reservestransferred intocapital (orshare capital)|||||||||
|(3) Deficitcovered bysurplusreserves|||||||||
|(4) Other|||||||||
|5) Specificreserve|||||||||
|(1) Appropriatedin currentperiod||||14,426,417.80||||14,426,417.80|
|(2) Used incurrent period||||14,426,417.80||||14,426,417.80|
|6) Other|||||||||
|4. Closingbalance ofcurrent period|1,156,399,976.00|1,674,270,987.60|12,317,916.44||11,329,760.39|-592,773,594.89|8,430,996.27|2,269,976,041.81|

|||||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|-|-|
|Item|Previous period|||||||||||||
||Owner's equity attributable to parent company|||||||||||Minority interest|Total of owner'sequity|
||Share capital|Other equity instruments|||Capital reserves|Less:Treasurystock|Other compositeincome|Specific reserves|Surplus reserves|Generalriskreserve|Undistributed profit|||
|||Preferenceshares|Perpetualdebt|Other||||||||||
|1. Closingbalance of lastyear|1,156,399,976.00||||1,586,284,015.86||6,971,376.75||11,329,760.39||87,215,874.60|93,414,319.71|2,941,615,323.31|
|Plus: Changeof accountingpolicy|||||||12,720,000.00||||-177,320,000.00||-164,600,000.00|
|Correction ofpreviouserrors||||||||||||||
|Businessmerger under||||||||||||||

|||||||||
|-|-|-|-|-|-|-|-|
|same control||||||||
|Other||||||||
|2. Beginningbalance ofcurrent year|1,156,399,976.00|1,586,284,015.86|19,691,376.75|11,329,760.39|-90,104,125.40|93,414,319.71|2,777,015,323.31|
|3. Increase ordecrease incurrent period("－" fordecrease)||97,110,000.00|-17,770,996.38||-598,284,499.83|-1,808,206.38|-520,753,702.59|
|1) Total amountof compositeincome|||-17,770,996.38||-592,502,499.95|4,911,793.62|-605,361,702.71|
|2) Capitalincrease anddecrease byowners||||||||
|(1) Commonshare investedby theshareholder||||||||
|(2) Capital inputby the holderof other equityinstruments||||||||
|(3) Sharespaymentattributed toowners' equity||||||||
|(4) Other||||||||
|3) Profitdistribution|||||-5,781,999.88|-6,720,000.00|-12,501,999.88|
|(1)Appropriationof surplusreserves||||||||
|(2)Appropriationof provisionfor normalrisk||||||||
|(3) Distributionto owners (orshareholders)|||||-5,781,999.88|-6,720,000.00|-12,501,999.88|
|(4) Other||||||||
|4) Owners'equity carriedforwardinternally||||||||
|(1) Capital||||||||

||||||||||
|-|-|-|-|-|-|-|-|-|
|reservestransferredinto capital (orshare capital)|||||||||
|(2) Surplusreservestransferredinto capital (orshare capital)|||||||||
|(3) Deficitcovered bysurplusreserves|||||||||
|(4) Other|||||||||
|5) Specificreserve|||||||||
|(1) Appropriatedin currentperiod||||21,814,745.60||||21,814,745.60|
|(2) Used incurrent period||||21,814,745.60||||21,814,745.60|
|6) Other||97,110,000.00||||||97,110,000.00|
|4. Closingbalance ofcurrent period|1,156,399,976.00|1,683,394,015.86|1,920,380.37||11,329,760.39|-688,388,625.23|91,606,113.33|2,256,261,620.72|

Legal representative: Mr. Huang Dailie Principle in charge of accounting: Zhang Weiming Head of accounting dept.: Lai Yonghua
Consolidated Statement of Changes in Owners' Equity of Parent Company
Jan. to Dec., 2015
Unit: RMB
|||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|
|Item|Current period|||||||||||
||Share capital|Other equity instruments|||Capital reserves|Less:Treasurystock|Other compositeincome|Specific reserves|Surplus reserves|Undistributed profit|Total of owner'sequity|
|||Preferenceshares|Perpetualdebt|Other||||||||
|1. Closing balance of last year|1,156,399,976.00||||1,690,068,638.82||955,919.02||11,329,760.39|-757,961,086.06|2,100,793,208.17|
|Plus: Change of accountingpolicy||||||||||||
|Correction of previouserrors||||||||||||
|Other||||||||||||
|2. Beginning balance ofcurrent year|1,156,399,976.00||||1,690,068,638.82||955,919.02||11,329,760.39|-757,961,086.06|2,100,793,208.17|

|||||||||
|-|-|-|-|-|-|-|-|
|3. Increase or decrease incurrent period ("－" fordecrease)|||10,389,083.82|||143,024,579.55|153,413,663.37|
|1) Total amount of compositeincome|||10,389,083.82|||143,024,579.55|153,413,663.37|
|2) Capital increase anddecrease by owners||||||||
|(1) Common share investedby the shareholder||||||||
|(2) Capital input by the holderof other equity instruments||||||||
|(3) Shares payment attributedto owners' equity||||||||
|(4) Other||||||||
|3) Profit distribution||||||||
|(1) Appropriation of surplusreserves||||||||
|(2) Distribution to owners (orshareholders)||||||||
|(3) Other||||||||
|4) Owners' equity carriedforward internally||||||||
|(1) Capital reservestransferred into capital (orshare capital)||||||||
|(2) Surplus reservestransferred into capital (orshare capital)||||||||
|(3) Deficit covered by surplusreserves||||||||
|(4) Other||||||||
|5) Specific reserve||||||||
|(1) Appropriated in currentperiod||||14,426,417.80|||14,426,417.80|
|(2) Used in current period||||14,426,417.80|||14,426,417.80|
|6) Other||||||||
|4. Closing balance of currentperiod|1,156,399,976.00|1,690,068,638.82|11,345,002.84||11,329,760.39|-614,936,506.51|2,254,206,871.54|

|||||||||||||
|-|-|-|-|-|-|-|-|-|-|-|-|
|Item|Previous period|||||||||||
||Share capital|Other equity instruments|||Capital reserves|Less:Treasurystock|Other compositeincome|Specific reserves|Surplus reserves|Undistributed profit|Total of owner'sequity|
|||Preferenceshares|Perpetualdebt|Other||||||||
|1. Closing balance of lastyear|1,156,399,976.00||||1,592,958,638.82||6,126,270.38||11,329,760.39|11,631,767.29|2,778,446,412.88|
|Plus: Change of|||||||12,720,000.00|||-177,320,000.00|-164,600,000.00|

|||||||||
|-|-|-|-|-|-|-|-|
|accounting policy||||||||
|Correction of previouserrors||||||||
|Other||||||||
|2. Beginning balance ofcurrent year|1,156,399,976.00|1,592,958,638.82|18,846,270.38||11,329,760.39|-165,688,232.71|2,613,846,412.88|
|3. Increase or decrease incurrent period ("－" fordecrease)||97,110,000.00|-17,890,351.36|||-592,272,853.35|-513,053,204.71|
|1) Total amount ofcomposite income|||-17,890,351.36|||-586,490,853.47|-604,381,204.83|
|2) Capital increase anddecrease by owners||||||||
|(1) Common share investedby the shareholder||||||||
|(2) Capital input by theholder of other equityinstruments||||||||
|(3) Shares paymentattributed to owners'equity||||||||
|(4) Other||||||||
|3) Profit distribution||||||-5,781,999.88|-5,781,999.88|
|(1) Appropriation of surplusreserves||||||||
|(2) Distribution to owners(or shareholders)||||||-5,781,999.88|-5,781,999.88|
|(3) Other||||||||
|4) Owners' equity carriedforward internally|-|||||||
|(1) Capital reservestransferred into capital (orshare capital)||||||||
|(2) Surplus reservestransferred into capital (orshare capital)||||||||
|(3) Deficit covered bysurplus reserves||||||||
|(4) Other||||||||
|5) Specific reserve||||||||
|(1) Appropriated in currentperiod||||21,814,745.60|||21,814,745.60|
|(2) Used in current period||||21,814,745.60|||21,814,745.60|
|6) Other||97,110,000.00|||||97,110,000.00|
|4. Closing balance of currentperiod|1,156,399,976.00|1,690,068,638.82|955,919.02||11,329,760.39|-757,961,086.06|2,100,793,208.17|

Legal representative: Mr. Huang Dailie Principle in charge of accounting: Zhang Weiming Head of accounting dept.: Lai Yonghua
12. Documents for Reference
|||
|-|-|
|Documents for reference|1. Financial statements signed and stamped by legal representative, principalin charge of accounting, CFO and head of accounting department;|
|Documents for reference|2. The original auditor's report stamped by the public accounting firm andsigned and stamped by the certified public accountant;|
|Documents for reference|3. Articles of Association of Shanghai Chlor-Alkali Co., Ltd. during thereport period|
|Documents for reference|4. The formal version of all files and originals of the announcementsdisclosed in the newspapers appointed by China Securities RegulatoryCommittee during the report period;|
|Documents for reference|5. The Company shall furnish the above documents for reference while ChinaSecurities Regulatory Committee and the stock exchange request toprovide them and the shareholders request to consult them according to therequirements of the statute or the Articles of Association.|

Chairman of the Board: Huang Dailie Presenting date approved by the Board of Directors: March 29, 2016