SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of December, 2003
China Petroleum & Chemical Corporation
A6, Huixindong Street,
Chaoyang District Beijing, 100029
People's Republic of China
Tel: (8610) 6499-0060
(Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F X Form 40-F _____
(Indicate by check mark whether the registrant by furnishing the
information contained in this form is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act
of 1934. )
Yes ____ No X
(If "Yes" is marked, indicate below the file number assigned to
registrant in connection with Rule 12g3-2(b): 82-__________. )
N/A
This Form 6-K consists of :
An announcement of resolutions passed at the third extraordinary
general meeting for the year 2003, on December 18, 2003, in English of China
Petroleum & Chemical Corporation (the "Registrant").
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
China Petroleum & Chemical Corporation
By: /s/ Chen Ge
---------------------------------------
Name:Chen Ge
Title: Secretary to the Board of Directors
Date: December 18, 2003
The Stock Exchange of Hong Kong Limited takes no responsibility for the
contents of this announcement, makes no representation as to its accuracy or
completeness and expressly disclaims any liability whatsoever for any loss
howsoever arising from or in reliance upon the whole or any part of the
contents of this announcement.
[GRAPHIC OMITTED][GRAPHIC OMITTED]
(a joint stock limited company incorporated in the People's Republic of China
with limited liability)
ANNOUNCEMENT OF RESOLUTIONS PASSED AT THE THIRD
EXTRAORDINARY GENERAL MEETING FOR THE YEAR 2003
-------------------------------------------------------------------------------
Sinopec Corp. and all members of the board of directors warrant that there are
no material omissions from, or misrepresentations or misleading statements
contained in, this announcement and severally and jointly accept full
responsibility for the authenticity, accuracy and completeness of the
information contained in this announcement.
The Ordinary Resolutions set out in the notice convening the EGM relating to
on-going connected transactions were duly passed on 18 December 2003.
-------------------------------------------------------------------------------
The Third Extraordinary General Meeting for the year 2003 (the "EGM") of China
Petroleum & Chemical Corporation ("Sinopec Corp.") was held at Sinopec Corp.'s
Offices at 6A Huixindong Street, Chaoyang District, Beijing, the People's
Republic of China ("PRC") on 18 December 2003 at 9:00 a.m. Seven shareholders
and authorised proxies holding an aggregate of 75,096,663,573 shares carrying
voting rights of Sinopec Corp., representing 86.61% of the total voting shares
of Sinopec Corp., were present at the EGM. This was in compliance with the
voting requirements stipulated in the Company Law of the PRC and the
provisions of the Articles of Association of Sinopec Corp. The EGM was chaired
by Mr Zhang Jiaren, Director. After consideration and voting by the
shareholders and authorised proxies (according to the Articles of Association
of Sinopec Corp., China Petrochemical Corporation as a connected person did
not participate in the voting), the following resolutions were passed at the
EGM:
Ordinary Resolutions:
1. THAT the Major On-going Connected Transactions be and are hereby
approved and that the board of directors of Sinopec Corp. be and is
hereby authorised to do all such further acts and things and execute all
such further documents and take all such steps which in its opinion may
be necessary in connection with the Major On-going Connected
Transactions.
The above resolution was passed with 27,286,636,673 shares voting for
the resolution and 67,455,900 shares voting against the resolution,
representing 99.75% and 0.25%, respectively, of the total number of
effective voting shares held (represented) by the shareholders
(authorised proxies) present at the EGM.
2. THAT the De-minimus On-going Connected Transactions be and are hereby
approved and that the board of directors of Sinopec Corp. be and is
hereby authorised to do all such further acts and things and execute all
such further documents and take all such steps which in its opinion may
be necessary in connection with the De-minimus On-going Connected
Transactions.
The above resolution was passed with 27,286,970,673 shares voting for
the resolution and 67,131,900 shares voting against the resolution,
representing 99.75% and 0.25%, respectively, of the total number of
effective voting shares held (represented) by the shareholders
(authorised proxies) present at the EGM.
Ms Li Liping, PRC lawyer from Haiwen & Partners, attended the EGM and issued a
legal opinion that the calling of the EGM, the procedures for the holding of
the EGM, the procedures for voting at the EGM and the eligibility of the
persons who attended the EGM are in compliance with the relevant laws and
regulations and the Articles of Association of Sinopec Corp.
According to the requirements of the Listing Rules of the Shanghai Stock
Exchange, the trading of A shares of Sinopec Corp. on Shanghai Stock Exchange
was suspended from 18 December 2003 and will be resumed from 19 December 2003.
By Order of the Board
Chen Ge
Secretary to the Board of Directors
Beijing, PRC, 18 December 2003