·      “Sinopec Corp.”, “we”, “our” and “us” are to China Petroleum & Chemical Corporation, a PRC joint stock limited company, and its subsidiaries;

·      “Sinopec Group Company” are to our controlling shareholder, China Petrochemical Corporation, a PRC limited liability company;

·      “Sinopec Group” are to the Sinopec Group Company and its subsidiaries other than Sinopec Corp. and its subsidiaries;

·      “provinces” are to provinces and to provincial-level autonomous regions and municipalities in China which are directly under the supervision of the central PRC government;

·      “RMB” are to Renminbi, the currency of the PRC;

·      “HK$” are to Hong Kong dollar, the currency of the Hong Kong Special Administrative Region of the PRC; and

·      “US$” are to US dollars, the currency of the United States of America.

feet; and 6,000 cubic feet of natural gas is converted to one BOE.

·      “billion” are to a thousand million.

·      “BOE” are to barrels-of-oil equivalent; natural gas is converted at a ratio of 6,000 cubic feet of natural gas to one BOE.

·      “primary distillation capacity” are to the crude oil throughput capacity of a refinery’s crude oil distillation units, calculated by estimating the number of days in a year that such crude oil distillation units are expected to operate, excluding downtime for regular maintenance, and multiplying that number by the amount equal to the units’ optimal daily crude oil throughput.

·      “rated capacity” are to the output capacity of a given production unit or, where appropriate, the throughput capacity, calculated by estimating the number of days in a year that such production unit is expected to operate, excluding downtime for regular maintenance, and multiplying that number by an amount equal to the unit’s optimal daily output or throughput, as the case may be.

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(1)   For the period prior to January 1, 2009, the exchange rates reflect the noon buying rates certified by the Federal Reserve Bank of New York. For the period after January 1, 2009, the exchange rates reflect those set forth in the H.10 statistical release of the U.S. Federal Reserve Board.

(2)   Annual averages are determined by averaging the rates on the last business day of each month during the relevant period. Monthly averages are calculated using the average of the daily rates during the relevant period.

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·amount and nature of future exploration and development,

·future prices of and demand for our products,

·future earnings and cash flow,

·development projects and drilling prospects,

·future plans and capital expenditures,

·estimates of proved oil and gas reserves,

·exploration prospects and reserves potential,

·expansion and other development trends of the petroleum and petrochemical industry,

·production forecasts of oil and gas,

·expected production or processing capacities, including expected rated capacities and primary distillation capacities, of units or facilities not yet in operation,

·expansion and growth of our business and operations, and

·our prospective operational and financial information.

·fluctuations in crude oil prices,

·fluctuations in prices of our products,

·failures or delays in achieving production from development projects,

·potential acquisitions and other business opportunities,

·general economic, market and business conditions, and

·other risks and factors beyond our control.

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ITEM 2.OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 3.KEY INFORMATION

A.SELECTED FINANCIAL DATA

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C.REASONS FOR THE OFFER AND USE OF PROCEEDS

D.RISK FACTORS

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We focus on the safety of our operation and implemented health, safety and environment management system within our company to prevent accident, and reduce personal injuries, property losses and environment pollution. We also maintain insurance coverage on our property, plant, equipment and inventory. However, our preventative measures may not be effective and our insurance coverage may not be sufficient to cover all the financial losses caused by the operation risks and natural disasters. Losses incurred or payments required to be made by us due to operating hazards or natural disasters, which are not fully insured, may have a material adverse effect on our financial condition and results of operations.

·the quality and quantity of technical and economic data;

·the prevailing oil and gas prices applicable to our production;

·the production performance of the reservoirs; and

·extensive engineering judgments.

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Table of Contents

·unexpected drilling conditions;

·pressure or irregularities in geological formations;

·equipment failures or accidents;

·oil well blowouts;

·adverse weather conditions or natural disasters;

·compliance with existing or enhanced environmental regulations;

·governmental requirements and standards; or

·delays in the availability of drilling rigs and delivery and maintenance of equipment.

·ability to generate sufficient cash flows from operations to finance its expenditures, investments and other requirements, which are affected by changes in crude oil and natural gas prices and other factors;

·availability and terms of external financing;

·mix of exploration and development activities conducted on an independent basis and those conducted jointly with other partners;

·extent to which its ability to influence or adjust plans for exploration and development related expenditures is limited under joint operating agreements for those projects in which it has partners;

·government approvals required for exploration and development-related expenditures and investments in jurisdictions in which it conducts business; and

·economic, political and other conditions in jurisdictions in which it conducts business.

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In November 2014, China and the United States made joint announcement against the threat of climate change, whereby China undertook to peak CO2 emissions around 2030 or earlier if possible, and to increase the non-fossil fuel share of all energy to around 20 percent by 2030.  Following the pledge, the National Development and Reform Commission of China (“NDRC”) adopted the Provisional Measures on the Management of Carbon Emission Trading on December 10, 2014, with the aim of fully implementing the whole China-wide greenhouse gas emissions trading market from 2016.  As a result, a majority of our subsidiaries operating in China may be subject to mandatory emissions trading and required to obtain emission quota, which could adversely affect our business and results of operations.

In addition, in respect to the oil production management in Angola, if there is any malfunction on our water or gas injection systems, the maintenance work may take a long time and our oil production capacity and outputs may decline. In respect to the reserve management in Angola, astax rules. For more oilfields are developed, water cut in oilfields may increase and the oil reservoir pressures may decrease, which maymaterially and adversely affect our oil production capacity and reserve development.

information see “Item 10. Additional Information – E. Taxation— United States Federal Income Tax Considerations—Passive Foreign Investment Company Rules.”

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