PCCYF Petrochina Co Ltd (PK)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 20-F/A

(Amendment No. 1)

 

(Mark One)
☐	REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
or
☒	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022.
or
☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
or
☐	SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report ________ For the transition period from ________ to ________

 

Commission File Number 1-15006

 

(Exact name of Registrant as specified in its charter)
PetroChina Company Limited
(Translation of Registrant’s name into English)

 

The People’s Republic of China (the “PRC”)

(Jurisdiction of incorporation or organization)

 

9 Dongzhimen North Street
Dongcheng District, Beijing 100007, the PRC

(Address of principal executive offices)

 

WANG Hua
Telephone number: (8610) 59982622
Facsimile number: (8610) 62099557
Email address: zhouyunpeng@petrochina.com.cn

Address: 9 Dongzhimen North Street, Dongcheng District, Beijing 100007, the PRC

WEI Fang

Telephone number: (852) 2899 2010

Facsimile number: (852) 2899 2390

Email address: hko@petrochina.com.hk

Address: Suite 3705, Tower 2, Lippo Centre, 89 Queensway, Hong Kong, the PRC

(Name, telephone, e-mail and/or facsimile number and address of registrant’s contact person)

 

Securities registered or to be registered pursuant to Section 12(b) of the Act.

None⁽¹⁾

 

(1)

The Company has delisted its American Depositary Shares, or ADSs, from the NYSE on September 8, 2022.

Securities registered or to be registered pursuant to Section 12(g) of the Act.

ADSs⁽²⁾, each representing 100 Class H ordinary shares, par value RMB 1.00 per share.

H Shares, par value RMB1.00 per share
(Title of Class)

(2)

The Company has terminated its ADR Program on October 17, 2022.

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

None
(Title of Class)

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report:

 

A Shares, par value RMB1.00 per share*	161,922,077,818 (3)
H Shares, par value RMB1.00 per share**	21,098,900,000***

(3)

Includes 147,103,617,108 A Shares held by CNPC and 14,818,460,710 A Shares held by the public shareholders.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ☒     No ☐

 

If this is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Yes ☐     No ☒

Note — Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) or the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒     No ☐

Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒     No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large Accelerated Filer ☒

Accelerated Filer 

Non-Accelerated Filer 

Emerging Growth Company  ☐

 

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act. ☐

 

The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

 

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

 

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

 

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

 

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

☐ U.S. GAAP	☒ International Financial Reporting Standards	☐ Other
	as issued by the International Accounting Standards Board

 

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

 

Item 17 ☐     Item 18 ☐

 

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

 

Yes ☐     No ☒

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

Yes ☐     No ☐

 

*	PetroChina’s A Shares are listed and traded on the Shanghai Stock Exchange.
**	PetroChina’s H Shares are listed and traded on The Stock Exchange of Hong Kong Limited.
***	Includes 245,589,700 H Shares represented by the ADSs.

 

 

 

Explanatory Note

 

PetroChina Company Limited (the “Company”) is filing this Amendment No. 1 on Form 20-F (this “Amendment No. 1”) to its annual report on Form 20-F for the fiscal year ended December 31, 2022, filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 28, 2023 (the “Original Filing”), to address certain comments from the Staff of the SEC in relation to the Original Filing. Accordingly, we are restating in their entirety the Item 16I of the Original Filing.

 

No attempt has been made in this Amendment No. 1 to modify or update in any way the financial statements or any other items or disclosures in the Original Filing except as required to reflect the amendments discussed above. Except as otherwise noted herein, this Amendment No. 1 continues to describe conditions as of the date of the Original Filing, and the disclosures contained herein have not been updated to reflect events, results or developments that occurred after the date of the Original Filing, or to modify or update those disclosures affected by subsequent events. Among other things, forward-looking statements made in the Original Filing have not been revised to reflect events, results or developments that occurred or facts that became known to us after the date of the Original Filing. Accordingly, this Amendment No. 1 should be read in conjunction with the Original Filing.

 

 

 

PART II

 

Item 16I.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

 

On May 26, 2022, following our filing with the SEC on April 29, 2022 of our annual report on 20-F for the year ended December 31, 2021, the SEC identified us as a “Commission-Identified Issuer” pursuant to the HFCAA and the rules of the SEC implementing the HFCAA. We were so identified because the PCAOB had reported to the SEC on December 16, 2021 that it had been unable to completely inspect or investigate audit firms in the mainland of China and Hong Kong, including PwC, our independent auditor, because of the positions taken by authorities in the mainland of China and Hong Kong. On December 15, 2022, the PCAOB reported to the SEC that it had been able to secure complete access to inspect and investigate the audit firms in the mainland of China and Hong Kong and therefore it vacated its previous determinations to the contrary.

As of March 31, 2023, our controlling shareholder, China National Petroleum Corporation (“CNPC”) held 82.62% of our shares. CNPC is a company incorporated and domiciled in the PRC and is wholly owned by the State-owned Assets Supervision and Administration Commission of the State Council of China (“SASAC”), a special commission directly under the State Council of China. Therefore, Chinese governmental entity has controlling financial interest in the Company and its consolidated subsidiaries by virtue of the SASAC’s indirect equity ownership. Please see “Item 4 – Information on the Company — Our Corporate Organization Structure” and the information of the Company’s principal subsidiaries in Note 19 to the consolidated financial statements contained in this annual report.

In addition, the following table sets forth the information with respect to the shareholding structure of the Company’s principal subsidiaries disclosed under Note 19 to the consolidated financial statements included in this annual report that are not wholly owned by the Company as of December 31, 2022. 

Principal Subsidiaries(1)		Shareholding by the Company				Voting Rights of the Company				Shareholding by Other Entities Controlled by PRC Governmental Entities				Shareholding by Other Entities or Public Investors
CNPC Exploration and Development Company Limited			50	%			57.14	%			50	%			—
PetroChina Sichuan Petrochemical Company Limited			90	%			90	%			10	%			—
KunLun Energy Company Limited			54.38	%			54.38	%			3.2	%			42.42	%

 Notes:

1.

Other than KunLun Energy Company Limited (“Kunlun Energy”), which was incorporated in Bermuda, both other principal subsidiaries of the Company set forth in this table were incorporated in China. Kunlun Energy is listed on the main board of the Hong Kong Stock Exchange. According to the annual report filed by Kunlun Energy with the Hong Kong Stock Exchange for 2022, as of December 31, 2022, the register of substantial shareholders maintained under Section 336 of the SFO showed that Kunlun Energy has been notified that PetroChina and CNPC held 5% or more of its issued share capital and no other shareholders including any Burmuda government entity held 5% or more of its issued share capital. We understand that a Bermuda government entity may invest in Kunlun Energy’s shares as a public investor from time to time.

 

 

The following table sets forth the directors of the Company who are members of the Communist Party of China (“CPC”) and hold a position in the relevant CPC organization:

Name	Position in the Company	Position in the CPC Organization
Houliang DAI	Chairman	The secretary of the CPC Leadership Team of CNPC
Qijun HOU	Vice chairman	A deputy secretary of the CPC Leadership Team of CNPC
Liangwei DUAN	Non-executive director	A deputy secretary of the CPC Leadership Team of CNPC
Yongzhang HUANG	Executive director, president	A member of the CPC Leadership Team of CNPC
Lixin REN	Executive director, senior vice president	A member of the CPC Leadership Team of CNPC
Jun XIE	Non-executive director	A member of the CPC Leadership Team of CNPC

Article 8 and Article 105 in our Articles of Association are in connection with the charter of the CPC. Please refer to our Articles of Association filed as Exhibit 1.1 to this annual report on Form 20-F.

Part III

Item 19 — Exhibits

Exhibit Number	Description of Exhibits
1.1	Articles of Association (as amended on June 9, 2022) (English translation)(3)
2.1	A description of rights of each class of securities registered under Section 12 of the Securities Exchange Act of 1934
4.1	Non-competition Agreement between CNPC and PetroChina (English translation) (1)
4.2	Trademark Licensing Contract between CNPC and PetroChina (English translation) (1)
4.3	Patent and Proprietary Technology Licensing Contract between CNPC and PetroChina (English translation) (1)
4.4	Computer Software Licensing Contract between CNPC and PetroChina (English translation) (1)
4.5	Contract for Transfer of Rights under Production Sharing Contracts between CNPC and PetroChina (English translation)(1)
4.6	Contract for the Supervision of Certain Sales Enterprises between CNPC and PetroChina (English translation) (1)
4.7	Comprehensive Products and Services Agreement, dated August 27, 2020, between CNPC and PetroChina (English translation)(4)
4.8	Letter of Confirmation regarding the Land Use Rights Lease Agreement and Building Lease Agreement, dated August 27, 2020, between CNPC and PetroChina (English translation) (4)
4.9	Production and Operation Agreement between PipeChina and PetroChina (English Translation)(4)
8.1	List of major subsidiaries
11.1	Code of Ethics for Senior Management (2)
11.2	Code of Ethics for Employees (2)
12.1*	Certification of Chairman required by Section 302 of the Sarbanes-Oxley Act of 2002
12.2*	Certification of President required by Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

12.3*	Certification of CFO required by Section 302 of the Sarbanes-Oxley Act of 2002
13.1**	Certification of Chairman required by 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
13.2**	Certification of President required by 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
13.3**	Certification of CFO required by 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
15.1	Reserves Report of DeGolyer and MacNaughton for 2022
15.2	Reserves Audit Report of DeGolyer and MacNaughton for 2022
15.3	Reserves Report of Ryder Scott for 2022
15.4	Reserves Report of GLJ Petroleum Consultants for 2022
15.5	Reserves Report of McDaniel & Associates Consultants, Ltd. for 2022
15.6	Consent letter of KWM, as PRC counsel
15.7	Consent letter of KWM, as HK counsel

101.INS

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101.LAB

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*

Filed as exhibits to this Form 20-F.

**

Furnished as exhibits to this Form 20-F.

(1)

Paper filing; incorporated into this annual report by reference to our Registration Statement on Form F-1 (File No. 333-11566) filed with the Commission, as declared effective on March 29, 2000.

(2)

Incorporated into this annual report by reference to the exhibits to Form 20-F for the fiscal year ended December 31, 2004 (File No. 1-15006).

(3)

Incorporated into this annual report by reference to Exhibit 99.2 to Form 6-K (File No. 1-15006) furnished to the Commission on June 10, 2022.

(4)	Incorporated into this annual report by reference to the exhibits to Form 20-F for the fiscal year ended December 31, 2020 (File No. 1-15006).

 

 

SIGNATURE

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

	Very truly yours,
	/s/ WANG Hua
	Name:		WANG Hua
	Title:		CFO and Secretary to Board of Directors

 

 

 

Date: June 3, 2024

Exhibit 12.1

CERTIFICATION

I, DAI Houliang, certify that:

1. I have reviewed this annual report on Form 20-F, as amended by Amendment No. 1 thereto, of PetroChina Company Limited (the “Company”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented in this report;

4. The Company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the Company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the Company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and

5. The Company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.

 

 

	/s/ DAI Houliang
	Name:	DAI Houliang
	Title:	Chairman

Date: June 3, 2024

 

 

Exhibit 12.2

CERTIFICATION

I, HUANG Yongzhang, certify that:

1. I have reviewed this annual report on Form 20-F, as amended by Amendment No. 1 thereto, of PetroChina Company Limited (the “Company”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented in this report;

4. The Company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the Company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the Company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and

5. The Company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.

 

 

	/s/ HUANG Yongzhang
	Name:	HUANG Yongzhang
	Title:	Director and President

Date: June 3, 2024

 

 

Exhibit 12.3

CERTIFICATION

I, WANG Hua, certify that:

1. I have reviewed this annual report on Form 20-F, as amended by Amendment No. 1 thereto, of PetroChina Company Limited (the “Company”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented in this report;

4. The Company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the Company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the Company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and

5. The Company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.

 

 

	/s/ WANG Hua
	Name:	WANG Hua
	Title:	CFO and Secretary to the Board of Directors

Date: June 3, 2024

 

v3.24.1.1.u2

Cover	12 Months Ended
	Dec. 31, 2022 shares
Entity Addresses [Line Items]
Document Type	20-F/A
Amendment Flag	true
Amendment Description	PetroChina Company Limited (the "Company") is filing this Amendment No. 1 on Form 20-F (this "Amendment No. 1") to its annual report on Form 20-F for the fiscal year ended December 31, 2022, filed with the U.S. Securities and Exchange Commission (the "SEC") on April 28, 2023 (the "Original Filing"), to address certain comments from the Staff of the SEC in relation to the Original Filing. Accordingly, we are restating in their entirety the Item 16I of the Original Filing.
Document Registration Statement	false
Document Annual Report	true
Document Transition Report	false
Document Shell Company Report	false
Document Period End Date	Dec. 31, 2022
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2022
Current Fiscal Year End Date	--12-31
Entity File Number	1-15006
Entity Registrant Name	PETROCHINA CO LTD
Entity Central Index Key	0001108329
Entity Incorporation, State or Country Code	F4
Entity Address, Address Line One	9 Dongzhimen North Street
Entity Address, City or Town	Dongcheng District
Entity Address, Country	CN
Entity Address, Postal Zip Code	100007
Local Phone Number	(Address of principal executive offices)
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Emerging Growth Company	false
Document Accounting Standard	International Financial Reporting Standards
Entity Shell Company	false
Contact Personnel Email Address	zhouyunpeng@petrochina.com.cn
ICFR Auditor Attestation Flag	true
A Shares [Member]
Entity Addresses [Line Items]
Entity Common Stock, Shares Outstanding	161,922,077,818
H Shares [Member]
Entity Addresses [Line Items]
Entity Common Stock, Shares Outstanding	21,098,900,000
Business Contact [Member]
Entity Addresses [Line Items]
Entity Address, Address Line One	9 Dongzhimen North Street
Entity Address, City or Town	Dongcheng District
Entity Address, Country	CN
Entity Address, Postal Zip Code	100007
City Area Code	8610
Local Phone Number	59982622
Contact Personnel Name	WANG Hua
Contact Personnel Fax Number	(8610) 62099557

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