Annual Report of a Foreign Private Issuer — Form 20-F
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 20-F Cnooc 201 1.08M
2: EX-2.2 Plan of Acquisition, Reorganization, Arrangement, 52 191K
Liquidation or Succession
3: EX-8.1 Opinion re: Tax Matters 1 7K
4: EX-12.1 Statement re: Computation of Ratios 2± 9K
5: EX-12.2 Statement re: Computation of Ratios 2± 9K
6: EX-13.1 Annual or Quarterly Report to Security Holders 1 7K
EX-12.1 — Statement re: Computation of Ratios
EXHIBIT 12.1
Certification
I, Chengyu Fu, Chairman and Chief Executive Officer of CNOOC Limited, certify
that:
1. I have reviewed this annual report on Form 20-F of CNOOC Limited;
2. Based on my knowledge, this annual 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 annual report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
annual report;
4. The registrant's other certifying officers 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)) for the registrant
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
registrant, including its consolidated subsidiaries, is made known
to us by others within those entities, particularly during the
period in which this annual report is being prepared;
(b) evaluated the effectiveness of the registrant's disclosure controls
and procedures and presented in this annual report our conclusions
about the effectiveness of the disclosure controls and procedures,
as of the end of the period covered by this annual report based on
such evaluation; and
(c) disclosed in this annual report any change in the registrant's
internal control over financial reporting that occurred during the
period covered by this annual report that has materially affected,
or is reasonably likely to materially affect, the registrant's
internal control over financial reporting; and
5. The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation of internal control over financial reporting,
to the registrant's auditors and the audit committee of registrant'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 registrant'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 registrant's
internal control over financial reporting.
Date: June 22, 2005
By: /s/ Chengyu Fu
-------------------------------
Name: Chengyu Fu
Title: Chairman & Chief Executive Officer
Dates Referenced Herein and Documents Incorporated by Reference
1 Subsequent Filing that References this Filing
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