Aluminum of China : Annual Report on Form 20-FA for Fiscal Year 2015

file://afs1/Common/CS%20PDF/Edgar%20Folder%20(dun%20Del)/24-06- As filed with Securities and Exchange Commission on June 30, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 20-F/A

(Amendment No. 1)

[ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2009 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

Commission file number 001-15264

(Exact name of Registrant as specified in its charter)

ALUMINUM CORPORATION OF CHINA LIMITED

(Translation of Registrant's name into English)

People's Republic of China (Jurisdiction of incorporation or organization)

No. 62 North Xizhimen Street, Haidian District, Beijing People's Republic of China (100082)

(Address of Principal Executive Offices)

Yu Dehui

No. 62 North Xizhimen Street, Haidian District, Beijing People's Republic of China (100082)

Tel: (86) 10 8229 8560

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

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

Title of each class Name of each exchange on which registered American Depositary Shares* New York Stock Exchange, Inc.

Class H Ordinary Shares**

* Evidenced by American Depositary Receipts. Each American Depositary Share represents 25 H Shares.

** Not for trading, but only in connection with the listing of American Depositary Shares, pursuant to the requirements of the Securities and Exchange Commission.

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

None (Title of Class)

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 December 31, 2015:

Domestic Shares, par value RMB1.00 per share 10,959,832,268

H Shares, par value RMB1.00 per share 3,943,965,968

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

Yes [X] No [ ]

If this report 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 [X]

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) of 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 [X] No [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files.) [X] Yes [ ] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [X] Accelerated filer [ ] Non-accelerated filer [ ]

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 as issued by the International Accounting Standards Board [X] Other [ ]

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 [X]

Explanatory Note

This Annual Report on Form 20-F/A ("Form 20-F/A") is being filed by Aluminum Corporation of China Limited (the "Registrant") as an amendment to the Registrant's Annual Report on Form 20-F for the fiscal year ended December 31, 2015 ("Form 20-F"), filed with the U.S. Securities and Exchange Commission ("SEC") on April 15, 2016.

Pursuant to Rule 3-09 of SEC Regulation S-X, the Registrant is filing this Form 20-F/A to include the financial statements of our 35%-owned unconsolidated company, Huadian Ningxia Lingwu Power Generation Company Limited, for the years ended December 31, 2013, 2014 and 2015 and as of December 31, 2013, 2014 and 2015. The unaudited consolidated financial statements for the fiscal years ended December 31, 2013 and 2014, and the audited consolidated financial statements for the fiscal year ended December 31, 2015 of this unconsolidated company are included in this Form 20-F/A under Item 18.

This Form-20F/A makes no other changes to the Form 20-F of the Registrant. Other than what is stated above, this Form 20-F/A does not, amend, update or restate the information in any other item of the Form 20-F as originally filed on April 15, 2016. This Form 20-F/A does not reflect events occurring after the original filing of the Form 20-F on April 15, 2016, and other than providing the financial statements of the unconsolidated company named above under Item 18, does not modify or update the disclosures in the Form 20-F in any way.

TABLE OF CONTENTS

PART III Item 18. Financial Statements 5

Item 19. Exhibits 6

4

PART III Item 18. Financial Statements

Pursuant to Rule 3-09 of SEC Regulation S-X, we are filing this Form 20-F/A to include the financial statements of our 35%-owned unconsolidated company, Huadian Ningxia Lingwu Power Generation Company Limited, for the years ended December 31, 2013, 2014 and 2015 and as of December 31, 2013, 2014 and 2015. The unaudited consolidated financial statements for the fiscal years ended December 31, 2013 and 2014, and the audited consolidated financial statements for the fiscal year ended December 31, 2015 of this unconsolidated company are included in this Form 20-F/A.

5

Item 19. Exhibits Exhibit Number Description SIGNATURES

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 this Form 20-F/A on its behalf.

ALUMINUM CORPORATION OF CHINA LIMITED

By: _/s/ YU Dehui Name: YU Dehui

Title: Chairman of the Board Date: June 30, 2016

7

Huadian Ningxia Lingwu Power Generation Company Limited FINANCIAL STATEMENTS DECEMBER 31, 2015 INDEX TO FINANCIAL STATEMENTS

Page

Contents

Report of independent auditors F1

Statement of comprehensive income for the year ended December 31, 2015 F2

Statement of financial position as of December 31, 2015 F3

Statement of changes in equity for the year ended December 31, 2015 F4

Statement of cash flows for the year ended December 31, 2015 F5

Notes to the financial statements F6-F35

Report of Independent Auditors The Board of Directors of Huadian Ningxia Lingwu Power Generation Company Limited

We have audited the accompanying financial statements of Huadian Ningxia Lingwu Power Generation Company Limited, which comprise the statement of financial position as at December 31, 2015, and the related statements of comprehensive income, changes in equity and cash flows for the year then ended, and the related notes to the financial statements.

Management's responsibility for the financial statements

Management is responsible for the preparation and fair presentation of these financial statements in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free of material misstatement, whether due to fraud or error.

Auditors' responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Huadian Ningxia Lingwu Power Generation Company Limited at December 31, 2015, and the results of its operations and its cash flows for the year then ended in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board.

Report on summarized comparative information

We have not audited, reviewed or compiled the summarized comparative information presented herein as of January 1, 2013, and as of December 31, 2013 and 2014 and for the years then ended, and, accordingly, we express no opinion on it.

/s/ Ernst & Young Hua Ming LLP Beijing, the People's Republic of China June 30, 2016

F-1

Huadian Ningxia Lingwu Power Generation Company Limited STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEAR ENDED December 31, 2015

(All amounts expressed in thousands of Renminbi)

Notes	2013 (Unaudited)	2014 (Unaudited)	2015
Revenue	5	5,048,405	4,892,250	4,278,352
Cost of sales	(3,479,505)	(3,496,727)	(3,128,304)
Gross profit	1,568,900	1,395,523	1,150,048
Other revenue and net losses	6	(212,603)	(257,422)	(226,090)
Administrative expenses	(12,094)	(5,648)	(3,456)
Investment income	5,516	5,516	5,516
Finance costs	7	(462,333)	(387,620)	(312,128)
PROFIT BEFORE TAX	887,386	750,349	613,890
Income tax expense	8	(368)	(106,440)	(73,053)
PROFIT FOR THE YEAR	887,018	643,909	540,837
OTHER COMPREHENSIVE INCOME	-	-	-
TOTAL COMPREHENSIVE INCOME FOR THE YEAR, NET OF TAX	887,018	643,909	540,837

The accompanying notes are an integral part of these financial statements.

F-2

Huadian Ningxia Lingwu Power Generation Company Limited STATEMENTS OF FINANCIAL POSITION AS OF December 31, 2015

(All amounts expressed in thousands of Renminbi)

As at January 1 2013	2013	2014	2015
Notes	(Unaudited)	(Unaudited)	(Unaudited)
Assets Non-current assets Property, plant and equipment	9	10,208,949	10,070,345	9,635,055	9,328,753
Other intangible assets	10	211	175	2,025	2,883
Prepaid land lease payments Entrusted loan receivable	11	- 80,166	- 80,182	- 80,182	92,070 -
Deferred tax assets	12	145	217	406	13,078
10,289,471	10,150,919	9,717,668	9,436,784