SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 September 2011
Commission File Number 1-31517
China Telecom Corporation Limited
(Translation of registrants name into English)
31 Jinrong Street, Xicheng District
Beijing 100033, China
(Address of principal executive offices)
(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 if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): )
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): )
(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 the registrant in connection with Rule 12g3-2(b):82- .)
EXHIBITS
Exhibit |
Page |
|||||
1.1 | 2011 Interim Report, dated August 23, 2011. | A-1 |
FORWARD-LOOKING STATEMENTS
Certain statements contained in this Form 6-K may be viewed as forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are, by their nature, subject to significant risks and uncertainties, and include, without limitation, statements relating to:
| our business and operating strategies and our ability to successfully execute these strategies; |
| our network expansion and capital expenditure plans; |
| our operations and business prospects; |
| the expected benefit of any acquisitions or other strategic transactions; |
| our financial condition and results of operations; |
| the expected impact of new services on our business, financial condition and results of operations; |
| the future prospects of and our ability to integrate the acquired business; |
| the industry regulatory environment as well as the industry outlook generally; and |
| future developments in the telecommunications industry in the Peoples Republic of China, or the PRC. |
The words anticipate, believe, could, estimate, expect, intend, may, plan, seek, will, would and similar expressions, as they relate to us, are intended to identify a number of these forward-looking statements.
These forward-looking statements are subject to risks, uncertainties and assumptions, some of which are beyond our control. In addition, these forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. We are under no obligation to update these forward-looking statements and do not intend to do so. Actual results may differ materially from the information contained in the forward-looking statements as a result of a number of factors, including, without limitation, the following:
| any changes in the regulations or policies of the Ministry of Industry and Information Technology, or the MIIT, and other relevant government authorities relating to, among other matters: |
| the granting and approval of licenses; |
| tariff policies; |
| interconnection and settlement arrangements; |
| capital investment priorities; |
| the provision of telephone and other telecommunications services to rural areas in the PRC; |
| the convergence of television broadcast, telecommunications and Internet access networks, or three-network convergence; and |
| spectrum and numbering resources allocation; |
| the effects of competition on the demand for and price of our services; |
| effects of our restructuring and integration following the completion of our acquisition of the Code Division Multiple Access technology, or CDMA, telecommunications business in 2008; |
| any potential further restructuring or consolidation of the PRC telecommunications industry; |
| changes in the PRC telecommunications industry as a result of the issuance of the third generation mobile telecommunications, or 3G, licenses by the MIIT; |
| the development of new technologies and applications or services affecting the PRC telecommunications industry and our current and future business; and |
| changes in political, economic, legal and social conditions in the PRC, including changes in the PRC governments specific policies with respect to foreign investment in and entry by foreign companies into the PRC telecommunications industry, economic growth, inflation, foreign exchange and the availability of credit. |
Please also see the Risk Factors section of the Companys latest Annual Report on Form 20-F, as filed with the Securities and Exchange Commission.
2
SIGNATURES
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 TELECOM CORPORATION LIMITED | ||||
Date: September 9, 2011 |
By: | /s/ Wang Xiaochu | ||
Name: Wang Xiaochu | ||||
Title: Chairman and Chief Executive Officer |
3
Exhibit 1.1
Contents |
A-2 | Financial Highlights | ||||
A-3 | Chairmans Statement | |||||
A-8 | Independent Review Report of the International Auditor | |||||
A-9 | Unaudited Consolidated Statement of Financial Position | |||||
A-11 | Unaudited Consolidated Statement of Comprehensive Income | |||||
A-12 | Unaudited Consolidated Statement of Changes in Equity | |||||
A-13 | Unaudited Consolidated Statement of Cash Flows | |||||
A-15 | Notes to the Unaudited Interim Financial Statements | |||||
A-30 | Other Information |
A-1
China Telecom Corporation Limited | Interim Report 2011 | ||||
Financial Highlights |
Excluding amortisation of the upfront connection fees
Six-month periods | ||||||||||||
ended 30 June | ||||||||||||
2010 | 2011 | Rates of change | ||||||||||
Operating revenues (RMB millions) |
107,552 | 120,110 | 11.7 | % | ||||||||
EBITDA1 (RMB millions) |
45,759 | 48,501 | 6.0 | % | ||||||||
EBITDA margin |
42.5 | % | 40.4 | % | (2.1 | pp) | ||||||
Net profit2 (RMB millions) |
8,811 | 9,710 | 10.2 | % | ||||||||
Basic earnings per share (RMB) |
0.11 | 0.12 | 10.2 | % | ||||||||
Capital expenditure (RMB millions) |
17,918 | 20,967 | 17.0 | % | ||||||||
Free cash flow3 (RMB millions) |
18,591 | 15,458 | (16.9 | %) |
Including amortisation of the upfront connection fees
Six-month periods | ||||||||
ended 30 June | ||||||||
2010 | 2011 | |||||||
Operating revenues (RMB millions) |
107,817 | 120,208 | ||||||
EBITDA1 (RMB millions) |
46,024 | 48,599 | ||||||
EBITDA margin |
42.7 | % | 40.4 | % | ||||
Net profit2 (RMB millions) |
9,076 | 9,808 |
Operating Revenues (RMB millions) | EBITDA1 (RMB millions) | |
Net Profit2 (RMB millions) | Free Cash Flow3 (RMB millions) | |
1 | For convenience of the investors analysis, EBITDA is calculated before CDMA network capacity lease fee. |
2 | Net profit represents profit attributable to equity holders of the Company. |
3 | Free cash flow is calculated from EBITDA (excluding amortisation of upfront connection fees) minus CDMA network capacity lease fee, capital expenditure and income tax. |
A-2
China Telecom Corporation Limited | Interim Report 2011 | ||
Chairmans Statement |
In the first half of 2011, we captured the valuable opportunities arising from the accelerated development of social and economic informatisation to deepen strategic transformation, amidst the rapid technological advancement in mobile Internet. We proactively implement our strategic positioning as a leader of intelligent pipeline, a provider of integrated platforms, and a participant in content and application development, adhering to integrated differentiated operation. Riding on mobile, broadband and industry applications as a breakthrough to promote scale development of full services operation, the business structure was further optimised and new development mode of innovation, centralised efficient operation, precision management and value enhancement was accomplished. The full services operation of the Company embarked on a healthy trajectory for sustainable growth.
A-3
China Telecom Corporation Limited | Interim Report 2011 | ||||||||
Chairmans Statement (Continued) |
1 | For the convenience of investors analysis, EBITDA was calculated before CDMA network capacity lease fee. |
2 | Including the amortisation of upfront connection fees, EBITDA was RMB48,599 million, profit attributable to equity holders of the Company was RMB9,808 million, and basic earnings per share were RMB0.12. |
3 | Free cash flow was calculated from EBITDA (excluding amortisation of the upfront connection fees) minus CDMA network capacity lease fee, capital expenditure and income tax. |
A-4
China Telecom Corporation Limited | Interim Report 2011 | ||
Chairmans Statement |
A-5
China Telecom Corporation Limited | Interim Report 2011 | ||||||||
Chairmans Statement (Continued) |
A-6
China Telecom Corporation Limited | Interim Report 2011 | ||
Chairmans Statement |
A-7
China Telecom Corporation Limited | Interim Report 2011 | ||||||
Independent Review Report of the International |
To the Board of Directors of
China Telecom Corporation Limited
Introduction
We have reviewed the interim financial statements set out on pages 8 to 28 which comprise the consolidated statement of financial position of China Telecom Corporation Limited as at 30 June 2011, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the six-month period ended 30 June 2011 and explanatory notes. The Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited require the preparation of interim financial statements to be in compliance with the relevant provisions thereof and International Accounting Standard 34, Interim Financial Reporting, issued by the International Accounting Standards Board. The directors are responsible for the preparation and presentation of the interim financial statements in accordance with International Accounting Standard 34.
Our responsibility is to form a conclusion, based on our review, on the interim financial statements and to report our conclusion solely to you, as a body, in accordance with our agreed terms of engagement, and for no other purpose. We do not assume responsibility towards or accept liability to any other person for the contents of this report.
Scope of review
We conducted our review in accordance with Hong Kong Standard on Review Engagements 2410, Review of interim financial information performed by the independent auditor of the entity, issued by the Hong Kong Institute of Certified Public Accountants. A review of interim financial statements consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Hong Kong Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements as at and for the six-month period ended 30 June 2011 are not prepared, in all material respects, in accordance with International Accounting Standard 34, Interim Financial Reporting.
KPMG
Certified Public Accountants
8th Floor, Princes Building
10 Chater Road
Central, Hong Kong
23 August 2011
A-8
China Telecom Corporation Limited | Interim Report 2011 | ||
Consolidated Statement of Financial Position
at 30 June 2011 (Amounts in millions) |
Note | 30 June 2011 RMB |
31 December 2010 RMB |
||||||||
ASSETS |
||||||||||
Non-current assets |
||||||||||
Property, plant and equipment, net |
262,563 | 275,248 | ||||||||
Construction in progress |
23,374 | 14,445 | ||||||||
Lease prepayments |
5,305 | 5,377 | ||||||||
Goodwill |
29,919 | 29,920 | ||||||||
Intangible assets |
8,460 | 9,968 | ||||||||
Interests in associates |
1,178 | 1,123 | ||||||||
Investments |
723 | 854 | ||||||||
Deferred tax assets |
8 | 9,845 | 10,779 | |||||||
Other assets |
3,967 | 4,396 | ||||||||
|
|
|
|
|||||||
Total non-current assets |
345,334 | 352,110 | ||||||||
Current assets |
||||||||||
Inventories |
3,723 | 3,170 | ||||||||
Income tax recoverable |
2,461 | 1,882 | ||||||||
Accounts receivable, net |
4 | 20,383 | 17,328 | |||||||
Prepayments and other current assets |
5,222 | 5,073 | ||||||||
Time deposits with original maturity over three months |
3,321 | 1,968 | ||||||||
Cash and cash equivalents |
5 | 25,911 | 25,824 | |||||||
|
|
|
|
|||||||
Total current assets |
61,021 | 55,245 | ||||||||
Total assets |
406,355 | 407,355 |
The notes on pages 14 to 28 form part of these interim financial statements.
A-9
China Telecom Corporation Limited | Interim Report 2011 | ||
Consolidated Statement of Financial Position (Unaudited) |
| |
at 30 June 2011 (Amounts in millions) |
Note | 30 June 2011 RMB |
31 December 2010 RMB |
||||||||
LIABILITIES AND EQUITY |
||||||||||
Current liabilities |
||||||||||
Short-term debt |
6 | 16,098 | 20,675 | |||||||
Current portion of long-term debt |
6 | 1,361 | 10,352 | |||||||
Accounts payable |
7 | 44,444 | 40,039 | |||||||
Accrued expenses and other payables |
58,992 | 52,885 | ||||||||
Income tax payable |
688 | 327 | ||||||||
Current portion of deferred revenues |
2,181 | 2,645 | ||||||||
|
|
|
|
|||||||
Total current liabilities |
123,764 | 126,923 | ||||||||
|
|
|
|
|||||||
Net current liabilities |
(62,743 | ) | (71,678 | ) | ||||||
|
|
|
|
|||||||
Total assets less current liabilities |
282,591 | 280,432 | ||||||||
Non-current liabilities |
||||||||||
Long-term debt |
6 | 41,304 | 42,549 | |||||||
Deferred revenues |
3,252 | 3,558 | ||||||||
Deferred tax liabilities |
8 | 2,152 | 2,361 | |||||||
|
|
|
|
|||||||
Total non-current liabilities |
46,708 | 48,468 | ||||||||
|
|
|
|
|||||||
Total liabilities |
170,472 | 175,391 | ||||||||
|
|
|
|
|||||||
Equity |
||||||||||
Share capital |
80,932 | 80,932 | ||||||||
Reserves |
154,447 | 150,536 | ||||||||
|
|
|
|
|||||||
Total equity attributable to equity holders of the Company |
235,379 | 231,468 | ||||||||
Non-controlling interests |
504 | 496 | ||||||||
|
|
|
|
|||||||
Total equity |
235,883 | 231,964 | ||||||||
|
|
|
|
|||||||
Total liabilities and equity |
406,355 | 407,355 | ||||||||
|
|
|
|
The notes on pages 14 to 28 form part of these interim financial statements.
A-10
China Telecom Corporation Limited | Interim Report 2011 | ||
Consolidated Statement of Comprehensive Income
for the six-month period ended 30 June 2011 (Amounts in millions, except per share data) | ||
Six-month periods ended 30 June | ||||||||||
Note | 2011 RMB |
2010 RMB |
||||||||
Operating revenues |
9 | 120,208 | 107,817 | |||||||
Operating expenses |
||||||||||
Depreciation and amortisation |
(25,412 | ) | (25,839 | ) | ||||||
Network operations and support |
(25,490 | ) | (22,812 | ) | ||||||
Selling, general and administrative |
(22,205 | ) | (19,752 | ) | ||||||
Personnel expenses |
10 | (19,237 | ) | (17,196 | ) | |||||
Other operating expenses |
11 | (13,373 | ) | (8,398 | ) | |||||
|
|
|
|
|||||||
Total operating expenses |
(105,717 | ) | (93,997 | ) | ||||||
|
|
|
|
|||||||
Operating profit |
14,491 | 13,820 | ||||||||
Net finance costs |
12 | (1,309 | ) | (1,855 | ) | |||||
Investment income |
4 | 9 | ||||||||
Share of profits from associates |
43 | 28 | ||||||||
|
|
|
|
|||||||
Profit before taxation |
13,229 | 12,002 | ||||||||
Income tax |
13 | (3,380 | ) | (2,885 | ) | |||||
|
|
|
|
|||||||
Profit for the period |
9,849 | 9,117 | ||||||||
Other comprehensive income for the period: |
||||||||||
Change in fair value of available-for-sale equity securities |
(130 | ) | (115 | ) | ||||||
Deferred tax on change in fair value of available-for-sale equity securities |
32 | 27 | ||||||||
Exchange difference on translation of financial statements of subsidiaries outside mainland China |
(35 | ) | 13 | |||||||
Share of other comprehensive income from associates |
(1 | ) | 5 | |||||||
|
|
|
|
|||||||
Other comprehensive income for the period, net of tax |
(134 | ) | (70 | ) | ||||||
|
|
|
|
|||||||
Total comprehensive income for the period |
9,715 | 9,047 | ||||||||
|
|
|
|
|||||||
Profit attributable to: |
||||||||||
Equity holders of the Company |
9,808 | 9,076 | ||||||||
Non-controlling interests |
41 | 41 | ||||||||
|
|
|
|
|||||||
Profit for the period |
9,849 | 9,117 | ||||||||
|
|
|
|
|||||||
Total comprehensive income attributable to: |
||||||||||
Equity holders of the Company |
9,674 | 9,015 | ||||||||
Non-controlling interests |
41 | 32 | ||||||||
|
|
|
|
|||||||
Total comprehensive income for the period |
9,715 | 9,047 | ||||||||
|
|
|
|
|||||||
Basic earnings per share |
15 | 0.12 | 0.11 | |||||||
|
|
|
|
|||||||
Weighted average number of shares (in millions) |
15 | 80,932 | 80,932 | |||||||
|
|
|
|
The notes on pages 14 to 28 form part of these interim financial statements.
A-11
China Telecom Corporation Limited | Interim Report 2011 | ||
Consolidated Statement of Changes in Equity
|
||
for the six-month period ended 30 June 2011 (Amounts in millions) |
Attributable to equity holders of the Company | ||||||||||||||||||||||||||||||||||||||||||||||
Note | Share capital RMB |
Capital reserve RMB |
Share premium RMB |
Re- valuation reserve RMB |
Statutory reserves RMB |
Other reserves RMB |
Exchange reserves RMB |
Retained earnings RMB |
Total RMB |
Non- controlling interests RMB |
Total equity RMB |
|||||||||||||||||||||||||||||||||||
Balance as at 1 January 2010 |
80,932 | (2,804 | ) | 10,746 | 10,863 | 60,606 | 2,907 | (667 | ) | 59,149 | 221,732 | 881 | 222,613 | |||||||||||||||||||||||||||||||||
Profit for the period |
| | | | | | | 9,076 | 9,076 | 41 | 9,117 | |||||||||||||||||||||||||||||||||||
Other comprehensive income |
| | | | | (74 | ) | 13 | | (61 | ) | (9 | ) | (70 | ) | |||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Total comprehensive income |
| | | | | (74 | ) | 13 | 9,076 | 9,015 | 32 | 9,047 | ||||||||||||||||||||||||||||||||||
Deferred tax on revaluation surplus of property, plant and equipment realised |
| | | | | 57 | | (57 | ) | | | | ||||||||||||||||||||||||||||||||||
Revaluation surplus realised |
| | | (255 | ) | | | | 255 | | | | ||||||||||||||||||||||||||||||||||
Deferred tax on land use rights realised |
| | | | | (65 | ) | | 65 | | | | ||||||||||||||||||||||||||||||||||
Distributions to non-controlling interests |
| | | | | | | | | (65 | ) | (65 | ) | |||||||||||||||||||||||||||||||||
Dividends |
14 | | | | | | | | (6,031 | ) | (6,031 | ) | | (6,031 | ) | |||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Balance as at 30 June 2010 |
80,932 | (2,804 | ) | 10,746 | 10,608 | 60,606 | 2,825 | (654 | ) | 62,457 | 224,716 | 848 | 225,564 | |||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Balance as at 1 January 2011 |
80,932 | (2,804 | ) | 10,746 | 10,339 | 62,634 | 2,913 | (715 | ) | 67,423 | 231,468 | 496 | 231,964 | |||||||||||||||||||||||||||||||||
Profit for the period |
| | | | | | | 9,808 | 9,808 | 41 | 9,849 | |||||||||||||||||||||||||||||||||||
Other comprehensive income |
| | | | | (99 | ) | (35 | ) | | (134 | ) | | (134 | ) | |||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Total comprehensive income |
| | | | | (99 | ) | (35 | ) | 9,808 | 9,674 | 41 | 9,715 | |||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Deferred tax on revaluation surplus of property, plant and equipment realised |
| | | | | 63 | | (63 | ) | | | | ||||||||||||||||||||||||||||||||||
Revaluation surplus realised |
| | | (247 | ) | | | | 247 | | | | ||||||||||||||||||||||||||||||||||
Deferred tax on land use rights realised |
| | | | | (70 | ) | | 70 | | | | ||||||||||||||||||||||||||||||||||
Distributions to non-controlling interests |
| | | | | | | | | (26 | ) | (26 | ) | |||||||||||||||||||||||||||||||||
Disposal of a subsidiary |
| | | | | | | | | (7 | ) | (7 | ) | |||||||||||||||||||||||||||||||||
Dividends |
14 | | | | | | | | (5,763 | ) | (5,763 | ) | | (5,763 | ) | |||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Balance as at 30 June 2011 |
80,932 | (2,804 | ) | 10,746 | 10,092 | 62,634 | 2,807 | (750 | ) | 71,722 | 235,379 | 504 | 235,883 | |||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The notes on pages 14 to 28 form part of these interim financial statements.
A-12
China Telecom Corporation Limited | Interim Report 2011 | ||
Consolidated Statement of Cash Flows
for the six-month period ended 30 June 2011 (Amounts in millions) | ||
Six-month periods ended 30 June | ||||||||||
Note | 2011 RMB |
2010 RMB |
||||||||
Net cash from operating activities |
(a) | 41,814 | 39,091 | |||||||
|
|
|
|
|||||||
Cash flows from/(used in) investing activities |
||||||||||
Capital expenditure |
(20,433 | ) | (17,518 | ) | ||||||
Purchase of investments |
(5 | ) | | |||||||
Lease prepayments |
(10 | ) | (13 | ) | ||||||
Proceeds from disposal of property, plant and equipment |
1,090 | 143 | ||||||||
Proceeds from disposal of investments |
| 7 | ||||||||
Proceeds from return of investments |
10 | | ||||||||
Proceeds from disposal of lease prepayments |
50 | 85 | ||||||||
Purchase of time deposits with original maturity over three months |
(3,321 | ) | (1,259 | ) | ||||||
Maturity of time deposits with original maturity over three months |
1,968 | 442 | ||||||||
Payment for the purchase price of the acquisition of CDMA business |
| (5,374 | ) | |||||||
|
|
|
|
|||||||
Net cash used in investing activities |
(20,651 | ) | (23,487 | ) | ||||||
|
|
|
|
|||||||
Cash flows from/(used in) financing activities |
||||||||||
Proceeds from bank and other loans |
14,464 | 43,390 | ||||||||
Repayments of bank and other loans |
(29,309 | ) | (61,336 | ) | ||||||
Payment of dividends |
(6,174 | ) | (5,608 | ) | ||||||
Distribution to China Telecommunications Corporation in connection with the Fourth Acquisition |
| (534 | ) | |||||||
Net cash distributions to non-controlling interests |
(b) | (23 | ) | (8 | ) | |||||
|
|
|
|
|||||||
Net cash used in financing activities |
(21,042 | ) | (24,096 | ) | ||||||
|
|
|
|
|||||||
Net increase/(decrease) in cash and cash equivalents |
121 | (8,492 | ) | |||||||
Cash and cash equivalents at 1 January |
25,824 | 34,804 | ||||||||
Effect of changes in foreign exchange rate |
(34 | ) | 13 | |||||||
|
|
|
|
|||||||
Cash and cash equivalents at 30 June |
25,911 | 26,325 | ||||||||
|
|
|
|
The notes on pages 14 to 28 form part of these interim financial statements.
A-13
China Telecom Corporation Limited | Interim Report 2011 | ||
Consolidated Statement of Cash Flows (Unaudited) |
| |
for the six-month period ended 30 June 2011 (Amounts in millions) |
(a) | Reconciliation of profit before taxation to net cash from operating activities |
Six-month periods ended 30 June | ||||||||
2011 RMB |
2010 RMB |
|||||||
Profit before taxation |
13,229 | 12,002 | ||||||
Adjustments for: |
||||||||
Depreciation and amortisation |
25,412 | 25,839 | ||||||
Impairment losses for doubtful debts |
808 | 940 | ||||||
Impairment losses for intangible assets |
8 | | ||||||
Write down of inventories |
56 | 19 | ||||||
Investment income |
(4 | ) | (9 | ) | ||||
Share of profits from associates |
(43 | ) | (28 | ) | ||||
Interest income |
(179 | ) | (139 | ) | ||||
Interest expense |
1,469 | 2,035 | ||||||
Unrealised foreign exchange loss/(gain) |
19 | (41 | ) | |||||
(Gain)/loss on disposal of property, plant and equipment |
(163 | ) | 919 | |||||
|
|
|
|
|||||
Operating profit before changes in working capital |
40,612 | 41,537 | ||||||
Increase in accounts receivable |
(3,895 | ) | (3,208 | ) | ||||
(Increase)/decrease in inventories |
(609 | ) | 38 | |||||
Increase in prepayments and other current assets |
(172 | ) | (297 | ) | ||||
Decrease in other assets |
429 | 532 | ||||||
Increase in accounts payable |
3,988 | 1,608 | ||||||
Increase in accrued expenses and other payables |
5,879 | 3,979 | ||||||
Decrease in deferred revenues |
(770 | ) | (1,201 | ) | ||||
|
|
|
|
|||||
Cash generated from operations |
45,462 | 42,988 | ||||||
Interest received |
182 | 149 | ||||||
Interest paid |
(1,000 | ) | (1,502 | ) | ||||
Investment income received |
11 | | ||||||
Income tax paid |
(2,841 | ) | (2,544 | ) | ||||
|
|
|
|
|||||
Net cash from operating activities |
41,814 | 39,091 |
(b) | The Fourth Acquisition represents the acquisition of the entire equity interests in China Telecom Group Beijing Corporation by the Company on 30 June 2008. |
The notes on pages 14 to 28 form part of these interim financial statements.
A-14
China Telecom Corporation Limited | Interim Report 2011 | ||
Notes to the Unaudited Interim Financial
for the six-month period ended 30 June 2011 | ||
1. Principal activities
China Telecom Corporation Limited (the Company) and its subsidiaries (hereinafter, collectively referred to as the Group) offers a comprehensive range of wireline and mobile telecommunications services including wireline voice, mobile voice, Internet, managed data and leased line, value-added services, integrated information application services and other related services. The Group provides wireline telecommunications services and related services in Beijing Municipality, Shanghai Municipality, Guangdong Province, Jiangsu Province, Zhejiang Province, Anhui Province, Fujian Province, Jiangxi Province, Guangxi Zhuang Autonomous Region, Chongqing Municipality, Sichuan Province, Hubei Province, Hunan Province, Hainan Province, Guizhou Province, Yunnan Province, Shaanxi Province, Gansu Province, Qinghai Province, Ningxia Hui Autonomous Region and Xinjiang Uygur Autonomous Region of the Peoples Republic of China (the PRC). Following the acquisition of Code Division Multiple Access (CDMA) mobile telecommunications business in October 2008, the Group also provides mobile telecommunications and related services in the mainland China and Macau Special Administrative Region (Macau) of the PRC. The Group also provides leased line and other related services in certain countries of the Asia Pacific, South America and North America regions.
The operations of the Group in the mainland China are subject to the supervision and regulation by the PRC government. The Ministry of Industry and Information Technology of the PRC (hereinafter MIIT), pursuant to the authority delegated to it by the PRC State Council, is responsible for formulating the telecommunications industry policies and regulations, including the regulation and setting of tariff levels for basic telecommunications services, such as wireline and mobile local and long distance telephony services, managed data services, leased line, roaming and interconnection arrangements.
2. Basis of preparation
These interim financial statements have been prepared in accordance with International Accounting Standard 34, (IAS
34) Interim Financial Reporting issued by the International Accounting Standards Board and the applicable disclosure requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited. These interim financial statements, which were authorised for issuance by the Board of Directors on 23 August 2011, reflect the unaudited financial position of the Group as at 30 June 2011 and the unaudited results of operations and cash flows of the Group for the six-month period then ended, which are not necessarily indicative of the results of operations and cash flows expected for the year ending 31 December 2011.
These interim financial statements have been prepared in accordance with the same accounting policies adopted in the 2010 annual financial statements, except for the adoption of IAS 24 (revised), Related Party Disclosures which has resulted in a change in the disclosures of the financial statements. The disclosures for the related party transactions with government-related entities were modified.
The preparation of interim financial statements in conformity with IAS 34, Interim Financial Reporting requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses on a year to date basis. Actual results may differ from these estimates.
These interim financial statements contain condensed consolidated financial statements and selected explanatory notes. The notes include an explanation of events and transactions that are significant to an understanding of the changes in financial position and performance of the Group since the 2010 annual financial statements. The condensed consolidated interim financial statements and notes thereon do not include all of the information required for a full set of financial statements prepared in accordance with International Financial Reporting Standards (IFRSs).
A-15
China Telecom Corporation Limited | Interim Report 2011 | ||||
Notes to the Unaudited Interim Financial Statements (Continued) |
2. Basis of preparation (continued)
These interim financial statements are unaudited, but have been reviewed by the Audit Committee of the Company. These interim financial statements have also been reviewed by the Companys international auditor in accordance with Hong Kong Standards on Review Engagements 2410, Review of interim financial information performed by the independent auditor of the entity, issued by the Hong Kong Institute of Certified Public Accountants.
The financial information relating to the financial year ended 31 December 2010 that is included in these interim financial statements as being previously reported information does not constitute the Groups statutory financial statements for that financial year but is derived from those financial statements. The statutory financial statements for the year ended 31 December 2010 are available from the Companys registered office. The Companys international auditor has expressed an unqualified opinion on those financial statements in their report dated 22 March 2011.
3. Segmental reporting
An operating segment is a component of an entity that engages in business activities from which revenues are earned and expenses are incurred, and is identified on the basis of the internal financial reports that are regularly reviewed by the chief operating decision maker in order to allocate resources and assess performance of the segment. For the periods presented, management has determined that the Group has no operating segments as the Group is only engaged in an integrated telecommunications business. The location of the Groups assets and operating revenues derived from activities outside mainland China are less than 1% of the Groups assets and operating revenues, respectively. No geographical area information has been presented as such amounts are immaterial.
4. Accounts receivable, net
Accounts receivable, net, are analysed as follows:
Note | 30 June 2011 RMB millions |
31 December 2010 RMB millions |
||||||||
Third parties |
21,112 | 17,466 | ||||||||
China Telecom Group |
(i) | 1,302 | 1,182 | |||||||
Other telecommunications operators in the PRC |
762 | 704 | ||||||||
|
|
|
|
|||||||
23,176 | 19,352 | |||||||||
Less: Allowance for doubtful debts |
(2,793 | ) | (2,024 | ) | ||||||
|
|
|
|
|||||||
20,383 | 17,328 | |||||||||
|
|
|
|
Note:
(i) | China Telecommunications Corporation together with its subsidiaries other than the Group are referred to as China Telecom Group. |
Amounts due from the provision of telecommunications services to customers are generally due within 30 days from the date of billing.
A-16
China Telecom Corporation Limited | Interim Report 2011 | ||
Notes to the Unaudited Interim Financial Statements (Continued) |
4. Accounts receivable, net (continued)
Ageing analysis of accounts receivable from telephone and Internet subscribers is as follows:
30 June 2011 RMB millions |
31 December 2010 RMB millions |
|||||||
Current, within 1 month |
11,711 | 10,769 | ||||||
1 to 3 months |
2,569 | 2,049 | ||||||
4 to 12 months |
1,617 | 1,384 | ||||||
More than 12 months |
1,089 | 495 | ||||||
|
|
|
|
|||||
16,986 | 14,697 | |||||||
Less: Allowance for doubtful debts |
(2,620 | ) | (1,831 | ) | ||||
14,366 | 12,866 |
Ageing analysis of accounts receivable from telecommunications operators and enterprise customers is as follows:
30 June 2011 RMB millions |
31 December 2010 RMB millions |
|||||||
Current, within 1 month |
2,350 | 1,844 | ||||||
1 to 3 months |
1,563 | 1,161 | ||||||
4 to 12 months |
1,547 | 998 | ||||||
More than 12 months |
730 | 652 | ||||||
|
|
|
|
|||||
6,190 | 4,655 | |||||||
Less: Allowance for doubtful debts |
(173 | ) | (193 | ) | ||||
|
|
|
|
|||||
6,017 | 4,462 | |||||||
|
|
|
|
5. Cash and cash equivalents
30 June 2011 RMB millions |
31 December 2010 RMB millions |
|||||||
Cash at bank and in hand |
24,344 | 24,071 | ||||||
Time deposits with original maturity within three months |
1,567 | 1,753 | ||||||
|
|
|
|
|||||
25,911 | 25,824 | |||||||
|
|
|
|
A-17
China Telecom Corporation Limited | Interim Report 2011 | ||||
Notes to the Unaudited Interim Financial Statements (Continued) |
6. Short-term and long-term debt
Short-term debt comprises:
30 June 2011 |
31 December RMB millions |
|||||||
Loans from banks unsecured |
9,371 | 11,578 | ||||||
Other loans unsecured |
80 | 80 | ||||||
Loans from China Telecom Group unsecured |
6,647 | 9,017 | ||||||
Total short-term debt |
16,098 | 20,675 |
The weighted average interest rate of the Groups total short-term debt as at 30 June 2011 is 5.0% (31 December 2010: 4.3%). As at 30 June 2011, the loans from banks and other loans bear interest at rates ranging from 4.4% to 6.3% (31 December 2010: 3.5% to 5.8%) per annum and are repayable within one year; the loans from China Telecom Group bear interest at rates ranging from 4.3% to 4.7% (31 December 2010: 3.9%) per annum and are repayable within one year.
Long-term debt comprises:
Note | 30 June 2011 RMB millions |
31 December 2010 RMB millions |
||||||||
Loans from banks unsecured |
(i) | 2,785 | 3,054 | |||||||
Other loans unsecured |
(i) | 1 | 1 | |||||||
Medium-term notes unsecured |
(ii) | 39,879 | 49,846 | |||||||
|
|
|
|
|||||||
Total long-term debt |
42,665 | 52,901 | ||||||||
Less: current portion |
(1,361 | ) | (10,352 | ) | ||||||
|
|
|
|
|||||||
Non-current portion |
41,304 | 42,549 | ||||||||
|
|
|
|
Note:
(i) | The loans from banks and other loans bear interest at rates ranging from 1.00% to 8.30% (31 December 2010: 1.00% to 8.30%) per annum with maturity through 2060. |
(ii) | On 22 April 2008, the Company issued three-year, 10 billion RMB denominated medium-term note with annual interest rate of 5.30% per annum. The medium-term note was repaid by the Company on 23 April 2011. |
On 23 October 2008, the Company issued five-year, 10 billion RMB denominated medium-term note with annual interest rate of 4.15% per annum.
On 16 November 2009, the Company issued three-year, 10 billion RMB denominated medium-term note with annual interest rate of 3.65% per annum.
On 28 December 2009, the Company issued two batches of five-year, 10 billion RMB denominated medium-term notes with annual interest rate of 4.61% per annum.
All of the above medium-term notes are unsecured.
A-18
China Telecom Corporation Limited | Interim Report 2011 | ||
Notes to the Unaudited Interim Financial Statements (Continued) |
6. Short-term and long-term debt (continued)
The Groups short-term and long-term debts do not contain any financial covenants. As at 30 June 2011, the Group has unutilised committed credit facilities amounting to RMB126,085 million (31 December 2010: RMB98,576 million).
7. Accounts payable
Accounts payable are analysed as follows:
30 June 2011 |
31 December RMB millions |
|||||||
Third parties |
33,013 | 30,838 | ||||||
China Telecom Group |
10,829 | 8,571 | ||||||
Other telecommunications operators in the PRC |
602 | 630 | ||||||
44,444 | 40,039 |
Amounts due to China Telecom Group are payable in accordance with contractual terms which are similar to those terms offered by third parties.
Ageing analysis of accounts payable is as follows:
30 June 2011 RMB millions |
31 December 2010 RMB millions |
|||||||
Due within 1 month or on demand |
11,688 | 10,308 | ||||||
Due after 1 month but within 3 months |
8,918 | 8,626 | ||||||
Due after 3 months but within 6 months |
12,334 | 9,830 | ||||||
Due after 6 months |
11,504 | 11,275 | ||||||
|
|
|
|
|||||
44,444 | 40,039 | |||||||
|
|
|
|
A-19
China Telecom Corporation Limited | Interim Report 2011 | ||||
Notes to the Unaudited Interim Financial Statements (Continued) |
8. Deferred tax assets and liabilities
The components of deferred tax assets and deferred tax liabilities recognised in the consolidated statement of financial position and the movements are as follows:
Assets | Liabilities | Net Balance | ||||||||||||||||||||||
30 June 2011 |
31 December RMB millions |
30 June 2011 |
31 December RMB millions |
30 June 2011 |
31 December RMB millions |
|||||||||||||||||||
Current |
||||||||||||||||||||||||
Provisions and impairment losses, primarily for doubtful debts |
1,266 | 1,047 | | | 1,266 | 1,047 | ||||||||||||||||||
Non-current |
||||||||||||||||||||||||
Property, plant and equipment |
2,221 | 3,214 | (1,393 | ) | (1,520 | ) | 828 | 1,694 | ||||||||||||||||
Deferred revenues and installation costs |
1,003 | 1,093 | (610 | ) | (660 | ) | 393 | 433 | ||||||||||||||||
Land use rights |
5,355 | 5,425 | | | 5,355 | 5,425 | ||||||||||||||||||
Available-for-sale equity securities |
| | (149 | ) | (181 | ) | (149 | ) | (181 | ) | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Deferred tax assets/(liabilities) |
9,845 | 10,779 | (2,152 | ) | (2,361 | ) | 7,693 | 8,418 |
Balance at 1 January |
Recognised in income RMB millions |
Balance at 30 June 2011 |
||||||||||
Current |
||||||||||||
Provisions and impairment losses, primarily for doubtful debts |
1,047 | 219 | 1,266 | |||||||||
Non-current |
||||||||||||
Property, plant and equipment |
1,694 | (866 | ) | 828 | ||||||||
Deferred revenues and installation costs |
433 | (40 | ) | 393 | ||||||||
Land use rights |
5,425 | (70 | ) | 5,355 | ||||||||
Available-for-sale equity securities |
(181 | ) | 32 | (149 | ) | |||||||
|
|
|
|
|
|
|||||||
Net deferred tax assets |
8,418 | (725 | ) | 7,693 |
A-20
China Telecom Corporation Limited | Interim Report 2011 | ||
Notes to the Unaudited Interim Financial Statements (Continued) |
9. Operating revenues
Operating revenues represent revenues from the provision of telecommunications services. The components of the Groups operating revenues are as follows:
Six-month periods ended 30 June | ||||||||||
Note | 2011 RMB millions |
2010 RMB millions |
||||||||
Wireline voice |
(i) | 26,462 | 32,915 | |||||||
Mobile voice |
(ii) | 18,002 | 14,102 | |||||||
Internet |
(iii) | 36,150 | 31,114 | |||||||
Value-added services |
(iv) | 12,541 | 10,849 | |||||||
Integrated information application services |
(v) | 9,818 | 7,153 | |||||||
Managed data and leased line |
(vi) | 6,998 | 6,066 | |||||||
Others |
(vii) | 10,139 | 5,353 | |||||||
Upfront connection fees |
(viii) | 98 | 265 | |||||||
|
|
|
|
|||||||
120,208 | 107,817 | |||||||||
|
|
|
|
Note:
(i) | Represent the aggregate amount of monthly fees, local usage fees, domestic long distance usage fees, international, Hong Kong, Macau and Taiwan long distance usage fees, interconnection fees and amortised amount of upfront installation fees charged to customers for the provision of wireline telephony services. |
(ii) | Represent the aggregate amount of monthly fees, local usage fees, domestic long distance usage fees, international, Hong Kong, Macau and Taiwan long distance usage fees and interconnection fees charged to customers for the provision of mobile telephony services. |
(iii) | Represent amounts charged to customers for the provision of Internet access services. |
(iv) | Represent the aggregate amount of fees charged to customers for the provision of value-added services, which comprise primarily caller ID services, short messaging services, Colour Ring Tone, Internet data centre and Virtual Private Network services. |
(v) | Represent primarily the aggregate amount of fees charged to customers for system integration and consulting services and Best Tone information services, which comprise hotline enquiry and booking services. |
(vi) | Represent primarily the aggregate amount of fees charged to customers for the provision of managed data transmission services and lease income from other domestic telecommunications operators and enterprise customers for the usage of the Groups telecommunications networks and equipment. |
(vii) | Represent primarily revenue from sale, rental and repairs and maintenance of equipment. |
(viii) | Represent the amortised amount of the upfront fees received for initial activation of wireline services. |
A-21
China Telecom Corporation Limited | Interim Report 2011 | ||||
Notes to the Unaudited Interim Financial Statements (Continued) |
10. Personnel expenses
Personnel expenses are attributable to the following functions:
Six-month periods ended 30 June | ||||||||
2011 RMB millions |
2010 RMB millions |
|||||||
Network operations and support |
12,640 | 11,098 | ||||||
Selling, general and administrative |
6,597 | 6,098 | ||||||
|
|
|
|
|||||
19,237 | 17,196 |
11. Other operating expenses
Other operating expenses consist of:
Six-month periods ended 30 June | ||||||||||
Note | 2011 RMB millions |
2010 RMB millions |
||||||||
Interconnection charges |
(i) | 6,181 | 5,293 | |||||||
Cost of goods sold |
(ii) | 7,172 | 3,087 | |||||||
Donations |
3 | 6 | ||||||||
Others |
17 | 12 | ||||||||
|
|
|
|
|||||||
13,373 | 8,398 | |||||||||
|
|
|
|
Note:
(i) | Interconnection charges represent amounts incurred for the use of other domestic and foreign telecommunications operators networks for delivery of voice and data traffic that originate from the Groups telecommunications networks. |
(ii) | Cost of goods sold primarily represents cost of telecommunications equipment sold. |
A-22
China Telecom Corporation Limited | Interim Report 2011 | ||
Notes to the Unaudited Interim Financial Statements (Continued) |
12. Net finance costs
Net finance costs comprise:
Six-month periods ended 30 June | ||||||||
2011 RMB millions |
2010 RMB millions |
|||||||
Interest expense incurred |
1,610 | 2,172 | ||||||
Less: Interest expense capitalised* |
(141 | ) | (137 | ) | ||||
|
|
|
|
|||||
Net interest expense |
1,469 | 2,035 | ||||||
Interest income |
(179 | ) | (139 | ) | ||||
Foreign exchange losses |
59 | 69 | ||||||
Foreign exchange gains |
(40 | ) | (110 | ) | ||||
|
|
|
|
|||||
1,309 | 1,855 | |||||||
|
|
|
|
|||||
* Interest expense was capitalised in construction in progress at the following rates per annum |
1.0%5.2 | % | 1.3%4.6 | % |
13. Income tax
Income tax in the profit or loss comprises:
Six-month periods ended 30 June | ||||||||
2011 RMB millions |
2010 RMB millions |
|||||||
Provision for PRC income tax |
2,606 | 2,353 | ||||||
Provision for income tax in other tax jurisdictions |
17 | 27 | ||||||
Deferred taxation |
757 | 505 | ||||||
|
|
|
|
|||||
3,380 | 2,885 |
A-23
China Telecom Corporation Limited | Interim Report 2011 | ||||
Notes to the Unaudited Interim Financial Statements (Continued) |
13. Income tax (continued)
A reconciliation of the expected tax expense with the actual tax expense is as follows:
Six-month periods ended 30 June | ||||||||||
Note | 2011 RMB millions |
2010 RMB millions |
||||||||
Profit before taxation |
13,229 | 12,002 | ||||||||
|
|
|
|
|||||||
Expected income tax expense at statutory tax rate of 25% |
(i) | 3,307 | 3,001 | |||||||
Differential tax rate on PRC subsidiaries and branches income |
(i) | (26 | ) | (333 | ) | |||||
Differential tax rate on other subsidiaries income |
(ii) | (7 | ) | (10 | ) | |||||
Non-deductible expenses |
(iii) | 248 | 458 | |||||||
Non-taxable income |
(iv) | (112 | ) | (227 | ) | |||||
Other tax benefits |
(30 | ) | (4 | ) | ||||||
|
|
|
|
|||||||
Actual income tax expense |
3,380 | 2,885 | ||||||||
|
|
|
|
Note:
(i) | The provision for mainland China income tax is based on a statutory rate of 25% of the assessable income of the Company, its mainland China subsidiaries and branches as determined in accordance with the relevant income tax rules and regulations of the PRC, except for certain subsidiaries and branches which are taxed at preferential rates of 15% or 24%. |
(ii) | Income tax provisions of the Companys subsidiaries in Hong Kong and Macau Special Administrative Regions of the PRC, and in other countries are based on the subsidiaries assessable income and income tax rates applicable in the respective tax jurisdictions which range from 12% to 35%. |
(iii) | Amounts represent miscellaneous expenses in excess of statutory deductible limits for tax purposes. |
(iv) | Amounts primarily represent miscellaneous incomes which are not subject to income tax. |
14. Dividends
Pursuant to the shareholders approval at the Annual General Meeting held on 20 May 2011, a final dividend of RMB0.071208 (equivalent to HK$0.085) per share totalling approximately RMB5,763 million in respect of the year ended 31 December 2010 was declared and paid on 30 June 2011.
Pursuant to the shareholders approval at the Annual General Meeting held on 25 May 2010, a final dividend of RMB0.074514 (equivalent to HK$0.085) per share totalling approximately RMB6,031 million in respect of the year ended 31 December 2009 was declared and of which RMB5,608 million was paid on 30 June 2010 and the remaining amounts were settled by June 2011.
The Board of Directors has resolved not to pay an interim dividend for the year ending 31 December 2011.
A-24
China Telecom Corporation Limited | Interim Report 2011 | ||
Notes to the Unaudited Interim Financial Statements (Continued) |
15. Basic earnings per share
The calculation of basic earnings per share for the six-month periods ended 30 June 2011 and 2010 is based on the profit attributable to equity holders of the Company of RMB9,808 million and RMB9,076 million, respectively, divided by 80,932,368,321 shares in issue.
The amount of diluted earnings per share is not presented as there were no dilutive potential ordinary shares in existence for the periods presented.
16. Capital commitments
As at 30 June 2011 and 31 December 2010, the Group had capital commitments as follows:
30 June 2011 RMB millions |
31 December 2010 RMB millions |
|||||||
Authorised and contracted for |
||||||||
Property |
442 | 395 | ||||||
Telecommunications network plant and equipment |
4,564 | 4,729 | ||||||
|
|
|
|
|||||
5,006 | 5,124 | |||||||
|
|
|
|
|||||
Authorised but not contracted for |
||||||||
Property |
683 | 716 | ||||||
Telecommunications network plant and equipment |
7,636 | 4,928 | ||||||
|
|
|
|
|||||
8,319 | 5,644 | |||||||
|
|
|
|
17. Related party transactions
Companies are considered to be related if one company has the ability, directly or indirectly, to control or jointly control the other company or have significant influence over the other company in making financial and operating decisions. Companies are also considered to be related if they are subject to common control.
A-25
China Telecom Corporation Limited | Interim Report 2011 | ||||
Notes to the Unaudited Interim Financial Statements (Continued) |
17. | Related party transactions (continued) |
(a) | Transactions with China Telecom Group |
The Group is a part of companies under China Telecommunications Corporation, a company owned by the PRC government, and has significant transactions and business relationships with members of China Telecom Group.
The principal transactions with China Telecom Group which were carried out in the ordinary course of business are as follows:
Six-month periods ended 30 June | ||||||||||
Note | 2011 RMB millions |
2010 RMB millions |
||||||||
Purchases of telecommunications equipment and materials |
(i) | 1,277 | 812 | |||||||
Sales of telecommunications equipment and materials |
(i) | 737 | 390 | |||||||
Construction and engineering services |
(ii) | 3,576 | 2,600 | |||||||
Provision of IT services |
(iii) | 138 | 152 | |||||||
Receiving IT services |
(iii) | 226 | 170 | |||||||
Receiving community services |
(iv) | 1,077 | 971 | |||||||
Receiving ancillary services |
(v) | 3,713 | 3,234 | |||||||
Operating lease expenses |
(vi) | 208 | 192 | |||||||
Net transaction amount of centralised services |
(vii) | 269 | 206 | |||||||
Interconnection revenues |
(viii) | 24 | 28 | |||||||
Interconnection charges |
(viii) | 240 | 292 | |||||||
Interest on loans from China Telecom Group |
(ix) | 145 | 606 | |||||||
CDMA network capacity lease fee |
(x) | 8,696 | 6,365 | |||||||
Reimbursement of capacity maintenance related costs of CDMA network |
(xi) | 633 | 463 |
Note:
(i) | Represent the amount of telecommunications equipment and materials purchased from/sold to China Telecom Group and commission paid and payable for procurement services provided by China Telecom Group. |
(ii) | Represent construction and engineering as well as design and supervisory services provided by China Telecom Group. |
(iii) | Represent IT services provided by and received from China Telecom Group. |
(iv) | Represent amounts paid and payable to China Telecom Group in respect of cultural, educational, health care and other community services. |
(v) | Represent amounts paid and payable to China Telecom Group in respect of ancillary services such as repairs and maintenance of telecommunications equipment and facilities and certain customer services. |
(vi) | Represent net amounts paid and payable to China Telecom Group for leases of business premises and the amounts paid and payable to China Telecom Group for inter-provincial transmission optic fibres. |
A-26
China Telecom Corporation Limited | Interim Report 2011 | ||
Notes to the Unaudited Interim Financial Statements (Continued) |
17. | Related party transactions (continued) |
(a) | Transactions with China Telecom Group (continued) |
(vii) | Represent net amount shared between the Company and China Telecom Group for costs associated with centralised services. The amount represents amounts received or receivable for the net amount of centralised services. |
(viii) | Represent amounts received and receivable from/paid and payable to China Telecom Group for interconnection of local and domestic long distance calls. |
(ix) | Represent interest paid and payable to China Telecom Group with respect to the loans from China Telecom Group (Note 6). |
(x) | Represent amounts paid and payable to China Telecom Group for lease of CDMA mobile telecommunications network (CDMA network) capacity. |
(xi) | Represent amounts shared between the Company and China Telecom Group for the capacity maintenance related costs in connection with the CDMA network capacity used by the Company. |
Amounts due from/to China Telecom Group are summarised as follows:
30 June 2011 RMB millions |
31 December 2010 RMB millions |
|||||||
Accounts receivable |
1,302 | 1,182 | ||||||
Prepayments and other current assets |
841 | 1,044 | ||||||
|
|
|
|
|||||
Total amounts due from China Telecom Group |
2,143 | 2,226 | ||||||
|
|
|
|
|||||
Accounts payable |
10,829 | 8,571 | ||||||
Accrued expenses and other payables |
515 | 389 | ||||||
Short-term debt |
6,647 | 9,017 | ||||||
|
|
|
|
|||||
Total amounts due to China Telecom Group |
17,991 | 17,977 | ||||||
|
|
|
|
Amounts due from/to China Telecom Group, other than short-term debt and long-term debt, bear no interest,
are unsecured and are repayable in accordance with contractual terms which are similar to those terms offered by third parties. The terms and conditions associated with short-term debt and long-term debt payable to China Telecom Group are set out in Note 6.
As at 30 June 2011 and 31 December 2010, no material allowance for doubtful debts was recognised in respect of amounts due from China Telecom Group.
On 25 August 2010, the Company and China Telecommunications Corporation entered into supplemental agreements to renew the CDMA network capacity lease agreement (the 2010 CDMA Network Lease), which it first entered into with China Telecommunications Corporation and which were approved by the Companys independent shareholders at an Extraordinary General Meeting held on 16 September 2008, for a further term of two years expiring on 31 December 2012. Pursuant to the 2010 CDMA Network Lease, the lease fee for the capacity on the constructed CDMA network shall be 28% of the CDMA service revenue. For the year ending 31 December 2011 and 2012, the minimum annual lease fee shall be 90% of the total amount of the lease fee paid by the Company to China Telecommunications Corporation in the previous year.
A-27
China Telecom Corporation Limited | Interim Report 2011 | ||||
Notes to the Unaudited Interim Financial Statements (Continued) |
17. | Related party transactions (continued) |
(b) | Key management personnel compensation |
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly, including directors and supervisors of the Group.
Key management personnel compensation of the Group is summarised as follows:
Six-month periods ended 30 June | ||||||||
2011 RMB thousands |
2010 RMB thousands |
|||||||
Short-term employee benefits |
4,492 | 4,024 | ||||||
Post-employment benefits |
410 | 360 | ||||||
|
|
|
|
|||||
4,902 | 4,384 |
The above remuneration is included in personnel expenses.
(c) | Contributions to post-employment benefit plans |
As stipulated by the regulations of the PRC, the Group participates in various defined contribution retirement plans organised by municipal, autonomous regional and provincial governments for its employees. The Group is required to make contributions to the retirement plans at rates ranging from 18% to 20% of the salaries, bonuses and certain allowances of the employees. A member of the plan is entitled to a pension equal to a fixed proportion of the salary prevailing at the members retirement date. The Group has no other material obligation for the payment of pension benefits associated with these plans beyond the annual contributions described above.
The Groups contributions for the six-month period ended 30 June 2011 were RMB1,698 million (six-month period ended 30 June 2010: RMB1,562 million).
The amount payable for contributions to defined contribution retirement plans as at 30 June 2011 was RMB236 million (31 December 2010: RMB206 million).
(d) | Transactions with other government-related entities |
The Group is a government-related enterprise and operates in an economic regime currently dominated by entities directly or indirectly controlled by the Peoples Republic of China through government authorities, agencies, affiliations and other organisations (collectively referred to as government-related entities).
A-28
China Telecom Corporation Limited | Interim Report 2011 | ||
Notes to the Unaudited Interim Financial Statements (Continued) |
17. | Related party transactions (continued) |
(d) | Transactions with other government-related entities (continued) |
Apart from transactions with parent company and its affiliates (Note 17(a)), the Group has collectively, but not individually significant transactions with other government-related entities, which include but are not limited to the following:
| rendering and receiving services, including but not limited to telecommunications services |
| sales and purchases of goods, properties and other assets |
| lease of assets |
| depositing and borrowing money |
| use of public utilities |
These transactions are conducted in the ordinary course of the Groups business on terms comparable to the terms of transactions with other entities that are not government-related. The Group prices its telecommunications services and products based on government-regulated tariff rates, where applicable, or based on commercial negotiations. The Group has also established its procurement policies and approval processes for purchases of products and services, which do not depend on whether the counterparties are government-related entities or not.
The directors believe the above information provides appropriate disclosure of related party transactions.
A-29
China Telecom Corporation Limited | Interim Report 2011 | ||||
Other Information |
Management discussion and analysis
According to paragraph 40 of Appendix 16 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the Listing Rules), save as disclosed herein, the Company confirms that the current company information in relation to those matters set out in paragraph 32 of Appendix 16 has not changed materially from the information disclosed in the Companys 2010 Annual Report.
Purchase, sale or redemption of securities
During the six-month period ended 30 June 2011, neither the Company nor any of its subsidiaries has purchased, sold or redeemed any of the Companys listed securities.
Directors and supervisors interests and short positions in shares, underlying shares and debentures
As at 30 June 2011, none of the Directors or Supervisors had any interests or short positions in any shares, underlying shares of equity derivatives or debentures of the Company or its associated corporations (within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the laws of Hong Kong) (the SFO)) as recorded in the register required to be kept under Section 352 of the SFO or as otherwise notified to the Company and The Stock Exchange of Hong Kong Limited pursuant to the Model Code for Securities Transactions by Directors of Listed Issuers (the Model Code).
As at 30 June 2011, the Company has not granted its Directors or Supervisors, or their respective spouses or children below the age of 18 any rights to subscribe for the shares or debentures of the Company or any of its associated corporations and none of them has ever exercised any such right to subscribe for the shares or debentures.
Change in directors and supervisors
On 20 May 2011, the term of office of the third session of the Board of Directors and the Supervisory Committee expired. All directors of the third session of the Board of Directors were re-elected as the Board of Directors of the fourth session at the annual general meeting held on that date. All four supervisors representing shareholders of the third session of the Supervisory Committee were also re-elected as the supervisors of the fourth session of the Supervisory Committee. On the same date, Mr. Du Zuguo has been elected at the annual general meeting as a supervisor of the fourth session of the Supervisory Committee. Mr. Ma Yuzhu, the employee elected supervisor of the third session of the Supervisory Committee retired as supervisor of the Company on 20 May 2011 and was succeeded by Mr. Mao Shejun. Due to change in work arrangement, Mr. Shang Bing has resigned as the president, chief operating officer and executive director of the Company on 13 July 2011, and has been appointed as deputy minister of Ministry of Industry and Information Technology of the Peoples Republic of China.
Save as those disclosed above, there is no other information for the Directors or Supervisors of the Company required to be disclosed pursuant to Rule 13.51B(1) of the Listing Rules. The updated biographical details of the Directors and Supervisors are available on the website of the Company (www.chinatelecom-h.com).
A-30
China Telecom Corporation Limited | Interim Report 2011 | ||
Other Information |
Material interests and short positions in shares and underlying shares of the company
As at 30 June 2011, the interests or short position of persons who are entitled to exercise or control the exercise of 5% or more of the voting power at any of the Companys general meetings (excluding the Directors and Supervisors) in the shares and underlying shares of equity derivatives of the Company as recorded in the register required to be maintained under Section 336 of the SFO are as follows:
Name of shareholder | Number of shares held |
Type of shares | Percentage of (%) |
Percentage of the total number of shares in issue (%) |
Capacity | |||||||||
China Telecommunications Corporation |
57,377,053,317 (Long position) |
Domestic shares | 85.57 | % | 70.89 | % | Beneficial owner | |||||||
Guangdong Rising Assets Management Co., Ltd |
5,614,082,653 (Long position) |
Domestic shares | 8.37 | % | 6.94 | % | Beneficial owner | |||||||
Commonwealth Bank of Australia |
1,524,752,000 (Long position) |
H shares | 10.99 | % | 1.88 | % | Interest of controlled corporation | |||||||
JPMorgan Chase & Co. |
1,398,823,090 (Long position) |
H shares | 10.08 | % | 1.73 | % | 85,896,265 shares as beneficial owner; 167,008,000 shares as investment manager; and 1,145,918,825 shares as security interest holder/approved lending agent | |||||||
49,264,024 (Short position) |
H shares | 0.35 | % | 0.06 | % | 47,264,024 shares as beneficial owner; 2,000,000 shares as investment manager | ||||||||
1,145,918,825 (Shares available for lending) |
H shares | 8.26 | % | 1.42 | % | Security interest holder/ approved lending agent | ||||||||
Blackrock, Inc |
1,031,731,831 (Long position) |
H shares | 7.43 | % | 1.27 | % | Interest of controlled corporation | |||||||
80,466,883 (Short position) |
H shares |
|
0.58 |
% |
|
0.099 |
% |
Interest of controlled corporation | ||||||
RFS Holdings B.V. |
907,191,530 (Long position) |
H shares | 6.54 | % | 1.12 | % | Interest of controlled corporation | |||||||
1,180,327,134 (Short position) |
H shares | 8.51 | % | 1.46 | % | Interest of controlled corporation | ||||||||
Templeton Investment Counsel, LLC |
693,347,861 (Long position) |
H shares | 5.00 | % | 0.86 | % | Investment manager |
Save as stated above, as at 30 June 2011, in the register required to be maintained under Section 336 of the SFO, no other persons were recorded to hold any interests or short positions in the shares or underlying shares of the equity derivatives of the Company.
A-31
China Telecom Corporation Limited | Interim Report 2011 | ||||
Other Information |
Audit committee
The audit committee has reviewed with management and the Companys international auditor, KPMG, the accounting principles and practices adopted by the Group and discussed internal control and financial reporting matters including the review of the Companys Interim Report for the six months ended 30 June 2011.
Compliance with the code on corporate governance practices
The Company has attached great importance to corporate governance. We continued to make efforts in improving the Companys internal control mechanisms, strengthening information disclosure and enhancing the Companys transparency, developing corporate governance practices and protecting shareholders interests to the maximum degree.
The roles of Chairman and Chief Executive Officer of the Company were performed by the same individual, for the six months period ended 30 June 2011. In the Companys opinion, through supervision of the Board and Independent Non-executive Directors, and effective control of the Companys internal check and balance mechanism, the same individual performing the roles of Chairman and Chief Executive Officer can achieve the goal of improving the Companys efficiency in decision-making and execution, and effectively capture business opportunities. Many international leading corporations also have a similar arrangement.
Save as stated above, the Company has been in compliance with all the code provisions as set out in Appendix 14 Code on Corporate Governance Practices of the Listing Rules throughout the six months period ended 30 June 2011.
Compliance with model code for securities transactions by directors
The Company has adopted the Model Code as set out in Appendix 10 of the Listing Rules to govern securities transactions by Directors. Further to the specific enquiries made by the Company to all Directors, they have confirmed their compliance with the Model Code throughout the period from 1 January 2011 to 30 June 2011.
Forward-looking statements
Certain statements contained in this report may be viewed as forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933 (as amended) and Section 21E of the U.S. Securities Exchange Act of 1934 (as amended). Such forward-looking statements are subject to known and unknown risks, uncertainties and other factors, which may cause the actual performance, financial condition or results of operations of the Company to be materially different from any future performance, financial condition or results of operations implied by such forward-looking statements. In addition, we do not intend to update these forward-looking statements. Further information regarding these risks, uncertainties and other factors is included in the Companys most recent Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission (the SEC) and in the Companys other filings with the SEC.
A-32