1934 Act Registration No. 1-31517
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the Month of April 2007
China Telecom Corporation Limited
(Translation of registrants name into English)
31 Jinrong Street, Xicheng District
Beijing, China 100032
(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): X)
(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- .)
THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE PROSPECTUS INCLUDED IN THE REGISTRATION STATEMENT ON FORM F-3 (FILE NO.333-113181) OF CHINA TELECOM CORPORATION LIMITED AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.
EXHIBITS
Exhibit Number
1.1 | Annual Report for the Year Ended December 31,2006, dated April 16, 2007 |
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: April 16, 2007 | By: | /s/ Wang Xiaochu | ||||||
Name: Wang Xiaochu | ||||||||
Title: Chairman and CEO |
3
Exhibit 1.1
Financial Highlights
Excluding amortisation of upfront connection fees
2004 | 2005 | 2006 | Rate of change
(2006 over 2005) | |||||
Operating revenue (RMB millions) |
152,754 | 162,529 | 170,122 | 4.7% | ||||
EBITDA (RMB millions) |
78,542 | 81,825 | 84,911 | 3.8% | ||||
EBITDA margin |
51.4% | 50.3% | 49.9% | -0.4p.p. | ||||
Net profit1 (RMB millions) |
19,565 | 21,131 | 22,171 | 4.9% | ||||
Capital expenditure (RMB millions) |
56,307 | 53,864 | 49,085 | -8.9% | ||||
Free cash flow (RMB millions) |
17,048 | 21,801 | 29,072 | 33.4% | ||||
Total debt/Total equity2 |
94.5% | 77.6% | 61.8% | -15.8p.p. | ||||
Earnings per share (RMB) |
0.248 | 0.261 | 0.274 | 4.9% | ||||
Dividend per share (HK$) |
0.065 | 0.075 | 0.085 | 13.3% | ||||
Net asset value per share (RMB) |
2.019 | 2.243 | 2.501 | 11.5% | ||||
Including amortisation of upfront connection fees |
||||||||
2004 | 2005 | 2006 | ||||||
Operating revenue (RMB millions) |
161,212 | 169,310 | 175,093 | |||||
EBITDA (RMB millions) |
87,000 | 88,606 | 89,882 | |||||
EBITDA margin |
54.0% | 52.3% | 51.3% | |||||
Net profit1 (RMB millions) |
28,023 | 27,912 | 27,142 |
1 |
Net profit represents profit attributable to equity holders of the Company. |
2 |
Total equity represents total equity attributable to equity holders of the Company. |
For further information, please browse
our website at www.chinatelecom-h.com
002 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
The charts below are based on financials excluding amortisation of upfront connection fees
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
003 |
Corporate Information
China Telecom Corporation Limited (China Telecom or the Company) is the worlds largest wireline telecommunications and broadband services provider, providing telecommunications and information services covering voice, data, image and multimedia in 20 provinces, municipalities, and autonomous regions in China, with more than 223 million fixed line subscribers and 28 million broadband subscribers. Our H shares and American Depositary Shares (ADSs) are listed on The Stock Exchange of Hong Kong Limited and the New York Stock Exchange respectively. | ||||
Milestones | SEPTEMBER 2002 Establishment of the Company with service areas including Shanghai, Guangdong, Jiangsu and Zhejiang. |
DECEMBER 2003 Acquisition of six telecom companies as its wholly-owned subsidiaries, including Anhui Telecom, Fujian Telecom, Jiangxi Telecom, Guangxi Telecom, Chongqing Telecom and Sichuan Telecom, from China Telecommunications Corporation at a purchase price of RMB46.0 billion, expanding the Companys service areas to 10 provinces. | ||
NOVEMBER 2002 The Company was listed on The Stock Exchange of Hong Kong Limited and the New York Stock Exchange with net proceeds from IPO of approximately US$1.3 billion. |
004 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
005 |
Chairmans Statement
006 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
1 |
Including the amortisation of upfront connection fees, EBITDA was RMB89,882 million, EBITDA margin was 51.3%, profit attributable to equity holders of the Company was RMB27,142 million and earnings per share was RMB0.34. |
2 |
Free cash flow is calculated from EBITDA (excluding amortisation of upfront connection fees) minus capital expenditure and income tax. |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
007 |
Chairmans Statement
008 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
009 |
Business Review
The following table sets out our key operating data in 2004, 2005 and 2006:
Unit | 2004 | 2005 | 2006 | 2006 over 2005 Rate of change |
| ||||||
Local wireline access lines in service |
Thousand | 186,648 | 210,094 | 223,045 | 6.2% | ||||||
Local voice usage |
Million pulses | 429,150 | 449,404 | 422,562 | -6.0% | ||||||
Domestic long distance usage |
Million minutes | 81,960 | 93,817 | 95,567 | 1.9% | ||||||
International, Hong Kong, Macau and Taiwan long distance usage |
Million minutes | 1,654 | 1,711 | 1,601 | -6.4% | ||||||
Broadband subscribers |
Thousand | 13,839 | 21,024 | 28,324 | 34.7% | ||||||
2M digital circuit leased |
Thousand | 169.45 | 197.42 | 228.19 | 15.6% | ||||||
Volume of inbound local calls |
Million minutes | 94,747 | 102,670 | 124,452 | 21.2% | ||||||
Caller ID service subscribers |
Thousand | 109,031 | 131,461 | 145,725 | 10.9% | ||||||
SMS usage volume |
Million messages | | 17,254 | 23,277 | 34.9% | ||||||
Colour Ring Tone subscribers |
Thousand | | 18,162 | 36,684 | 102.0% |
1 |
Revenues from non-voice services include revenues from Internet access services, value-added services, managed data services, leased line service and others. |
2 |
Revenues from voice services include installation fees, monthly fees, local usage fees, domestic long distance fees, International, Hong Kong, Macau and Taiwan long distance fees, and interconnection service fees. |
012 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
3 |
Each subscriber of cordless PHS services or super cordless services includes both an ordinary wireline telephone account and a wireless local access account. |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
013 |
Business Review
014 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
4 | The revenue from integrated information application service of VAS included the revenue from Best Tone, corporate information application, and IT service and application. |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
015 |
Business Review
016 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
017 |
Business Review
018 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
019 |
Managements Discussion and Analysis of Financial Conditions and Results of Operations
1 |
Our EBITDA refers to profit before net finance costs, investment income, share of profit from associates, income tax, depreciation and amortisation, deficit on revaluation of property, plant and equipment (if applicable) and minority interests. As the telecommunications business is a capital intensive industry, capital expenditure, the level of gearing and finance costs may have a significant impact on the net profit of companies with similar operating results. Therefore, we believe EBITDA may be helpful in analysing the operating results of a telecommunications service provider like us. Although EBITDA has been widely applied in the global telecommunications industry as a benchmark to reflect the operating performance, financial capability and liquidity, it is not regarded as a measure of operating performance and liquidity under generally accepted accounting principles. It also does not represent net cash from operating activities. In addition, our EBITDA may not be comparable to similar indicators provided by other companies. |
022 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
The following table sets forth a breakdown of operating revenues in 2005 and 2006, together with their respective rates of change:
For the year ended 31 December | |||||||
(RMB in millions, except percentage data) | |||||||
2006
|
2005
|
Rate of
|
|||||
Wireline telephone services2 |
|||||||
Local |
|||||||
Installation fees |
2,913 | 2,970 | (1.9)% | ||||
Monthly fees |
28,973 | 30,351 | (4.5)% | ||||
Local usage fees |
46,188 | 47,624 | (3.0)% | ||||
Subtotal |
78,074 | 80,945 | (3.5)% | ||||
Domestic long distance3 |
25,517 | 25,993 | (1.8)% | ||||
International, Hong Kong, Macau and Taiwan long distance3 |
3,140 | 3,407 | (7.8)% | ||||
Interconnections |
14,095 | 12,838 | 9.8% | ||||
Subtotal |
42,752 | 42,238 | 1.2% | ||||
Internet access services |
23,630 | 17,862 | 32.3% | ||||
Value-added services |
14,133 | 9,976 | 41.7% | ||||
Managed data |
3,031 | 2,958 | 2.5% | ||||
Leased line services and others4 |
8,502 | 8,550 | (0.6)% | ||||
Operating revenues (excluding amortisation of upfront connection fees) |
170,122 | 162,529 | 4.7% | ||||
Upfront connection fees |
4,971 | 6,781 | (26.7)% | ||||
Total operating revenues |
175,093 | 169,310 | 3.4% |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
023 |
Managements Discussion and Analysis of Financial Conditions and Results of Operations
024 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
The table below sets forth the amortisation of upfront connection fees for each year from 2007 to 2011 based on the calculation of amortisation over the 10-year estimated amortisation period (with 2011 as the end of the amortisation period):
For the year ended 31 December
| ||||||||||
2007 | 2008 | 2009 | 2010 | 2011 | ||||||
(RMB in millions) | ||||||||||
Amortisation of upfront connection fees
|
3,295
|
2,022
|
1,151
|
497
|
98
|
For the year ended 31 December | ||||||
(RMB in millions, except percentage data) | ||||||
2006 | 2005 | Rate of Change | ||||
Depreciation and amortisation |
51,272 | 49,652 | 3.3% | |||
Network operations and support expenses |
30,723 | 30,334 | 1.3% | |||
Selling, general and administrative expenses |
22,214 | 19,892 | 11.7% | |||
Personnel expenses |
26,019 | 24,960 | 4.2% | |||
Interconnection and other operating expenses
|
6,255
|
5,518
|
13.4%
| |||
Total operating expenses
|
136,483
|
130,356
|
4.7%
|
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
025 |
Managements Discussion and Analysis of Financial Conditions and Results of Operations
026 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
The following table sets out our cash flow position in 2005 and 2006:
For the year ended 31 December |
||||||
2006 | 2005 | |||||
(RMB in millions) | ||||||
Net cash flows from operating activities Net cash used in investing activities Net cash used in financing activities |
74,506 (49,997 (21,439 |
) ) |
68,359 (51,894 (14,809 |
) ) | ||
Net increase in cash and cash equivalents
|
3,070
|
1,656
|
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
027 |
Managements Discussion and Analysis of
Financial Conditions and Results of Operations
INDEBTEDNESS
Our indebtedness analysis as of the end of 2005 and 2006 was as follows:
As of 31 December | |||||
2006 | 2005 | ||||
(RMB in millions) | |||||
Short-term debt |
79,516 | 76,005 | |||
Long-term debt maturing within one year |
8,242 | 8,963 | |||
Finance lease obligations maturing within one year
|
48
|
108
|
|||
87,806 | 85,076 | ||||
Long-term debt (excluding current portion) |
37,257 | 55,777 | |||
Finance lease obligations (excluding current portion)
|
|
52
|
|||
Total debt
|
125,063
|
140,905
|
028 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CONTRACTUAL OBLIGATIONS
The following table sets out the Companys contractual obligations as of 31 December 2006:
Payable in | |||||||||||||
Total | 2007 | 2008 | 2009 | 2010 | After 2010 | ||||||||
(RMB in millions) | |||||||||||||
Short-term debt |
79,516 | 79,516 | | | | | |||||||
Long-term debt |
45,499 | 8,242 | 3,815 | 656 | 246 | 32,540 | |||||||
Finance lease obligations |
48 | 48 | | | | | |||||||
Operating lease commitments |
1,773 | 468 | 315 | 266 | 223 | 501 | |||||||
Capital commitments |
3,402 | 3,402 | | | | | |||||||
Total contractual obligations
|
130,238
|
91,676
|
4,130
|
922
|
469
|
33,041
|
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
029 |
Directors, Supervisors and Senior
Management
030 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
031 |
Directors, Supervisors and Senior Management
032 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
033 |
Directors, Supervisors and Senior Management
034 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
035 |
Directors, Supervisors and Senior
Management
036 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
037 |
Directors, Supervisors and Senior
Management
038 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
039 |
Report of the Directors
DIRECTORS AND SENIOR MANAGEMENT OF THE COMPANY
The following table sets out certain information concerning the directors and senior management of the Company as at the date of this Report:
Name | Age | Position in the Company | Date of Appointment | |||
Wang Xiaochu |
49 | Chairman and Chief Executive Officer |
20 December 2004 | |||
Leng Rongquan |
58 | Executive Director, President and |
20 December 2004 | |||
Wu Andi |
52 | Executive Director, Executive Vice President and |
10 September 2002 | |||
Zhang Jiping |
51 | Executive Director and Executive Vice President |
10 September 2002 | |||
Huang Wenlin |
53 | Executive Director and Executive Vice President |
10 September 2002 | |||
Li Ping |
53 | Executive Director and Executive Vice President |
10 September 2002 | |||
Yang Jie |
45 | Executive Director and Executive Vice President |
20 October 2004 | |||
Sun Kangmin |
50 | Executive Director and Executive Vice President |
20 October 2004 | |||
Li Jinming |
55 | Non-executive Director |
20 December 2004 | |||
Zhang Youcai |
66 | Independent Non-executive Director |
10 September 2002 | |||
Lo Hong Sui, Vincent |
59 | Independent Non-executive Director |
10 September 2002 | |||
Shi Wanpeng |
70 | Independent Non-executive Director |
20 June 2003 | |||
Xu Erming |
57 | Independent Non-executive Director |
9 September 2005 | |||
Tse Hau Yin, Aloysius |
59 | Independent Non-executive Director |
9 September 2005 | |||
Yung Shun Loy, Jacky |
44 | Assistant Chief Financial Officer, |
1 February 2005 | |||
Wang Qi |
52 | Controller |
10 September 2002 |
In May 2006, Mr. Wei Leping resigned from the position of Executive Director due to age.
040 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
The following table sets out certain information concerning the senior management of the Companys subsidiaries at the provincial level as at the date of this Report:
Name | Age | Position in the Companys subsidiaries at the provincial level |
Date of Appointment | |||
Zhang Weihua |
46 | Chairman of Shanghai Telecom Company Limited |
9 December 2005 | |||
Wang Wei |
42 | General Manager of Shanghai Telecom Company Limited |
20 October 2004 | |||
Chen Dexing |
51 | Chairman and General Manager of |
26 June 2006 | |||
Sun Jiuming |
60 | Chairman and General Manager of |
19 October 2002 | |||
Zhang Xinjian |
51 | Chairman and General Manager of |
2 March 2005 | |||
Tao Ping |
49 | Chairman and General Manager of |
14 February 2006 | |||
Liu Yaoming |
55 | Chairman and General Manager of |
19 August 2003 | |||
Ke Ruiwen |
43 | Chairman and General Manager of |
12 September 2003 | |||
Zhao Qiang |
47 | Chairman and General Manager of |
7 September 2005 | |||
Zou Bingxuan |
57 | Chairman and General Manager of |
19 August 2003 | |||
Liu Hongjian |
46 | Chairman and General Manager of |
4 June 2004 | |||
Liao Renbin |
47 | Chairman and General Manager of |
5 March 2004 | |||
Wen Huiguo |
53 | Chairman and General Manager of |
5 March 2004 | |||
Jin Dongbin |
52 | Chairman and General Manager of |
7 September 2005 | |||
Liao Kang |
44 | Chairman and General Manager of |
5 March 2004 | |||
Li Hua |
43 | Chairman of Yunnan Telecom Company Limited |
5 November 2005 | |||
General Manager of Yunnan Telecom Company Limited |
9 March 2005 | |||||
Yin Yiping |
47 | Chairman of Shaanxi Telecom Company Limited |
20 October 2005 | |||
General Manager of Shaanxi Telecom Company Limited |
3 March 2005 | |||||
En Guangli |
59 | Chairman and General Manager of |
5 March 2004 | |||
Yang Jianqing |
46 | Chairman and General Manager of |
5 March 2004 | |||
Ma Linfeng |
51 | Chairman and General Manager of |
5 March 2004 | |||
Gao Tongqing |
43 | Chairman and General Manager of |
5 March 2004 |
In June 2006, Mr. Chen Dexing was appointed as the Chairman and the General Manager of Guangdong Telecom Company Limited while Mr. Feng Xiong resigned from the position of Chairman and General Manager of Guangdong Telecom Company Limited.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
041 |
Report of the Directors
SUPERVISORS OF THE COMPANY
The following table sets out certain information concerning the supervisors of the Company as at the date of this Report:
Name | Age | Position in the Company | Date of Appointment | |||
Zhang Xiuqin |
60 | Chairperson of the Supervisory Committee |
10 September 2002 | |||
Zhu Lihao |
66 | Independent Supervisor |
10 September 2002 | |||
Li Jian |
45 | Supervisor |
9 September 2005 | |||
Xu Cailiao |
43 | Supervisor |
9 September 2005 | |||
Ma Yuzhu |
53 | Supervisor (Employee Representative) |
9 September 2005 |
In March 2007, Ms. Zhang Xiuqin proposed to resign from the position of Supervisor and Chairperson of the Supervisory Committee due to age while Mr. Li Jian proposed to resign from the position of Supervisor due to a change in job responsibility. The Company has proposed to elect Mr. Xiao Jinxue and Ms. Wang Haiyun as the Supervisors of the Company.
The abovementioned resignations and appointments will be effective upon approval by the 2006 Annual General Meeting to be held on 29 May 2007.
SHARE CAPITAL
The share capital of the Company as at 31 December 2006 was RMB80,932,368,321, divided into 80,932,368,321 shares of RMB1.00 each. As at 31 December 2006, the share capital of the Company comprised:
Shares
|
Number of shares
|
Percentage of the total number of shares in issue as at 31 December 2006 (%)
|
|||
Domestic shares (total): |
67,054,958,321 | 82.85 | |||
Domestic shares held by: |
|||||
China Telecommunications Corporation |
57,377,053,317 | 70.89 | |||
Guangdong Rising Assets Management Co., Ltd. |
5,614,082,653 | 6.94 | |||
Zhejiang Financial Development Company |
2,137,473,626 | 2.64 | |||
Fujian State-owned Assets Investment Holdings Co., Ltd. |
969,317,182 | 1.20 | |||
Jiangsu Guoxin Investment Group Co., Ltd. |
957,031,543 | 1.18 | |||
Total number of H shares (including ADSs)
|
13,877,410,000
|
17.15
|
|||
Total
|
80,932,368,321
|
100.00
|
042 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
MATERIAL INTERESTS AND SHORT POSITIONS IN SHARES AND UNDERLYING SHARES OF THE COMPANY
As at 31 December 2006, 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 Securities and Futures Ordinance (Cap 571 of the Laws of Hong Kong) (the SFO) are as follows:
Name of shareholder |
Number of shares held |
Type of Shares |
Percentage of the respective type of number shares (%) |
Percentage of the total of shares in issue (%) |
Capacity | |||||
China Telecommunications |
57,377,053,317 | Domestic shares | 85.57 | 70.89 | Beneficial owner | |||||
Guangdong Rising Assets |
5,614,082,653 | Domestic shares | 8.37 | 6.94 | Beneficial owner | |||||
JPMorgan Chase & Co. |
1,006,391,826 | H shares | 7.25 | 1.24 | Beneficial owner; investment manager; custodian | |||||
640,031,300 | H shares | 4.61 | 0.79 | CustodianLicensed Corporation/Approved lending agent | ||||||
Commonwealth Bank of Australia |
1,248,848,000 | H shares | 9.00 | 1.55 | Interest of a controlled corporation | |||||
Halbis Capital Management (Hong Kong) Limited |
716,540,000 | H shares | 5.16 | 0.89 | Investment manager |
Save as stated above, as at 31 December 2006, 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.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
043 |
Report of the Directors
044 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CONTINUING CONNECTED TRANSACTIONS
The following table sets out the amounts of continuing connected transactions of the Group for the year ended 31 December 2006:
Transaction | Group | Annual monetary cap for continuing connected transactions |
|||
(RMB million) | (RMB million) | ||||
1. Share of expenses for centralised services |
306 | 700 | |||
2. Net expenses for interconnection settlement |
571 | N/A | 1 | ||
3. Provision of comprehensive services by |
1,143 | 1,440 | 2 | ||
4. Mutual leasing of properties |
423 | 500 | |||
5. Provision of IT services by China Telecom Group |
345 | 490 | 2 | ||
6. Provision of equipment procurement services by |
155 | 470 | |||
7. Provision of engineering services by China Telecom Group |
7,871 | 8,327 | |||
8. Provision of community services by China Telecom Group |
2,378 | 3,410 | |||
9. Provision of ancillary telecommunications services by |
3,238 | 3,900 | 2 |
1 |
According to a waiver letter issued by The Stock Exchange of Hong Kong Limited on 18 May 2004, the Company is not required to set an annual monetary cap for the total amount under interconnection settlement agreements. |
2 |
As stated in the circular by the Company on 8 September 2006, the monetary cap for the reporting year is the revised amount. |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
045 |
Report of the Directors
046 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
047 |
Report of the Directors
048 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
049 |
Report of the Directors
050 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
Report of the Supervisory Committee
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
051 |
Corporate Governance Report
054 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
China Telecoms website honoured with Best IR Site of two industry categories in Interactive Investor Relations Award
China Telecom was accredited with The 1st Capital Outstanding China Enterprise Awards Telecommunications
Association to make major decisions with regard to the Companys operations and to oversee the daily operations by the senior management. The Supervisory Committee is mainly responsible for the supervision of the performance of duties by the Board and senior management. Each of the Board of Directors and the Supervisory Committee is independently accountable to the Shareholders Meeting.
Shareholders Meeting
At each of the general meetings, a separate shareholders resolution is proposed in respect to each independent item, and details of the voting procedures and the right of voting by poll at the demand of shareholders are recorded in the |
circulars to shareholders in accordance with the Articles of Association and listing rules of the places of listing. The circulars to shareholders also provide details of the resolutions. Voting results are published in newspapers and on the websites of the Company and The Stock Exchange of Hong Kong Limited. The Company attaches great importance to the general meetings and the communication between directors and shareholders. The directors provide detailed and complete answers to questions raised by shareholders in the general meetings.
In 2006, the Company convened two general meetings: the Annual General Meeting (AGM) for 2005 and an Extraordinary General Meeting (EGM).
The AGM for 2005 held on 23 May 2006 mainly reviewed and approved the consolidated financial statements, Report of the Directors, Report of the Supervisory Committee, Report of the International Auditors, the annual profit distribution proposal and the declaration of final dividends, as well as the appointment of international auditors and domestic auditors, and the issue of short term commercial papers.
At the EGM held on 25 October 2006, a proposal concerning the Companys continuing connected transactions was approved, and the Strategic Agreement signed between the Company and China Communications Services Corporation Limited was also approved.
Annual General Meeting was held in Hong Kong on 23 May 2006 | |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
055 |
Corporate Governance Report
Board of Directors
Attendance rate of individual directors (including attendance with written proxies) at Board meetings in 2006
Number of Directors | 14 |
Executive Directors |
Meetings for The Second Session of the Board |
Attendance Rate | ||
1. Wang Xiaochu (Chairman) |
4/4 | 100% | ||
2. Leng Rongquan |
4/4 | 100% | ||
3. Wu Andi |
4/4 | 100% | ||
4. Zhang Jiping |
4/4 | 100% | ||
5. Huang Wenlin |
4/4 | 100% | ||
6. Li Ping |
4/4 | 100% | ||
7. Yang Jie |
4/4 | 100% | ||
8. Sun Kangmin |
4/4 | 100% | ||
Independent Non-Executive Directors | Meetings for The Second Session of the Board |
Attendance Rate | ||
1. Zhang Youcai |
4/4 | 100% | ||
2. Lo Hong Sui, Vincent |
4/4 | 100% | ||
3. Shi Wanpeng |
4/4 | 100% | ||
4. Xu Erming |
4/4 | 100% | ||
5. Tse Hau Yin, Aloysius |
4/4 | 100% | ||
Non-Executive Directors | Meetings for The Second Session of the Board |
Attendance Rate | ||
1. Li Jinming |
4/4 | 100% |
056 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
057 |
Corporate Governance Report
Attendance rate of individual members of the Audit Committee in 2006 (including attendance with written proxies)
Second Session of the Audit Committee
Number of Committee members | 4 | ||
Percentage of Independent Non-executive directors of the Committee |
100 | % |
Member of the Committee | Number of Meetings | Attendance Rate | ||
Tse Hau Yin, Aloysius (Chairperson of the Committee) |
4/4 | 100% | ||
Zhang Youcai |
4/4 | 100% | ||
Shi Wanpeng |
4/4 | 100% | ||
Xu Erming |
4/4 | 100% |
Attendance rate of individual members of the Remuneration Committee in 2006 (including attendance with written proxies):
Second Session of the Remuneration Committee
Number of Committee members |
4 | ||
Percentage of Independent Non-executive Directors of the Committee |
100 | % |
Member of the Committee | Number of Meetings | Attendance Rate | ||
Lo Hong Sui, Vincent (Chairperson of the Committee) |
1/1 | 100% | ||
Shi Wanpeng |
1/1 | 100% | ||
Xu Erming |
1/1 | 100% | ||
Tse Hau Yin, Aloysius |
1/1 | 100% |
058 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
059 |
Corporate Governance Report
Attendance rate of individual members of the Supervisory Committee in 2006
The Second Session of Supervisory Committee
Number of supervisors |
5 | |||
Number of meetings in 2006 |
2 | |||
Supervisors | Number of Meetings | Attendance Rate | ||
Zhang Xiuqin (Chairperson) |
2/2 | 100% | ||
Ma Yuzhu (Employee Representative) |
2/2 | 100% | ||
Zhu Lihao (Independent Supervisor) |
2/2 | 100% | ||
Li Jian |
2/2 | 100% | ||
Xu Cailiao |
2/2 | 100% |
Independent Auditors
The international and domestic independent auditors of the Company are KPMG and KPMG Huazhen, respectively. In order to maintain their independence, the non-auditing services provided by the auditors have not contravened the requirements of the US Sarbanes-Oxley Act of 2002 and have obtained pre-approval from the Audit Committee.
Breakdown of the remuneration received by the independent auditors for audit services provided to the Company for the year ended 31 December 2006 is as follows:
Subject of the Service | Fee (RMB million) | |
Audit services |
61.00 | |
Non-audit services (Internal Control Advisory Service) |
10.85 |
060 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
061 |
Corporate Governance Report
062 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
2006 Interim Results Announcement
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
063 |
Corporate Governance Report
064 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
065 |
Human Resources Development
BASIC EMPLOYEES DISTRIBUTION
At the end of 2006, the Company had a total of 243,072 employees. The employees distribution was as follows:
No. of employees | Percentage | ||||
Management, Finance and Administration |
38,899 | 16.0 | % | ||
Sales and Marketing |
113,342 | 46.6 | % | ||
Operation and Maintenance |
89,728 | 36.9 | % | ||
Research and Development |
1,103 | 0.5 | % | ||
Total |
243,072 | 100 | % |
068 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
Employees were participating in the professional knowledge training
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
069 |
Human Resources Development
070 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
071 |
Corporate Social Responsibility
074 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
075 |
Corporate Social Responsibility
76 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
Notice of Annual General Meeting
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
077 |
Notice of Annual General Meeting
078 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
079 |
Notice of Annual General Meeting
080 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
081 |
Notice of Annual General Meeting
082 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
Report of The Independent International Auditor
To the Shareholders of
China Telecom Corporation Limited
(Incorporated in The Peoples Republic of China with limited liability)
We have audited the consolidated financial statements of China Telecom Corporation Limited (the Company) set out on pages 85 to 139, which comprise the consolidated and company balance sheets as at 31 December 2006, and the consolidated income statement, the consolidated statement of changes in equity and the consolidated cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory notes.
DIRECTORS RESPONSIBILITY FOR THE FINANCIAL STATEMENTS
The directors of the Company are responsible for the preparation and the true and fair presentation of these financial statements in accordance with International Financial Reporting Standards promulgated by the International Accounting Standards Board and the disclosure requirements of the Hong Kong Companies Ordinance. This responsibility includes designing, implementing and maintaining internal control relevant to the preparation and the true and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
AUDITORS RESPONSIBILITY
Our responsibility is to express an opinion on these financial statements based on our audit. This report is made solely to you, as a body, and for no other purpose. We do not assume responsibility towards or accept liability to any other person for the contents of the report.
We conducted our audit in accordance with Hong Kong Standards on Auditing issued by the Hong Kong Institute of Certified Public Accountants. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance as to whether the financial statements are free from 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 judgement, 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 entitys preparation and true 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 entitys internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, 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.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
83 |
Report of The Independent International Auditor
OPINION
In our opinion, the consolidated financial statements give a true and fair view of the state of affairs of the Company and of the Group as at 31 December 2006 and of the Groups profit and cash flows for the year then ended in accordance with International Financial Reporting Standards promulgated by the International Accounting Standards Board and the disclosure requirements of the Hong Kong Companies Ordinance.
KPMG
Certified Public Accountants
8th Floor, Princes Building
10 Chater Road
Central, Hong Kong
26 March 2007
084 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
Consolidated Balance Sheet
at 31 December 2006
(Amounts in millions)
Note
|
2006 RMB
|
2005 RMB
| ||||||
ASSETS |
||||||||
Non-current assets |
||||||||
Property, plant and equipment, net |
3 |
328,304 | 328,281 | |||||
Construction in progress |
4 | 18,416 | 23,567 | |||||
Lease prepayments |
5,092 | 5,117 | ||||||
Interests in associates |
6 | 581 | 548 | |||||
Investments |
7 | 225 | 182 | |||||
Deferred tax assets |
8 | 10,866 | 10,885 | |||||
Other assets |
17
|
10,994
|
11,893
| |||||
Total non-current assets |
374,478 | 380,473 | ||||||
Current assets |
||||||||
Inventories |
9 | 3,018 | 2,702 | |||||
Accounts receivable, net |
10 | 15,806 | 16,142 | |||||
Prepayments and other current assets |
11 | 2,429 | 2,406 | |||||
Time deposits with maturity over three months |
119 | 292 | ||||||
Cash and cash equivalents |
12
|
18,191
|
15,121
| |||||
Total current assets |
39,563
|
36,663
| ||||||
Total assets |
414,041
|
417,136
| ||||||
LIABILITIES AND EQUITY |
||||||||
Current liabilities |
||||||||
Short-term debt |
13 | 79,516 | 76,005 | |||||
Current portion of long-term debt |
13 | 8,242 | 8,963 | |||||
Accounts payable |
14 | 31,986 | 33,949 | |||||
Accrued expenses and other payables |
15 | 26,570 | 26,885 | |||||
Income tax payable |
3,115 | 2,108 | ||||||
Current portion of finance lease obligations |
16 | 48 | 108 | |||||
Current portion of deferred revenues |
17
|
7,098
|
8,958
| |||||
Total current liabilities |
156,575
|
156,976
| ||||||
Net current liabilities |
(117,012)
|
(120,313)
| ||||||
Total assets less current liabilities |
257,466 | 260,160 | ||||||
Non-current liabilities |
||||||||
Long-term debt |
13 | 37,257 | 55,777 | |||||
Finance lease obligations |
16 | | 52 | |||||
Deferred revenues |
17 | 13,625 | 18,750 | |||||
Deferred tax liabilities |
8
|
2,711
|
2,620
| |||||
Total non-current liabilities |
53,593
|
77,199
| ||||||
Total liabilities |
210,168 | 234,175 |
The notes on pages 92 to 139 form part of these financial statements.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
085 |
Consolidated Balance Sheet
at 31 December 2006
(Amounts in millions)
Note
|
2006 RMB
|
2005 RMB
| ||||||
Equity |
||||||||
Share capital |
18 | 80,932 | 80,932 | |||||
Reserves |
19
|
121,493
|
100,585
| |||||
Total equity attributable to equity holders of the Company |
202,425 | 181,517 | ||||||
Minority interests |
1,448
|
1,444
| ||||||
Total equity |
203,873
|
182,961
| ||||||
Total liabilities and equity |
414,041
|
417,136
|
Approved and authorised for issue by the Board of Directors on 26 March 2007.
Wang Xiaochu Chairman and Chief Executive Officer |
Leng Rongquan Executive Director, President and Chief Operating Officer |
Wu Andi Executive Director, Executive Vice President and Chief Financial Officer |
The notes on pages 92 to 139 form part of these financial statements.
086 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
Balance Sheet
at 31 December 2006
(Amounts in millions)
Note
|
2006 RMB
|
2005 RMB
| ||||||
ASSETS |
||||||||
Non-current assets |
||||||||
Property, plant and equipment, net |
3 | 371 | 348 | |||||
Construction in progress |
4 | 249 | 156 | |||||
Investments in subsidiaries |
5 | 177,132 | 165,926 | |||||
Other assets |
26
|
31
| ||||||
Total non-current assets |
177,778 | 166,461 | ||||||
Current assets |
||||||||
Accounts receivable, net |
10 | 266 | 18 | |||||
Prepayments and other current assets |
11 | 64,935 | 51,738 | |||||
Cash and cash equivalents |
12
|
8,381
|
4,139
| |||||
Total current assets |
73,582
|
55,895
| ||||||
Total assets |
251,360
|
222,356 | ||||||
LIABILITIES AND EQUITY |
||||||||
Current liabilities |
||||||||
Short-term debt |
13 | 20,000 | 9,917 | |||||
Accounts payable |
14 | 69 | 74 | |||||
Accrued expenses and other payables |
15 | 15,809 | 719 | |||||
Income tax payable |
1,419
|
576
| ||||||
Total current liabilities |
37,297
|
11,286
| ||||||
Net current assets |
36,285
|
44,609
| ||||||
Total assets less current liabilities |
214,063 | 211,070 | ||||||
Non-current liabilities |
||||||||
Long-term debt |
13 | 30,150
|
40,150
| |||||
Total liabilities |
67,447 | 51,436 | ||||||
Equity |
||||||||
Share capital |
18 | 80,932 | 80,932 | |||||
Reserves |
19
|
102,981
|
89,988
| |||||
Total equity |
183,913
|
170,920
| ||||||
Total liabilities and equity |
251,360
|
222,356
| ||||||
Approved and authorised for issue by the Board of Directors on 26 March 2007.
Wang Xiaochu Chairman and Chief Executive Officer |
Leng Rongquan Executive Director, President and Chief Operating Officer |
Wu Andi Executive Director, Executive Vice President and Chief Financial Officer |
The notes on pages 92 to 139 form part of these financial statements.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
087 |
Consolidated Income Statement
for the year ended 31 December 2006
(Amounts in millions, except per share data)
Note
|
2006 RMB
|
2005 RMB
| ||||||
Operating revenues |
20 | 175,093 | 169,310 | |||||
Operating expenses |
||||||||
Depreciation and amortisation |
(51,272) | (49,652) | ||||||
Network operations and support |
(30,723) | (30,334) | ||||||
Selling, general and administrative |
(22,214) | (19,892) | ||||||
Personnel expenses |
21 | (26,019) | (24,960) | |||||
Other operating expenses |
22
|
(6,255)
|
(5,518)
| |||||
Total operating expenses |
23
|
(136,483) | (130,356) | |||||
Operating profit |
38,610 | 38,954 | ||||||
Net finance costs |
24 | (4,667) | (4,895) | |||||
Investment loss |
(25) | (7) | ||||||
Share of profit from associates |
61
|
62
| ||||||
Profit before taxation |
33,979 | 34,114 | ||||||
Income tax |
25
|
(6,754) | (6,160) | |||||
Profit for the year |
27,225
|
27,954
| ||||||
Attributable to: |
||||||||
Equity holders of the Company |
27,142 | 27,912 | ||||||
Minority interests |
83
|
42
| ||||||
Profit for the year |
27,225
|
27,954
| ||||||
Basic earnings per share |
30
|
0.34
|
0.34
| |||||
Weighted average number of shares |
30
|
80,932
|
80,932
|
The notes on pages 92 to 139 form part of these financial statements.
088 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
Consolidated Statement of Changes in Equity
for the year ended 31 December 2006
(Amounts in millions)
Attributable to equity holders of the Company
|
||||||||||||||||||||||||||
Note | Share capital RMB |
Capital reserve RMB |
Share premium RMB |
Re- valuation reserve RMB |
Surplus reserves RMB |
Statutory common welfare fund RMB |
Other reserves RMB |
Retained earnings RMB |
Total RMB |
Minority interests RMB |
Total equity RMB | |||||||||||||||
Balance as at 1 January 2005 |
80,932 | (2,804) | 10,746 | 7,585 | 25,629 | 5,793 | 7,683 | 23,642 | 159,206 | 1,413 | 160,619 | |||||||||||||||
Net income recognised directly in equity: |
||||||||||||||||||||||||||
Effect of change in tax rate |
8 | | | | | | | (5) | | (5) | | (5) | ||||||||||||||
Revaluation surplus realised |
| | | (134) | | | | 134 | | | | |||||||||||||||
Deferred tax on revaluation surplus of property, plant and equipment realised |
| | | | | | 12 | (12) | | | | |||||||||||||||
Deferred tax on land use rights realised |
|
|
|
|
|
|
(189)
|
189
|
|
|
| |||||||||||||||
| | | (134) | | | (182) | 311 | (5) | | (5) | ||||||||||||||||
Profit for the year |
|
|
|
|
|
|
|
27,912
|
27,912
|
42
|
27,954
| |||||||||||||||
Total recognised income and expenses |
| | | (134) | | | (182) | 28,223 | 27,907 | 42 | 27,949 | |||||||||||||||
Contributions from minority interests |
| | | | | | | | | 12 | 12 | |||||||||||||||
Distributions to minority interests |
| | | | | | | | | (23) | (23) | |||||||||||||||
Appropriations |
19 | | | | | 9,509 | 1,285 | | (10,794) | | | | ||||||||||||||
Dividends |
29
|
|
|
|
|
|
|
|
(5,596)
|
(5,596)
|
|
(5,596)
| ||||||||||||||
Balance as at 31 December 2005 |
80,932 | (2,804) | 10,746 | 7,451 | 35,138 | 7,078 | 7,501 | 35,475 | 181,517 | 1,444 | 182,961 | |||||||||||||||
Net income recognised directly in equity: |
||||||||||||||||||||||||||
Effect of change in tax rate |
8 | | | | | | | 5 | | 5 | | 5 | ||||||||||||||
Revaluation surplus realised |
| | | (94) | | | | 94 | | | | |||||||||||||||
Deferred tax on revaluation surplus of property, plant and equipment realised |
| | | | | | 33 | (33) | | | | |||||||||||||||
Deferred tax on land use rights realised |
| | | | | | (182) | 182 | | | | |||||||||||||||
Change in fair value of available-for-sale equity securities (net of deferred tax) |
|
|
|
|
|
|
44
|
|
44
|
|
44
| |||||||||||||||
| | | (94) | | | (100) | 243 | 49 | | 49 | ||||||||||||||||
Profit for the year |
|
|
|
|
|
|
|
27,142
|
27,142
|
83
|
27,225
| |||||||||||||||
Total recognised income and expenses |
| | | (94) | | | (100) | 27,385 | 27,191 | 83 | 27,274 | |||||||||||||||
Distributions to minority interests |
| | | | | | | | | (79) | (79) | |||||||||||||||
Transfer from statutory common welfare fund to surplus reserves |
19 | | | | | 7,078 | (7,078) | | | | | | ||||||||||||||
Appropriations |
19 | | | | | 7,602 | | | (7,602) | | | | ||||||||||||||
Dividends |
29 |
|
|
|
|
|
|
|
(6,283)
|
(6,283)
|
|
(6,283)
| ||||||||||||||
Balance as at 31 December 2006 |
80,932
|
(2,804)
|
10,746
|
7,357
|
49,818
|
|
7,401
|
48,975
|
202,425
|
1,448
|
203,873
|
The notes on pages 92 to 139 form part of these financial statements.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
089 |
Consolidated Cash Flow Statement
for the year ended 31 December 2006
(Amounts in millions)
Note
|
2006 RMB
|
2005
| |||||
Net cash from operating activities |
(a) | 74,506 |
|
68,359
| |||
Cash flows from investing activities |
|||||||
Capital expenditure |
(50,447) | (52,083) | |||||
Lease prepayments |
(83) | (386) | |||||
Proceeds from disposal of property, plant and equipment |
360 | 552 | |||||
Purchase of time deposits with maturity over three months |
(119) | (292) | |||||
Maturity of time deposits with maturity over three months |
292
|
315
| |||||
Net cash used in investing activities |
(49,997)
|
(51,894)
| |||||
Cash flows from financing activities |
|||||||
Principal element of finance lease payments |
(108) | (156) | |||||
Proceeds from bank and other loans |
95,164 | 95,538 | |||||
Repayments of bank and other loans |
(100,133) | (94,584) | |||||
Repayment of amount due to China Telecom in connection with the First Acquisition |
(10,000) | (10,000) | |||||
Payment of dividends |
(6,283) | (5,596) | |||||
Net cash distributions to minority interests |
(79)
|
(11)
| |||||
Net cash used in financing activities |
(21,439)
|
(14,809)
| |||||
Net increase in cash and cash equivalents |
3,070 | 1,656 | |||||
Cash and cash equivalents at 1 January |
15,121
|
13,465
| |||||
Cash and cash equivalents at 31 December |
18,191
|
15,121
|
The notes on pages 92 to 139 form part of these financial statements.
090 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
Consolidated Cash Flow Statement
for the year ended 31 December 2006
(Amounts in millions)
(a) | Reconciliation of profit before taxation to net cash from operating activities |
2006
|
2005
|
|||||
Profit before taxation |
33,979 | 34,114 | ||||
Adjustments for: |
||||||
Depreciation and amortisation |
51,272 | 49,652 | ||||
Impairment losses for bad and doubtful debts |
1,232 | 1,274 | ||||
Investment loss |
25 | 7 | ||||
Share of profit from associates |
(61 | ) | (62 | ) | ||
Interest income |
(326 | ) | (243 | ) | ||
Interest expense |
5,079 | 5,701 | ||||
Unrealised foreign exchange gains |
(50 | ) | (390 | ) | ||
Loss on retirement and disposal of property, plant and equipment |
2,110 | 1,741 | ||||
Impairment losses on property, plant and equipment |
|
163
|
||||
Operating profit before changes in working capital |
93,260 | 91,957 | ||||
Increase in accounts receivable |
(905 | ) | (3,495 | ) | ||
(Increase)/decrease in inventories |
(316 | ) | 65 | |||
Decrease in prepayments and other current assets |
31 | 483 | ||||
Decrease in other non-current assets |
1,478 | 806 | ||||
Increase/(decrease) in accounts payable |
70 | (253 | ) | |||
Decrease in accrued expenses and other payables |
(1,437 | ) | (637 | ) | ||
Decrease in deferred revenues |
(6,985 | )
|
(9,063 | )
| ||
Cash generated from operations |
85,196 | 79,863 | ||||
Interest received |
326 | 243 | ||||
Interest paid |
(5,388 | ) | (6,772 | ) | ||
Investment income received |
26 | 36 | ||||
Income tax paid |
(5,654 | )
|
(5,011 | )
| ||
Net cash from operating activities |
74,506
|
68,359
|
The notes on pages 92 to 139 form part of these financial statements.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
091 |
Notes to the Financial Statements
for the year ended 31 December 2006
1. PRINCIPAL ACTIVITIES, ORGANISATION AND BASIS OF PRESENTATION
Principal activities
China Telecom Corporation Limited (the Company) and its subsidiaries (hereinafter, collectively referred to as the Group) are engaged in the provision of wireline telecommunications and related services in 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). The Group offers a comprehensive range of wireline telecommunications services to residential and business customers, including local, domestic long distance and international long distance telephone services, Internet and managed data, leased line, and other related services.
The operations of the Group are subject to the supervision and regulation by the PRC government. The Ministry of Information Industry, pursuant to the authority delegated to it by the PRCs 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 local and long distance telephone services, managed data services, leased line and interconnection arrangements.
Organisation
China Telecommunications Corporation (China Telecom and together with its subsidiaries other than the Company referred to as China Telecom Group) is a state-owned enterprise which is under the supervision and regulation of the Ministry of Information Industry. In November 2001, pursuant to an industry restructuring plan approved by the State Council, China Telecoms wireline telecommunications networks and related operations in 10 northern provinces, municipalities and autonomous regions of the PRC were transferred to China Netcom Group. China Telecom Group retained the wireline telecommunications networks and related operations of 21 provinces, municipalities and autonomous regions of the PRC, including those of the Companys subsidiaries. In accordance with this industry restructuring plan, China Telecom Group and China Netcom Group own 70% and 30%, respectively, of the nationwide inter-provincial optic fibers.
As part of the reorganisation (the Restructuring) of China Telecom, the Company was incorporated in the PRC on 10 September 2002. In connection with the Restructuring, China Telecom transferred to the Company the wireline telecommunications business and related operations in Shanghai Municipality, Guangdong Province, Jiangsu Province and Zhejiang Province together with the related assets and liabilities (the Predecessor Operations) in consideration for 68,317 million ordinary domestic shares of the Company. The shares issued to China Telecom have a par value of RMB1.00 each and represented the entire registered and issued share capital of the Company of that date.
Pursuant to the resolution passed by the Companys independent shareholders at an Extraordinary General Meeting held on 15 December 2003, the Company acquired the entire equity interests in Anhui Telecom Company Limited, Fujian Telecom Company Limited, Jiangxi Telecom Company Limited, Guangxi Telecom Company Limited, Chongqing Telecom Company Limited and Sichuan Telecom Company Limited (collectively the First Acquired Group) and certain network management and research and development facilities from China Telecom for a total purchase price of RMB46,000 million on 31 December 2003 (hereinafter, referred to as the First Acquisition). The purchase price consisted of a cash payment of RMB11,000 million and a long-term payable of RMB35,000 million (see Note 13).
092 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
1. PRINCIPAL ACTIVITIES, ORGANISATION AND BASIS OF PRESENTATION
(continued)
Organisation (continued)
Pursuant to the resolution passed by the Companys independent shareholders at an Extraordinary General Meeting held on 9 June 2004, the Company acquired the entire equity interests in Hubei Telecom Company Limited, Hunan Telecom Company Limited, Hainan Telecom Company Limited, Guizhou Telecom Company Limited, Yunnan Telecom Company Limited, Shaanxi Telecom Company Limited, Gansu Telecom Company Limited, Qinghai Telecom Company Limited, Ningxia Telecom Company Limited and Xinjiang Telecom Company Limited (collectively the Second Acquired Group) from China Telecom for a total purchase price of RMB27,800 million on 30 June 2004 (hereinafter, referred to as the Second Acquisition). The purchase price consisted of a cash payment of RMB8,340 million and a long-term payable of RMB19,460 million. On 30 June 2004, the Company repaid RMB4,310 million of this payable amount using the net proceeds from issue of new H shares in May 2004 (see Note 13).
Basis of presentation
Since the Company, the First Acquired Group and the Second Acquired Group (the Acquired Groups) were under the common control of China Telecom, the First Acquisition and the Second Acquisition (the Acquisitions) have been reflected in the accompanying consolidated financial statements as a combination of entities under common control in a manner similar to a pooling-of-interests. Accordingly, the assets and liabilities of the Acquired Groups have been accounted for at historical amounts and the consolidated financial statements of the Company prior to the Acquisitions have been restated to include the results of operations and assets and liabilities of the Acquired Groups on a combined basis. The consideration paid by the Company for the acquisition of the Acquired Groups have been accounted for as equity transactions in the consolidated statement of changes in equity.
2. SIGNIFICANT ACCOUNTING POLICIES
(a) | Basis of preparation |
The accompanying financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) promulgated by the International Accounting Standards Board (IASB). IFRS includes International Accounting Standards (IAS) and interpretations. These financial statements also comply with the disclosure requirements of the Hong Kong Companies Ordinance and the applicable disclosure provisions of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited.
These financial statements are prepared on the historical cost basis as modified by the revaluation of certain property, plant and equipment (Note 2(g)) and available-for-sale equity securities (Note 2(k)). The accounting policies described below have been consistently applied by the Group.
The preparation of the financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
093 |
Notes to the Financial Statements
for the year ended 31 December 2006
2. | SIGNIFICANT ACCOUNTING POLICIES (continued) |
(a) | Basis of preparation (continued) |
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.
Judgement made by management in the application of IFRS that have significant effect on the financial statements and estimates with a significant risk of material adjustment in future financial periods are described in Note 37.
The IASB has issued certain new and revised IFRS which are effective for accounting periods on or after 1 January 2006. The adoption of these new and revised IFRS did not result in significant changes to the Groups accounting policies applied in these financial statements for the years presented.
The Group has not applied any new standard or interpretation that is not yet effective for the current accounting period (see Note 38).
With effect from 1 January 2006, the Group has presented the amount of personnel expenses on the face of the consolidated income statement as a separate caption and has disclosed the respective amounts attributable to the network operations and support, and selling, general and administrative functions in the notes to the financial statements. The related comparative figures have been reclassified to conform with the current years presentation.
(b) | Basis of consolidation |
The consolidated financial statements comprise the Company and its subsidiaries and the Groups interests in associates. A subsidiary is an entity controlled by the Company. Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The financial results of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases, and the profit attributable to minority interests is separately presented on the face of the consolidated income statement as an allocation of the profit or loss for the year between the minority interests and the equity holders of the Company. Minority interests at the balance sheet date, being the portion of the net assets of subsidiaries attributable to equity interests that are not owned by the Company, whether directly or indirectly through subsidiaries, are presented in the consolidated balance sheet and consolidated statement of changes in equity within equity, separately from equity attributable to the equity holders of the Company.
An associate is an entity, not being a subsidiary, in which the Group exercises significant influence, but not control, over its management. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control over those policies.
An investment in an associate is accounted for in the consolidated financial statements under the equity method and is initially recorded at cost and adjusted thereafter for the Groups equity share of the post-acquisition results of the associate.
094 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
2. | SIGNIFICANT ACCOUNTING POLICIES (continued) |
(b) | Basis of consolidation (continued) |
All significant intercompany balances and transactions and any unrealised gains arising from intercompany transactions are eliminated on consolidation. Unrealised gains arising from transactions with associates are eliminated to the extent of the Groups interest in the entity. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.
(c) | Translation of foreign currencies |
The functional and presentation currency of the Group is Renminbi (RMB). Foreign currency transactions during the year are translated into RMB at the applicable rates of exchange quoted by the Peoples Bank of China (PBOC rates) prevailing on the transaction dates. Foreign currency monetary assets and liabilities are translated into RMB at the applicable PBOC rates at the balance sheet date.
Exchange differences, other than those capitalised as construction in progress (Note 2(i)), are recognised as income or expense in the consolidated income statement. For the periods presented, no exchange differences were capitalised.
(d) | Cash and cash equivalents |
Cash and cash equivalents comprise cash at bank and in hand and time deposits with original maturities of three months or less when purchased. Cash equivalents are stated at cost, which approximates fair value. None of the Groups cash and cash equivalents is restricted as to withdrawal.
(e) | Trade and other receivables |
Trade and other receivables are initially recognised at fair value and thereafter stated at amortised cost less impairment losses for bad and doubtful debts (Note 2(l)).
(f) | Inventories |
Inventories consist of materials and supplies used in maintaining the wireline telecommunications network and goods for resale. Materials and supplies are valued at cost using the first in, first out method, less a provision for obsolescence.
Inventories that are held for resale are stated at the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.
(g) | Property, plant and equipment |
Property, plant and equipment are initially recorded at cost, less subsequent accumulated depreciation and impairment losses (Note 2(l)). The cost of an asset comprises its purchase price, any directly attributable costs of bringing the asset to working condition and location for its intended use and the cost of borrowed funds used during the periods of construction. Expenditure incurred after the asset has been put into operation, including cost of replacing part of such an item, is capitalised only when it increases the future economic benefits embodied in the item of property, plant and equipment and the cost can be measured reliably. All other expenditure, including the cost of repairs and maintenance, is expensed as it is incurred.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
095 |
Notes to the Financial Statements
for the year ended 31 December 2006
2. | SIGNIFICANT ACCOUNTING POLICIES (continued) |
(g) | Property, plant and equipment (continued) |
Subsequent to the revaluation as described in Note 3, property, plant and equipment are carried at revalued amount, being the fair value at the date of the revaluation, less subsequent accumulated depreciation and impairment losses. When an item of property, plant and equipment is revalued, any accumulated depreciation at the date of the revaluation is restated proportionately with the change in the gross carrying amount of the asset so that the carrying amount of the asset after revaluation equals its revalued amount. The separate classes into which the Company groups assets for the revaluation are buildings and improvements; telecommunications network plant and transmission and switching equipment; and furniture, fixture, motor vehicles and other equipment. When an item of property, plant and equipment is revalued, the entire class of property, plant and equipment to which that asset belongs is revalued simultaneously. When an assets carrying amount is increased as a result of a revaluation, the increase is credited directly to equity under the component of revaluation reserve. However, a revaluation increase is recognised as income to the extent that it reverses a revaluation decrease of the same asset previously recognised as an expense. When an assets carrying amount is decreased as a result of a revaluation, the decrease is recognised as an expense in the consolidated income statement. However, a revaluation decrease is charged directly against any related revaluation surplus to the extent that the decrease does not exceed the amount held in the revaluation reserve in respect of that same asset. Revaluations are performed with sufficient regularity such that the carrying amount does not differ materially from that which would be determined using fair value at the balance sheet date. Revaluations are performed annually on items which experience significant and volatile movements in fair value while items which experience insignificant movements in fair value are revalued every three years.
Assets acquired under leasing agreements which effectively transfer substantially all the risks and benefits incidental to ownership from the lessor to the lessee are classified as assets under finance leases. Assets held under finance leases are initially recorded at amounts equivalent to the present value of the minimum lease payments (computed using the rate of interest implicit in the lease) which approximate the fair value at the inception of the lease. The net present value of the future minimum lease payments is recorded correspondingly as a finance lease obligation. Assets held under finance leases are amortised over their estimated useful lives on a straight-line basis. As at 31 December 2006, the carrying amount of assets held under finance leases was RMB197 million (2005: RMB272 million).
Gains or losses arising from retirement or disposal of property, plant and equipment are determined as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised as income or expense in the consolidated income statement on the date of disposal. On disposal of a revalued asset, the related revaluation surplus is transferred from the revaluation reserve to retained earnings.
096 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
2. | SIGNIFICANT ACCOUNTING POLICIES (continued) |
(g) | Property, plant and equipment (continued) |
Depreciation is provided to write off the cost/revalued amount of each asset over its estimated useful life on a straight-line basis, after taking into account its estimated residual value, as follows:
Depreciable lives primarily range from
| ||
Buildings and improvements |
8 to 30 years | |
Telecommunications network plant, transmission |
6 to 10 years | |
Furniture, fixture, motor vehicles and other equipment |
4 to 10 years |
Where parts of an item of property, plant and equipment have different useful lives, the cost or valuation of the item is allocated on a reasonable basis between the parts and each part is depreciated separately. Both the useful life of an asset and its residual value are reviewed annually.
(h) | Lease prepayments |
Lease prepayments represent land use rights paid to the PRCs land bureau. Land use rights are carried at cost less accumulated amortisation and impairment losses (Note 2(l)). Amortisation is provided to write off the cost of lease prepayments on a straight-line basis over the respective periods of the rights which range from 20 years to 70 years.
(i) | Construction in progress |
Construction in progress represents buildings, telecommunications network plant, transmission and switching equipment and other equipment under construction and pending installation, and is stated at cost less impairment losses (Note 2(l)). The cost of an item comprises direct costs of construction, interest charges, and foreign exchange differences on related borrowed funds to the extent that they are regarded as an adjustment to interest charges, during the periods of construction. Capitalisation of these costs ceases and the construction in progress is transferred to property, plant and equipment when the asset is substantially ready for its intended use.
No depreciation is provided in respect of construction in progress.
(j) | Investments in subsidiaries |
In the Companys stand-alone balance sheet, investments in subsidiaries are stated at cost less impairment losses (Note 2(l)).
(k) | Investments |
Investments in available-for-sale equity securities are carried at fair value with any change in fair value being recognised directly in equity. When these investments are derecognised or impaired, the cumulative gain or loss previously recognised directly in equity is recognised in the consolidated income statement. Investments in equity securities that do not have a quoted market price in an active market and whose fair value cannot be reliably measured are stated at cost less impairment losses (Note 2(l)).
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
097 |
Notes to the Financial Statements
for the year ended 31 December 2006
2. | SIGNIFICANT ACCOUNTING POLICIES (continued) |
(l) | Impairment |
(i) | Impairment of investments in equity securities and impairment losses for trade and other receivables |
Investments in equity securities and trade and other receivables are reviewed at each balance sheet date to determine whether there is objective evidence of impairment. If such evidence exists, the impairment loss is measured as the difference between the assets carrying amount and the estimated future cash flows, discounted at the current market rate of return for a similar financial asset where the effect of discounting is material, and is recognised as an expense in the consolidated income statement. Impairment losses for trade and other receivables are reversed through profit and loss if in a subsequent period the amount of the impairment losses decreases. Impairment losses for equity securities are not reversed.
For the years ended 31 December 2005 and 2006, no impairment loss was made for investments in equity securities. For the year ended 31 December 2006, impairment losses for trade and other receivables of RMB1,232 million (2005: RMB1,274 million) were recognised.
(ii) | Impairment of other assets |
The carrying amounts of the Groups long-lived assets, including property, plant and equipment and lease prepayments are reviewed periodically in order to assess whether the recoverable amounts have declined below the carrying amounts. These assets are tested for impairment whenever events or changes in circumstances indicate that their recorded carrying amounts may not be recoverable. When such a decline has occurred, the carrying amount is reduced to the recoverable amount. The amount of the reduction is recognised as an expense in the consolidated income statement. The recoverable amount is the greater of the net selling price and the value in use. When an asset does not generate cash flows largely independent of those from other assets, the recoverable amount is determined for the smallest group of assets that generates cash inflows independently (i.e. a cash-generating unit). In determining the value in use, expected future cash flows generated by the assets are discounted to their present value. For the year ended 31 December 2006, a provision for impairment loss of nil (2005: RMB163 million) was made against the carrying value of certain outdated telecommunications service equipment.
The Group assesses at each balance sheet date whether there is any indication that an impairment loss recognised for an asset in prior years may no longer exist. An impairment loss is reversed if there has been a favourable change in the estimates used to determine the recoverable amount. A subsequent increase in the recoverable amount of an asset, when the circumstances and events that led to the write-down or write-off cease to exist, is recognised as an income in the consolidated income statement. The reversal is reduced by the amount that would have been recognised as depreciation had the write-down or write-off not occurred. For the years presented, no reversal of impairment loss was recognised in the consolidated income statement.
098 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
2. | SIGNIFICANT ACCOUNTING POLICIES (continued) |
(m) | Revenue recognition |
The Groups revenues are principally derived from the provision of local, domestic long distance (DLD) and international long distance (ILD) telephone services which consist of (i) usage charges for telephone services, which vary depending on the day, the time of day, distance and duration of the telephone call, (ii) a monthly telephone service fee, (iii) service activation and installation fees, and (iv) charges for value-added telecommunications services, such as caller ID services, short messaging services, telephone information services and ring tone services. The Group records wireline service revenues over the periods they are earned as follows:
(i) | Revenues derived from local, DLD and ILD telephone usage are recognised as the services are provided. |
(ii) | Upfront fees received for activation of wireline services and wireline installation charges are deferred and recognised over the expected customer relationship period. The related direct incremental customer acquisition costs are deferred to the extent of the upfront fees and are amortised over the same expected customer relationship period. |
(iii) | Monthly telephone service fees are recognised in the month during which the telephone services are provided to customers. |
(iv) | Revenues from sale of prepaid calling cards are recognised as the cards are used by customers. |
(v) | Revenues derived from value-added telecommunications services are recognised when the services are provided to customers. |
Other | related wireline telecommunications service revenues are recognised as follows: |
(i) | Revenues from the provision of Internet and managed data services are recognised when the services are provided to customers. |
(ii) | Interconnection fees from domestic and foreign telecommunications operators are recognised when the services are rendered as measured by the minutes of traffic processed. |
(iii) | Lease income from operating leases is recognised over the term of the lease. |
(iv) | Sale of customer-end equipment is recognised on delivery of the equipment to customers and when the significant risks and rewards of ownership and title have been transferred to the customers. |
(n) | Advertising and promotion expense |
The costs for advertising and promoting the Groups wireline telecommunications services are expensed as incurred. Advertising and promotion expense, which is included in selling, general and administrative expenses, was RMB10,514 million for the year ended 31 December 2006 (2005: RMB9,417 million).
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
099 |
Notes to the Financial Statements
for the year ended 31 December 2006
2. | SIGNIFICANT ACCOUNTING POLICIES (continued) |
(o) | Net finance costs |
Net finance costs comprise interest income on bank deposits, interest expense on borrowings, and foreign exchange gains and losses. Interest income from bank deposits is recognised as it accrues using the effective interest method.
Interest costs incurred in connection with borrowings, calculated using the effective interest method, are expensed as incurred, except to the extent that they are capitalised as being directly attributable to the construction of an asset which necessarily takes a substantial period of time to get ready for its intended use.
(p) | Research and development expense |
Research and development expenditure is expensed as incurred. For the year ended 31 December 2006, research and development expense was RMB292 million (2005: RMB261 million).
(q) | Employee benefits |
The Groups contributions to defined contribution retirement plans administered by the PRC government are recognised as an expense in the consolidated income statement as incurred. Further information is set out in Note 34.
Compensation expense under the Groups stock appreciation rights scheme is measured as the amount by which the quoted market price of the Companys H shares exceeds the exercise price. Compensation expense in respect of the stock appreciation rights granted is accrued as a charge to the income statement over the applicable vesting period based on the fair value of the stock appreciation rights. The liability of the accrued compensation expense is re-measured to fair value at each balance sheet date with the effect of changes in the fair value of the liability charged or credited to the consolidated income statement. Further details of the Groups stock appreciation rights scheme are set out in Note 35.
(r) | Interest-bearing borrowings |
Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost with any difference between the amount initially recognised and redemption value being recognised in the consolidated income statement over the period of the borrowings, together with any interest, using the effective interest method.
(s) | Trade and other payables |
Trade and other payables are initially recognised at fair value and thereafter stated at amortised cost unless the effect of discounting would be immaterial, in which case they are stated at cost.
(t) | Provisions and contingent liabilities |
A provision is recognised in the consolidated balance sheet when the Group has a legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation. Where the time value of money is material, provisions are stated at the present value of the expenditure expected to settle the obligation.
100 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
2. | SIGNIFICANT ACCOUNTING POLICIES (continued) |
(t) | Provisions and contingent liabilities (continued) |
Where it is not probable that an outflow of economic benefits will be required, or the amount cannot be estimated reliably, the obligation is disclosed as a contingent liability, unless the probability of outflow of economic benefits is remote. Possible obligations, whose existence will only be confirmed by the occurrence or non-occurrence of one or more future events, are also disclosed as contingent liabilities unless the probability of outflow of economic benefits is remote.
(u) | Income tax |
Income tax comprises current and deferred tax. Income tax is recognised in the consolidated income statement except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity. Current tax is calculated on the taxable income for the year by applying the applicable tax rates. Deferred tax is provided using the balance sheet liability method, providing for all temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The amount of deferred tax is calculated on the basis of the enacted tax rates that are expected to apply in the period when the asset is realised or the liability is settled. The effect on deferred tax of any changes in tax rates is charged or credited to the consolidated income statement, except for the effect of a change in tax rate on the carrying amount of deferred tax assets and liabilities which were previously charged or credited directly to equity upon initial recognition, in such case the effect of a change in tax rate is also charged or credited to equity. A deferred tax asset is recognised only to the extent that it is probable that future taxable income will be available against which the asset can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
(v) | Dividends |
Dividends are recognised as a liability in the period in which they are declared.
(w) | Segmental reporting |
A business segment is a distinguishable component of the Group that is engaged in providing products or services and is subject to risks and rewards that are different from those of other segments. For the periods presented, the Group has one operating segment which is the provision of wireline telecommunications services. All of the Groups operating activities are carried out in the PRC.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
101 |
Notes to the Financial Statements
for the year ended 31 December 2006
3. | PROPERTY, PLANT AND EQUIPMENT, NET |
The Group:
Buildings and millions |
Telecom- RMB millions |
Furniture, millions |
Total RMB millions | |||||
Cost/valuation: |
||||||||
Balance at 1 January 2005 |
66,344 | 449,304 | 20,638 | 536,286 | ||||
Additions |
63 | 1,352 | 523 | 1,938 | ||||
Transferred from construction in progress |
4,684 | 50,580 | 2,545 | 57,809 | ||||
Disposals |
(262)
|
(15,984)
|
(1,660)
|
(17,906)
| ||||
Balance at 31 December 2005 |
70,829 | 485,252 | 22,046 | 578,127 | ||||
Additions |
103 | 735 | 577 | 1,415 | ||||
Transferred from construction in progress |
3,259 | 47,414 | 1,113 | 51,786 | ||||
Disposals |
(362) | (13,773) | (1,153) | (15,288) | ||||
Reclassification |
(83) | 3,467 | (3,384) | | ||||
Balance at 31 December 2006 |
73,746
|
523,095
|
19,199
|
616,040
| ||||
Accumulated depreciation and impairment: |
||||||||
Balance at 1 January 2005 |
(11,018) | (195,216) | (9,873) | (216,107) | ||||
Depreciation charge for the year |
(2,943) | (43,630) | (2,616) | (49,189) | ||||
Provision for impairment |
| (163) | | (163) | ||||
Written back on disposals |
119 | 13,971 | 1,523 | 15,613 | ||||
Balance at 31 December 2005 |
(13,842) | (225,038) | (10,966) | (249,846) | ||||
Depreciation charge for the year |
(2,943) | (45,275) | (2,490) | (50,708) | ||||
Written back on disposals |
135 | 11,618 | 1,065 | 12,818 | ||||
Reclassification |
(117)
|
(1,384)
|
1,501
|
| ||||
Balance at 31 December 2006 |
(16,767) | (260,079) | (10,890) | (287,736) | ||||
Net book value at 31 December 2006 |
56,979
|
263,016 | 8,309 | 328,304 | ||||
Net book value at 31 December 2005 |
56,987
|
260,214
|
11,080
|
328,281
|
102 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
3. | PROPERTY, PLANT AND EQUIPMENT, NET (continued) |
The Company:
Telecom- millions
|
Furniture, millions
|
Total millions
| ||||
Cost: |
||||||
Balance at 1 January 2005 |
306 | 99 | 405 | |||
Additions |
2 | 2 | 4 | |||
Transferred from construction in progress |
18 | 38 | 56 | |||
Disposals |
|
(2)
|
(2)
| |||
Balance at 31 December 2005 |
326
|
137
|
463
| |||
Additions |
3 | 2 | 5 | |||
Transferred from construction in progress |
84 | 9 | 93 | |||
Disposals |
(21) | (12) | (33) | |||
Reclassification |
14
|
(14)
|
| |||
Balance at 31 December 2006 |
406
|
122
|
528
| |||
Accumulated depreciation: |
||||||
Balance at 1 January 2005 |
(6) | (48) | (54) | |||
Depreciation charge for the year |
(40) | (21) | (61) | |||
Balance at 31 December 2005 |
(46) | (69) | (115) | |||
Depreciation charge for the year |
(49) | (20) | (69) | |||
Disposals |
15 | 12 | 27 | |||
Reclassification |
(5)
|
5
|
| |||
Balance at 31 December 2006 |
(85)
|
(72)
|
(157)
| |||
Net book value at 31 December 2006 |
321
|
50
|
371
| |||
Net book value at 31 December 2005 |
280
|
68
|
348
|
In accordance with the Groups accounting policy (Note 2(g)), the property, plant and equipment of the Group as at 31 December 2004 were revalued for each asset class by the directors of the Company on a depreciated replacement cost basis. The value of the property, plant and equipment as at 31 December 2004 was determined at RMB320,179 million. The surplus on revaluation of certain property, plant and equipment totalling RMB1,233 million was credited to the revaluation reserve while the deficit arising from the revaluation of certain property, plant and equipment totalling RMB1,262 million was recognised as an expense for the year ended 31 December 2004.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
103 |
Notes to the Financial Statements
for the year ended 31 December 2006
3. | PROPERTY, PLANT AND EQUIPMENT, NET (continued) |
The following is a summary of the carrying value of the Groups property, plant and equipment prior to the revaluation and the revalued amounts of these assets as at 31 December 2004:
Carrying prior to millions
|
Revaluation millions
|
Revaluation RMB millions
|
Revalued millions
| |||||
Buildings and improvements |
54,449 | 877 | | 55,326 | ||||
Telecommunications network plant and equipment |
254,994 | 356 | (1,262) | 254,088 | ||||
Furniture, fixture, motor vehicles and other equipment |
10,765
|
|
|
10,765
| ||||
320,208
|
1,233
|
(1,262)
|
320,179
|
For the years ended 31 December 2006 and 2005, no revaluation was performed as the Group did not have any items of property, plant and equipment which experienced significant and volatile movements in fair value.
4. | CONSTRUCTION IN PROGRESS |
The millions
|
The millions
|
|||||
Balance at 1 January 2005 |
29,450 | 73 | ||||
Additions |
51,926 | 139 | ||||
Transferred to property, plant and equipment |
(57,809 | ) | (56 | ) | ||
Balance at 31 December 2005 |
23,567 | 156 | ||||
Additions |
46,635 | 186 | ||||
Transferred to property, plant and equipment |
(51,786 | )
|
(93 | )
| ||
Balance at 31 December 2006 |
18,416
|
249
|
5. | INVESTMENTS IN SUBSIDIARIES |
The Company | ||||
2006 millions
|
2005 millions
| |||
Unquoted investments, at cost |
177,132
|
165,926
| ||
104 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
5. | INVESTMENTS IN SUBSIDIARIES (continued) |
Details of the Companys subsidiaries at 31 December 2006, which principally affected the results of operations and the financial position of the Group, are as follows:
Name of Company
|
Type of legal
|
Date of
|
Registered
| |||
Shanghai Telecom Company Limited |
Limited Company | 11 October 2002 | 15,984 | |||
Guangdong Telecom Company Limited |
Limited Company | 10 October 2002 | 47,513 | |||
Jiangsu Telecom Company Limited |
Limited Company | 19 October 2002 | 19,208 | |||
Zhejiang Telecom Company Limited |
Limited Company | 10 October 2002 | 22,400 | |||
Anhui Telecom Company Limited |
Limited Company | 26 August 2003 | 3,871 | |||
Fujian Telecom Company Limited |
Limited Company | 28 August 2003 | 10,364 | |||
Jiangxi Telecom Company Limited |
Limited Company | 18 September 2003 | 4,523 | |||
Guangxi Telecom Company Limited |
Limited Company | 28 August 2003 | 4,992 | |||
Chongqing Telecom Company Limited |
Limited Company | 22 August 2003 | 4,276 | |||
Sichuan Telecom Company Limited |
Limited Company | 28 August 2003 | 8,123 | |||
Hubei Telecom Company Limited |
Limited Company | 9 March 2004 | 6,208 | |||
Hunan Telecom Company Limited |
Limited Company | 12 March 2004 | 3,574 | |||
Hainan Telecom Company Limited |
Limited Company | 9 March 2004 | 1,233 | |||
Guizhou Telecom Company Limited |
Limited Company | 12 March 2004 | 2,801 | |||
Yunnan Telecom Company Limited |
Limited Company | 9 March 2004 | 3,747 | |||
Shaanxi Telecom Company Limited |
Limited Company | 8 March 2004 | 3,254 | |||
Gansu Telecom Company Limited |
Limited Company | 10 March 2004 | 4,515 | |||
Qinghai Telecom Company Limited |
Limited Company | 10 March 2004 | 965 | |||
Ningxia Telecom Company Limited |
Limited Company | 10 March 2004 | 795 | |||
Xinjiang Telecom Company Limited |
Limited Company | 11 March 2004 | 4,660 |
All of the above subsidiaries are incorporated in the PRC, are wholly-owned by the Company and are engaged in provision of telecommunications services.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
105 |
Notes to the Financial Statements
for the year ended 31 December 2006
6. | INTERESTS IN ASSOCIATES |
The Group | ||||
2006 millions
|
2005 Millions
| |||
Share of net assets | 581
|
548
|
The Groups interests in associates are accounted for under the equity method and are individually and in aggregate not material to the Groups financial conditions or results of operations for all periods presented. Details of the Groups principal associates are as follows:
Name of company
|
Attributable equity interest
|
Principal activities
| |||
Shenzhen Shekou Telecommunications Company Limited |
50 | % | Provision of telecommunications services | ||
Shanghai Information Investment Incorporation |
24 | % | Provision of information technology consultancy services |
The above associates are established in the PRC and are not traded on any stock exchange.
7. | INVESTMENTS |
The Group | ||||
2006 millions
|
2005 millions
| |||
Available-for-sale equity securities |
104 | 38 | ||
Other unlisted equity investments |
121
|
144
| ||
225
|
182
|
Unlisted equity investments mainly represent the Groups various interests in PRC private enterprises which are mainly engaged in the provision of information technology services and Internet contents.
106 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
8. | DEFERRED TAX ASSETS AND LIABILITIES |
Deferred tax assets and deferred tax liabilities are attributable to the items set out below:
The Group:
Assets | Liabilities | Net balance | ||||||||||||||
2006 RMB millions |
2005 millions |
2006 RMB millions |
2005 millions |
2006 RMB millions |
2005 millions |
|||||||||||
Current |
||||||||||||||||
Provisions and impairment losses, primarily for receivables |
413 | 294 | | | 413 | 294 | ||||||||||
Non-Current |
||||||||||||||||
Property, plant and equipment |
611 | 610 | (1,566 | ) | (1,508 | ) | (955 | ) | (898 | ) | ||||||
Deferred revenues and installation costs |
2,152 | 2,114 | (1,123 | ) | (1,112 | ) | 1,029 | 1,002 | ||||||||
Land use rights |
7,690 | 7,867 | | | 7,690 | 7,867 | ||||||||||
Available-for-sale equity securities |
| | (22 | ) | | (22 | ) | | ||||||||
Deferred tax assets/(liabilities) |
10,866 | 10,885 | (2,711 | ) | (2,620 | ) | 8,155 | 8,265 |
The Group recognises a deferred tax asset only to the extent that it is probable that future taxable income will be available against which the asset can be utilised. The Group has reviewed its deferred tax assets as at 31 December 2006 and 2005. Based on the level of historical taxable income and projections for future taxable income over the periods which the deferred tax assets are deductible, management believes that it is probable the Group will realise the benefits of these temporary differences.
Movements in temporary differences are as follows:
Note | Balance at 1 Januar 2005 RMB millions |
Recognised in income statement RMB millions |
Recognised in equit RMB millions |
Balance at 31 December 2005 RMB millions |
||||||||||
Current |
||||||||||||||
Provisions and impairment losses, primarily for receivables |
286 | 8 | | 294 | ||||||||||
Non-current |
||||||||||||||
Property, plant and equipment |
(779 | ) | (119 | ) | | (898 | ) | |||||||
Deferred revenues and installation costs |
935 | 67 | | 1,002 | ||||||||||
Land use rights |
(i) and (ii) |
8,061 | (189 | ) | (5 | ) | 7,867 | |||||||
Net deferred tax assets |
8,503 | (233 | ) | (5 | ) | 8,265 | ||||||||
(Note 25 | ) |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
107 |
Notes to the Financial Statements
for the year ended 31 December 2006
8. | DEFERRED TAX ASSETS AND LIABILITIES (continued) |
Note | Balance at
|
Recognised
|
Recognised
|
Balance at
| ||||||
Current |
||||||||||
Provisions and impairment losses, primarily for receivables |
294 | 119 | | 413 | ||||||
Non-current |
||||||||||
Property, plant and equipment |
(898) | (57) | | (955) | ||||||
Deferred revenues and installation costs |
1,002 | 27 | | 1,029 | ||||||
Land use rights |
(i) and (ii) |
7,867 | (182) | 5 | 7,690 | |||||
Available-for-sale equity securities |
|
|
(22)
|
(22)
| ||||||
Net deferred tax assets |
8,265 | (93) | (17) | 8,155 | ||||||
(Note 25) |
Note:
(i) | In connection with the Restructuring and the Acquisitions, the land use rights of the Predecessor Operations, the First Acquired Group and the Second Acquired Group were revalued as required by the relevant PRC rules and regulations. The tax bases of the land use rights were adjusted to conform to such revalued amounts. The land use rights were not revalued for financial reporting purposes and accordingly, the deferred tax assets were created with corresponding increases in shareholders equity under the caption of other reserves. |
(ii) | The amounts recognised in equity represent the effect of change in tax rate for a subsidiary on the carrying amount of the deferred tax asset which was previously charged or credited to equity. |
9. | INVENTORIES |
Inventories represent:
The Group | ||||
2006
|
2005
| |||
Materials and supplies |
1,770 | 1,854 | ||
Goods for resale |
1,248
|
848
| ||
3,018
|
2,702
| |||
108 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
10. | ACCOUNTS RECEIVABLE, NET |
Accounts | receivable, net, are analysed as follows: |
The Group | The Company | |||||||
2006 RMB millions |
2005 RMB millions |
2006 RMB millions |
2005 RMB millions | |||||
Accounts receivable |
||||||||
Third parties |
15,375 | 15,636 | 153 | | ||||
Amounts due from subsidiaries |
| | 69 | 18 | ||||
China Telecom Group |
136 | 224 | | | ||||
Other sate-controlled telecommunications operators in the PRC |
1,791 | 1,786 | 44 | | ||||
17,302 | 17,646 | 266 | 18 | |||||
Less: Impairment losses for bad and doubtful debts |
(1,496)
|
(1,504)
|
|
| ||||
15,806
|
16,142
|
266
|
18
|
Amounts due from the provision of wireline telecommunications services to residential and business customers are due within 30 days from the date of billing.
The following table summarises the changes in impairment losses for bad and doubtful debts:
The Group | ||||
2006
|
2005
| |||
At beginning of year |
1,504 | 1,682 | ||
Impairment losses for bad and doubtful debts |
1,221 | 1,274 | ||
Accounts receivable written off |
(1,229)
|
(1,452)
| ||
At end of year |
1,496 | 1,504 |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
109 |
Notes to the Financial Statements
for the year ended 31 December 2006
10. | ACCOUNTS RECEIVABLE, NET (continued) |
Ageing analysis of accounts receivable from telephone and Internet subscribers is as follows:
The Group | ||||
2006
|
2005
| |||
Current, within1 month |
11,634 | 12,104 | ||
1 to 3 months |
1,055 | 1,563 | ||
4 to 12 months |
1,060 | 1,037 | ||
More than 12 months |
314
|
340
| ||
14,063 | 15,044 | |||
Less: Impairment losses for bad and doubtful debts |
(1,374)
|
(1,377)
| ||
12,689
|
13,667
| |||
The Company did not have accounts receivable balance from telephone and Internet subscribers. |
Ageing analysis of accounts receivable from other telecommunications operators and customers is as follows: |
The Group | The Company | |||||||
2006
|
2005
|
2006
|
2005
| |||||
Current, within 1 month |
1,626 | 1,244 | 76 | | ||||
1 to 3 months |
765 | 686 | 104 | 10 | ||||
4 to 12 months |
529 | 371 | 80 | 8 | ||||
More than 12 months |
319
|
301
|
6
|
| ||||
3,239 | 2,602 | 266 | 18 | |||||
Less: Impairment losses for bad And doubtful debts |
(122)
|
(127)
|
|
| ||||
3,117
|
2,475
|
266
|
18
| |||||
110 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
11. | PREPAYMENTS AND OTHER CURRENT ASSETS |
Prepayments | and other current assets represent: |
The Group | The Company | |||||||
2006
|
2005
|
2006
|
2005
| |||||
Amounts due from China Telecom Group |
548 | 606 | 3 | 4 | ||||
Amounts due from subsidiaries |
| | 64,919 | 51,725 | ||||
Other state-controlled telecommunications operators in the PRC |
242 | 397 | | | ||||
Prepayments in connection with construction work and equipment purchases |
742 | 679 | | | ||||
Prepaid expenses and deposits |
517 | 389 | 1 | | ||||
Other receivables
|
380
|
335
|
12
|
9
| ||||
2,429
|
2,406
|
64,935
|
51,738
| |||||
12. | CASH AND CASH EQUIVALENTS |
The Group | The Company | |||||||
2006
|
2005
|
2006
|
2005
| |||||
Cash at bank and in hand |
10,486 | 11,583 | 881 | 727 | ||||
Time deposits with original maturity within three months
|
7,705
|
3,538
|
7,500
|
3,412
| ||||
18,191
|
15,121
|
8,381
|
4,139
| |||||
13. | SHORT-TERM AND LONG-TERM DEBT |
Short-term debt comprises:
The Group | The Company | |||||||
2006
|
2005
|
2006
|
2005
| |||||
Loans from state-controlled banks unsecured |
35,750 | 45,704 | | | ||||
Commercial paper unsecured |
20,000 | 9,917 | 20,000 | 9,917 | ||||
Loans from China Telecom Group unsecured
|
23,766
|
20,384
|
|
| ||||
Total short-term debt
|
79,516
|
76,005
|
20,000
|
9,917
| ||||
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
111 |
Notes to the Financial Statements
for the year ended 31 December 2006
13. | SHORT-TERM AND LONG-TERM DEBT (continued) |
Weighted average interest rate of the Groups total short-term debt as at 31 December 2006 was 3.7% (2005: 4.2%). As at 31 December 2006, the loans from state-controlled banks bear interest at rates ranging from 4.7% to 5.7% per annum and are repayable within one year; the commercial paper bears interest at a fixed rate of 3.05% per annum and is repayable in April 2007; the loans from China Telecom Group bear interest at fixed rates ranging from 2.30% to 2.55% per annum and are repayable within one year.
Long-term debt comprises:
The Group | The Company | ||||||||||||
Interest rates and final maturity | 2006
|
2005
|
2006
|
2005
|
|||||||||
Bank loans unsecured |
|||||||||||||
Renminbi denominated |
Interest rates ranging from 3.6% to 6.4% per annum with maturities through 2020 |
11,039 | 19,112 | | | ||||||||
US Dollars denominated |
Interest rates ranging from 0.5% to 8.3% per annum with maturities through 2038 |
1,320 | 2,087 | | | ||||||||
Japanese Yen denominated |
Interest rates ranging from 0.6% to 3.5% per annum with maturities through 2040 |
2,053 | 2,449 | | | ||||||||
Euro denominated |
Interest rates ranging from 0.5% to 6.0% per annum with maturities through 2032 |
851 | 843 | | | ||||||||
Other currencies denominated |
84
|
93
|
|
|
|||||||||
15,347 | 24,584 | | | ||||||||||
Other loans unsecured |
|||||||||||||
Renminbi denominated |
2 | 6 | | | |||||||||
Amount due to China Telecom unsecured |
|||||||||||||
In connection with the First Acquisition Renminbi denominated (Note (i)) |
15,000 | 25,000 | 15,000 | 25,000 | |||||||||
In connection with the Second Acquisition Renminbi denominated (Note (ii))
|
15,150
|
15,150 |
|
15,150
|
15,150
|
||||||||
Total long-term debt |
45,499 | 64,740 | 30,150 | 40,150 | |||||||||
Less: current portion |
(8,242)
|
(8,963)
|
|
|
|||||||||
Non-current portion |
37,257
|
55,777
|
30,150
|
40,150
|
|||||||||
112 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
13. | SHORT-TERM AND LONG-TERM DEBT (continued) |
Note:
(i) | Represents the deferred consideration payable to China Telecom in respect of the First Acquisition (Note 1). The amount bears interest on the outstanding balance at 5.184% per annum until 31 December 2008. Thereafter the interest rate is adjusted based on the prevailing market interest rate. This amount is repayable on 31 December 2013 and the Company may, from time to time, repay all or part of the amount at any time until 31 December 2013 without penalty. In April 2006, the Company repaid RMB10,000 million to China Telecom. |
(ii) | Represents the remaining balance of the deferred consideration payable to China Telecom in respect of the Second Acquisition (Note 1). The amount bears interest on the outstanding balance at 5.184% per annum until 30 June 2009. Thereafter the interest rate is adjusted based on the prevailing market interest rate. This amount is repayable on 30 June 2014 and the Company may, from time to time, repay all or part of the amount at any time until 30 June 2014 without penalty. |
The aggregate maturities of the Groups and the Companys long-term debts subsequent to 31 December 2006 are as follows:
The Group | The Company | |||||||||||
2006 RMB
|
2005
|
2006 RMB millions
|
2005
|
|||||||||
Within 1 year |
8,242 | 8,963 | | | ||||||||
Between 1 to 2 years |
3,815 | 8,773 | | | ||||||||
Between 2 to 3 years |
656 | 3,824 | | | ||||||||
Between 3 to 4 years |
246 | 382 | | | ||||||||
Between 4 to 5 years |
208 | 252 | | | ||||||||
Thereafter
|
32,332 |
|
42,546 |
|
30,150 |
|
40,150 |
| ||||
45,499
|
64,740
|
30,150
|
40,150
|
|||||||||
The Groups short-term and long-term debts do not contain any financial covenants. As at 31 December 2006, the Group had available credit facilities of RMB40,268 million (2005: RMB31,266 million) which it can draw upon.
14. | ACCOUNTS PAYABLE |
Accounts payable are analysed as follows:
The Group | The Company | |||||||||||
2006
|
2005
|
2006
|
2005
|
|||||||||
Third parties |
25,441 | 26,996 | 61 | 74 | ||||||||
China Telecom Group |
6,482 | 6,886 | 8 | | ||||||||
Other state-controlled telecommunications operators in the PRC |
63
|
67
|
|
|
||||||||
31,986
|
33,949
|
69
|
74
|
|||||||||
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
113 |
Notes to the Financial Statements
for the year ended 31 December 2006
14. | ACCOUNTS PAYABLE (continued) |
Amounts due to China Telecom Group are repayable in accordance with contractual terms which are similar to those terms offered by third parties.
Ageing analysis of accounts payable is as follows:
The Group | The Company | |||||||
2006 RMB millions |
2005 RMB millions |
2006 RMB millions |
2005 RMB millions | |||||
Due within 1 month or on demand |
5,923 | 5,379 | | | ||||
Due after 1 month but within 3 months |
8,687 | 8,797 | 45 | 46 | ||||
Due after 3 months but within 6 months |
7,181 | 9,283 | 9 | 4 | ||||
Due after 6 months |
10,195
|
10,490
|
15
|
24
| ||||
31,986
|
33,949
|
69
|
74
| |||||
15. | ACCRUED EXPENSES AND OTHER PAYABLES |
Accrued expenses and other payables represent:
The Group | The Company | |||||||
2006
|
2005
|
2006
|
2005
| |||||
Amounts due to China Telecom Group |
1,982 | 4,534 | 175 | 104 | ||||
Amounts due to subsidiaries |
| | 14,340 | | ||||
Other state-controlled telecommunications operators in the PRC |
181 | 243 | | | ||||
Accrued expenses |
12,756 | 12,087 | 1,204 | 571 | ||||
Customer deposits and receipts in advance |
11,651
|
10,021
|
90
|
44
| ||||
26,570
|
26,885
|
15,809
|
719
| |||||
114 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
16. | FINANCE LEASE OBLIGATIONS |
Obligations under finance leases are analysed as follows:
The Group | ||||
2006
|
2005
| |||
Within1 year |
48 | 114 | ||
Between1 to 2 years |
|
55
| ||
Total minimum lease payments |
48 | 169 | ||
Less: finance charges related to future periods |
|
(9)
| ||
Present value of minimum lease payments |
48 | 160 | ||
Less: current portion |
(48)
|
(108)
| ||
Non-current portion |
|
52
| ||
17. | DEFERRED REVENUES |
Deferred revenues represent the unearned portion of upfront connection fees and installation fees received from customers and the unused portion of calling cards. Connection fees and installation fees are amortised over the expected customer relationship period of 10 years. Beginning 1 July 2001, connection fees were no longer collected from new customers.
The Group | ||||
2006 RMB millions |
2005 RMB millions | |||
Balance at beginning of year |
27,708 | 36,771 | ||
Additions for the year |
||||
installation fees |
912 | 1,431 | ||
calling cards |
4,204
|
3,895
| ||
5,116
|
5,326
| |||
Reduction for the year |
||||
amortisation of connection fees |
(4,971) | (6,781) | ||
amortisation of installation fees |
(2,913) | (2,970) | ||
usage of calling cards
|
(4,217)
|
(4,638)
| ||
Balance at end of year
|
20,723
|
27,708
| ||
Representing: |
||||
Current portion |
7,098 | 8,958 | ||
Non-current portion
|
13,625
|
18,750
| ||
20,723
|
27,708
| |||
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
115 |
Notes to the Financial Statements
for the year ended 31 December 2006
17. | DEFERRED REVENUES (continued) |
Included in other non-current assets are capitalised direct incremental costs associated with the installation of wireline services. As at 31 December 2006, the unamortised portion of these costs was RMB8,473 million (2005: RMB10,025 million).
18. | SHARE CAPITAL |
The Group and The Company | ||||
2006
|
2005
| |||
Registered, issued and fully paid |
||||
67,054,958,321 ordinary domestic shares of RMB1.00 each |
67,055 | 67,055 | ||
13,877,410,000 overseas listed H shares of RMB1.00 each |
13,877
|
13,877
| ||
80,932
|
80,932
| |||
All ordinary domestic shares and H shares rank pari passu in all material respects.
116 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
19. | RESERVES |
The Group
|
Capital
|
Share millions
|
Re- millions
|
Surplus millions
|
Statutory millions
|
Other reserves
|
Retained millions
|
Total RMB
| ||||||||
Balance as at 1 January 2005 |
(2,804) | 10,746 | 7,585 | 25,629 | 5,793 | 7,683 | 23,642 | 78,274 | ||||||||
Effect of change in tax rate (Note 8) |
| | | | | (5) | | (5) | ||||||||
Revaluation surplus realised |
| | (134) | | | | 134 | | ||||||||
Deferred tax on revaluation surplus of property, plant and equipment realised |
| | | | | 12 | (12) | | ||||||||
Deferred tax on land use rights realised |
| | | | | (189) | 189 | | ||||||||
Profit for the year |
| | | | | | 27,912 | 27,912 | ||||||||
Appropriations (Notes (iii) and (iv)) |
| | | 9,509 | 1,285 | | (10,794) | | ||||||||
Dividends (Note 29) |
|
|
|
|
|
|
(5,596)
|
(5,596)
| ||||||||
Balance as at 31 December 2005 |
(2,804) | 10,746 | 7,451 | 35,138 | 7,078 | 7,501 | 35,475 | 100,585 | ||||||||
Effect of change in tax rate (Note 8) |
| | | | | 5 | | 5 | ||||||||
Revaluation surplus realised |
| | (94) | | | | 94 | | ||||||||
Deferred tax on revaluation surplus of property, plant and equipment realised |
| | | | | 33 | (33) | | ||||||||
Deferred tax on land use rights realised |
| | | | | (182) | 182 | | ||||||||
Change in fair value of available-for-sale equity securities (net of deferred tax) |
| | | | | 44 | | 44 | ||||||||
Profit for the year |
| | | | | | 27,142 | 27,142 | ||||||||
Transfer from statutory common welfare fund to surplus reserves (Note (iv)) |
| | | 7,078 | (7,078) | | | | ||||||||
Appropriations (Notes (iii) and (iv)) |
| | | 7,602 | | | (7,602) | | ||||||||
Dividends (Note 29) |
|
|
|
|
|
|
(6,283)
|
(6,283)
| ||||||||
Balance as at 31 December 2006 |
(2,804)
|
10,746
|
7,357
|
49,818
|
|
7,401
|
48,975
|
121,493
|
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
117 |
Notes to the Financial Statements
for the year ended 31 December 2006
19. | RESERVES (continued) |
The Company |
Capital reserve RMB millions (Note (i)) |
Share premium RMB millions |
Surplus reserves RMB millions |
Statutory common |
Retained earnings/ (deficit) RMB millions |
Total RMB millions | ||||||
Balance as at 1 January 2005 |
29,168 | 10,746 | 25,629 | 5,793 | (29,375) | 41,961 | ||||||
Profit for the year |
| | | | 53,623 | 53,623 | ||||||
Appropriations (Notes (iii) and (iv)) |
| | 9,509 | 1,285 | (10,794) | | ||||||
Dividends (Note 29) |
| | | | (5,596) | (5,596) | ||||||
Balance as at 31 December 2005 |
29,168 | 10,746 | 35,138 | 7,078 | 7,858 | 89,988 | ||||||
Profit for the year |
| | | | 19,276 | 19,276 | ||||||
Transfer from statutory common welfare fund to surplus reserves (Note (iv)) |
|
|
7,078
|
(7,078)
|
|
| ||||||
Appropriations (Notes (iii) and (iv)) |
| | 7,602 | | (7,602) | | ||||||
Dividends (Note 29) |
|
|
|
|
(6,283)
|
(6,283 )
| ||||||
Balance as at 31 December 2006 |
29,168
|
10,746
|
49,818
|
|
13,249
|
102,981
|
Note:
(i) | Capital reserve of the Group represents the sum of (a) the difference between the carrying amount of the Companys net assets and the par value of the Companys shares issued upon its formation; and (b) the difference between the consideration paid by the Company for the acquired entities under the First Acquisition and the Second Acquisition, which were accounted for as equity transactions as disclosed in Note 1 to the financial statements, and the historical carrying amount of net assets of these acquired entities. |
Capital reserve of the Company represents the difference between the carrying amount of the Companys net assets and the par value of the Companys shares issued upon its formation.
(ii) | Other reserves represent primarily the balance of the deferred tax assets resulted from the revaluation of land use rights for tax purposes (and not for financial reporting purposes) as disclosed in Note 8 to the financial statements. |
(iii) | According to the Companys Articles of Association, the Company is required to transfer 10% of its net profit, as determined in accordance with the PRC accounting rules and regulations, to a statutory surplus reserve until such reserve balance reaches 50% of the registered capital. The transfer to this reserve must be made before distribution of any dividend to shareholders. For the year ended 31 December 2006, the Company transferred RMB2,534 million (2005: RMB2,570 million), being 10% of the years net profit determined in accordance with the PRC accounting rules and regulations, to this reserve. |
According to the Companys Articles of Association, the Directors authorised, subject to shareholders approval, the transfer of RMB5,068 million for the year ended 31 December 2006 (2005: RMB6,939 million), being 20% (2005: 27%) of the years net profit determined in accordance with the PRC accounting rules and regulations, to a discretionary surplus reserve.
The statutory and discretionary surplus reserves are non-distributable other than liquidation and can be used to make good of previous years losses, if any, and may be utilised for business expansion or converted into share capital by issuing new shares to existing shareholders in proportion to their shareholdings or by increasing the par value of the shares currently held by them, provided that the remaining reserve balance after such issue is not less than 25% of the registered capital.
118 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
19. | RESERVES (continued) |
Note:
(iv) | According to the Companys Articles of Association, the Company was required to transfer 5% to 10% of its net profit, as determined in accordance with the PRC accounting rules and regulations, to a statutory common welfare fund. This fund can only be utilised on capital items for the collective benefits of the Companys employees such as construction of dormitories, canteen and other staff welfare facilities. This fund is non- distributable other than on liquidation. The transfer to this fund must be made before distribution of any dividend to shareholders. For the year ended 31 December 2005, the Directors authorised the transfer of RMB1,285 million, being 5% of the years net profit determined in accordance with the PRC accounting rules and regulations, to this fund. |
Pursuant to the revision of the PRC Company Law, companies with limited liabilities and companies limited by shares are no longer required to make annual profit appropriation to the statutory common welfare fund commencing on 1 January 2006. The opening balance of the Groups statutory common welfare fund as at 1 January 2006 was transferred to the surplus reserves in accordance with Notice on accounting issue relating to the implementation of the Company Law of the PRC issued by the Ministry of Finance.
(v) | According to the Companys Articles of Association, the amount of retained earnings available for distribution to shareholders of the Company is the lower of the amount determined in accordance with the PRC accounting rules and regulations and the amount determined in accordance with IFRS. At 31 December 2006, the amount of retained earnings available for distribution was RMB13,249 million (2005: RMB7,858 million), being the amount determined in accordance with IFRS. Final dividend of approximately RMB6,820 million in respect of the financial year 2006 proposed after the balance sheet date has not been recognised as a liability at the balance sheet date (Note 29). |
20. | OPERATING REVENUES |
Operating revenues represent revenues from the provision of wireline telecommunications services. The components of the Groups operating revenues are as follows:
The Group | ||||||
Note | 2006 RMB millions |
2005 RMB millions | ||||
Upfront connection fees |
(i) | 4,971 | 6,781 | |||
Upfront installation fees |
(ii) | 2,913 | 2,970 | |||
Monthly fees |
(iii) | 28,973 | 30,351 | |||
Local usage fees |
(iv) | 46,188 | 47,624 | |||
DLD |
(iv) | 25,517 | 25,993 | |||
ILD |
(iv) | 3,140 | 3,407 | |||
Internet |
(v) | 23,630 | 17,862 | |||
Managed data |
(vi) | 3,031 | 2,958 | |||
Interconnections |
(vii) | 14,095 | 12,838 | |||
Leased line |
(viii) | 4,503 | 4,464 | |||
Value-added services |
(ix) | 14,133 | 9,976 | |||
Others |
(x)
|
3,999
|
4,086
| |||
175,093
|
169,310
| |||||
Note:
(i) | Represent the amortised amount of the upfront fees received for initial activation of wireline services. |
(ii) | Represent the amortised amount of the upfront fees received for installation of wireline services. |
(iii) | Represent amounts charged to customers each month for their use of the Groups telephone services. |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
119 |
Notes to the Financial Statements
for the year ended 31 December 2006
20. | OPERATING REVENUES (continued) |
Note:
(iv) | Represent usage fees charged to customers for the provision of telephone services. |
(v) | Represent amounts charged to customers for the provision of Internet access services. |
(vi) | Represent amounts charged to customers for the provision of managed data transmission services. |
(vii) | Represent amounts charged to domestic and foreign telecommunications operators for delivery of voice and data traffic connecting to the Groups wireline telecommunications networks. |
(viii) | Represent primarily lease income from other domestic telecommunications operators and business customers for the usage of the Groups wireline telecommunications networks and is measured by the number of lines leased and the agreed upon rate per line leased. |
(ix) | Represent amounts charged to customers for provision of wireline value-added services, which comprise primarily caller ID services, short messaging services, ring tone services, integrated information services and telephone information services. |
(x) | Represent primarily revenues from sale and repairs and maintenance of customer-end equipment, and constructions of telecommunications network and infrastructure for customers. |
21. | PERSONNEL EXPENSES |
Personnel expenses are attributable to the following functions:
The Group | ||||
2006
|
2005
| |||
Network operations and support |
17,529 | 17,459 | ||
Selling, genera land administrative
|
8,490
|
7,501
| ||
26,019
|
24,960
| |||
22. | OTHER OPERATING EXPENSES |
Other operating expenses consist of:
The Group | |||||||
Note | 2006 RMB millions |
2005 RMB millions | |||||
Interconnection charges |
(i | ) | 6,212 | 5,473 | |||
Donations |
23 | 21 | |||||
Others |
20 | 24 | |||||
6,255 | 5,518 | ||||||
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 wireline telecommunications networks. |
120 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
23. | TOTAL OPERATING EXPENSES |
Total operating expenses for the year ended 31 December 2006 include auditors remuneration of RMB61 million (2005: RMB46 million).
24. | NET FINANCE COSTS |
Net finance costs comprise:
The Group | ||||
2006
|
2005
| |||
Interest expense incurred |
5,795 | 6,763 | ||
Less: Interest expense capitalized*
|
(716)
|
(1,062)
| ||
Net interest expense |
5,079 | 5,701 | ||
Interest income |
(326) | (243) | ||
Foreign exchange losses |
60 | 42 | ||
Foreign exchange gains |
(146)
|
(605)
| ||
4,667
|
4,895
| |||
* Interest expense was capitalized in construction in progress at the following rates per annum |
1.9%5.0%
|
2.1%5.1%
|
25. | INCOME TAX |
Income tax in the consolidated income statement comprises:
The Group | ||||
2006
|
2005
| |||
Provision for PRC income tax |
6,661 | 5,927 | ||
Deferred taxation PRC (Note 8) |
93
|
233
| ||
6,754
|
6,160
|
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
121 |
Notes to the Financial Statements
for the year ended 31 December 2006
25. | INCOME TAX (continued) |
A reconciliation of the expected tax with the actual tax expense is as follows:
The Group | ||||||||
Note | 2006 RMB millions |
2005 RMB millions | ||||||
Profit before taxation |
33,979
|
34,114
| ||||||
Expected PRC income tax expense at statutory |
(i) | 11,213 | 11,258 | |||||
Differential tax rate on subsidiaries income |
(i) | (1,714) | (1,689) | |||||
Non-deductible expenses |
(ii) | 657 | 720 | |||||
Non-taxable income |
(iii) | (1,989) | (2,651) | |||||
Tax credit for domestic equipment purchases |
(1,413)
|
(1,478)
| ||||||
Income tax |
6,754
|
6,160
| ||||||
Note:
(i) | The provision for PRC current income tax is based on a statutory rate of 33% of the assessable income of the Group as determined in accordance with the relevant income tax rules and regulations of the PRC, except for certain subsidiaries of the Company which are taxed at preferential rates ranging from 7.5% to 15%. |
(ii) | Amounts represent personnel and other miscellaneous expenses in excess of statutory deductible limits for tax purpose. |
(iii) | Amounts primarily represent connection fees received from customers which are not subject to income tax. |
122 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
26. | DIRECTORS AND SUPERVISORS REMUNERATION |
The following table sets out the remuneration received or receivable by the Companys directors and supervisors:
Directors/ RMB |
Salaries, RMB |
Discretionary bonuses RMB thousands |
Retirement scheme contributions RMB thousands |
Share-based payments RMB thousands |
Total RMB | |||||||
2006 |
||||||||||||
Executive directors |
||||||||||||
Wang Xiaochu |
| 324 | 745 | 64 | | 1,133 | ||||||
Leng Rongquan |
| 291 | 671 | 58 | | 1,020 | ||||||
Wu Andi |
| 276 | 633 | 54 | 314 | 1,277 | ||||||
Zhang Jiping |
| 276 | 633 | 54 | 314 | 1,277 | ||||||
Huang Wenlin |
| 276 | 633 | 54 | 314 | 1,277 | ||||||
Li Ping |
| 276 | 633 | 54 | 314 | 1,277 | ||||||
Wei Leping |
| 108 | 107 | 22 | 162 | 399 | ||||||
Yang Jie |
| 276 | 633 | 52 | | 961 | ||||||
Sun Kangmin |
| 276 | 633 | 53 | | 962 | ||||||
Independent non-executive |
||||||||||||
Zhang Youcai |
150 | | | | | 150 | ||||||
Vincent Lo Hong Sui |
200 | | | | | 200 | ||||||
Shi Wanpeng |
150 | | | | | 150 | ||||||
Xu Erming |
150 | | | | | 150 | ||||||
Tse Hau Yin |
500 | | | | | 500 | ||||||
Supervisors |
||||||||||||
Zhang Xiuqin |
| 142 | 218 | 50 | 236 | 646 | ||||||
Li Jian |
| 131 | 174 | 40 | 170 | 515 | ||||||
Xu Cailiao |
| 109 | 188 | 36 | 144 | 477 | ||||||
Ma Yuzhu |
| 173 | 263 | 50 | 236 | 722 | ||||||
Independent supervisor |
||||||||||||
Zhu Lihao |
75
|
|
|
|
|
75
| ||||||
1,225
|
2,934
|
6,164
|
641
|
2,204
|
13,168
|
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
123 |
Notes to the Financial Statements
for the year ended 31 December 2006
26. | DIRECTORS AND SUPERVISORS REMUNERATION (continued) |
The following table sets out the remuneration received or receivable by the Companys directors and supervisors (continued):
Directors/ RMB
|
Salaries, RMB
|
Discretionary RMB
|
Retirement RMB
|
Share-based RMB
|
Total RMB
| |||||||
2005 |
||||||||||||
Executive directors |
||||||||||||
Wang Xiaochu |
| 304 | 33 | 61 | | 398 | ||||||
Leng Rongquan |
| 274 | 30 | 55 | | 359 | ||||||
Wu Andi |
| 259 | 251 | 51 | 278 | 839 | ||||||
Zhang Jiping |
| 259 | 251 | 51 | 278 | 839 | ||||||
Huang Wenlin |
| 259 | 251 | 51 | 278 | 839 | ||||||
Li Ping |
| 259 | 251 | 51 | 278 | 839 | ||||||
Wei Leping |
| 259 | 251 | 51 | 278 | 839 | ||||||
Yang Jie |
| 259 | 191 | 49 | | 499 | ||||||
Sun Kangmin |
| 258 | 191 | 50 | | 499 | ||||||
Cheng Xiyuan |
| 159 | 475 | 13 | 232 | 879 | ||||||
Feng Xiong |
| 182 | 487 | 57 | 232 | 958 | ||||||
Independent non-executive |
||||||||||||
Zhang Youcai |
130 | | | | | 130 | ||||||
Vincent Lo Hong Sui |
208 | | | | | 208 | ||||||
Shi Wanpeng |
130 | | | | | 130 | ||||||
Xu Erming |
50 | | | | | 50 | ||||||
Tse Hau Yin |
173 | | | | | 173 | ||||||
Supervisors |
||||||||||||
Zhang Xiuqin |
| 130 | 262 | 44 | 209 | 645 | ||||||
Li Jian |
| 32 | 78 | 12 | 151 | 273 | ||||||
Xu Cailiao |
| 23 | 63 | 10 | 128 | 224 | ||||||
Ma Yuzhu |
| 43 | 87 | 15 | 209 | 354 | ||||||
Li Jing |
| 53 | 104 | 13 | | 170 | ||||||
Xie Songguang |
| 70 | 120 | 16 | | 206 | ||||||
Wang Huanhui |
10 | | | | | 10 | ||||||
Independent supervisor |
||||||||||||
Zhu Lihao |
60
|
|
|
|
|
60
| ||||||
761
|
3,082
|
3,376
|
650
|
2,551
|
10,420
|
124 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
27. | INDIVIDUALS WITH HIGHEST EMOLUMENTS |
Of the five highest paid individuals of the Group for the year ended 31 December 2006, all of them were directors of the Company and their remuneration has been disclosed in Note 26. Of the five highest paid individuals of the Group for the year ended 31 December 2005, four of them were directors of the Company and whose remuneration was disclosed in Note 26. For the year ended 31 December 2005, the Groups remaining highest paid individual was not a director or a supervisor of the Company and whose remuneration included salaries, allowances and benefits in kind of RMB850 thousands and retirement benefits of RMB82 thousands.
None of these employees received any inducements or compensation for loss of office, or waived any emoluments during the periods presented.
28. | PROFIT ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY |
The consolidated profit attributable to equity holders of the Company includes a profit of RMB19,276 million (2005: RMB18,451 million) which has been dealt with in the stand-alone financial statements of the Company.
29. | DIVIDENDS |
Pursuant to a resolution passed at the Directors meeting on 26 March 2007, a final dividend of equivalent to HK$0.085 per share totalling approximately RMB6,820 million for the year ended 31 December 2006 was proposed for shareholders approval at the Annual General Meeting. The dividend has not been provided for in the consolidated financial statements for the year ended 31 December 2006.
Pursuant to the shareholders approval at the Annual General Meeting held on 23 May 2006, a final dividend of RMB0.077637 (equivalent to HK$0.075) per share totalling RMB6,283 million in respect of the year ended 31 December 2005 was declared, which was paid on 15 June 2006.
Pursuant to the shareholders approval at the Annual General Meeting held on 25 May 2005, a final dividend of RMB0.069139 (equivalent to HK$0.065) per share totalling RMB5,596 million in respect of the year ended 31 December 2004 was declared, which was paid on 23 June 2005.
30. | BASIC EARNINGS PER SHARE |
The calculation of basic earnings per share for the years ended 31 December 2006 and 2005 is based on the profit attributable to equity holders of the Company of RMB27,142 million and RMB27,912 million, respectively, divided by 80,932,368,321 shares.
The amount of diluted earnings per share is not presented as there were no dilutive potential ordinary shares in existence for all periods presented.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
125 |
Notes to the Financial Statements
for the year ended 31 December 2006
31. | COMMITMENTS AND CONTINGENCIES |
Operating lease commitments
The Group leases business premises through non-cancelable operating leases. These operating leases do not contain provisions for contingent lease rentals. None of the rental agreements contain escalation provisions that may require higher future rental payments nor impose restrictions on dividends, additional debt and/or further leasing. The Company does not have significant operating lease commitments.
As at 31 December 2006 and 2005, the Groups future minimum lease payments under non-cancelable operating leases having initial or remaining lease terms of more than one year were as follows:
2006 | 2005 | |||
RMB millions |
RMB millions | |||
Within1 year |
468 | 326 | ||
Between 1 to 2 years |
315 | 195 | ||
Between 2 to 3 years |
266 | 134 | ||
Between 3 to 4 years |
223 | 119 | ||
Between 4 to 5 years |
172 | 108 | ||
Thereafter |
329 | 180 | ||
Total minimum lease payments |
1,773 | 1,062 | ||
Total rental expense in respect of operating leases charged to the consolidated income statement for the year ended 31 December 2006 was RMB1,262 million (2005: RMB1,208 million).
Capital commitments
As at 31 December 2006 and 2005, the Group and the Company had capital commitments as follows:
The Group | TheCompany | |||||||
2006 RMB
|
2005 RMB
|
2006 RMB
|
2005 RMB
| |||||
Authorised and contracted for Properties |
570 | 513 | 113 | 148 | ||||
Telecommunicationsnetwork plant and equipment |
2,832
|
2,278
|
3
|
16
| ||||
3,402
|
2,791
|
116
|
164
| |||||
Authorised but not contracted for Properties |
1,622 | 1,896 | 165 | 110 | ||||
Telecommunications network plant and equipment |
5,590
|
3,047
|
6
|
15
| ||||
7,212
|
4,943
|
171
|
125
|
126 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
31. | COMMITMENTS AND CONTINGENCIES (continued) |
Contingent liabilities
(a) | The Company and the Group were advised by their PRC lawyers that, except for liabilities arising out of or relating to the businesses of the Predecessor Operations and the Acquired Groups transferred to the Company in connection with the Restructuring and the Acquisitions, no other liabilities were assumed by the Company or the Group, and the Company or the Group are not jointly and severally liable for other debts and obligations incurred by China Telecom Group prior to the Restructuring and the Acquisitions. |
(b) | As at 31 December 2006 and 2005, the Group did not have contingent liabilities in respect of guarantees given to banks in respect of banking facilities granted to other parties, or other forms of contingent liabilities. |
As at 31 December 2006, the Companys undiscounted maximum amount of potential future payments under guarantees given to banks in respect of banking facilities granted to subsidiaries was RMB1,649 million (2005: RMB1,497 million).
Legal | contingencies |
The Group is a defendant in certain lawsuits as well as the named party in other proceedings arising in the ordinary course of business. While the outcome of such contingencies, lawsuits or other proceedings cannot be determined at present, management believes that any resulting liabilities will not have a material adverse effect on the financial position or operating results of the Group.
32. | CONCENTRATION OF RISKS |
Credit | and concentration risks |
The carrying amounts of cash and cash equivalents, time deposits, accounts receivable and other receivables represent the Groups maximum exposure to credit risk in relation to financial assets. The majority of the Groups accounts receivable relate to provision of telecommunications services to residential and corporate customers operating in various industries. The Group performs ongoing credit evaluations of its customers financial condition and generally does not require collateral on accounts receivable.
The Group has a diversified base of customers. No single customer contributed more than 10% of revenues for the periods presented.
The Group does not have concentrations of available sources of labour, services, franchises, licenses or other rights that could, if suddenly eliminated, severely impact its operations. The Group places its cash with several large state-owned financial institutions in the PRC.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
127 |
Notes to the Financial Statements
for the year ended 31 December 2006
32. | CONCENTRATION OF RISKS (continued) |
Business and economic risks
The Group conducts its principal operations in the PRC and accordingly is subject to special considerations and significant risks not typically associated with companies operating in United States and Western Europe. These include risks associated with, among others, the political, economic, legal environment and social uncertainties in the PRC, influence of the Ministry of Information Industry over certain aspects of the Groups operations and competition in the telecommunications industry. In addition, the ability to negotiate and implement specific business development projects in a timely and favourable manner may be impacted by political considerations unrelated to or beyond the control of the Group. Although the PRC government has been pursuing economic reform policies for the past two decades, no assurance can be given that the PRC government will continue to pursue such policies or that such policies may not be significantly altered. There is also no guarantee that the PRC governments pursuit of economic reforms will be consistent or effective and as a result, changes in the rate or method of taxation, reduction in tariff protection and other import restrictions, and changes in State policies and regulations affecting the telecommunications industry may have a negative impact on the Groups operating results and financial condition.
The Groups wireline telecommunications networks interconnect with the networks of other state-owned telecommunications operators. The Group also leases wireline telecommunications networks to these operators in the normal course of business. The interconnection and leased line charges are regulated by the Ministry of Information Industry. The extent of the Groups interconnection and leased line transactions with other state-owned telecommunications operators in the PRC is as follows:
2006 | 2005 | |||
RMB
|
RMB
| |||
Interconnection revenues |
12,035 | 10,947 | ||
Interconnection charges |
3,405 | 2,643 | ||
Leased line revenues |
1,088
|
2,020
|
Currency risk
Substantially all of the revenue-generating operations of the Group are transacted in RMB, which is not fully convertible into foreign currencies. On 1 January 1994, the PRC government abolished the dual rate system and introduced a single rate of exchange as quoted by the Peoples Bank of China. However, the unification of the exchange rate does not imply convertibility of RMB into United States dollars or other foreign currencies. All foreign exchange transactions must take place either through the Peoples Bank of China or other institutions authorised to buy and sell foreign exchange or at a swap center. Approval of foreign currency payments by the Peoples Bank of China or other institutions requires submitting a payment application form together with suppliers invoices, shipping documents and signed contracts.
On 21 July 2005, the Peoples Bank of China announced that the PRC government reformed the exchange rate regime by adopting a managed floating exchange rate regime based on market supply and demand with reference to a basket of currencies.
Interest rate risk
The interest rates and terms of repayment of the Groups debts are disclosed in Note 13.
128 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
33. | 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 exercise 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) | Transactions with China Telecom Group |
The Group is a part of a large group of companies under China Telecom, a company owned by the PRC government, and has significant transactions and relationships with members of China Telecom. Because of these relationships, it is possible that the terms of these transactions are not the same as those that would result from transactions among unrelated parties.
The principal transactions with China Telecom Group which were carried out in the ordinary course of business are as follows:
2006 | 2005 | |||||
Note
|
RMB
|
RMB
| ||||
Purchases of telecommunications equipment and materials |
(i) | 155 | 267 | |||
Construction, engineering and information technology services |
(ii) | 8,216 | 6,575 | |||
Provision of community services |
(iii) | 2,378 | 2,632 | |||
Provision of ancillary services |
(iv) | 3,238 | 2,456 | |||
Provision of comprehensive services |
(v) | 1,143 | 425 | |||
Operating lease expenses |
(vi) | 364 | 386 | |||
Centralised service expenses |
(vii) | 306 | 275 | |||
Interconnection revenues |
(viii) | 179 | 183 | |||
Interconnection charges |
(viii) | 750 | 725 | |||
Interest on amounts due to and loans from China Telecom Group |
(ix)
|
2,361
|
2,849
|
Note:
(i) | Represent commission paid and payable for procurement services provided by China Telecom Group. |
(ii) | Represent network construction, engineering and information technology services provided by China Telecom Group. |
(iii) | Represent amounts paid and payable to China Telecom Group in respect of cultural, educational, hygiene and other community services. |
(iv) | 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. |
(v) | Represent amounts paid and payable to entities of China Telecom Group which were not within the scope of other related party service agreements in respect of services for procurement of telecommunications equipment, network design, software upgrade, system integration and manufacturing of calling cards. |
(vi) | Represent amounts paid and payable to China Telecom Group for leases of business premises and inter- provincial transmission optic fibres. |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
129 |
Notes to the Financial Statements
for the year ended 31 December 2006
33. | RELATED PARTY TRANSACTIONS (continued) |
(a) | Transactions with China Telecom Group (continued) |
Note:
(vii) | Represent net amount charged by China Telecom Group for costs associated with common corporate services and international telecommunications facilities. |
(viii) | Represent amounts charged from/to China Telecom for interconnection of domestic long distance telephone calls. |
(ix) | Represent interest paid and payable to China Telecom Group with respect to the amounts due to China Telecom and loans from China Telecom Group (Note 13). |
Amounts due from/to China Telecom Group included in the following balances are summarised as follows:
2006 | 2005 | |||
RMB | RMB | |||
millions | Millions | |||
Accounts receivable |
136 | 224 | ||
Prepayments and other current assets |
548 | 606 | ||
Total amounts due from China Telecom Group |
684 | 830 | ||
Accounts payable |
6,482 | 6,886 | ||
Accrued expenses and other payables |
1,982 | 4,534 | ||
Short-term debt |
23,766 | 20,384 | ||
Long-term debt |
30,150 | 40,150 | ||
Total amountsdue to China Telecom Group |
62,380 | 71,954 |
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 term and conditions associated with short-term debt and long-term debt payable to China Telecom Group are set out in Note 13.
As at 31 December 2006 and 2005, no material impairment losses for bad and doubtful debts was recorded in respect of amounts due from China Telecom Group.
On 30 August 2006, the Company entered into a strategic agreement (the Agreement) with China Communication Services Corporation Limited (CCS), a company under the control of China Telecommunication Corporation. The Agreement was approved by the Companys independent shareholders at an Extraordinary General Meeting held on 25 October 2006. The Agreement will be effective from 1 January 2007 to 31 December 2009, pursuant to which the Companys subsidiaries in the Shanghai, Guangdong, Zhejiang, Fujian, Hubei and Hainan regions will, on an annual basis, procure design, construction and engineering services provided by CCS for at least 12.5% of these subsidiaries capital expenditure. In return, CCS agreed to provide an additional price discount of at least 5% for the above services. In addition, the above subsidiaries will also procure facilities management services provided by CCS of not less than RMB1,330 million during the effective period of the Agreement.
130 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
33. | 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:
2006 | 2005 | |||
RMB | RMB | |||
thousands | Thousands | |||
Short-term employee benefits |
10,323 | 7,219 | ||
Post-employment benefits |
641 | 650 | ||
Equity-based compensation benefits |
2,204 | 2,551 | ||
13,168 | 10,420 |
The above remuneration is included in personnel expenses.
(c) | Contributions to post-employment benefit plans |
The Group participates in various defined contribution post-employment benefit plans organised by municipal and provincial governments for its employees. Further details of the Groups post- employment benefit plans are disclosed in Note 34.
(d) | Transactions with other state-owned entities in the PRC |
The Group is a state-controlled public utilities enterprise and operates in an economic regime currently dominated by entities directly or indirectly controlled by the State through government authorities, agencies, affiliations and other organisations (collectively referred to as state- controlled entities).
Apart from transactions with parent company and its affiliates, the Group have transactions with other state-controlled entities which include but not limited to the following:
sales and purchases of goods, properties and other assets
rendering and receiving services
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 state-controlled. 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 state-controlled entities or not.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
131 |
Notes to the Financial Statements
for the year ended 31 December 2006
33. | RELATED PARTY TRANSACTIONS (continued) |
(d) | Transactions with other state-owned entities in the PRC (continued) |
Having considered the transactions potentially affected by related party relationships, the entitys pricing strategy, procurement policies and approval processes, and the information that would be necessary for an understanding of the potential effect of the related party relationship on the financial statements, the directors are of the opinion that the following related party transactions require disclosure of numeric details:
(i) | Transactions with other state-controlled telecommunications operators in the PRC |
The Groups wireline telecommunications networks interconnect with the networks of other state-controlled telecommunications operators. The Group also leases wireline telecommunications networks to these operators in the normal course of business. The interconnection and leased line charges are regulated by the Ministry of Information Industry. The extent of the Groups interconnection and leased line transactions with other state- controlled telecommunications operators in the PRC is disclosed in Note 32.
Amounts due from/to other state-controlled telecommunications operators in the PRC included in the following balances are summarised as follows:
2006 | 2005 | |||
RMB | RMB | |||
millions | Millions | |||
Accounts receivable |
1,791 | 1,786 | ||
Prepayments and other current assets |
242 | 397 | ||
Total amounts due from other sate-controlled telecommunications operators in the PRC |
2,033 | 2,183 | ||
Accounts payable |
63 | 67 | ||
Accrued expenses and other payables |
181 | 243 | ||
Total amounts due to other sate-controlled telecommunications operators in the PRC |
244 | 310 |
Amounts due from/to other state-controlled telecommunications operators in the PRC bear no interest, are unsecured and are repayable in accordance with normal commercial terms.
As at 31 December 2006 and 2005, there were no material impairment losses for bad and doubtful debts in respect of amounts due from other state-controlled telecommunications operators in the PRC.
132 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
33. | RELATED PARTY TRANSACTIONS (continued) |
(d) | Transactions with other state-owned entities in the PRC (continued) |
(ii) | Transactions with state-controlled banks |
The Group deposits its cash balances with several state-controlled banks in the PRC and obtains short-term and long-term loans from these banks in the ordinary course of business. The interest rates of the bank deposits and loans are regulated by the Peoples Bank of China. The Groups interest income earned from deposits with and interest expenses incurred on loans from state-controlled banks in the PRC are as follows:
2006 | 2005 | |||
RMB | RMB | |||
millions | millions | |||
Interest income |
326 | 243 | ||
Interest expense |
2,993 | 3,861 |
The amounts of cash deposited with and loans from sate-controlled banks in the PRC are Summarized as follows:
2006 | 2005 | |||
RMB | RMB | |||
millions | millions | |||
Cash at bank |
10,475 | 11,572 | ||
Time deposits with maturity within three months |
7,705 | 3,538 | ||
Time deposits with maturity over three months |
119 | 292 | ||
Total deposits with state-controlled banks in the PRC |
18,299 | 15,402 | ||
Short-term loans |
35,750 | 45,704 | ||
Long-term loans |
15,347 | 24,584 | ||
Total loans with state-controlled banks in the PRC |
51,097 | 70,288 |
Further details of the interest rates and repayment terms of loans from state-controlled banks are set out in Note 13.
The directors believe the above information provides meaningful disclosure of related party transactions.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
133 |
Notes to the Financial Statements
for the year ended 31 December 2006
34. | POST-EMPLOYMENT BENEFITS PLANS |
As stipulated by the regulations of the PRC, the Group participates in various defined contribution retirement plans organised by municipal 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 year ended 31 December 2006 were RMB2,374 million (2005: RMB2,258 million).
The amount payable for contributions to defined contribution retirement plans as at 31 December 2006 was RMB522 million (2005: RMB591 million).
35. | STOCK APPRECIATION RIGHTS |
The Group implemented a stock appreciation rights plan for members of its management to provide incentives to these employees. Under this plan, stock appreciation rights are granted in units with each unit representing one H share. No shares will be issued under the stock appreciation rights plan. Upon exercise of the stock appreciation rights, a recipient will receive, subject to any applicable withholding tax, a cash payment in RMB, translated from the Hong Kong dollar amount equal to the product of the number of stock appreciation rights exercised and the difference between the exercise price and market price of the Companys H shares at the date of exercise based on the applicable exchange rate between RMB and Hong Kong dollar at the date of the exercise. The Company recognises compensation expense of the stock appreciation rights over the applicable vesting period.
In March 2003, the Companys compensation committee approved the granting of 276.5 million stock appreciation right units to eligible employees. Under the terms of this grant, all stock appreciation rights had a contractual life of six years from date of grant and an exercise price of HK$1.48 per unit. A recipient of stock appreciation rights may not exercise the rights in the first 18 months after the date of grant. As at each of the third, fourth, fifth and sixth anniversary of the date of grant, the total number of stock appreciation rights exercisable may not in aggregate exceed 25%, 50%, 75% and 100%, respectively, of the total stock appreciation rights granted to such person.
In April 2005, the Companys compensation committee approved the granting of 560.0 million stock appreciation right units to eligible employees. Under the terms of this grant, all stock appreciation rights had a contractual life of six years from date of grant and an exercise price of HK$2.78 per unit. A recipient of stock appreciation rights may not exercise the rights in the first 24 months after the date of grant. As at each of the third, fourth, fifth and six anniversary of the date of grant, the total number of stock appreciation rights exercisable may not in aggregate exceed 25%, 50%, 75% and 100%, respectively, of the total stock appreciation rights granted to such person.
In January 2006, the Companys compensation committee approved the granting of 837.3 million stock appreciation right units to eligible employees. Under the terms of this grant, all stock appreciation rights had a contractual life of six years from date of grant and an exercise price of HK$2.85 per unit. A recipient of stock appreciation rights may not exercise the rights in the first 24 months after the date of grant. As at each of the third, fourth, fifth and six anniversary of the date of grant, the total number of stock appreciation rights exercisable may not in aggregate exceed 25%, 50%, 75% and 100%, respectively, of the total stock appreciation rights granted to such person.
134 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
35. | STOCK APPRECIATION RIGHTS (continued) |
During the year ended 31 December 2006, 67 million (2005: 70 million) stock appreciation right units were exercised. For the year ended 31 December 2006, compensation expense recognised by the Group in respect of stock appreciation rights was RMB514 million (2005: RMB81 million).
As at 31 December 2006, the carrying amount of liability arising from stock appreciation rights was RMB574 million (2005: RMB129 million). As at 31 December 2006, the intrinsic value of the vested stock appreciation rights outstanding was nil (2005: RMB0.4 million).
36. | FAIR VALUES OF FINANCIAL INSTRUMENTS |
Financial assets of the Group include cash and cash equivalents, time deposits, investments, accounts receivable, amounts due from China Telecom Group, advances and other receivables. Financial liabilities of the Group include debts, accounts payable, amounts due to China Telecom Group, accrued expenses and other payables. The Group does not hold nor issue financial instruments for trading purposes.
The disclosures of the fair value estimates, methods and assumptions set forth below for the Groups financial instruments are made to comply with the requirements of IAS 32 and IAS 39, and should be read in conjunction with the Groups consolidated financial statements and related notes. The estimated fair value amounts have been determined by the Group using market information and valuation methodologies considered appropriate. However, considerable judgment is required to interpret market data to develop the estimates of fair values. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Group could realise in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.
The following summarises the major methods and assumptions used in estimating the fair values of the Groups financial instruments.
Long-term debt: The fair values of long-term indebtedness are estimated by discounting future cash flows using current market interest rates offered to the Group for debt with substantially the same characteristics and maturities. As at 31 December 2006 and 2005, the carrying amounts and fair values of the Groups long-term debt were as follows:
2006 | 2005 | |||||||
Carrying amount RMB millions |
Fair value RMB millions |
Carrying amount RMB millions |
Fair value RMB millions | |||||
Long-term debt
|
45,499
|
43,733
|
64,740
|
63,561
|
Except for available-for-sale equity securities which had fair value of RMB104 million as at 31 December 2006 (2005: RMB38 million) based on quoted price on a PRC stock exchange, the Groups long-term investments are unlisted equity interests for which no quoted market prices exist in the PRC. Accordingly, a reasonable estimate of their fair values could not be made without incurring excessive costs.
The fair values of all other financial instruments approximate their carrying amounts due to the short-term maturity of these instruments.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
135 |
Notes to the Financial Statements
for the year ended 31 December 2006
37. | ACCOUNTING ESTIMATES AND JUDGEMENTS |
The Groups financial position and results of operations are sensitive to accounting methods, assumptions and estimates that underlie the preparation of the consolidated financial statements. The Group bases the assumptions and estimates on historical experience and on other factors that the Group believes to be reasonable and which form the basis for making judgements about matters that are not readily apparent from other sources. On an on-going basis, management evaluates its estimates. Actual results may differ from those estimates as facts, circumstances and conditions change.
The selection of significant accounting policies, the judgements and other uncertainties affecting application of those policies and the sensitivity of reported results to changes in conditions and assumptions are factors to be considered when reviewing the consolidated financial statements. The significant accounting policies are set forth in Note 2. The Group believes the following significant accounting policies involve the most significant judgements and estimates used in the preparation of the consolidated financial statements.
Revenue recognition for upfront connection and installation fees
The Group defers the recognition of upfront fees for activation of wireline services and wireline installation fees and amortises such fees over the expected customer relationship period of ten years. The related direct incremental customer acquisition costs (including direct costs of installation) are also deferred and amortised over the same expected customer relationship period. The Group estimates the expected customer relationship period based on the historical customer retention experience with consideration of the expected level of future competition, the risk of technological or functional obsolescence of its services, technological innovation, and the expected changes in the regulatory and social environment. If the Groups estimate of the expected customer relationship period changes as a result of increased competition, changes in telecommunications technology or other factors, the amount and timing of recognition of deferred revenue and deferred customer acquisition costs would change for future periods. There have been no changes to the estimated customer relationship period for the years presented.
Impairment losses for bad and doubtful debts
The Group estimates impairment losses for bad and doubtful debts resulting from the inability of the customers to make the required payments. The Group bases its estimates on the aging of the accounts receivable balance, customer credit-worthiness, and historical write-off experience. If the financial condition of the customers were to deteriorate, actual write-offs might be higher than expected and could significantly affect the results of future periods.
136 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
37. | ACCOUNTING ESTIMATES AND JUDGEMENTS (continued) |
Impairment on long-lived assets
If circumstances indicate that the carrying amount of a long-lived asset may not be recoverable, the asset may be considered impaired, and an impairment loss would be recognised in accordance with accounting policy for impairment of long-lived assets as described in Note 2(l). The carrying amounts of long-lived assets are reviewed periodically in order to assess whether the recoverable amounts have declined below the carrying amounts. These assets are tested for impairment whenever events or changes in circumstances indicate that their recorded carrying amounts may not be recoverable. When such a decline has occurred, the carrying amount is reduced to recoverable amount. The recoverable amount is the greater of the net selling price and the value in use. When an asset does not generate cash flows largely independent of those from other assets, the recoverable amount is determined for the smallest group of assets that generates cash inflows independently (i.e. a cash-generating unit). It is difficult to precisely estimate selling price because quoted market prices for the Groups long-lived assets may not be readily available. In determining the value in use, expected future cash flows generated by the asset are discounted to their present value, which requires significant judgement relating to level of revenue and amount of operating costs. The Group uses all readily available information in determining an amount that is a reasonable approximation of recoverable amount, including estimates based on reasonable and supportable assumptions and projections of revenue and amount of operating costs. Changes in these estimates could have a significant impact on the carrying value of the assets and could result in additional impairment charge or reversal of impairment in future periods.
Depreciation
Property, plant and equipment are depreciated on a straight-line basis over the estimated useful lives of the assets, after taking into account their estimated residual value. The Group reviews the estimated useful lives and residual values of the assets annually in order to determine the amount of depreciation expense to be recorded during any reporting period. The useful lives and residual values are based on the Groups historical experience with similar assets and taking into account anticipated technological changes. The depreciation expense for future periods is adjusted if there are significant changes from previous estimates.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
137 |
Notes to the Financial Statements
for the year ended 31 December 2006
38. | POSSIBLE IMPACT OF AMENDMENTS, NEW STANDARDS AND INTERPRETATIONS ISSUED BUT NOT YET EFFECTIVE FOR THE ANNUAL ACCOUNTING PERIOD ENDED 31 DECEMBER 2006 |
Up to the date of issue of these financial statements, the IASB has issued the following amendments, new standards and interpretations which are not yet effective for the annual accounting period ended 31 December 2006 and which have not been adopted in these financial statements:
Effective for accounting | ||
IFRS 7, Financial instruments: disclosures |
1 January 2007 | |
IFRS 8, Operating segments |
1 January 2009 | |
IFRIC 7, Applying the restatement approach under IAS 29, Financial reporting in hyperinflationary economies |
1 March 2006 | |
IFRIC 8, Scope of IFRS 2 |
1 May 2006 | |
IFRIC 9, Reassessment of embedded derivatives |
1 June 2006 | |
IFRIC 10, Interim financial reporting and impairment |
1 November 2006 | |
IFRIC 11, IFRS 2 Group and treasury share transactions |
1 March 2007 | |
IFRIC 12, Service concession arrangements |
1 January 2008 | |
Amendment to IAS 1, Presentation of financial statements: capital disclosures |
1 January 2007 | |
Revised guidance on Implementing IFRS 4 |
1 January 2007 |
The Group is in the process of making an assessment of what the impact of these amendments, new standards and new interpretations is expected to be in the period of initial application. So far the Group believes that the adoption of the above amendments, revised guidance, new standards and new interpretations is unlikely to have a significant impact on the Groups results of operations and financial position.
138 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
39. | NON-ADJUSTING POST BALANCE SHEET EVENT |
On 16 March 2007, the Fifth Plenary Session of the Tenth National Peoples Congress passed the Corporate Income Tax Law of the Peoples Republic of China (new tax law), which will take effect on 1 January 2008. According to the new tax law, the corporate income tax rate for entities other than certain high-tech enterprises and small-scale enterprises earning a small profit, as defined in the new tax law, will be revised to 25%. In addition, entities that are currently taxed at preferential rates will be subject to a five-year transition period during which the tax rates will gradually be increased to the unified rate of 25% from 1 January 2008. As a result of the new tax law, it is expected that the income tax rate applicable to the Company and certain of its subsidiaries will be reduced from 33% to 25% from 1 January 2008. However, since the detailed implementation rules as to how the existing preferential rates will gradually be increased to the unified rate of 25% over the five-year transition period have not been formulated and promulgated, management is not yet in a position to estimate the impact of the new tax law on the deferred tax assets and liabilities of certain subsidiaries which are being taxed at preferential rates. The financial effect of the new tax law, if any, will be reflected in the Groups 2007 financial statements. The enactment of the new tax law is not expected to have any financial effect on the amounts accrued in the balance sheet in respect of current tax payable.
40. | PARENT AND ULTIMATE HOLDING COMPANY |
The parent and ultimate holding company of the Group as at 31 December 2006 is China Telecommunications Corporation, a state-owned enterprise established in the PRC. This entity does not produce financial statements available for public use.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
139 |
Supplementary Information for American Depositary Shareholders
The Groups accounting policies conform with IFRS which differ in certain significant respects from accounting principles generally accepted in the United States of America (US GAAP). The significant differences are set out below.
(a) | Revaluation of property, plant and equipment |
In connection with the Restructuring, the property, plant and equipment of the Companys predecessor operations were revalued as at 31 December 2001. The net revaluation deficit was reflected in the consolidated financial statements as at 31 December 2001. Such revaluation resulted in an increase directly to equity of RMB4,154 million with respect to the increase in carrying amount of certain property, plant and equipment above their historical cost bases, and a charge to income of RMB11,930 million with respect to the reduction in carrying amount of certain property, plant and equipment below their historical cost bases.
In connection with the First Acquisition, the property, plant and equipment of the First Acquired Group were revalued as at 31 December 2002. The net revaluation deficit was reflected in the consolidated financial statements as at 31 December 2002. Such revaluation resulted in an increase directly to equity of RMB760 million with respect to the increase in carrying amount of certain property, plant and equipment above their historical cost bases, and a charge to income of RMB14,690 million with respect to the reduction in carrying amount of certain property, plant and equipment below their historical cost bases.
In connection with the Second Acquisition, the property, plant and equipment of the Second Acquired Group were revalued as at 31 December 2003. The net revaluation deficit was reflected in the consolidated financial statements as at 31 December 2003. Such revaluation resulted in an increase directly to equity of RMB1,537 million with respect to the increase in carrying amount of certain property, plant and equipment above their historical cost bases, and a charge to income of RMB14,832 million with respect to the reduction in carrying amount of certain property, plant and equipment below their historical cost bases.
In accordance with Groups accounting policy, the property, plant and equipment of the Group were revalued as at 31 December 2004. The net revaluation deficit was reflected in the consolidated financial statements as at 31 December 2004. Such revaluation resulted in an increase directly to equity of RMB1,233 million with respect to the increase in carrying amount of certain property, plant and equipment above their historical cost bases, and a charge to income of RMB1,262 million with respect to the reduction in carrying amount of certain property, plant and equipment below their historical cost bases.
140 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
Under US GAAP, property, plant and equipment are stated at their historical cost less accumulated depreciation unless an impairment loss has been recorded. An impairment loss on property, plant and equipment is recorded under US GAAP if the carrying amount of such asset exceeds its future undiscounted cash flows resulting from the use of the asset and its eventual disposition. The future undiscounted cash flows of the Groups property, plant and equipment, whose carrying amount was reduced as a result of the above revaluations, exceed the historical cost carrying amount of such property, plant and equipment and, therefore, impairment of such assets is not appropriate under US GAAP. Accordingly, the revaluation reserve recorded directly to equity and the charges to income recorded under IFRS as a result of the above revaluations, are reversed for US GAAP purposes.
However, as a result of the tax deductibility of the net revaluation deficit, a deferred tax liability related to the net revaluation deficit is created under US GAAP with a corresponding decrease in equity.
(b) | Disposal of revalued property, plant and equipment |
Under IFRS, on disposal of a revalued asset, the related revaluation surplus is transferred from the revaluation reserve to retained earnings. Under US GAAP, the gain and loss on disposal of an asset is determined with reference to the assets historical cost carrying amount and included in current earnings.
(c) | Effect of change in tax rate |
Under IFRS, the effect of a change in tax rate that results in a change in the carrying amounts of deferred tax assets and liabilities is charged or credited directly to equity, to the extent that such deferred tax assets and liabilities were previously charged or credited to equity upon initial recognition. Under US GAAP, the effect of a change in tax rate for all items of deferred tax assets and liabilities is recorded in the income statement.
(d) | Minority interests |
Under IFRS, minority interests at the balance sheet date are presented in the consolidated balance sheet within equity, separately from the equity attributable to the equity shareholders of the Company, and minority interests in the results of the Group for the period are presented on the face of the consolidated income statement as an allocation of the total net profit for the period between the minority interests and the equity shareholders of the Company. Under US GAAP, minority interests at the balance sheet date are presented in the consolidated balance sheet either as liabilities or separately from liability and equity. Minority interests in the results of the Group for the period are also separately presented in the consolidated income statement as deduction before arriving at the net profit.
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
141 |
Supplementary Information for American Depositary Shareholders
(e) | Recently issued accounting standards |
SFAS No. 157
In September 2006, the FASB issued SFAS No. 157 Fair Value Measurements which defines fair value, provides a framework for measuring fair value, and expands the disclosures required for fair value measurements. SFAS No. 157 applies to other accounting pronouncements that require fair value measurements and does not require any new fair value measurements. SFAS No. 157 is effective for fiscal years beginning after 15 November 2007. Currently, the Group does not expect the adoption of SFAS No. 157 will have a material impact on its consolidation financial statements.
FIN No. 48
In June 2006, the FASB issued FASB Interpretation No. 48 Accounting for Uncertainty in Income Taxes an interpretation of SFAS No. 109 (FIN48). FIN 48 requires that the Group recognises in the consolidated financial statements the impact of a tax position, if that position is more likely than not of being sustained upon examination, based on the technical merits of the position. FIN 48 will be effective for the first fiscal year beginning after 15 December 2006. Currently, the Group does not expect the adoption of this Interpretation will have a material effect on its consolidated financial statements.
(f) | Reconciliation of net profit and equity attributable to equity holders of the Company under IFRS to US GAAP |
The effect on net profit of significant differences between IFRS and US GAAP for the years ended 31 December 2006 and 2005 is as follows:
2006 RMB millions |
2005 RMB Millions |
|||||
Net profit attributable to equity holders of the Company under IFRS |
27,142 | 27,912 | ||||
US GAAP adjustments: |
||||||
Depreciation on revalued property, plant and equipment, net of minority interests of RMB14 million for 2006 and RMB15 million for 2005 |
(6,410 | ) | (6,844 | ) | ||
Disposal of revalued property, plant and equipment |
(406 | ) | (316 | ) | ||
Effect of change in tax rate on deferred tax assets arising from revaluation of land use rights |
5 | (5 | ) | |||
Effect of change in tax rate on deferred tax liabilities arising from revaluation of property, plant and equipment |
(22 | ) | 22 | |||
Deferred tax effect of US GAAP adjustments |
1,737 | 1,806 | ||||
Net profit attributable to equity holders of the Company under US GAAP |
22,046 | 22,575 | ||||
Basic earnings per share under US GAAP |
0.27 | 0.28 | ||||
Basic earnings per ADS* under US GAAP |
27.24 | 27.89 |
* | Basic earnings per ADS is calculated on the basis that one ADS is equivalent to 100 H shares. |
142 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
The effect on equity of significant differences between IFRS and US GAAP as at 31 December 2006 and 2005 is as follows:
2006 | 2005 | |||||
RMB | RMB | |||||
millions | Millions | |||||
Equity attributable to equity holders of the Company under IFRS |
202,425 | 181,517 | ||||
US GAAP adjustments: |
||||||
Revaluation of property, plant and equipment, net of minority interests of RMB10 million as at 31 December 2006 and RMB24 million as at 31 December 2005 |
8,471 | 15,287 | ||||
Deferred tax effect of US GAAP adjustment |
(1,976 | ) | (3,691 | ) | ||
Equity attributable to equity holders of the Company under USGAAP |
208,920 | 193,113 |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
143 |
Financial Summary
(Amounts in millions, except per share data)
Year ended 31 December | |||||||||||||||
2006 | 2005 | 2004 | 2003 | 2002 | |||||||||||
RMB | RMB | RMB | RMB | RMB | |||||||||||
Results |
|||||||||||||||
Upfront connection fees |
4,971 | 6,781 | 8,458 | 9,771 | 10,564 | ||||||||||
Upfront installation fees |
2,913 | 2,970 | 2,865 | 2,643 | 2,305 | ||||||||||
Monthly fees |
28,973 | 30,351 | 29,827 | 27,499 | 25,338 | ||||||||||
Local usage fees |
46,188 | 47,624 | 47,646 | 45,815 | 44,440 | ||||||||||
DLD |
25,517 | 25,993 | 26,231 | 25,460 | 25,726 | ||||||||||
ILD |
3,140 | 3,407 | 3,788 | 3,943 | 3,878 | ||||||||||
Internet |
23,630 | 17,862 | 14,109 | 10,007 | 5,998 | ||||||||||
Managed data |
3,031 | 2,958 | 3,015 | 3,210 | 3,147 | ||||||||||
Interconnections |
14,095 | 12,838 | 10,719 | 8,365 | 7,524 | ||||||||||
Leased line |
4,503 | 4,464 | 4,154 | 5,103 | 5,520 | ||||||||||
Value-added services and others |
18,132 | 14,062 | 10,400 | 9,737 | 6,466 | ||||||||||
Operating revenues |
175,093 | 169,310 | 161,212 | 151,553 | 140,906 | ||||||||||
Depreciation and amortisation |
51,272 | 49,652 | 47,170 | 46,597 | 45,810 | ||||||||||
Network operations and support |
30,723 | 30,334 | 27,611 | 31,338 | 34,403 | ||||||||||
Selling, general and administrative |
22,214 | 19,892 | 19,229 | 16,778 | 13,503 | ||||||||||
Personnel expenses |
26,019 | 24,960 | 23,233 | 20,812 | 18,894 | ||||||||||
Other operating expenses |
6,255 | 5,518 | 4,139 | 3,176 | 3,188 | ||||||||||
Operating expenses |
136,483 | 130,356 | 121,382 | 118,701 | 115,798 | ||||||||||
Operating profit |
38,610 | 38,954 | 39,830 | 32,852 | 25,108 | ||||||||||
Deficit on revaluation of poperty, plant and equipment |
| | (1,262 | ) | (14,832 | ) | (14,690 | ) | |||||||
Net finance costs |
(4,667 | ) | (4,895 | ) | (5,340 | ) | (3,606 | ) | (4,071 | ) | |||||
Investment (loss)/income |
(25 | ) | (7 | ) | 6 | (42 | ) | 50 | |||||||
Share of profit from associates |
61 | 62 | 29 | 35 | 38 | ||||||||||
Profit before taxation |
33,979 | 34,114 | 33,263 | 14,407 | 6,435 | ||||||||||
Income tax |
(6,754 | ) | (6,160 | ) | (5,187 | ) | (469 | ) | 1,856 | ||||||
Profit for the year |
27,225 | 27,954 | 28,076 | 13,938 | 8,291 | ||||||||||
Attributable to: |
|||||||||||||||
Equity holders of the Company |
27,142 | 27,912 | 28,023 | 13,882 | 8,219 | ||||||||||
Minority interests |
83 | 42 | 53 | 56 | 72 | ||||||||||
Profit for the year |
27,225 | 27,954 | 28,076 | 13,938 | 8,291 | ||||||||||
Basic earnings per share |
0.34 | 0.34 | 0.36 | 0.18 | 0.12 |
144 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
As at 31 December | ||||||||||
2006 | 2005 | 2004 | 2003 | 2002 | ||||||
RMB | RMB | RMB | RMB | RMB | ||||||
Financial condition |
||||||||||
Property, plant and equipment, net |
328,304 | 328,281 | 320,179 | 309,896 | 311,241 | |||||
Construction in progress |
18,416 | 23,567 | 29,450 | 31,617 | 37,192 | |||||
Other non-current assets |
27,758 | 28,625 | 29,409 | 29,336 | 32,290 | |||||
Cash and bank deposits |
18,310 | 15,413 | 13,780 | 13,194 | 24,254 | |||||
Other current assets |
21,253 | 21,250 | 19,752 | 19,899 | 18,724 | |||||
Total assets |
414,041 | 417,136 | 412,570 | 403,942 | 423,701 | |||||
Current liabilities |
156,575 | 156,976 | 151,944 | 149,135 | 147,478 | |||||
Non-current liabilities |
53,593 | 77,199 | 100,007 | 102,744 | 88,012 | |||||
Total liabilities |
210,168 | 234,175 | 251,951 | 251,879 | 235,490 | |||||
Total equity attributable to equity holders of the Company |
202,425 | 181,517 | 159,206 | 150,794 | 187,025 | |||||
Minority interests |
1,448 | 1,444 | 1,413 | 1,269 | 1,186 | |||||
Total equity |
203,873 | 182,961 | 160,619 | 152,063 | 188,211 | |||||
Total liabilities and equity |
414,041 | 417,136 | 412,570 | 403,942 | 423,701 |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
145 |
Shareholder Information
Share Information
Share Listing
China Telecom Corporation Limiteds H shares were listed on The Stock Exchange of Hong Kong Limited on 15 November 2002 and New York Stock Exchange as American Depositary Shares (ADSs) on 14 November 2002. ADSs are issued by Bank of New York. Each ADS traded in the United States represents 100 ordinary shares.
Stock Code
The Stock Exchange of Hong Kong Limited |
728 | |||
New York Stock Exchange |
CHA |
Share Price Performance
2006 share price | HK$ per H share | US$ per ADS | ||||||||||
High | Low | Close | High | Low | Close | |||||||
4.31
|
2.28
|
4.26
|
54.75
|
29.62
|
54.40
| |||||||
Share price change in 2006
|
+49%
|
+49%
|
Number of issued shares: (as at 31 December 2006) |
80,932,368,321 | |||
Market capitalisation: (as at 31 December 2006) |
HK$345 billion |
Share price performance of China Telecom (CT) on the Stock Exchange of Hong Kong Limited versus Hang Seng Index (HSI) and MSCI World Telecom Service Sector Index (MSCI) from IPO on 15 November 2002 to 31 December 2006.
146 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
Distribution of shares and shareholdings
The share capital of the Company as at 31 December 2006 was RMB80,932,368,321, divided into 80,932,368,321 shares of RMB1.00 each. As at 31 December 2006, the share capital of the Company comprised:
Number of shares | % of the total number of shares | |||
Total number of Domestic shares: |
67,054,958,321 | 82.85 | ||
Domestic shares held by: |
||||
China Telecommunications Corporation |
57,377,053,317 | 70.89 | ||
Guangdong Rising Assets Management Co., Ltd. |
5,614,082,653 | 6.94 | ||
Zhejiang Financial Development Compan |
2,137,473,626 | 2.64 | ||
Fujian State-owned Assets Investment Holdings Co., Ltd. |
969,317,182 | 1.20 | ||
Jiangsu Guoxin Investment Group Co., Ltd. |
957,031,543 | 1.18 | ||
Total number of H shares (including ADSs):
|
13,877,410,000
|
17.15
| ||
Total
|
80,932,368,321
|
100
|
Major shareholders of H shares
The following table shows the major shareholders that exercised or controlled the exercise of 5% or above of H shares as at 31 December 2006.
Name of shareholder | Number of H shares held |
% of the total number of H shares in issue | ||
Commonwealth Bank of Australia
|
1,248,848,000
|
9.00
| ||
JPMorgan Chase & Co.
|
1,006,391,826
|
7.25
| ||
Halbis Capital Management (Hong Kong) Limited
|
716,540,000
|
5.16
|
Dividend History
Financial Year | Shareholder Approval Date |
Payment Date | Dividend per Share (HK$) |
||||
2002 Final |
20 June 2003 | 10 July 2003 | 0.00837 | * | |||
2003 Final |
3 May 2004 | 20 May 2004 | 0.065 | ||||
2004 Final |
25 May 2005 | 23 June 2005 | 0.065 | ||||
2005 Final |
23 May 2006 | 15 June 2006 | 0.075 | ||||
2006 Final |
29 May 2007 | 15 June 2007 | 0.085 | ** |
* | On the basis of HK$0.065 per share, pro-rated based on the number of days the Companys shares have been listed during the year of 2002. |
** | The dividend proposal is subject to shareholders approval at the annual general meeting to be held on 29 May 2007. |
CHINA TELECOM CORPORATION LIMITED ANNUAL REPORT 2006 |
147 |
Shareholder Information
Annual Reports
Our annual reports in both English and Chinese are now available through the Internet at http://www.chinatelecom-h.com.
The Company will file an annual report in Form 20-F for the year 2006 with the United States Securities & Exchange Commission by 30 June 2007.
Annual General Meeting
To be held at 11a.m. on 29 May 2007 in JW Marriott Hotel Hong Kong
Registered Office | H share registrar | |||||
Address: | 31 Jinrong Avenue | Computershare Hong Kong Investor Services Limited | ||||
Xicheng District | Address: | 1712- 1716, 17th Floor | ||||
Beijing | Hopewell Centre | |||||
PRC 100032 | 183 Queens Road East, Wanchai | |||||
Tel: | 86 10 6642 8166 | Hong Kong | ||||
Fax: | 86 10 6601 0728 | Tel: | 852 2862 8555 | |||
Fax: | 852 2865 0990 | |||||
Email: | hkinfo@computershare.com.hk | |||||
Investor Relations | ADS depositary | |||||
Investor Relations Department | The Bank of New York | |||||
Tel: | 852 2877 9777 | Address: | Investor Services | |||
Fax: | 852 2877 0988 | P.O. Box 11258 | ||||
Email: | ir@chinatelecom-h.com | Church Street Station | ||||
New York, NY 10286-1258 | ||||||
Office of the Board of Directors | Tel: | 1-888-269-2377 (toll free in USA) | ||||
Tel: | 86 10 6642 8166 | 1-212-815-3700 (international) | ||||
Fax: | 86 10 6601 0728 | Email: | shareowners@bankofny.com | |||
Email: | ir@chinatelecom.com.cn | Websites: | http://www.stockbny.com |
Reminder Invitation to China Telecom Annual Report Survey
Annual report is a key communication bridge between you and the Company. So we would like to conduct a survey to find out your comments for our further improvement in the future. Your responses are very valuable and we would highly appreciate if you can spare your precious time to complete the questionnaire, Your Views on 2006 Annual Report, attached in this annual report. Please return it by post or fax to us at +852 2877 0988. You can also fill in the electronic form at www.chinatelecom-h.com. Thank you!
For further information, please browse our website at www.chinatelecom-h.com
Forward-Looking Statements
Certain statements contained in this document 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 China Telecom Corporation Limited (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.
148 | ANNUAL REPORT 2006 CHINA TELECOM CORPORATION LIMITED |
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