SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the Month of August 2006
Commission File Number: 1-14696
China Mobile Limited
(Translation of registrants name into English)
60/F, The Center
99 Queens Road Central
Hong Kong, China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.:
Form 20-F X Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K on paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate by check mark if the registrant is submitting the Form 6-K on paper as permitted by Regulation S-T Rule 101(b)(7):
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes No X
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .
EXHIBITS
Exhibit Number |
Page | |||
1.1 | Announcement of 2006 Interim Results, dated August 17, 2006 |
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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 MOBILE LIMITED | ||||
Date: August 18, 2006 | By: | /s/ Wang Jianzhou | ||
Name: | Wang Jianzhou | |||
Title: | Chairman and Chief Executive Officer |
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Exhibit 1.1
|
CHINA MOBILE LIMITED | |||
(Incorporated in Hong Kong with limited liability under the Companies Ordinance) (Stock Code: 941) |
||||
ANNOUNCEMENT OF 2006 INTERIM RESULTS
| Turnover reached RMB137.0 billion, up by 19.6% |
| EBITDA of RMB78.3 billion, up by 25.0% |
| EBITDA margin of 57.2%, maintained at high level |
| Profit attributable to shareholders of RMB30.2 billion, up by 25.5% |
| Total subscribers reached 274 million, up by 25.78 million |
| Payment of an ordinary interim dividend of HK$0.62 per share. The Companys planned dividend payout ratio for the full year of 2006 is 42% |
| The Company planned full year special dividend for 2006, payment of a special interim dividend of HK$0.09 per share |
CHAIRMANS STATEMENT
Dear Shareholders,
In the first half of 2006, the Group promoted the development of economies of scale, maintained innovative growth and responded to competition rationally. With the continuing push of three driving forces of new customers, new businesses and new voice usage, business in the eastern regions continued to grow, and the momentum of growth in the central and western regions and in the rural market remained robust. The Company achieved commendable overall operating results, reinforced its financial strengths and consolidated its market leading position in the mobile telecommunications market.
With the benefit of stable and rapid economic growth in China, vibrant market demand and a rational competition environment, in the first half of 2006, the Group continued to maintain a rapid and healthy development trend. For the six months ended 30 June 2006, the Groups operating revenue achieved notable growth and reached RMB136,979 million, representing an increase of 19.6 per cent. over the same period last year. EBITDA and profit attributable to shareholders reached RMB78,343 million and RMB30,168 million, respectively, representing an increase of 25.0 per cent. and 25.5 per cent. over the same period last year, respectively. EBITDA margin and margin of profit attributable to shareholders continued to be maintained at a high level of 57.2 per cent. and 22.0 per cent., respectively. Basic earnings per share reached RMB1.52, representing an increase of 24.6 per cent. compared with the same period last year. It is pleasing to note that the Groups revenue attributable to its value-added businesses continued to grow rapidly, and it amounted to RMB30,926 million, representing an increase of 37.1 per cent. over the same period last year. Such revenue, which accounted for 22.6 per cent. of the Groups operating revenue and representing an increase of 2.0 percentage points over the last full year, continued to demonstrate robust development potential. The Group currently maintains a sound capital structure and solid financial strengths, thereby providing a firm foundation for its sustainable and healthy development in the future.
In the first half of 2006, the Group advocated and continued to promote rational competition, leveraged market opportunities, consolidated its competitive advantages in scale, brand, sales channel and service, and strengthened its innovative capabilities. Customer demand- oriented, the Group implemented effective measures to develop its market, and achieved notable results in the development of economies of scale. In the first half of 2006, the Group maintained rapid growth in its subscriber base, revenue and profit. In the first half of 2006, the total net addition in subscriber base was 25.775 million (excluding addition of subscribers arising from the acquisition of the former China Resources Peoples Telephone Company Limited (currently known as China Mobile Peoples Telephone Company Limited) (Peoples Telephone)), and the average monthly subscribers net addition was over 4.29 million. As at 30 June 2006, the Groups total subscriber base was approximately 274 million; voice usage volume demonstrated a favorable growth trend; total usage volume reached 569,203 million minutes, average minutes of usage per user per month (MOU) reached 367 minutes, average revenue per user per month (ARPU) kept at RMB88, and the Group maintained a rapid and healthy development momentum.
In 2006, on the basis of sustained subscriber growth in the eastern regions, the subscriber base in the central and western regions grew rapidly. In areas where there is a large proportion of rural population and where the penetration rate of mobile telecommunications is relatively low, the Group strengthened the construction of infrastructure including telecommunications network and sales channels, actively developed products and services targeting rural customers, launched sales packages that fit the unique consumption characteristics in rural areas and applied low cost strategies to tap into the enormous potential of the rural markets. These efforts have resulted in remarkable success.
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The Group proactively developed value-added businesses and promoted product and service innovations; various value-added businesses maintained good growth momentum and the revenue attributable to such businesses is increasingly notable. In the first half of 2006, the Groups SMS volume continued to increase, WAP and Color Ring maintained rapid growth. New product offerings and new applications such as IM and BlackBerry were introduced to the market in the first half of 2006 and are gradually gaining recognition and popularity among customers. Through the promotion of the Mobile Music Rank and the establishment of the Mobile Music Club, mobile music market was further developed. Complying with the collaboration and win-win principle, the Company established strategic cooperation with Phoenix Satellite Television and News Corporation to explore new opportunities for mobile telecommunications businesses and fully prepare for the development of the next generation of mobile information businesses.
In the first half of 2006, the Group strengthened its operation in areas such as brand development, service enhancement and network support to hone premium service quality. The Group continued to enhance brand awareness, emphasize brand differentiation and enriched brand association. The Group further consolidated and expanded customers services and sales channels, and provided its customers with more convenient services and service channels. The Group also refined its customer-oriented service systems and improved its service processes and services details. As a result, the Group solidly maintained the loyalty of its high-value and corporate customers, customer satisfaction continued to increase, brand influence widened and brand value continued to increase. In April 2006, China Mobile ranked number 4 in the BRANDZ Top 100 Most Powerful Brands announced by Millward Brown, a global market research firm, and was the most valuable brand in Asia.
The Group enjoys remarkable advantages network coverage and quality. In the first half of 2006, the Group continued the centralized construction of network, optimized resource allocation and fully explored the potential of network resources, thereby further enhancing network capacity. The Groups network capacity reached 329.863 million users, population coverage rate reached 97 per cent., wireless connection rate reached 99 per cent., voice call drop rate was less than 0.8 per cent. and various network performance indicators continued to show favorable results. The coverage of the Groups global roaming services was further extended. As of the end of June 2006, the Groups GSM global roaming services covered 281 operators in 209 countries and regions and GPRS roaming services covered 111 countries and regions. The Group maintained its leading position in networks and business offerings.
On 28 March 2006, Peoples Telephone formally became the Companys wholly-owned subsidiary, and the listing of its shares was withdrawn from the Hong Kong Stock Exchange on 29 March 2006. The Company is proactively achieving synergies and, through the implementation of centralized and unified management and the integration of network and support systems, has achieved cost reduction. Combining the Groups and Peoples Telephones experiences, the Company will improve its service and management level and extend the Groups advantages network, service and business offering to provide better roaming and cross-border services to subscribers in Hong Kong and Mainland China, with a view to generating greater returns for shareholders.
The Company has always put emphasis on its management and corporate governance. In the first half of 2006, the Company strengthened its integrated management over its operating subsidiaries and optimized its management process. Through the comprehensive implementation of a series of management reforms, the Group has further enhanced its management efficiency and the overall execution capabilities. In 2006, the Company continued to proceed with the special project in relation to the compliance with Section 404 of the Sarbanes-Oxley Act, and established internal control and risk management systems in accordance with the COSO framework which is in common practice internationally. The Company will further enhance its internal control and risk management to build a solid foundation for improving its corporate governance.
The Company has upheld its core value proposition of responsibility makes perfection and put emphasis on its corporate social responsibility. In the first half of 2006, in addition to making donations to educational programs in the poverty-stricken areas in the central and western regions, donating the 8899 SMS platform to the China Welfare Fund for the Handicapped and providing continuous assistance to its parent company in the implementation of the Village-Connected Project, the Group also attached great importance to environmental protection and energy conservation, implemented the environmentally-friendly base station project and promoted Scenery- Friendly Antennae, thereby contributing our share in building a harmonious society and benefiting the peoples livelihood.
The Companys outstanding performance has won popular recognition and acclaim. In 2006, the Company was selected and ranked number 112 as compared to number 128 last year in The Worlds 2000 Biggest Public Companies by Forbes magazine. The Company was once again selected by Financial Times as one of the FT Global 500 companies, ranked number 38 as compared to number 64 last year. The Company was also selected by Business Week as one of the 2006 global Info Tech 100 companies, leaping to number 8 from number 17 last year. Based on the Groups solid financial strengths, tremendous business development potential and sound financial management, in July 2006, Moodys and Standard & Poors revised the Companys credit rating upward to A2/Outlook Positive and A/Stable Outlook, respectively.
The Company consistently holds in the highest regard the interests of its shareholders and the returns achieved for them, especially the minority shareholders. Having taken into account various relevant factors, including the Companys sustained sound corporate fundamentals, cash flow position and requirements for its future sustainable development, and in accordance with the plan under which the dividend payout ratio will be 42 per cent. for the full year of 2006, the Board has resolved to pay an ordinary interim dividend of HK$0.62 per share for the year 2006. Apart from that the interim profit and dividend payout remained at stable growth and considering the returns to shareholders, the Board has resolved to pay a special dividend for the year of 2006 after taking into account of the resultant impact on profit attributable to shareholders from revision of asset depreciable lives. The special interim dividend is HK$0.09 per share. The Board considers that the Companys strong free cash flow will be capable of supporting the investments required to maintain its stable growth, while also providing shareholders with a favorable cash return. The Company will continue its efforts to achieve a sustainable and steadily increasing dividend over the longer term, with a view to generating the best possible returns for shareholders.
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The continued rapid growth of Chinas domestic economy, the rise of urban and rural residents disposable income and purchasing power and the vibrant demand for mobile telecommunications services have presented the Group with tremendous development opportunities. Rural development as driven by macroeconomic development, accelerated growth in the central and western regions and the development of the rural markets also present new market potential to the Group. The accelerating process of informationalization in China and the formation of informationalization service markets present a potentially tremendous demand for the development of mobile information businesses. With the development of Chinas telecommunications industry, competition will become increasingly regulated and rational. Meanwhile, the market liberalization and technology development will result in a more complicated competition situation. As the conditions for the Third Generation Mobile Communication (3G) Technology gradually mature, the issuance of 3G licences may result in substantial changes in the industry and the competition environment.
Looking to the future, the Group sees opportunities as well as challenges. The Group will pursue the spirit of innovation, and focus on favorable results. The Group will proactively develop mobile telecommunications in rural areas, actively develop value-added businesses, enhance the development of its economies of scale and expand its influence. As the only mobile telecommunications services partner for the 2008 Beijing Olympics, the Group will fully utilize its overall strength to provide premium quality mobile telecommunications services. At the same time, the Group will actively carry out preparatory work in the planning and construction of and market operations for 3G, in order to prepare for the launch of its commercial application. The Group will leverage off its advantages as a Mobile Information Expert, actively explore market opportunities, maintain development momentum, create greater value, with a view to bringing long-term returns for its investors.
Wang Jianzhou |
Chairman and Chief Executive Officer |
Hong Kong, 17 August 2006
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UNAUDITED CONSOLIDATED INCOME STATEMENT
FOR THE SIX MONTHS ENDED 30 JUNE 2006
(Expressed in Renminbi)
Six months ended 30 June | ||||||||||
2006 | 2005 | |||||||||
Note | RMB million | RMB million | ||||||||
Operating revenue (Turnover) |
4 | |||||||||
Usage fees |
87,806 | 73,813 | ||||||||
Monthly fees |
12,867 | 13,826 | ||||||||
Other operating revenue |
5 | 36,306 | 26,908 | |||||||
136,979 | 114,547 | |||||||||
Operating expenses |
||||||||||
Leased lines |
1,230 | 2,278 | ||||||||
Interconnection |
8,946 | 6,634 | ||||||||
Depreciation |
34,542 | 27,730 | ||||||||
Personnel |
7,990 | 6,723 | ||||||||
Other operating expenses |
42,317 | 37,845 | ||||||||
95,025 | 81,210 | |||||||||
Profit from operations |
41,954 | 33,337 | ||||||||
Amortization of other intangible assets |
11 | (100 | ) | | ||||||
Other net income |
1,847 | 1,608 | ||||||||
Non-operating net income |
485 | 464 | ||||||||
Interest income |
1,123 | 607 | ||||||||
Finance costs |
(610 | ) | (680 | ) | ||||||
Profit before taxation |
6 | 44,699 | 35,336 | |||||||
Taxation |
7 | (14,493 | ) | (11,275 | ) | |||||
30,206 | 24,061 | |||||||||
Profit for the period |
||||||||||
Attributable to: |
||||||||||
Equity shareholders of the Company |
30,168 | 24,043 | ||||||||
Minority interests |
38 | 18 | ||||||||
Profit for the period |
30,206 | 24,061 | ||||||||
Earnings per share Basic |
9(a) | RMB | 1.52 | RMB | 1.22 | |||||
Earnings per share Diluted |
9(b) | RMB | 1.51 | RMB | 1.22 | |||||
Dividend per share |
||||||||||
Ordinary |
8(a) | HK$ | 0.62 | HK$ | 0.45 | |||||
Special |
8(a) | HK$ | 0.09 | | ||||||
EBITDA (RMB million) |
78,343 | 62,675 | ||||||||
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UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHS ENDED 30 JUNE 2006
(Expressed in Renminbi)
Attributable to equity shareholders of the Company | ||||||||||||||||||||||
Share capital |
Share premium |
Capital reserve |
General reserve |
PRC statutory reserve |
Retained profits |
Total | Minority interests |
Total equity | ||||||||||||||
RMB million | RMB million | RMB million | RMB million | RMB million | RMB million | RMB million | RMB million | RMB million | ||||||||||||||
At 1 January 2006 |
2,116 | 379,240 | (294,410 | ) | 72 | 53,395 | 132,411 | 272,824 | 283 | 273,107 | ||||||||||||
Shares issued under share option scheme (Note 18) |
6 | 1,556 | (239 | ) | | | | 1,323 | | 1,323 | ||||||||||||
Dividend approved and paid during the period (Note 8(b)) |
| | | | | (11,719 | ) | (11,719 | ) | | (11,719 | ) | ||||||||||
Equity settled share-based transactions |
| | 1,272 | | | | 1,272 | | 1,272 | |||||||||||||
Profit for the period |
| | | | | 30,168 | 30,168 | 38 | 30,206 | |||||||||||||
At 30 June 2006 |
2,122 | 380,796 | (293,377 | ) | 72 | 53,395 | 150,860 | 293,868 | 321 | 294,189 | ||||||||||||
At 1 January 2005 |
2,102 | 375,279 | (295,410 | ) | 72 | 42,277 | 108,874 | 233,194 | 243 | 233,437 | ||||||||||||
Shares issued under share option scheme |
4 | 784 | | | | | 788 | | 788 | |||||||||||||
Dividend approved and paid during the period (Note 8(b)) |
| | | | | (9,635 | ) | (9,635 | ) | | (9,635 | ) | ||||||||||
Equity settled share-based transactions |
| | 697 | | | | 697 | | 697 | |||||||||||||
Profit for the period |
| | | | | 24,043 | 24,043 | 18 | 24,061 | |||||||||||||
At 30 June 2005 |
2,106 | 376,063 | (294,713 | ) | 72 | 42,277 | 123,282 | 249,087 | 261 | 249,348 | ||||||||||||
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UNAUDITED CONSOLIDATED BALANCE SHEET
AT 30 JUNE 2006
(Expressed in Renminbi)
Unaudited At 30 June 2006 |
Audited At 31 December 2005 |
|||||||
Note | RMB million | RMB million | ||||||
Non-current assets |
||||||||
Property, plant and equipment |
10 | 203,354 | 216,505 | |||||
Construction in progress |
10 | 44,800 | 34,201 | |||||
Land lease prepayments |
7,261 | 7,243 | ||||||
Goodwill |
36,894 | 35,300 | ||||||
Other intangible assets |
772 | | ||||||
Interest in associates |
| | ||||||
Other financial assets |
77 | 77 | ||||||
Deferred tax assets |
7,350 | 6,625 | ||||||
300,508 | 299,951 | |||||||
Current assets |
||||||||
Inventories |
2,010 | 2,365 | ||||||
Accounts receivable |
12 | 8,039 | 6,603 | |||||
Other receivables |
13 | 2,653 | 1,911 | |||||
Prepayments and other current assets |
3,912 | 3,583 | ||||||
Amount due from ultimate holding company |
14 | 402 | 63 | |||||
Tax recoverable |
192 | 165 | ||||||
Deposits with banks |
69,889 | 41,925 | ||||||
Cash and cash equivalents |
15 | 71,411 | 64,461 | |||||
158,508 | 121,076 | |||||||
Current liabilities |
||||||||
Accounts payable |
16 | 49,705 | 41,931 | |||||
Bills payable |
1,177 | 1,359 | ||||||
Deferred revenue |
22,519 | 16,975 | ||||||
Accrued expenses and other payables |
46,130 | 40,007 | ||||||
Amount due to ultimate holding company |
14 | 381 | 269 | |||||
Amount due to immediate holding company |
105 | 96 | ||||||
Obligations under finance lease |
68 | 68 | ||||||
Current taxation |
6,843 | 9,249 | ||||||
126,928 | 109,954 | |||||||
Net current assets |
31,580 | 11,122 | ||||||
Total assets less current liabilities |
332,088 | 311,073 | ||||||
Non-current liabilities |
||||||||
Interest-bearing borrowings |
17 | (36,563 | ) | (36,545 | ) | |||
Deferred revenue, excluding current portion |
(1,145 | ) | (1,324 | ) | ||||
Deferred tax liabilities |
(191 | ) | (97 | ) | ||||
(37,899 | ) | (37,966 | ) | |||||
NET ASSETS |
294,189 | 273,107 | ||||||
CAPITAL AND RESERVES |
||||||||
Share capital |
18 | 2,122 | 2,116 | |||||
Reserves |
291,746 | 270,708 | ||||||
Total equity attributable to equity shareholders of the Company |
293,868 | 272,824 | ||||||
Minority interests |
321 | 283 | ||||||
TOTAL EQUITY |
294,189 | 273,107 | ||||||
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UNAUDITED CONDENSED CONSOLIDATED CASH FLOW STATEMENT
FOR THE SIX MONTHS ENDED 30 JUNE 2006
(Expressed in Renminbi)
Six months ended 30 June | ||||||
2006 | 2005 | |||||
RMB million | RMB million | |||||
Net cash from operating activities |
79,107 | 66,727 | ||||
Net cash used in investing activities |
(61,132 | ) | (29,533 | ) | ||
Net cash used in financing activities |
(11,038 | ) | (11,503 | ) | ||
Net increase in cash and cash equivalents |
6,937 | 25,691 | ||||
Cash and cash equivalents at 1 January |
64,461 | 45,149 | ||||
Effect of changes in foreign exchange rate |
13 | | ||||
Cash and cash equivalents at 30 June |
71,411 | 70,840 | ||||
Analysis of the balances of cash and cash equivalents |
||||||
Deposits with banks maturing within three months when placed |
11,293 | 14,369 | ||||
Cash and bank balances |
60,118 | 56,471 | ||||
71,411 | 70,840 | |||||
NOTES ON THE UNAUDITED INTERIM FINANCIAL REPORT
(Expressed in Renminbi)
1. | Basis of preparation |
The interim financial report of China Mobile Limited (formerly known as China Mobile (Hong Kong) Limited) (the Company) and its subsidiaries (collectively known as the Group) has been prepared in accordance with the applicable disclosure provisions of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the Hong Kong Listing Rules), including compliance with the Hong Kong Accounting Standard (HKAS) 34, Interim financial reporting, issued by the Hong Kong Institute of Certified Public Accountants (HKICPA).
The preparation of an interim financial report in conformity with HKAS 34 requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses on a year to date basis. Actual results may differ from these estimates.
The interim financial report contains condensed consolidated financial statements and selected explanatory notes. The notes include an explanation of events and transactions that are significant to an understanding of the changes in financial position and performance of the Group since the 2005 annual financial statements. The condensed consolidated interim financial statements and notes thereon do not include all of the information required for full set of financial statements prepared in accordance with Hong Kong Financial Reporting Standards (HKFRS).
The interim financial report is unaudited, but has been reviewed by the Companys Audit Committee and the Companys auditors, KPMG, in accordance with Statement of Auditing Standards 700 Engagements to review interim financial reports, issued by the HKICPA. KPMGs unmodified independent review report to the board of directors is included in the interim report to be sent to shareholders.
The unaudited consolidated financial information of the Group for the six months ended 30 June 2006 includes the financial information of the Company, the mobile telecommunications subsidiaries in each of the thirty-one provinces, autonomous regions and municipalities in the PRC and other subsidiaries including China Mobile Communication Company Limited, China Mobile Holding Company Limited, China Mobile (Shenzhen) Limited, Aspire Holdings Limited and its subsidiaries, Beijing P&T Consulting and Design Institute Company Limited, Advanced Roaming & Clearing House Limited and Fit Best Limited for the six months ended 30 June 2006, and the post-acquisition results of China Mobile Peoples Telephone Company Limited (Peoples Telephone) for the period from 5 January 2006 (date of acquisition) to 30 June 2006.
The unaudited consolidated financial information of the Group for the six months ended 30 June 2005 includes the financial information of the Company, the mobile telecommunications subsidiaries in each of the thirty-one provinces, autonomous regions and municipalities in the PRC and other subsidiaries including China Mobile Communication Company Limited, China Mobile Holding Company Limited, China Mobile (Shenzhen) Limited, Aspire Holdings Limited and its subsidiaries, Beijing P&T Consulting and Design Institute Company Limited for the six months ended 30 June 2005, and the results of Advanced Roaming & Clearing House Limited for the period from 4 April 2005 (date of incorporation) to 30 June 2005. The financial information relating to the financial year ended 31 December 2005 that is included in the interim financial report as being previously reported information does not constitute the Groups statutory financial statements for that financial year but is derived from those financial statements. Statutory financial statements for the year ended 31 December 2005 are available from the Companys registered office. The auditors have expressed an unqualified opinion on those financial statements in their report dated 16 March 2006.
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2. | Significant accounting policies |
The interim financial report has been prepared in accordance with the same accounting policies adopted in the 2005 annual financial statements.
The HKICPA has issued a number of new and revised HKFRSs, which term collectively included HKASs and Interpretations, that are effective or available for early adoption for accounting periods beginning on or after 1 January 2006. The Group has determined the accounting policies expected to be adopted in the preparation of the Groups annual financial statements for the year ending 31 December 2006 on the basis of HKFRSs currently in issue, which the Group believes, do not have a significant impact on the Groups prior year financial position and results of operations.
The new and revised HKFRSs that will be effective or are available for voluntary early adoption in the annual financial statements for the year ending 31 December 2006 may be affected by the issue of additional interpretation(s) or other changes announced by the HKICPA subsequent to the date of the interim financial report. Therefore the policies that will be applied in the Groups financial statements for that period cannot be determined with certainty at the date of issuance of the interim financial report. The Group has not applied any new standards or interpretations that are not yet effective for the current accounting period (see Note 22).
3. | Segment reporting |
No analysis of the Groups turnover and contribution to profit from operations by geographical segment or business segment has been presented as the majority of the Groups operating activities are carried out in the Peoples Republic of China (the PRC) and less than 10 per cent. of the Groups turnover and contribution to profit from operations were derived from activities outside PRC or the Groups mobile telecommunications and related services activities. There is no other geographical or business segment with segment assets equal to or greater than 10 per cent. of the Groups total assets.
4. | Turnover |
Turnover represents usage fees, monthly fees and other operating revenue derived from the Groups mobile telecommunications networks, net of PRC business tax. Business tax is charged at approximately 3 per cent. of the corresponding revenue.
5. | Other operating revenue |
Other operating revenue mainly represents voice value-added services revenue, short message services (SMS) revenue, non-SMS data businesses revenue and interconnection revenue.
6. | Profit before taxation |
Profit before taxation is arrived at after charging:
Six months ended 30 June | ||||
2006 | 2005 | |||
RMB million | RMB million | |||
Interest on borrowings |
610 | 680 | ||
Depreciation |
34,542 | 27,730 | ||
Amortization of other intangible assets |
100 | | ||
Impairment loss for doubtful accounts |
1,708 | 1,471 | ||
Operating lease charges: minimum lease payments |
||||
land and buildings |
1,452 | 1,139 | ||
leased lines |
1,230 | 2,278 | ||
others |
896 | 653 | ||
Contributions to defined contribution retirement plans |
507 | 465 | ||
7. | Taxation |
Six months ended 30 June | ||||||
2006 | 2005 | |||||
RMB million | RMB million | |||||
Current tax |
||||||
Provision for PRC enterprise income tax on the estimated taxable profits for the period |
15,216 | 15,082 | ||||
Over-provision in respect of PRC enterprise income tax for prior period |
(12 | ) | (16 | ) | ||
15,204 | 15,066 | |||||
Deferred tax |
||||||
Origination and reversal of temporary differences |
(711 | ) | (3,791 | ) | ||
14,493 | 11,275 | |||||
(i) | No provision for Hong Kong Profits Tax has been made for the six months ended 30 June 2006 and 2005 as there were either no estimated Hong Kong assessable profits for these periods or sufficient taxation losses brought forward to offset the assessable profit for the period. |
(ii) | The provision for the PRC enterprise income tax is based on a statutory tax rate of 33 per cent. of the assessable profit of the Group as determined in accordance with the relevant income tax rules and regulations of the PRC for the six months ended 30 June 2006 and 2005, except for certain subsidiaries of the Company or certain operations of the subsidiaries located within special economic zones in the PRC, which enjoy a preferential rate of 30 per cent. or 15 per cent. respectively. |
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8. Dividends
(a) | Dividends attributable to the period |
Six months ended 30 June | ||||
2006 | 2005 | |||
RMB million | RMB million | |||
Ordinary interim dividend declared after the balance sheet date of HK$0.62 (equivalent to approximately RMB0.64) (2005: HK$0.45 (equivalent to approximately RMB0.47)) per share |
12,709 | 9,267 | ||
Special interim dividend declared after the balance sheet date of HK$0.09 (equivalent to approximately RMB0.09) (2005: Nil) per share |
1,845 | | ||
14,554 | 9,267 | |||
The ordinary and special interim dividends which are declared in Hong Kong dollars are translated into RMB at the rate HK$1 = RMB1.02942, being the rate announced by the State Administration of Foreign Exchange in the PRC on 30 June 2006. As the ordinary and special interim dividends are declared after the balance sheet date, the dividend is not recognized as a liability as at 30 June 2006.
(b) | Dividends attributable to the previous financial year, approved and paid during the period |
Six months ended 30 June | ||||
2006 | 2005 | |||
RMB million | RMB million | |||
Final dividend in respect of the previous financial year, approved and paid during the period, of HK$0.57 (equivalent to approximately RMB0.59) (2005: HK$0.46 (equivalent to approximately RMB0.49)) per share |
11,719 | 9,635 | ||
9. | Earnings per share |
(a) | Basic earnings per share |
The calculation of basic earnings per share for the six months ended 30 June 2006 is based on the profit attributable to equity shareholders of the Company of RMB30,168,000,000 (2005: RMB24,043,000,000) and the weighted average number of 19,861,342,150 shares (2005: 19,710,875,575 shares) in issue during the six months ended 30 June 2006.
(b) | Diluted earnings per share |
The calculation of diluted earnings per share for the six months ended 30 June 2006 is based on the adjusted profit attributable to equity shareholders of the Company of RMB30,168,000,000 (2005: RMB24,121,000,000, after adding back the interest expense on the convertible notes) and the weighted average number of 20,020,815,227 shares (2005: 19,850,879,881 shares), calculated as follows:
(i) | Adjusted profit attributable to equity shareholders of the Company (diluted) |
Six months ended 30 June | ||||
2006 | 2005 | |||
RMB million | RMB million | |||
Profit attributable to equity shareholders |
30,168 | 24,043 | ||
After tax effect of effective interest on liability component of convertible notes |
| 78 | ||
Adjusted profit attributable to equity shareholders (diluted) |
30,168 | 24,121 | ||
(ii) | Weighted average number of shares (diluted) |
Six months ended 30 June | ||||
2006 | 2005 | |||
Number of shares | Number of shares | |||
Weighted average number of shares at 30 June |
19,861,342,150 | 19,710,875,575 | ||
Effect of conversion of convertible notes |
| 91,158,537 | ||
Effect of deemed issue of ordinary shares under the Companys share option scheme for nil consideration |
159,473,077 | 48,845,769 | ||
Weighted average number of shares (diluted) at 30 June |
20,020,815,227 | 19,850,879,881 | ||
10. | Property, plant and equipment and construction in progress |
(a) | Change in assets estimated useful lives |
The estimated useful lives of certain existing network equipment are affected by the maturity of 3G technology. During the first half of 2006, the Group reviewed the current conditions of existing network equipment and assessed the impact of the continuous development in the telecommunications technology on that network equipment. As a result, the Group revised the estimated useful lives of 2G network equipment from 7 years to 5 years.
The change in accounting estimate is accounted for prospectively from 1 January 2006. The depreciation expenses for the six months ended 30 June 2006 increased by approximately RMB6,529,000,000 as a result of this change in useful lives.
(b) | Acquisition of property, plant and equipment and construction in progress |
During the six months ended 30 June 2006, the Group incurred capital expenditure of property, plant and equipment and construction in progress with a cost of RMB31,925,000,000 (for the six months ended 30 June 2005: RMB25,957,000,000).
(c) | Disposal/write-off of property, plant and equipment |
Property, plant and equipment with net book value of RMB59,000,000 were disposed of during the six months ended 30 June 2006 (for the six months ended 30 June 2005: RMB163,000,000), resulting in a gain on disposal of RMB9,000,000 (for the six months ended 30 June 2005 (loss on disposal): RMB99,000,000).
Property, plant and equipment with net book value of RMB721,000,000 were written off during the six months ended 30 June 2006 (for the six months ended 30 June 2005: RMB4,556,000,000).
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11. | Acquisition of a subsidiary |
On 10 November 2005, the Group, through Fit Best Limited, a company incorporated in the British Virgin Islands which is a wholly-owned subsidiary of the Company, made a voluntary conditional cash offer to acquire all the issued shares of China Resources Peoples Telephone Company Limited (currently known as China Mobile Peoples Telephone Company Limited, or Peoples Telephone), a mobile telecommunications services provider based in Hong Kong with its shares listed on The Stock Exchange of Hong Kong Limited (the SEHK). The offer became unconditional in all respects on 29 December 2005.
On 5 January 2006, Fit Best Limited successfully acquired 736,221,101 shares of Peoples Telephone, representing 99.0% of the issued shares of Peoples Telephone. Up to 12 January 2006, the Company received additional valid acceptance in respect of the voluntary conditional cash offer to acquire 5,073,500 shares of Peoples Telephone, representing 0.68% of the issued shares of Peoples Telephone. At the same day, the Company applied the provisions of the Hong Kong Companies Ordinance to compulsorily acquire any remaining issued shares of Peoples Telephone.
On 28 March 2006, the compulsory acquisition of all the issued and outstanding shares of Peoples Telephone was completed at a total cash consideration of HK$3,384,000,000 (approximately RMB3,520,000,000) and the listing of the shares of Peoples Telephone on the SEHK was withdrawn with effect from 29 March 2006.
The newly acquired subsidiary has contributed profit for the period of RMB118,000,000 (equivalent to HK$114,000,000). If the acquisition had occurred on 1 January 2006, the estimated Group revenue and profit for the period would be approximately the same as compared to the actual result. The acquisition had the following effect on Groups assets and liabilities:
Recognized values on acquisition |
Pre-acquisition carrying amounts |
|||||
RMB million | RMB million | |||||
Property, plant and equipment |
1,146 | 1,146 | ||||
Construction in progress |
9 | 9 | ||||
Land lease prepayments |
11 | 11 | ||||
Other intangible assets |
859 | 27 | ||||
Inventories |
17 | 17 | ||||
Accounts receivable and other receivables |
194 | 194 | ||||
Cash and cash equivalents |
178 | 178 | ||||
Bills payable |
(44 | ) | (44 | ) | ||
Accounts payable and other payables |
(192 | ) | (192 | ) | ||
Interest-bearing borrowings |
(104 | ) | (104 | ) | ||
Deferred tax liabilities |
(80 | ) | (80 | ) | ||
Net identified assets and liabilities |
1,994 | 1,162 | ||||
Goodwill on acquisition |
1,594 | |||||
3,588 | ||||||
Cost of acquisition |
||||||
Purchase consideration, satisfied in cash |
3,520 | |||||
Other directly attributable costs |
68 | |||||
3,588 | ||||||
Cash acquired |
(178 | ) | ||||
Net cash outflow |
3,410 | |||||
Apart from other intangible assets, the acquirees book value of net assets acquired at the date of acquisition approximates its fair value as disclosed above.
The goodwill is attributable to the significant synergies expected to arise after the Groups acquisition of Peoples Telephone.
The amortization expenses of other intangible assets for the six months ended 30 June 2006 amounted to RMB100,000,000 (for the six months ended 30 June 2005: Nil).
12. | Accounts receivable |
Ageing analysis of accounts receivable, net of impairment loss for doubtful accounts is as follows:
Unaudited At 30 June 2006 |
Audited At 31 December 2005 | |||
RMB million | RMB million | |||
Within 30 days |
5,835 | 5,269 | ||
31 60 days |
1,223 | 697 | ||
61 90 days |
540 | 637 | ||
Over 90 days |
441 | | ||
8,039 | 6,603 | |||
Balances of subscribers are due for payment within one month from date of billing. Subscribers with balances that are overdue or exceed credit limits are required to settle all outstanding balances before any further phone calls can be made.
All of the accounts receivable are expected to be recovered within one year.
13. | Other receivables |
Other receivables primarily comprise receivables from sales agents of revenue collected on behalf of the Group, utilities deposits and rental deposits. All of the other receivables, except utilities deposits and rental deposits, are expected to be recovered within one year.
14. | Amounts due from/to ultimate holding company |
Amounts due from/to ultimate holding company are unsecured, non-interest bearing, repayable on demand and arose in the ordinary course of business.
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15. | Cash and cash equivalents |
Unaudited 2006 |
Audited At 31 December | |||
RMB million | RMB million | |||
Deposits with banks within three months of maturity |
11,293 | 11,069 | ||
Cash at banks and in hand |
60,118 | 53,392 | ||
71,411 | 64,461 | |||
16. | Accounts payable |
Accounts payable primarily includes payables for network expansion projects expenditure, leased lines and interconnection expenses.
Unaudited At 30 June 2006 |
Audited At 31 December | |||
RMB million | RMB million | |||
Amounts payable in the next: |
||||
1 month or on demand |
36,679 | 27,493 | ||
2 3 months |
4,055 | 4,599 | ||
4 6 months |
3,639 | 3,675 | ||
7 9 months |
1,279 | 1,448 | ||
10 12 months |
4,053 | 4,716 | ||
49,705 | 41,931 | |||
The accounts payable are expected to be settled within one year.
17. | Interest-bearing borrowings |
Unaudited At 30 June 2006 |
Audited At 31 December | |||
RMB million | RMB million | |||
Bonds |
12,930 | 12,912 | ||
Deferred consideration payable |
23,633 | 23,633 | ||
36,563 | 36,545 | |||
All of the above interest-bearing borrowings are unsecured and are not expected to be settled within one year.
As at 30 June 2006, the deferred consideration payable represents the deferred consideration of RMB9,976,000,000 and RMB13,657,000,000 payable to immediate holding company in respect of the acquisitions of subsidiaries in 2002 and 2004 respectively.
The deferred consideration is unsecured, bearing interest at the rate of two-year US dollar LIBOR swap rate per annum. The balances are subordinated to other senior debts owed by the Company from time to time. The Company may make early payment of all or part of the balances at any time before the due date without penalty. The balances in respect of the acquisitions of subsidiaries in 2002 and 2004 are due on 1 July 2017 and 2019 respectively.
The Company has issued a joint and irrevocable guarantee (the Guarantee) for the performance of the above bonds. China Mobile Communications Corporation (CMCC), the ultimate holding company, has also issued a further guarantee in relation to the performance by the Company of its obligations under the Guarantee.
18. | Share capital |
Issued and fully paid:
Number of shares | Equivalent | |||||
HK$ million | RMB million | |||||
At 1 January 2006 |
19,835,160,399 | 1,984 | 2,116 | |||
Shares issued under share option scheme |
48,936,400 | 5 | 6 | |||
At 30 June 2006 |
19,884,096,799 | 1,989 | 2,122 | |||
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At 30 June 2006, the outstanding options were as follows:
Number of instruments |
Vesting conditions |
Contractual life of options | ||||
Option granted to directors |
||||||
on 25 April 2000 |
1,170,000 | 50% two years from the date of grant, 50% five years from the date of grant |
7 years | |||
on 22 June 2001 |
153,250 | 50% two years from the date of grant, 50% five years from the date of grant | 6 years | |||
on 3 July 2002 |
370,000 | 50% two years from the date of grant, 50% five years from the date of grant | 10 years | |||
on 28 October 2004 |
1,144,600 | 40% one year from the date of grant, 30% two years from the date of grant, 30% three years from the date of grant |
10 years | |||
on 21 December 2004 |
515,000 | 40% one year from the date of grant, 30% two years from the date of grant, 30% three years from the date of grant | 10 years | |||
on 8 November 2005 |
6,490,500 | 40% one year from the date of grant, 30% two years from the date of grant, 30% three years from the date of grant | 10 years | |||
Option granted to other employees |
||||||
on 26 November 1999 |
1,000,000 | 50% on date of grant, 50% three years from the date of grant |
8 years | |||
on 25 April 2000 |
25,618,000 | 50% two years from the date of grant, 50% five years from the date of grant |
7 years | |||
on 22 June 2001 |
37,409,300 | 50% two years from the date of grant, 50% five years from the date of grant |
6 years | |||
on 3 July 2002 |
73,222,050 | 50% two years from the date of grant, 50% five years from the date of grant |
10 years | |||
on 28 October 2004 |
183,645,700 | 40% one year from the date of grant, 30% two years from the date of grant, 30% three years from the date of grant |
10 years | |||
on 8 November 2005 |
281,116,500 | 40% one year from the date of grant, 30% two years from the date of grant, 30% three years from the date of grant |
10 years | |||
Total share options |
611,854,900 | |||||
No option had been granted to the directors of the Company and employees of the Group during the six months ended 30 June 2006 (for the six months ended 30 June 2005: Nil). Share options involving a total number of 1,902,950 ordinary shares previously granted to certain employees of the Group were cancelled during the period.
During the six months ended 30 June 2006, the employees of the Group and the directors of the Company exercised options to subs cribe for 48,803,000 and 133,400 ordinary shares of the Company, respectively.
Details of share options exercised during the period
Grant date |
Exercise price | Weighted average per share of the share options exercised |
Proceeds received | Number of shares involved in the options | |||||||
25 April 2000 |
HK$ | 45.04 | HK$ | 46.49 | HK$ | 21,258,880 | 472,000 | ||||
22 June 2001 |
HK$ | 32.10 | HK$ | 41.44 | HK$ | 480,559,470 | 14,970,700 | ||||
3 July 2002 |
HK$ | 22.85 | HK$ | 41.17 | HK$ | 50,423,095 | 2,206,700 | ||||
28 October 2004 |
HK$ | 22.75 | HK$ | 41.00 | HK$ | 672,000,875 | 29,538,500 | ||||
21 December 2004 |
HK$ | 26.75 | HK$ | 44.45 | HK$ | 2,273,750 | 85,000 | ||||
8 November 2005 |
HK$ | 34.87 | HK$ | 39.02 | HK$ | 58,006,245 | 1,663,500 | ||||
48,936,400 | |||||||||||
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19. | Related party transactions |
(a) | Transactions with CMCC Group |
The following is a summary of principal related party transactions entered into by the Group with CMCC and its subsidiaries, excluding the Group, (the CMCC Group), for the six months ended 30 June 2006 and 2005.
Six months ended 30 June | ||||||
2006 | 2005 | |||||
Note | RMB million | RMB million | ||||
Property leasing and management services charges |
(i) | 267 | 192 | |||
Telecommunications services charges |
(ii) | 595 | 407 | |||
Interest paid/payable |
(iii) | 325 | 350 |
Notes:
(i) | Property leasing and management services charges represent the rental and property management fees paid or payable to CMCC Group in respect of business premises and offices, retail outlets and warehouses. |
(ii) | Telecommunications services charges represent the amounts paid or payable to CMCC Group for the telecommunications project planning, design and construction services; telecommunications line and pipeline construction services; and telecommunications line maintenance services. |
(iii) | Interest paid/payable represents the interest paid or payable to China Mobile Hong Kong (BVI) Limited, the Companys immediate holding company, in respect of the balances of purchase consideration for acquisitions of subsidiaries. |
(b) | Transactions with other state-controlled entities in the PRC |
Apart from transactions with the parent company and its affiliates, the Group, a state-controlled enterprise, conducts certain business activities with enterprises directly or indirectly owned or controlled by the PRC government and governmental authorities and agencies (collectively referred to as state-controlled entities) in the ordinary course of business. These transactions primarily include rendering and receiving services, sales and purchase of goods and deposits with financial institutions, are carried out at terms similar to those that would be entered into with non-state-controlled entities and have been reflected in the financial statements.
Set out below are the principal transactions and balances with state-controlled telecommunications operators and state-controlled financial institutions in the PRC:
(i) | Principal transactions with state-controlled telecommunications operators in the PRC |
Six months ended 30 June | ||||
2006 | 2005 | |||
RMB million | RMB million | |||
Interconnection revenue |
3,908 | 2,787 | ||
Interconnection charges |
7,803 | 5,888 | ||
Leased line charges |
805 | 2,158 | ||
(ii) | Principal balances with state-controlled telecommunications operators in the PRC |
Unaudited At 30 June |
Audited At 31 December | |||
RMB million | RMB million | |||
Accounts receivable and other receivables |
749 | 180 | ||
Accounts payable and other payables |
2,770 | 2,172 | ||
(iii) | Principal transactions with state-controlled financial institutions in the PRC |
Six months ended 30 June | ||||
2006 | 2005 | |||
RMB million | RMB million | |||
Interest income |
1,048 | 504 | ||
(iv) | Principal balances with state-controlled financial institutions in the PRC |
Unaudited At 30 June |
Audited At 31 December | |||
RMB million | RMB million | |||
Deposits with banks |
69,889 | 41,787 | ||
Cash and cash equivalents |
64,630 | 59,368 | ||
Other than the above, the Group also has transactions with PRC governmental authorities and affiliates and other state-controlled entities. The Group believes that such activities are not material.
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20. | Commitments |
(a) | Capital commitments |
Capital commitments outstanding not provided for in the interim financial report were as follows:
Unaudited At 30 June |
Audited At 31 December | |||
RMB million | RMB million | |||
Commitments in respect of land and buildings |
||||
authorized and contracted for |
1,214 | 1,478 | ||
authorized but not contracted for |
2,003 | 3,575 | ||
3,217 | 5,053 | |||
Commitments in respect of telecommunications equipment |
||||
authorized and contracted for |
11,286 | 10,389 | ||
authorized but not contracted for |
33,065 | 43,899 | ||
44,351 | 54,288 | |||
Total commitments |
||||
authorized and contracted for |
12,500 | 11,867 | ||
authorized but not contracted for |
35,068 | 47,474 | ||
47,568 | 59,341 | |||
(b) | Operating lease commitments |
The total future minimum lease payments under non-cancellable operating leases are payable as follows:
Land and buildings | Leased lines | Others | Total | |||||
RMB million | RMB million | RMB million | RMB million | |||||
At 30 June 2006 |
||||||||
Within one year |
1,749 | 1,013 | 772 | 3,534 | ||||
After one year but within five years |
4,061 | 1,452 | 1,105 | 6,618 | ||||
After five years |
1,371 | 434 | 77 | 1,882 | ||||
7,181 | 2,899 | 1,954 | 12,034 | |||||
At 31 December 2005 |
||||||||
Within one year |
1,506 | 1,477 | 546 | 3,529 | ||||
After one year but within five years |
3,509 | 998 | 1,068 | 5,575 | ||||
After five years |
1,053 | 298 | 104 | 1,455 | ||||
6,068 | 2,773 | 1,718 | 10,559 | |||||
21. | Post balance sheet events |
After the balance sheet date the directors declared ordinary and special interim dividends. Further details are disclosed in note 8(a).
22. | Possible impact of amendments, new standards and interpretations issued but not yet effective for the annual accounting period ending 31 December 2006 |
Up to the date of issue of the interim financial report, the HKICPA has issued a number of amendments, new standards and interpretations which are not yet effective for the accounting period ending 31 December 2006 and which have not been adopted in the interim financial report.
Of these developments, the following relate to matters that may be relevant to the Groups operations and financial statements:
Effective for accounting periods beginning on or after | ||||
HKFRS 7 | Financial instruments: disclosures | 1 January 2007 | ||
Amendment to HKAS 1 | Presentation of financial statements: capital disclosures | 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 it has concluded that while the adoption of them may result in new or amended disclosures, it is unlikely to have a significant impact on the Groups results of operations and financial position.
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DISCUSSION OF SELECTED ITEMS IN THE INTERIM RESULTS
1. | Strong cash flow and sound capital structure |
The Group continued to sustain its robust cash flow as a result of favorable business growth, proactive cost control measures, meticulous capital expenditure management and the effect of economies of scale. The Groups free cash flow (net cash generated from operating activities after deduction of capital expenditure incurred) was RMB47,182 million for the six months ended 30 June 2006. As at 30 June 2006, the Groups total cash and bank balances were RMB141,300 million, of which 95.2 per cent., 0.6 per cent. and 4.2 per cent. were denominated in RMB, U.S. dollars and Hong Kong dollars, respectively.
As at 30 June 2006, the Groups debt to capitalization ratio (capitalization represents the sum of total debt and total shareholders equity value) was approximately 11.4 per cent. At the end of June 2006, short-term and long-term borrowings of the Group totaled RMB37,808 million, representing a decrease of RMB164 million from year-end 2005, which reflects that the Groups financial position continued to remain at a sound level. Of the total borrowings, 37.5 per cent. was in RMB (consisting principally of RMB bonds), and 62.5 per cent. was in U.S. dollars (consisting principally of the balances of the deferred consideration for the acquisitions of the eight and the ten provincial telecommunications operators). Approximately 75.8 per cent. of the Groups borrowings were made at floating interest rates. The actual average interest rate of borrowings (including capitalized interest) of the Group was approximately 3.22 per cent. in the first half of 2006, whereas the actual interest coverage multiple (ratio of profit before interest and tax to interest expenses) amounted to 72 times.
The Group will continue to pursue prudent financial principles, strictly control financial risks, maintain its strong cash-flow generating capability, allocate its resources in a scientific manner, maintain a prudent debt policy and reinforce and develop favorable economic efficiency, with a view to generating greater returns for our shareholders continuously.
2. | Capital expenditure |
The Groups capital expenditure for the first half of 2006 totaled approximately RMB31,925 million. Capital expenditure was mainly used for the construction of GSM networks, support systems, transmission facilities, infrastructure buildings and for the development of new technologies and new businesses. Capital expenditure was financed primarily by cash flow generated from operations. The Group will continue to pursue rational investments and cautiously consider the cost efficiency of any capital investment, with a view to ensuring favorable investment returns.
3. | Personnel expenses |
The Group continued to strengthen its highly-efficient staff management and incentive structure, promote human resources management, persistently implement effective and comprehensive budget management and performance-based evaluation, thereby maintaining a competitive advantage in terms of human resources while effectively controlling personnel expenses. Personnel expenses were RMB7,990 million in the first half of 2006, and accounted for 5.8 per cent. of the operating revenue which remained generally stable when compared with the same period in the prior year. The Group had a total of 105,456 employees as at 30 June 2006. In order to align the interest of the employees with that of the shareholders, the Group granted share options to employees pursuant to the share option scheme of the Company. The relevant cost of share options have been included in the above personnel expenses. Further details of the share option schemes and the share options granted are set out in Note 18 of the Notes on the Unaudited Interim Financial Report and in the section Other Information Directors, Chief Executives and Employees Rights to Acquire Shares in the interim report to be sent to shareholders.
4. | Depreciation expenses and assets disposed/written off |
In view of the maturity of 3G technology, the technical life and the estimated useful lives of certain existing network equipment are being affected. In accordance with prudent financial principles, the Company reviewed and assessed the situation of current network assets and decided to revise the estimated useful lives of 2G network equipment from 7 years to 5 years in the first half of 2006. The change in accounting estimate is accounted for prospectively from 1 January 2006. Depreciation expense was RMB34,542 million in the first half of 2006, representing an increase of 24.6 per cent. over the same period of the prior year, of which such change of estimated useful lives had resulted in an increase of depreciation expense by RMB6,529 million.
In addition, the Group continued to upgrade and replace certain functional obsolete equipment during the first half of 2006 and the relevant assets of RMB712 million were disposed and written off.
The change of estimated useful lives of certain assets is consistent with the prudent approach of the Groups financial principles that has been persistently adopted. It truly reflects the actual usage condition of those assets and further optimizes the asset quality, thereby laying down a solid foundation for the migration to next generation network and for the future development of our new businesses.
PROSPECTS
In the second half of 2006, the Group will continue to pursue rational competition, develop new customers, new businesses and new voice usage, endeavor to maintain growth with innovation and further promote the development of economies of scale. In addition to its comprehensive development, the Group will increase its efforts in developing mobile telecommunications in rural areas through the establishment and enhancement of fundamental mobile telecommunications coverage network, service and sales networks and agricultural information network for rural areas. The Group will, on the strength of its voice business, continue to develop value-added businesses, strengthen the preparation of new product and application offerings, ceaselessly create new business areas and strive to become the Mobile Information Expert.
PURCHASE, SALE OR REDEMPTION OF THE COMPANYS LISTED SECURITIES
During the six months ended 30 June 2006, neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Companys listed securities.
- 15 -
AUDIT COMMITTEE
The Audit Committee reviewed with management the accounting principles and practices adopted by the Group and discussed auditing, internal control and financial report matters including the review of the unaudited interim report for the six months ended 30 June 2006. COMPLIANCE WITH THE CODE PROVISIONS OF THE CODE ON CORPORATE GOVERNANCE PRACTICES Throughout the six months ended 30 June 2006, other than the roles of the Chairman and the Chief Executive Officer being performed by Mr. Wang Jianzhou, the Company has complied with all the code provisions of the Code on Corporate Governance Practices as set out in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the Listing Rules).
Mr. Wang Jianzhou joined the Board of Directors of the Company in November 2004 and has been the Chairman and the Chief Executive Officer of the Company since his appointment to the Board. Mr. Wang is in charge of the overall management of the Company.
The Company considers that the combination of the roles of the Chairman and the Chief Executive Officer can promote the efficient formulation and implementation of the Companys strategies which will enable the Group to grasp business opportunities efficiently and promptly. The Company considers that through the supervision of its Board and its Independent Non-executive Directors, a balancing mechanism exists so that the interests of the shareholders are adequately and fairly represented.
COMPLIANCE WITH THE MODEL CODE
The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers (the Model Code) as set out in Appendix 10 to the Listing Rules. All directors have confirmed, following enquiry by the Company, that they have complied with the required standard set out in the Model Code throughout the period from 1 January 2006 to 30 June 2006.
CLOSURE OF REGISTER OF MEMBERS
The register of members of the Company will be closed from 6 September 2006 to 8 September 2006 (both days inclusive). During this period, no transfer of shares will be registered. In order to qualify for the 2006 ordinary and special interim dividends, all transfers of shares accompanied by the relevant share certificates must be lodged with the Companys share registrar, Hong Kong Registrars Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queens Road East, Wan Chai, Hong Kong not later than 4:00 p.m. on 5 September 2006. The ordinary and special interim dividends will be paid on or about 15 September 2006 to those shareholders on the register of members on 8 September 2006.
FORWARD-LOOKING STATEMENTS
Certain statements contained in this announcement 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 involve known and unknown risks, uncertainties and other factors, which may cause the actual performance, financial condition or results of operations of the Company to be materially different from any future performance, financial condition or results of operations implied by such forward-looking statements. 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.
PUBLICATION OF INTERIM RESULTS ON THE WEBSITES OF THE STOCK EXCHANGE OF HONG KONG LIMITED AND THE COMPANY
The 2006 Interim Report will be despatched to shareholders as well as made available on The Stock Exchange of Hong Kong Limiteds website at http://www.hkex.com.hk and the Companys website at http://www.chinamobileltd.com.
The 2006 interim financial information set out above does not constitute the Groups statutory financial statements for the six months ended 30 June 2006 but is extracted from the financial statements for the six months ended 30 June 2006 to be included in the 2006 Interim Report.
As at the date of this announcement, the Board of Directors of the Company comprises Mr. Wang Jianzhou, Mr. Li Yue, Mr. Lu Xiangdong, Mr. Xue Taohai, Mr. Zhang Chenshuang, Mr. Sha Yuejia, Mr. Liu Aili, Madam Xin Fanfei and Mr. Xu Long as executive directors, Dr. Lo Ka Shui, Mr. Frank Wong Kwong Shing and Mr. Moses Cheng Mo Chi as independent non-executive directors and Mr. Paul Michael Donovan as a non-executive director.
- 16 -