UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

FORM20-F

 

 

 

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

OR

 

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

For the fiscal year ended December 31, 20172020

OR

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

 

SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report

For the transition period from                    to                    

Commission file number:1-14696

 

 

China Mobile Limited

(Exact Name of Registrant as Specified in Its Charter)

N/A

(Translation of Registrant’s Name into English)

Hong Kong, China

(Jurisdiction of Incorporation or Organization)

60th Floor, The Center

99 Queen’s Road Central

Hong Kong, China

(Address of Principal Executive Offices)

Grace Wong

Company Secretary

China Mobile Limited

60th Floor, The Center

99 Queen’s Road Central

Hong Kong, China

Telephone: (852) 3121-8888

Fax: (852) 2511-9092

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

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Name of Each Exchange on Which Registered

Ordinary sharesNew York Stock Exchange*

*Not for trading, but only in connection with the listing on the New York Stock Exchange of American depositary shares representing the ordinary shares.

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

None

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None

(Title of Class)

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

As of December 31, 2017, 20,475,482,897ordinary shares were issued and outstanding.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  ☒    No  ☐

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or (15)(d) of the Securities Exchange Act of 1934.    Yes  ☐    No  ☒

Note — Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of RegulationS-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule12b-2 of the Exchange Act.:

Large accelerated filer  ☒Accelerated filer  ☐Non-accelerated filer  ☐Emerging growth company  ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.  ☐

The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing.

U.S. GAAP  ☐

International Financial Reporting Standards as issued

by the International Accounting Standards Board  ☒

Other  ☐

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.    Item 17  ☐    Item 18  ☐

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).    Yes  ☐    No  ☒

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.    Yes  ☐    No  ☐


TABLE OF CONTENTS

China Mobile Limited

(Exact Name of Registrant as Specified in Its Charter)

N/A

(Translation of Registrant’s Name into English)

Hong Kong, China

(Jurisdiction of Incorporation or Organization)

60th Floor, The Center

99 Queen’s Road Central

Hong Kong, China

(Address of Principal Executive Offices)

Grace Wong

Company Secretary

China Mobile Limited

60th Floor, The Center

99 Queen’s Road Central

Hong Kong, China

Telephone: (852) 3121-8888

Fax: (852) 2511-9092

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

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Name of Each Exchange on Which Registered

Ordinary shares*N.A.New York Stock Exchange

*

Not for trading, but only in connection with the listing on the New York Stock Exchange of American depositary shares representing the ordinary shares. The American depositary shares are traded under the symbol “CHL” and exempt from registration under Section 12(b) of the Act pursuant to Rule 12a-8 thereunder.

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

None

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None

(Title of Class)

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

As of December 31, 2020, 20,475,482,897ordinary shares were issued and outstanding.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  ☒    No  ☐

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or (15)(d) of the Securities Exchange Act of 1934.    Yes  ☐    No  ☒

Note — Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:     

Large accelerated filer  ☒Accelerated filer   ☐Non-accelerated filer  ☐Emerging growth company   ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.

The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.  ☒

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing.

U.S. GAAP  ☐

International Financial Reporting Standards as issued

by the International Accounting Standards Board  ☒

Other  ☐

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. Item 17  ☐ Item 18  ☐

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.    Yes  ☐    No  ☐


TABLE OF CONTENTS

China Mobile Limited

 

   

Page

 

Forward-Looking Statements

   1 
PART I

Item 1.

 

Identity of Directors, Senior Management and Advisers

   23 

Item 2.

 

Offer Statistics and Expected Timetable

   23 

Item 3.

 

Key Information

   23 

Item 4.

 

Information on the Company

   1922 

Item 4A.

 

Unresolved Staff Comments

   4145 

Item 5.

 

Operating and Financial Review and Prospects

   4145 

Item 6.

 

Directors, Senior Management and Employees

   5557 

Item 7.

 

Major Shareholders and Related Party Transactions

   5861 

Item 8.

 

Financial Information

   6265 

Item 9.

 

The Offer and Listing

   6266 

Item 10.

 

Additional Information

   6366 

Item 11.

 

Quantitative and Qualitative Disclosures About Market Risk

   7276 

Item 12.

 

Description of Securities Other than Equity Securities

   7477 
PART II

PART II

Item 13.

 

Defaults, Dividend Arrearages and Delinquencies

   7578 

Item 14.

 

Material Modifications to the Rights of Security Holders and Use of Proceeds

   7578 

Item 15.

 

Controls and Procedures

   7578 

Item 16A.

 

Audit Committee Financial Expert

   7679 

Item 16B.

 

Code of Ethics

   7679 

Item 16C.

 

Principal Accountant Fees and Services

   7679 

Item 16D.

 

Exemptions from the Listing Standards for Audit Committees

   7679 

Item 16E.

 

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

   7679 

Item 16F.

 

Change in Registrant’s Certifying Accountant

   7679 

Item 16G.

 

Corporate Governance

   7780 

Item 16H.

 

Mine Safety Disclosure

   7781 
PART III

PART III

Item 17.

 

Financial Statements

   7882 

Item 18.

 

Financial Statements

   7882 

Item 19.

 

Exhibits

   7882 


Forward-Looking Statements

This annual report on Form20-F contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. These forward-looking statements are, by their nature, subject to significant risks and uncertainties. These forward-looking statements include, without limitation, statements relating to:

 

our business objectives and strategies, including those relating to the development of our terminal procurement and distribution business;

 

our operations and prospects;

 

our network expansion and capital expenditure plans;

 

the expected impact of any acquisitions or other strategic transactions;

 

our provision of services, including fourthfifth generation, or 4G,5G, services, wireline broadband services and services based on technological evolution, and our ability to attract customers to these services;

 

the planned development of future generations of mobile technologies, including 5G technologies, and other technologies and related applications;

 

the anticipated evolution of the industry chain of 4G5G and future generations of mobile technologies, including future development in, and availability of, terminals that support our provision of services based on 4G5G and future generations of mobile technologies, and testing and commercialization of future generations of mobile technologies;

 

the expected benefit from our collaboration with China Broadcasting Network Corporation Ltd., or China Broadcasting, with respect to the co-construction and sharing of 5G network;

the expected benefit from our investment in and any arrangements with China Tower Corporation Limited;Limited (or China Tower, formerly known as China Communications Facilities Services Corporation Limited);

 

the expected impact of the implementation in Mainlandthe mainland of China of the policy of “speed upgrade and tariff reduction” and the cancellation of roaming tariffs on our business, financial condition and results of operations;

 

the expected impact of tariff changes on our business, financial condition and results of operations;

 

the potential impact of restrictions, sanctions or other legal or regulatory actions under relevant laws and regulations in various jurisdictions on our telecommunications equipment suppliers and other business partners;

the potential impact of the outcome of the State Administration for Market Regulation’s investigation on us;

the impact of the outbreak of the coronavirus disease, or COVID-19, a disease caused by a novel strain of coronavirus, on the PRC economy and our operations and financial performance;

the impact of Executive Order 13959 signed by the President of the United States and any rules or regulations adopted, guidance issued or actions taken by U.S. regulators to implement or comply with Executive Order 13959, including the ongoing delisting proceedings of our ADSs;

the impact of the Holding Foreign Companies Accountable Act and any rules or regulations adopted by U.S. regulators to implement such legislation;

the expected impact of new service offerings on our business, financial condition and results of operations; and

 

future developments in the telecommunications industry in Mainlandthe mainland of China, including changes in the regulatory and competitive landscape.

-1-


The words “aim,” “anticipate,” “believe,” “could,” “endeavor,” “estimate,” “expect,” “intend,” “may,” “plan,” “seek,” “should,” “strive,” “target,” “will” and similar expressions, as they relate to us, are intended to identify certain of these forward-looking statements. We do not intend to update these forward-looking statements and are under no obligation to do so.

These forward-looking statements are subject to risks, uncertainties and assumptions, some of which are beyond our control. In addition, these forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual results may differ materially from information contained in the forward-looking statements as a result of a number of factors, including the risk factors set forth in “Item 3. Key Information — Risk Factors.”

 

-1--2-


PART I

 

Item 1.

Identity of Directors, Senior Management and Advisers.

Not applicable.

 

Item 2.

Offer Statistics and Expected Timetable.

Not applicable.

 

Item 3.

Key Information.

Selected Financial Data

The following tables present selected historical financial data of our company as of and for each of the years in the five-year period ended December 31, 2017. Except for amounts presented in U.S. dollars and per American depositary share, or ADS, data, the selected historical consolidated statement of comprehensive income data and other financial data for the years ended December 31, 2015, 2016 and 2017 and the selected historical consolidated balance sheet data as of December 31, 2016 and 2017 set forth below are derived from, should be read in conjunction with, and are qualified in their entirety by reference to, our audited consolidated financial statements, including the related notes, included elsewhere in this annual report on Form20-F. The selected historical consolidated statement of comprehensive income data (other than ADS data) for the year ended December 31, 2014 and the selected historical consolidated balance sheet data as of December 31, 2014 and 2015 set forth below should be read in conjunction with and are qualified in their entirety by reference to our audited consolidated financial statements that are included in our previous annual reports on Form20-F. The selected historical consolidated statement of comprehensive income data for the year ended December 31, 2013 and the selected historical consolidated balance sheet data as of December 31, 2013 set forth below are derived from our internal records and management accounts that are not included in this annual report on Form20-F. Our consolidated financial statements have been prepared in accordance with International Financial Reporting Standards, or IFRSs, as issued by the International Accounting Standards Board, or IASB.

We completed the acquisition of certain assets, businesses and related liabilities as well as their related employees in relation to the fixed-line telecommunications operations, or Target Assets and Businesses, of China TieTong Telecommunications Corporation, or China TieTong, in December 2015. See “Item 4. Information on the Company — Business Overview — Investments and Acquisitions.” Because we and Target Assets and Businesses were under common control of China Mobile Communications Group Co., Ltd.(formerly known as China Mobile Communications Corporation), or CMCC, both prior to and after the acquisition, the acquisition was considered as a business combination under common control and was accounted for using merger accounting in accordance with the Accounting Guideline 5 “Merger Accounting for Common Control Combinations,” or AG 5, issued by the Hong Kong Institute of Certified Public Accountants, or the HKICPA. Target Assets and Businesses were stated at their historical cost, and were included in the consolidated financial statements included in this annual report on Form20-F as if Target Assets and Businesses had always been part of our company during all the relevant periods presented.

-2-


The statistical information set forth in this annual report on Form20-F relating to Mainland China is taken or derived from various publicly available government publications that were not prepared or independently verified by us. This statistical information may not be consistent with other statistical information from other sources within or outside Mainland China.

   As of or for the year ended December 31, 
   2013  2014  2015  2016  2017  2017 
   RMB  RMB  RMB  RMB  RMB  US$ 
   

(in millions, except share, per share

and per ADS information)

 

Consolidated Statement of Comprehensive Income Data:

       

Operating revenue

   640,048   651,509   668,335   708,421   740,514   113,815 

Operating expenses

   508,624   534,189   565,413   590,333   620,388   95,352 

Profit from operations

   131,424   117,320   102,922   118,088   120,126   18,463 

Profit before taxation

   153,649   142,522   143,734   144,462   148,137   22,768 

Taxation

   (36,746  (33,179  (35,079  (35,623  (33,723  (5,183

Profit for the year attributable to equity shareholders

   116,791   109,218   108,539   108,741   114,279   17,564 

Basic earnings per share(1)

   5.81   5.38   5.30   5.31   5.58   0.86 

Diluted earnings per share(1)

   5.74   5.35   5.30   5.31   5.58   0.86 

Basic earnings per ADS(1)

   29.05   26.91   26.51   26.55   27.90   4.29 

Diluted earnings per ADS(1)

   28.71   26.76   26.50   26.55   27.90   4.29 

Number of shares utilized in basic earnings per share calculation (in thousands)

   20,101,232   20,293,254   20,473,119   20,475,483   20,475,483   20,475,483 

Number of shares utilized in diluted earnings per share calculation (in thousands)

   20,343,120   20,408,441   20,479,706   20,475,483   20,475,483   20,475,483 

-3-


   As of or for the year ended December 31, 
   2013  2014  2015  2016  2017  2017 
   RMB  RMB  RMB  RMB  RMB  US$ 
   

(in millions, except share, per share

and per ADS information)

 

Consolidated Balance Sheet Data:

       

Working capital(2)

   80,009   34,433   (12,341  50,256   28,214   4,336 

Cash and cash equivalents

   51,180   73,812   79,842   90,413   120,636   18,541 

Bank deposits

   375,127   353,507   323,330   335,297   279,371   42,939 

Accounts receivable

   14,083   16,715   17,743   19,045   24,153   3,712 

Property, plant and equipment

   520,571   605,023   585,631   622,356   648,029   99,600 

Total assets

   1,222,684   1,348,035   1,427,895   1,520,994   1,522,113   233,944 

Bonds–current portion(3)

   —     1,000   —     4,998   —     —   

–non-current portion

   5,989   4,992   4,995   —     —     —   

Total liabilities

   401,561   459,052   507,527   538,856   533,232   81,956 

Share capital(4)

   2,142   400,737   402,130   402,130   402,130   61,806 

Shareholders’ equity

   819,171   886,916   917,336   979,021   985,636   151,489 

Other Financial Data:

       

Capital expenditures and land lease prepayments(5)

   (149,121  (175,701  (173,693  (189,366  (193,605  (29,757

Net cash generated from operating activities

   226,905   216,438   235,089   253,701   245,514   37,735 

Net cash used in investing activities

   (180,122  (151,230  (142,743  (194,523  (106,533  (16,374

Net cash used in financing activities

   (71,312  (42,530  (86,510  (48,958  (108,231  (16,635

Dividend declared

   52,675   47,170   46,145   48,993   110,909   17,046 

Dividend declared per share (RMB)

   2.621   2.311   2.205   2.385   5.508   0.820 

Dividend declared per share (HK$)

   3.311   2.920   2.721   2.732   6.405   0.820 

(1)The basic earnings per share have been computed by dividing profit attributable to our equity shareholders by the weighted average number of shares outstanding in 2013, 2014, 2015, 2016 and 2017. The diluted earnings per share have been computed after adjusting for the effects of all dilutive potential ordinary shares. Dilutive potential ordinary shares resulting from the share options granted to our directors and employees under the share option scheme would decrease profit attributable to equity shareholders per share. The basic and diluted earnings per ADS amounts have been computed based on one ADS representing five ordinary shares.
(2)Represents current assets minus current liabilities.
(3)The current portion of the bonds as of December 31, 2014 was issued by China TieTong on August 18, 2005, with a principal amount of RMB1,000 million, at an issue price equal to the face value of the bonds. The bond was unsecured and bore interest at the rate of 4.6% per annum which is payable annually. The bond was fully repaid on August 18, 2015. The current portion of the bonds as of December 31, 2016 was issued by China Mobile Group Guangdong Co., Ltd., or Guangdong Mobile, with a principal amount of RMB5,000 million. The bonds were unsecured and bore interest at the rate of 4.5% per annum which is payable annually. The bonds, redeemable at 100% of the principal amount, were fully repaid on October 28, 2017.
(4)Under the Hong Kong Companies Ordinance (Cap. 622 of the laws of Hong Kong), or the Companies Ordinance, which has been in effect since March 3, 2014, the concept of authorized share capital no longer exists and our shares no longer have a par or nominal value. There is no impact on the number of shares in issue or the relative entitlement of any of our shareholders as a result of this transition. In addition, in accordance with the transitional provisions set forth in Section 37 of Schedule 11 to the Companies Ordinance, any amount standing to the credit of the share premium account has become part of our share capital.
(5)Represents payments made for capital expenditures and land lease prepayments during the year and included in net cash used in investing activities.

-4-


Exchange Rate Information

We publish our consolidated financial statements in Renminbi. Solely for the convenience of the reader, this annual report on Form20-F contains translations of certain Renminbi and Hong Kong dollar amounts into U.S. dollars and vice versa at RMB6.5063 = US$1.00 and HK$7.8128 = US$1.00, the noon buying rates in New York for cable transfers as certified for customs purposes by the Federal Reserve Bank of New York on December 29, 2017. The noon buying rates in New York for cable transfers as certified for customs purposes by the Federal Reserve Bank of New York are published on a weekly basis in the H.10 statistical release of the Board of Governors of the Federal Reserve System of the United States. These translations should not be construed as representations that the Renminbi or Hong Kong dollar amounts could actually be converted into U.S. dollars at such rates or at all.

The noon buying rates in New York for cable transfers as certified for customs purposes by the Federal Reserve Bank of New York were RMB6.2765 = US$1.00 and HK$7.8486 = US$1.00, respectively, on April 19, 2018. The following table sets forth the high and low noon buying rates between Renminbi and U.S. dollars and between Hong Kong dollars and U.S. dollars for each month during the previous six months:

Noon Buying Rate

   RMB per US$1.00      HK$ per US$1.00 
   High   Low      High   Low 

October 2017

   6.6533    6.5712   

October 2017

   7.8106    7.7996 

November 2017

   6.6385    6.5967   

November 2017

   7.8118    7.7955 

December 2017

   6.6210    6.5063   

December 2017

   7.8228    7.8050 

January 2018

   6.5263    6.2841   

January 2018

   7.8230    7.8161 

February 2018

   6.3471    6.2649   

February 2018

   7.8267    7.8183 

March 2018

   6.3565    6.2685   

March 2018

   7.8486    7.8275 

April 2018 (up to April 19, 2018)

   6.3045    6.2655   

April 2018 (up to April 19, 2018)

   7.8499    7.8482 

The following table sets forth the average noon buying rates between Renminbi and U.S. dollars and between Hong Kong dollars and U.S. dollars in 2013, 2014, 2015, 2016 and 2017 calculated by averaging the noon buying rates on the last day of each month during the relevant year.

Average Noon Buying Rate

   RMB per US$1.00   HK$ per US$1.00 

2013

   6.1412    7.7565 

2014

   6.1704    7.7554 

2015

   6.2869    7.7519 

2016

   6.6549    7.7618 

2017

   6.7350    7.7950 

Risk Factors

The following factors, and those factors described in our other reports submitted to, or filed with, the SEC, among other factors, could affect our actual results and could cause our actual results to differ materially from those expressed in any forward-looking statements made by us or on our behalf, and such factors may have a material adverse effect on our business, financial condition, results of operations and prospects as well as the value of our ordinary shares and ADSs.securities.

-5-


Risks Relating to Our Business

The increasing competition from other telecommunications services providers and competitors in related industries and changes in the competitive landscape of the telecommunications industry in Mainlandthe mainland of China may reduce our market share and decrease our profit margin.

We continue to faceare facing increasing competition from other telecommunications services providers in Mainlandthe mainland of China. Principal participants in the telecommunications industry in Mainlandthe mainland of China include China Telecom Corporation Limited, or China Telecom, China Unicom (Hong Kong) Limited, or China Unicom, China Telecom Corporation Limited, or China Telecom,Broadcasting and us. In particular, we have been competing against China Telecom and China UnicomOn the one hand, the competition in the delivery of 4G services sinceamong China Unicom, China Telecom and us continues to intensify due to market saturation and tariff reduction. On the other hand, with the Ministry of Industry and Information Technology, or the MIIT, granting the basic telecommunications service operating permit for 5G digital cellular mobile service to China Mobile Communications Group Co., Ltd., or CMCC, our parent company, the parent companies of China Telecom and China Unicom, and China Broadcasting on June 6, 2019, the competition with respect to the planning and promotion of 5G development and commercialization is also expected to increase.

The PRC government has extended favorable regulatory policies to our primary competitors in order to help them become more viable competitors to us. With respect to 4G services, while the MIIT granted the respective parent companies of China Telecom, China Unicom and us the permissions to all three telecommunications services providers to provide 4G services based on the LTE/Time Division Duplex standard, orTD-LTE technology, in December 2013. We expect thatat the competition will intensify aftersame time, we recently received the permissionwere only permitted to provide 4G services based on the Frequency-Division Long-Term Evolution standard, or LTE FDD technology on April 3, 2018, whileand carry out nationwide operation of certain LTE FDD services, including voice services, data services and mobile Internet of Things, or IoT, several years after China Telecom and China Unicom. In terms of 5G services, as compared to the frequency bands allocated to our competitors, those available to us are not widely used in the telecommunications industry and may pose more technical and operational challenges initially. Those asymmetrical and other regulatory measures could adversely affect our competitiveness and increase competition in the PRC telecommunications industry. See “— Current or future asymmetrical and other regulatory measures adopted by the PRC regulatory authorities could adversely affect our competitiveness or enhance competition in the telecommunications industry.” Furthermore, China Telecom and China Unicom obtained such permission in February 2015. In accordance with this permission, we can develop mobile IoT and Industrial Internet services nationwide, and LTE FDD services only in rural areas. Constrained by the services available to us, we may not effectively compete with other operators except for rural areas. And it may result in the potential risk of ROIC (Return on Invested Capital) of mobile IoT and LTE FDD network. Moreover, China Unicom and China Telecom have also entered into a strategic cooperation agreementarrangements to promote resource-sharing in several keycertain aspects of business operations.operations, including the construction of 5G network, which may strengthen their competitiveness in the market, and they could enter into further cooperation in the future. For further information, see “Item 4. Information on the Company — Business Overview — Competition.” Such cooperation may significantly change the competitive landscape of the telecommunications industry in Mainlandthe mainland of China. In addition, our competitors and we have been rolling out 5G tariff plans to attract customers, and some of the plans offered by our competitors may be more attractive to customers than ours. Accordingly, we cannot assure you that we will be able to compete effectively, or that such competition will not materially and adversely affect our business, financial condition and results of operations.

The government of

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In order to adapt to the People’s Republic of China, or the PRC, has extended favorable regulatory policies to somemarket changes and as one of our competitors in order to help them become more viable competitors. See “— Current or future asymmetrical and other regulatory measures adopted by the PRC regulatory authorities could materially harm our competitive position or enhance competition in the telecommunications industry.”

Furthermore, the evolution of telecommunication technologies and services has changed the competitive landscape in the telecommunications industry in Mainland China. On the one hand, the intensified competition in new products and services as a result of new technologies could reduce our tariff rates, increase our customer acquisition cost and decrease our market share as customers choose to receive mobile services from other providers. On the other hand, the increased competition fromnon-traditional telecommunications services providers brought by new technologies and services, such as Internet service providers, mobile software and applications developers and equipment vendors, pose challenges to us in retaining existing customers and market position. These new competitors compete against us in both voice and data businesses by offering mobile Internet access and Over The Top services, such as instant messaging, Voice over Internet Protocol, or VoIP, services, or audio or video content services delivered over the Internet. In addition, the strategic cooperation between Internet service providers and telecommunications operators is reshaping the competition in the telecommunications market. See “— Changes in the technology and business models of the PRC telecommunications industry may render our current technologies and business model obsolete, andmarketing strategies, we may, encounter difficulties and challenges in developing and implementing new technologies and services.” In addition, although currently we are rapidly expanding our wireline broadband services, we obtained permissionfrom time to enter into the wireline broadband market later than the other two telecommunications operators, and we cannot assure you that our wireline broadband businesses may not be constrained by the first-mover advantages of our competitors or any other factors arising from the competition in the wireline broadband market.

As part of changes in our marketing model, we may, depending on the competitive environment,time, offer more tariff promotionspromotion programs to our customers with lowered tariffs, which may negatively impact our revenues and profit margins. In the meantime, our competitors are expanding their network coverage and offering discounts to their tariff plans, which may affect our ability to retain our customers. As a result of the above, we cannot assure you that we will not offer discounts comparable to, or more favorable than, those offered by our competitors or experience increases in churn rates as competition intensifies, which may materially reduceand adversely affect our results of operations.operations and profit margin. Moreover, we cannot assure you that any potential change, and in particular, any further restructuring in the competitive landscape of the telecommunications industry in Mainlandthe mainland of China, would not have a material adverse effect on our business, financial condition and results of operations.

Additionally, the PRC government has adopted regulatory measures to encourage competition in the telecommunications industry, including stringent measures to enforce the PRC Anti-Monopoly Law. Any amendments to the PRC Anti-Monopoly Law or any changes to the PRC anti-unfair competition regime, in particular those on the telecommunications industry, may subject us to more stringent anti-monopoly and anti-unfair competition regulation. As a result of the regulatory measures, the competitive landscape in the PRC telecommunications industry may further diversify, causing more intensified competition.

Moreover, the evolution of telecommunication technologies and services has changed the competitive landscape in the telecommunications industry in the mainland of China. The intensified competition in new products and services arising from technological advances could reduce our tariff, increase our customer acquisition cost and decrease our market share as customers choose to receive telecommunications and related services from other providers. In the meanwhile, the competition from non-traditional telecommunications services providers, such as Internet service providers, mobile software and applications developers and equipment vendors, is also increasing. These new competitors, leveraging on their advantages in new technology and services, compete against us in both voice and data businesses by offering mobile Internet access and Over The Top services, such as instant messaging, Voice over Internet Protocol, or VoIP, services, or audio or video content services delivered over the Internet, and pose challenges to us in retaining existing customers and market position. In addition, the strategic cooperation between Internet service providers and telecommunications operators is reshaping the competition in the telecommunications market. See “— Changes in the technologies and business models of the telecommunications industry may render our current technologies and business model obsolete, and we may encounter difficulties and challenges in developing and implementing new technologies and services.”

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Moreover,Furthermore, the PRC government has implemented a number of measures that permit certain operators approved by the Ministry of Industry and Information Technology, or the MIIT to lease telecommunications infrastructure and repackage mobile services for sale to end-customers. OnSince May 17, 2013, the MIIT announced that it would accept applications from1, 2018, subject to MIIT’s approval, non-State-ownednon-state-owned companies, state-owned companies and foreign invested enterprises are allowed to on a trial basis, lease mobile services from China Unicom,Telecom, China TelecomUnicom or us and provide mobile services to end-customers after repackaging these services. Although the initial trial period of the pilot program ended on December 31, 2015, the mobile services leasing and repackaging will continue to be governed by the rules of the pilot program until the MIIT issues any further rules. As of December 31, 2017, the MIIT has approved 422020, 17 companies had entered into agreements with us for provision of mobile services to operate such business.end-customers. We may face intense competition from these new mobile network operators in light of such policy and decisions by the MIIT. In particular, increased competition may cause tariff rates to further decline, which could in turn materially and adversely affect our business, financial condition and results of operations.

Our ability to compete effectively will also depend on how successfully we respond to various factors affecting the development of the telecommunications industry in Mainlandthe mainland of China, including changes in consumer preferences and demand for existing and new services. We cannot assure you that the measures we are taking in response to these competitive challenges will achieve the expected results.

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Changes in the technologytechnologies and business models of the PRC telecommunications industry may render our current technologies and business model obsolete, and we may encounter difficulties and challenges in developing and implementing new technologies and services.

In recent years, the telecommunications industry in Mainland China has been characterized by rapidly changing and increasingly complex technologies. Accordingly, although we strive to keep our technologies up to international standards, the mobile technologies that we currently employ may become obsolete. Moreover, the rapid development of newin technologies, new services, and products and new business models has also accelerated the convergence of local, long-distance, wireless, cable and Internet communication services, resulted in new competitors entering into the telecommunications market and changed customer behaviors. For example, due to the adoption of new technologies and the growing popularity of the Over The Top services, customer usage and revenue generated from our voice services, short message services, or SMS, and multimedia message services, or MMS, has declined in recent years. We are thus required to develop and implement newleading technologies, develop newoffer innovative services and adjust our business strategies in order to adapt to and maintain our share of the evolving value chain of the telecommunications industry in Mainland China.industry. In order to meet the challenges posed by changes in the technology and business models of the PRC telecommunications industry, we have striven to promote the transition from voice to data traffic operations, from mobile communicationtelecommunications services to innovative fullinformation services, from the primarily “Customer” (To C) market to all four CHBN markets (namely, the “customer” market, the “home” market, the “business” market and the “new” market), and from communication servicesbeing resource-driven to digital services.being innovation-driven. We cannot assure you that the measures we are taking in response to those challenges will achieve the results we expect.

Revenue generated from our wireless data traffic grew substantially in 2017, mainly due to the expansion of our 4G network, enhanced data service customer experience, and widespread use of mobile applications. However, there is no guarantee that our wireless data traffic business will continue to grow rapidly or that any increase in revenue generated from wireless data traffic will offset any decrease in our voice services revenue and revenue generated from SMS and MMS and other services. The development of 4G business and technology requires substantial investments. However, there is no guarantee that our investments and efforts will deliver the results we desire. See “— Our continued investments in the construction of our infrastructure network may not adequately address the issues resulting from the substantial increases in data traffic or otherwise achieve the desired outcomes.”

We currently provide certain Internet-related services, including home digital services, mobile payment, digital content and other applications and information services. The development of our Internet-related services depends on our ability to continue to expand and innovate our Internet-related services and take advantage of our strategic cooperation with renowned Internet service providers. However, our competitors, including telecommunications operators, Internet service providers and technology companies, have also been developing the same services, which has increased the competition in this area. If we cannot develop or expand our Internet-related services as we anticipated, or if we develop or expand our Internet-related services at a pace slower than that of our competitors, our Internet-related services may not be as successful and we may not be able to maintain steady growth in our revenue from our Internet-related services.

As the implementation of our business strategies, as well as the development of new businesses, such as mobileMobile Internet, Internet of Things,IoT, Information and Communication Technology, or IoT,ICT, Cloud Computing and cloud computing,Big Data, require significant time, financial and other resources and involve substantial risks, we may not be able to successfully implement our strategies, launch or develop such new businesses in time, or achieve the expected benefits. We may also encounter unexpected technological difficulties in developing and implementing new technologies and, as a result, may incur substantial costs or services disruptions, which could have a material adverse effect on our business, financial condition, results of operations and prospects.

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Our tariff reduction and future policy developments in the telecommunications industry in relation to tariff reduction may continue to adversely affect our financial conditions.

From time to time, we need to adjust our tariff plans as part of our business strategy and in some cases in accordance with PRC national policies, and such adjustments may have a material negativeadverse impact on our revenue and profitability. In May 2015,theThe PRC government introducedthefirst introducedthe new national policy of “speed upgrade and tariff reduction. ” reduction” in May 2015 and promulgated initiatives in furtherance of such policy every year. In its 2019 work report, the PRC government introduced further “speed upgrade and tariff reduction” measures, including directives to (i) further reduce the broadband tariffs for small and medium enterprises by 15% on average and the tariffs for handset data by no less than 20% on average, and (ii) implement mobile number portability programs, which allow customers to switch mobile carriers while retaining their numbers, in the mainland of China by the end of 2019. The PRC government further required (i) in its 2020 work report, a 15% reduction in the average broadband and dedicated line tariff and (ii) in its 2021 work report, a 10% reduction in the average broadband and dedicated line tariff for small and medium enterprises.

Since May 2015, in response to the expectations of the general public and customers and in order to implement the said national policy, we have, in addition to continue enhancingcontinuous enhancement of network capacity and increasingincrease of network speed, offered discountstook a series of tariff reduction measures, including but not limited to our tariff plans. With respect to our data traffic tariff, we launched in October 2015the launch of an unused data traffic carry-over program for our mobile monthly plans that are charged based onpre-determined data traffic, accordingin October 2015, which allows the customers to which customers could carry over their monthly plan’s remaining unused data traffic to the following month. In May 2017, we rolled out a series ofmonth, preferential data traffic plans as one of our tariff reduction measures. In 2017, we also substantially reduced the Internet dedicated line tariffs for small and medium enterprises. In addition, we took an orderly and balanced approach in reducing voice tariff. In response to the market demand and in lightenterprises since May 2017, cancellation of the national policy of achieving coordinated development of Beijing Municipality, Tianjin Municipality and Hebei Province, we cancelled the domestic long-distance and roaming tariffs for voice services within the tariff zones of Beijing Municipality, Tianjin Municipality and Hebei Province in August 2015 so that our customers are only charged with local usage tariff for our voice services provided within the tariff zones. Similarly, we extended the same tariff policies to the tariff zones of Sichuan Province and Chongqing Municipality in October 2016. Furthermore, in response to the government initiative in furtherance of the “speed upgrade and tariff reduction” policy in March 2017, we cancelled all handset domestic long-distance and roaming tariffs since September 1, 2017 and cancellation of tariffs for domestic data roaming since July 2018. In 2019, we reduced international long-distance call tariffs.the broadband tariffs for small and medium enterprises by 39% and the tariffs for handset data by 47% in the aggregate. In March 2018,2020, we continued to implement the PRC government announced additional policy on network speed“speed upgrade and tariff reduction,reduction” policy and we will introduce corresponding measureslaunched more preferential tariff plans that reduced the tariffs for handset data by 27.1% in due course.the aggregate. See “Item 4. Information on the Company — Business Overview — Tariffs.”Tariffs” for further information.

Such measures have resulted in reduced tariffsasserted pressure on the growth of ourrevenue from data traffic services, and voice services in 2017, which in turn had a negative impact on our overall revenue and profitability. We believeAs we might be required to further adjust our tariffs or take other initiatives under the “speed upgrade and tariff reduction” policy or other similar policies to be issued by the PRC government in the future, we cannot assure you that any prospective reduction in tariffs could continue to have an adverse impact on our financial condition and results of operations would not be materially and adversely affected by these policies.

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We may encounter difficulties and challenges in the commercialization of 5G technologies.

We have been actively engaged in 5G-related research and development, or R&D, activities and commercialization of such technologies. We are also involved in setting 5G technological standards. See “Item 4. Information on the Company — Business Overview — Research and Development — Setting Technical Standards and Promoting Industry Development for 5G Commercialization.” In June 2019, the MIIT granted the operating permit for 5G digital cellular mobile service to the respective parent companies of China Telecom, China Unicom and us and China Broadcasting. Since then, exploring business models that will realize the commercial potentials of 5G technologies became the core of our 5G-related work, and we have been working together with various industry players in planning and promoting 5G development and driving the optimization of standards, advancements in devices, enrichment of applications and construction of the ecosystem in respect of 5G. We began providing 5G services in November 2019.

Delivery and expansion of our commercial 5G services require us to devote financial and operational resources, and we have made and expect to continue to make substantial investments in the construction of the infrastructure of our 5G network. However, there exist significant uncertainties in market reception of our 5G services, competitive landscape, the amount of time and financial and operational resources needed to improve technologies and to acquire the requisite knowhow, the capital expenditures needed to construct the necessary infrastructure, our suppliers’ ability to manufacture equipment and devices supporting the infrastructure of 5G system as well as future expansion of 5G technologies in the vertical industries. In particular, to enhance our competitive position in the 5G market, we may offer tariff promotions to attract and retain customers, which may affect our profitability and results of operations. Furthermore,Moreover, the PRC government may require reduction in the tariffs of our 5G services. See “ — Our tariff reduction and future policy developments in the telecommunications industry in relation to tariff reduction may continue to adversely affect our financial conditions.” Therefore, we cannot assure you that we would not further reducewill be able to expand and profit from our tariffs5G services.

In addition, our primary competitors tend to benefit from certain asymmetrical regulatory measures in connection with frequency band allocation. See “ — Current or takefuture asymmetrical and other initiatives to respond toregulatory measures adopted by the market conditions or to further implement the national policy of “speed upgrade and tariff reduction” or other similar national policies, which may materially andPRC regulatory authorities could adversely affect our financial conditioncompetitiveness or enhance competition in the telecommunications industry.” Consequently, those available to us are not widely used in the telecommunications industry and resultsmay pose more technical and operational challenges to us in the initial stages of operations.

There remain uncertaintiesrendering 5G services. Therefore, as compared to our competitors, we may not be in connectionthe best position to compete effectively against them. Meanwhile, we are in the process of making technical adjustments to our existing network and reallocating certain frequency bands previously used for 4G services to 5G services. Any significant delay in such reallocation among our own networks could add time pressure on or cause additional costs in the commercialization of 5G technologies and our 4G services may also be temporarily discontinued in certain areas or otherwise disrupted during such transition. Further, China Telecom collaborated with the future operation of the China Tower Corporation Limited (or China Tower, formerly known as China Communications Facilities Services Corporation Limited).

China Tower was established in July 2014 by China Mobile Communication Co., Ltd. or CMC, our wholly-owned subsidiary, China United Network Communications Corporation Limited, or CUCL, a wholly-owned subsidiary of China Unicom, in 2019, and rolled out 5G network co-building and co-sharing, which enables them to leverage on their mutually complementary network and spectrum resources to save costs on network construction, operation and maintenance. Such collaboration may further change the competitive landscape of the telecommunications industry in the mainland of China Telecomand adversely affect our business, financial condition and results of operations.

If we are unable to provide 5G services in a commercially viable manner or the business models for our 5G services fail to deliver desirable results, the expected benefits from our significant investment in the R&D and commercialization of 5G technologies and relevant infrastructure construction would not be fully realized or if at all, which in turn could materially and adversely affect our business, financial conditions and results of operations.

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Transactions in and holdings of our ordinary shares and ADSs by U.S. persons beyond specified dates are prohibited, and the continued listing of our ADSs are subject to significant uncertainty.

On November 12, 2020, the President of the United States signed Executive Order 13959 (as subsequently amended on January 13, 2021, the “Executive Order”) to (i) prohibit (the “Prohibitions”) any transaction by any U.S. person, subject to certain divesture and other exemptions, in publicly traded securities, or any securities that are derivative of, or are designed to provide investment exposure to such securities, of certain Chinese companies (each, a “Restricted Company”), (ii) prohibit possession of the foregoing securities by a U.S. person after November 11, 2021 and (iii) authorize the United States Secretary of the Treasury to publicly list an entity as a Restricted Company, with respect to which the Prohibitions shall take effect on the date that is 60 days after such listing. The United States Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) maintains a list of companies identified as a Restricted Company (the “Restricted List”) and, on January 8, 2021, added the Company to the Restricted List. According to guidance issued by OFAC (available at https://home.treasury.gov/system/files/126/ccmc_gl1a_01272021_1.pdf), the Prohibitions with respect to the Company took effect on March 9, 2021, 60 days after the Company was added to the Restricted List.

In addition, on December 31, 2020, the New York Stock Exchange (the “NYSE”) announced that it had determined to commence proceedings to delist our ADSs on the basis that we were no longer suitable for listing in light of the Executive Order. On January 4, 2021, the NYSE announced that, in light of further consultation with relevant regulatory authorities, the NYSE no longer intended to move forward with the delisting action in relation to our ADSs. On January 6, the NYSE announced that it had determined (the “Determination”) to re-commence proceedings to delist our ADSs to comply with the Executive Order and suspended trading in our ADSs on January 11, 2021. Separately, the Depository Trust & Clearing Corporation’s National Securities Clearing Corporation (“NSCC”) suspended trade capture activities through its Universal Trade Capture (“UTC”) and Continuous Net Settlement (“CNS”) systems for our ADSs after trading ended on January 8, 2021. As a result, our ADSs can no longer be traded in any U.S. market that relies on NSCC’s UTC and CNS systems, including the over-the-counter (“OTC”) markets.

On January 20, 2021, we filed with the NYSE a written request for a review of the Determination by a Committee of the Board of Directors of the NYSE (the “Committee”). The Company requested that the Committee reverse the Determination and stay the trading suspension of the ADSs pending review of the Determination. However, there is no assurance that such request will be successful and that the Committee will reverse its Determination.

If our ADSs are delisted from the NYSE, in light of the evolving situation described above, the organizers of OTC markets in the U.S. likely would also prohibit, or be directed to prohibit, the trading of our ADSs on such markets. Subject to the terms of the deposit agreement entered into among others, the construction,Company, the Bank of New York Mellon, and holders and beneficial owners of ADSs from time to time, holders of our ADSs may convert the ADSs into our ordinary shares listed on the Hong Kong Stock Exchange but will incur costs in order to do so. See “Item 12. Description of Securities Other than Equity Securities.” for further information. In addition, pursuant to the Executive Order and the latest OFAC guidance, U.S. persons are prohibited from transacting in our ADSs or ordinary shares (subject to certain divesture and other exemptions) beyond March 9, 2021 and holding our ADSs or ordinary shares beyond January 8, 2022, 365 days after the Company was added to the “Issuer Name” column of the Restricted List. Furthermore, the foregoing events or any further development thereof may adversely affect investor sentiment toward our Company, regardless of our actual operating performance. As a result, the value and liquidity of our securities may be materially and adversely affected.

We may be subject to increased regulatory scrutiny and compliance costs and prices of our securities listed in overseas markets may be subject to increased fluctuations if we conduct a public offering and listing of our shares in the mainland of China.

We will continue monitoring and analyzing the development of laws and regulations in relation to the public offering and listing of shares in the mainland of China. The precise timing and form of the offering and listing of our shares in the mainland of China would depend on a number of factors, including relevant regulatory developments and market conditions. If we complete a public offering in the mainland of China, we would become subject to the applicable laws, rules and regulations governing public companies listed in the mainland of China, in addition to the various laws, rules and regulations that we are currently subject to in Hong Kong and the United States. The listing and trading of our securities in multiple jurisdictions and multiple markets may lead to increased compliance costs for us, and we may face scrutiny by regulatory authorities in these jurisdictions and markets. In addition, such offering and listing, if completed, like any other issuance of equity securities, will result in dilution to our shareholders and may lead to increased volatility in, or may otherwise materially and adversely affect, the prices of our securities listed in overseas markets.

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We are subject to risks associated with our suppliers, business partners and other stakeholders in the supply chain of semiconductor and telecommunications industry, which could be adversely affected by restrictions, sanctions or other legal or regulatory actions under relevant laws and regulations in various jurisdictions which in turn could adversely affect the supply chain and our business operations.

We procure our telecommunications network equipment, related maintenance and operation of telecommunications towers. As of March 31, 2018, we indirectly owned 38% equity interest in China Tower through CMC. On October 14, 2015, CMC entered into an agreement on transfer of its then-owned telecommunications towerstechnical support and related assets, or Tower Assets, for issuance of consideration sharesother equipment and payment in cash, or the Transaction Agreement, with CUCL, China Telecom, China Reform Holdings Corporation Limited, or CRHC,service from certain PRC and China Tower, pursuant to which CMC, CUCL and China Telecom shall transfer their telecommunications towers and related assets to China Tower, and CRHC shall subscribe for new shares in China Tower in cash. The transfer of Tower Assets was completed on October 31, 2015.overseas suppliers. See “Item 4. Information on the Company — Business Overview — Mobile Networks.” We also transact with our business partners who operate globally. Therefore, both we and our business partners are subject to the laws and regulations in various jurisdictions and international organizations. The Historyrelevant jurisdictions or international organizations include, among others, the United States, the European Union (“EU”) and Developmentthe United Nations. Any restrictions, sanctions or other legal or regulatory actions could cause disruptions or other material difficulties in their business activities to the extent any government of the Company — Industry Restructuringrelevant jurisdictions imposes any restrictions on their import and Changesexport activities, or sanctions or other legal or regulatory actions against the suppliers and other business partners in Our Shareholding Structure.”

On July 8, 2016, CMC entered intoconnection with their business activities. Such disruptions could prevent our suppliers from delivering equipment and services to us in accordance with the Commercial Pricing Agreement, or the Lease Agreement, with China Tower, pursuant to which CMC agreed to lease from China Tower telecommunications towers and related assets acquired and newly constructed by China Tower. On January 31, 2018, the parties entered into a supplementary agreement to the Lease Agreement. See “Item 7. Major Shareholders and Related Party Transactions — Related Party Transactions — Telecommunications Towers and Related Assets Lease Arrangement.” The purposeterms of establishing China Tower is to reduce the overall capital expenditures and operational costs and redundant projects of the three major telecommunications operators and to improve network coverage of the operators.supply. This could negatively affect our business operations. We believe that participating in the establishment of China Tower will benefit our operation and business development in the following significant aspects: (i) to enhance our telecommunications network coverage ability, (ii) to save capital expenditures and optimize cash management, and (iii) to realize investment return from the equity investment in the long run. However, because we do not own a majority interest of, or otherwise control, China Tower, China Tower may not always act in the best interests of us, and there are uncertainties as to whether the services of China Tower can sufficiently support our business needs and plans, in particular, our plan to expand our 4G business, and whether China Tower can fulfill any usage arrangements to be agreed with us and properly operate, maintain and manage its assets.

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Furthermore, since it is expected that none of us, China Unicom or China Telecom will construct any telecommunications tower after the establishment of China Tower, our business will rely on the Lease Agreement and any other telecommunications towers usage arrangements with China Tower. We cannot assure you that we are able to use telecommunications towers and related assets on terms and conditions we desire. The Lease Agreement providesfind suitable alternative suppliers for the affected equipment or services in a pricing adjustment mechanism under which the fees may be further negotiated or agreed upon after considering any effects of inflation, significant fluctuations in the real estate market or the steel price, many of which are beyond our control. Furthermore, prior to the expiration of lease periods of individual towers, we have to negotiate with China Tower new leases of such towers. If we are unable to enter into any new leases ortimely manner. Even if we are able to enter into new leases butfind alternative suppliers, the leasecommercial terms are less favorablemay not be comparable, and we could therefore be subject to us,a higher procuring cost. Furthermore, if any of our suppliers raises their prices due to an increase in international trade tariffs, we could be subject to a higher cost in procuring the relevant products. We may experience a significant delay in implementing the part of our business plans that relies on delivery of the affected equipment and services and difficulties in timely improving our services that rely on those suppliers for upgrading our networks and related software and applications.

Furthermore, the significant disruptions in the supply chain of semiconductor and telecommunications industry may indirectly impact the growth of our Internet services and information and application services. For example, the sanctions against certain mobile phone manufacturers may adversely affect the popularity of and users’ option to upgrade to 5G mobile phones, which could indirectly adversely affect our 5G business as such users potentially could have been customers of our 5G package.

Any of the above and other consequences could materially adversely affect our business, results of operations, financial condition and results of operations may materiallyprospect and adversely affected. In addition, establishment of China Tower may enablecause a significant volatility in and a decline in our competitors to expand their 4G networks and businesses at a faster pace, which may, in turn, reduce our competitiveness and market share. Failure of China Tower to fulfill any usage arrangements with us or properly operate, maintain and manage its telecommunications tower assets or to provide stable services to us could adversely affect the quality and uninterrupted services of our networks, which would in turn materially and adversely affect our business operations as well as our financial condition and results of operations.

Further, during 2016 and 2017, the SEC issued comment letters relating to the Company’s previously filed annual reports on Form20-F for the fiscal years ended December 31, 2015 and 2016. The comment letters inquired mainly about the background, execution process, and accounting treatment in relation to the Company’s disposal and lease of telecommunications towers and related assets with the China Tower. The Company responded to these comment letters and was notified by the SEC in its letter dated October 20, 2017 that it has completed its review of such previously filed annual reports of the Company. The SEC did not in its October 2017 letter require us to make any amendment to those previously filed annual reports. However, given the significance of the transactions with the China Tower, there is no assurance that the SEC will not issue comment letters on our disclosure relating to these and future transactions with the China Tower.share price.

Current or future asymmetrical and other regulatory measures adopted by the PRC regulatory authorities could materially harmadversely affect our competitive positioncompetitiveness or enhance competition in the telecommunications industry.

The PRC government has extended favorable regulatory policies to some of our competitors in order to help them become more viable competitors to us. For example, the MIIT has decided to make asymmetrical changes, effective January 1, 2014, to the public telecommunications network interconnection settlement standards of basic telecommunications operators in Mainlandthe mainland of China. As a result of these changes, when mobile users of China Telecom and China Unicom and our mobile users in Mainlandthe mainland of China (excludingTD-SCDMA users with certain specified prefix numbers) make calls to each other, the settlement charges payable by China Telecom and China Unicom to us were adjusted from RMB0.06/minute to RMB0.04/minute, while the settlement charges payable by us to China Telecom and China Unicom remained at RMB0.06/minute. The MIIT willexpects to assess the above interconnection settlement policy once every two years based on the development conditions of the telecommunications market and will make adjustments when appropriate. See “Item 4. Information on the Company — Business Overview — Interconnection.” Moreover,Additionally, in 2016, the MIIT approved the China Telecom and China Unicom to refarm their respective spectrum by reallocating the frequencies initially allocated to 2G and 3G services to 4G services. Compared to the higher frequencies allocated to 4G, frequencies allocated to 2G and 3G services are lower and therefore they can reach farther and havewith less penetration loss. As a result, the spectrum refarming would facilitatehelp such operators to raise theimprove overall network quality at a lower cost. We received the permission to provide 4G services based on the LTE FDD technology on April 3, 2018 and2018. In addition, our parent company, CMCC, is applying tohas been approved by the MIIT to refarm its spectrum by reallocating the frequenciesprovide 4G services on frequency bands initially allocated to 2G and 3G services for use in LTE FDD services. However, there remain uncertainties inuntil December 31, 2023. We cannot assure you that we will be able to get more spectrum or maintain the timingexisting spectrum upon the expiry of obtaining the approval and the scope and use of the permitted spectrum refarming. such approval.Constrained by the frequency spectrum available to us, we may not effectively compete with these operators in our provision of 4G services. See “— Our future network capacity growth may be constrained by the frequency spectrum available to us.”

The PRC government has adopted other regulatory measures Moreover, in December 2018, the MIIT granted CMCC, our parent company, a permit to encourage competitionuse the frequency bands of 2515MHz-2675MHz and 4800MHz-4900MHz for its 5G system in the telecommunications industry. For example,mainland of China. The MIIT allocated the frequency bands of 4900-4960MHz, 3400-3500MHz and 3500-3600MHz to China Broadcasting and the respective parent companies of China Telecom and China Unicom, respectively, for their own 5G programs. In November 2019, the MIIT allocated the frequency bands of 3300-3400MHz to China Broadcasting and the respective parent companies of China Telecom and China Unicom for their joint use in recent years,indoor 5G coverage. In April 2020, the PRC governmental authorities have taken more stringent measuresMIIT re-designated the 700MHz frequency band, which China Broadcasting had been using for radio and television broadcasting, for mobile communication purposes, thus allowing China Broadcasting to enforce the PRC Anti-Monopoly Law,use such as the anti-monopoly investigationfrequency band for its 5G program. Our cooperation with China Broadcasting requires collaboration between both parties in 2012 undertaken by the National Developmentvarious aspects and Reform Commission, or the NDRC, which remains ongoing, of other PRC telecommunication companies over certain pricing practices with respectis therefore subject to Internet dedicated leased line services provided by them to Internet service providers. Any amendments to the PRC Anti-Monopoly Law or any changes to the PRC anti-unfair competition regime, in particular those on the telecommunications industry,uncertainty. See “— We may subject us to more stringent anti-monopolyencounter difficulties and anti-unfair competition regulation. As a result of the regulatory measures, the competitive landscapechallenges in the PRC telecommunications industry may further diversify, causing more intensified competition.

commercialization of 5G technologies.”

 

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The implementation of asymmetrical and other regulatory measures could materially harmadversely affect our competitive positioncompetitiveness or enhance competition in the telecommunications industry, which could in turn significantly reduce our revenues and profitability, and our financial condition and results of operations also may be materially and adversely affected.

Cyber attacks could have ana material adverse effect on our business.business, results of operations and financial condition.

Cyber attacks, including through the use of malware, computer viruses, distributed denial of services attacks, credential harvesting and other means for obtaining unauthorized access to or disrupting the operation of our telecommunications networks and systems and those of our suppliers, vendors and other service providers, could have an adverse effect on our business. Cyber attacks may cause equipment failures, loss of information, data security breaches, including sensitive personal information of customers or employees or valuable technical and marketing information, as well as disruptions to our operations or our customers’ operations. As a telecommunications operator, we are considered a critical information infrastructure operator under the relevant PRC law and therefore may be more likely to be targeted by cyber-attack activities. We devote significant resources to telecommunications network security, data security and other security measures to protect our systems and data, such as deploying network protection devices, performing regular security assessment and anonymizing personal data. See “Item 4. Information on the Company — Business Overview — Information Systems” for details. We cannot assure you that the security measures we have implemented will not be bypassed or otherwise can fully protect the integrity of our telecommunications network, including our mobile network. The economic costs to us to eliminate or alleviate cyber attacks could be significant and may be difficult to estimate or calculate because the loss may differ based on the identity and motive of the programmer or hacker,perpetrators, which are often difficult to identify. Further, the perpetrators of cyber attacks are not restricted to specific groups or persons. These attacks may be committed by company employees or external actors operating in any geography, including jurisdictions where law enforcement measures to address such attacks are unavailable or ineffective, and may even be launched by or at the behest of nation states. While, to date, we have not been subject to cyber attacks which, individually or in the aggregate, have been material to our operations or financial condition,the preventive actions we take to reduce the risks associated with cyber attacks, including protection of our systems and networks, may be insufficient to repel or mitigate the effects of a major cyber attack in the future.

The inability to operate our telecommunications networks and systems or those of our suppliers, vendors and other service providers as a result of cyber attacks, even for a limited period of time, may result in significant expenses to us, and/orand a loss of market share to other telecommunications operators. The potential costs associated with these attacks could exceed the insurance coverage we maintain. In addition, if we fail to prevent the theft of valuable information such as financial data, sensitive information about our intellectual property, or if we fail to protect the privacy of customer and employee confidential data against cyber attacks or any other types of data security breaches, it could result in lawsuits, government claims, investigations or proceedings, and damage to our reputation, which could adversely impact customer and investor confidence. Any of these occurrences could result in a material adverse effect on our results of operations and financial condition.

We may encounter difficulties and challenges in the research and development of 5G technologies and commercializing 5G services.

We have been actively engaged in 5G-related research and development, or R&D, activities and are involved in setting 5G standards. See “Item 4. Information on the Company — Business Overview — Research and Development — Setting Technical Standards and Promoting Industry Development.” These efforts require us to devote financial and operational resources. In addition, as we are developing relevant technologies for the eventual launch of our 5G services, we expect to make substantial investments in the construction of the infrastructure of our future 5G network. However, there remain uncertainties in the timing of obtaining such approvals from the relevant authorities, including the operating permit and frequency spectrum for launching and providing our future 5G services. Furthermore, we have been exploring optimal business models for our future 5G services. If we are unable to launch 5G services in a timely and commercially viable manner, the expected benefits from our significant investment in the R&D of 5G technologies and relevant infrastructure construction would not be fully realized or if at all, which in turn could materially and adversely affect our business, financial conditions and results of operations.-9-

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Our continued investments in the construction of our infrastructure network may not adequately address the issues resulting from the substantial increases in data traffic or otherwise achieve the desired outcomes.

Our wireless data traffic business has experienced significantcontinuous growth in recent years, which has contributed to the growth of our operating revenue and provides our business with further opportunities for development. In addition, we have launched our 4G services, which are expected to drive further growth in data traffic.years. The continued substantial increase in data traffic significantly strains the existing capacity of our telecommunications network infrastructure, which we expect to make continuous investments to improve. Accordingly, the amount of our capital expenditures in future years could remain high. We incurred capital expenditures of RMB177,533 million in 2017, which was spent on areas including 4G, transmission, broadband access,NB-IoT and IT support in order to back the development of the “four growth engines” and continuously strengthen network development capabilities. We estimate to incur an additional capital expenditures of approximately RMB166.1 billion in 2018. See “Item 5. Operating and Financial Review and Prospects — Liquidity and Capital Resources — Capital Expenditures” for more information on our expected capital expenditures. Moreover, our increased efforts to facilitate the commercialization of 5G technologies and services require investment in the construction of relevant network infrastructure. As a result, we have made, and will continue to make, substantial investments in the construction of our infrastructure network includingTD-LTE, LTE FDD and 5G infrastructure to carry the increasing data traffic and capture the first-mover advantage in the new generation of technology. Accordingly, the amount of our capital expenditures in future years could remain high. We incurred capital expenditures of RMB180.6 billion in 2020, which was spent primarily to build a high-quality 5G network, better the deployment of cloud resources, promote cloud-based network transformation, build up transmission capability and boost IT support. We expect to incur capital expenditures of approximately RMB183.6 billion in 2021. Capital expenditure in 2021 will serve a variety of purposes, including the continued build-out and enhancement of our 5G network, the construction of cloud-based infrastructure, support for the all-rounded development of the “four growth engines” and enhancements to smart operations. See “Item 5. Operating and Financial Review and Prospects — Liquidity and Capital Resources — Capital Expenditures” for more information on our expected capital expenditures. We cannot assure you that these investments would successfully address the issues resulting from the substantial increases in data traffic or otherwise achieve the desired outcomes.

We may suffer damage to our reputation and financial losses due to communications fraud carried out on our network.

Communications fraud in Mainlandthe mainland of China poses a risk to our business. BecauseAs we provide connections to the network and host websites for customers and develop Internet content and applications, we may be perceived as being associated with the content distributed through our network or displayed on websites that we host. If any communications fraud is committed onover our network, websites or applications, we may face litigations dueincur liability as a result of the inadequacy in our measures to prevent such fraud under relevant PRC laws and regulations, including but not limited to the perceived association with such fraud.Notice on Advancing Key Tasks in Preventing Telecommunications Fraud in 2019 issued by the MIIT on May 9, 2019, the Interpretation of the Supreme People’s Court and the Supreme People’s Procuratorate on Several Issues concerning the Application of Law in Handling Criminal Cases Involving Crimes of Illegally Using an Information Network or Providing Aid for Criminal Activities in Relation to Information Network released on October 21, 2019 and the Notice of the Ministry of Industry and Information Technology on Strengthening the Management of Call Center Business issued by the MIIT on June 8, 2020. We have carried out various technical and administrative measures to control and prevent such fraud. For example, we have implemented the real-name registration system for our customers in accordance with the requirements of government authorities, developed a number of anti-fraud systems to detect and intercept fraud calls, spam SMS and smartphone malware, refined our customer service to facilitate the instant reporting of fraud, and strengthened the protection of customers’ personal data from unauthorized access and leakage. See “Item 4. Information on the Company — Business Overview — Sales and Customer Services — Service Quality.” However, we cannot and do not screen all of the information distributed through our network or websites. There is no assurance that our measures to prevent or detect fraud will work effectively. Litigations arising from the claims of communications fraud have been brought against other providers of online services in the past. Regardless of the merits of the litigations, they can be costly to defend, divert management resources and attention, which could in turn damage our reputation and have an adverse effect on our business and results of operations.

FailureOur business may be materially and adversely affected by the COVID-19 outbreak or future epidemics or pandemics.

COVID-19, a disease caused by a novel strain of coronavirus, has spread globally, and the World Health Organization declared the outbreak of COVID-19 a pandemic on March 13, 2020. While still evolving, COVID-19 pandemic has caused significant economic and financial disruptions around the world. At this time, it is not possible to capitalizeestimate how long it will take to halt the spread of the virus or the longer-term effects that COVID-19 pandemic could have on our business. The extent to which the COVID-19 pandemic impacts our business, financial condition, results of operations will depend on future developments which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of COVID-19 pandemic and the actions taken to contain or address its impact. We are continuing to monitor the spread of COVID-19 and related risks.

Due to the outbreak of COVID-19, the PRC government implemented a number of control measures. The COVID-19 pandemic has significantly disrupted China’s economy in the first quarter of 2020. Although China’s economy has experienced recovery since then, it may continue to face challenges due to the spread of the pandemic, risks associated with further local outbreaks and imported cases and heightened volatility and uncertainties in the global economy, and there remains uncertainty on how soon or whether economic activities in China will rebound to the level prior to the COVID-19 pandemic.

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The global impact of COVID-19 pandemic has been rapidly evolving and, as the pandemic has spread globally, many countries have instituted quarantines, restrictions on travel, “social distancing” rules, restrictions on “nonessential” business, opportunitiesand/or halt on construction projects. The outbreak of COVID-19 pandemic has severely impacted global economic activities and caused significant volatility and negative pressure in the financial markets.

The COVID-19 outbreak and other public health crisis or actions taken to mitigate such crisis could materially and adversely affect our business, financial condition and results of operations. The adverse impacts may substantially reduceinclude declining demand for our growth potential.products and services, increased costs incurred to maintain networks and ensure service continuity and staff safety, temporary closures of certain sales outlets, disruptions or restrictions on the delivery of services or supplies, and other limitations on our business activities.

We may pursuealso experience negative effects from future public health crises beyond our control. These events are impossible to forecast, their negative effects may be difficult to mitigate and they could adversely affect our business, financial condition and results of operations. See “ — Risks Relating to the mainland of China — An economic slowdown in the mainland of China may reduce the demand for our services and have a material adverse effect on our business, financial condition, results of operations and prospects.”

We face risks relating to our acquisitions, or otherwise make investments in other business opportunities as such opportunities arise. We cannot assure you that we will be successful in pursuing such acquisitions or investments or will otherwise be able to successfully integrate any acquired business into our existing operations. Our ability to capture new business opportunities may also depend on the availability of sufficient financing from internal as well as external sources. Any failure to capitalize on new business opportunities may materially harm our competitive position, as well as materially reduce our future profitability and growth.specialized subsidiaries.

We made acquisitions of and hold investments in other entities, with some of which we also established contractual arrangements such as the strategic cooperation. Such investments and acquisitions include our equity interest in Shanghai Pudong Development Bank, or SPD Bank, China Tower, IFLYTEK CO., LTD., or IFLYTEK, True Corporation Public Company Limited, or True Corporation, and China Mobile Innovative Business Fund (Shenzhen) Partnership (Limited Partnership), or China Mobile Fund, ShiJinShi Credit Information Services Co., Ltd., or ShiJinShi, our joint venture with China Merchants Group, Beijing Channelsoft Technology Co., Ltd., or ChannelSoft, Xiaomi Corporation, or Xiaomi, Beijing Haitian Ruisheng Science Technology Co., Ltd., Beijing Kingsoft Office Software, Inc., or Kingsoft office, Xinjiang Digital Corps Information Industry Development Co., Ltd., Fujian Heyi Health Technology Development Co., Ltd., and our acquisitions of business and assets of China TieTong, and ShiJinShi Credit Information Services Co. Ltd., our joint venture withTietong Telecommunications Corporation, or China Merchants Group.Tietong. See “Item 4. Information on the Company — Business Overview — Investments and Acquisitions.” In the future, we may pursue additional acquisitions or otherwise make new investments in other business areas as such opportunities arise.

Furthermore, we have established certain subsidiaries to carry out specialized operations, such as China Mobile Financial Technology Company Limited, or China Mobile FinTech, China Mobile Group Device Company Limited, or China Mobile Device, China Mobile International Limited, or China Mobile International, China Mobile IoT Company Limited, China Mobile Online Services Co., Ltd., China Mobile (Suzhou) Software Technology Co., Ltd., China Mobile (Hangzhou) Information Technology Company Limited, MIGU Co., Ltd., or MIGU, China Mobile Internet Company Limited, and China Mobile Investment Holdings Co., Ltd., or CMI Holdings and China Mobile Group Finance Co., Ltd., or China Mobile Finance. We expect to further enhance our operational efficiency by establishing other subsidiaries that operate certain other aspects of our businesses in accordance with our business development strategies.

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We cannot assure you that our abovementioned investments will achieve the desired level of return, or that any strategic cooperation and integration will produce the expected benefits, if at all. The profitability of entities held by us is impacted to some extent by macroeconomic conditions and changes in monetary and fiscal policies in the countries and regions in which they operate. Moreover, if we encounter difficulties in carrying out our cooperation with our strategic cooperation partners or the integration with the target companies we acquired, the prospects of relevant business operations may be materially and adversely affected. In addition, we cannot assure you that the business model of each of the entities we held would be sustainable, and the expected benefits from our investment in networks, licenses and new technologies may not be realized.

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Any failure to achieve and maintain effective internal controls could have a material adverse effect on our reputation, business, results of operations and the market prices of our shares and ADSs.securities.

Effective internal controls are necessary for us to provide reasonable assurance with respect to our financial reports and to prevent fraud. We are required to comply with various Hong Kong and U.S. laws, rules and regulations on internal controls, including the Sarbanes-Oxley Act of 2002. In particular, Section 404 of the Sarbanes-Oxley Act of 2002 requires that we include a report of management on our internal control over financial reporting in our annual reports on Form20-F that contains an assessment by our management of the effectiveness of our internal control over financial reporting. In addition, our independent registered public accounting firm must issue an auditor’s report on the effectiveness of our internal control over financial reporting.

Internal controls may not prevent or detect misstatements because of their inherent limitations, including the possibility of human error, the circumvention or overriding of controls, or fraud. In addition, projections of any evaluation of the effectiveness of our internal control over financial reporting to future periods are subject to the risk that controls may become inadequate because of changes in operating conditions or a deterioration in the degree of compliance with our policies or procedures. As a result, even effective internal controls are able to provide only reasonable assurance with respect to the preparation and fair presentation of financial statements. If we fail to maintain the adequacy of our internal control over financial reporting, our management may not be able to conclude on an ongoing basis that we have effective internal control over financial reporting. Moreover, even if our management concludes that our internal control over financial reporting is effective, our independent registered public accounting firm may disagree. If our independent registered public accounting firm is not satisfied with our internal control over financial reporting or the level at which our controls are designed or operated, or if the independent registered public accounting firm interprets the requirements, rules or regulations differently from us, it may decline to express an opinion on the effectiveness of our internal control over financial reporting or may issue an adverse opinion. Any of these possible outcomes could result in a loss of investor confidence in the reliability of our consolidated financial statements, which could cause the market prices of our ordinary shares and ADSssecurities to decline significantly. In addition, any deficiency in our internal control over financial reporting could expose us to increased risk of fraud or misuse of corporate assets and subject us to potential delisting from the New York Stock Exchange, regulatory investigations and civil or criminal sanctions.

Some employee misconduct, including misconduct by senior management, may not be detected or prevented in a timely manner, and such misconduct may damage our reputation and cause the trading price of our ordinary shares and ADSssecurities to decrease significantly.

Certain management personnel of certain subsidiaries of our Company were alleged to have engaged in unlawful conduct in recent periods. Such allegations of unlawful conduct include the acceptance of bribes. While some of these incidents are still under investigation, we believe that such management misconduct are isolated incidents resulting from individual misconduct.

In order to further strengthen our internal system and policies for detecting and preventing similar and other misconduct, we havere-examined our policies and procedures and have implemented additional operational measures. In particular, with respect to our business cooperation arrangements with third parties, we have adjusted the model of business cooperation and have implemented more stringent policies and processes. These efforts are expected to reduce the probability of third parties engaging in improper business relationships with our employees. We have also further expanded the type of equipment, products and services that are subject to centralized procurement. Furthermore, we have implemented a rotation policy under which the management of our major operating subsidiaries will rotate among different subsidiaries every few years. In addition, we have revised our policy in relation to, and strengthened control over, the material investment projects. We have also provided ongoing compliance and ethics trainings to our employees.

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As described above, we have taken various measures to prevent employee misconduct. We cannot assure you, however, that all misconducts or allegations of misconduct by our management and staff willcan be detected or prevented in a timely manner. If various measures we have taken prove ineffective in preventing employee misconduct, our reputation may be severely harmed, and the trading price of our ordinary shares and ADSssecurities could decrease significantly.

Our success depends on the continued services of our senior management team and other qualified employees.

Our continued success and growth depends on our ability to identify, hire, train and retain suitably skilled and qualified employees, including management personnel, with relevant professional skills. The services of our directors and members of senior management are essential to our success and future growth. The loss of a significant number of our directors and senior management could have a material adverse effect on our business if we are unable to find suitable replacements in a timely manner. We also face fierce competitions with other telecommunication operators and technology companies in hiring and retaining qualified employees or other talents with skills tailored to our development. Therefore, we cannot assure you that we will always be able to attract and retain our desired personnel, and any failure to recruit and retain the necessary management personnel and other key personnel for our operations could have a material adverse impact on our business and results of operations.

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We are controlled by CMCC, which may not always act in our best interest.

As of March 31, 2018,2021, CMCC indirectly owned approximately 72.72% of our outstanding shares. Accordingly, CMCC is, and will be, able to (i) nominate substantially all of the members of our board of directors and, in turn, indirectly influence the selection of our senior management; (ii) control the timing and amount of our dividend payments; and (iii) otherwise control or influence actions that require approvals of our shareholders.

The interests of CMCC as our ultimate controlling person may conflict with the interests of our minority shareholders. In particular, CMCC may take actions with respect to our business that may not be in our other shareholders’ best interest.

In addition, CMCC provides our operating subsidiaries in Mainlandthe mainland of China with services that are necessary for our business activities. See “Item 5. Operating and Financial Review and Prospects — Overview of Our Operations — Our Operating Arrangements with CMCC Have Affected and May Continue to Affect Our Financial Results.” Furthermore, we operate our 3G, 4G and 4G5G businesses pursuant to arrangements with CMCC, which was granted licenses by the PRC government to operate a 3G business based onTD-SCDMA technology, and a 4G business based onTD-LTE technology and LTE FDD technology.technology and a 5G business based on allocated frequency bands. The interests of CMCC as the provider of these services to our operating subsidiaries in Mainlandthe mainland of China may conflict with the interests of us or our other shareholders.

We may conduct a public offering and listing of our shares in Mainland China, which may result in increased regulatory scrutiny and compliance costs as well as increased fluctuations in the prices of our ordinary shares and ADSs listed in overseas markets.

We may conduct a public offering and listing of our shares on a stock exchange in Mainland China. We have not set a specific timetable or decided on any specific form for an offering in the PRC. The precise timing of the offering and listing of our shares in Mainland China would depend on a number of factors, including relevant regulatory developments and market conditions. If we complete a public offering in Mainland China, we would become subject to the applicable laws, rules and regulations governing public companies listed in Mainland China, in addition to the various laws, rules and regulations that we are currently subject to in Hong Kong and the United States. The listing and trading of our securities in multiple jurisdictions and multiple markets may lead to increased compliance costs for us, and we may face the risk of significant intervention by regulatory authorities in these jurisdictions and markets.

In addition, under current PRC laws, rules and regulations, our ordinary shares listed on The Stock Exchange of Hong Kong Limited, or the Hong Kong Stock Exchange, will not be interchangeable or fungible with any shares we may decide to list on a Mainland China stock exchange, and there is no trading or settlement between these two markets. As a result, the trading prices of our ordinary shares listed on the Hong Kong Stock Exchange may not be the same as the trading prices of any shares we may decide to list on a Mainland China stock exchange. The issuance of a separate class of shares and fluctuations in its trading price may also lead to increased volatility in, and may otherwise materially and adversely affect, the prices of our ordinary shares and ADSs listed in overseas markets.

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On November 17, 2014, the China Securities Regulatory Commission, or the CSRC, and the Hong Kong Securities and Futures Commission, or the SFC, launched a pilot scheme to allow investors in Mainland China to trade shares in designated companies listed on the Hong Kong Stock Exchange, including constituent stocks of the Hang Seng Composite LargeCap Indexes such as our ordinary shares, subject to certain quota limitations. We cannot predict the impact that this initiative will have on cross-border investment by investors in Mainland China or on the trading prices of our ordinary shares and ADSs.

Our future network capacity growth may be constrained by the frequency spectrum available to us.

Mobile network capacity is to a certain extent limited by the amount of frequency spectrum available for its use. Since the MIIT controls the allocation of frequency spectrum to mobile operators in Mainlandthe mainland of China, the capacity of our mobile network is limited by the amount of spectrum that the MIIT allocates to our parent company, CMCC. For our Global System for Mobile Communications, or GSM, network, the MIIT has allocated to CMCC a total of 45x240x2 MHz of spectrum in the 900 MHz and 1800 MHz frequency bands to be used nationwide for transmission and reception to our parent company, CMCC.reception. In connection with our 3G business, the MIIT has allocated to CMCC, in various frequency bands, a total of 3530 MHz of spectrum to be used for nationwide coverage and an additional 50 MHz of spectrum to be used for indoor coverage. In connection with our 4G business, the MIITCMCC has allocated to CMCC, in various frequency bands, a total of 145 MHz of spectrum to be used for nationwide coverage, including 20 MHz of spectrum previously allocated for usebeen approved by our 3G business for outdoor coverage and 50 MHz of spectrum previously allocated for use by our 3G business for indoor coverage. In addition, CMCC is applying to the MIIT to refarm its spectrum by reallocating the frequenciesprovide 4G services on frequency bands initially allocated to 2G and 3G services for use in LTE FDD services. However, there remain uncertainties in the timing of obtaining the approval and the scope and use of the permitted spectrum refarming. Meanwhile, the MIIT may reallocate 900MHz and 1800MHz bandsuntil December 31, 2023. We cannot assure you that expire at the end of 2019. Therewe will be an uncertainty that we canable to get more spectrum or maintain the existing spectrum at that time.upon the expiry of such approval.In addition, the refarming process could lead to discontinuation in certain services and affect customer experience, which may adversely affect our business and reputation. Under the existing agreement between CMCC and us, we have the right to use the allocated frequency spectrum in Mainlandthe mainland of China. Additionally, the frequency bands that we are permitted to use for 5G services may also constrain the development of our 5G network. See “ — We may encounter difficulties and challenges in the commercialization of 5G technologies.” Furthermore, part of the frequencies initially allocated to our 4G services are expected to be reallocated to our 5G services and we cannot assure you that our existing 4G services will not be negatively interfered during such process.

We believe that our current spectrum allocation is sufficient for anticipated customer growth in the near term. However, we may need additional spectrum to accommodate future customer growth or to further develop our 4G and 5G services, and the quality of spectrum available to us may affect our competitive position. We cannot assure you that we will be able to obtain additional spectrum from the MIIT that would meet our expectations or business needs on a timely basis. Our network expansion or upgrade plans may be affected if we are unable to obtain additional spectrum. This could in turn constrain our future network capacity growth and our market share, which would in turn materially and adversely affect our business and prospects as well as our financial condition and results of operations.

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We rely on our relationship with China Tower and there remains uncertainty in that relationship which could in turn materially, adversely affect our operations.

China Tower was established in July 2014 by China Mobile Communication Co., Ltd., or CMC, our wholly-owned subsidiary, China Telecom and CUCL, a wholly-owned subsidiary of China Unicom and as of March 31, 2021, we indirectly owned approximately 28% equity interest in China Tower through CMC. The purpose of establishing China Tower is to reduce the overall capital expenditures and operational costs and redundant projects of the three major telecommunications operators and to improve network coverage of the operators. We believe that participating in the establishment of China Tower will benefit our operation and business development in the following significant aspects: (i) to enhance our telecommunications network coverage ability, (ii) to save capital expenditures and optimize cash management, and (iii) to realize investment return from the equity investment in the long run. In order to achieve such purpose, on October 14, 2015, CMC entered into a transaction agreement on transfer of its then-owned telecommunications towers and related assets to China Tower. CMC entered into the Commercial Pricing Agreement, or the Lease Agreement on July 8, 2016 and a supplemental agreement on January 31, 2018 to lease from China Tower telecommunications towers and related assets. See “Item 4. Information on the Company — The History and Development of the Company — Industry Restructuring and Changes in Our Shareholding Structure” and “Item 7. Major Shareholders and Related Party Transactions — Related Party Transactions — Telecommunications Towers and Related Assets Lease Arrangement.”

Our cooperation with China Tower has been benefiting us since its establishment and is expected to continue to run smoothly. However, as we do not own a majority interest of, or otherwise control, China Tower, China Tower may not always act in the best interests of us, and there are uncertainties as to whether the services of China Tower can sufficiently support our business needs and plans, particularly our plan to expand our 4G and 5G business, and whether China Tower can fulfill any usage arrangements to be agreed with us and properly operate, maintain and manage its assets. Additionally, since it is expected that none of us, China Telecom or China Unicom will construct any telecommunications tower after the establishment of China Tower, our business will rely on these telecommunications towers usage arrangements with China Tower. We cannot assure you that we are able to use telecommunications towers and related assets on terms and conditions we desire. In particular, the Lease Agreement provides for a pricing adjustment mechanism under which the fees may be further negotiated or agreed upon after considering any effects of inflation, significant fluctuations in the real estate market or the steel price, many of which are beyond our control. Furthermore, prior to the expiration of lease periods of individual towers, we have to negotiate with China Tower new leases of such towers. If we are unable to enter into any new leases or if we are able to enter into new leases but the lease terms are less favorable to us, our business operations, financial condition and results of operations may be materially and adversely affected. Moreover, establishment of China Tower may enable our competitors to expand their 4G and 5G networks and businesses at a faster pace, which may, in turn, reduce our competitiveness and market share. Failure of China Tower to fulfill any usage arrangements with us or properly operate, maintain and manage its telecommunications tower assets or to provide stable services to us could adversely affect the quality and uninterrupted services of our networks, which would in turn materially and adversely affect our business operations as well as our financial condition and results of operations.

We rely on our relationship with China Broadcasting to develop and use 5G network.

In May 2020, we announced that CMCC, our parent company, entered into a collaborative framework agreement in relation to 5G co-construction and sharing with China Broadcasting. Pursuant to this collaborative framework agreement, CMC, our wholly-owned subsidiary, on behalf of its 31 provincial subsidiaries, entered into four specific collaboration agreements with China Broadcasting on January 26, 2021. Please see “Item 4. Information on the Company – Business Overview — 5G Co-construction and Sharing Agreements” for further information.

We believe that, through such cooperation with China Broadcasting, parties can leverage their advantages in areas such as 5G technologies and spectrum resources to intensively and efficiently achieve 5G network coverage. However, there is no guarantee that we will be able to fully achieve the intended benefit of such cooperation. If our cooperation with China Broadcasting is terminated or the implementation of such cooperation is not as agreed under the relevant collaboration agreements, we may not be able to construct 5G network infrastructure as currently planned and achieve network coverage as planned or as efficiently, which could materially and adversely affect our business operations as well as our financial condition and results of operations.

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We are subject to reviews and inspections by governmental authorities and regulatory agencies.

We are subject to reviews and inspections by various governmental authorities and regulatory agencies. These reviews and inspections could cover a broad range of aspects in relation to our business and operations, including financial reporting, tax reporting, internal control and compliance with applicable laws, rules and regulations. For example, in 2017, the National Audit Office of the PRC, or the NAO, conducted an audit (the “Audit”) mainly on the financial revenue and expenditures for the year 2016 of CMCC, our parent company, and its subsidiaries. The Audit found that there were still some issues with CMCC requiring further improvement in areas such as its financial management and accounting as well as operations management, including certain isolated items involving several subsidiaries of us. While issues identified in the Audit have no material impact on the overall operating results, financial reports and effectiveness of internal controls of CMCC or its subsidiaries, we cannot predict the impact of any findings of other reviews, inspections and investigations to be carried out by the NAO or other governmental authorities and regulatory agencies in the future, and we cannot assure you that the outcome of any such reviews or inspections would not have a material adverse effect on our business, financial condition, results of operations, prospects and reputation.

We have been subject to an on-going investigation by the State Administration for Market Regulation over alleged violation of the PRC Anti-Monopoly Law and we currently cannot predict whether or when the SAMR will issue its decision.

The State Administration for Market Regulation, or SAMR, which is the anti-monopoly regulatory authority in China, has been conducting an investigation (the “Investigation”) on four of our provincial subsidiaries over alleged violation of the PRC Anti-Monopoly Law in their sales activities involving customized 4G+ handsets. The Investigation concerns those sales activities, which are alleged to have restricted competition, involving paying subsidies to our distributors and setting sales performance targets on our handset manufacturers for purposes of increasing the sales of our specially customized 4G+ handsets, which activities were already suspended. The SAMR is responsible for the enforcement of the PRC Anti-Monopoly Law and relevant regulations, including promulgating related regulatory policies and guidelines, reviewing monopoly agreements, investigating into abuse of dominant market position and examining concentration of enterprises. It also has the power to issue orders and fines and confiscate gains deemed illegal or take other regulatory actions against wrongdoings. See “ Item 4. Information on the Company — Business Overview — Regulation — Market Regulation.” We have been cooperating with the SAMR during the Investigation and responding to SAMR’s formal requests for information and documents in a timely manner. Since the publication of our 2018 annual report on April 29, 2019, we have not been requested by the SAMR to provide any further information or documents or take any other actions and as of the date of this report, the SAMR has not made any decision or reached any conclusion of the Investigation. We currently cannot predict when the SAMR will issue its decision or assure you that such decision would be in favor of us. Any SAMR’s findings of wrongdoings by us including any of our subsidiaries or any judicial decisions against us could damage our reputation and cause a decline in our stock price, and any fines or monetary damages that we might be required to pay could negatively affect our results of operations and financial condition.

Since our services require interconnection with networks of other operators, disruption in interconnections with those networks could have a material adverse effect on our business, profitability and growth.

Our mobiletelecommunications and related services depend, in large part, upon our interconnection arrangements and access to other networks. Interconnection is necessary in the case of all calls between our customers and customers of other networks. We have entered into interconnection and transmission line leasing agreements with other operators. Any disruption in our interconnection with the networks of other operators with which we interconnect due to technical or competitive reasons may affect our operations, service quality and customer satisfaction, and in turn our business and results of operations. In addition, any obstacles in existing interconnection arrangements and leased line agreements or any change in their terms, as a result of natural events, accidents, or for regulatory, technological, competitive or other reasons, could lead to temporary service disruptions and increased costs that could severely harm our operations and materially decrease our profitability and growth.

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Compliance with the SEC’s rule for disclosures on “conflict minerals” may be time-consuming and costly and could adversely affect our reputation.

Under the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, the SEC has adopted a rule that applies to companies that use certain minerals and metals, known as conflict minerals, in their products, including certain products manufactured for them by third parties. The rule will require companies that use conflict minerals in the production of their products to conduct due diligence as to whether or not such minerals originate from the Democratic Republic of Congo and adjoining countries and to file certain information with the SEC about the use of these minerals. We filed our conflict minerals report for the years ended December 31, 2014, 2015, 2016, 2017, 2018 and 20162019 with the SEC, and our conflict minerals report for the year ended December 31, 20172020 is due May 31, 2018.2021. We will incur additional costs to comply with the due diligence and disclosure requirements. In addition, depending upon our findings, or our inability to make reliable findings, about the source of any possible conflict minerals that may be used in any products manufactured for us by third parties, our reputation could be harmed, and there may also be disruptions to our business and strategy.

We enjoy certain preferential tax policies in the mainland of China; any adverse change of such tax policies in the future may have an adverse effect on our cash flows and results of operations.

According to the Announcement of the Ministry of Finance, the State Administration of Taxation and the General Administration of Customs on Deepening the Value-added Tax Reform Policy (Announcement No. 39 of the Ministry of Finance, the State Administration of Taxation and the General Administration of Customs in 2019), from April 1, 2019 to December 31, 2021, taxpayers in the producer and consumer services sectors in the mainland of China, including us, are allowed to deduct tax payable by adding 10% to the current deductible input tax. However, this policy may be cancelled when it expires on December 31, 2021, and in that case we will cease to benefit from this preferential tax treatment.

-14-Applicable preferential tax policies including the above have had a positive effect on our profitability. Any adverse change of such tax policies in the future may have an adverse effect on our cash flows and results of operations.


Risks Relating to the Telecommunications Industry in Mainlandthe mainland of China

We are subject to extensive government regulation and any change in the regulatory environment in the PRC, especially with respect to the telecommunications industry, may materially impact us.

As a telecommunications operator in China, we are subject to regulation by, and under the supervision of, the MIIT, the primary regulator of the telecommunications industry in China. Other PRC government authorities also take part in regulating the telecommunications industry in areas such as tariff policies and foreign investment. The regulatory framework within which we operate may limit our flexibility to respond to changes in market conditions or competition and could negatively affect our cost structure, profit margin and market share. For example, in recent years, PRC government authorities have required the implementation of real name registration for mobile users. Furthermore, since 2015, the PRC government announced a number of policies on network speed upgrade and tariff reduction, and we introduced, and will continue to introduce, corresponding measures. See “Item 4. Information on the Company — Business Overview — Tariffs.” The PRC government may announce additional tariff reduction policies in the future, and we cannot predict to what extent we may be required to further reduce tariffs. Future changes in tariff policies could significantly decrease our revenues and materially reduce our profitability. See “—“ — Risks Relating to Our Business — Our tariff reduction and future policy developments in the telecommunications industry in relation to tariff reduction may continue to adversely affect our financial conditions.” Additionally, following pilot mobile number portability programs in Tianjin, Hubei, Jiangxi, Yunnan and Hainan, the PRC government had started mobile number portability pilot programsannounced in March 2019 a directive to allow customers in certain cities to switch mobile carriers while retaining their numbers. If the PRC government expands the mobile number portability pilot programs in more cities or implement mobile number portability programs in the Mainlandmainland of China by the end of 2019. In November 2019, the PRC government announced the official implementation of such programs nationwide. As a result, the competition among telecommunication operators may significantlyfurther intensify. In response, we may offer more tariff promotions to attract and retain customers. As a result of such intensified competition, and related counter measures adopted, our results of operations, profitability and market share may suffer. Any change in the regulatory environment in the PRC, especially with respect to the telecommunications industry, may have a material adverse effect on our business, financial condition, results of operations and prospects.

The MIIT, under the direction of the State Council, has been preparing a draft telecommunications law, which, once adopted, will become the fundamental telecommunications statute and the legal basis for telecommunications regulations in Mainlandthe mainland of China. In 2000, the State Council promulgated a set of telecommunications regulations, or the Telecommunications Regulations, that apply in the interim period prior to the adoption of the telecommunications law.Regulations. Although we expect that the telecommunications law will positively affect the overall development of the telecommunications industry in Mainlandthe mainland of China, we do not fully know what will be its nature and scope. The telecommunications law and other new telecommunications regulations or rules may contain provisions that could have a material adverse effect on our business, financial condition, results of operations and prospects.

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We operate our businesses with approvals granted by the State Council and under licenses granted by the MIIT. We also have arrangements with CMCC, our parent company, under which we operate 3G, 4G and 4G5G telecommunications businesses based on the 3G, 4G and 4G5G licenses granted by the MIIT. Any future adverse change in the conditions or other obligations relating to these approvals and licenses could have a material adverse effect on our business, financial condition, results of operations and prospects.

Furthermore, personal privacy, cyber security, and data protection are becoming increasingly significant issues in China. The regulatory framework governing the collection, processing, storage and use of business information and personal data is rapidly evolving. The recently enacted Cyber Security Law of the PRC, or the Cyber Security Law, which came into effect on June 1, 2017, sets forth an overarching framework regulating the network products, equipment, and services, as well as the operation and maintenance of information networks, the protection of personal information, and the supervision and administration of cyber security in Mainlandthe mainland of China. See “Item 4. Information on the Company — Business Overview — Regulation — Cyber Security.” These requirements could increase our costs of compliance. Given the implementation of Cyber Security Law is at an early stage and may be subject to uncertainties in interpretations and enforcement, we are unable to determine its impact on our business. In furtherance of the Cyber Security Law, the PRC government also published “Information Security Technology — Personal Information Security Specification” in May 2018, setting forth detailed guidelines on the collection, utilization and retention of personal information and privacy protection, “Identification Methods for Illegal Collection and Use of Personal Information by Apps” in December 2019, stipulating standards for determining illegal acts of collecting and using personal information through mobile applications, “Cybersecurity Review Measures” in April 2020, providing for the scope and procedures of cybersecurity review and “Guiding Opinions on Implementation the Multi-Level Protection System for Network Security and Critical Information Infrastructure Security Protection System” in September 2020, requiring critical information infrastructure operators to carry out security construction and evaluation in accordance with multi-level network security protection standards. Although we have taken and will continue to take measures to comply with the Cyber Security Law, we cannot assure you that we will comply with the regulatory requirements in all aspects at all times. Any inability to comply with the Cyber Security Law and the relevant regulations and policies, could result in additional cost and liability to us, damage our reputation and adversely affect our business. Moreover, increased costs to comply with and other burdens imposed by the Cyber Security Law and relevant regulations and policies that are applicable to the businesses of our suppliers, vendors and other service providers, as well as our customers, may inhibit our business development or curb the demand of our products and services. If we are unable to respond to changing laws, regulations, policies and policiesguidelines related to privacy or cyber security, our business, financial condition, results of operations and prospects may be materially and adversely affected.

In addition, any PRC telecommunications operators operating in foreign jurisdictions are subject to licensing and other regulatory requirements and supervision of various local government agencies in the relevant jurisdictions. For example, on April 4, 2020, the President of the United States issued an executive order for the establishment of a committee to review foreign participation in the telecommunications services sector in the United States.

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The PRC government may require major operators, including us, to provide universal services with specified obligations, and we may not be compensated adequately for providing these services.

Under the Telecommunications Regulations, telecommunications operators in Mainlandthe mainland of China are required to fulfill universal service obligations in accordance with relevant regulations to be promulgated by the PRC government, and the MIIT has the authority to delineate the scope of these service obligations. In December 2015, the Ministry of Finance, or the MOF, and the MIIT jointly issued a notice on the pilot program to promote basic universal telecommunications services in rural areas where telecommunications operators in Mainlandthe mainland of China, including us, are encouraged to support the broadband development in rural and remote areas, so as to facilitate the achievement of certain strategic goals relating to “Broadband China.” This includes achieving, by 2020, the goal of broadband access in 98% of the villages by administrative division and the rural broadband access capacity of more than 12Mbps. As of December 31, 2017,2020, we havehad provided broadband access to 35,000around 52,000 villages by administrative division under the universal service program. We cannot predict whether we will be required to provide other universal services in the future and, if so, whether we will be adequately compensated by the government or by the universal service fund. We also cannot assure you whether we will be required to make contribution to the universal service fund. Any of these events could reduce our revenues and/or profitability.

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Our share price has been and may continue to be volatile in response to conditions in the global securities markets generally and in the telecommunications and technology sectors in particular.

Our share price has been subject to significant volatility, due in part to highly volatile securities markets, particularly for publicly traded shares of telecommunications companies, as well as variations in our sales and profit from operations. Factors other than our results of operations that may affect our share price include, among other things, overall market conditions and performance, market expectations of our performance, projected growth in the mobile market in Mainlandthe mainland of China and changes in our brand value. In addition, our share price may be affected by factors such as the level of business activity or perceived growth (or the lack thereof) in the telecommunications market in general, the performance of other telecommunications companies, announcements by or the results of operations of our competitors, customers and suppliers, announcements by and information released by governmental entities or other regulators, and new technologies, products and services. See “Item 9. The Offer and Listing” for information regardingFor example, the trading price historyprices of our ADSs and ordinary shares experienced significant fluctuations following (i) the issuance of Executive Order 13959 by the President of the United States on November 12, 2020 to prohibit certain transactions by U.S. persons and (ii) the announcements by the New York Stock Exchange in January 2021 in relation to the delisting proceedings of our ADSs. See “ — Risks Relating to Our Business —Transactions in and holdings of our ordinary shares and ADSs.ADSs by U.S. persons beyond specified dates are prohibited, and the continued listing of our ADSs are subject to significant uncertainty.” for further information.

Actual or perceived health risks associated with the use of mobile devices could materially impair our ability to retain and attract customers, reduce wireless telecommunications usage or result in litigation.

There continues to be public speculation about possible health risks to individuals from exposure to electromagnetic fields from base stations and from the use of mobile devices. While a substantial amount of scientific research conducted to date by various independent research bodies has shown that radio signals, at levels within the limits prescribed by public health authority safety standards and recommendations, present no adverse effect to human health, we cannot be certain that future studies, irrespective of their relative reliability or trustworthiness, will not impute a link between electromagnetic fields and adverse health effects. Research into these issues is ongoing by government agencies, international health organizations and other scientific bodies in order to develop a better scientific understanding and public awareness of these issues. In addition, several wireless industry participants were the targets of lawsuits alleging various health consequences as a result of wireless phone usage or seeking protective measures. While we are not aware of any scientific studies or objective evidence which substantiates such alleged health risks, we cannot assure you that the actual, or perceived, risks associated with radio wave transmission will not materially impair our ability to retain customers and attract new customers, significantly reduce wireless telecommunications usage or result in litigation.

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Risks Relating to Mainlandthe mainland of China

An economic slowdown in Mainlandthe mainland of China may reduce the demand for our services and have a material adverse effect on our business, financial condition, results of operations and prospects.prospects.

We conduct most of our business and generate substantially all of our revenues in Mainlandthe mainland of China. As a result, economic, political and legal developments in Mainlandthe mainland of China have a significant effect on our financial condition and results of operations, as well as our future prospects. Though MainlandWhile the mainland of China has been one of the world’s fastest growing economies in recent years, in terms ofits real gross domestic product, or GDP, growth, it may not be able to sustain the same growth rate. For example, China’s real GDP, growth rate declined from approximately 7.7% in 2012 to 6.9%2.3% in 2017. There2020. Because of the domestic and international challenges China faces from time to time, its GDP growth rate may further decline. For example, the COVID-19 pandemic could cause a global recession and a significant slowdown in the economic development in many countries including China and even long-term economic depression. The global economy may continue to deteriorate in the future and as China is increasingly connected with the rest of the world, any slowdown or decline of global economy could adversely impact China’s economy in various respects, including reduced exports, decreased consumer spending, higher unemployment levels, lower business confidence and continued volatility of financial markets. Additionally, despite the phase one trade deal reached between China and the United States amid the trade disputes between the two countries, there is no assurance that the GDP growth rate of Mainlandtrade disputes between China and the United States will be fully resolved in the near future or new trade frictions between China and other countries will not further decline.emerge in the future, which could in turn harm China’s economic growth. A deterioration in Mainland China’sthe business environment of the mainland of China as a result of the slowdown in economic growth could reduce business activities and demand for our services and products, which could materially and adversely affect our business, financial condition and results of operations.

We are subject to reviews and inspections by governmental authorities and regulatory agencies.

We are subject to reviews and inspections by various governmental authorities and regulatory agencies. These reviews and inspections could cover a broad range of aspects in relation to our business and operations, including financial reporting, tax reporting, internal control and compliance with applicable laws, rules and regulations. We cannot predict the impact of any findings of these reviews and inspections, and we cannot assure you that the outcome of any such reviews and inspections would not have a material adverse effect on our business, financial condition, results of operations and prospects.-18-


Fluctuation of the Renminbi could materially affect our financial condition, results of operations and cash flows.

We receive substantially all of our revenues, and our financial statements are presented, in Renminbi. The value of the Renminbi against U.S. dollar and other currencies may fluctuate and is affected by, among other things, changes in the PRC and international economic conditions and foreign exchange policies. Furthermore, the Renminbi currently is not a freely convertible currency. Under the “capital account,” which includes, among others, foreign direct investment, the prior approval of the State Administration of Foreign Exchange should be obtained prior to conversion of Renminbi into foreign currency. On the other hand, under the “current account,” which includes trade, payment of dividends and service-related foreign currency transactions, the Renminbi is currently freely convertible. The ability of our operating subsidiaries in the mainland of China to satisfy their foreign exchange obligations, pay dividends to us, and obtain foreign exchange through equity financing, including by means of capital contributions from us, depends on the foregoing foreign exchange control regulations in the mainland of China.

The conversion of Renminbi into foreign currencies, including U.S. dollars and Hong Kong dollars, is based on rates set by the People’s Bank of China, or PBOC. The PRC government allowed the Renminbi to appreciate by more than 20% against the U.S. dollar between July 2005 and July 2008. Between July 2008 and June 2010, this appreciation halted and the exchange rate between the Renminbi and the U.S. dollar remained within a narrow band. Since June 2010, the Renminbi has fluctuated against the U.S. dollar, at times significantly and unpredictably. In August 2015, PBOC announced that themid-point exchange rate for the floating range of Renminbi against the U.S. dollar will be determined based on market maker submissions that take into account theRenminbi-U.S. dollar exchange rate at the previous day’s closing of the inter-bank spot foreign exchange market, the supply and demand dynamics and the movements of other major currencies. Since October 1, 2016, the Renminbi has joined the International Monetary Fund’s basket of currencies that make up the Special Drawing Right, along with the U.S. dollar, the Euro, the Japanese yen and the British pound. With the development of the foreign exchange market and progress towards interest rate liberalization and Renminbi internationalization, the PRC government may in the future announce further changes to the exchange rate system and there is no guarantee that the Renminbi will not appreciate or depreciate significantly in value against the U.S. dollar in the future. It is difficult to predict how market forces or PRC or U.S. government policy may impact the exchange rate between the Renminbi and the U.S. dollar in the future.

Fluctuations in exchange rates may adversely affect the value, translated or converted into U.S. dollars or Hong Kong dollars, of our net assets, earnings and any declared dividends payable on our ordinary shares in foreign currency terms. Our financial condition and results of operations may also be affected by changes in the value of certain currencies other than the Renminbi, in which certain of our cash and cash equivalents and bank deposits are denominated. If we incur, in the future, debt denominated in currencies other than the Renminbi, such as in the U.S. dollar, the fluctuation of the Renminbi against the other currencies could adversely affect our financial condition and results of operations. For further information on our foreign exchange risks and certain exchange rates, see “Item 3. Key Information — Exchange Rate Information” and “Item 11. Quantitative and Qualitative Disclosures About Market Risk.” We cannot assure you that any future movements in the exchange rate of the Renminbi against the U.S. dollar or other foreign currencies will not adversely affect our results of operations and financial condition.

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The PRC legal system contains uncertainties which could limit the legal protections available to our shareholders.shareholders and us.

Most of our operating subsidiaries are organized under the laws of the PRC and are subject to laws, rules and regulations in the PRC. The PRC legal system is a civil law system based on written statutes. Unlike common law systems, it is a system in which decided legal cases may be cited for reference but have limited precedential value. The PRC government has promulgated laws, rules and regulations dealing with economic matters, such as corporate organization and governance, commerce, property, taxation, trade and foreign investment. However, because some of these laws, rules and regulations remain relatively untested, and because of the relatively limited volume of published cases and theirnon-binding nature, interpretation and/or enforcement of these laws, rules and regulations involve potentially significant uncertainties, which may limit the remedies available to our investors and to us in the event of any claims or disputes with third parties. In addition, any litigation in the PRC may be protracted and result in substantial costs and diversion of resources and management attention. Consequently, the protection provided by the PRC legal system may not be the same as the legal protection available to investors in the United States or elsewhere. Furthermore, various uncertainties involved in the rulemaking, interpretation and enforcement process of the laws, rules and regulations in the PRC that are related to our business and operations may also materially and adversely affect our financial condition, results of operations and prospects.

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Natural disasters, terrorist acts, acts of war and health hazards in China may cause damage to our infrastructure and severely disrupt our business and operations.

Our business operations are subject to interruption by natural disasters, power outages, terrorist attacks or other hostile acts, health hazards, among others, which are beyond our control. Such events could cause significant damage to our infrastructure upon which our business operations rely, resulting in degradation or disruption of service to our customers. For example, several natural disasters have struck Mainlandthe mainland of China in recent years. Our network equipment, including our base stations, in the affected areas sustained extensive damages in some of these natural disasters, leading to service stoppage and other disruptions in our operations in those areas. We are unable to predict the effect, if any, that any future natural disasters or other similar events may have on our business. While we maintain insurance coverage for some of these events, the potential liabilities associated with these events could exceed the insurance coverage we maintain. Our system redundancy may be ineffective or inadequate, and our disaster recovery planning may not be sufficient for all eventualities. These events could also damage the infrastructure of the suppliers, vendors and service providers that provide us with the equipment and services we need to operate our business and provide products to our customers. Any future natural disasters or other similar events may, among other things, significantly disrupt our ability to adequately staff our business, and may generally disrupt our operations. Furthermore, such natural disasters and other similar events may severely restrict the level of economic activity in affected areas, which may in turn materially and adversely affect our business and prospects. As a result, any natural disasters or other similar events in China may have a material adverse effect on our financial condition and results of operations.

You may experience difficulties in effecting service of legal process and enforcing judgments against us and our management.management, and the ability of U.S. authorities to bring actions in the mainland of China may also be limited.

Substantially all of our assets and our subsidiaries are located in the PRC.mainland of China. In addition, most of our directors and officers reside within the PRC,mainland of China, and substantially all of the assets of our directors and officers are located within the PRC.mainland of China. As a result, it may not be possible to effect service of process within the United States or elsewhere outside the PRCmainland of China upon most of our directors or officers, including with respect to matters arising under applicable laws and regulations. Moreover, the PRCmainland of China does not have treaties providing for the reciprocal recognition and enforcement of judgments of courts with the United States, the United Kingdom or most other Western countries, and Hong Kong has no arrangement for the reciprocal enforcement of judgments with the United States.

As a result, recognition and enforcement in the PRCmainland of China or Hong Kong of judgments of a court in the United States and any of the other jurisdictions mentioned above in relation to any matter not subject to a binding arbitration provision may be difficult or impossible. Even if you sue successfully in a U.S. court or any of the other jurisdictions mentioned above, you may not be able to collect on such judgment against us or our directors and officers. In addition, the SEC, the U.S. Department of Justice and other U.S. authorities may also have difficulties in bringing and enforcing actions against us or our directors or officers in the mainland of China.

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Our investors may be deprived of the benefits of PCAOB’s oversight of our independent registered public accounting firm through inspections.inspections, which could ultimately lead to the termination of the trading in our ADSs in the United States.

Under the Sarbanes-Oxley Act of 2002, the Public Company Accounting Oversight Board, or PCAOB, has the authority and is required to conduct continuing inspections of registered public accounting firms that provide audit services to public companies subject to the reporting requirements of the SEC. Our external auditor is registered with the PCAOB and is subject to inspections by the PCAOB. TheOn December 7, 2018, the SEC and the PCAOB is currently unable to inspectissued a registered public accounting firm’s audit work relating to a company’s operationsjoint statement highlighting continued challenges faced by the U.S. regulators in China where the documentationtheir oversight of such audit work is located in China, such as our registered public accounting firm’s audit work relating to ourfinancial statement audits of U.S.-listed companies with significant operations in China. On February 19, 2020, the SEC and the PCAOB issued another joint statement on their ongoing discussion with leading accounting firms about the issues highlighted in their previous joint statement. On April 21, 2020, the SEC and the PCAOB issued another joint statement highlighting, among other things, the PCAOB’s continued inability to inspect audit work and practices of accounting firms in the mainland of China with respect to their audit work of U.S. reporting companies. As a result of the issues highlighted in these joint statements, our investors may be deprived of the benefits of PCAOB’s oversight of our independent registered public accounting firm through such inspections.inspections.

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As part of a continued regulatory focus in the United States on this issue, on June 4, 2020, the President of the United States issued a memorandum ordering the President’s Working Group on Financial Markets, or the President’s Working Group, to submit a report to the President within 60 days of the memorandum that includes recommendations for actions that can be taken by the executive branch, the SEC, the PCAOB or other federal agencies and departments with respect to Chinese companies listed on U.S. stock exchanges and their audit firms, in an effort to protect investors in the United States. On August 6, 2020, the President’s Working Group released a report recommending that the SEC take steps to implement the five recommendations outlined in the report. In particular, with respect to companies from jurisdictions that do not provide the PCAOB with sufficient access to fulfill its statutory mandate, the President’s Working Group recommended enhanced listing standards on U.S. stock exchanges. This would require, as a condition to initial and continued exchange listing, giving the PCAOB access to work papers of the principal audit firm for the audit of the listed company. Companies unable to satisfy this standard as a result of governmental restrictions on access to audit work papers and practices in their jurisdiction may satisfy this standard by providing a co-audit from an audit firm with comparable resources and experience where the PCAOB determines it has sufficient access to audit work papers and practices to conduct an appropriate inspection of the co-audit firm. The report permits the new listing standards to provide for a transition period until January 1, 2022 for listed companies. On August 10, 2020, the SEC announced that the SEC chairman had directed the SEC staff to prepare proposals in response to the report of the President’s Working Group, and that the SEC was soliciting public comment and information with respect to the development of these proposals. Any resulting actions, proceedings or new rules from these recommendations could adversely affect the listing and compliance status of China-based issuers listed in the United States, such as our Company, and may have a material and adverse impact on the trading of the securities of such issuers, including us.

Furthermore, on December 18, 2020, the United States enacted the Holding Foreign Companies Accountable Act, or the HFCA Act. The HFCA Act includes requirements for the SEC to identify issuers whose audit reports are prepared by auditors that the PCAOB is unable to inspect or investigate completely because of a restriction imposed by a non-U.S. authority in the auditor’s local jurisdiction. The HFCA Act also requires public companies on this SEC list to certify that they are not owned or controlled by a foreign government and make certain additional disclosure in their SEC filings. In addition, if the auditor of a U.S.-listed company is not subject to PCAOB inspections for three consecutive “non-inspection” years after the law becomes effective, the SEC is required to prohibit the securities of these issuers from being traded on a U.S. national securities exchange, such as the New York Stock Exchange, on OTC markets in the U.S. or through any other method within the SEC’s jurisdiction to regulate. On March 24, 2021, the SEC issued the Interim Final Rule on HFCA Act Disclosure and requested comments until May 5, 2021. The Interim Final Rule would add Item 16I (Disclosure Regarding Foreign Jurisdictions that Prevent Inspections) in Form 20-F, which requires disclosure in a foreign issuer’s annual report regarding the audit arrangements of, and governmental influence on, such foreign issuer. Once a foreign issuer is identified by the SEC as having a non-inspection year, such foreign issuer will be required to comply with Item 16I in Form 20-F in its annual report for each fiscal year in which it is identified. The SEC plans to separately address implementation of the trading prohibitions in the HFCA Act in a future notice and comment process. While we understand that there has been dialogue among the China Securities Regulatory Commission, or the CSRC, the SEC and the PCAOB regarding the inspection of PCAOB-registered accounting firms in China, there can be no assurance that our auditor or we will be able to comply with requirements imposed by U.S. regulators.

As of the date of this annual report, we have not been identified by the SEC as having a non-inspection year. However, we cannot assure you that we will not be identified as such in the future. In addition, as a result of the enactment of the HFCA Act, trading of our ADSs in the United States may be effectively terminated if our auditor is not inspected by the PCAOB for three consecutive years. This could also result in our ADSs being delisted from the NYSE. Holders of our ADSs may convert the ADSs into our ordinary shares listed on the Hong Kong Stock Exchange but will incur costs in order to do so. See “Item 12. Description of Securities Other than Equity Securities.” for further information. The value and liquidity of our securities may therefore be materially and adversely affected.

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If additional remedial measures are imposed on thePRC-based network firms of the Big Four accounting firms, including our independent registered public accounting firm, in administrative proceedings brought by the SEC alleging the firms’ failure to meet specific criteria set by the SEC, we could be unable to timely file future financial statements in compliance with the requirements of the Exchange Act.

In December 2012, the SEC instituted administrative proceedings against thePRC-based network firms of the Big Four accounting firms, including our independent registered public accounting firm, alleging that these firms had violated U.S. securities laws and the SEC’s rules and regulations thereunder by failing to provide to the SEC the firms’ audit work papers with respect to certainPRC-based companies that are publicly traded in the United States. On January 22, 2014, the administrative law judge, or ALJ, presiding over the matter rendered an initial decision that each of the firms had violated the SEC’s rules of practice by failing to produce audit work papers to the SEC. The initial decision censured each of the firms and barred them from practicing before the SEC for a period of six months. These firms subsequently appealed the ALJ’s initial decision to the SEC. The ALJ’s decision does not take effect unless and until it is endorsed by the SEC. On February 6, 2015, the fourPRC-based accounting firms each agreed to a censure and to pay a fine to the SEC to settle the dispute and avoid suspension of their ability to practice before the SEC and audit U.S.-listed companies. The settlement required the accounting firms to follow detailed procedures and to seek to provide the SEC with access to firms’ audit documents via the CSRC. If future document productions fail to meet specified criteria or there is a problemUnder the terms of the settlement, the underlying proceeding against the four China-based accounting firms was deemed dismissed with prejudice four years after entry of the process betweensettlement. The four-year mark occurred on February 6, 2019. While we cannot predict if the SEC and CSRC,will further challenge the four China-based accounting firms’ compliance with U.S. law in connection with U.S. regulatory requests for audit work papers or if the results of such a challenge would result in the SEC retains authority to impose a variety of additional remedial measures on the firms depending on the nature of the failure. Ifimposing penalties such as suspensions, if the accounting firms are subject to additional remedial measures, imposed by the SEC or other regulatory authorities, our ability to file our financial statements in compliance with SEC requirements could be impacted. A determination that we have not timely filed financial statements in compliance with SEC requirements could ultimately lead to the delisting of our ADSs from the New York Stock Exchange or the termination of the registration of our ADSs under the Exchange Act, or both, which would substantially reduce or effectively terminate the trading of our ADSs in the United States.

 

Item 4.

Information on the Company.

We provide a full range of mobilecommunications services in all 31 provinces, autonomous regions and directly-administered municipalities in Mainlandthe mainland of China as well as in Hong Kong. Based on publicly available information, we are the leading provider of mobiletelecommunications and related services in Mainlandthe mainland of China and the largest provider of mobiletelecommunications and related services in the world as measured by the total number of mobile customers as of December 31, 2017.2020. As of March 31, 2018,2021, our total number of mobile customers reached approximately 899940 million.

The History and Development of the Company

We were incorporated under the laws of Hong Kong on September 3, 1997 under the predecessor of the Companies Ordinance as a limited liability company under the name “China Telecom (Hong Kong) Limited.” We changed our name to “China Mobile (Hong Kong) Limited” on June 28, 2000 and then to “China Mobile Limited” on May 29, 2006.

Our ordinary shares are listed on the Hong Kong Stock Exchange, and our ADSs, each currently representing the right to receive five ordinary shares, are listed on the New York Stock Exchange. On January 6, 2021, the New York Stock Exchange, following reversal of a similar decision announced on December 31, 2020, announced that it had determined to commence delisting proceedings of our ADSs to comply with Executive Order 13959 signed by the President of the United States. On January 20, 2021, we filed a written request with the New York Stock Exchange for a review of its determination. See “Item 3. Key Information – Risk Factors – Risks Relating to Our Business –Transactions in and holdings of our ordinary shares and ADSs by U.S. persons beyond specified dates are prohibited, and the continued listing of our ADSs are subject to significant uncertainty.”

Expansion Through Acquisitions

At our inception, our mobile operations included those in Guangdong Province and Zhejiang Province, conducted by Guangdong Mobile (formerly known as Guangdong Mobile Communication Company Limited), and China Mobile Group Zhejiang Co., Ltd. (formerly known as Zhejiang Mobile Communication Company Limited), or Zhejiang Mobile, respectively. As part of the restructuring in preparation for our initial public offering in 1997, the former Ministry of Posts and Telecommunications transferred to us a 100% equity interest in Guangdong Mobile and a 99.63% equity interest in Zhejiang Mobile. We subsequently increased our shareholding in Zhejiang Mobile to 100%.

 

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We carried out a series of acquisitions between 1998 and 2004, through which we acquired from CMCC, our parent company, mobile operations conducted by its other regional subsidiaries. As a result, we significantly expanded the geographical coverage of our operations to all 31 provinces, autonomous regions and directly-administered municipalities in Mainlandthe mainland of China.

In addition, we acquired all of the issued and outstanding shares of China Resources Peoples Telephone Company Limited (currently known as China Mobile Hong Kong Company Limited, or Hong Kong Mobile), a mobile services provider based in Hong Kong, in 2006. As a result, we expanded the geographical coverage of our operations to Hong Kong.

In 2011, we, through our wholly-owned subsidiary, CMC, acquired 100% of the share capital of China Topssion Communication Co., Ltd., or Topssion, a company primarily engaged in the sale of mobile phone handsets and devices, for an aggregate purchase price of RMB237,070,000 (approximately US$37,667,000). CMC subsequently transferred 1% of the share capital of Topssion to CMCC, and further subscribed to additional share capital of Topssion. Topssion thereafter changed its name to China Mobile Device. As of March 31, 2018,2021, we held a 99.97% equity interest in China Mobile Device.

In 2015, we, through our wholly-owned subsidiary, China Mobile TieTongTietong Company Limited, or CM TieTong,Tietong, acquired Target Assets and Businesses of China TieTong,Tietong, for a final consideration of RMB31,967 million (approximately US$4,934.9 million). The acquisition was completed in December 2015. We expect that our acquisition of Target Assets and Businesses from China TieTongTietong will facilitate our transformation into a full-service operator offering both fixed-line and mobile services.

These acquisitions have significantly enlarged our customer base and expanded the geographical coverage and scope of our business. The integration of these acquired operations has also enabled us to realize synergies and economies of scale. For a description of our recent investments and capital expenditures, see “ — Business Overview — Investments and Acquisitions” and “Item 5. Operating and Financial Review and Prospects — Liquidity and Capital Resources — Capital Expenditures.”

Industry Restructuring and Changes in Our Shareholding Structure

Prior to 1993, all public telecommunications networks and services in Mainlandthe mainland of China were controlled and operated by the former Ministry of Posts and Telecommunications through the former Directorate General of Telecommunications, provincial telecommunications administrations and their city and county level bureaus.

Between 1993 and 2008, the telecommunications industry of Mainlandthe mainland of China underwent significant reforms and restructuring that resulted in an improved competitive environment and enhanced regulation of the industry.

In March 2008, the MIIT was created as the industry regulator providing industry policy guidance and exercising regulatory authority over all telecommunications services providers in Mainlandthe mainland of China, including, among others, formulating and enforcing industry policy, standards and regulations, granting telecommunications licenses and permits, formulating interconnection and settlement standards for implementation between telecommunications networks, formulating tariff and service charge standards for certain telecommunications services together with other relevant regulatory authorities, supervising the operations of telecommunications services providers, promoting fair and orderly market competition among operators, and allocating and administering public telecommunications resources.

On May 24, 2008, the MIIT, the National Development and Reform Commission, or the NDRC, and the MOF jointly issued a joint announcement relating to the further reform of the telecommunications industry in Mainlandthe mainland of China, which led to a future restructuring of the then-existing telecommunications services providers. The restructuring resulted in the consolidation of the telecommunications industry in Mainlandthe mainland of China into three service providers: China Telecom, China Unicom and CMCC.

As a result of the industry restructuring in 2008 and early 2009, principal participants in the telecommunications industry in Mainlandthe mainland of China, other than China TieTongTietong and us, also include China Telecom and China Unicom. China Telecom and China Unicom since then operate both mobile and fixed-line services. On November 27, 2015, CM TieTong,Tietong, our wholly-owned subsidiary, entered into the Acquisition Agreement with China TieTong,Tietong, pursuant to which CM TieTongTietong has agreed to acquire Target Assets and Business. The acquisition was completed in December 2015.

 

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On July 11, 2014, CMC entered into a promoters’ agreement with China Telecom and CUCL, a wholly-owned subsidiary of China Unicom, and China Telecom to establish China Tower, which had a registered capital of RMB10 billion. Pursuant to the promoters’ agreement, we have made an investment of RMB4,000 million and indirectly owned a 40% equity interest in China Tower. On October 14, 2015, CMC entered into an agreement on transfer of its then-owned telecommunications towers and related assets, or Tower Assets, for issuance of consideration shares and payment in cash, or the Transaction Agreement, with CUCL, China Telecom, China Reform Holdings Corporation Limited, or CRHC, and China Tower, pursuant to which CMC, CUCL and China Telecom shall transfer their telecommunications towers and related assets to China Tower, China Tower shall issue and allot shares in China Tower and/or pay certain cash as consideration for such transfers, and CRHC shall subscribe for new shares in China Tower in cash.Tower. Following the completion of the transaction on October 31, 2015, China Tower was owned by CMC, China Unicom,Telecom, China TelecomUnicom and CRHC as to 38%, 28.1%27.9%, 27.9%28.1% and 6%, respectively. CMC transferred its existing telecommunications towers and related assets to China Tower for a final consideration of RMB102,736 million (approximately US$15,859.7 million). On July 8, 2016, CMC entered into the Lease Agreement, with China Tower, pursuant to which CMC agreed to lease from China Tower telecommunications towers and related assets acquired and newly constructed by China Tower. On January 31, 2018, the parties entered into a supplementary agreement to the Lease Agreement. China Tower completed its initial public offering and listed on the main board of the Hong Kong Stock Exchange, in August 2018, and as a result, our equity interest was diluted from 38% to approximately 28%. As of March 31, 2018,2021, we indirectly owned 38%approximately 28% equity interest in China Tower.

Organizational Structure

As of March 31, 2018,2021, CMCC owned 72.72% equity interest in us through intermediate holding companies. We operate in all 31 provinces, autonomous regions and directly-administered municipalities throughout Mainlandthe mainland of China and in Hong Kong. As of March 31, 2018,2021, we owned, directly or through intermediate holding companies, 100% equity interests in the following companies:

 

•  China Mobile Communication Co., Ltd.

  

•  China Mobile Group Hubei Co., Ltd.

•  China Mobile Group Guangdong Co., Ltd.

  

•  China Mobile Group Hunan Co., Ltd.

•  China Mobile Group Zhejiang Co., Ltd.

  

•  China Mobile Group Shaanxi Co., Ltd.

•  China Mobile Group Jiangsu Co., Ltd.

  

•  China Mobile Group Shanxi Co., Ltd.

•  China Mobile Group Fujian Co., Ltd.

  

•  China Mobile Group Neimenggu Co., Ltd.

•  China Mobile Group Henan Co., Ltd.

  

•  China Mobile Group Jilin Co., Ltd.

•  China Mobile Group Hainan Co., Ltd.

  

•  China Mobile Group Heilongjiang Co., Ltd.

•  China Mobile Group Beijing Co., Ltd.

  

•  China Mobile Group Guizhou Co., Ltd.

•  China Mobile Group Shanghai Co., Ltd.

  

•  China Mobile Group Yunnan Co., Ltd.

•  China Mobile Group Tianjin Co., Ltd.

  

•  China Mobile Group Xizang Co., Ltd.

•  China Mobile Group Hebei Co., Ltd.

  

•  China Mobile Group Gansu Co., Ltd.

•  China Mobile Group Liaoning Co., Ltd.

  

•  China Mobile Group Qinghai Co., Ltd.

•  China Mobile Group Shandong Co., Ltd.

  

•  China Mobile Group Ningxia Co., Ltd.

•  China Mobile Group Guangxi Co., Ltd.

  

•  China Mobile Group Xinjiang Co., Ltd.

•  China Mobile Group Anhui Co., Ltd.

  

•  China Mobile Group Design Institute Co., Ltd.

•  China Mobile Group Jiangxi Co., Ltd.

  

•  China Mobile Hong Kong Company Limited

•  China Mobile Group Chongqing Co., Ltd.

  

•  China Mobile International Limited

•  China Mobile Group Sichuan Co., Ltd.

  

•  China Mobile IoT Company Limited

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•  China Mobile Information Technology Company Limited

  

•  China Mobile Online Services Co., Ltd.

•  China Mobile (Suzhou) Software Technology Co., Ltd.

  

•  China Mobile (Hangzhou) Information Technology Company Limited

•  MIGU Co., Ltd.

  

•  China Mobile Internet Company Limited

•  China Mobile TieTongTietong Company Limited

  

•  China Mobile Quantong System IntegrationFinancial Technology Co., Ltd.

•  China Mobile Investment Holdings Co., Ltd.

  

•  China Mobile (Shanghai) ICT Co., Ltd

•  China Mobile (Chengdu) ICT Co., Ltd.

•  China Mobile E-Commerce Co., Ltd.

•  China Mobile Xiong’an ICT Co., Ltd.

•  China Mobile System Integration Co., Ltd. (formerly known as China Mobile Quantong System Integration Co., Ltd.)

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For detailed information about our significant subsidiaries, see note 17 to our consolidated financial statements included elsewhere in this annual report on Form20-F.

In addition, we own a 99.97% equity interest in China Mobile Device, a 92% equity interest in China Mobile Group Finance Co., Ltd., or China Mobile Finance, and a 66.41% equity interest in Aspire Holdings Limited, or Aspire, a company incorporated in the Cayman Islands.

Set out below is a chart illustratingFor detailed information about our corporategroup structure as of March 31, 2018:and significant subsidiaries, see “Item 7. Major Shareholders and Related Party Transactions — Major Shareholders” and note 20 to our consolidated financial statements included elsewhere in this annual report on Form 20-F.

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LOGO

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General Information

Our principal executive offices are located at 60th Floor, The Center, 99 Queen’s Road Central, Hong Kong, China; telephone:852-3121-8888. We also maintain a regional headquarters in each of our regional mobile companies in Mainlandthe mainland of China and Hong Kong. Our web site address is www.chinamobileltd.com. The information on our web site is not a part of this annual report on Form20-F.

The United States Securities and Exchange Commission, or SEC, maintains a website at www.sec.gov which contains in electronic form each of the reports and other information that we have filed electronically with the SEC.

Business Overview

Over the past several years, we have achieved a number of technological improvements and upgrades to our core mobile network, which has evolved into an integrated network that is capable of supporting transmissions in all of our services using the 2G standard, 3G standard and 4G standard. We have built an Internet Protocol based core network that is capable of supporting the GSM,TD-SCDMA,TD-LTE and LTE FDD networks, which we believe could also evolve into a network that supports other futuredifferent generations of mobile technologies. See “—“ — Mobile Networks” below. In addition, our acquisition from China TieTongTietong of Target Assets and Businesses, has facilitated our transformation into a full-service operator offering both fixed-line and mobile services, enabling us to expand our customer base, increase our wireline broadband network capacity, coverage and efficiency through an integrated network and seize growth opportunities in the wireline broadband market. See “—“ — The History and Development of the Company — Industry Restructuring and Changes in Our Shareholding Structure.”

On April 3, 2018, the MIIT granted to CMCC the permission to provide 4G services based on LTE FDD technology through us. In accordance with the permission, we will promotehave been promoting the development of mobile IoT and Industrial Internet nationwide; in rural areas, we will initiatenationwide, implementing the scale application ofTD-LTE/LTE FDD convergence network and enhanceenhancing the quality of our high-speed broadband and mobile communications services. On June 6, 2019, the MIIT granted the basic telecommunications service operating permit for 5G digital cellular mobile service to CMCC. We have been providing 5G services raising the overall network quality at a lower cost.since November 2019. In addition, we will increase efforts to innovatecontinuously devote substantial resources in the innovation of our products and services to deliver better customer experience. We believe this permissionour efforts in implementing our business strategies will be conducive to the implementation of our strategies,advance our transformation into a full-service provider and our development toward a world’s leading telecommunications operator in digital innovation.

Our Business Strategy

As a pioneerA new wave of technological revolution and market leaderindustry transformation characterized by digitalization, networkization and intelligentization has emerged, integrating 5G, AI, IoT, cloud computing, big data, edge computing, blockchain and other next-generation information technologies into the economy, society and people’s livelihood. Every industry has embarked on digital transformation, presenting unprecedented opportunities in the world’s largest mobile market,blue-ocean digital economy.

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We are now at an historic moment facing a new direction of development. In this context, we have aligned ourselves with mobile Internet development trends. We aimgiven wider connotation to maintain our leading position in 4G development in China and have fully embraced the transition from voice to data traffic operation.“Powerhouse” strategy. We have also strivencome up with a clear “4x3” strategic core. First, we will speed up the “three changes,” which are the internal logic of our transformation. We are changing our business development from telecommunications services to enhanceinformation services, from the primarily “Customer” (To C) market to all four CHBN markets (namely, the “customer” market, the “home” market, the “business” market and the “new” market), and from being resource-driven to being innovation-driven. Second, we will facilitate “three trends”, which are our wireline broadbandpoints of breakthrough and core areas of transformation. We are promoting online operations, intelligentization and cloudification to stimulate demand for information services and promoteupgrade the transition from mobile communication services to innovative full services. Since 2016, revenue from wireless data traffic has become our largest revenue source, exceeding traditional telecommunications business (including voice, SMS and MMS). In 2017, our revenue from wireless data traffic, on a full-year basis, has accounted for more than halfindustry landscape. Third, we will reinforce the “three approaches”, which are paths of our total telecommunications services revenue fortransformation. We are setting up a scale-based and value-oriented business operating system with an emphasis on business convergence, integration and digitalization. Fourth, we will strengthen the first time, demonstrating a fundamental change in“three forces”, which are fuels supporting our revenue structure.transformation. We are building up an organization structure incorporating our capabilities, collaboration and vitality to deliver high operating efficiency and synergy across operations. In light of the accelerated digital transformation of the economy and society, our strategy is to expedite the construction of information “highway” consisting of first-class new information infrastructure and operate information “high-speed train” by introducing innovative operating practices and exploring new use cases, products and business forms relating to information services.

In response“Customer” Market. We proactively made adjustments to our business strategy, shifting the emphasis from expanding our customer base to cultivating quality and value. We accelerated the development of a holistic product portfolio comprising data access, applications and customer benefits, and further integrated the “Internetoperations of Everything”,our three consumer brands– GoTone, M-zone and Easy Own. We also adopted an integrated marketing approach with a view to stimulating customer demand for 5G products by actively promoting 5G handsets, customer benefits, service packages and intelligent hardware, leveraging the distribution of 5G consumption vouchers. To boost sales of mobile devices, we launched the “Big Connectivity” strategyintroduced more financing options, including particulate loans and 5G gold coins, in addition to expand the scope of connections from those among peoplecredit purchase. Driven by fast-growing 5G business and our marketing approach to connections joining peopleintegrating content and things as well as connections among things. In our efforts to implement this strategy,customer benefits, we have shifted focus from the traditional operating model to an integrated development driven by “four growth engines”, namely, to capitalize on the momentumgradually solidified our position in the personal mobile market, the household market, the corporate“Customer” market and the emerging business.

Personal Mobile Market.We have been dedicated to the development of our 4G network.5G business achieved robust growth. As of December 31, 2017, we cumulatively put in use 1.872020, the number of 5G package customers reached 165 million, 4G base stations, which covered 99%accounting for 17.5% of our mobile customer base. The number of average net additional customers per month exceeded 13.5 million. Post 5G migration, the average revenue per user per month, or ARPU, and the average handset data traffic per user per month of 5G package customers have increased by 6.0% and 23.7%, respectively, showing promising growth potential for the value of the population5G business.

“Home” Market. Leveraging our core gigabit broadband products, we focused on enhancing our broadband quality and strengthening the integrated development of China.broadband, hardware and applications to encourage customers to upgrade their plans. We promoted integrated development of “big screen” contents with other household applications, bolstered entry points for household information services and accelerated the formation of an ecosystem comprising cinemas, film distributors and vertical content providers. We focused on expanding our three main business lines, namely smart home network deployment, home security and smart remote controls, to enrich our smart home applications. By launching various initiatives to attract target customer groups, retain existing customers by segmentation, foster synergetic growth of TV services and promote smart home applications, the “Home” market demonstrated robust growth with a steady increase in customer value. As of December 31, 2020, the number of household broadband customers reached 192 million, with the number of average net additional customers per month exceeding 1.67 million. Our digital set-top box “Mobaihe” registered a total of 141 million customers as of December 31, 2020, with a net addition of 18.99 million and a continuous increase in penetration rate in 2020. Our customer numbers for smart home network deployment, home security and smart remote controls increased by 347%, 204% and 621% year-on-year, respectively. The revenues from household broadband and smart home application services increased by 18.6% and 25.7% year-on-year respectively, driving further growth in household broadband blended ARPU. Driven by the combination of bandwidth upgrades and the introduction of value-added applications, our household broadband blended ARPU reached RMB37.7, increased by 6.9% compared to 2019.

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“Business” Market. We promoted the integrated development of network, cloud and DICT (data, information and communications technology) in key sectors including smart city, smart transportation and the Industrial Internet. We further expanded and optimized our products and solutions for our corporate business with a focus on customer demands, using a selective and dynamic approach to update what to include in our product portfolio. With an emphasis on innovation, we enhanced the quality of a range of basic products, such as dedicated lines, IDC (Internet Data Center), IoT (Internet of Things) and corporate short messages, to scale the growth of the corporate business. We built an industry-leading cloud business, developed more signature products and enhanced product quality. Public cloud offerings have become the driver for our customer base expansion and private cloud offerings the driver for revenue growth. The revenue and market share of our mobile cloud services both scaled up substantially. We also strove to pursue a market-leading position in 5G development. Focusing on key industries and business areas, we continued to build 5G application showcases and strove to promote scale conversion. We also developed standardized and dedicated 5G products. As a result, we maintained our leadership within the industry for driving 5G adoption across vertical sectors. In 2017,2020, the number of our 4Gcorporate customers increased by 114reached 13.84 million, reaching approximately 650 million at the endrepresenting a net increase of 3.56 million.

“New” Market. We focused on four key areas, namely international business, equity investment, digital content and financial technology, using an innovative approach. In terms of the year.international business, we strove to minimize the negative impact of COVID-19 while expanding our international operations and business scale. Our robustinternational business maintained positive growth momentum, thanks to our continued efforts to strengthen key product capabilities such as cross-border cloud and network capabilitiesservices and DICT. We upgraded our extensive global coverage comprising Information Highway (connectivity resources), Information Station (PoPs, Points of Presence) and Information Island (data centers), and deepened our collaborations with international telecommunications service providers. In terms of equity investment, we built up a professional capital management system that conforms to standards, leveraging the complementary strengths of direct investments and investment funds to create greater synergy and achieve higher impact. We focused on investing in a range of sectors, including information and communications infrastructure and technologies, cloud computing, artificial intelligence, information security and digital content, in order to further unleash the potential of our capital. In terms of digital content, we leveraged our position as a content synthesizer and producer to foster an industry-leading customer service quality contributed to thecontent ecosystem. As a result, we recorded rapid growth in data traffic. Our handset data traffic reached 12,569 billion megabytes in 2017, significantly increased from thatthe number of 5,681 billion megabytes in 2016. Moreover,active users for a variety of businesses, including MIGU Video, cloud-based games and video connecting tones. With regard to financial technology, building on the and-Wallet brand, we have built one of the world’s largest networks of Voice over LTE, or VoLTE, providing VoLTE for commercial use in 346 cities in Mainland China. Our VoLTE customers reached 200 million as of December 31, 2017. In 2018, we will endeavor to maintainrapidly expanded our market leading position in Chinabusiness and achieved solid growth in terms of handset data traffic and further enhance 4G network quality and customer perception through the continued promotion of VoLTE, carrier aggregation, or CA, and customer information protection.

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Household Market.In 2017, we sped up the development of our household broadband business. We focused on enhancing network speed and quality, differentiating ourcredit purchase, investment products and services, securing customer groups with high loyalty and revenue contribution, and increasing customer value through our homesupply chain financing. We also made sound progress in research in the areas of super SIM card, digital services. For example, subscribers to Mobaihe, our home digitalset-top box providing high-definitionvideo-on-demand service, reached 57.25 million at the end of 2017. The expansion in both our household broadband customer base and market share continued in 2017. Our household broadband customers exceeded 109 million at the end of 2017, increasing by 46.9% from 74 million at the end of 2016, 68% of which subscribe to broadband products with bandwidth of 50 Mbps or higher. Our household broadband market share grew from 29.9% at the end of 2016 to 37.0% at the end of 2017. In 2018, we plan to build an integrated household product portfolio, enhance our brand awareness and increase the value proposition to our customers, through which we can further expand the market share, especially in areas where we have low penetration.

Corporate Market.We have focused on key services such as Internet dedicated lines, voice and data dedicated lines and Internet Data Center, or IDC, services, built a network-wide coordinated sales system to target major corporate customers and have developed products targeting key industries such as manufacturing, agriculture, education, public administration, finance, transportation and healthcare. We further improved the transmission capacity of our fiber optic cable and the accessibility of Internet dedicated lines. Moreover, in order to meet the specific needs of small- and medium-sized enterprises, we offered Internet dedicated line service to these customers at reduced tariffs. In 2018, we will expedite the development of products and solutions tailored for key industries, enhance our service quality and bolster our capabilities in developing services based on the integrated information and communication technology.

Emerging Business.We have been engaged in developing innovativeidentity applications and information services, making a number of achievements in 2017. Our centralized public IoT networks had 229 million connections as of December 31, 2017, which remained the largest dedicated IoT network in the world in terms of the number of connections. Additionally, our mobile payment service“and-Wallet” exceeded RMB2.1 trillion in transaction value, and we further promoted our“and-Video” service, which provides streaming media andvideo-on-demand on mobile, and“and-Reading” services, which offers a mobile-based platform of digital books and magazines. In 2018, we plan to accelerate the development and application of IoT and further expand our home digital services.currency applications.

In terms of long-term strategy, we have put forward a new strategic vision: We will continueopen up development space toward information services and focus on technological innovation to implementcreate competitive advantages. These moves will form part of our “Big Connectivity” and “Four Growth Engines” strategies, striving to become a world-leading operator offering innovative digital services. We also endeavorconcerted efforts to achieve a leading position inour goal of joining the markets brought by technologies such as 5G, big data, IoT and artificial intelligence. To this end,league of the world’s first-class information service technology companies. At the same time, we will adoptfocus on “two facilitations and two integrations”: We will fully facilitate the construction of information infrastructure and facilitate the digitalized and intelligent transformation of the whole society. We will also make endeavors to accelerate the integration and innovation of various information technologies, and speed up the deep integration of information technology and the economy, society and people’s livelihood.

We will strive for making progress while maintaining stability, adopting our main line of development that promotes digitalized and intelligent transformation and achieves high-quality development. We will focus on our “4x3” strategic core and fully implement the “5G+” plan, taking solid steps toward becoming a market-responsive business development model to align our strategic growth targets with market progress. To capture future development momentum, weworld-class enterprise by building a dynamic “Powerhouse”. We will continue to enhance our service quality, expand our international presence and continue to optimize our revenue structure. We strive to strengthenachieve stable and healthy growth in telecommunications services revenue and net profit, creating higher value for our leadership in mobile communications and build up our advantages in the household, corporate and IoT markets, through which we can accelerate our development of digital content business.shareholders.

Customers and Usage

Our mobile customer base has growndecreased from approximately 848.9950 million at the end of 20162019 to approximately 887.2942 million at the end of 2017.2020. As of March 31, 2018, our2021, we had approximately 940 million mobile customers, including approximately 788 million 4G customers and approximately 189 million 5G package customers. The decrease in the total number of our mobile customers reached approximately 899 million, and our 4Gwas due to a decrease in the number of customers reached approximately 672 million.holding more than one SIM card, which is in line with industry trend. Our total number of wireline broadband customers achieved a substantial growth from 77.6187 million by the end of 20162019 to 112.7210 million by the end of 2017,2020, and further reached approximately 124218 million as of March 31, 2018. Our customer growth is primarily attributable to a number of factors, including:

economic growth in our markets, including in rural areas;

the PRC government’s promotion of “informatization”, “Internet+”, “Digital China” and reform and development initiatives targeting the rural areas of Mainland China;

growth potential in small andmedium-sized cities, rural areas and migrant population markets;

decreased cost of initiating services due to a decline in handset prices as well as the decrease in other tariffs for our services;

our increased marketing and sales efforts and new business initiatives;

the implementation of our business strategy for the transformation to become an innovative integrated service provider;

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the introduction of new technologies, products and services with enhanced customer experience;

our competitive advantages in terms of scale of operations, networks, support systems, brands, marketing and sales channels, and services;

the further development of 4G industry chain, in particular the increasing availability of 4G handsets, especially smartphones, in the market which contributes to the increase in our 4G customer base;

the increasing prevalence of customers using multiple SIM cards; and

the higher customer demand for high speed Internet access.

However, due2021. Due to the increasing mobile penetration rate and intensified competition among telecommunications operators and from competitors in related industries, our overall mobile customer base may not continue to decline or fail to grow as fast as it has over the past few years, if at all.years. See “Item 3. Key Information — Risk Factors — Risks Relating to Our Business — The increasing competition from other telecommunications services providers and competitors in related industries and changes in the competitive landscape of the telecommunications industry in Mainlandthe mainland of China may reduce our market share and decrease our profit margin.”

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Our total voice usage was 3,811.63,032.4 billion minutes in 2017,2020, representing a decrease by 7.0%6.0% from 2016.2019. Our SMS usage totaled 541.0958.3 billion messages in 2017, a2020, an increase by 12.9% from 2019. The decrease by 0.3% from 2016. The decreases in our voice usage and SMS usage areis mainly due to the substitution effect of Over The Top services, such as instant messaging, VoIP services, or audio or video content services delivered over the Internet.Internet while the increase in our SMS usage primarily resulted from the development of SMS services for corporate customers.

Our total handset data traffic significantly increased to 12,56990.66 billion megabytesgigabytes in 2017,2020, representing an increase of 121.3%37.6% from 2016.2019. Our average handset data traffic per user per month reached 1,399 megabytes9,602 MB in 2017,2020, representing an increase of 100.9%39.0% from 2016.2019. The significant rise in our handset data traffic usage is primarily driven by our preferential tariff plans, more comprehensive product offerings of mobile applications, robust network capabilities, enhanced customer service quality and increased efforts in precision marketing.

The following table sets forth selected historical information about our customer base and customer usage as of or for the periods indicated.

 

  As of or for the year ended
December 31,
 
  2015   2016   2017   As of or for the year ended
December 31,
 
  2018   2019   2020 

Mobile Business

            

Customer base (in millions)

   826.2    848.9    887.2    925.1    950.3    941.9 

of which: 4G customer base (in millions)

   312.3    535.0    649.5    712.7    758.0    775.3 

of which: 5G package customer base (in millions)

   —      2.55    165 

Total voice usage (in billions of minutes)

   4,220.8    4,100.2    3,811.6    3,485.2    3,224.8    3,032.4 

Handset data traffic (in billions of megabytes)

   2,494.6    5,680.7    12,569.3 

Handset data traffic (in billions of gigabytes)

   34.62    65.89    90.66 

Average minutes of usage per user per month (minutes)(1)

   430    408    366    320    287    267 

Average handset data traffic per user per month (MB)(2)

   339    697    1,399    3,725    6,909    9,602 

Average handset data traffic per 4G user per month (MB)

   748    1,027    1,756 

Average revenue per user per month (RMB)(3)

   56.3    57.5    57.7    53.1    49.1    47.4 

Average monthly churn rate (%)(4)

   2.78    2.32    2.06 

Wireline Broadband Business

            

Customer base (in millions)

   55.0    77.6    112.7    156.7    187.0    210.3 

Average revenue per user per month (RMB)(5)

   31.9    32.1    35.1 

Average revenue per user per month (RMB)(4)

   33.5    32.8    34.0 

IoT Business

            

Connections (in millions)

   65    103    229 

IoT smart connections (in millions)

   551    884    873 

 

(1)

Calculated by (A) dividing the total minutes of usage during the relevant year by the average number of customers during the year (calculated as the average of the numbers of customers at the end of each of the 13 calendar months from the end of the previous year to the end of the current year) and (B) dividing the result by 12.

(2)

Calculated by (A) dividing the total handset data usage during the relevant year by the average number of handset data users during the year and (B) dividing the result by 12.

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(3)

Calculated by (A) dividing the revenue from mobile services during the relevant year by the average number of mobile customers during the year (calculated as the average of the numbers of customers at the end of each of the 13 calendar months from the end of the previous year to the end of the current year) and (B) dividing the result by 12. The revenue from mobile services in 2015, 20162018, 2019 and 20172020 is derived from our consolidated statements of comprehensive income for the years ended December 31, 2015, 20162018, 2019 and 2017,2020, respectively.

(4)Measures the monthly rate of customer disconnections from mobile telecommunications services, determined by dividing: (A) the result obtained by dividing (i) the sum of voluntary and involuntary terminations from our network (excluding internal transfer) during the relevant year by (ii) the average number of customers during the year (calculated in the same manner as in note (1) above) by (B) 12.
(5)

Calculated by (A) dividing the revenue from wireline broadband services during the relevant year by the average number of wireline broadband customers during the year (calculated as the average of the numbers of customers at the end of each of the 13 calendar months from the end of the previous year to the end of the current year) and (B) dividing the result by 12.

Businesses

Our businesses primarily consist of voice business and data business.

Voice Business. Our voice business includes voice usage services and voice value-added services.

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Our voice usage services focus on enabling our customers to make and receive calls with a mobile phone at any point within the coverage area of our mobile networks. The services include local calls, domestic long-distance calls, international long-distance calls, domestic roaming and international roaming. Our voice usage services experienced a decrease due to a decline in total voice usage by 7.0%6.0% in 20172020 from 2016,2019, as a result of the substitution effect of Over The Top services and reduced voice tariff as a result of the cancellation of handset domestic long-distances roaming tariffs since September 1, 2017.tariff.

Our voice value-added services mainly include caller identity display, caller restrictions, call waiting, call forwarding, call holding, voice mail, conference calls and other services.

Data Business. Our data businesses include SMS and MMS, wireless data traffic services, wireline broadband services and applications and information services. In 2017,2020, our data business revenue, which has become the primary driver for our revenue growth since 2016, increased by 24.9%5.7% from RMB394,937RMB565,025 million in 20162019 to RMB493,350RMB597,010 million (US$75,82791,496 million). As a percentage of revenue from telecommunications services, our data services revenue increased to 73.8%85.8% in 20172020 from 63.3%83.8% in 2016.2019.

SMS and MMS.SMS refers to services that employ the existing network resources and the corresponding functions of mobile terminals to deliver and receive text messages. SMS offers convenience and multi-functionality to our customers. MMS is a technology that allows users to exchange multimedia communications, such as graphics, animated color pictures, sound files and short text messages, over wireless networks. Our SMS usage decreasedincreased from 542.4848.4 billion messages in 20162019 to 541.0958.3 billion messages in 2017,2020, and our revenue generated from SMS and MMS decreasedincreased from RMB28,555RMB28,648 million in 20162019 to RMB28,058RMB29,485 million (US$4,3124,519 million) in 20172020 due to the substitution effectincrease of Over The Top services.corporate SMS.

Wireless Data Traffic Services.Our wireless data traffic business primarily includes handset data traffic services. Revenue generated from our wireless data traffic business reached RMB364,906RMB385,679 million (US$56,08559,108 million) in 2017,2020, compared to RMB288,178RMB384,999 million in 2016,2019, representing 54.6%55.5% of revenue from telecommunications services.

Our handset data traffic service is a service that we provide to our customers that enables mobile access to the Internet through 2G, 3G, 4G or 4G5G networks via handsets. We experienced significantThe growth in handset data traffic service in 20172020 was primarily driven by our preferential tariff plans, continuous enrichment of data products, more comprehensive product offerings of mobile applications, robust network capabilities, enhanced customer service quality and increased efforts in precision marketing. Our handset data traffic reached 12,56990.66 billion megabytesgigabytes in 2017, significantly increased2020, a significant increase from that of 5,68165.89 billion megabytesgigabytes in 2016.2019.

Wireline Broadband Services.Our wireline broadband business offers primarily the wireline broadband data traffic service, including household broadband services, corporate broadband services and Internet dedicated lines for corporate customers.services. Revenue generated from our wireline broadband business increased to RMB39,731RMB80,808 million (US$6,10712,384 million) in 2017,2020, representing an increase by 55.1%17.4% from RMB25,618RMB68,835 million in 2016,2019, and the average revenue per user per month increased from RMB32.1in 2016RMB32.8 in 2019 to RMB35.1RMB34.0 in 2017. In 2017, we maintained our position as the second largest telecommunications operator in terms of wireline broadband customer base in Mainland China.

2020.

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Applications and Information Services. Our applications and information services primarily include network resources services, mobile applications, home digital services, IoT, ICT, Mobile Cloud and IoT.big data. Revenue generated from our applications and information services reached RMB60,655RMB101,038 million (US$9,32315,485 million) in 2017,2020, compared to RMB52,586RMB82,543 million in 2016.2019.

Our network resources services mainly include IDC services and voice and data dedicated line services. Our IDC services refer to our server hostage, bandwidth leasingcolocation, internet connection and other network infrastructurevalue-added services, and our dedicated line services refer to our data and voice services provided through exclusive lines to corporate customers.

We closely monitor and follow the industry trend in our development of applications and information services, and have extended our business into various emerging areas, such as IoT, home digital services, mobile payment, digital contents and other services. We have established several specialized companies, including, among others, China Mobile IoT Company Limited, China Mobile Internet Company Limited and MIGU to focus on these areas. In 2017, we advanced the application of IoT in aspects such as urban management, smart transportation and industrial control, and have developed standardized IoT products including home security services, automobile fleet management services and remote surveillance. We also established centralized public IoT networks with 873 million IoT smart connections reaching 229 million, which is the largest dedicated network for IoT in the world in termsas of the number of connections.December 31, 2020. Our home digital services include high-definitionvideo-on-demand services provided through Mobaiheset-top box, Smart Home Gateway,smart home network deployment, “and-Mu” family surveillance camera and IMS fixed line services. Subscribers to Mobaihe reached 57.25141 million at the end of 2017,2020, compared to 22.8122 million at the end of 2016. Moreover, in 2017, our mobile payment service“and-Wallet” exceeded RMB2.1 trillion in transaction value, significantly increased from that of RMB1 trillion in 2016. We also promoted our“and-Video” service, which provides streaming media andvideo-on-demand on mobile, and“and-Reading” service, which offers a mobile-based platform of digital books and magazines.2019. We will continue to promote our digital services, explore new growth drivers, further advance our the market-orientated innovation, so as to strengthen our position in the competitive digital landscape.

Please see “Item 5. Operating and Financial Review and Prospects — Results of Operations — Year Ended December 31, 20172020 Compared to Year Ended December 31, 2016”2019” and “Item 5. Operating and Financial Review and Prospects — Results of Operations — Year Ended December 31, 20162019 Compared to Year Ended December 31, 2015”2018” for more information about our service revenue.

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Tariffs

Our tariffs are subject to regulation by various government authorities, including the MIIT, the NDRC and the relevant price regulatory authorities in Mainlandthe mainland of China. The MIIT has continued encouraging mobile operators in Mainlandthe mainland of China to implement the caller-party-pays regime, and mobile operators, including us, have been implementing the caller-party-pays regime. In particular, all of the new calling plan packages that we offer in Mainlandthe mainland of China are generally based on tariffs equivalent to the caller-party-pays regime. In May 2014, the PRC regulators further promulgated policies to permit mobile services providers to set the tariffs of all telecommunications services. Our international roaming usage charges are set in accordance with agreements with the relevant foreign mobile operators.

We offer our customers a variety of tariff packages that have varied monthly charges, minimum charges for basic usage, charges for usage exceeding the covered basic usage, fixed charges for selected features and functions, as well as charges for voice value-added services. We offer tariff packages with respect to wireless data traffic business, or charge the tariff by the actual data traffic usage. We also offer different tariff packages with respect to SMS and MMS, and applications and information services.

We have flexible tariff plans distinguishing between peak time andnon-peak time usage, and offer tailored service plans based upon the needs of different customer groups as well as our network resources. Given the rapid growth in mobile penetration rate and increased competition, in order to remain competitive in terms of price and performance with other mobile operators we provide certain discounts and promotional offers, including large data packages, in and during certain service areas and call periods targeting various customers.

In 2013, we introducedmix-and-match plans, which allow our customers greater flexibility in customizing the voice, data traffic and applications components of their plans. Formiddle-to-high-end customers, we created a “single price” plan for local, domestic long-distance and roaming calls. In 2014, we introduced new 4Gmix-and-match plans and actively sought to reduce the unit price for international roaming. We introduced RMB3/6/9 per 3 megabytes international roaming plans and RMB30/60/90 per day unlimited international data traffic plans and also expanded our 4G international roaming services. In 2015, we promoted the restructuring of tariff plans and launched innovative services such as corporate-sponsored data tariff plans and data traffic sharing service. In 2016, in response to the PRC government’s Belt and Road Initiative, we extended the RMB30/60/90 per day unlimited international data traffic plans to various countries or regions covered by the Belt and Road Initiative and launched the Belt and Road multi-country international data package. In 2017, we further lowered the voice and data roaming tariffs in the relevant countries and regions.

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Since May 2015, in response to the expectations of the general public and customers and in order to implement the relevant national policy, we, in addition to continue enhancing network capacity and increasing network speed, launched customized voice and data tariff plans at lower rates to meet a variety of customer needs, particularly, to reduce the tariffs forout-of-plan data usage and international roaming in certain countries and regions. With respect to our data traffic tariff, we launched an unused data traffic carry-over program for our mobile monthly plans that are charged based onpre-determined data traffic, according to which customers could carry over their monthly plan’s remaining unused data traffic to the following month in October 2015. In May 2017, we rolled out a series of preferential data traffic plans as one of our tariff reduction measures.

In addition, we took an orderly and balanced approach in reducing voice tariff. In August 2015, we cancelled the domestic long-distance and roaming tariffs for voice services within the tariff zones of Beijing Municipality, Tianjin Municipality and Hebei Province so that our customers are only charged with local usage tariff for our voice services provided within the tariff zones. Similarly, we extended the same tariff policies to the tariff zones of Sichuan Province and Chongqing Municipality in October 2016. In 2017, in furtherance of the “speed upgrade and tariff reduction” policy, we cancelled all handset domestic long-distance and roaming tariffs since September 1, 2017 and reduced international long-distance call tariffs. Additionally, as a result of our efforts in cooperation with overseas telecommunications operators, our international roaming tariffs further decreased in 2017. These measures have had certain adverse impact on our financial condition and results of operations, resulting in decreases in the overall tariffs of our data traffic services and voice services in 2016 and 2017, respectively, as compared to those in previous years.

In March 2018, the PRC government announced additional policy requirements relating to network speed upgrade and tariff reduction, including, among other things, to achieve full coverage of high-speed broadband in urban and rural areas, to expand free Internet access in public places, to significantly reduce the tariffs of household broadband and Internet dedicated line services, to cancel domestic data “roaming” charges, namely, to unify the charges for data consumed within and outside of the province of the customers’ residence, and to reduce handset data traffic tariff by at least 30% in the year of 2018. Accordingly, we will introducelaunched a number of preferential tariff plans, including large data packages, for our mobile data services, household broadband services, dedicated line services and international roaming services in 2018. Starting from July 1, 2018, we no longer charge tariffs for domestic data roaming. Additionally, as a result of our efforts in cooperation with overseas telecommunications operators, our international roaming tariffs further decreased in 2018. In March 2019, the PRC government in its 2019 work report introduced further “speed upgrade and tariff reduction” measures, including directives to (i) further reduce the broadband tariffs for small and medium enterprises by 15% on average and the tariffs for handset data by no less than 20% on average, and (ii) implement mobile number portability programs in due course to implement these policy requirements.the mainland of China by the end of 2019. The PRC government further required (i) in its 2020 work report, a 15% reduction in the average broadband and dedicated line tariff and (ii) in its 2021 work report, a 10% reduction in the average broadband and dedicated line tariff for small and medium enterprises. We may be required to further adjust our tariff under the “speed upgrade and tariff reduction” policy or implement other similar policies to be issued by the PRC government in the future. We will implement these state policies while striving to further integrate our businesses and promote product innovation.

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The reduction in tariffs as a result of these measures, on the one hand, has had, and we expect that it will continue to have, adverse impact on our financial condition and results of operations. See “Item 3. Key Information — Risk Factors — Risks Relating to Our Business — Our tariff reduction and future policy developments in the telecommunications industry in relation to tariff reduction may continue to adversely affect our financial conditions.” On the other hand, we have implemented a number of measures to enhance our data traffic operations in response to the “speed upgrade and tariff reduction” initiatives. For example, in our efforts to enhance customer experience, we continued to increase our network speed. We believe these initiatives will, in the long run, facilitate the transformation of our business model to focus on data traffic and digital services.

For our wireline broadband services and applications and information services, we determine tariffs mainly according to market conditions.

Interconnection

Interconnection refers to various arrangements that permit the connection of our networks to other mobile or fixed-line networks. These arrangements provide for the sharing and settlement of revenues from the base usage charges and, if applicable, roaming charges and long-distance charges.

Under the current telecommunications regulations, parties seeking interconnection must enter into an interconnection agreement. In addition, major telecommunications services providers that have control over essential telecommunications infrastructure and possess significant market share must allow interconnection to their networks by other operators. These telecommunications services providers must also establish interconnection rules and procedures based on the principles ofnon-discrimination and transparency and submit such rules and procedures to the MIIT for approval. The termination of any interconnection arrangements will require prior approval by the MIIT. The applicable regulations provide that interconnection related equipment must conform to the technical standards approved by the MIIT. See “—“ — Regulation — Technical Standards” below.

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Our interconnection arrangements with other telecommunications operators enable our subscribers to communicate with the subscribers of those operators through making and receiving local, domestic and international long-distance calls. Each of our operating subsidiaries has interconnection agreements with those operators in its service area. The economic terms of these agreements are generally standardized from province to province.

The MIIT has made adjustments to the public telecommunications network interconnection settlement standards of basic telecommunications operators in Mainlandthe mainland of China. With effect from January 1, 2014, when mobile users of China Telecom and China Unicom in Mainlandthe mainland of China and our mobile users in Mainlandthe mainland of China (excludingTD-SCDMA users with specified prefix numbers of 157 and 188) make calls to each other, the settlement charges payable by China Telecom and China Unicom to us were adjusted from RMB0.06/minute to RMB0.04/minute, while the settlement charges payable by us to China Telecom and China Unicom remained at RMB0.06/minute. The MIIT willexpects to assess the above interconnection settlement policy once every two years based on the development conditions of the telecommunications market and will make adjustments when appropriate. The interconnection settlement policies forTD-SCDMA remain unchanged, meaning thatWith effect from July 1, 2020, when mobile users of China Telecom and China Unicom in Mainlandthe mainland of China and ourTD-SCDMA users with specified prefix numbers of 157 and 188 make calls to each other, the settlement charges payable by us to China Telecom and China Unicom were adjusted from RMB0.012/minute to RMB0.06/minute while the settlement charges payable by China Telecom and China Unicom to us areremained at RMB0.06/minute, and the settlement charges payable by us to China Telecom and China Unicom are RMB0.012/minute. When users of different basic telecommunications operators in Mainlandthe mainland of China send SMS or MMS to each other, the settlement charges for SMS were adjusted from RMB0.03/message to RMB0.01/message, and the settlement charges for MMS were adjusted from RMB0.10/message to RMB0.05/message.

In January 2020, the MIIT issued a notice on adjusting the settlement arrangement standards for Internet backbone network interconnections, pursuant to which, starting on July 1, 2020, the respective parent companies of China Telecom and China Unicom would cease to charge CMCC, our parent company, the current one-way payment of interconnection fees for Internet backbone network interconnections between CMCC and the parent company of China Telecom or China Unicom. Instead, Internet backbone network interconnections would be settled by full peering without charges among CMCC and the respective parent companies of China Telecom and China Unicom.

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Roaming

We provide roaming services to our customers, which allow them to access mobile services while they are physically outside of their registered service area or in the coverage areas of other mobile networks in other countries and regions with which we have roaming arrangements.

A mobile customer using domestic roaming services is charged at our roaming usage charges or, for outgoing international long-distance calls, international long-distance charges. A mobile customer using international roaming services incurs charges based on tariffs that vary depending on whether it is an incoming call or an outgoing call and on the destination of the call. In recent years, our international and domestic roaming usage charges have generally declined, resulting in lower average revenue per minute from roaming services. For example, since 2015, we reduced the international data roaming charges in certain countries and regions and cancelled the domestic long-distance and roaming charges for voice services within the tariff zones in Beijing-Tianjin-Hebei and other designated regions and the tariff zones in Sichuan Province and Chongqing Municipality. We cancelled all handset domestic long-distance and roaming tariffs since September 1, 2017. In addition, we further lowered our international roaming charges since 2016 in response to customers’ expectation, and our international roaming voice usage increased. See “—“ — Tariffs.”

In December 2016, we initiated the“Hand-in-Hand Program,” a cooperation program among international telecommunications operators to jointly enhance network functionality and interconnection, aiming at delivering better international roaming experience for customers.

Research and Development

Our research and development, or R&D, functions are undertaken jointly by our research institute, our research centers in Suzhou and Hangzhoudifferent cities and other relevant business units. The responsibilities of our research institute include defining our network and technology evolution roadmap, supporting the operation of existing networks and services, engaging in international standard setting activities and defining corporate specifications, leading the development and field testing of new products and services, procurement testing and certification of network devices, mobile terminals and information technology systems.

We also work closely In 2018, we set up three industrial research institutes in Chengdu, Shanghai and Xiong’an New Area, respectively, to explore collaboration opportunities with industry partners forvarious participants in other industries, including finance, healthcare, transportation and smart city, among others, enhance our research capabilities and competitiveness in the vertical industries. In 2020, we set up additional R&D institutions in various areas, such as telecommunication, business service, Internet, IoT,Jiangsu, Zhejiang and Guangdong and sped up the development of our smart home services, digital content and industry applications. In November 2017, we announced the“1-3-9mid-end Cooperative Initiatives,” which promote (i) an IoT network with extensive coverage and advanced technologies; (ii) three industry alliances including IoT, home digital business and 5G; and (iii) nine capabilities applications in furtherance of industry development, including our communication capacity open platform, which served more than 130,000 enterprises as of December 31, 2017, our unified authentication platform, which processed an average of more than 500 million accreditations per day in 2017, and our OneNET platform, an open IoT platform launched in 2014 intended to nurture the IoT ecosystem, which connected 33 million devices.platform.

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In 2017,2020, our main R&D efforts were focused on a number of aspects:

Improving Networks and Services. In 2017, we optimized3D-MIMO performance as a part of upgrading our 4G network. We also strengthened our R&D efforts in order to lay the groundwork for the transition to Network Function Visualization, or NFV, and software defined network, or SDN. We refined the NovoNet target architecture of the next generation network, devised the overall technical requirements of Telecom Integrated Cloud, or TIC, and streamlined the overall structure, deployment strategy and recommendations of NFV/SDN. We completed the NovoNet trial network (Phase II) and tested the decoupling of three layers in NFV architecture.

Setting Technical Standards and Promoting Industry Development for 5G Commercialization. In 2017, we actively promotedWe contributed to the development of 5G-related standard-setting initiativestechnical standards by participating and collaborating with international organizations, such as the 3rd Generation Partnership Project, or 3GPP, the International Telecommunication Union and the Next Generation Mobile Networks, where we ledleading the formulation of 5G core network architecture standards. In December 2017,twenty 3GPP and ITU standards and providing 170 key solutions. Through commercial-scale experiments, we have improved the industrial readiness of the 2.6 GHz frequency band. We also completed the first editionIoT testing of international standardthe basic functions of and the core networks under the SA standard. In addition, we released our 5G Intelligent Network White Paper at our global partners conference, which outlines our overall vision and design for 5G system architecture.intelligent networks, and taking a leading role in six ITU and 3GPP standard formulation projects. Furthermore, we presentedplayed an active role in the formulation of the O-RAN standard and established the Open Wireless Network Testing and Integration Center (OTIC) to promote the development of open-source and intelligent wireless networks.

Promoting network transformation and the convergence of cloud and network. We formulated various strategies, including the integration of 5G and NFV/SDN, that laid the foundation for the commercialization of cloud-based networks. We also stepped up our visionefforts in the research of next generation networking transformation at international conferenceskey technologies and technology forums on multiple occasionstested certain self-developed compilers to meet requirements for pre-commercial use and demonstrated VoLTE high definition audio and video service life cycle management based onend-to-end NFV/SDN orchestration. Additionally,integrated software into over 56,000 servers for the commercialization of cloud-based network. In addition, we together with AT&T, set upcontributed 2.5 million lines of code to the NFV/SDN7th version of ONAP, an open source community.network automation platform.

Building Independenttechnological capabilities in artificial intelligence, IoT, cloud computing, big data and edge computing. (i) We launched our in-house R&D Capabilitiesplatform for artificial intelligence, which, together with our centralized big data platform, nurtures artificial intelligence capabilities in Cloud Computing30 key areas, including network intelligence and Big Data. In order to deepenindustrial quality inspection. (ii) We enhanced thetop-level design value-added service capabilities of the information technology systemsIoT OneNET platform and to promotesupported the maturityimplementation of independentlymore than 10 industry projects. We promoted independent research and development of IoT chips and reduced the unit cost of self-developed eSIM chips by 13.3%. In addition, we have developed products, wea proprietary IoT operating system based on an open source kernel. (iii) We formulated plansstrategies for the constructionedge computing technologies and evolution of enterprise-level big data centers, data controlcommenced trial operation for a proprietary cloud-based edge computing platform. (iv) We stepped up our research in 5G-related security and professional operations, improved the independent R&D product linestook a lead in the areasformulation of cloud computingChina’s first 5G security industry standard. (v) We made progress in certain key technologies, such as industrial quality inspection, smart medical consultation, smart farming and big data, strengthened the application of relevant products and realized the independent integration of cloud services to the general public.high-precision positioning.

Advancing Development of Artificial Intelligence Platform.In November 2017, we commenced the construction of an artificial intelligence platform and launched the open platform “Jiu Tian”, which aims to facilitate the application of deep learning and artificial intelligence in market operation, network connection and customer services.

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Sales and Customer Services

We continue to optimize our customer service system that separate front- and back-line services and have established sales and services channels tailored to the needs of customers by providing electronic and mobile Internet channels.

Sales Channels. We offer our services through an extensive network of proprietary sales outlets, retail outlets and electronic sales and marketing channels. Our proprietary sales outlets, in addition to providing retail sales and network connection services, also offer differentiated services to customers, including, among others, billing information and payment collection, services consultation and sale of terminals. Most of our proprietary sales outlets provide training and service demonstrations to retail outlets, which, in turn, offer our services to customers according to agency agreements with us. In connection with these sales, all applicable fees payable after initial connection are paid to us. Our electronic channels offer services including, among others, subscription of voice value-added services and data business, change of tariff plans, credit loading forpre-paid services, sales of SIM cards and terminals and redemption of “Customer Reward” points. In addition, we are able to establish sales and service networks at lower cost by utilizing existing resources in rural areas to serve and expand our customer base in these areas. We have also established concept stores in major cities within Mainlandthe mainland of China to showcase our services and products, particularly our data services, and to facilitate certain sales and marketing activities. In addition, we have undertaken further transformation of our marketing channels and rendered more traditional services via intelligent, Internet-based channels. We have also launched experiential and interactive marketing and services at some of our physical retail outlets in effort to transition to the “new retail” model.

Market Segmentation Strategy. As customers’ demands for mobile telecommunications become more varied and complex, we have conducted research on market segmentation and have launched products which cater to the specific needs of different customer groups to increase awareness of our brand and products and maintain our customer base. Our marketing efforts focus on retainingmiddle-to-high-end customers. We have developed products, service packages and advertising and distribution channels unique to certain groups of customers, such as corporate customers and customers in the rural areas. With respect to corporate customers, we have focused on key services such as voice and data dedicated lines and IDC services, built a network-wide coordinated sales system targeting major corporate customers and have developed product series targeting corporate customers in key industries, such as public administration, finance, transportation, education, healthcare and agriculture. In terms of customers in the rural areas, in order to lower the barrier of using mobile phones, we have encouraged handset producers to introduce inexpensive handsets with moderate functions.

We have also upgraded the three popular brands of “GoTone,” “M-zone” and “Easy Own” by providing new customer benefits, content and services.

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Customer Services.Our customer support service centers offer24-hour staff-answering and automatic-answering service hotlines in Mainland China, dealing with customer enquiries regarding services and billing, as well as handling customer complaints. Our main strategy in attracting new customers and retaining existing customers is to continue to implement our customer classification and customer bonus points program and customer club program. We classify our customers according to their level of value contribution and match them with differentiated service resources according to their level, with higher-level customers enjoying premium services. Our customer bonus points program is an important measure to this end, under which customers receive bonus points based on their service consumption and loyalty. Customersloyalty and may exchange their accrued bonus points for tariffs, data and other benefits.

Customer club program offers certain membership privileges taking into account customers’ demand, our marketing focuses,Services. Our customer support service centers offer 24-hour staff-answering and automatic-answering service hotlines in the mainland of China, dealing with customer enquiries regarding services and billing, as well as internal and external resources availablehandling customer complaints. In 2018, we established a customer services department to us.coordinate our customer services efforts.

In 2017,2020, we continued to optimize our customer service processes through efforts such as improving service quality at our sales outlets, 10086 hotline and online portal, in particular our online-based customer service. We have actively promoted electronic channels, including expanding the scope of services provided through our electronic channels and shortening the processing time at the electronic channels. In addition, we implemented service measures such as increasing transparency in the billing process, inquiry and data services unsubscription function through SMS to ensure our customers would be fully informed of the payments they would make. We continued to block spam SMS and malicious software for our customers. Our ongoing improvement in customer services resulted in broader customer satisfaction in 2017.2020.

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Service Quality.We strive to improve the quality of our services through improvements in the quality of our infrastructure network and customer perception. In 2017, we continuedWe continue to upgrade our service quality management system and have created a transparent and secure communication platform. In particular, we started to integrate customer services resources to our 10086 customer service hotline operation, which increased our service efficiency and overall hotline connection rate. We have also improved our business support capabilities, especially in the areas of billing and data business subscription support.

Additionally, we have devoted significant resources to network security to implement high standards of data privacy protection for our customers, aiming at creating a secure communication platform for our customers. We introduced resilient and protected features, such as our anti-fraud system utilizing big data technology and anonymization of personal data, so as to strictly protect the privacy of our customers. We implemented policies and procedures that target phishing, spam SMS and malware in order to reduce the spam, improper SMS and malware transmitted to our customers. We also implemented measures such as adopting the real-name registration system, refining our service process, providing instant channels to report spam and fraud, for purpose of early detection of, and quick response to, fraud. Our security solution against telephone scams in 2017 was awarded as the WSIS (World Summit on the Information Society) Champion project by International Telecommunication Union.

Churn Management. We have devised internal monitoring systems to detect customers who are prone to discontinue their subscriptions. In particular, our churn alert system prompts customer service representatives to proactively approach those customers, and customers who have recently discontinued their service, to improve customer relations and minimize churn.

Credit Control. We have implemented customer identity and information checks during the customer registration procedures to assist in credit control. Direct debit services are available in each geographical area. The accounts of contract customers are required to be settled on a monthly basis, and a customer will be subject to late payment fees for amounts overdue and subject to account deactivation if the customer’s account remains overdue. As a majority of our existing customerspre-pay for our services, we have limited credit risk exposure to our customers. We make an impairment loss for doubtful accounts based on our assessmentassumptions on the risks of the recoverability of accounts receivable.

default and expected loss rates.

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Corporate Social Responsibility and Sustainable Development

We are committed to fulfilling our responsibilities to stakeholders and proactively pursuing shared and sustainable development with stakeholders while striving to contribute to the achievement of the Sustainable Development Goals for 2030.

The outbreak of COVID-19 in 2020 caught everyone off guard. In response, we made full use of 5G, cloud computing, big data and other information and communications technologies in the fight against COVID-19. We have focused on energy conservationsecured the lifelines of communications, service and environmental protectionsupport, contributing to the resumption of work, production and schooling, and helping society return to normal. Immediately after the outbreak, we activated a top-level emergency response to ensure a stable and reliable network for more than 3,000 major hospitals, over 1,000 major disease control centers and over 5,000 government organizations across the country. We provided free mobile services to nearly one million COVID-19 prevention and control personnel and medical staff who were our customers but had fallen behind with their payments. We introduced more than 10 feature services including innovative cloud meetings, online learning and livestreaming to the general public. We took proactive measures to prevent and control the spread of COVID-19 in many aspectsour daily operations and care for our employees while encouraging them to pay attention to customers’ needs. These solid actions helped us protect the lives and well-being of our operations.customers and employees.

In addition, our innovative “Network+” poverty alleviation model based on the “1+3+X” framework has helped a total of 1.08 million people in 13 counties, 12 townships and 1,786 villages rise above the poverty line. We furtheredlaunched various charity campaigns, such as the “Blue Dream” education project, which has provided professional training for more than a cumulative 128,000 primary and secondary school headmasters in rural villages in the Midwest of China. Meanwhile, the “Heart Caring” campaign has saved the lives of 6,574 children with congenital heart disease. We played our part in pollution control, energy saving and emissions reduction to promote green development. The implementation of our “Green Action Plan” and realized a reduction incontinued to help us reduce our carbon footprint. The overall energy consumption per unit of information flowtelecommunications business has dropped by 40% in 2017 compared17.6%, moving us closer to 2016. We have also actively promoted the applicationour goal of new technologies in pollution prevention, controlpeaking carbon emissions and monitoring and devoted to offering innovative solutions towards the development of environment-friendly industries. Through our China Mobile Charity Foundation, we continued to carry out philanthropic activities such as poverty alleviation and education support. We have cumulatively sponsored treatments for 4,498 children in poverty diagnosed with congenital heart disease, and provided trainings to approximately 104,000 principals of rural primary and secondary schools in villages in central and western China.reaching carbon-neutral operations.

In 2017, we were listed in the Dow Jones Sustainability Indices for the tenth consecutive year and were also listed in the Hang Seng Corporate Sustainability Index Series for the eighth consecutive year. In 2017, we were still the first and the only company from Mainland China named on the Global Carbon Disclosure Project’s Climate A List and were awarded “Climate Leadership Award” by Carbon Disclosure Project China for the fourth consecutive year.

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Terminals

Our 4G services based onTD-LTE technology have been developing rapidly, and the quality and value ofTD-LTE models continue to improve. Since launching ourTD-LTE services, we have focused on the development of multi-mode, multi-band terminals, low-costTD-LTE terminals and terminals with 4G+ new technology, as well as self-branded terminals. In 2017,2020, we launched two models of self-branded smartphones, namely A3developed products including set-top boxes, intelligent gateways, intelligent routers and A3s. A3 is an entry-level VoLTE-compatible phone priced at RMB499 per unit. A3s, priced at RMB799 per unit, supports fingerprint identification. To expand our global presence,smart cameras and actively developed 5G products such as 5G live broadcast all-in-one machines and 5G medical gateways. In 2021, we have built China Mobile Global Device Alliance cooperated with overseas customers (mainly including those in Asia and Europe) and domestic vendor partners and launched 16 models of terminal products. In 2018, we planwill continue to develop six5G devices for the “customer” market and the “business” market, explore new 5G applications and content to seven 4G+ self-branded smartphones, including N series terminals, all of which will be VoLTE-compatiblebolster our 5G service capabilities and support upper stream 64QAM. NFC and RCS technologies will be adopted indevelop smart IoT devices for the N series, targeting themid-level“home” market. In terms of overseas market, we plan to launch international terminal product portfolio to explore opportunities in international terminal markets, with a focus on smart devices. We have devoted ourselves to promoting the long-term development of the 4G terminal supply chain and have focused on the sales of 4G terminals, which strongly drove growth in data traffic.

Information Systems

Our information systems primarily consist of a network management system, a business support system and a management information system. The network management system collects and processes the operating data from each network, and manages, supervises and controls our networks for safe and efficient operation. The business support system providesday-to-day operational support to each business unit, and is a unified and comprehensive system that enables the sharing of information resources. This system standardizes and integrates each of our sales, billing, settlement and customer service and network failure handling databases in a centralized and orderly manner. The management information system collects and processes our management information and provides support to our management personnel. In addition, this system has computerized and automated our management in finance, inventory, procurement and human resources. Furthermore, we have an internal communications network, which consists of our office automation system, our internal computer network, video conference system, telephone system and others, the combination of which supports our internal communications.

We devote significant resources to telecommunications network security, data security and other security measures to protect our systems and data, such as deploying network protection devices, performing regular security assessments and anonymizing personal data. In recent years, we have led the development of the Security Framework for VoLTE Network Operation and the Code of Practice for Personally Identifiable Information Protection, which have been adopted by ITU Telecommunication Standardization Sector. Our information security projects have been awarded the WSIS Prizes Champion for three consecutive years from 2018 to 2020. We will further strengthen cyber security to provide support for our operations.

Trademark

We hold rights to various trademarks and other intellectual property rights necessary to conduct our business. We actively pursue the filing and registration of trademarks within Mainlandthe mainland of China and abroad.

We market our services under the “CHINA MOBILE” trademark, which is the trademark we use throughout Mainlandthe mainland of China. “CHINA MOBILE” is a registered trademark in the PRC owned by our parent company, CMCC. In December 2017, we entered into a trademark license agreement, or the 2018 Trademark License Agreement, to replace the trademark license agreement that we entered into on January 1, 2013, or the 2013 Trademark License Agreement. Under the 2018 Trademark License Agreement, we and our operating subsidiaries have anon-exclusive right to use the “CHINA MOBILE” trademark in Mainlandthe mainland of China and Hong Kong. The term of the 2018 Trademark License Agreement shall beis five years, effective from January 1, 2018 and expiring on December 31, 2022. No license fee is payable by us to CMCC during the term of the 2018 Trademark License Agreement.

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In 2013, we unveiled our new corporate logo. The new logo has been registered as a trademark in Mainlandthe mainland of China, Hong Kong, Macau, Taiwan, Brazil, Brunei, Canada, Chile, Indonesia, Malaysia, Nigeria, United Arab Emirates, Pakistan, Peru, and Saudi Arabia, South Africa, Sri Lanka and Yemen, and an application as a trademark under the Protocol Relating to the Madrid Agreement Concerning the International Registration of Marks has been approved in the United Kingdom and the United States.47 countries. In addition, individual applications have been filed in 16 countries and an application as a trademark under the Protocol Relating to the Madrid Agreement has been filed in 45two countries.

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Mobile Networks

We offer mobile services using the GSM standard, whichor the 2G standard, the TD-SCDMA standard, or the 3G standard, the TD-LTE standard, or the 4G standard, the LTE FDD standard, and 3GPP R15 standard, or the 5G standard.

The GSM standard is apan-European mobile system based on digital transmission and mobile network architecture with roaming capabilities. This standard is also referred as the 2G standard. Each of our GSM networks consists of base stations, base station controllers, mobile switching centers, transmission lines and software applications. We intend to use our GSM network to primarily carry voice usage and certain data traffic from mobile phones. Our GSM networks reach virtually all cities and counties and major roads and highways, as well as a substantial part of rural areas, throughout Mainlandthe mainland of China and, through the network of Hong Kong Mobile, a substantial part of Hong Kong.

We also offer mobile services using theTD-SCDMA standard, or the 3G standard. We operate our 3G business based on an Internet Protocol based core network that is shared by our 2G, 3G, 4G and 4G5G services as well as theTD-SCDMA network capacity leased from CMCC.

On December 4, 2013, the MIIT granted to CMCC, China Telecom and China Unicom permission to operateTD-LTE businesses, and CMCC received permission to operate aTD-LTE business through us. Subsequently, we launched ourTD-LTE business.TD-LTE is one of two models of LTE a mainstream standard for the evolution of 3G technology, and a standard for the evolution ofTD-SCDMA technology. We use theTD-LTE network to primarily carry high-bandwidth and high-quality wireless broadband businesses. In 2017, we further improved the performance of our 4G network by fixing the interference of atmospheric waveguide and optimizing3D-MIMO performance, and continued to promote the standardization of VoLTE international roaming services. Furthermore, we grewcontinue to grow our content delivery network to cover 340 citiesmore areas and launched Narrowband Internet of Things, orexpand NB-IoT in 346 cities, achievingto achieve end-to-end scale commercial use. As of March 31, 2018, the number of 4G customers reached approximately 672 million.OnOn April 3, 2018, the MIIT granted to CMCC permission to operate a LTE FDD business through us. As of March 31, 2021, the number of our 4G customers had reached approximately 788 million.

In addition, we have been providing 4G services in Hong Kong since 2012 with the LTE FDD andTD-LTE bandwidths we previously obtained from the Office of the Telecommunications Authority of Hong Kong.

We have been providing 5G services since November 2019. We have built over 390,000 5G base stations covering all prefecture-level cities, selected counties and key areas in China by the end of 2020. By doing so, we were able to meet network capacity needs during the initial phase of 5G commercialization. We have also promoted the maturity of SA products and industry development. As of March 31, 2021, the number of our 5G package customers had reached approximately 189 million.

Our customers currently use our 2G services, our 3G services, our 4G services, our 5G services or all of them. We intend to continue our network expansion and optimization with an emphasis on improving network utilization and operating efficiency, facilitating a smooth transition between, and integration of, our 2G, 3G, 4G and 4G5G services, and expanding the coverage and capacity of our integrated network. We believe that we have considerable network operation and maintenance experience and technical expertise.Day-to-day traffic management, troubleshooting, system maintenance and network optimization are conducted by our experienced team of engineers and technicians. Technical staffs are available for emergency repair work 24 hours a day and we employ specialist teams for central maintenance of the networks. Most technical difficulties relating to the networks are resolved by our staff and the maintenance service providers with which we have business relationships, while our equipment suppliers also provideback-up maintenance and technical support. We procure our network equipment and related maintenance and technical support mainly from a number of PRC and overseas telecommunications network equipment manufacturers and suppliers which include Huawei Technologies, ZTE Corporation, Nokia and Ericsson, among others.

Spectrum. A mobile network’s capacity is to a certain extent limited by the amount of frequency spectrum available. In coordination with the relevant provincial authorities, the MIIT regulates the allocation of radio frequency. The frequency assigned to an entity is not allowed to be leased or, without approval of the MIIT, transferred by the entity to any other third party. In accordance with a joint circular from the NDRC and the MOF, CMCC has entered into an agreement with us that specifies the amount of fees to be paid to the MIIT for spectrum usage by each mobile network operator based on the bandwidth of the frequency used.

Since July 2017, spectrum usage fees were no longer charged based on different generations of telecommunications but on the particular frequency bands used. Meanwhile, the NDRC and the MOF adjusted the fees charged for each frequency band. The annual rate for frequency band below 960 MHz was reduced from RMB17 million to RMB16 million per MHz while the annual rate for 960 MHz to 2,300 MHz frequency bands was reduced from RMB15 million to RMB14 million per MHz. Additionally, the annual rate for frequency bandbands above 2,300 MHz was adjusted from RMB12 million to RMB 8RMB8 million per MHz.

No spectrum usage fee was incurred in 2020 for the frequency bands allocated to 5G services.

 

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Our network expansion and optimization plans depend to a large extent upon the availability of sufficient spectrum. In December 2018, the MIIT granted CMCC, our parent company, a permit to use the frequency bands of 2515MHz-2675MHz and 4800MHz-4900MHz for the trial of its 5G system in the mainland of China. We currently provide 5G services on these frequency bands. As directed by the MIIT, China Telecom and China Unicom have ceased to use certain frequency bands that overlap with those allocated to CMCC for its 5G system. For our GSM network, the MIIT has allocated to CMCC a total of 45x240x2 MHz of spectrum in the 900 MHz and 1,800 MHz frequency bands to be used nationwide for transmission and reception to our parent company, CMCC.reception. In connection with our 3G business, the MIIT has allocated to CMCC, in various frequency bands, a total of 3530 MHz of spectrum to be used for nationwide coverage, and an additional 50 MHz of spectrum to be used for indoor coverage. In connection with our 4G business, the MIITCMCC has allocated to CMCC, in various frequency bands, a total of 145 MHz of spectrum to be used for nationwide coverage, including 20 MHz of spectrum previously allocated for usebeen approved by our 3G business for outdoor coverage and 50 MHz of spectrum previously allocated for use by our 3G business for indoor coverage. In addition, CMCC is applying to the MIIT to refarm its spectrum by reallocating the frequenciesfrequency bands initially allocated to 2G and 3G services to LTE FDD4G services. Under the existing agreement between CMCC and us, we have the right to use CMCC’s allocated frequency spectrum in Mainlandthe mainland of China.

Transmission Infrastructure. The physical infrastructure linking our network components and interconnecting our networks to other networks consists of transmissions lines, which provide the backbone infrastructure through which voice and data traffic is carried. We have directed efforts to establishing high-speed backbone transmission network and improving its overall transmission capabilities. As of December 31, 2017,2020, the bandwidth of our backbone network has expanded by 52%over 40% as compared to December 31, 2016.2019.

Leased Lines. The MIIT determines the standard lease tariffs to be paid by telecommunications operators with respect to the leasing of transmission lines that facilitate interconnection between telecommunications networks.Transmission lines constructed by us reached a sizeable scale through the continuous optimization of our network structure in recent years. In addition to our own transmission lines, we also lease intra-provincial and local transmission lines from other operators and pay them fees based on tariff schedules stipulated by the relevant regulatory authorities after adjusting for the discounts that we have negotiated. For the inter-provincial transmission lines we lease through CMCC from other providers, CMCC collects leasing fees from us and pays fees to the relevant transmission line providers.

Base Stations. In urban areas, our base stations are located mostly on existing structures, typically at the top of tall buildings. In rural areas, masts or towers are often constructed for locating base stations. In 2017,2020, we focused on constructing 4G and 5G base stations and put in use 0.37 million185,000 additional 4G base stations and 340,000 additional 5G base stations, increasing the total number of stations to 1.87 million, covering 99% of the total population in China. We utilize the telecommunications towers from China Tower to construct our base stations.5.1 million.

Equipment Suppliers. We select our principal suppliers from leading international and domestic manufacturers of mobile equipment and in accordance with technical standards set by the MIIT. In 2017,2020, we purchased our networks equipment primarily from Huawei Technologies, ZTE Corporation, Nokia, FiberHome, Ericsson and Ericsson.Nokia.

Fixed-Line Networks

We operate fixed-line networks which provide extensive coverage in China. These networks are technologically advanced and conducive to the introduction of the next generation fixed-line networks. These networks support a wide range ofend-to-end fixed-line telecommunications services and enable customized products to be delivered to meet a variety of telecommunications needs.

Our fixed-line networks consist of fixed-line telephone networks, broadband Internet and data networks, transmission networks, value-added service platforms, information technology support systems and related infrastructures. Our transmission networks consist primarily of fiber-optic based networks, which cover our major service regions, supplemented by satellite transmission and digital microwave links. As

5G Co-construction and Sharing Agreements

In May 2020, we announced that CMCC, our parent company, entered into a collaborative framework agreement in relation to 5G co-construction and sharing (the “5G Collaborative Framework Agreement”) with China Broadcasting. Pursuant to the 5G Collaborative Framework Agreement, CMC, our wholly-owned subsidiary, on behalf of its 31 provincial subsidiaries, entered into four specific collaboration agreements with China Broadcasting on January 26, 2021. The duration of collaboration under all four specific collaboration agreements shall be from the date of entering into the agreements to December, 31 2017,2031, divided into the Phase One Collaboration Period and the Phase Two Collaboration Period. The Phase One Collaboration Period refers to the period from the date of entering into the agreements to December 31, 2021 and the Phase Two Collaboration Period refers to the period from January 1, 2022 to December 31, 2031. The terms of the four specific collaboration agreements are summarized as follows.

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5G Network Co-Construction and Sharing Collaboration Agreement

The parties shall jointly construct the 700MHz Wireless Network, whereas CMC shall share with China Broadcasting on a paid basis the 2.6GHz Network.

The parties shall jointly invest in the establishment, expansion of capacity as well as upgrade and renovation of the 700MHz wireless network at a ratio of 1:1. The parties shall enjoy ownership in the 700MHz wireless network (including but not limited to base stations, antennas and essential wireless ancillary equipment) as an indivisible integral asset at a ratio of 1:1. The parties shall both have the right to fully use the 700MHz wireless network to provide services to their respective customers.

CMC shall provide to China Broadcasting for use on a paid basis a transmission carrier network linking between 5G base stations with a frequency of 700MHz and China Broadcasting’s connection points in prefecture-level cities or provincial centers. The wireless networks of 700MHz and 2.6GHz shall adopt the same shared technical solutions.

5G Network Maintenance Collaboration Agreement

The parties shall possess equal network management rights in respect of the 700MHz wireless network. CMC shall undertake the operation and maintenance work of the 700MHz wireless network, whereas China Broadcasting shall pay to CMC operation and maintenance fees for the 700MHz wireless network.

CMC shall be responsible for the maintenance work of the 700MHz transmission carrier network for use by China Broadcasting on a paid basis. The 700MHz wireless network shall be dual-connected to the respective core networks of the parties, which shall undertake the network maintenance work of their respective self-owned core networks.

The network maintenance work for the 700MHz wireless network and the 700MHz transmission carrier network undertaken by CMC includes areas such as malfunction handling, complaint handling, communication safeguarding, cutover upgrade, wireless optimization and base station inspection.

Market Collaboration Agreement

The market collaboration between the parties shall follow the principle of independence in terms of branding and business operations. During the Phase One Collaboration Period, China Broadcasting may share CMC’s 2G/4G/5G networks on a paid basis to provide services to China Broadcasting’s customers. During the Phase Two Collaboration Period, China Broadcasting may share CMC’s 2.6GHz network on a paid basis to provide services to China Broadcasting’s customers. After the large-scale commercialization of the 700MHz wireless network, China Broadcasting shall, in respect of its new customers, in principle no longer share and use CMC’s 2G/4G networks.

Apart from the aforesaid business collaboration in terms of network sharing, the parties shall also strengthen their collaboration in areas such as product design, market operations, customer service, content, as well as national and industry standards formulation.

Network Usage Fee Settlement Agreement

China Broadcasting shall pay to CMC network usage fees, including operation and maintenance fees for the 700MHz wireless network, usage fees for the 700MHz transmission carrier network, and usage fees for the 2G/4G/5G networks.

During the Phase One Collaboration Period, the operation and maintenance fees for the 700MHz wireless network and usage fees for the 700MHz transmission carrier network payable by China Broadcasting to CMC shall begin to accrue in the second month after the 5G base stations with fiber access exceeded 98% as a percentagefrequency of our total household broadband customers.700MHz are connected to China Broadcasting’s core network or China Broadcasting’s designated transmission nodes and shall be charged according to the actual number of base stations.

During the Phase One Collaboration Period, China Broadcasting shall settle with CMC the usage fees for the 2G/4G/5G networks according to the actual network business volume of China Broadcasting’s customers in their use of CMC’s 2G/4G/5G networks.

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During the first five years of the Phase Two Collaboration Period, China Broadcasting shall pay to CMC network usage fees, including operation and maintenance fees for the 700MHz wireless network, usage fees for the 700MHz transmission carrier network, and usage fees for the 2.6GHz network, at the rates negotiated by the parties.

In 2026, the parties shall negotiate and determine in an amicable manner the settlement matters for the second five years of the Phase Two Collaboration Period according to the operation and collaboration conditions during the first five years of the Phase Two Collaboration Period.

Investments and Acquisitions

As of December 31, 2017,2020, Guangdong Mobile, our wholly-owned subsidiary, held aan 18.18% equity interest in the issued share capital of SPD Bank as a result of shares issued to certain other shareholders.Bank. SPD Bank is a joint-stock commercial bank incorporated in the PRC, with its shares listed on the Shanghai Stock Exchange. We and SPD Bank entered into a strategic cooperation agreement in November 2010, pursuant to which we and SPD Bank cooperate in the areas of internet finance and mobile payment businesses in Mainlandthe mainland of China, as well as in the sharing of customer services and channels resources. Through such strategic cooperation, we and SPD Bank have issued China Mobile – SPD Bankco-branded debit and creditcards, which support NFC, in 29 provinces in Mainland China. In January 2016, we renewed our strategic cooperation with SPD Bank and developed an“and-Finance” system to provide SPD Bank and our customers with payment, wealth management and financing services. In October 2019, we subscribed for RMB9,085.3 million (approximately US$1,305.0 million) in a convertible bond issued by SPD Bank. As of the date of this report, we have not exercised our conversion right under this convertible bond.

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In August 2012, CMC, our wholly-owned subsidiary, entered into a share subscription agreement with IFLYTEK, pursuant to which CMC would subscribe for 15% of the shares of IFLYTEK for an aggregate subscription price of RMB1,363,314,339 (approximately US$218,827,040). The share subscription was completed on April 24, 2013. Concurrent with the share subscription, we and IFLYTEK entered into a strategic cooperation agreement and, in December 2015, renewed the agreement to cooperate in various areas, including smart voice businesses, content-based businesses, customer services, basic telecommunications businesses and informatization of the telecommunications industry and other areas upon the parties’ written agreement. As of December 31, 2017,2020, CMC held a 12.90%approximately 12% equity interest in IFLYTEK.

In June 2014, China Mobile International Holdings Limited, or CMI, Holdings, our wholly-owned subsidiary, entered into a share subscription agreement with True Corporation, a major national telecommunications provider in Thailand, pursuant to which CMI Holdings agreed to subscribe to ordinary shares of True Corporation representing, following the completion of the subscription, 18% of the total issued and outstanding shares of True Corporation, for a total consideration of Baht 28.57 billion (approximately RMB5.51 billion). The subscription was completed in September 2014. Also in June 2014, we entered into a cooperation memorandum, and, in September 2014, we entered into a strategic cooperation agreement with True Corporation to explore business cooperation opportunities in various areas, including products or value-added services or contents, international businesses, network, device procurement, general procurement and human resources. In June 2016, CMI Holdings subscribed for certain newly issued ordinary shares which were allocated to it in proportion to its shareholding percentage for a total consideration of Baht 10.8 billion (approximately RMB2.0 billion) during the capital increase of True Corporation. As of December 31, 2017,2020, CMI Holdings held an 18%18.00% equity interest in True Corporation.

In May 2015, CMC, our wholly-owned subsidiary, entered into a partnership agreement with State Development & Investment Corp., Ltd., and China Mobile Fund Management Co., Ltd., to establish China Mobile Fund to make investments in companies with growth potential which are engaged in the mobile Internet and related upstream and downstream businesses. Pursuant to such partnership agreement, CMC has made a capital commitment of RMB1,500 million (approximately US$231.6 million) and became a limited partner of China Mobile Fund. As of December 31, 2017,2020, CMC had contributed RMB759RMB1,256 million to China Mobile Fund and hashad a commitment to make further investment in an amount of RMB741RMB244 million upon the request by China Mobile Fund.

In November 2015, CM TieTong,Tietong, our wholly-owned subsidiary, acquired Target Assets and Businesses of China TieTong,Tietong, for a final consideration of RMB31,967 million (approximately US$4,934.9 million). Target Assets and Businesses acquired include approximately 99,000 cable kilometers of nationwide backbone networks, approximately 1,822,000 cable kilometers of metro fiber, approximately 24.71 million IPv4 addresses, 1,814 real properties and 685 land assets, approximately 11.98 million customers of fixed broadband services, and approximately 18.29 million customers for wireline services. The acquisition was completed in December 2015. Because we and Target Assets and Businesses were under common control of CMCC both prior to and after the acquisition, the acquisition was considered as a business combination under common control and was accounted for using merger accounting in accordance with AG 5 issued by the HKICPA. Target Assets and Businesses were stated at their historical cost, and were included in the consolidated financial statements included in this annual report on Form20-F as if Target Assets and Businesses had always been part of our company during all the periods presented. In 2017,2020, partially due to the benefit from the integration and synergy brought by CM TieTong,Tietong, our wireline broadband services experienced a rapid growth in both revenue and market share. See “— Businesses — Businesses—Data Business.” We expect that our acquisition of Target Assets and Businesses will further facilitate our transformation into a full-service operator offering both wireline broadband and mobile services, enable us to seize the opportunities in the wireline broadband market, expand our customer base, offer an integrated services consisting of the fixed-line and the mobile services, and increase our wireline broadband network capacity, coverage and efficiency through an integrated network.

In March 2016, CMC, our wholly-owned subsidiary, entered into a joint venture agreement with China Merchants Group to establish ShiJinShi Credit Information Services Co. Ltd., in Qianhai, Shenzhen of China with a registered capital of RMB300 million, in which we held a 42% equity interest. As of December 31, 2017,2020, we had contributed RMB63RMB63.0 million (approximately US$9.79.2 million) to the joint venture. The joint venture iswas intended to provide credit reporting services and products for individuals, utilizing our competitive strengths in big data.

In March 2020, the shareholders of ShiJinShi resolved to dissolve the joint venture primarily due to its failure to obtain the requisite license for the provision of credit reporting services and products for individuals. As of the date of this annual report, ShiJinShi is undergoing liquidation.

 

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In November 2017, CMI Holdings, our wholly-owned subsidiary, entered into an agreement, pursuant to which it acquired an 11.43% equity interest in ChannelSoft, a software service provider, for a total consideration of RMB400 million (approximately US$61 million). Following our equity investment, ChannelSoft began working with our provincial operating subsidiaries in call center infrastructure and big data-driven precision marketing.

In July 2018, CMI, our wholly-owned subsidiary, participated in Xiaomi’s initial public offering as a cornerstone investor and subscribed for 46,164,600 shares, representing 0.2% of Xiaomi’s issued and outstanding share capital upon the completion of the offering, for a total consideration of HK$784.8 million. In July 2018, we entered into a strategic cooperation framework agreement with Xiaomi to explore new opportunities to collaborate, including in joint marketing, sales channel transformation, smart hardware, government and corporate businesses, overseas businesses, and industrial investment. As of December 31, 2020, CMI held a 0.15% equity interest in Xiaomi.

In2019, we made several strategic investments in addition to the subscription for the convertible bond issued by SPD Bank, including (i) the subscription and acquisition by CMI Holdings, our wholly-owned subsidiary, of 12.0% equity interest in Beijing Haitian Ruisheng Science Technology Co., Ltd., at a total consideration of RMB234.7 million, to cooperate in human-annotated datasets for machine learning and artificial intelligence, (ii) the acquisition by CMI Holdings of 0.7% equity interest in Beijing Kingsoft Office Software, Inc., at a consideration of RMB147.5 million, to jointly develop SAAS products, (iii) the subscription by China Mobile Group Fujian Co., Ltd., our wholly-owned subsidiary, of 45% equity interest in Fujian Heyi Health Technology Development Co., Ltd., at a consideration of RMB22.5 million, to jointly develop intelligent senior care platforms and (iv) the subscription by China Mobile Group Xinjiang Co., Ltd., our wholly-owned subsidiary, of 16.0% equity interest in Xinjiang Digital Corps Information Industry Development Co., Ltd., at a consideration of RMB16.0 million, to explore digitalization across various industries in Xinjiang.

In 2020, our strategic investments include (i) the subscription by CMI of 182,259,893 shares newly issued by AsiaInfo Technologies Limited, a provider of telecommunications software and related services listed on the Hong Kong Stock Exchange (stock code: 1675), at a total consideration of HK$1,385.2 million, (ii) the acquisition by CMI Holdings of 0.72% equity interest in Huaqin Technology Co., Ltd., a company principally engaged in the original design and manufacturing of intelligent communication terminals, (iii) the acquisition by China Mobile Group Henan Co., Ltd., our wholly-owned subsidiary, of 30% equity interest in Zhengshu Network Technology Co., Ltd. at a total consideration of RMB300.0 million, (iv) the acquisition by China Mobile FinTech of 50% equity interest in Haida Insurance Brokerage Co., Limited at a total consideration of RMB55.4 million and (v) the acquisition by China Mobile Group Zhejiang Co., Ltd., our wholly-owned subsidiary, of 24% equity interest in Zhejiang New-type Internet Exchange Point Co., Ltd. at a total consideration of RMB24.0 million.

Competition

We compete with other market players in the telecommunications and related industries.

We are one of the threefour licensed telecommunications services providers in Mainlandthe mainland of China. The PRC government encourages orderly and fair competition in the telecommunications industry in Mainlandthe mainland of China. We may also face intense competition from existing operators from time to time. Our competitors launch, from time to time, promotional offers such as handset subsidies and tariff packages, to attract customers.

In May 2008, the MIIT, the NDRC and the MOF jointly announced a policy initiative to further reform the PRC telecommunications industry by encouraging the formation of three telecommunications services providers of comparable scale and standing, each with nationwide network resources, full-service capabilities and competitive strength, by way of a series of restructuring transactions. See “Item 4. Information on the Company — The History and Development of the Company — Industry Restructuring and Changes in Our Shareholding Structure.”

After completion of the industry restructuring in January 2009, China Telecom and China Unicom have been benefiting from, among other things, broader customer bases, more extensive networks, greater financial and other resources and more comprehensive technological capabilities, as compared to their customer bases, networks, resources and technological capabilities prior to the industry restructuring. These factors have intensified, and could further intensify, competition. On November 27, 2015, CM TieTong entered into the Acquisition Agreement with China TieTong to acquire Target Assets and Business, which we expect will facilitate our transformation into a full-service operator offering both wireline broadband and mobile services. Having each operated a wireline broadband services business for a number of years, China Telecom and China Unicom have advantages in terms of wireline broadband services.

In the area of basic telecommunications services, the PRC government has begun to allowallows operators approved by the MIIT to lease and repackage mobile services for sale to end-customers on a trial basis and we may face increasing competition from these new mobile network operators. Furthermore, inIn light of our recent permission to provide 4G services based on LTE FDD technology, we expect that the competition will intensify in the delivery of 4G services against China Telecom and China Unicom, which operate their 4G services based mainly on LTE FDD technology for several years. Furthermore,Further, in January 2016, China UnicomTelecom and China TelecomUnicom entered into a strategic cooperation agreement to promote resource-sharing between the two companies. The areas of strategic cooperation include sharing capital expenditures such as their new rural 4G network, promoting a new smartphone standard, and jointly negotiating international roaming rates. Such cooperationMoreover, China Telecom collaborated with CUCL, a wholly-owned subsidiary of China Unicom, in 2019 to roll out 5G network co-building and co-sharing, which enables them to leverage on their mutually complementary network and spectrum resources to save costs on network construction, operation and maintenance. Additionally, the PRC government has required the implementation of mobile number portability programs in the mainland of China by the end of 2019. As a result, the competition among telecommunication operators may significantly changebe further intensified.

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Moreover, on June 6, 2019, the competitive landscapeMIIT granted the basic telecommunications service operating permit for 5G digital cellular mobile service to CMCC, our parent company, China Broadcasting Network and the parent companies of China Telecom and China Unicom, which is expected to intensify the competition among the four telecommunications industryservices providers with respect to the planning and promotion of 5G development and commercialization. See “ — We may encounter difficulties and challenges in Mainland China.the commercialization of 5G technologies.”

We also face a variety of competition from competitors in related industries, generally Internet service providers and technology companies. They compete against us in both voice and data businesses by offering mobile Internet access and Over The Top services, such as instant messaging, VoIP services, or audio or video content services delivered over the Internet. As we diversify our offerings to become a full-service provider, we also compete with them in emerging business, including home digital services, mobile payment, IoT, smart home services, streaming media andon-demand video and other digital content business.

See “Item 3. Key Information — Risk Factors — Risks Relating to Our Business — The increasing competition from other telecommunications services providers and competitors in related industries and changes in the competitive landscape of the telecommunications industry in Mainlandthe mainland of China may reduce our market share and decrease our profit margin” and “Item 3. Key Information — Risk Factors — Risks Relating to Our Business — Current or future asymmetrical and other regulatory measures adopted by the PRC regulatory authorities could materially harmadversely affect our competitive positioncompetitiveness or enhance competition in the telecommunications industry.”

Regulation

The telecommunications industry in Mainlandthe mainland of China is highly regulated. See “Item 3. Key Information – Risk Factors – Risks Relating to the Telecommunications Industry in the mainland of China – We are subject to extensive government regulation and any change in the regulatory environment in the PRC, especially with respect to the telecommunications industry, may materially impact us.” for a description of the effects government regulations may have on our business. Regulations issued or implemented by the State Council, the MIIT and other relevant government authorities, including the NDRC and, the Ministry of Commerce, or MOFCOM, encompass all key aspects of telecommunications network operations, including entry into the telecommunications industry, scope of permissible business, interconnection and transmission line arrangements, technology and equipment standards, tariff standards, capital investment priorities, foreign investment policies and spectrum and numbering resources allocation.

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The MIIT, under the supervision of the State Council, is responsible for formulating policies and regulations for the telecommunications industry, granting telecommunications licenses, allocating frequency spectrum and numbers, formulating interconnection and settlement arrangements between telecommunications operators, and enforcing industry regulations.

In order to provide a uniform regulatory framework to encourage the orderly development of the telecommunications industry, the MIIT, under the direction of the State Council, has been preparing a draft telecommunications law. We expect that, if and when the telecommunications law is adopted by the National People’s Congress, it will become the basic telecommunications statute and the legal source of telecommunications regulations in Mainlandthe mainland of China. In addition, the State Council promulgated a set of telecommunications regulations on September 25, 2000. These regulations apply in the interim period prior to the adoption of the telecommunications law. Although we expect that the telecommunications law will have a positive effect on the overall development of the telecommunications industry in Mainlandthe mainland of China, we cannot predict what will be the ultimate nature and scope of the telecommunications law.

On December 25, 2015, the MIIT issued the Catalog of Telecommunications Services (2015 Edition), which became effective on March 1, 2016. It sets out classifications of various telecommunications services for regulatory and licensing purposes.

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Entry into the Industry. Under the current regulations, operators of mobile networks, providers of other basic telecommunications services such as local and long-distance fixed-line telephone services, and data service providers whose telecommunications services cover two or more provinces, directly-administered municipalities or autonomous regions in Mainlandthe mainland of China must apply for specific permits from the MIIT in order to provide such services. Granting of permits for providing basic telecommunications services will be through a tendering process. In addition to us, China Telecom and China Unicom are currently also authorized to provide mobile services in all provinces, directly-administered municipalities and autonomous regions in China.

Pursuant to China’s commitments under the World Trade Organization and the Provisions on the Administration of Foreign-Funded Telecommunications Enterprises, which became effective on January 1, 2002, foreign investors may invest in joint ventures that provide telecommunications services in Mainlandthe mainland of China. However, these investments will presumably bear no direct relation to the issuance of licenses to providers of telecommunications services in Mainlandthe mainland of China, as the issuance of new licenses by the relevant authority is governed by a separate set of rules and regulations. Pursuant to the Provisions on the Administration of Foreign-Funded Telecommunications Enterprises, as amended in February 2016, foreign ownership in a telecommunications enterprise may be gradually increased to 49% if such enterprise provides basic telecommunications services and 50% if such enterprise provides value-added telecommunications services.

The MIIT has promulgated the Administrative Measures for the Licensing of Telecommunication Business Operations, which became effective on September 1, 2017. Those regulations apply to the application for, approval of, use and management of telecommunications business licenses in the PRC.

The PRC government implemented a number of measures that permit certain operators approved by the MIIT to lease telecommunications infrastructure and repackage mobile services for sale to end-customers. On May 17, 2013, the MIIT announced that it would accept applications fromnon-State-owned companies to, on a trial basis, lease mobile services from China Unicom,Telecom, China TelecomUnicom or us and provide mobile services to end-customers after repackaging these services. The trial period ended on December 31, 2015. On January 24, 2018, the MIIT released a notice for public comment regarding the conversion of pilot license to an official license for the mobile services leasing and repackaging. On May 5, 2016, the MIIT officially issued a telecom license to China Broadcasting Network, Ltd, making it the nation’s fourth telecommunications operator. In 2016, the MIIT also approved certain operators to refarm their respective frequency spectrum used for 2G and 3G services to provide 4G services. Since May 1, 2018, subject to MIIT’s approval, non-state-owned companies, state-owned companies and foreign invested enterprises are allowed to lease mobile services from China Telecom, China Unicom or us and provide mobile services to end-customers after repackaging these services.

Numbering Resources. The MIIT is responsible for the administration of the telecommunications numbering resources within Mainlandthe mainland of China, including the telecommunications network numbers and customer numbers. The use of numbering resources by any telecommunications operator is subject to the approval by the MIIT. In addition, a user of numbering resources is required to pay a usage fee to the PRC government by the 10th day of the first month of each quarter. Moreover, under the applicable regulations, mobile companies are required to pay an annual usage fee of RMB6 million for each network number.

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Technical Standards. Certain regulatory authorities in Mainlandthe mainland of China, including the MIIT, set technical standards and control the type, quality, manufacturing and sales of mobile equipment used in or connected to public networks, all radio telecommunications equipment and all interconnection related equipment.

The establishment of base stations requires the approval of the relevant provincial regulatory authorities. We have not experienced and do not expect to experience material difficulty in obtaining permission to establish additional sites.

Capital Investment. We may be required to obtain approvals from relevant regulatory authorities in Mainlandthe mainland of China with respect to some of our investment projects.

Sharing of Telecommunications Infrastructure. In May 2017,June 2018, the MIIT and the State-owned Assets Supervision and Administration Commission of the State Council jointly issued the 20172018 Implementation Opinions on Promoting the Joint Construction and Sharing of Telecommunications Infrastructure, or the Opinions. First, the Opinions continued the implementation of the joint construction and sharing of telecommunications infrastructure and required that the supporting facilities for base stations, such as the telecommunications towers, and the indoor distribution systems for public transportation and buildings, shall generally be uniformly planned, constructed and delivered by China Tower, with the exception that certain facilities may be constructed by a telecommunications operator if serving only such operators’ demand. The Opinions also set forth theprovided requirements for joint construction and sharing requirements in the construction of fiber access network. In newly built residential and commercial areas, certain national and local standards applicable to fiberbroadband access network, transmission poles and pipelines. In particular, for new transmission poles and pipelines, joint construction is mandatory if condition permits, and for existing transmission poles, pipelines, base station areas and access network of base stations and international fibers, sharing should be strictly implemented. Telecommunication operators are prohibited from entering into any exclusivity arrangementMoreover, the Opinions attached significant importance to the construction safety in connection with real estate developers or property management companies. In the upgrading of fiber access network for existing residentialtelecommunications infrastructure and commercial areas, telecommunication operators andset up relevant stakeholders must cooperate with each other to comply with the joint construction and sharing requirements. Moreover, with respect to transmission facilities, sharing and joint construction of transmission poles and pipeline is mandatory whenever conditions allow.principles.

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Convergence of Telecom, Broadcasting and Internet Businesses. In January 2010, the PRC government announced a policy decision, or the Three-Network-Convergence Policy, to accelerate the advancement of the convergence of television and radio broadcasting, telecommunications and Internet access businesses in order to realize interconnection and resource-sharing between the three networks and further develop the provision of voice, data, television and other services. The PRC government may amend the relevant regulations or promulgate new regulations in order to implement the Three-Network Convergence Policy. In September 2012, we received an audio and video transmission license from the former State Administration of Radio, Film and Television of the PRC, or SARFT, which enables us to provide audio and video programs through broadband Internet and mobile Internet. In June 2018, we were granted by the SARFT an Internet protocol television transmission license, which allows us to carry out Internet protocol television business.

Value-added Tax Reform Applicable to the Telecommunications Industry. Effective from June 1, 2014, the PRC business tax was replaced with a value-added tax, or VAT, in the telecommunications industry. The pilot tax rates for basic telecommunications services, value-added telecommunications services and sales of products and others arewere 11%, 6% and 17%, respectively. According to Cai Shui [2018] No.32, the VAT at the rate of 11% currently applicable to our basic telecommunications services would bewas reduced to 10%, and the VAT at the rate of 17% currently applicable to our sales of products and others would bewas reduced to 16%, which shall comecame into effect on May 1, 2018. On March 20, 2019, the MOF, the State Taxation Administration, and the General Administration of Customs issued Announcement [2019] No. 39, which reduced the VAT rate applicable to our basic telecommunications services from 10% to 9% and the VAT rate applicable to our sales of products and others from 16% to 13% as well as promulgated supporting policies regarding input tax on real estate, input tax on domestic passenger transport services, VAT credits and tax refund to deepen such VAT tax reform. Announcement [2019] No. 39 came into effect on April 1, 2019.

Our output VAT is excluded from operating revenue while our input VAT, which is incurred as a result of our receipt of services and purchases of telecommunications equipment and materials, is excluded from operating expenses or the original cost of equipment purchased and can be netted against our output VAT, arriving at the net amount of VAT recoverable or payable. As the VAT obligations are borne by our branches and subsidiaries, input and output VAT are set off at branches and subsidiaries levels, and the net amount of VAT recoverable or payable of branches and subsidiaries are not offset at the consolidation level. Such net amount of VAT is recorded in the line item of prepayments and other current assets and accrued expenses and other payables, respectively on the face of consolidated balance sheets.

We will strive to reduce the short-term adverse effect of the application of VAT to the telecommunications industry on our revenues and profits. Through various measures, including optimization of the development and sales and marketing models, implementation of enhanced management over cost, procurement and vendors’ tax qualifications, obtaining more input VAT credits on capital expenditures, we may receive more input VAT credits to offset our VAT output tax obligation. Besides, we can optimize our revenue structure by actively promoting value-added telecommunications services, which are subject to a lower VAT rate. As a result, our overall VAT obligation could be further reduced.

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As the application of VAT was expanded to other industries nationwide from May 1, 2016, such as construction industry and other service industries, more capital expenditures and operating expenses, such as commission and service expenses for third parties, are entitled to input VAT credits, and in turn, further offset our VAT output tax obligations. We believe this will be beneficial to the development of our business and further reduce the adverse impact of the implementation of VAT on our operating revenues and profitability.

Cyber Security. We are subject to the Cyber Security Law, which came into effect on June 1, 2017. The Cyber Security Law sets forth an overarching framework regulating the network products, equipment, and services, as well as the operation and maintenance of information networks, protection of personal information, and supervision and administration of cyber security in Mainlandthe mainland of China.

According to the Cyber Security Law, the Cyberspace Administration of China, or the CAC, has a central role in planning, coordination, supervision, and management of network security measures while the MIIT, the national public safety bureau,Ministry of Public Security and other relevant authorities are in charge of network security protection, supervision and management within the scope of their respective responsibilities. China Mobile, as a critical information infrastructure operator as defined under the Cyber Security Law, is required to perform a security assessment when transferring personal information cross Chinese borders. Such requirements, among other things, could increase our compliance costs. While several related regulations, including the Measures for the Security Review Method (Trial)of Network Products and Services (for Trial Implementation) and the Provisions for the Administration of Internet News Information Service Management Regulations,Services, published by the CAC came into effect on the same day as the Cyber Security Law, the implementation of the Cyber Security Law is still at an early stage. In furtherance of the Cyber Security Law, the PRC government also published “Information Security Technology—Personal Information Security Specification” in 2018, setting forth detailed guidelines on the collection, utilization and retention of personal information and privacy protection, and “Identification Methods for Illegal Collection and Use of Personal Information by Apps” in 2019, stipulating standards for determining illegal acts of collecting and using personal information through mobile applications. The PRC government may amend the relevant regulations or promulgate new regulations to clarify and further implement the Cyber Security Law. Although we expect that the Cyber Security Law will have a positive effect on the overall development of the telecommunications industry and enhance information protection in Mainlandthe mainland of China, we currently cannot predict the scope of any specific requirements that may be imposed on us and their implications for our operations under the Cyber Security Law and relevant regulations.

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E-Commerce Law. Effective from January 1, 2019, the E-Commerce Law of the PRC, or the E-Commerce Law, stipulates requirements in connection with the registration and licensing of e-commerce operators, taxation, electronic payment and e-commerce dispute resolution. It also addresses other important aspects of e-commerce, such as false advertising, consumer protection, data protection and cybersecurity, as well as the protection of intellectual property. The E-Commerce Law defines e-commerce operators as natural and legal persons that engage in the business of selling merchandise and/or providing services on the internet or other information networks and covers e-commerce platform operators, vendors of goods and services on the e-commerce platforms of others, and those who operate their self-built websites or through other network services. The E-Commerce Law provides that where e-commerce platform operators know, or should know, that goods or services provided on the platform do not comply with requirements for personal or property security, or otherwise violate the lawful rights and interests of consumers, and they do not take necessary measures such as deleting, blocking links or stopping transactions, they will be jointly and severally liable with the online vendor.

Market Regulation. The principal regulations governing the market in China include the PRC Anti-Unfair Competition Law, which was promulgated in September 1993 and amended in November 2017, and the PRC Anti-Monopoly Law, which took effect in August 2008. The PRC Anti-Unfair Competition Law imposes stringent requirements on various promotional activities, such as prize-giving sales and bundling sales. Pursuant to the PRC Anti-Monopoly Law, monopolistic conduct, including entering into monopoly agreements, abuse of dominant market position and concentration of undertakings that have the effect of eliminating or restricting competition, is prohibited. Sanctions for violation of the prohibition on monopoly agreements and the abuse of dominant market position include an order to cease the relevant activities, confiscation of illegal gains and fines, while for failure of declaration prior to concentration, the antitrust authority is empowered to terminate and/or unwind the transaction, dispose of relevant assets, shares or businesses and impose fines.

Employees.

As of December 31, 2015, 20162018, 2019 and 2017,2020, we had 438,645, 460,647459,152, 456,239 and 464,656454,332 employees, respectively. Substantially all of our employees are located in Mainlandthe mainland of China. The employees as of December 31, 20172020 are classified in the following table. Approximately 62.9%74.2% of our permanent employees have college or graduate degrees. Set forth below is a breakdown of our employees by function as of December 31, 2017.2020:

 

  Number   % of Total   Number   % of Total 

Management

   33,678    7.2    34,427    7.6 

Technical

   108,449    23.3    132,051    29.1 

Marketing

   262,807    56.6    232,717    51.2 

General affairs

   46,886    10.1    48,659    10.7 

Other

   12,836    2.8    6,478    1.4 
  

 

   

 

   

 

   

 

 

Total

   464,656    100.0    454,332    100.0 
  

 

   

 

   

 

   

 

 

We provide benefits to certain employees, including housing, retirement benefits and hospital, maternity, disability and dependent medical care benefits. See note 6 to our consolidated financial statements included in this annual report on Form 20-F for details of our employee benefit and related expenses, including contributions to defined contribution retirement plans. Most of our employees are members of a labor union. We have not experienced any strikes slowdowns or labor disputes that have interfered with our operations during 2017.2020. We believe we have built a harmonious relationship with our employees.

The number of labor sourced by third parties was 30,73629,647 by the end of 2017.2020.

Property, Plants and Equipment

We own, lease or have usage rights in various properties which consist of land and buildings for offices, administrative centers, staff quarters, retail outlets and technical facilities.facilities in the mainland of China and Hong Kong. We believe that all of our owned and leased properties are well maintained and are suitable and adequate for our present use.

 

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Disclosure of Iranian Activities underPursuant to Section 13(r)219 of the ExchangeIran Threat Reduction and Syria Human Rights Act

Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012 added Section 13(r) to the Exchange Act. Section 13(r) of the Exchange Act requires an issuer to disclose in its annual or quarterly reports, as applicable, whether it or any of its affiliates knowingly engaged in certain activities, transactions or dealings relating to Iran or with designated natural persons or entities involved in terrorism or the proliferation of weapons of mass destruction. Disclosure is required even where the activities, transactions or dealings are conducted outside the U.S. bynon-U.S. affiliates in compliance with applicablenon-U.S. law, and whether or not the activities are sanctionable under U.S. law.

As of the date of this report, we are not aware of any activity, transaction or dealing by us or any of our affiliates in 20172020 that requires disclosure in this report under Section 13(r) of the Exchange Act, except as set forth below.

CMCC, our parent company, is a party to international GSM roaming agreements with Telecommunication Kish Company and Mobile Company of Iran in Iran, which may be government-controlled entities. China Mobile International, one of our wholly-owned subsidiaries, is a party to international roaming agreements with Irancell Telecommunications Services Company and Mobile Company of Iran and Telecommunication Kish Company in Iran, which may be government-controlled entities. CMCC is also a party to international GSM roaming agreements with Syriatel Mobile Telecom S.A. and MTN Syria (formerly Spacetel Syria) in Syria. As part of our ordinary telecommunications services, these international roaming agreements allow our mobile customers to use their mobile devices on a network outside their home network.In 2017,2020, our gross revenue generated by roaming traffic under these agreements was less than US$500,000.

China Mobile International intends to, and we understand that CMCC intends to, continue these activities in the future.

 

Item 4A.

Unresolved Staff Comments.

Not applicable.

 

Item 5.

Operating and Financial Review and Prospects.

You should read the following discussion and analysis in conjunction with our consolidated financial statements, together with the related notes, included elsewhere in this annual report on Form20-F. We publish our consolidated financial statements in Renminbi. Solely for the convenience of the reader, this annual report on Form 20-F contains translations of certain Renminbi and Hong Kong dollar amounts into U.S. dollars and vice versa at RMB6.5250 = US$1.00 and HK$7.7534 = US$1.00, the noon buying rates in New York for cable transfers as certified for customs purposes by the Federal Reserve Bank of New York on December 31, 2020. The noon buying rates in New York for cable transfers as certified for customs purposes by the Federal Reserve Bank of New York are published on a weekly basis in the H.10 statistical release of the Board of Governors of the Federal Reserve System of the United States. These translations should not be construed as representations that the Renminbi or Hong Kong dollar amounts could actually be converted into U.S. dollars at such rates or at all.

Financial Highlights

Our operating revenue reached RMB740,514RMB768,070 million (US$113,815117,712 million) in 2017, representing an increase by 4.5% from 2016. The growth rate2020, of which, revenue from our telecommunications services stood at 7.2%.amounted to RMB695,692 million. Our revenue structure further improved in 2017.2020. Revenue from wireless data traffic reached RMB364,906RMB385,679 million (US$56,08559,108 million) in 2017,2020, which remained our largest revenue source and, on a full-year basis, accounted for more than half of the total telecommunications services revenue for the first time.source. Our profit attributable to equity shareholders reached RMB114,279RMB107,843 million (US$17,56416,527 million) in 2017,2020, or basic earnings per share of RMB5.58. With a special dividend payment of HK$3.200 per share to celebrate the 20th anniversary of our initial public offering, theRMB5.27. The total dividend payment for 20172020 reached HK$6.4053.29 per share.

Overview of Our Operations

The following table sets forth selected information about our operations for the periods indicated.

 

   Year ended December 31, 
   2015   2016   2017 

Total voice usage (in billions of minutes)

   4,220.8    4,100.2    3,811.6 

Handset data traffic (in billions of megabytes)

   2,494.6    5,680.7    12,569.3 

Operating revenue (in RMB millions)

   668,335    708,421    740,514 

Operating expenses (in RMB millions)

   565,413    590,333    620,388 

Profit attributable to equity shareholders (in RMB millions)

   108,539    108,741    114,279 

In 2015, 2016 and 2017, our customer base continued to experience stable growth while our wireless data traffic business continued to experience rapid growth. Wireless data traffic remained the largest revenue source in 2017, surpassing the combined revenue-45-


   Year ended December 31, 
   2018   2019   2020 

Total voice usage (in billions of minutes)

   3,485.2    3,224.8    3,032.4 

Handset data traffic (in billions of gigabytes)

   34.62    65.89    90.66 

Operating revenue (in RMB millions)

   736,819    745,917    768,070 

Operating expenses (in RMB millions)

   615,432    632,768    655,336 

Profit attributable to equity shareholders (in RMB millions)

   117,781    106,641    107,843 

There was a decrease of voice, SMS and MMS. Our total net increase8.4 million in the number of our mobile customers was 38.3 million in 20172020 and our total mobile customer base reached 887.2was 942 million as of December 31, 2017.2020. Our total voice usage decreased by 2.9%7.5% in 20162019 and further decreased by 7.0%6.0% in 2017.2020. Our handset data traffic increased by 127.7%90.3% in 20162019 and by 121.3%37.6% in 2017.2020. Our operating revenue increased by 6.0%1.2% in 20162019 and increased by 4.5%3.0% in 2017.2020. Our data business continued to grow, and our data services revenue accounted for 63.3%83.8% and 73.8%85.8% of our revenue from telecommunications services in 20162019 and 2017,2020, respectively. Our operating expenses increased by 4.4%2.8% in 20162019 and increased by 5.1%3.6% in 2017.2020. Our profit attributable to equity shareholders decreased by 9.5% in 2019 and increased by 0.2%1.1% in 2016 and by 5.1% in 2017.2020.

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The PRC economy continued to grow in terms of GDP by 6.9%2.3% in 2017,2020, which provided a favorable environment for our continued business development. However, we faced various challenges arising from increased market saturation and intensified competition among mobile operators and from providers offering telecommunications services using alternative technologies, in particular Internet service providers. As the mobile penetration rate in Mainlandthe mainland of China exceeded 100%reached 113.9% as of December 31, 2017,2020, the mobile markets in some economically developed regions of Mainlandthe mainland of China have showed signs of saturation. We intend to continue to cope with market and industry challenges that may arise from time to time by leveraging our customer base, network quality, brand name, execution capabilities and quality of our customer service. Moreover, economic growth in the PRC and its modernization and urbanization offer an opportunity and platform for the ongoing development of the telecommunications industry, in particular the development of mobile Internet. Such development presents potential opportunities for us to further develop our wireless data traffic business and applications and information services.

We have been a mobiletelecommunications and related services provider in China since our inception in 1997. We acquired all of the issued and outstanding shares of Hong Kong Mobile in 2006, which enabled us to expand into the Hong Kong mobile market. See “Item 4. Information on the Company — The History and Development of the Company — Expansion Through Acquisitions.”

We operate in an extensively regulated environment and our operations and financial performance are significantly affected by the PRC government’s regulation of the telecommunications industry. These regulations and policies may affect, among other things, our tariffs, technology and equipment standards and capital investment, as described in more detail under “Item 4. Information on the Company — Business Overview — Regulation” and “Item 3. Key Information — Risk Factors — Risks Relating to Our Business — Our tariff reduction and future policy developments in the telecommunications industry in relation to tariff reduction may continue to adversely affect our financial conditions.” In addition, we believe that the effects of the industry restructuring that took place in 2008, increasing competition from telecommunications services providers that use alternative technologies and entry ofnon-State-owned telecommunications services providers into the telecommunications services market have had, and will continue to have, a significant impact on the competitive landscape of the telecommunications industry in Mainlandthe mainland of China. We expect competition from other telecommunications services providers may intensify. See “Item 3. Key Information — Risk Factors — Risks Relating to Our Business — The increasing competition from other telecommunications services providers and competitors in related industries and changes in the competitive landscape of the telecommunications industry in Mainlandthe mainland of China may reduce our market share and decrease our profit margin,” “Item 3. Key Information — Risk Factors — Risks Relating to Our Business — Changes in the technologytechnologies and business models of the PRC telecommunications industry may render our current technologies and business model obsolete, and we may encounter difficulties and challenges in developing and implementing new technologies and services” and “Item 3. Key Information — Risk Factors — Risks Relating to Our Business — Current or future asymmetrical and other regulatory measures adopted by the PRC regulatory authorities could materially harmadversely affect our competitive positioncompetitiveness or enhance competition in the telecommunications industry.” Our financial performance is also subject to the economic and social conditions in Mainlandthe mainland of China. See “Item 3. Key Information — Risk Factors — Risks Relating to Mainlandthe mainland of China — An economic slowdown in Mainlandthe mainland of China may reduce the demand for our services and have a material adverse effect on our business, financial condition, results of operations and prospects.”

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Our Operating Arrangements with CMCC Have Affected and May Continue to Affect Our Financial Results

We have entered into agreements with CMCC with respect to, among other things, inter-provincial transmission lines leasing. Pursuant to these agreements, for the inter-provincial transmission lines we lease from other providers through CMCC, CMCC maintains its inter-provincial transmission line leasing arrangements with the relevant transmission line providers, and collects leasing fees from us and pays fees to the relevant transmission line providers.

On September 13, 2012, we entered into an agreement with CMCC, pursuant to which CMCC would gradually transfer its settlement arrangements with certain telecommunications services providers in foreign countries and regions to China Mobile International, our wholly-owned subsidiary. As a result, our arrangement with CMCC with respect to international interconnection and roaming with certain telecommunications services providers is being gradually phased out.

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We have also entered into a telecommunications services cooperation agreement with CMCC, pursuant to which we and CMCC provide customer development services to each other by utilizing our respective sales channels and resources, and cooperate in the provision of basic telecommunications services and value-added telecommunications services to customers of each other.

Since 2013, we have paid the leasing fees to CMCC for the “Village Connect” assets constructed before 2013 and undertaken the investments on any new “Village Connect” assets after 2013. On August 9, 2019, certain of our provincial subsidiaries entered into assets transfer agreements with the relevant provincial subsidiaries of CMCC to acquire certain “Village Connect” assets.

We have also entered into a network capacity leasing agreement with CMCC, pursuant to which we and our operating subsidiaries leaseTD-SCDMA network capacity from CMCC and pay leasing fees to CMCC. We have also entered into a network assets leasing agreement with CMCC, pursuant to which we and CMCC will lease our respective telecommunications network operation assets to each other for a leasing fee. In addition, we have entered into a telecommunication facilities construction services agreement with CMCC, pursuant to which we provide certain telecommunications services to CMCC and its subsidiaries.

While the total volume of transactions under the foregoing operating arrangements with CMCC has decreased in recent years, these arrangements may continue to affect our future financial results. See “Item 7. Major Shareholders and Related Party Transactions – Related Party Transactions” for further information about these arrangements.

Tariff Adjustments

The tariffs charged by PRC telecommunications operators are regulated by the PRC government. Moreover, we are allowed to offer our customers a variety of tariff packages with different monthly charges, levels of basic usage and charges for usage exceeding the covered basic usage, voice value-added services, data services and other features. See “Item 4. Information on the Company — Business Overview — Tariffs.”

Our average voice services revenue per minute has generally decreased in recent years as tariffs have generally decreased.

Average Revenue Per User

Our average revenue per mobile user increasedper month decreased by 3.5% from RMB49.1 in 2019 to RMB57.7RMB47.4 in 2017 from RMB57.5 in 20162020 due to our rapid growth in revenue from data services, partially offset byincreased competition among telecommunications operators and a decline in handset data traffic tariff.tariff, while the same decreased by 7.5% from 2018 to 2019. Our average revenue per wireline broadband user per month increased to RMB35.1RMB34.0 in 20172020 from RMB32.1RMB32.8 in 2016.2019 as a result of upgrades in bandwidth and new value-added applications.

Critical Accounting Policies and Estimates

The following discussion and analysis is based on our consolidated financial statements, which have been prepared in accordance with IFRSs for the years ended December 31, 2015, 20162018, 2019 and 2017.2020. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and revenues and expenses during the years reported. Estimates are also used when accounting for certain items such as revenue recognition, interest income, impairment loss for doubtfulon accounts receivable, depreciation, impairment of property, plant and equipment, interest in associates,investments accounted for using the equity method, goodwill,right-of-use assets and other intangible assets arising from acquisitions.assets. Actual results may differ from those estimates under different assumptions or conditions.

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We believe that the following critical accounting estimates and related assumptions and uncertainties inherent in our accounting policies have a more significant impact on our consolidated financial statements, either because of the significance of the financial statement elements to which they relate or because they require judgment and estimation.

Revenue Recognition

The Group mainly provides voice, data and other telecommunications services to its customers through entering into contracts that are either cancellable on monthly basis or for a fixed contract period generally with prepayment term and/or penalty for early termination. The Group also sells telecommunication-related products to its customers.

For the telecommunications services (such as voice and data services), telecommunication related products (such as handsets), customer point rewards and/or other promotional goods/services provided by the Group, if the customer can benefit from the goods or services and the Group’s promise to transfer the services or products is separately identifiable, the Group identifies them as separate performance obligations. Revenue is measured at the fair valuetransaction price which is the amount of consideration to which the Group is entitled in exchange for transferring promised performance obligations to the customer excluding amounts collected on behalf of third parties. The amount of consideration is generally explicitly stated in the contract and does not include significant financing component. The Group may provide cash subsidies to third party agents in respect of specific telecommunications service contracts obtained via the agents. As the cash subsidies are ultimately enjoyed by end customers via the indirect sales channel, they represent consideration payable to customers and are accounted for as a reduction of the consideration receivedtransaction price.

When control of a service or receivable. If itproduct is probable that the economic benefits will flowtransferred to us and the revenue and costs, if applicable, can be measured reliably,a customer, revenue is generally recognized in our profit or loss as follows:

(i) revenue derived from voice and data servicesRevenue for each performance obligation is recognized when the serviceGroup satisfies the performance obligation by transferring the promised goods or services to the customer. Generally, revenue is rendered;recognized when the customer obtains the control of the telecommunications services over the time of provision of the services. Revenue is recognized when a customer obtains the control of the product at a point of time.

(ii) sales of products are recognized when title passes to the buyer;

(iii) for offerings thatFor contracts which include the provision of multiple performance obligations including services, andproducts and/or customer point rewards, the saleGroup allocates the transaction price to each performance obligation based on the relative stand-alone selling price. The stand-alone selling price of mobile handsets, we determine revenue from the sale of the mobile terminals by deducting the fair value of the service element from the total contract consideration;products and

(iv) for transactions that offer customer points rewards when the services are provided,mainly based on its observable selling price. If a stand-alone selling price is not directly observable, the consideration allocatedGroup considers all information that is reasonably available and maximizes the use of observable inputs to estimate the stand-alone selling price. The standalone selling price of each point in the customer pointspoint rewards is based on its fair value,value. Revenue for each performance obligation is then recognized when the control of the promised goods or services is transferred to the customer.

(iii) The Group usually controls the services and the products it provided before they are transferred to the customer. In certain situations, the Group would consider factors including the primary responsibilities in the arrangement, the establishment of selling price, and the inventory risks to determine if the Group is acting as a principal or agent. If the Group has assessed and concluded that it does not obtain the control of a specified good before transferring to the customer, the Group is acting as agent in satisfying a performance obligation, and the revenue is recognized in the net amount of any fee or commission to which it expects to be entitled from another party.

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The Group has both pre-paid and post-paid customers for its goods and services provided. Contract assets primarily relate to the Group’s rights to consideration for products or services provided to the customers but for which the Group does not have an unconditional right at the reporting date. In the post-paid contract, contract asset is deductedcreated, which represents the difference between the amount of products revenue recognized upon sale of products or provision of service and the amount of consideration received/receivable from the customer. The contract asset is reclassified to accounts receivable as services are provided and billed. Contract liabilities arise when the Group receives consideration in advance of providing the goods or services promised in the contract. Contract liabilities are presented in deferred revenue on the consolidated balance sheet. The contract assets and the contract liabilities are classified as current and non-current portions based on their respective recovery or settlement periods. Non-current portion of contract assets are presented in other non-current assets.

Incremental costs incurred to obtain a contract, which mainly comprise sales commissions payable to third party agents, are amortized on a systemic basis that is consistent with the transfer to the customer of the goods or services to which the costs incurred to obtain a customer contract relates over the expected duration of the contract and recorded in selling expense, if it is expected to be recovered. When the expected amortization period is one year or less, the Group utilizes the practical expedient and expenses the costs as incurred. Capitalized incremental costs incurred to obtain a contract is recorded as other non-current assets.

Cost incurred to fulfill a contract represents the cost directly related to the Group’s telecommunications service contracts which are not within the scope of another accounting standard. The amount is amortized on a systemic basis that is consistent with the transfer to the customer of the goods or services to which the costs incurred to fulfill a customer contract relates over the expected duration of the contract and recorded as deferred revenue when the rewards are grantednetwork operation and recognizedsupport expenses, if it is expected to be recovered. Capitalized cost incurred to fulfill a contract is recorded as revenue when the points are redeemed or expire.other non-current assets based on its amortization period.

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Interest Income

Interest income is recognized as it accrues using the effective interest method.

Impairment Loss for Doubtful Accounts Receivable

From January 1, 2018, the impairment loss allowance of accounts receivable is based on assumptions about risk of default and expected loss rates. We assess these assumptions and select the inputs to the impairment loss for doubtful accountscalculation, based upon evaluation of the recoverability of the accounts receivable and other receivableson past history, existing market conditions as well as forward looking estimates at each balance sheet date. Our estimates are based on the aging of our accounts receivable and other receivable balances and our historicalwrite-off experience, net of recoveries. If the financial condition of our customers were to deteriorate, additional impairment may be required.

Depreciation

Depreciation is calculated to write off the cost of items of property, plant and equipment, less their estimated residual value, if any, using the straight-line method over their estimated useful lives. We review the estimated useful lives and residual values of our assets annually in order to determine the amount of depreciation expense to be recorded during any reporting period. We determine the useful lifelives and residual values of our assets based on our historical experience with similar assets, expected usage of the assets and anticipated technological changes with respect to those assets. Estimates and assumptions used in setting depreciable lives require both judgment and estimation. Our policies regarding accounting for these assets are set forth in note 2(g) to our consolidated financial statements included elsewhere in this annual report on Form20-F.

Impairment of Property, Plant and Equipment, Goodwill, andRight-of-use Assets, Other Intangible Assets and Investments Accounted for Using the Equity Method

Our property, plant and equipment, consisting primarily of telecommunications transceivers, switching centers, transmission and other network equipment comprise a significant portion of our total assets. Changes in technology or industry conditions may cause the estimated period of use or the value of these assets to change. Property, plant and equipment,right-of-use assets, other intangible assets subject to amortization and investments accounted for using the equity method are reviewed at least annually to determine whether there is any indication of impairment. The recoverable amount is estimated whenever events or changes in circumstances have indicated that their carrying amounts may not be recoverable. In addition, for goodwill and other intangible assets that have indefinite useful lives, the recoverable amount is estimated annually whether or not there is any indication of impairment.

The recoverable amount of an asset is the greater of its fair value less costs of disposal and itsvalue-in-use. In assessingvalue-in-use, the estimated future cash flows are discounted to their present value using apre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset, which requires significant judgment relating to level of revenue and amount of operating costs. We use all readily available information in determining an amount that is a reasonable estimation of the recoverable amount, including estimates based on reasonable and supportable assumptions and projections of revenue and operating costs. Changes in these estimates could have a significant impact on the carrying value of the assets and could result in further impairment charge or reversal of impairment in future periods. No significant impairment of property, plant and equipment, interest in associates,investment accounted for using the equity method, goodwill and other intangible assets was recorded in 2015, 20162018, 2019 and 2017, except for certain inefficient terminal transmission equipment and WLAN assets impairment in 2015 and inefficient 2G wireless network equipment.2020. Details are set forth in notes 13, 1615, 21 and 1819, respectively, to our consolidated financial statements included elsewhere in this annual report on Form20-F.

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Estimates and assumptions used in testing for recoverability require both judgment and estimation. Our policies regarding accounting for these assets and assessing their recoverability are set forth in note 2(i)2(j) to our consolidated financial statements included elsewhere in this annual report on Form20-F.

Classification of LeasesLease

We haveapplied IFRS 16 from its mandatory adoption date of January 1, 2019. Other than land use right, we primarily lease telecommunications towers, buildings and premises and other network equipment. Lease contracts are typically for fixed periods with no extension options.

Lease liabilities are initially measured on the present value of unpaid lease payments at the commencement date. Lease payments include the net present value of fixed payments, variable lease payments that are based on an index or a numberrate, residual value guarantees payments, lease payments to be made under reasonably certain extension options and payments of penalties for terminating the lease. As the interest rate implicit in the lease cannot be readily determined, we use incremental borrowing rate as the discounted rate for calculating the present value of lease arrangements.payments. When determining the incremental borrowing rate, we make adjustments on risk-free interest based on lease term and credit risk for leases, as we do not have recent third party financing. Lease payments are allocated between principal and finance cost. We followcalculate lease liability interests based on a constant periodic rate, which is charged to profit or loss as finance cost over the lease period.

Our right-of-use assets are measured at cost, which includes the amount of the initial measurement of lease liabilities, any lease payments made at or before the commencement date, initial direct costs and restoration costs. Right-of-use assets are generally depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis.

Prior to December 31, 2018, we followed the guidance of “IAS 17 – Leases” to determine the classification of leases as operating leases versus finance leases. Significant judgementsjudgments and assumptions are required in the assessment of the classification. The determination of classification depends on whether the lease transfers substantially all the risks and rewards of the assets to us. In particular, during the assessment, the management estimates (i) economic lives of lease assets, (ii) the discount rate used in the calculation of present value of minimum lease payments, and (iii) the fair value of the leased assets. Any future changes to these judgementsjudgments or assumptions will affect the classification and hence the results of operation and financial position of us.

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Possible Impact of Amendments, New Standards, Interpretations and Disclosures Issued but Not Yet Effective or Mandatory for the Year Ended December 31, 20172020

Up to the date of issue of our consolidated financial statements for the year ended December 31, 2017,2020, the IASB has issued a number of amendments and new standards and interpretations which are not yet effective or mandatory for the year ended December 31, 20172020 and which have not been adopted by us.

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Of these developments, the following relate to matters that may be relevant to our operations and consolidated financial statements:

 

   

Effective for accounting periods
beginning on or after

IFRS 9 “Financial Instrument”17 “Insurance Contracts”  January 1, 20182023
Amendments to IFRS 15 “Revenue from Contracts with Customers”16 “Lease” – Covid-19-related Rent ConcessionsJune 1, 2020
Amendments to IAS 1“Presentation of Financial Statements” – Classification of Liabilities as Current or Non-current  January 1, 20182023
Amendments to IAS 16 “Property, Plant and Equipment” – Property, Plant and Equipment: Proceeds before intended useJanuary 1, 2022
Amendments to IFRS 3 “Business Combinations”– Reference to the Conceptual FrameworkJanuary 1, 2022
Amendments to IAS 37 “Provisions, Contingent Liabilities and Contingent Assets” – Onerous Contracts – Cost of Fulfilling a ContractJanuary 1, 2022
Annual ImprovementImprovements to IFRSs 2014-2016 cycle*IFRS Standards 2018–2020  January 1, 20182022
IFRIC – Int 22, “Foreign Currency Transactions and Advance Consideration”January 1, 2018
IFRS 16 “Leases”January 1, 2019
IFRIC – Int 23, “Uncertainty over Income Tax Treatments”January 1, 2019
Annual Improvement to IFRSs 2015-2017 cycleJanuary 1, 2019
AmendmentAmendments to IFRS 10 “Consolidated Financial Statements”To be determined
Amendment tofinancial statements” and IAS 28 “Investments in Associatesassociates and Joint Ventures”joint ventures”- Sale or contribution of assets between an investor and its associate or joint venture  To be determined

*It included amendment to IFRS 12 which was effective in January 1, 2017 and does not have a material impact on the Group.

The implementation of “IFRS 15 – Revenue from contracts with customers”, “IFRS 9 – Financial instruments” and “IFRS16 – Leases” may require the Company to change its accounting and operational policies or restate its consolidated financial statements. The IASB issued “IFRS 15 – Revenue from contracts with customers” and “IFRS 9 – Financial instruments”, which became effective from January 1, 2018, and “IFRS 16 – Leases”, which shall become effective from January 1, 2019. The Company has analyzed the potential impact of the first-time application of these standards on its consolidated financial statements. For detailed information of our management’s assessment and anticipation, see note 40 to our consolidated financial statements included elsewhere in this annual report on Form20-F.

The “IFRS 15 – Revenue from contracts with customers” standard specifies how and when the Company will recognize revenue as well as requiring the Company to provide users of financial statements with more informative and relevant disclosures. IFRS 15 requires the identification of the distinct deliverables in contracts with customers that qualify as separate “performance obligations” and the allocation of the transaction price receivables from customers to each “performance obligation” on relative stand-alone selling price basis. Upon the completion of the principal or agent analysis under the new standard, the Company will allocate the total consideration to each “performance obligation”, including telecommunications services, handsets and customer point rewards and other promotional goods or services. The current accounting policy for telecommunications services, handsets and customer points rewards is disclosed in note 2(r) to our consolidated financial statements included elsewhere in this annual report on Form20-F, and promotional items are accounted for as selling expenses under the existing treatment. Moreover, IFRS 15 requires customer acquisition cost to be capitalized as an asset and amortized on a systematic basis consistent with the pattern of the transfer of the goods or services to which the asset relates. The Company considers that certain types of sales commissions will be capitalized and amortized on a straight-line basis over the period under the new standards. The change will impact on the timing of the expense recognition.

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In accordance with the “IFRS 9 – Financial instruments” standard addresses the classification, measurement and derecognition of financial assets and financial liabilities, and a new impairment model for financial assets. Management anticipates the application of IFRS 9 will affect the classification and measurement of the Company’savailable-for-sale investments and have an impact on amounts reported in respect of the Group’s wealth management products issued by banks and certain equity investments. There will be no impact on the Company’s accounting for financial liabilities, and the Company expects no material impact on the loss allowance for the financial assets classified at amortized cost, contract assets under IFRS 15 “Revenue from Contracts with Customers”, trade debtors and certain other financial assets. The new standard also introduces expanded disclosure requirements and changes in presentation. These are expected to change the nature and extent of the Company’s disclosures about its financial instruments particularly in the year of the adoption of the new standard.

“IFRS 16 – Leases” will result in almost all leases being recognized on the balance sheets, as the distinction between operating and finance leases is removed. Under the new standard, an asset (the right to use the leased item) and financial liabilities to pay rentals are recognized. Upon preliminary evaluation, given that the Company leases certain telecommunications facilities for time periods longer than a year, the application of IFRS 16 in 2019 is expected to have impact on the Company’s consolidated financial statements to certain extent because present values of lease liabilities and leased assets will be recorded on the balance sheet when the standard is applied. Accordingly, the Company expects a corresponding increase in its assets and liabilities. In addition, related operating lease expenses will be reclassified as depreciation and finance costs.

As a result of the new IFRS standards, the Company might be required to change its accounting policies, to alter its operational policies so that they reflect new financial reporting standards, or to restate its published consolidated financial statements. Such changes may have an adverse effect on the Company’s business, financial position and profit, or could cause an adverse deviation between the Company’s revenue and operating result targets.

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Results of Operations

The following table sets forth selected consolidated statements of comprehensive income data for the years indicated:

 

   Year Ended December 31, 
   2015   2016   2017 
   Amount  % of
Total
   Amount  % of
Total
   Amount  % of
Total
 
   (in millions of RMB, except percentage data) 

Operating revenue(1):

         

Revenue from telecommunications services

   584,089   87.4    623,422   88.0    668,351   90.3 

Revenue from sales of products and others

   84,246   12.6    84,999   12.0    72,163   9.7 
  

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Total

   668,335   100.0    708,421   100.0    740,514   100.0 
  

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Operating expenses:

         

Leased lines and network assets

   20,668   3.7    39,083   6.6    46,336   7.5 

Interconnection

   21,668   3.8    21,779   3.7    21,762   3.5 

Depreciation

   136,832   24.2    138,090   23.4    149,780   24.1 

Employee benefit and related expenses

   74,805   13.2    79,463   13.5    85,513   13.8 

Selling expenses

   59,850   10.6    57,493   9.7    61,086   9.8 

Cost of products sold

   89,297   15.8    87,352   14.8    73,668   11.9 

Other operating expenses

   162,293   28.7    167,073   28.3    182,243   29.4 
  

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Total

   565,413   100.0    590,333   100.0    620,388   100.0 
  

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Profit from operations

   102,922     118,088     120,126  

Gain on the transfer of Tower Assets

   15,525     —       —    

Other gains

   1,800     1,968     2,389  

Interest income

   15,852     16,005     15,883  

Finance costs

   (455    (235    (210 

Share of profit of investments accounted for using the equity method

   8,090     8,636     9,949  
  

 

 

    

 

 

    

 

 

  

Profit before taxation

   143,734     144,462     148,137  

Taxation

   (35,079    (35,623    (33,723 
  

 

 

    

 

 

    

 

 

  

Profit for the year

   108,655     108,839     114,414  
  

 

 

    

 

 

    

 

 

  

Attributable to:

         

Equity shareholders

   108,539   99.9    108,741   99.9    114,279   99.9 

Non-controlling interests

   116   0.1    98   0.1    135   0.1 
  

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Profit for the year

   108,655   100.0    108,839   100.0    114,414   100.0 
  

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

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   Year Ended December 31, 
   2018   2019   2020 
   Amount  % of
Total
   Amount  % of
Total
   Amount  % of
Total
 
   (in millions of RMB, except percentage data) 

Operating revenue(1):

         

Revenue from telecommunications services

   670,907   91.1    674,392   90.4    695,692   90.6 

Revenue from sales of products and others

   65,912   8.9    71,525   9.6    72,378   9.4 
  

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Total

   736,819   100.0    745,917   100.0    768,070   100.0 
  

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Operating expenses:

         

Network operation and support expenses

   200,007   32.5    175,810   27.8    206,424   31.5 

Depreciation and amortization

   154,154   25.0    182,818   28.9    172,401   26.3 

Employee benefit and related expenses

   93,939   15.3    102,518   16.2    106,429   16.2 

Selling expenses

   60,326   9.8    52,813   8.3    49,943   7.6 

Cost of products sold

   66,231   10.8    72,565   11.5    73,100   11.2 

Other operating expenses

   40,775   6.6    46,244   7.3    47,039   7.2 
  

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Total

   615,432   100.0    632,768   100.0    655,336   100.0 
  

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Profit from operations

   121,387     113,149     112,734  

Other gains

   2,906     4,029     5,602  

Interest and other income

   15,885     15,560     14,341  

Finance costs

   (144    (3,246    (2,996 

Income from investments accounted for using the equity method

   13,861     12,641     12,678  
  

 

 

    

 

 

    

 

 

  

Profit before taxation

   153,895     142,133     142,359  

Taxation

   (35,944    (35,342    (34,219 
  

 

 

    

 

 

    

 

 

  

Profit for the year

   117,951     106,791     108,140  
  

 

 

    

 

 

    

 

 

  

Attributable to:

         

Equity shareholders

   117,781   99.9    106,641   99.9    107,843   99.7 

Non-controlling interests

   170   0.1    150   0.1    297   0.3 
  

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Profit for the year

   117,951   100.0    106,791   100.0    108,140   100.0 
  

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

 

(1)

Our operating revenue components are revenue from telecommunications services and revenue from sales of products and others. Revenue from telecommunications services consists of voice services revenue, data services revenue and other revenue from telecommunications services. Revenue from sales of products and others is mainly derived from sales of SIM cardshandsets, smart devices and terminalsICT equipment as well as revenue from construction contracts.

Year Ended December 31, 20172020 Compared to Year Ended December 31, 20162019

Operating Revenue. Our operating revenue components are revenue from telecommunications services and revenue from sales of products and others. Revenue from telecommunications services primarily consists of voice services revenue and data services revenue. Voice services revenue mainly includes standard local usage fees for airtime and applicable domestic and international long-distance charges receivable from customers for the use of our telecommunications networks and facilities, fees in respect of roaming out calls made by our customers outside their registered service areas and fees charged for voice value-added services. Data services revenue is mainly derived from SMS and MMS, wireless data traffic services, wireline broadband business and applications and information services. Other revenue from telecommunications services largely represents interconnection revenue. Revenue from sales of products and others is mainly derived from sales of SIM cardshandsets, smart devices and terminals,ICT equipment, as well as revenue from construction contracts. See note 1 to the table above.

Operating revenue increased by 4.5% from RMB708,421RMB745,917 million in 20162019 to RMB740,514RMB768,070 million (US$113,815117,712 million) in 2017. This2020, representing a year-on-year increase was primarily due to the growth in our data services.

of 3.0%. Revenue from telecommunications services increased by 7.2%grew from RMB623,422RMB674,392 million in 20162019 to RMB668,351RMB695,692 million (US$102,724106,619 million) in 2017. Voice services2020, representing a year-on-year increase of 3.2%. The Group made an all-out effort to advance the “5G+” plan, further promoted scale-based and value-oriented operations, strived to capture new markets emerged in the blue-ocean digital economy, which resulted in the rapid growth of revenue decreased by 25.3% from RMB209,949 million in 2016 to RMB156,918 million (US$24,118 million) in 2017. This decrease was principally duewireline broadband and application and information services.

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Due to the substitution effect of Over The Top servicesmobile Internet and reduced voice tariff as a result of the cancellation of handset domestic long-distance roaming tariffs. Our averageother factors, revenue from voice services revenue per minute continued to reflect a downward trend from RMB0.050 in 2016 to RMB0.040 in 2017. With intensified market competition and further tariff decreases, our average voice services revenue per minute may continue to decline in future periods. In response to the downward trend in voice services revenue, we are providing reasonable tariff packages and undertaking sales and marketing activities. As a percentage of revenue from telecommunications services, voice services revenue decreased from 33.7%RMB88,624 million in 20162019 to 23.5%RMB78,782 million (US$ 12,074 million) in 2017.2020, representing a year-on-year decrease of 11.1%.

Set forth below is a table summarizing certain results of our data business for the periods indicated.

 

   Year Ended December 31,  Increase
(Decrease)
   Change 
   2016  2017    
   (Revenue, in millions of RMB, except percentage data)   (%) 

SMS and MMS

   28,555   28,058   (497   (1.7

Wireless data traffic

   288,178   364,906   76,728    26.6 

Wireline broadband

   25,618   39,731   14,113    55.1 

Applications and information services

   52,586   60,655   8,069    15.3 
  

 

 

  

 

 

  

 

 

   

Data services revenue

   394,937   493,350   98,413    24.9 
  

 

 

  

 

 

  

 

 

   

Data services revenue as a percentage of revenue from telecommunications services

   63.3  73.8  10.5    —   

   Year Ended December 31,   Increase   Change 
   2019   2020 
   (Revenue, in millions of RMB, except percentage data)   (%) 

SMS and MMS

   28,648    29,485    837    2.9

Wireless data traffic

   384,999    385,679    680    0.2

Wireline broadband

   68,835    80,808    11,973    17.4

Applications and information services

   82,543    101,038    18,495    22.4
  

 

 

   

 

 

   

 

 

   

Data services revenue

   565,025    597,010    31,985    5.7
  

 

 

   

 

 

   

 

 

   

Data services revenue as a percentage of revenue from telecommunications services

   83.8    85.8    2.0    —   

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Data services revenue increased by 24.9% from RMB394,937 million in 2016 to RMB493,350 million (US$75,827 million) in 2017. This increase was mainly due to the expansion of our 4G network capacity and our increased efforts to promote data traffic services with reduced data tariff which attracted new customers. Furthermore, the widespread use of mobile applications also drove the increase in data usage. Our data business includes wireless data traffic, wireline broadband, SMS and MMS, and applications and information services. TheData services revenue grew from RMB565,025 million in 2019 to RMB597,010 million (US$91,496 million) in 2020, representing a year-on-year increase of 5.7%. This increase was mainly due to improved quality of our broadband services which resulted in the rapid growth of our revenue from handset data traffic in 2017 was partially offset by decreased handset data traffic tariffwireline broadband. Also, as a result of a series of preferentialthe Group’s initiatives in accelerating business transformation and upgrade, revenue from application and information services grew rapidly.

Revenue from wireless data traffic plans which we rolled outincreased by 0.2% from RMB384,999 million in May 2017.2019 to RMB385,679 million (US$59,108 million) in 2020. Revenue generated from wireline broadband business grew by 55.1%17.4% from RMB68,835 million in 2019 to RMB39,731RMB80,808 million (US$6,10712,384 million) in 2017, as compared to RMB25,618 million in 2016.2020. Revenue generated from SMS and MMS decreasedincreased by 1.7%2.9% from RMB28,555RMB28,648 million in 20162019 to RMB28,058RMB29,485 million (US$4,3124,519 million) in 2017 due to the substitution effect of Over The Top services, which resulted in a decrease in SMS usage from 542.4 billion messages in 2016 to 541.0 billion messages in 2017.2020. Revenue generated from applications and information services increased by 15.3%22.4% from RMB82,543 million in 2019 to RMB60,655RMB101,038 million (US$9,32315,485 million) in 2017, as compared to RMB52,586 million in 2016.2020. As a percentage of revenue from telecommunications services, data services revenue increased from 63.3%83.8% in 20162019 to 73.8%85.8% in 2017.2020.

Revenue from sales of products and others decreasedincreased by 15.1%1.2% from RMB84,999RMB71,525 million in 20162019 to RMB72,163RMB72,378 million (US$ 11,09111,093 million) in 2017 mainly2020, primarily due to an increase in the decrease in ourrevenue from sales of 4G terminals because we encouraged customers to purchase handsets from open market channels.ICT equipment and other smart devices.

Operating Expenses. Operating expenses include leased lines and network assets, interconnection expenses, depreciation expenses relating to our telecommunications network and other property, plant and equipment, employee benefit and related expenses, selling expenses, cost of products sold and other operating expenses. Other operating expenses primarily consist of network maintenance expenses, operation support and research and development expenses, power and utilities expenses, operating lease charges, assets impairment and written off, impairment loss of doubtful accounts and other miscellaneous expenses.

Operating expenses increased by 5.1%3.6% from RMB590,333RMB632,768 million in 20162019 to RMB620,388RMB655,336 million (US$95,352100,435 million) in 2017.2020. Among the operating expenses:

Leased linesNetwork operation and network assetssupport expenses increased by 18.6%17.4% from RMB39,083RMB175,810 million in 20162019 to RMB46,336RMB206,424 million (US$7,12231,636 million) in 2017. The increase was mainly attributable to the leasing fee we paid for using telecommunications towers, which increased to RMB36.9 billion (US$5.7 billion) by 31.3% from 2016, partially offset by the decreases in network leasing fees for 3G network and “Village Connect” assets.2020. As a percentage of operating expenses, leased linesnetwork operation and network assetssupport expenses increased from 6.6%27.8% in 20162019 to 7.5%31.5% in 2017.

Interconnection2020. The increase in our network operation and support expenses in 20172020 was RMB21,762 million (US$3,345 million), which remained relatively stable comparedprimarily due to RMB21,779(i) increased electricity expenses resulting from expansion in the 5G network and data centers and (ii) increased investments in transformation of the smart family business and the DICT business and construction of smart mid-end platforms. For more information on our network operation and support expenses, see note 5 to our consolidated financial statements included elsewhere in this annual report on Form 20-F.

Depreciation and amortization expenses decreased by 5.7% from RMB182,818 million in 2016. Interconnection expenses as a percentage of operating expenses decreased from 3.7% in 20162019 to 3.5% in 2017.

Depreciation expenses increased by 8.5% from RMB138,090RMB172,401 million in 2016 to RMB149,780 million (US$23,02126,422 million) in 2017. The increase was mainly because we maintained our investment level and expanded our network assets.2020. As a percentage of operating expenses, depreciation and amortization expenses increaseddecreased from 23.4%28.9% in 20162019 to 24.1%26.3% in 2017.2020. The decrease in our depreciation and amortization expenses in 2020 was primarily due to adjustment to the depreciable life of 4G wireless assets.

Employee benefit and related expenses increased by 7.6%3.8% from RMB79,463RMB102,518 million in 20162019 to RMB85,513RMB106,429 million (US$13,14316,311 million) in 2017. This increase was2020, primarily due to our adjustment and optimizationas a result of compensation structure, enhanced incentives for junior employees,to attract talents in corporate business, emerging markets and an increaseresearch and development in the standardsfield of 5G, artificial intelligence, IoT, cloud computing, big data and edge computing, partially offset by the cost-saving effect on employee benefit and related expenses attributable to the social insurance.security exemption policy during the COVID-19 pandemic period. As a percentage of operating expenses, employee benefit and related expenses increased from 13.5%was 16.2% in 2016 to 13.8% in 2017.both 2019 and 2020.

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Selling expenses increaseddecreased by 6.2%5.4% from RMB57,493RMB52,813 million in 20162019 to RMB61,086RMB49,943 million (US$9,3897,654 million) in 2017.2020. This increasedecrease was principally because we accelerated channel transformation, strengthened the resultintegrated development of our increased efforts in precisionsales channels and optimized allocation of marketing resources, which offset the COVID-19 pandemic’s negative impact on offline marketing and promotion of emerging business in response to intensified competition in 4G and wireline broadband markets.operational efficiency. As a percentage of operating expenses, selling expenses slightly increaseddecreased from 9.7%8.3% in 20162019 to 9.8%7.6% in 2017.2020.

Cost of products sold decreasedincreased by 15.7%0.7% from RMB87,352RMB72,565 million in 20162019 to RMB73,668RMB73,100 million (US$11,32311,203 million) in 2017.2020. This decreaseincrease was primarily due todriven by the decreaseincrease in terminals sold.the revenue from sales of products over the same periods. As a percentage of operating expenses, cost of products sold decreased from 14.8%11.5% in 20162019 to 11.9%11.2% in 2017.2020.

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Other operating expenses increased by 9.1%1.7% from RMB167,073RMB46,244 million in 20162019 to RMB182,243RMB47,039 million (US$28,0107,209 million) in 2017. This2020. The increase was primarilymainly due to the increases(i) an increase in expenses to support new business operation, R&D for new technologiesexpenses and ICT (Information(ii) COVID-19 prevention and Communication Technology) integrated services. In addition, considering the declining 2G network utility, the significant growth in VoLTE usage and the further decline of voice tariff, we made provisions for the impairment of 2G wireless network equipment of RMB10,450 million (US$1,606 million).infection control measures. As a percentage of operating expenses, other operating expenses increaseddecreased from 28.3%7.3% in 20162019 to 29.4%7.2% in 2017.2020. For more information on our other operating expenses, and the above-mentioned provision, see note 6 and 13, respectively,7 to our consolidated financial statements included elsewhere in this annual report on Form20-F.

Profit from Operations. As a result of the foregoing, profit from operations increaseddecreased by 1.7%0.4% from RMB118,088RMB113,149 million in 20162019 to RMB120,126RMB112,734 million (US$18,46317,277 million) in 2017,2020, and operating margin (profit from operations as a percentage of operating revenue) decreased from 16.7%15.2% in 20162019 to 16.2%14.7% in 2017.2020.

Other Gains. Other gains increased by 21.4%39.0% from RMB1,968RMB4,029 million in 20162019 to RMB2,389RMB5,602 million (US$367859 million) in 2017,2020, principally due to anthe increase in penaltygovernment subsidies and compensation income from RMB764 million in 2016 to RMB1,118 million (US$172 million) in 2017.additional deduction of input VAT.

Interest and Other Income. Interest and other income decreased by 0.8% from RMB16,005RMB15,560 million in 20162019 to RMB15,883RMB14,341 million (US$2,4412,198 million) in 2017,2020. The decrease was mainly because the average bank and cash balance during the year decreased compareddue to the previous year.decline of fair value of the convertible bond issued by SPD bank held by the Group.

Finance Costs. Finance costs decreased by 10.6% from RMB235RMB3,246 million in 20162019 to RMB210RMB2,996 million (US$32459 million) in 2017.2020. This decrease was mainly due to a decrease in interest on bonds, which we fully repaid in October 2017.costs associated with lease liabilities.

Share of Profit ofIncome from Investments Accounted for Using the Equity Method.We had a share of profit ofincome from investments accounted for using the equity method of RMB9,949RMB12,678 million (US$1,5291,942 million) in 2017,2020, an increase by 15.2%0.3% from RMB8,636RMB12,641 million in 2016, which2019. The increase was primarily attributable to our shareholding in SPD BankChina Tower and China Tower.IFLYTEK. For more information on our share of profit ofincome from investments accounted for using the equity method, see note 1821 to our consolidated financial statements included elsewhere in this annual report on Form20-F.

Profit before Taxation. As a result of the foregoing, profit before taxtaxation increased by 2.5%0.2% from RMB144,462RMB142,133 million in 20162019 to RMB148,137RMB142,359 million (US$22,76821,817 million) in 2017.2020.

Taxation. Our income tax expense decreased by 5.3%3.2% from RMB35,623RMB35,342 million in 20162019 to RMB33,723RMB34,219 million (US$5,1835,244 million) in 2017. This decrease was2020, primarily due to the preferential tax rates became applicable torate and tax rebates received by certain of our subsidiaries and branches in 2017.2020. Our effective tax rate decreased from 24.7%was 24.9% in 2016 to 22.8% 2019 and 24.0%in 2017.2020.

Profit Attributable to Equity Shareholders. As a result of the foregoing and after taking into accountnon-controlling interests, profit attributable to equity shareholders increased by 5.1%1.1% from RMB108,741RMB106,641 million in 20162019 to RMB114,279RMB107,843 million (US$17,56416,527 million) in 2017. Net profit margin (profit attributable to equity shareholders as a percentage of operating revenue) increased from 15.3% in 2016 to 15.4% in 2017.

Year Ended December 31, 2016 Compared to Year Ended December 31, 2015

Operating Revenue. Our operating revenue components are revenue from telecommunications services and revenue from sales of products and others. Revenue from telecommunications services primarily consists of voice services revenue and data services revenue. Voice services revenue mainly includes standard local usage fees for airtime and applicable domestic and international long-distance charges receivable from customers for the use of our telecommunications networks and facilities, fees in respect of roaming out calls made by our customers outside their registered service areas and fees charged for voice value-added services. Data services revenue is mainly derived from SMS and MMS, wireless data traffic services, wireline broadband business and applications and information services. Other revenue from telecommunications services largely represents interconnection revenue. Revenue from sales of products and others is mainly derived from sales of SIM cards and terminals, as well as revenue from construction contracts. See note 1 to the table above.

Operating revenue increased by 6.0% from RMB668,335 million in 2015 to RMB708,421 million in 2016. This increase was primarily due to the growth in our data services.

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Revenue from telecommunications services increased by 6.7% from RMB584,089 million in 2015 to RMB623,422 million in 2016. Voice services revenue decreased by 19.8% from RMB261,896 million in 2015 to RMB209,949 million in 2016. This decrease was principally due to the substitution effect of Over The Top services, which resulted in a decrease in voice usage. Our average voice services revenue per minute continued to reflect a downward trend from RMB0.061 in 2015 to RMB0.050 in 2016. With intensified market competition and further tariff decreases, our average voice services revenue per minute may continue to decline in future periods. In response to the downward trend in voice services revenue, we are providing reasonable tariff packages and undertaking sales and marketing activities. As a percentage of revenue from telecommunications services, voice services revenue decreased from 44.8% in 2015 to 33.7% in 2016.

Set forth below is a table summarizing certain results of our data business for the periods indicated.

   Year Ended December 31,  Increase
(Decrease)
   Change 
   2015  2016    
   (Revenue, in millions of RMB, except percentage data)   (%) 

SMS and MMS

   31,244   28,555   (2,689   (8.6

Wireless data traffic

   200,857   288,178   87,321    43.5 

of which: Handset data traffic

   195,490   283,229   87,739    44.9 

Wireline broadband

   18,339   25,618   7,279    39.7 

Applications and information services

   52,985   52,586   (399   (0.8
  

 

 

  

 

 

  

 

 

   

Data services revenue

   303,425   394,937   91,512    30.2 
  

 

 

  

 

 

  

 

 

   

Data services revenue as a percentage of revenue from telecommunications services

   52.0  63.3  11.3    —   

Data services revenue increased by 30.2% from RMB303,425 million in 2015 to RMB394,937 million in 2016, surpassing our voice services revenue for the second time. This increase was mainly due to our continued efforts to promote data traffic services operations, with a focus on the expansion of our 4G network capacity to continue to attract new customers and in response to the national policy of “speed upgrade and tariff reduction,” we offered discounts to our tariff plans. Our data business includes wireless data traffic, wireline broadband, SMS and MMS, and applications and information services. Revenue generated from handset data traffic, which has become a strong driver of revenue growth, grew by 44.9% to RMB283,229 million in 2016, as compared to RMB195,490 million in 2015, primarily due to the rapid development of the mobile Internet business, the increasing market penetration of smartphones by focusing on the sales of 4G terminals and the development of 4G services. The growth of our revenue from handset data traffic in 2016 was partially offset by the tariff plans with discounts we offered to attract more subscribers. Revenue generated from wireline broadband business grew by 39.7% to RMB25,618 million in 2016, as compared to RMB18,339 million in 2015. Revenue generated from SMS and MMS decreased by 8.6% from RMB31,244 million in 2015 to RMB28,555 million in 2016, as competition from Internet instant messaging applications continued to intensify, and SMS usage decreased by 3.1% from 559.9 billion messages in 2015 to 542.4 billion messages in 2016. Revenue generated from applications and information services slightly decreased by 0.8% to RMB52,586 million in 2016, as compared to RMB52,985 million in 2015. As a percentage of revenue from telecommunications services, data services revenue increased from 52.0% in 2015 to 63.3% in 2016.

Revenue from sales of products and others increased by 0.9% from RMB84,246 million in 2015 to RMB84,999 million in 2016 mainly due to the increase in our sales of 4G terminals.

Operating Expenses. Operating expenses include leased lines and network assets, interconnection expenses, depreciation expenses relating to our telecommunications network and other property, plant and equipment, employee benefit and related expenses, selling expenses, cost of products sold and other operating expenses. Other operating expenses primarily consist of network maintenance expenses, operating lease charges, impairment loss of doubtful accounts, assets written off, power and utilities expenses and other miscellaneous expenses.

Operating expenses increased by 4.4% from RMB565,413 million in 2015 to RMB590,333 million in 2016. Among the operating expenses:

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Leased lines and network assets expenses increased by 89.1% from RMB20,668 million in 2015 to RMB39,083 million in 2016. The increase was mainly attributable to the RMB28.1 billion we paid to China Tower for using the telecommunications towers, which was offset by the decrease in network leasing fees for 3G network and “Village Connect” assets. As a percentage of operating expenses, leased lines and network assets expenses increased from 3.7% in 2015 to 6.6% in 2016.

Interconnection expenses in 2016 were RMB21,779 million, which remained relatively stable compared to RMB21,668 million in 2015. Interconnection expenses as a percentage of operating expenses decreased from 3.8% in 2015 to 3.7% in 2016.

Depreciation expenses increased by 0.9% from RMB136,832 million in 2015 to RMB138,090 million in 2016. The increase was mainly because we maintained our investment level and expanded our network assets, partially offset by the decreased capital expenditures as a result of changes in telecommunications tower operating model following the transfer of Tower Assets. As a percentage of operating expenses, depreciation expenses decreased from 24.2% in 2015 to 23.4% in 2016.

Employee benefit and related expenses increased by 6.2% from RMB74,805 million in 2015 to RMB79,463 million in 2016. This increase was primarily due to our adjustment and optimization of compensation structure to increase compensation for frontline employees and an increase in the standards of social insurance. As a percentage of operating expenses, employee benefit and related expenses increased from 13.2% in 2015 to 13.5% in 2016.

Selling expenses decreased by 3.9% from RMB59,850 million in 2015 to RMB57,493 million in 2016. This decrease was principally the result of our deepened transformation of marketing model and enhanced precision marketing, resulting in a further improvement in the allocation of our use of marketing resources. As a percentage of operating expenses, selling expenses decreased from 10.6% in 2015 to 9.7% in 2016.

Cost of products sold decreased by 2.2% from RMB89,297 million in 2015 to RMB87,352 million in 2016. This decrease was primarily due to our reduced handset subsidy as a result of our efforts to promote the sales of mobile handsets through public distribution channels. As a percentage of operating expenses, cost of products sold decreased from 15.8% in 2015 to 14.8% in 2016.

Other operating expenses increased by 2.9% from RMB162,293 million in 2015 to RMB167,073 million in 2016. This increase was primarily due to the increase in power and utilities expenses as a result of the increases in base stations, IDC equipment and other devices, which was partially offset by the decreases in our maintenance expenses and leasing expenses due to changes in the operating model of telecommunications towers following the transfer of Tower Assets and our refined cost management. As a percentage of operating expenses, other operating expenses decreased from 28.7% in 2015 to 28.3% in 2016. For more information on our other operating expenses, see note 6 to our consolidated financial statements included elsewhere in this annual report on Form20-F.

Profit from Operations. As a result of the foregoing, profit from operations increased by 14.7% from RMB102,922 million in 2015 to RMB118,088 million in 2016, and operating margin (profit from operations as a percentage of operating revenue) increased from 15.4% in 2015 to 16.7% in 2016.

Other Gains. Other gains increased by 9.3% from RMB1,800 million in 2015 to RMB1,968 million in 2016, principally due to an increase in penalty and compensation income from RMB658 million in 2015 to RMB764 million in 2016.

Interest Income. Interest income increased by 1.0% from RMB15,852 million in 2015 to RMB16,005 million in 2016, mainly because the average bank and cash balance during the year increased compared to the previous year, which was partially offset by the reduction of benchmark deposit rates by PBOC.

Finance Costs. Finance costs decreased by 48.4% from RMB455 million in 2015 to RMB235 million in 2016. This decrease was mainly due to a decrease in interest on entrusted loans as we repaid certain amount of entrusted loans to CMCC.

Share of Profit of Investments Accounted for Using the Equity Method.We had a share of profit of investments accounted for using the equity method of RMB8,636 million in 2016, an increase by 6.7% from RMB8,090 million in 2015, which was primarily attributable to our shareholding in SPD Bank. For more information on our share of profit of investments accounted for using the equity method, see note 19 to our consolidated financial statements included elsewhere in this annual report on Form20-F for the fiscal year ended December 31, 2016.

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Profit before Taxation. As a result of the foregoing, profit before tax increased by 0.5% from RMB143,734 million in 2015 to RMB144,462 million in 2016.

Taxation. Our income tax expense increased by 1.6% from RMB35,079 million in 2015 to RMB35,623 million in 2016. This increase was due to an increase in taxable income. Our effective tax rate was 24.4% in 2015 and 24.7% in 2016, respectively.

Profit Attributable to Equity Shareholders. As a result of the foregoing and after taking into accountnon-controlling interests, profit attributable to equity shareholders increased by 0.2% from RMB108,539 million in 2015 to RMB108,741 million in 2016.2020. Net profit margin (profit attributable to equity shareholders as a percentage of operating revenue) decreased from 16.2%14.3% in 20152019 to 15.3%14.0% in 2016.2020.

Year Ended December 31, 2019 Compared to Year Ended December 31, 2018

For a discussion of our results of operations for the year ended December 31, 2019 compared to the year ended December 31, 2018, please see “Item 5. Operating and Financial Review and Prospects — Results of Operations — Year Ended December 31, 2019 Compared to Year Ended December 31, 2018” of our annual report on Form 20-F for the year ended December 31, 2019.

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Liquidity and Capital Resources

Liquidity

Our principal source of liquidity is cash generated from our operations. As of December 31, 2017,2020, we had working capital (current assets minus current liabilities) of RMB28,214RMB62,469 million (US$4,3369,574 million), compared to working capital of RMB50,256RMB67,799 million as of December 31, 20162019 and negative working capital of RMB12,341RMB60,718 million as of December 31, 2015.2018. The decrease in our working capital as of December 31, 20172020 from December 31, 20162019 was primarily due to a decreasean increase in proceeds receivable for the transfer of Tower Assets as we have collected all outstanding consideration from China Tower from the transfer of Tower Assets in 2017, and a decrease in bank deposits, and is partially offset by the increases inavailable-for-sale financial assets and cash and cash equivalents.our accounts payable. The current portion of our finance lease obligations as of December 31, 2015, 20162018, 2019 and 20172020 were nil, nil and nil, respectively. The current portion of our lease liabilities as of December 31, 2019 and 2020 was RMB22,668 million and RMB24,173 million (US$3,705 million), respectively.

Bank deposits represent term deposits with banks with original maturity exceeding three months. As of December 31, 2017,2020, we had bank deposits of RMB279,371RMB110,382 million (US$42,93916,917 million), compared to bank deposits of RMB335,297RMB130,799 million as of December 31, 20162019 and bank deposits of RMB323,330RMB291,887 million as of December 31, 2015. The decrease2018. For further information about our financial instruments, see “Item 11. Quantitative and Qualitative Disclosures About Market Risk” and note 23 to our consolidated financial statements included elsewhere in bank deposits in 2017 was mainly due to the increased dividends paid to shareholders,while the increase in bank deposits in 2016 was mainly because of the increased cash flow generated from operating activities.this annual report on Form 20-F.

The following table summarizes certain cash flow information for the periods indicated.

 

   Years ended December 31, 
   2015   2016   2017 
   (in millions of RMB) 

Net cash generated from operating activities

   235,089    253,701    245,514 

Net cash used in investing activities

   (142,743   (194,523   (106,533

Net cash used in financing activities

   (86,510   (48,958   (108,231
  

 

 

   

 

 

   

 

 

 

Net increase / (decrease) in cash and cash equivalents

   5,836    10,220    30,750 
  

 

 

   

 

 

   

 

 

 

Net cash generated from operating activities decreased by 3.2% from RMB253,701 million in 2016 to RMB245,514 million (US$37,735 million) in 2017, which primarily reflects a decrease in accounts payable, compared to an increase in 2016, a smaller increase in deferred revenue and a smaller increase in accrued expenses and other payables, and was partially offset by an increase in our profit before taxation excluding depreciation and amortization, and a decrease in other receivables, compared to an increase in 2016.

   Years ended December 31, 
   2018   2019   2020 
   (in millions of RMB) 

Net cash generated from operating activities

   206,151    247,591    307,761 

Net cash used in investing activities

   (212,231   (64,206   (188,106

Net cash used in financing activities

   (57,820   (64,901   (82,252
  

 

 

   

 

 

   

 

 

 

Net (decrease)/increase in cash and cash equivalents

   (63,900   118,484    37,403 
  

 

 

   

 

 

   

 

 

 

Net cash generated from operating activities increased by 7.9%24.3% from RMB235,089RMB247,591 million in 20152019 to RMB253,701RMB307,761 million (US$47,166 million) in 2016,2020, which primarily reflects an increaseimprovement in our profit before taxation excluding depreciation and amortization, an increase in accounts payable, compared to a decrease in 2015, gain on the transferutilization of Tower Assets in 2015, compared to none in 2016 and a decrease in inventories, compared to an increase in 2015, which was partially offset by a smaller increase in deferred revenue, an increase in prepayments and other current assets, compared to a decrease in 2015 and a larger increase in other receivables.

Net cash used in investing activities decreased by 45.2% from RMB194,523 million in 2016 to RMB106,533 million (US$16,374 million) in 2017, primarily due to a decrease in bank deposits, compared to an increase in 2016, and receipt of consideration from China Tower, which was partially offset by an increase in purchase ofavailable-for-sale financial assets, and an increase in short-term loanscredit period granted by China Mobile Financesuppliers and payment for other investments.receivables management.

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Net cash used in investing activities increased by 36.3%significantly from RMB142,743RMB64,206 million in 20152019 to RMB194,523RMB188,106 million (US$28,829 million) in 2016,2020 primarily duebecause the Group optimized treasury management in 2019 to an increaseimprove efficiency which resulted in capital expenditure, an increase in purchasea large decrease ofavailable-for-sale financial assets, an increase in bank deposits, compared to a decrease in 2015 and an increase in restricted bank deposits, compared to the decreases in 2015, which was partially offset by an increase in maturity ofavailable-for-sale financial assets and an increase in receipt of consideration from China Tower.deposits.

Net cash used in financing activities increased by 121.1%26.7% from RMB48,958RMB64,901 million in 20162019 to RMB108,231RMB82,252 million (US$16,63512,606 million) in 2017. The larger2020, primarily due to increased dividend payment, payment for lease liabilities and the net amount of bank deposits repayment minus bank deposits absorption of CMCC.

For a discussion of our cash used in financing activities in 2017flow information for the year ended December 31, 2019 compared to 2016 was mainly attributable to an increase in dividends paid tothe year ended December 31, 2018, please see “Item 5. Operating and Financial Review and Prospects — Liquidity and Capital Resources — Liquidity” of our shareholders.

Net cash used in financing activities decreased by 43.4% from RMB86,510 million in 2015 to RMB 48,958 million in 2016. The smaller amount of cash used in financing activities in 2016 compared to 2015 was mainly attributable to our payment of considerationannual report on Form 20-F for the acquisition of Target Assets and Businesses of China TieTong in 2015 and decrease in repayment of entrusted loans in 2016.year ended December 31, 2019.

Capital Expenditures

Capital expenditures incurred in 2015, 20162018, 2019 and 20172020 were RMB195,577RMB167,075 million, RMB187,291RMB165,878 million and RMB177,533RMB180,634 million (US$27,28627,683 million),respectively. We incurred capital expenditures principally forto build a high-quality 5G network, better the constructiondeployment of mobile communication networks,NB-IoTcloud resources, promote cloud-based network transformation, build up transmission capability and information technology support, transmission facilities, buildings, infrastructure and power systems, business networks, support systems and others. The level of our capital expenditures decreased in 2017 principally due to our prudent planning and allocation of resources to increase capital expenditure efficiency.boost IT support.

We estimate that we will incur capital expenditures of approximately RMB166.1RMB183.6 billion (US$25.528.1 billion) in 2018. Capital2021. Our capital expenditure, to telecommunications services revenue ratiowhich is expected to further go down.be principally incurred in the mainland of China, will serve a variety of purposes, including the continued build-out and enhancement of our 5G network, the construction of cloud-based infrastructure, support for the all-rounded development of the “four growth engines” and enhancements to smart operations.

We have generally funded our capital requirements primarily with cash generated from operations. We believe our available cash and cash generated from future operations will be sufficient to fund the capital expenditures and working capital necessary for the planned network expansion and continued growth of our mobile operations through the end of 2018.2021.

We may seek to obtain additional sources of financing to fund our network expansion and possible future acquisitions, to the extent necessary.

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Contractual Obligations and Commitments

Indebtedness

As of December 31, 2016 and 2017, our indebtedness mainly included corporate bonds of RMB4,998 million and nil as described below, respectively.

On October 28, 2002, our wholly-owned subsidiary, Guangdong Mobile, issued RMB5,000 million guaranteed bonds due 2017, with the entire net proceeds used to settle part of the deferred consideration for our acquisition of eight regional mobile companies in China from CMCC. These bonds commenced trading on the Shanghai Stock Exchange on January 22, 2003. The guaranteed bonds bear fixed interest of 4.5%, payable annually and was fully repaid on October 28, 2017.

We currently have a corporate credit rating of A1/Outlook Stable from Moody’s and A+/Outlook Stable from Standard & Poor’s, which remain at levels equivalent to China’s sovereign credit rating, respectively. Any downgrade in our credit rating willAs of December 31, 2020, we did not triggerhave any events of default on our outstanding bonds or loans or our existing credit facilities.borrowings.

For a discussion of our interest rate risk, please see “Item 11. Quantitative and Qualitative Disclosures About Market Risk.”

Other Contractual Obligations and Commitments

As of December 31, 2017,2020, we had various contractual obligations and commitments which are more fully disclosed in the notes to our consolidated financial statements. The principal components of theseThese obligations and commitments include:

our short-term and long-term debts (in addition to the bonds described under “— Indebtedness” above);

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operating leases; and

primarily include capital commitments.

In the ordinary course of our business, we routinely enter into commercial commitments for various aspects of our operations, such as repairnetwork maintenance and maintenance.support. However, we believe that those commitments will not have a material effect on our financial condition, results of operations or cash flows.

For further disclosure regarding leases and otherour commitments, please see note 3739 to our consolidated financial statements included elsewhere in this annual report on Form20-F.

The following table sets forth certain information regarding our contractual obligations to make future payments (including relevant estimated interest payment) as of December 31, 2017:2020:

 

  Payments Due by Period   Payments Due by Period 

Contractual Obligations

  Total   Less than
1 year
   1 – 3
years
   3 – 5
years
   More than
5 years
   Total   Less than
1 year
   1 – 3
years
   3 – 5
years
   More than
5 years
 
  (in millions of RMB)   (in millions of RMB) 

Accounts Payable

   233,169    233,169    —      —      —      167,990    167,990    —      —      —   

Bills Payable

   3,303    3,303    —      —      —      4,561    4,561    —      —      —   

Accrued Expenses and Other Payables

   190,866    190,866    —      —      —      200,952    200,952    —      —      —   

Amount Due to Ultimate Holding Company

   8,646    8,646    —      —      —      26,714    26,714    —      —      —   

Lease Liabilities

   72,291    23,780    22,927    17,513    8,071 

Other non-current liabilities

   479    —      67    70    342 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total Contractual Obligations

   435,984    435,984    —      —      —   

Total

   472,987    423,997    22,994    17,583    8,413 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

The following table sets forth certain information regarding our other commercial commitments as of December 31, 2017:2020:

 

  Amount of Commitment
Expiration Per Period
   Amount of Commitment
Expiration Per Period
 

Other Commercial Commitments

  Total
Amount
Committed
   Less than
1 year
   1 – 3
years
   3 – 5
years
   More than
5 years
   Total
Amount
Committed
   Less than
1 year
   1 – 3
years
   3 – 5
years
   More than
5 years
 
  (in millions of RMB)   (in millions of RMB) 

Operating Lease Commitments

   197,967    58,097    88,434    45,364    6,072 

Capital Commitments

   43,062    37,598    5,464    —      —      46,574    40,955    5,619    —      —   
  

 

   

 

   

 

   

 

   

 

 

Total Commercial Commitments

   241,029    95,695    93,898    45,364    6,072 
  

 

   

 

   

 

   

 

   

 

 

Apart from the commitments listed above, as of December 31, 2017, the company has2020, we had a commitment to invest RMB741RMB244 million toin China Mobile Fund upon its request.

Research and Development, Patents and Licenses, etc.

See “Item 4. Information on the Company — Business Overview — Research and Development.”

Trend Information

See our discussion in each section of “— Overview of Our Operations” and “— Results of Operations” included elsewhere under this Item.

Off-Balance Sheet Arrangements

As of December 31, 2017,2020, we did not have anyoff-balance sheet arrangements or any written options onnon-financial assets.

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Foreign Exchange

We maintain our accounts in Renminbi and substantially all of our revenue and expenses are denominated in Renminbi. Most of our current operating subsidiaries are incorporated in Mainlandthe mainland of China. Under the current foreign exchange system in Mainlandthe mainland of China, our subsidiaries in Mainlandthe mainland of China may not be able to hedge effectively against currency risk, including any possible future Renminbi devaluation. See “Item 3. Key Information – Risk Factors – Risks Relating to the mainland of China – Fluctuation of the Renminbi could materially affect our financial condition, results of operations and cash flows” and “Item 10. Additional Information — Information—Exchange Controls.”Controls” for further information about exchange controls in the mainland of China. We expect our foreign currency hedging activity to be generally limited to the hedging of specific future commitments in foreign currencies.

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Each of our operating subsidiaries in Mainlandthe mainland of China is able to purchase foreign exchange for settlement of current account transactions, as defined in applicable regulations, in order to satisfy its foreign exchange requirements.

 

Item 6.

Directors, Senior Management and Employees.

Directors and Senior Management

The following table sets forth certain information concerning our directors and senior management as of April 19, 2018.28, 2021.

 

Name

  

Age

  

Position

Mr. SHANG BingYANG Jie

  6258  Executive Director and Chairman

Mr. LI YueDONG Xin

  5855  Executive Director and Chief Executive Officer

Mr. SHA YuejiaWANG Yuhang

  6059Executive Director

Mr. LI Ronghua

55  Executive Director and Vice President

Mr. DONG Xin

51Executive Director, Vice President and Chief Financial Officer

Mr. Frank K.S. WONG

70IndependentNon-Executive Director

Dr. Moses M.C. CHENG

  6871  IndependentNon-Executive Director

Mr. Paul M.Y. CHOW

  7174  IndependentNon-Executive Director

Mr. Stephen K.W. YIU

  5760  IndependentNon-Executive Director

Dr. YANG Qiang

59Independent Non-Executive Director

Mr. LI Huidi

52Vice President

Mr. GAO Tongqing

57Vice President

Mr. JIAN Qin

55Vice President

Mr. ZHAO Dachun

50Vice President

Mr. SHANG BingYANG Jie has served as our Executive Director and Chairman since September 2015.March 2019. He is in charge of our overall management. Mr. ShangYang is also the Chairman of CMCC as well asand a director and the Chairman of CMC. Mr. ShangYang previously served as a Deputy Director General of Industrial Technology Development Centre in Liaoning Province,Shanxi Posts and Telecommunications Administration, a General Manager of Economic and Technological Development Company in Liaoning Province, a General Manager of China UnitedShanxi Telecommunications Corporation, Liaoning Branch, a Director and President of China United Telecommunications Corporation, an Executive Director and President of China United Telecommunications Corporation Limited and China Unicom Limited, a Vice President of China Telecom an Executive Director,Beijing Research Institute, a General Manager of the Business Department of the Northern Telecom of China Telecommunications Corporation, Vice President, President and Chairman of China Telecommunications Corporation, and the President, Chief Operating Officer, Chairman and Chief Executive Officer of China Telecom and the Vice Minister of the MIIT.Corporation Limited. Mr. ShangYang graduated from Shenyang Chemical Industry Institution withthe Beijing University of Posts and Telecommunications majoring in radio engineering in 1984 and obtained a Bachelor’s degree in 1982. He received a Master’sdoctorate degree in business administration from the State UniversityESC Rennes School of New YorkBusiness in 2002 and a doctoral degree in business administration from the Hong Kong Polytechnic University in 2005.2008. Mr. Shang is a senior economist and has spent many years working in basic telecommunications enterprises, with extensive experience in enterprise management and telecommunications industry.

Mr. LI Yue has served as our Executive Director since March 2003 and our Chief Executive Officer since August 2010. He is in charge of our operations, strategic development as well as planning and construction. Mr. Li is also the President and director of CMCC and CMC. Mr. Li previously served as Deputy Director General and Chief Engineer of Tianjin Long-Distance Telecommunications Bureau, Deputy Director General of Tianjin Posts and Telecommunications Administration, President of Tianjin Mobile Communications Company, Deputy Head of the Preparatory Team of CMCC, Vice President of CMCC, Chairman of Aspire, anon-executive director of Phoenix Satellite Television Holdings Ltd and Chairman of Union Mobile Pay Limited. Mr. Li graduated from the Correspondence College of Beijing University of Posts and Telecommunications with a Bachelor’s degree in telephone exchange, holds a Master’s degree in business administration from Tianjin University and a doctoral degree in business administration from Hong Kong Polytechnic University. He is a professor-level senior engineer and has won multiple national, provincial and ministerial level Science and Technology Advancement Awards. Mr. Li has many years of experience in the telecommunications industry, including experience in telecommunications network operations and maintenance, planning and construction, operational management and development strategies.

Mr. SHA Yuejia has served as our Executive Director and Vice President since March 2006. Mr. Sha is principally in charge of marketing, corporate customer business and international businesses. He is also a Vice President of CMCC, a director and vice president of CMC, anon-executive director of PhoenixTV and anon-executive director of SPD Bank. He previously served as Director of the Engineering Construction Department IV Division of Beijing Telecommunications Administration, President of Beijing Telecommunications Planning Design Institute, Deputy Director General of Beijing Telecommunications Administration, Vice President of Beijing Mobile Communications Company and Chairman and President of Beijing Mobile. Mr. Sha graduated from Beijing University of Posts and Telecommunications, and received a Master’s degree from the Academy of Posts and Telecommunications of the former Ministry of Posts and Telecommunications and a doctoral degree in business administration from Hong Kong Polytechnic University. HeYang is a professor-level senior engineer with many years ofextensive experience in management and the telecommunications industry.

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Mr. DONG Xin has served as our Executive Director Vice Presidentsince March 2017 and our Chief FinancialExecutive Officer since March 2017.August 2020. He is in charge of the operation of the Company. Mr. Dong is principally in charge of corporate affairs, finance, internal audit, legal matters, investor relations, human resources and information technology of the Company. He is also a ViceDirector and President and General Counsel of CMCC and a Director and Vice President of CMC. Mr. Dong formerly served as a Deputy Director of Corporate Finance Division of Finance Department of the former Ministry of Posts and Telecommunications, a Director of Economic Adjustment Division of the Department of Economic Adjustment and Communication Clearing of the former Ministry of Information Industry of China, Director General of the Finance Department of CMCC, Chairman and President of China Mobile Group Hainan Company Limited, Director General of the Planning and Construction Department of CMCC, Chairman and President of China Mobile Group Henan Company Limited and China Mobile Group Beijing Company Limited.Limited, Vice President and Chief Accountant of CMCC, Vice President and Chief Financial Officer of our Company and a non-executive director of China Tower. Mr. Dong received a Bachelor’s degree from Beijing University of Posts and Telecommunications in 1989, a Master’s degree in financial and accounting management from Australian National University, and a doctoral degree in business administration jointly issued by Shanghai Jiao Tong University and ESC Rennes School of Business, France. Mr. Dong is a senior engineer and senior accountant with many years of experience in the operation and management of the telecommunications industry and in financial management.

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Mr. Frank K.S. WONGWANG Yuhang has served as our IndependentNon-ExecutiveExecutive Director since August 2002.October 2019. He is principally in charge of human resources and inspection matters. Mr. Wong currently serves onWang is also a director of CMCC and CMC. Mr. Wang formerly served as a deputy general manager of Development Department, general manager of Supervision Department, deputy director of Supervision and Inspection Office, the boardschief director of PSA International Private LimitedLegal Center, general manager of Human Resources Department and PSAexecutive vice president of China Ocean Shipping (Group) Company; a vice president of COSCO Americas Inc.; the general manager of COSCO Shipbuilding Industry Company; the general manager of COSCO Shipyard Group Co., Ltd. as well as the executive vice president of China COSCO SHIPPING Corporation Limited, SingaporeLimited. Mr. Wang had served as anon-executive director. He previously served as Vice Chairmandirector and vice chairman of DBS Bank in Singapore, ChairmanChina International Marine Containers (Group) Co., Ltd., a non-independent and non-executive director and the chairman of DBS BankCOSCO SHIPPING International (Singapore) Co., Ltd., a non-executive director of COSCO SHIPPING Holdings Co., Ltd. and an executive director and the chairman of COSCO SHIPPING International (Hong Kong) Co., Ltd. (listed in Hong KongKong). Mr. Wang graduated from Dalian Maritime College in 1983 with a major in marine engineering management. Mr. Wang is a senior engineer and DBS Bank (China) in China and was a member of the boards of DBS Bank and DBS Group Holdings. Early on in his professional career, Mr. Wong held a series of progressively senior positions at Citibank, JP Morgan and NatWest. More recently, he was the chairman and independent non-executive director of Mapletree Greater China Commercial Trust Management Ltd, an independent non-executive director of Industrial and Commercial Bank of China Limited (China), Mapletree Investments Pte Ltd and National Healthcare Group Pte Ltd, Singapore. Mr. Wong has also served in various positions with Hong Kong’s government bodies including the Chairman of the Hong Kong Futures Exchange between 1993 and 1998 and a member of the Financial Services Development Council of the Hong Kong SAR Government between 2013 and 2015. Mr. Wong has many years of experience in the shipping industry with rich experience in human resources and corporate management.

Mr. LI Ronghua has served as our Executive Director and Chief Financial Officer since October 2020. He is principally in charge of finance, internal audit and commercial management experience.investor relations of the Company. Mr. Li is also the Chief Accountant of CMCC and a director and Vice President of CMC. Mr. Li formerly served as Vice Manager and Manager of Finance and Assets Department of State Grid Corporation of China, Deputy General Accountant and Manager of Finance and Assets Department of State Grid Corporation of China, Deputy General Accountant of State Grid Corporation of China, Deputy General Accountant of State Grid Corporation of China and concurrently Director and Chairman of State Grid Overseas Investment Limited (Hong Kong), as well as Deputy General Accountant of State Grid Corporation of China and concurrently Chairman of State Grid Yingda International Holdings Group Ltd. Between December 2019 and September 2020, Mr. Li served as the head of the preparatory team of and Director and Chairman of State Grid Yingda Co., Ltd. (listed in Shanghai). Mr. Li received a Bachelor’s degree in Accounting from Zhongnan University of Economics in 1998, and an Executive Master of Business Administration degree from Wuhan University in 2004.

Dr. Moses M.C. CHENG has served as our IndependentNon-Executive Director since March 2003. He was appointed the chairman of the remuneration committee in May 2016. Dr. Cheng is a practisingpracticing solicitor and a consultant of Messrs. P.C. Woo & Co. after serving as its senior partner from 1994 to 2015. Dr. Cheng was a member of the Legislative Council of Hong Kong. He is the founder chairman of the Hong Kong Institute of Directors of which he is now the Honorary President and Chairman Emeritus. He also serves as the chairman of the Insurance Authority and chairman of the Process Review Panel for the Securities and Futures Commission.Authority. Dr. Cheng currently holds directorships in Liu Chong Hing Investment Limited, China Resources Beer (Holdings) Company Limited, Towngas China Company Limited, Kader Holdings Company Limited, K. Wah International Holdings Limited, Guangdong Investment Limited, and Tian An China Investments Company Limited and The Hong Kong and China Gas Company Limited, all of which are public companies in Hong Kong. Dr. Cheng hadhas ceased to be an independenta non-executive director of ARA Asset Management Limited, a company formerly listed in Singapore. Except as disclosed above, Dr. Cheng did not hold any directorship, whether in Hong Kong or overseas, in any other public companies in the previous three years.Kader Holdings Company Limited.

Mr. Paul M.Y. CHOW has served as our IndependentNon-Executive Director since May 2013. He was appointed the chairman of the nomination committee in May 2016. Mr. Chow was the chief executive of the Asia Pacific Region(ex-Japan) of HSBC Asset Management (Hong Kong) Limited from 1997 to 2003, an executive director and Chief Executive of Hong Kong Exchanges and Clearing Limited from April 2003 to January 2010, the chairman of Hong Kong Cyberport Management Company Limited from June 2010 to May 2016, an independentnon-executive director of Bank of China Limited from October 2010 to August 2016, and a member of the Advisory Committee on Innovation and Technology of the Government of the Hong Kong Special Administrative Region from April 2015 to March 2017. Mr. Chow currently serves as2017, an independentnon-executive director of CITIC Limited from March 2016 to June 2019 and an independent non-executive director of Julius Baer Group Ltd. and Bank Julius Baer & Co. Ltd, and CITIC Limited.

Ltd. from April 2015 to May 2020.

 

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Mr. Stephen K.W. YIU has served as our IndependentNon-Executive Director since March 2017. He was appointed the chairman of the audit committee in May 2018. Mr. Yiu is currently anon-executive director of the Insurance Authority, an independentnon-executive director of Hong Kong Exchanges and Clearing Limited and ANTA Sports Products Limited, a Council member of The Hong Kong University of Science and Technology.Technology and a member of the Exchange Fund Advisory Committee of the Hong Kong Monetary Authority and the Complaints Committee of the Hong Kong Independent Commission Against Corruption. Mr. Yiu joined the global accounting firm KPMG in Hong Kong in 1983 and was seconded to KPMG in London, the United Kingdom from 1987 to 1989. Mr. Yiu became a partner of KPMG in 1994, served as the partner in charge of audit of KPMG from 2007 to 2010, and served as the chairman and chief executive Officer of KPMG China and Hong Kong as well as a member of the Executive Committee and the Board of KPMG International and KPMG Asia Pacific from April 2011 to March 2015. Mr. Yiu formerly also served as a member of the Audit Profession Reform Advisory Committee and the Mainland Affairs Committee of the HKICPA. Mr. Yiu is a fellow member of the Association of Chartered Certified Accountants, a fellow member of the HKICPA and a member of the Institute of Chartered Accountants of England and Wales. Mr. Yiu received a professional diploma in accountancy from The Hong Kong Polytechnic (now known as The Hong Kong Polytechnic University) in 1983, and holds a Master’s degree in business administration from the University of Warwick in the United Kingdom.

Dr. YANG Qiang has served as our Independent Non-Executive Director since May 2018. Dr. Yang is currently the Chief AI Officer of WeBank Co., Ltd., the Chair Professor and the former Head of the Department of Computer Science and Engineering of the Hong Kong University of Science and Technology (HKUST), as well as the Co-founder of Shenzhen Qianhai 4Paradigm Data Technology Co., Ltd. Dr. Yang had served as, among other posts, an Assistant Professor and a Tenured Associate Professor at the Department of Computer Science of the University of Waterloo in Canada from September 1989 to August 1995, a Tenured Associate Professor, an Industrial Research Chair and a Full Professor at the School of Computing Science of Simon Fraser University in Canada from August 1995 to August 2001, and an Associate Professor, a Full Professor and an Associate Head of the Department of Computer Science and Engineering of HKUST from August 2001 to June 2012. From 2012 to November 2014, Dr.Yang was also the Founding Head of Huawei’s Noah’s Ark Research Lab. He was the President of International Joint Conference on Artificial Intelligence (IJCAI) from 2017 to 2019 and an executive committee member of the Association for the Advancement of Artificial Intelligence (AAAI) from 2016 to 2019. He was the AAAI Conference Chair in 2021. Dr. Yang is a Fellow of several international professional societies, including AAAI, Association for Computing Machinery (ACM) and Institute of Electrical and Electronic Engineering (IEEE). Dr. Yang received a bachelor’s degree in astrophysics from Peking University in 1982, master’s degrees in astrophysics and computer science from the University of Maryland, College Park in the United States in 1985 and 1987, respectively, and a doctor’s degree in computer science from the University of Maryland, College Park in 1989.

Mr. LI Huidi has served as our Vice President since September 2019. Mr. Li is principally in charge of planning and construction, network, information harbor, information security, procurement and others. Mr. Li is also a Vice President and the Chief Cyber Security Officer of CMCC and a director and vice president of CMC. Previously, Mr. Li served as a research fellow in Lucent Technologies — Bell Labs Innovations, a vice president of UTStarcom Inc., a vice president and General Manager of New Mobile Technology and High-end Products Division of Lenovo Group Limited, Chief Technology Officer and Chairman of Technology Innovation Committee of Lenovo Mobile Communication Technology Co., Ltd. Mr. Li graduated in 1990 with a Bachelor of Electronic Engineering from Harbin Institute of Technology, and received a Master’s Degree in Mobile Communications from Polytechnic Institute of New York University and a doctoral degree in management from Hong Kong Polytechnic University.

Mr. GAO Tongqing has served as our Vice President since February 2020. Mr. Gao is principally in charge of legal and regulatory matters, research and development, international business, investment and information technology. He is also a Vice President and General Counsel of CMCC and a director and vice president CMC. Mr. Gao previously served as Deputy Director General of Xinjiang Uygur Autonomous Region Posts and Telecommunications Administration, Deputy General Manager and the General Manager of Xinjiang Uygur Autonomous Region Telecom Company, General Manager of China Telecom Jiangsu branch, Vice President of China Telecommunications Corporation, and Executive Director and Executive Vice President of China Telecom Corporation Limited. Since August 2020, Mr. Gao has served as a non-executive director of China Tower. He graduated from the Changchun Institute of Posts and Telecommunications with a major in telecommunications engineering and received a doctorate degree in business administration from the Hong Kong Polytechnic University.

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Mr. JIAN Qin has served as our Vice President since September 2019. Mr. Jian is principally in charge of marketing, customer service, terminals, mobile Internet, financial technology and others. Mr. Jian is also a Vice President of CMCC, a director and vice president of CMC and a director of Phoenix Media Investment (Holdings) Limited. Previously he served as a Deputy Director of the Nanchang Telecom Bureau, Chairman and President of China Mobile Group Jiangxi Co., Ltd., China Mobile Group Sichuan Co., Ltd. and China Mobile Group Guangdong Co., Ltd. Mr. Jian graduated in 1989 from Beijing University of Posts and Telecommunications majoring in Computer and Communication, and received a Doctoral degree in Industrial Economics from Jiangxi University of Finance and Economics.

Mr. ZHAO Dachun has severed as our Vice President since September 2019. Mr. Zhao is principally in charge of corporate customers, software technology R&D, IoT, ICT and other matters. Mr. Zhao is also a Vice President of CMCC and a director and vice president of CMC. Previously, Mr. Zhao served as Chairman and President of China Mobile Group Shaanxi Co., Ltd. and China Mobile Group Sichuan Co., Ltd. Mr. Zhao graduated in 1993 from Southeast University majoring in Radio Technology and received an EMBA from Nanjing University.

Compensation

The amount of compensation that we paid to our executive directors for their services in 20172020 was approximately RMB4.23RMB3.0 million (US$0.650.5 million). The amount of compensation that we paid to our independentnon-executive directors for their services in 20172020 was approximately HK$1.641.4 million (US$0.210.2 million). See note 911 to our consolidated financial statements included in this annual report on Form20-F for details of the compensation we paid to our directors on an individual basis.

Board Practices

To enhance our corporate governance, we have three principal board committees: the audit committee, the remuneration committee and the nomination committee. The audit committee, the remuneration committee and the nomination committee are all comprised solely of independentnon-executive directors.

Audit Committee

The members of our audit committee are Mr. Frank K.S. Wong,Stephen K.W. Yiu, as chairman of the committee, Dr. Moses M.C. Cheng, Mr. Paul M.Y. Chow and Mr. Stephen K.W. Yiu.Dr. Yang Qiang. The audit committee’s major responsibilities include:

 

to review the financial reports, the related report of the independent registered public accounting firm and management’s responses to the reports;

 

to discuss the audit procedures with the independent registered public accounting firm as well as any issues arising out of such procedures;

 

to review the appointment of the independent registered public accounting firm, the audit andnon-audit fees and any matters relating to the termination or resignation of the independent registered public accounting firm; and

 

to examine the effectiveness of our internal controls, to review our internal audit plan and to submit relevant reports and recommendations to our board of directors on a regular basis.

The audit committee usually meets five times each year.

Remuneration Committee

The members of our remuneration committee are Dr. Moses M.C. Cheng, as chairman of the committee, Mr. Frank K.S. WongPaul M.Y. Chow and Mr. Paul M.Y. Chow.Stephen K.W. Yiu. The remuneration committee’s major responsibilities include:

 

to advise the Board in relation to the remuneration structure and payments of our executive directors and executives; and

 

to represent the Board in confirming the individual remuneration packages and employment terms of executive directors and approving their related employment contracts.

Meetings of the remuneration committee are held at least once a year.

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Nomination Committee

The members of our nomination committee are Mr. Paul M.Y. Chow, as chairman of the committee, Mr. Frank K.S. Wong and Dr. Moses M.C. Cheng.Cheng and Stephen K.W. Yiu. The primary responsibilities of the nomination committee include:

 

to review, advise and make recommendations to the board on the matters in relation to the appointment andre-appointment of board members; and

 

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to ensure the proper and transparent procedures for the appointment andre-appointment of directors.

Meetings of the nomination committee are held at least once a year.

We have not entered into any service contract with a specific term with our directors. All directors are subject to retirement by rotation. No compensations are payable to our directors upon termination of their services with us, except certain statutory compensation.

Employees

See “Item 4. Information on the Company — Business Overview — Employees.”

Share Ownership

As of March 31, 2018,2021, our directors and senior management who own shares in our company are listed as follows:

 

Director

  Number of
shares held
   Percentage of
ordinary shares
   Number of
shares held
   Percentage of
ordinary shares
 

Frank K.S. Wong

   150,000    0.0007

Moses M.C. Cheng

   300,000    0.0015   300,000    0.0015

 

*

Including interest of controlled corporation.

Under our Articles of Association, our directors and senior management do not have different voting rights when compared to other holders of shares in the same class.

Our board of directors resolved to propose the adoption of a share option scheme, or the Scheme. See Exhibit 1.1 to our report on Form 6-K furnished on January 24, 2020 for a summary of the key terms of the Scheme. The Scheme has been approved by the State-Owned Assets Supervision and Administration Commission of the State Council of the PRC and by our shareholders at the annual general meeting held on May 20, 2020. On June 12, 2020, our board of directors approved a grant of share options representing an aggregate of 305,601,702 ordinary shares to 9,914 participants in the Scheme. See Exhibit 1.1 to our report on Form 6-K furnished on June 15, 2020 for further information.

 

Item 7.

Major Shareholders and Related Party Transactions.

Major Shareholders

As of March 31, 2018,2021, China Mobile Hong Kong (BVI) Limited, a wholly-owned subsidiary of China Mobile (Hong Kong) Group Limited, held 14,890,116,842 ordinary shares of our Company, representing approximately 72.72% of our issued and outstanding share capital. CMCC, a state-owned company, holds all of the voting shares and economic interest in China Mobile (Hong Kong) Group Limited. No other persons own 5% or more of our ordinary shares. Between our initial public offering and March 31, 2018,2021, our majority shareholders held, directly or indirectly, between approximately 72.72% and 76.5% of equity interest in us, except for brief periods following our equity offerings in 1999 and 2000 but before the issuance of consideration shares to our direct shareholder, China Mobile Hong Kong (BVI) Limited, for the related acquisitions, during which periods the shareholding was temporarily lower. See “Item 4. Information on the Company — The History and Development of the Company — Industry Restructuring and Changes in Our Shareholding Structure” for changes during the past three years with respect to our majority shareholders. Under our Articles of Association, our major shareholders do not have different voting rights when compared to other holders of shares in the same class. See “Item 9. The Offer and Listing” for the number of our ordinary shares and the number of the holders of our ADSs.

We are not aware of any arrangement which may at a subsequent date result in a change of control over us.

Related Party Transactions

As of March 31, 2018,2021, CMCC indirectly owned an aggregate of approximately 72.72% of our issued and outstanding share capital.

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We and each of our subsidiaries have entered into various related party transactions. The principal terms of the agreements for these related party transactions are described below.

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Certain charges for the services under these agreements are based on tariffs set by the PRC regulatory authorities. Those transactions where the charges are not set by PRC regulatory authorities are based on commercial negotiation between the parties, in each case on an arm’s-length basis.

International Roaming Arrangements

Pursuant to an agreement between us and CMCC (the “International Roaming Settlement Agreement”), CMCC maintains the existing settlement arrangements with respect to international interconnection and roaming with the relevant telecommunications services providers in foreign countries and regions, and collects the relevant usage fees and other fees from us and pays the same to the relevant mobile services providers in foreign countries and regions. On September 13, 2012, we entered into an agreement with CMCC, pursuant to which CMCC would gradually transfer its settlement arrangements with certain telecommunications services providers in foreign countries and regions to China Mobile International, our wholly-owned subsidiary. As a result, our arrangement with CMCC with respect to international interconnection and roaming with those telecommunications services providers has been gradually phasing out.

Licensing of Trademark

CMCC is the owner of the “CHINA MOBILE” name and logo, a registered trademark in Mainlandthe mainland of China, Hong Kong, Macau, Taiwan, Brazil, Brunei, Canada, Chile, Indonesia, Malaysia, Nigeria, United Arab Emirates, Pakistan, Peru, and Saudi Arabia, South Africa, Sri Lanka and Yemen, and an application as a trademark under the Protocol Relating to the Madrid Agreement Concerning the International Registration of Marks has been approved in the United Kingdom and the United States. In addition, individual applications have been filed in 16 countries and an application as a trademark under the Protocol Relating to the Madrid Agreement has been filed in 4547 countries.

In December 2017, we entered into the 2018 Trademark License Agreement to replace the 2013 Trademark License Agreement. Under the 2018 Trademark License Agreement, we and our operating subsidiaries have anon-exclusive right to use the “CHINA MOBILE” trademark in Mainlandthe mainland of China and Hong Kong. The term of the 2018 Trademark License Agreement shall be five years, effective from January 1, 2018 and expiring on December 31, 2022. No license fee is payable by us to CMCC during the term of the 2013 Trademark License Agreement or the 2018 Trademark License Agreement.

Spectrum Fees and Numbering Resources

The MIIT and the MOF jointly determine the standardized spectrum fees payable to the MIIT by all mobile operators in Mainlandthe mainland of China, including us. In accordance with a joint circular from the NDRC and the MOF, CMCC entered into an agreement with us that specifies the amount of fees to be paid to the MIIT for spectrum usage by each mobile network operator based on the bandwidth of the frequency used.

Pursuant to an agreement between us and CMCC (the “Spectrum and Numbering Resources Agreement”), CMCC can collect usage fees from us relating to spectrum frequency and numbering resources and make payment to the MIIT (and, prior to April 2008, to the Ministry of Information Industry, the predecessor of the MIIT).MIIT. In addition to transferring to us all existing frequency spectrum and numbering resources allocated to it by the MIIT, CMCC has also agreed to apply for new frequency spectrum and numbering resources upon our request or notice from time to time and transfer the relevant new frequency spectrum and numbering resources to us. In 2017,2020, no consideration was paid from us to CMCC or from CMCC to us under the Spectrum and Numbering Resources Agreement.

Sharing of Inter-Provincial Transmission Line Leasing Fees

Pursuant to an agreement between us and CMCC (the “Inter-Provincial Transmission Line Leasing Settlement Agreement”), CMCC maintains the existing settlement arrangements with respect to inter-provincial transmission line leasing with the relevant transmission line providers in Mainlandthe mainland of China, and collects inter-provincial transmission line leasing fees from us and pays the same to the transmission line providers in respect of the inter-provincial transmission lines we lease from such providers. In 2017,2020, no consideration was paid from us to CMCC or from CMCC to us under the Inter-Provincial Transmission Line Leasing Settlement Agreement.

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Platform Development

Aspire, which is 66.41% owned by us, is our joint venture with Vodafone and Hewlett-Packard Company. Aspire has a platform development master agreement (the “Platform Development Agreement”) with CMCC, pursuant to which Aspire (or its subsidiaries) will provide technology platform development and maintenance services to CMCC and its subsidiaries. These services include system and gateway integration services, hardware, software and system development (including development of applications), technical support and major overhaul services for a standardized, nationwide platform for wireless data.

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Under the Platform Development Agreement, CMCC will pay Aspire equipment charges, systems integration fees, software licensing fees, technical support fees and/or major overhaul charges, which will be determined according to standards laid down by the relevant governmental departments and/or by reference to market rates. In 2017,2020, no consideration was paid from us to CMCC or from CMCC to us under the Platform Development Agreement.

Leasing ofTD-SCDMA Network Capacity

Pursuant to a network capacity leasing agreement between us and CMCC (the “Network Capacity Leasing Agreement”), we and our operating subsidiaries leaseTD-SCDMA network capacity from CMCC and pay leasing fees to CMCC. The initial term of the Network Capacity Leasing Agreement expired on December 31, 2009 and the agreement has been renewed for successiveone-year periods since that time.

The leasing fees are determined on a basis that reflects our actual usage of CMCC’sTD-SCDMA network capacity and compensates CMCC for the costs of such network capacity. The amount of leasing fees payable by us to CMCC in 2020 under the Network Capacity Leasing Agreement did not exceed RMB4,000 million in 2017, and it is expected that the amount of leasing fees payable by us to CMCCde minimis threshold under the Network Capacity Leasing Agreement (as renewed) will not exceed RMB3,300 million in 2018.Hong Kong Listing Rules. The transactions contemplated under the Network Capacity Leasing Agreement constitute our continuing connected transactions under Rule 14A.31 of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited, or the Hong Kong Listing Rules, andbut are subject toexempt from the reporting, annual review, and announcement requirements, but are exempt from theand independent shareholders’ approval requirements under the Hong Kong Listing Rules.

Interconnection Settlement Arrangements

China TieTong,Tietong, which was a then wholly-owned subsidiary of CMCC, was our connected person for purposes of the Hong Kong Listing Rules. Pursuant to an agreement among us, CMCC and China TieTongTietong (the “Tripartite Agreement”), we and China TieTongTietong make settlement payments to each other in respect of calls made or received by our respective customers. The initial term of the Tripartite Agreement expired on December 31, 2009. The Tripartite Agreement provides that unless the parties agree otherwise, upon expiry of its term, the Tripartite Agreement shall automatically be renewed for further terms of one year.

Following the completion of the acquisition of Target Assets and Businesses on December 31, 2015, the business contracts and relevant transactions between us, CMCC and China TieTongTietong as contemplated under the Tripartite Agreement have been conducted by us and our subsidiaries. As a result, the interconnection settlement arrangements pursuant to the Tripartite Agreement ceased to be our continuing connected transactions under Chapter 14A of the Hong Kong Listing Rules.

Network Assets Leasing Agreement

In order to better position ourselves in the changing landscape of the telecommunications industry in China and to enable us to meet the customers’ demand forone-stop shop telecommunications services, we entered into the Network Assets Leasing Agreement with CMCC on August 18, 2011 (the “Network“2011 Network Assets Leasing Agreement”), pursuant to which we and CMCC will lease our respective telecommunications network operation assets to each other in return for a leasing fee. The initial term of the 2011 Network Assets Leasing Agreement expired on December 31, 2011, and the agreement has been renewed for successiveone-year periods since then until it expired on December 31, 2019. On January 2, 2020, we entered into the 2020 Network Assets Leasing Agreement with CMCC for a term of one year commencing on January 1, 2020. The terms and conditions of the 2020 Network Assets Leasing Agreement are substantially the same as those of the 2011 Network Assets Leasing Agreement, except that time.

the 2020 Network Assets Leasing Agreement is for a fixed term of one year and is not automatically renewable upon expiry. On January 8, 2021, we entered into the 2021 Telecommunications Network Operation Assets Leasing Agreement with CMCC for a term of one year commencing on January 1, 2021.

 

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ThePursuant to the 2021 Telecommunications Network Operation Assets Leasing Agreement, the leasing fees willare payable on a monthly basis in cash and shall be determined with reference to the prevailing market rates. In determining the market rates but in any eventfor the leasing fees, we take into account the charges payable by us and CMCC to independent third parties (including other industry players) as well as the charges receivable by us and CMCC from independent third parties (including other industry players). The leasing fees payable by us to CMCC shall not be more than the leasing fees charged to anyother independent third partyparties for the same kinds of telecommunications network operation assets. The amount of leasing fees receivable by us from CMCC in 20172020 under the 2020 Network Assets Leasing Agreement did not exceed the de minimis threshold under Chapter 14A of the Hong Kong Listing Rules, and the amount of leasing fees payable by us to CMCC in 20172020 under the 2020 Network Assets Leasing Agreement did not exceed RMB5,000 million.It is expected that, in 2018, that2021, the amount of leasing fees payable by us to CMCC under the 2021 Telecommunications Network Operation Assets Leasing Agreement (as renewed) will not exceed RMB3,500RMB6,500 million, while the aggregate amount of the leasing fees receivable by us from CMCC will not exceed the de minimis threshold under Rule 14A.76 of the Hong Kong Listing Rules. The transactions contemplated under the 2021 Telecommunications Network Operation Assets Leasing Agreement constitute our continuing connected transactions under Rule 14A.31 of the Hong Kong Listing Rules and are subject to the reporting, annual review and announcement requirements, but are exempt from the independent shareholders’ approval requirements under the Hong Kong Listing Rules.

Assets Transfer Agreements

On August 9, 2019, certain of our provincial subsidiaries (the “Purchasers”) entered into assets transfer agreements with the subsidiaries of CMCC in the relevant provinces (the “Vendors”). Pursuant to these assets transfer agreements, the Purchasers agreed to acquire from the Vendors certain telecommunication network operation assets, including properties and buildings, land use rights, machinery and equipment, transmission pipelines and optic fibers, related to the “Village Connect” project (the “Sale Assets”). The aggregate consideration under these assets transfer agreements is RMB873.0 million, determined after arm’s length negotiations between the parties to these agreements with reference to the appraised value of the Sale Assets as set out in an assets valuation report prepared by an independent valuer using costs approach. The acquisition of the Sale Assets allows us to consolidate the Sale Assets with our other network operation assets, thereby enhancing the overall efficiency of the management of our network operation assets.

Telecommunication Facilities Construction Services Agreement

On August 9, 2019, we entered into the Telecommunications Services Agreement with CMCC, pursuant to which we provide telecommunications services to CMCC and its subsidiaries. Telecommunications services provided by us under this agreement include (i) telecommunications project planning, design and consultation services, (ii) telecommunications project construction services and (iii) maintenance services in respect of telecommunications facilities and equipment. Following the expiry of this agreement on December 31, 2019 and to continue the provision of services contemplated under such agreement, we entered into the 2020 Telecommunication Facilities Construction Services Agreement with CMCC on January 2, 2020 with a one-year term commencing on January 1, 2020. On January 8, 2021, we entered into the 2021 Telecommunication Facilities Construction Services Extension Letter with CMCC to renew the 2020 Telecommunication Facilities Construction Services Agreement according to its terms for a term of one year commencing on January 1, 2021.

Under the 2020 Telecommunication Facilities Construction Services Agreement, services charges for telecommunications project planning, design and consultation services will be payable by installments or upon completion of provisions of services. Services charges for telecommunications project construction services will be payable by installments, typically with 10% payable upon signing of the relevant engagement, 70% over the course of the construction and the remaining amount upon completion and acceptance of the project. Services charges for maintenance services in respect of telecommunications facilities and equipment will be payable monthly. The amount of telecommunications services charges receivable by us from CMCC and its subsidiaries under the Telecommunications Services Agreement did not exceed RMB3,000 million in 2020 and the telecommunication facilities construction services charges receivable by us from CMCC and its subsidiaries under the 2020 Telecommunication Facilities Construction Services Agreement in 2021 is expected not to exceed RMB2,000 million in 2021.

Transfer of Tower Assets to China Tower

On October 14, 2015, CMC entered into the Transaction Agreement with CUCL, China Telecom, CRHC and China Tower, pursuant to which CMC, CUCL and China Telecom shall transfer their then-owned telecommunications towers and related assets to China Tower, China Tower shall issue and allot shares in China Tower and/or pay certain cash as consideration for such transfers and CRHC shall subscribe for new shares in China Tower in cash. The transaction was completed on October 31, 2015. CMC transferred Tower Assets to China Tower for a final consideration of RMB102,736 million (approximately US$15,859.7 million). In January 2016, seven subsidiaries of CMC and China Tower entered into share subscription agreements to settle the number of shares subscribed by such subsidiaries and the amount of the consideration. China Tower completed its initial public offering and listed on the main board of the Hong Kong Stock Exchange in August 2018 and, as a result, our equity interest was diluted from 38% to approximately 28%. As of March 31, 2018,2021, we indirectly owned a 38%approximately 28% equity interest in China Tower through CMC, our wholly-owned subsidiary.

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Telecommunications Towers and Related Assets Lease Arrangement

Upon the completion of the transfer of Tower Assets to China Tower, based on the proposed usage pricing calculation mechanism and the actual usage of the telecommunications towers, we accrued an expense of approximately RMB5.6 billion in 2015. On July 8, 2016, CMC entered into the Lease Agreement with China Tower, pursuant to which CMC agreed to lease from China Tower telecommunications towers and related assets acquired and newly constructed by China Tower. Under the Lease Agreement, leasing fees and lease periods are determined on an individualized basis with respect to each telecommunications tower. We shall pay leasing fees calculated based on a pricing formula taking into account various factors, subject to a pricing adjustment mechanism.

On January 31, 2018, pursuant to the Commercial Pricing Agreement and after mutual negotiations and discussion on anarm’s-length basis, the parties agreed on the supplementary provisions to the Lease Agreement (the “Supplementary Agreement”), which mainly included amendments to the pricing of tower products stated in the Lease Agreement. The term of the Supplementary Agreement shall be five years, effective from January 1, 2018 and expiring on December 31, 2022. The parties shall negotiate the pricing terms going forward prior to expiry.

During 2016 and 2017, the SEC issued comment letters relating to the Company’s previously filed annual reports on Form 20-F for the fiscal years ended December 31, 2015 and 2016. The comment letters inquired mainly about the background, execution process, and accounting treatment in relation to the Company’s disposal and lease of telecommunications towers and related assets with China Tower. The Company responded to these comment letters and was notified by the SEC in its letter dated October 20, 2017 that it has completed its review of such previously filed annual reports of the Company. The SEC did not in its October 2017 letter require us to make any amendment to those previously filed annual reports.

Property Leasing and Management Services

Following the completion of our acquisition of the telecommunications assets from CMCC in July 2004, the transactions previously entered into between our subsidiaries and prior subsidiaries of CMCC which have been acquired by us no longer constitute connected transactions under Chapter 14A of the Hong Kong Listing Rules beginning on July 1, 2004 since such prior subsidiaries of CMCC became part of us on July 1, 2004. Only those transactions between CMCC and us or its subsidiaries (which have not been acquired by us) remain as connected transactions under Chapter 14A of the Hong Kong Listing Rules. As of the date of this annual report on Form20-F, in order to streamline the management of the connected transactions between CMCC and us, we consolidated the Property Leasing and Management Services Agreement (the “Property Leasing and Management Services Agreement”) between CMCC and us, pursuant to which we rent from CMCC various properties for use as business premises and offices, retail outlets and machining rooms and CMCC and its subsidiaries provide to us property management services. Under this agreement, for properties owned by CMCC or its subsidiaries, the charges are determined with reference to market rates. For properties leased by CMCC or its subsidiaries from third parties and sublet to us, the charges are determined according to the actual rent payable by CMCC or its subsidiaries together with any tax payable.

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The rental and property management service charges paid by us to CMCC and its subsidiaries under the Property Leasing and Management Services Agreement did not exceed RMB2,200 million, RMB2,800RMB2,200 million and RMB2,200RMB2,000 million in 2015, 20162018, 2019 and 2017,2020, respectively.The transactions contemplated under the Property Leasing and Management Services Agreement constitute our continuing connected transactions under Rule 14A.31 of the Hong Kong Listing Rules and are subject to the reporting, annual review and announcement requirements, but are exempt from the independent shareholders’ approval requirements under the Hong Kong Listing Rules. The rental and property management service charges payable by us to CMCC and its subsidiaries under the Property Leasing and Management Services Agreement in 20182021 are not expected to exceed RMB2,200 million.RMB2,000 million, and the total value of right-of-use assets relating to the leases thereunder is not expected to exceed RMB3,800 million in 2021.

 

Item 8.

Financial Information.

Consolidated Financial Statements

Our audited consolidated financial statements are set forth beginning on pageF-1. Other than as disclosed elsewhere in this annual report on Form20-F, no significant change has occurred since the date of the annual financial statements.

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Legal Proceedings

We have been subject to an on-going investigation by the SAMR over alleged violation of the PRC Anti-Monopoly Law. See “Item 3. Key Information – Risk Factors – Risks Relating to Our Business – We have been subject to an on-going investigation by the State Administration for Market Regulation over alleged violation of the PRC Anti-Monopoly Law and we currently cannot predict whether or when the SAMR will issue its decision.”

On January 6, 2021, the New York Stock Exchange, following reversal of a similar decision announced on December 31, 2020, announced that it had determined to commence delisting proceedings of our ADSs to comply with Executive Order 13959 signed by the President of the United States. On January 20, 2021, we filed a written request with the New York Stock Exchange for a review of its determination. See “Item 3. Key Information – Risk Factors – Risks Relating to Our Business –Transactions in and holdings of our ordinary shares and ADSs by U.S. persons beyond specified dates are prohibited, and the continued listing of our ADSs are subject to significant uncertainty.”

Other than the above, we are not involved in any material litigation, arbitration or administrative proceedings, and, so far as we are aware, we do not have any pending or threatened litigation, arbitration or administrative proceeding that is expected to have a material effect on our financial condition and results of operations.

Policy on Dividend Distributions

We hold in the highest regard the interests of our shareholders and the returns achieved for them, especially our minority shareholders. In consideration of our operating results in 20172020 and having taken into account our long-term future development, our board of directors recommended payment of a final dividend of HK$1.5821.76 per share for the fiscal year ended December 31, 2017, representing a full-year dividend payout ratio of 48%.2020. This, together with the interim dividend of HK$1.6231.53 per share, and a special dividend of HK$3.200 per share celebrating the 20th listing anniversary that was paid, amounted to an aggregate dividend payment of HK$6.4053.29 per share for the full fiscal year of 2017.2020.

In 2018, taking into consideration the our financial position, abilityThe Company attaches great importance to generate cash flowshareholder returns and future development needs, we will maintain a stable dividend payout ratioper share for 2018the full year of 2021, after giving overall consideration to its profitability and cash flow generation. The Company will strive to attain astable-to-rising dividend payout ratio.

Our board of directors believes that our industry-leading profitability and ability to generate healthy cash flow will provide sufficient support for our future development while continuing to create highergreater value for our shareholders.

 

Item 9.

The Offer and Listing.

In connection with our initial public offering, our ADSs, each representing 20 ordinary shares, were listed and commenced trading on the New York Stock Exchange on October 22, 1997 under the symbol “CHL.” Effective from July 5, 2000, ourADS-to-share ratio has been changed toone-to-five. Our shares were listed and commenced trading on the Hong Kong Stock Exchange on October 23, 1997.1997 under the stock code “941.” Prior to these listings, there was no public market for our equity securities. The New York Stock Exchange and the Hong Kong Stock Exchange are the principal trading markets for our ADSs and ordinary shares, which are not listed on any other exchanges in or outside the United States.

As of December 31, 20172020 and March 31, 2018,2021, there were 20,475,482,897 and 20,475,482,897, respectively, of our ordinary shares issued and outstanding.As of December 31, 20172020 and March 31, 2018,2021, there were, respectively, 439363 and 431358 registered holders of American depositary receipts evidencing 107,960,43991,598,346 and 109,331,53517,061,955 of our ADSs. Since certain of the ADSs are held by nominees, the above number may not be representative of the actual number of U.S. beneficial holders of ADSs or the number of ADSs beneficially held by U.S. persons. The depositary for the ADSs is The Bank of New York Mellon.

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The high and low closing sale prices of the shares on the Hong Kong Stock Exchange and of the ADSs on the New York Stock Exchange for the periods indicated are as follows:

   Price per Share (HK$)   Price per ADS (US$) 
   High   Low   High   Low 

2013

   91.45    75.05    59.53    47.74 

2014

   101.70    64.50    64.91    41.55 

2015

   116.10    87.35    75.00    56.29 

2016

        

First Quarter

   87.50    79.65    56.32    50.66 

Second Quarter

   91.90    83.40    58.95    53.68 

Third Quarter

   99.00    86.75    63.72    56.31 

Fourth Quarter

   97.45    80.50    63.12    51.92 

2017

        

First Quarter

   90.35    82.00    58.52    52.87 

Second Quarter

   86.95    82.80    55.81    52.69 

Third Quarter

   88.35    79.05    56.55    50.57 

Fourth Quarter

   80.35    75.90    51.59    48.91 

October

   79.45    78.05    51.03    50.13 

November

   80.35    78.05    51.59    50.16 

December

   79.25    75.90    50.54    48.91 

2018

        

January

   82.80    77.40    53.00    49.42 

February

   82.00    73.40    52.32    46.49 

March

   72.90    70.30    46.35    44.56 

First Quarter

   82.80    70.30    53.00    44.56 

April (through April 19)

   74.40    70.45    47.18    45.34 

 

Item 10.

Additional Information.

Articles of Association

According to the Companies Ordinance, we have the capacity and the rights, powers and privileges of a natural person of full age and, in addition and without limit, we may do anything that we are permitted or required to do by any enactment or rule of law.

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Directors

Material Interests. A director (or an entity connected with a director) who is in any way, whether directly or indirectly, interested in a transaction, arrangement or contract or proposed transaction, arrangement or contract with us shall declare the nature and extent of his interest in accordance with the provisions of the Companies Ordinance and our Articles of Association. A director shall not vote (nor shall be counted in the quorum), on any resolution of the board in respect of any contract or transaction or arrangement or proposal in which he or any of his Associates (as such term is defined in the Hong Kong Listing Rules), is to his knowledge, materially interested, and if he shall do so, his vote shall not be counted (nor shall be counted in the quorum for that resolution). The above prohibition shall not apply to any contract, arrangement or proposal:

 

for the giving by us of any security or indemnity to the director or his Associates in respect of money lent or obligations incurred or undertaken by him or any of them at the request of, or for, our or any of our subsidiaries’ benefit;

 

for the giving by us of any security to a third party in respect of our or any of our subsidiaries’ debt or obligation for which the director or his Associates has himself or themselves assumed responsibility or guaranteed or secured in whole or in part whether alone or jointly;

 

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concerning an offer of the shares or debentures or other securities of or by us or any other company which we may promote or be interested in for subscription or purchase where the director or his Associates are, or are to be, interested as a participant in the underwriting orsub-underwriting of the offer;

 

in which the director or his Associates are interested in the same manner as other holders of our shares or debentures or other securities by virtue only of his or their interest in our shares or debentures or other securities;

 

concerning any other company in which the director or his Associates are interested, whether directly or indirectly, as an officer or a shareholder or in which the director or his Associates are beneficially interested in shares of that company other than a company in which the director and any of his Associates, are beneficially interested in 5% or more of the issued shares of any class of the equity share capital of such company (or of any third company through which his interest or that of his Associates is derived) or of the voting rights (excluding for the purpose of calculating such 5% interest any indirect interest of such director or his Associates by virtue of our interest in such company);

 

for the benefit of our or any of our subsidiaries’ employees, including the adoption, modification or operation of a pension fund or retirement, death or disability benefit scheme which relates both to our, or any of our subsidiaries’, directors, his Associates and employees and does not give the director or his Associates any privilege not generally accorded to the class of persons to whom such scheme or fund relates; and

 

concerning the adoption, modification or operation of any employees’ share scheme involving the issue or grant of options over shares or other securities by us to, or for the benefit of, our or any of our subsidiaries’ employees under which the director or his Associates may benefit.

Remuneration and Pension. The directors shall be entitled to receive by way of remuneration for their services such sum as we may determine from time to time in a general meeting. The directors shall also be entitled to be repaid their reasonable traveling, hotel and other expenses incurred by them in or about the performance of their duties as directors. The directors may award special remuneration out of our funds (by way of salary, commission or otherwise as the directors may determine) to any director who performs services which, in the opinion of the directors, are outside the scope of the ordinary duties of a director.

The board may establish and maintain or procure the establishment and maintenance of any contributory ornon-contributory pension or superannuation funds for the benefit of, or give or procure the giving of donations, gratuities, pensions, allowances or emoluments to any persons (1) who are or were at any time in employment or service of our company, or any of our subsidiaries, or is allied or associated with us or with any of our subsidiaries, or (2) who are or were at any time our or any of our subsidiaries’ directors or officers, and holding or who have held any salaried employment or office in our company or any of our subsidiaries, and the wives, widows, families and dependents of any such persons. Any director holding any such employment or office shall be entitled to participate in, and retain for his own benefit, any such donation, gratuity, pension, allowance or emolument.

 

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Borrowing Powers. The directors may exercise all the powers of our company to borrow money and to mortgage or charge all or any part of the undertaking, property and assets (present and future) and uncalled capital and to issue debentures, debenture stocks, bonds and other securities, whether outright or as collateral security for any debt, liability or obligation of our company or any third party. Such borrowing powers may be varied by an amendment to our articles of association.

Qualification; Retirement. A director need not hold any of our shares to qualify as a director. There is no age limit requirement for a director’s retirement ornon-retirement.

Each director is subject to retirement by rotation and at each general meeting,one-third of the directors for the time being, or, if their number is not three or a multiple of three, then the number nearest toone-third, shall retire from office by rotation. The directors to retire in every year shall be those who have been longest in office since their last election, but as between persons who became directors on the same day shall be determined by lot unless they otherwise agree between themselves. The retiring directors shall be eligible forre-election.

Rights Attaching to Ordinary Shares

Voting Rights. Under the Companies Ordinance, any action to be taken by the shareholders in a general meeting requires the affirmative vote of either an ordinary or a special resolution passed at the meeting. An ordinary resolution is one passed by the majority of such shareholders as are entitled to, and do, vote in person or by proxy at a general meeting. A special resolution is one passed by not less than three-quarters of such shareholders as are entitled to, and do, vote in person or by proxy at a general meeting. Generally, resolutions of shareholders are passed by ordinary resolution. However, the Companies Ordinance stipulates that certain matters may only be passed by special resolutions.

At any general meeting a resolution put to the vote of the meeting shall be decided on a poll demanded by:

 

the chairman of the meeting;

 

at least three members present in person (or in the case of a member being a corporation, by its duly authorized representative) or by proxy and entitled to vote at the meeting;

 

any member or members present in person (or in the case of a member being a corporation, by its duly authorized representative) or by proxy and representing in the aggregate not less than five per cent. of the total voting rights of all members having the right to attend and vote at the meeting; or

 

any member or members present in person (or in the case of a member being a corporation, by its duly authorized representative) or by proxy and holding shares conferring a right to attend and vote at the meeting on which there have been paid up sums in the aggregate equal to not less than five per cent. of the total sum paid up on all shares conferring that right;

provided that a resolution put to the vote of the meeting may be decided on a show of hands to the extent permitted by Hong Kong Listing Rules.

Subject to any special rights, privileges or restrictions as to voting for the time being attached to any class or classes of shares, every member who (being an individual) is present in person or (being a corporation) is present by a representative duly authorized under Section 606 of the Companies Ordinance at any general meeting shall be entitled, on a show of hands, to one vote only and, on a poll, to one vote for every fullypaid-up share of which he is the holder.

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On a poll, votes may be given either personally or by proxy and a member entitled to more than one vote need not use all his votes or cast all the votes he uses in the same way.

Modification of Rights. All or any of the special rights attached to any class of shares (unless otherwise provided for by the terms of issue of the shares of that class) for the time being in issue may, subject to the provisions of the Companies Ordinance, at any time, as well as before or during liquidation, be altered or abrogated either with the consent in writing of the holders of not less than three-fourths of the issued shares of that class or with the sanction of a special resolution passed at a separate general meeting of the holders of shares of that class.

Issue of Shares.A general meeting resolving upon the creation of any new shares may direct that the same or any of them shall be offered, in the first instance, to all the holders for the time being of any class of shares in the capital of our company, in proportion to the number of shares of such class held by them respectively, or make any other provisions as to the issue and allotment of the new shares, and in default of any such direction, or so far as the same shall not extend, the new shares shall be at the disposal of the directors, and Article 9 of the Articles of Association shall apply thereto.

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Dividends. We may by ordinary resolution declare dividends, but no such dividend shall be declared in excess of the amount recommended by the directors.

The directors may, if they think fit, from time to time, resolve to pay to the members such interim dividends as appear to the directors to be justified.

All dividends unclaimed for one year after having become payable may be invested or otherwise made use of by the directors for our benefit until claimed, and all dividends unclaimed for six years after having become payable may be forfeited by the directors and shall revert to us.

Winding Up. If we shall be wound up, the liquidator (whether voluntary or official) may, with the sanction of a special resolution, divide among the shareholders in specie or kind the whole or any part of our assets or vest any part of our assets in trustees upon such trusts for the benefit of the members or any of them as the resolution shall provide.

Miscellaneous. The shareholders are not entitled to any redemption rights, conversion rights or preemptive rights on the transfer of our securities.

Annual General Meetings and Extraordinary General Meetings

We must hold, in each year, a general meeting as our annual general meeting in addition to any other meetings in that year. The annual general meeting must be held within six months after the end of each fiscal year and at such place(s) as may be determined by the directors. All other general meetings are extraordinary general meetings. The directors may proceed to convene an extraordinary general meeting whenever they think fit, in accordance with the Companies Ordinance.

In general, an annual general meeting and a meeting called for the passing of a resolution requiring special notice as stipulated under Section 578 of the Companies Ordinance shall be called by not less than 21 days’ notice in writing, and any other general meeting shall be called by not less than 14 days’ notice in writing. The notice must specify the place, date and time of the meeting and, in the case of special business, the general nature of that business.

Miscellaneous

We keep our share register with our share registrar, which is Hong Kong Registrars Ltd., Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong. In addition, we also file certain documents with the Registrar of Companies, Hong Kong, China, in accordance with the requirements of the Companies Ordinance. Our company number is 622909.

See Exhibit 2.4 to this annual report for more information about our articles of association.

 

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Material Contracts

Related Party Transactions

See “Item 7. Major Shareholders and Related Party Transactions — Transactions—Related Party Transactions” for certain arrangements we have entered into with CMCC and China Tower.

Exchange Controls

The Renminbi currently is not a freely convertible currency. Under the “capital account,” which includes, among others, foreign direct investment, the prior approval of the State Administration of Foreign Exchange should be obtained prior to conversion of Renminbi into foreign currency. However, under the “current account,” which includes dividends, trade and service-related foreign currency transactions, the Renminbi is currently freely convertible.

The value of the Renminbi against the U.S. dollar and other currencies may fluctuate and is affected by, among other things, changes in the PRC and international economic conditions and foreign exchange policies. The conversion of Renminbi into foreign currencies, including U.S. dollars and Hong Kong dollars, is based on rates set by the PBOC. The PRC government allowed the Renminbi to appreciate by more than 20% against the U.S. dollar between July 2005 and July 2008. Between July 2008 and June 2010, this appreciation halted and the exchange rate between the Renminbi and the U.S. dollar remained within a narrow band. Since June 2010, the Renminbi has fluctuated against the U.S. dollar, at times significantly and unpredictably. In August 2015, the PBOC announced that themid-point exchange rate for the floating range of Renminbi against the U.S. dollar will be determined based on market-maker submissions that take into account theRenminbi-U.S. dollar exchange rate at the previous day’s closing of the inter-bank spot foreign exchange market, the supply and demand dynamics and the movements of other major currencies. Since October 1, 2016, the Renminbi has joined the International Monetary Fund’s basket of currencies that make up the Special Drawing Right, along with the U.S. dollar, the Euro, the Japanese yen and the British pound. With the development of the foreign exchange market and progress towards interest rate liberalization and Renminbi internationalization, the PRC government may in the future announce further changes to the exchange rate system and there is no guarantee that the Renminbi will not appreciate or depreciate significantly in value against the U.S. dollar in the future. It is difficult to predict how market forces or PRC or U.S. government policy may impact the exchange rate between the Renminbi and the U.S. dollar in the future. See “Item 3. Key Information – Risk Factors – Risks Relating to the mainland of China – Fluctuation of the Renminbi could materially affect our financial condition, results of operations and cash flows” for further information.

Under Hong Kong law, there are no foreign exchange controls or other laws, decrees or regulations that (i) restrict the import or export of capital or affect the availability of cash and cash equivalents for our use or (ii) affect the remittance of dividends, interests or other payments to non-resident holders of our securities. There are no limitations on the right ofnon-resident or foreign owners to remit dividends or to hold or vote the ordinary shares or the ADSs imposed by Hong Kong law or by our Articles of Association or other constituent documents.

Taxation — PRCMainland of China

This section describes certain PRC tax consequences relating to the ownership and disposition of our ordinary shares and ADSs. This section does not address all possible PRC tax considerations that may be relevant to an investment in our ordinary shares or ADSs in light of an investor’s specific circumstances, and is based on PRC tax laws and relevant interpretations as in effect as of the date of this annual report on Form20-F, which are subject to change, including the possibility of having retroactive effect. Accordingly, you should consult your own tax advisor regarding the PRC and other tax consequences of an investment in our ordinary shares or ADSs under your particular circumstances.

Under the PRC Enterprise Income Tax Law and its implementing rules, which took effect since January 1, 2008, or the PRC income tax law, anon-resident enterprise is generally subject to PRC enterprise income tax with respect toPRC-sourced income. Moreover, the PRC tax authorities have been issuing further interpretations and notices to enhance the application of the PRC income tax law.

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Taxation of Dividends

On April 22, 2009, the PRC State Administration of Taxation, or the SAT, issued the Notice Regarding the Determination of Tax Residence Status of Chinese-Controlled Offshore-Incorporated Enterprises on the Basis of De Facto Management Bodies, or the 2009 Notice, which had retroactive effect as of January 1, 2008. We are considered a PRC resident enterprise for purposes of the 2009 Notice. In accordance with the 2009 Notice and the PRC income tax law, we are required to withhold enterprise income tax equal to 10% of any dividend when it is distributed tonon-resident enterprise shareholders whose names appeared on our register of members, as of the record date for such dividend, and who were not individuals.

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Taxation of Capital Gains

Under the PRC income tax law, anon-resident enterprise is generally subject to PRC enterprise income tax with respect toPRC-sourced income, but uncertainties remain as to their implementation by the relevant PRC tax authorities. We intend to comply with any interpretation or notice in relation to the taxation of capital gains issued by the PRC tax authorities in the future.

Other PRC Tax Considerations

Stamp duty.Under the Provisional Regulations of the PRC Concerning Stamp Duty and its implementing rules, both of which became effective on October 1, 1988, PRC stamp duty should not apply to acquisitions or dispositions of our ordinary shares or ADSs outside the PRC, as the PRC stamp duty is imposed only on documents executed or received within the PRC that are legally binding in the PRC and protected under the PRC law.

Estate tax. The PRC does not currently levy estate tax.

Taxation — Hong Kong

The taxationHong Kong stamp duty, charged at the rate of income0.1% currently (or 0.13% with effect from August 1, 2021 as explained below) on the higher of the consideration for or the value of the ordinary shares, will be payable by the purchaser on every purchase and capital gains of holdersby the seller on every sale of ordinary shares or ADSs(i.e., a total of 0.2% currently (or 0.26% with effect from August 1, 2021 as explained below) is subjectpayable on a typical sale and purchase transaction involving ordinary shares). In addition, a fixed duty of HK$5 is currently payable on any instrument of transfer of ordinary shares. If one of the parties to the lawssale is a non-Hong Kong resident and practicesdoes not pay the required stamp duty, the duty not paid will be assessed on the instrument of Hong Kongtransfer (if any) and the transferee will be liable for payment of jurisdictions in which holderssuch duty. The withdrawal of ordinary shares upon the surrender of ADSs, and the issuance of ADSs upon the deposit of ordinary shares, will also attract stamp duty at the rate described above for sale and purchase transactions unless the withdrawal or ADSs are resident or otherwise subject to tax. The following summarydeposit does not result in a change in the beneficial ownership of certain relevant taxation provisionsthe ordinary shares under Hong Kong law, in which case only a fixed duty of HK$5 is basedpayable on current lawthe transfer. The issuance of the ADSs upon the deposit of ordinary shares issued directly to the depositary or for the account of the depositary does not attract stamp duty. No Hong Kong stamp duty is payable upon the transfer of ADSs outside Hong Kong.On February 24, 2021, the government of Hong Kong announced to increase the stamp duty on the sale and practice, ispurchase of “Hong Kong stock” (which includes the ordinary shares) by 30% with effect from August 1, 2021, subject to changes therein and does not constitute legal or tax advice. The discussion does not deal with all possible tax consequences relating to an investment in the ordinary shares or ADSs. Accordingly, each prospective investor (particularly those subject to special tax rules, such as banks, dealers, insurance companies,tax-exempt entities and holderscompletion of 10% or more of our voting capital stock) should consult its own tax advisor regarding the tax consequences of an investment in the ordinary shares and ADSs. The discussionnecessary legislative process which is based upon laws and relevant interpretations thereof in effectongoing as of the date of this annual report on Form20-F, all of which are subject to change. There is no reciprocal tax treaty in effect between Hong Kong and the United States.report.

Tax on Dividends

Under the current practices of the Hong Kong Inland Revenue Department, no tax is payable in Hong Kong in respect of dividends paid by us, either by withholding or otherwise, unless such dividends are attributable to a trade, profession or business carried on in Hong Kong.

Profits Tax

No tax is imposed in Hong Kong in respect of capital gains from the sale of property (such as the ordinary shares and ADSs). Trading gains from the sale of property by persons carrying on a trade, profession or business in Hong Kong where such gains are derived from or arise in Hong Kong from such trade, profession or business will be chargeable to Hong Kong profits tax, which is currently imposed at the rate of 16.5% and 15% on corporations and unincorporated businesses, respectively (except that the respective half-rates of 8.25% and 7.5% apply for the first HK$2 million of assessable gains for years of assessment beginning on or after April 1, 2018), and at a maximum rate of 15% on individuals. Gains from sales of the ordinary shares effected on the Hong Kong Stock Exchange may be considered by the Hong Kong Inland Revenue Department to be derived from or arise in Hong Kong. Liability for Hong Kong profits tax may thus arise in respect of trading gains from sales of ordinary shares or ADSs realized by persons carrying on a business or trading or dealing in securities in Hong Kong.

 

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Stamp Duty

Hong Kong stamp duty, currently charged at the rate of HK$1 per HK$1,000 or part thereof on the higher of the consideration for or the value of the ordinary shares, will be payable by the purchaser on every purchase and by the seller on every sale of ordinary shares (i.e., a total of HK$2 per HK$1,000 or part thereof is currently payable on a typical sale and purchase transaction involving ordinary shares). In addition, a fixed duty of HK$5 is currently payable on any instrument of transfer of ordinary shares. If one of the parties to the sale is anon-Hong Kong resident and does not pay the required stamp duty, the duty not paid will be assessed on the instrument of transfer (if any) and the transferee will be liable for payment of such duty. The withdrawal of ordinary shares upon the surrender of ADSs, and the issuance of ADSs upon the deposit of ordinary shares, will also attract stamp duty at the rate described above for sale and purchase transactions unless the withdrawal or deposit does not result in a change in the beneficial ownership of the ordinary shares under Hong Kong law, in which case only a fixed duty of HK$5 is payable on the transfer. The issuance of the ADSs upon the deposit of ordinary shares issued directly to the depositary or for the account of the depositary does not attract stamp duty. No Hong Kong stamp duty is payable upon the transfer of ADSs outside Hong Kong.

Estate Duty

The Revenue (Abolition of Estate Duty) Ordinance 2005 came into effect on February 11, 2006 in Hong Kong. No Hong Kong estate duty is payable and no estate duty clearance papers are needed for an application for a grant of representation in respect of holders of ordinary shares whose death occurs on or after February 11, 2006.

Taxation — United States Federal Income Taxation

This section describes the material United States federal income tax consequences of the ownership and disposition of our ordinary shares or ADSs. This section applies to you only if you are a U.S. holder, as defined below, and you hold your ordinary shares or ADSs as capital assets for United States federal income tax purposes. This discussion addresses only United States federal income taxation and does not discuss all of the tax consequences that may be relevant to a US holder in light of its individual circumstances, including foreign, state or local tax consequences, estate and gift tax consequences, and tax consequences arising under the Medicare contribution tax on net investment income or the alternative minimum tax. This section does not apply to you if you are a member of a special class of holders subject to special rules, including:

 

a dealer in securities or currencies;

 

a trader in securities that elects to use amark-to-market method of accounting for your securities holdings;

 

atax-exempt organization;

 

a life insurance company;

 

a person liable for alternative minimum tax;

 

a person that actually or constructively owns 10% or more of the combined voting power of our voting stock or of the total value of our stock;

 

a person that holds ordinary shares or ADSs as part of a straddle or a hedging or conversion transaction;transaction for U.S. federal income tax purposes;

 

a person that purchases or sells ordinary shares or ADSs as part of a wash sale for U.S. federal income tax purposes; or

 

a person whose functional currency is not the U.S. dollar.

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This section is based on the Internal Revenue Code of 1986, as amended, or the Code, its legislative history, existing and proposed regulations, published rulings and court decisions, all as currently in effect, as well as on the agreement between the United States and the PRC for the avoidance of double taxation (the“U.S.-PRC Treaty”). These laws are subject to change, possibly on a retroactive basis. In addition, this section is based in part upon the representations of the Depositary, and the assumption that each obligation in the deposit agreement and any related agreement will be performed in accordance with its terms.

If a partnership (including any entity treated as a partnership for U.S. federal income tax purposes) holds the ordinary shares or ADSs, the United States federal income tax treatment of a partner will generally depend on the status of the partner and the tax treatment of the partnership. A partner in a partnership holding the ordinary shares or ADSs should consult its tax advisor with regard to the United States federal income tax treatment of its investment in the ordinary shares or ADSs.

You are a U.S. holder if you are a beneficial owner of ordinary shares or ADSs and you are:

 

a citizen or resident of the United States;

 

a domestic corporation;corporation (or an entity treated as a domestic corporation);

 

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an estate whose income is subject to United States federal income tax regardless of its source; or

 

a trust if a United States court can exercise primary supervision over the trust’s administration and one or more United States persons are authorized to control all substantial decisions of the trust.

You should consult your own tax advisor regarding the United States federal, state and local tax consequences of owning and disposing of ordinary shares and ADSs in your particular circumstances.

In general, and taking into account the earlier assumptions, for United States federal income tax purposes, if you hold ADRs evidencing ADSs, you will be treated as the owner of the ordinary shares represented by those ADRs. Exchanges of ordinary shares for ADRs, and ADRs for ordinary shares, generally will not be subject to the United States federal income tax.

The tax treatment of your ordinary shares or ADSs will depend in part on whether or not we are classified as a passive foreign investment company, or PFIC, for United States federal income tax purposes. Except as discussed below under “ — PFIC Rules,” this discussion assumes that we are not classified as a PFIC for U.S. federal income tax purposes.

Taxation of Dividends

Under the United States federal income tax laws, and subject to the passive foreign investment company rules discussed below, if you are a U.S. holder, theThe gross amount of any dividend we pay out of our current or accumulated earnings and profits (as determined for United States federal income tax purposes), other than certain pro-rata distributions of the ordinary shares, is subject to United States federal income taxation. If you are anon-corporate U.S. holder, dividends that constitute qualified dividend income will be taxable to you at the preferential rates applicable to long-term capital gains provided that you hold the ordinary shares or ADSs for more than 60 days during the121-day period beginning 60 days before theex-dividend date and meet other holding period requirements. Dividends that are paid with respect to ADSs that are readily tradable on an established securities market in the United States are qualified dividend income. Under this rule, we expect that the dividends we pay with respect to the ADSs will be qualified dividend income. In addition, dividends paid by anon-U.S. corporationincome provided that, is eligible forin the benefits of a comprehensive income tax treaty withyear that you receive the United States will be qualified dividend, income. As our ordinary shareseither (i) the ADSs are not readily tradable on anthe NYSE or another established securities market in the United States or (ii) we are eligible for the benefits of the U.S.-PRC Treaty. As discussed above in “Risk Factors — Risks Relating to Our Business — Transactions in and becausepossession of our ordinary shares and ADSs by U.S. persons beyond specified dates are prohibited, and the continued listing of our ADSs are subject to significant uncertainty,” our ADSs cannot currently be traded on the NYSE. As a result, as long as that is the case, dividends paid with respect to ADSs will only be qualified dividend income if we are eligible for the benefits of the U.S.-PRC Treaty. We are uncertain as to whether we are eligible for the benefits of the U.S.-PRC Treaty, it Treaty. It is uncleartherefore uncertain whether dividends paid that we pay with respect to ADSs or our ordinary shares will also be treated as qualified dividend income.income that is taxable at preferential rates.

The dividend isDividends that we pay will be taxable to you when you, in the case of ordinary shares, or the Depositary, in the case of ADSs, receive the dividend, actually or constructively. The dividend will not be eligible for the dividends-received deduction generally allowed to United States corporations in respect of dividends received from other United States corporations. The amount of the dividend distribution that you must include in your income as a U.S. holder will be the U.S. dollar value of the Hong Kong dollar payments made, determined at the spot Hong Kong dollar-U.S. dollar rate on the date the dividend distribution is includible in your income, regardless of whether the payment is, in fact, converted into U.S. dollars. Generally, any gain or loss resulting from currency exchange fluctuations during the period (if any) from the date you include the dividend payment in income to the date you, convertor the Depositary on your behalf, converts the payment into U.S. dollars will be treated as ordinary income or loss and will not be eligible for the special tax rate applicable to qualified dividend income. The gain or loss generally will be income or loss from sources within the United States for foreign tax credit limitation purposes. Distributions in excess of current and accumulated earnings and profits, as determined for United States federal income tax purposes, will be treated as anon-taxable return of capital to the extent of your basis in the ordinary shares or ADSs and thereafter as capital gain. However, we do not expect to calculate earnings and profits in accordance with United States federal income tax principles. Accordingly, you should expect to generally treat distributions we make as dividends.

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Special rules apply in determining the foreign tax credit limitation with respect to dividends that are subject to the preferential tax rates.

Dividends will generally be income from sources outside the United States and will generally be “passive” income for purposes of computing the foreign tax credit allowable to you. If you are subject to PRC withholding tax (as discussed in “Taxation — PRCMainland of China — Taxation of Dividends,” above), you must include any such tax withheld from the dividend payment in your gross income, even though you do not in fact receive it. Subject to certain limitations, the PRC tax withheld and paid over to the PRC tax authorities will be creditable against your United States federal income tax liability. To the extent a refund or reduction of the tax withheld is available under PRC law, or to the extent that you could have avoided or reduced the withholding tax by complying with any certification, identification requirement or by completing any forms, the amount of tax withheld that is refundable or that could have been avoided or reduced will not be eligible for credit against your United States federal income tax liability.

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Taxation of Capital Gains

Subject to the passive foreign investment company rules discussed below, if you are a U.S. holder andIf you sell or otherwise dispose of your ordinary shares or ADSs, you will recognize capital gain or loss for United States federal income tax purposes equal to the difference between the U.S. dollar value of the amount that you realize and your tax basis, determined in U.S. dollars, in your ordinary shares or ADSs. Capital gain of anon-corporate U.S. holder is generally taxed at preferential rates where the property is held for more than one year. Subject to the paragraph immediately below regarding gain subject to PRC tax, the gain or loss will generally be income or loss from sources within the United States for foreign tax credit limitation purposes. Your ability to deduct capital losses is subject to limitations. Any Hong Kong stamp duty that you pay upon a sale of ordinary shares will not be a creditable tax for United States federal income tax purposes, butalthough the proceeds that you mayare treated as receiving upon a sale of ordinary shares will be able to deduct suchreduced by the amount of the stamp duty subject to limitations under the Code.duty.

It is not clear if PRC tax will be imposed on any gain from the disposition of your ordinary shares or ADSs (as discussed above in “Taxation — PRCMainland of China — Taxation of Capital Gains”). Under theU.S.-PRC Treaty, if PRC tax were to be imposed on any gain from the disposition of your ordinary shares or ADSs, then such gain will be treated as PRC source income if you are eligible for the benefits of theU.S.-PRC Treaty. U.S. holders should consult their tax advisors regarding the possibility of PRC tax being imposed on gain from the disposition of their ordinary shares or ADSs, the tax consequences if PRC tax were to be imposed on such dispositions, and the availability of the foreign tax credit under their particular circumstances.

PFIC Rules

We believe that we should not currently be treated as a passive foreign investment company, or PFIC, for United States federal income tax purposes butand we do not expect to become a PFIC in the foreseeable future, However, this conclusion is a factual determination that is made annually and thus may be subject to change. It is therefore possible that we could become a PFIC in a future taxable year. In general, if you are a U.S. holder, we will be a PFIC with respect to you if for any taxable year in which you held our ADSs or ordinary shares:

 

at least 75% of our gross income for the taxable year is passive income; or

 

at least 50% of the value, determined on the basis of a quarterly average, of our assets is attributable to assets that produce or are held for the production of passive income.

Passive income generally includes dividends, interest, royalties, rents (other than certain rents and royalties derived in the active conduct of a trade or business), annuities and gains from assets that produce passive income. If a foreign corporation owns, directly or indirectly, at least 25% by value of the stock of another corporation, the foreign corporation is treated for purposes of the PFIC tests as owning its proportionate share of the assets of the other corporation, and as receiving directly its proportionate share of the other corporation’s income.

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If we are treated as a PFIC, and you are a U.S. holder that does not make amark-to-market election, as described below, you will be subject to special rules with respect to:

 

any gain you realize on the sale or other disposition of your ordinary shares or ADSs; and

 

any excess distribution that we make to you (generally, any distributions to you during a single taxable year, other than the taxable year in which your holding period in your ordinary shares or ADSs begins, that are greater than 125% of the average annual distributions received by you in respect of the ordinary shares or ADSs during the three preceding taxable years or, if shorter, your holding period for the ordinary shares or ADSs)ADSs that preceded the taxable year in which you receive the distribution).

Under these rules:

 

the gain or excess distribution will be allocated ratably over your holding period for the ordinary shares or ADSs;

 

the amount allocated to the taxable year in which you realized the gain or excess distribution will be taxed as ordinary income;

 

the amount allocated to each prior year, with certain exceptions, will be taxed at the highest tax rate in effect for that year; and

 

the interest charge generally applicable to underpayments of tax will be imposed in respect of the tax attributable to each such year.

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Special rules apply for calculating the amount of the foreign tax credit with respect to excess distributions by a PFIC.

If we are a PFIC and you own ADSs, then you can make amark-to-market election with respect to the ADSs. If we are a PFIC and you own ordinary shares, then you can make amark-to-market election if the ordinary shares are treated as marketable stock under the applicable regulations. If you make this election, you will not be subject to the PFIC rules described above. Instead, in general, you will include as ordinary income each year the excess, if any, of the fair market value of your ordinary shares or ADSs at the end of the taxable year over your adjusted basis in your ordinary shares or ADSs. You will also be allowed to take an ordinary loss in respect of the excess, if any, of the adjusted basis of your ordinary shares or ADSs over their fair market value at the end of the taxable year (but only to the extent of the net amount of previously included income as a result of themark-to-market election). Your basis in the ordinary shares or ADSs will be adjusted to reflect any such income or loss amounts. Your gain, if any, recognized upon the sale of your ordinary shares or ADSs will be taxed as ordinary income.

In addition, notwithstanding any election you make with regard to the ordinary shares or ADSs, dividends that you receive from us will not constitute qualified dividend income to you if we are a PFIC (or are treated as a PFIC with respect to you) either in the taxable year of the distribution or the preceding taxable year. Moreover, subject to the following sentence, your ordinary shares or ADSs will be treated as stock in a PFIC if we were a PFIC at any time during your holding period in your ordinary shares or ADSs, even if we are not currently a PFIC. The rule in the preceding sentence will not apply, however, if you had amark-to-market election in effect with respect to your ordinary shares or ADSs in the final year in which we are a PFIC or if you made a special “purging election” with respect to your ordinary shares or ADSs. Dividends that you receive that do not constitute qualified dividend income are not eligible for taxation at the preferential rates applicable to qualified dividend income. Instead, you must include the gross amount of any such dividend paid by us out of our accumulated earnings and profits (as determined for United States federal income tax purposes) in your gross income, and it will be subject to tax at rates applicable to ordinary income.

If you own ordinary shares or ADSs during any year that we are a PFIC with respect to you, you may be required to file Internal Revenue Service Form 8621.

Documents on Display

You may read and copy documents referred to in this annual report on Form20-F that have been filed with the SEC at the SEC’s public reference room located at 100 F Street, N.E., Room 1580, Washington, D.C. 20549. Please call the SEC at1-800-SEC-0330 for further information on the public reference room and its copy charges. The SEC also maintains a website at www.sec.gov that contains reports, proxy statements and other information regarding registrants that file electronically with the SEC.

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The SEC allows us to “incorporate by reference” the information we file with the SEC. This means that we can disclose important information to you by referring you to another document filed separately with the SEC. The information incorporated by reference is considered to be part of this annual report on Form20-F.

 

Item 11.

Quantitative and Qualitative Disclosures About Market Risk.

We are subject to market rate risks due to fluctuations in interest rates. From time to time, we may enter into interest rate swap agreements designed to mitigate our exposure to interest rate risks, although we did not consider it necessary to do so in 2017.2020.

We are also exposed to foreign currency risk relating to cash and cash equivalents denominated in foreign currencies. We may enter into foreign exchange forward contracts designed to mitigate our exposure to foreign currency risks. As of December 31, 2017,2020, we had no foreign exchange forward contracts outstanding. We expect our foreign currency hedging activity to be generally limited to the hedging of specific future commitments in foreign currencies.

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The following table provides information regarding our interest rate-sensitive financial instruments, which consist of fixed and variable rate short-term and long-term debt obligations, as of the dates indicated.

   Expected Maturity Date   As of December 31,
2017
   As of December 31,
2016
 
   2018   2019   2020   2021   2022   Thereafter   Total
Recorded
Amount
   Fair
Value
   Total
Recorded
Amount
  Fair
Value
 
   (RMB equivalent in millions, except interest rates) 

Debt:

                   

Bonds issued by Guangdong Mobile

   —      —      —      —      —      —      —      —      4,998   5,045 

Average interest rate

   —      —      —      —      —      —      —      —      4.50  —   

The following table provides information regarding our foreign currency-sensitive financial instruments and transactions, which consist of restricted bank deposits, bank deposits and cash and cash equivalents as of the dates indicated.

 

   Expected Maturity Date   As of December 31,
2017
   As of December 31,
2016
 
   2018   2019   2020   2021   2022   Thereafter   Total
Recorded
Amount
   Fair
Value
   Total
Recorded
Amount
   Fair
Value
 
   (RMB equivalent in millions) 

On-balance sheet financial instruments

                    

Restricted bank deposits:

                    

in U.S. dollars

   1    —      —      —      —      —      1    1    1    1 

Bank deposits:

                    

in U.S. dollars

   2,720    —      —      —      —      —      2,720    2,720    428    428 

in Hong Kong dollars

   3,637    —      —      —      —      —      3,637    3,637    2,748    2,748 

Cash and cash equivalents:

                    

in U.S. dollars

   2,798    —      —      —      —      —      2,798    2,798    1,285    1,285 

in Hong Kong dollars

   756    —      —      —      —      —      756    756    683    683 

   Expected Maturity Date   As of December 31,
2020
   As of December 31,
2019
 
   2021   2022   2023   2024   2025   Thereafter   Total
Recorded
Amount
   Fair
Value
   Total
Recorded
Amount
   Fair
Value
 
   (RMB equivalent in millions) 

On-balance sheet financial instruments

                    

Restricted bank deposits:

                    

in U.S. dollars

   5    —      —      —      —      —      5    5    3    3 

in Hong Kong dollars

   —      —      —      —      —      —      —      —      —      —   

Bank deposits:

                    

in U.S. dollars

   1,045    —      —      —      —      —      1,045    1,045    1,409    1,409 

in Hong Kong dollars

   5,432    —      —      —      —      —      5,432    5,432    5,267    5,267 

Cash and cash equivalents:

                    

in U.S. dollars

   1,870    —      —      —      —      —      1,870    1,870    2,814    2,814 

in Hong Kong dollars

   1,622    —      —      —      —      —      1,622    1,622    1,511    1,511 

 

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Item 12.

Description of Securities Other than Equity Securities.

The Bank of New York Mellon, located at 101 Barclay240 Greenwich Street, New York, New York 10286, USA, as the depositary of our ADSs, collects its fees for delivery and surrender of ADSs directly from investors depositing shares or surrendering ADSs for the purpose of withdrawal. The depositary collects fees for making distributions to investors by deducting those fees from the amounts distributed or by selling a portion of distributable property to pay the fees. The depositary may refuse to provide delivery of ADSs or deposited shares or to provide any distributions until its fees for those services are paid.

 

  ADR holders must pay:    For:
 US$5 (or less) per 100 ADSs (or portion thereof)   Each issuance of an ADS, including as a result of a distribution of shares or rights or other property
    Each cancellation of an ADS, including if the deposit agreement terminates
    Each distribution of securities, other than shares or ADSs, treating the securities as if they were shares for the purpose of calculating fees
 US$0.02 (or less) per ADS   Any cash distribution (not including cash dividend distribution)
 Registration or transfer fees   Transfer and registration of shares on the share register of our transfer agent and the registrar in Hong Kong from an ADR holder’s name to the name of the depositary or its agent when the ADR holder deposit or withdraw shares
 Expenses of the depositary   Conversion of Hong Kong dollars to U.S. dollars
    Cable, telex and facsimile transmission expenses
 Taxes and other governmental charges the depositary or the custodian has to pay on any ADS or share underlying an ADS; for example, stock transfer taxes, stamp duty or withholding taxes   As necessary

The Bank of New York Mellon, as the depositary, has agreed to pay for certain expenses incurred in connection with our shareholders’ meetings. The amount of such expenses paid by the Bank of New York Mellon in 20172020 was nil.nil, net of withholding tax. The Bank of New York Mellon has also agreed to waive certain fees for standard costs associated with the administration of the ADR program, and the amount of such fees waived in 20172020 was US$131,844.23.

117,003.51.

 

-74--77-


PART II

 

Item 13.

Defaults, Dividend Arrearages and Delinquencies.

None.

 

Item 14.

Material Modifications to the Rights of Security Holders and Use of Proceeds.

None.

 

Item 15.

Controls and Procedures.

Disclosure Controls and Procedures.Our disclosure controls and procedures are designed to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, including, without limitation, that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

As of December 31, 2017,2020, an evaluation was carried out by our management, with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rule13a-15(e) under the Exchange Act). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, 2017,2020, our disclosure controls and procedures were effective at a reasonable assurance level.

Management’s Annual Report on Internal Control Over Financial Reporting.Management’s Report on Internal Control Over Financial Reporting is set forth below.

Management’s Report on Internal Control Over Financial Reporting

Management of China Mobile Limited (together with its consolidated subsidiaries, the “Company”) is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule13a-15(f) under the Securities Exchange Act of 1934, as amended). The Company’s internal control over financial reporting is a process designed under the supervision of the Company’s Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external reporting purposes in accordance with International Financial Reporting Standards, as issued by the International Accounting Standards Board.

As of December 31, 2017,2020, the Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, conducted an assessment of the effectiveness of the Company’s internal control over financial reporting using criteria set forth in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this assessment, the Company’s management has concluded that the Company’s internal control over financial reporting was effective as of December 31, 2017.2020.

The effectiveness of the Company’s internal control over financial reporting as of December 31, 20172020 has been audited by PricewaterhouseCoopers Zhong Tian LLP, an independent registered public accounting firm, as stated in their report dated April 26, 201828, 2021 appearing on pageF-2 of this annual report on Form20-F.

 

/s/ LI YueDONG Xin

  

/s/ DONG XinLI Ronghua

Name: LI YueDONG Xin  Name: DONG XinLI Ronghua
Title: Executive Director and Chief Executive Officer  Title: Executive Director Vice President and Chief Financial Officer

 

-75--78-


Changes in Internal Control Over Financial Reporting. During 2017,2020, no change to our internal control over financial reporting occurred that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

Item 16A.

Audit Committee Financial Expert.

All members of our audit committee have extensive management experience. In particular, Mr. Frank K.S. WONG has many years of finance and commercial management experience and expertise, and Mr. Stephen K.W. YIU has many years of accounting and finance experience and expertise. For detailed biographical information of Mr. Wong and Mr. Yiu, see “Item 6. Directors, Senior Management and Employees — Directors and Senior Management.” Our board of directors has determined that each of Mr. Wong and Mr. Yiu is qualified as an “audit committee financial expert,” as defined in Item 16A of Form20-F. Both Mr. Wong and Mr. YiuAll audit committee members satisfy the “independence” requirements of Section 303A of the New York Stock Exchange Listed Company Manual.

 

Item 16B.

Code of Ethics.

We have adopted a code of ethics that applies to our Chief Executive Officer, Chief Financial Officer, Deputy Chief Financial Officer, Assistant Chief Financial Officer and our other designated senior officers. A copy of our Code of Ethics for Covered Officers was filed as Exhibit 11.1 to our annual report on Form20-F for the fiscal year ended December 31, 2003, and may also be downloaded from our website at http://www.chinamobileltd.com/en/about/cg/ethics.pdf. Information contained on that website is not a part of this annual report on Form20-F. Copies of our Code of Ethics for Covered Officers may also be obtained at no charge by writing to our investor relations department at 60/F, The Center, 99 Queen’s Road Central, Hong Kong.

 

Item 16C.

Principal Accountant Fees and Services.

The following table sets forth the aggregate audit fees, audit-related fees, tax fees of our principal accountants and all other fees billed for products and services provided by our principal accountants other than the audit fees, audit-related fees and tax fees in 20162019 and 2017:2020:

 

   Audit Fees(1)   Audit-Related Fees   Tax Fees(2)   All Other Fees(2) 
   (in millions of RMB) 

2016

   103    —      1    9 

2017

   107    —      3    12 
   Audit Fees(1)   Audit-Related Fees   Tax Fees(2)   All Other Fees(2) 
   (in millions of RMB) 

2019

   111    —      2    10 

2020

   109    —      3    2 

 

(1)

Includes the fees for services rendered in connection with the audit of internal control over financial reporting as required by Section 404 of the Sarbanes-Oxley Act of 2002.

(2)

Includes the fees for tax compliance and advisory services, risk assessment and compliance advisory services, performance improvement and business process optimization advisory services and other advisory services.

Before our principal accountants were engaged by us or our subsidiaries to render audit ornon-audit services, the engagement was approved by our audit committee as required by applicable rules and regulations of the SEC.

 

Item 16D.

Exemptions from the Listing Standards for Audit Committees.

Not applicable.

 

Item 16E.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers.

None.

 

Item 16F.

Change in Registrant’s Certifying Accountant.

Not applicable.

On March 25, 2021, the board of directors of the Company resolved, as recommended by our audit committee, to propose to change our independent registered public accounting firm, PricewaterhouseCoopers Zhong Tian LLP, after the completion of the audit of our consolidated financial statements as of and for the year ended December 31, 2020 and the effectiveness of our internal control over financial reporting as of December 31, 2020. Such change in our independent registered public accounting firm is due to the relevant regulations issued by the Ministry of Finance and the State-Owned Assets Supervision and Administration Commission of the State Council of the PRC. According to the relevant regulations, there are restrictions in respect of the number of years of audit services that an accounting firm can continuously provide to a central state-owned enterprise and its subsidiaries. As a result, PricewaterhouseCoopers Zhong Tian LLP will be dismissed at completion of their term as the independent registered public accounting firm in connection with the relevant regulations with effect from the conclusion of the forthcoming annual general meeting of the Company and will not be re-appointed.

 

-76--79-


None of the auditors’ reports issued by PricewaterhouseCoopers Zhong Tian LLP on our financial statements as of and for the fiscal years ended December 31, 2019 and 2020 contained an adverse opinion or a disclaimer of opinion, or was qualified or modified as to uncertainty, audit scope, or accounting principles. During the two fiscal years ended December 31, 2019 and 2020 and through April 28, 2021, there were no disagreements (as defined in Item 16F(a)(1)(iv) of Form 20-F and related instructions to Item 16-F of Form 20-F) with PricewaterhouseCoopers Zhong Tian LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement, if not resolved to PricewaterhouseCoopers Zhong Tian LLP’s satisfaction, would have caused them to make reference to the subject matter of the disagreement in connection with their report on the consolidated financial statements for such years. During the two most recent fiscal years ended December 31, 2019 and 2020 and through April 28, 2021, there have been no “reportable events” (hereinafter defined) requiring disclosure pursuant to Item 16F(a)(1)(v) of Form 20-F. As used herein, the term “reportable event” means any of the items listed in paragraphs (a)(1)(v)(A)-(D) of Item 16F of Form 20-F.

We have provided PricewaterhouseCoopers Zhong Tian LLP with a copy of the foregoing disclosure under this Item 16F and have requested that PricewaterhouseCoopers Zhong Tian LLP furnish to us a letter addressed to the SEC stating whether or not PricewaterhouseCoopers Zhong Tian LLP agrees with such disclosure. A copy of the letter is filed as Exhibit 15.1 to this Form 20-F.

On March 25, 2021, our board of directors resolved, as recommended by our audit committee, to propose to appoint KPMG Huazhen LLP as our new independent registered public accounting firm. Such appointment will, if approved at our forthcoming annual general meeting, become effective upon the close of such meeting. During the two fiscal years ended December 31, 2019 and 2020 and through April 28, 2021, neither we nor any person on our behalf consulted with KPMG Huazhen LLP regarding either (i) the application of accounting principles to a specific completed or proposed transaction or regarding the type of audit opinion that might be rendered on our financial statements and no written report or oral advice was provided that KPMG Huazhen LLP concluded was an important factor considered by us in reaching a decision as to the accounting, auditing or financial reporting issues, or (ii) any matter being the subject of disagreement (as defined in Item 16F(a)(1)(iv) and the instructions to Item 16F of Form 20-F) or reportable event (as defined in Item 16F(a)(1)(v) of Form 20-F).

Item 16G.

Corporate Governance.

As a foreign private issuer (as defined in Rule3b-4 under the Exchange Act), we are permitted to follow home country practices in lieu of some of the corporate governance practices required to be followed by U.S. companies listed on the New York Stock Exchange. As a result, our corporate governance practices differ in some respects from those required to be followed by U.S. companies listed on the New York Stock Exchange.

The significant differences between our corporate governance practices and those required to be followed by U.S. companies under the New York Stock Exchange’s listing standards include:

Section 303A.01 of the New York Stock Exchange Listed Company Manual provides that listed companies must have a majority of independent directors. As a listed company in Hong Kong, we are subject to the requirement under the Hong Kong Listing Rules that at leastone-third of our board of directors shall be independentnon-executive directors as determined under the Hong Kong Listing Rules. We currently have four independent directors out of a total of eight directors. The Hong Kong Listing Rules set forth standards for establishing independence, which differ from those set forth in the New York Stock Exchange Listed Company Manual.

Section 303A.03 of the New York Stock Exchange Listed Company Manual provides that listed companies must schedule regular executive sessions in whichnon-management directors meet without management participation. As a listed company in Hong Kong, we are subject to the requirement under the Hong Kong Listing Rules that the chairman of a listed company in Hong Kong should hold meetings at least annually with thenon-executive directors (including independentnon-executive directors) without the presence of the executive directors. In 2017,2020, our Audit Committee comprising four independentnon-executive directors met oncetwice with our external auditors without any executive directors present.

-80-


Section 303A.04 of the New York Stock Exchange Listed Company Manual provides that the nominating/corporate governance committee of a listed company must have a written charter that addresses the committee’s purpose and responsibilities, which include, among others, the development and recommendation of corporate governance guidelines to the listed company’s board of directors. Our board of directors is responsible for performing the corporate governance duties, including developing and reviewing our policies and practices on corporate governance guidelines.

Section 303A.07 of the New York Stock Exchange Listed Company Manual provides that if an audit committee member simultaneously serves on the audit committeecommittees of more than three public companies, and the listed company does not limit the number of audit committees on which its audit committee members serve to three or less, then in each case, the board of directors must determine that such simultaneous service would not impair the ability of such member to effectively serve on the listed company’s audit committee and disclose such determination. We are not required, under the applicable Hong Kong law, to make such determination.

Section 303A.10 of the New York Stock Exchange Listed Company Manual provides that listed companies must adopt and disclose a code of business conduct and ethics for directors, officers and employees. While we are not required, under the Hong Kong Listing Rules, to adopt such a similar code, as required under the Sarbanes-Oxley Act of 2002, we have adopted a code of ethics that is applicable to our principal executive officer(s), principal financial officer(s), principal accounting officer(s) or persons performing similar functions.

Section 303A.12(a) of the New York Stock Exchange Listed Company Manual provides that each listed company’s chief executive officer must certify to the New York Stock Exchange each year that he or she is not aware of any violation by the company of New York Stock Exchange corporate governance listing standards. Our Chief Executive Officer is not required, under the applicable Hong Kong law, to make similar certifications.

 

Item 16H.

Mine Safety Disclosure.

Not applicable.

 

-77--81-


PART III

 

Item 17.

Financial Statements.

Not applicable.

 

Item 18.

Financial Statements.

The following financial statements are filed as part of this annual report on Form20-F.

China Mobile Limited:

 

Index to Consolidated Financial Statements

  F-1

Report of Independent Registered Public Accounting Firm

  F-2

Consolidated statements of comprehensive income

  F-4F-6

Consolidated balance sheets

  F-6F-8

Consolidated statements of changes in equity

  F-9F-11

Consolidated statements of cash flows

  F-11F-13

Notes to the consolidated financial statements

  F-15F-16

 

Item 19.

Exhibits.

 

 (a)

See Item 18 for a list of the financial statements filed as part of this annual report on Form20-F.

 

 (b)

Exhibits to this annual report on Form20-F:

 

Exhibit

Number

  

Description of Exhibit

    1.1  Articles of Association (as amended)currently in effect).(10)(11)
    1.2Articles of Association (as proposed to be amended and subject to approval by the shareholders at the forthcoming annual general meeting of the Company).
    2.1  We agree to provide the SEC, upon request, copies of instruments defining the rights of holders of our long-term debt.
    2.2  Letter of Guarantee from China Mobile Communications Corporation for the RMB3,000 million guaranteed bonds due 2007 and RMB5,000  million guaranteed bonds due 2017, both issued by Guangdong Mobile in 2002 (with English translation).(1)
    2.3Form of Deposit Agreement dated as of October 23, 1997, as amended and restated as of July  5, 2000, and as further amended and restated as of May 30, 2006, among China Mobile Limited, The Bank of New York as Depositary, and all Owners and Beneficial Owners from time to time of American Depositary Receipts issued thereunder.(2)
    2.4Description of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended.
    4.1  Agreement on Sharing of Administrative Services and Administrative Costs, dated April  27, 2004, between China Mobile Communication Co., Ltd. and China Mobile Communications Corporation (with English translation).(2)(3)
    4.2  Agreement regarding Settlement of Interconnection and Roaming, Transmission Line Leasing, Usage of Spectrum Frequency and Numbering Resources, dated July 1, 2004, between China Mobile (Hong Kong) Limited and China Mobile Communications Corporation (with English translation).(3)(4)
    4.3  Tripartite Agreement on the Transfer of Rights and Obligations Relating to the Interconnection and Settlement Arrangements, dated November  13, 2008, among China Mobile Communications Corporation, China TieTongTietong Telecommunications Corporation and China Mobile Limited (with English translation).(4)(5)
    4.4  TD-SCDMA Network Capacity Leasing Agreement, dated December  29, 2008, between China Mobile Communications Corporation and China Mobile Limited (with English translation).(4)(5)

-82-


    4.5  Telecommunications Services Cooperation Agreement, dated November  6, 2009, between China Mobile Communications Corporation and China Mobile Limited (with English translation). (5)(6)
    4.6  Share Subscription Agreement, dated March  10, 2010, between China Mobile Group Guangdong Co., Ltd. and Shanghai Pudong Development Bank Co., Ltd. (with English summary).(5)(6)
    4.7  Property Leasing and Management Services Agreement for the Years from 2011 to 2013, dated December  21, 2010, between China Mobile Limited and China Mobile Communications Corporation (with English translation).(6)(7)

-78-


    4.8  Telecommunications Services Agreement for the Years from 2011 to 2013, dated December  21, 2010, between China Mobile Limited and China Mobile Communications Corporation (with English translation).(6)(7)
    4.9  Network Assets Leasing Agreement, dated August  18, 2011, between China Mobile Communications Corporation and China Mobile Limited (with English translation).(7)(8)
    4.10  Amendment and Transfer Agreement in connection with the Agreement regarding Settlement of Interconnection and Roaming, Transmission Line Leasing, Usage of Spectrum Frequency and Numbering Resources, dated September 13, 2012, between China Mobile Limited, China Mobile International Limited, China Mobile Communications Corporation and China Mobile Communication Co., Ltd. (with English translation).(8)(9)
    4.11  Property Leasing and Management Services Agreement for the Years from 2014 to 2016, dated August  15, 2013, between China Mobile Limited and China Mobile Communications Corporation (with English translation).(9)(10)
    4.12  Telecommunications Services Agreement for the Years from 2014 to 2016, dated August  15, 2013, between China Mobile Limited and China Mobile Communications Corporation (with English translation).(9)(10)
    4.13  Promoters’ Agreement, dated July  11, 2014, among China Mobile Communication Co., Ltd., China United Network Communications Corporation Limited, and China Telecom Corporation Limited (with English translation).(10)(11)
    4.14  Agreement on Purchase of Existing Telecommunications Towers and Related Assets by Issuing Shares and Paying Cash Consideration, dated October 14, 2015, among China Mobile Communication Co., Ltd., China United Network Communications Corporation Limited, China Telecom Corporation Limited, China Reform Holdings Corporation Limited and China Tower Corporation Limited (with English translation).(11)(12)
    4.15  Agreement on the Transfer of Business and Assets of China TieTongTietong Telecommunications Corporation, dated November 27, 2015, between China Mobile TieTongTietong Company Limited and China TieTongTietong Telecommunications Corporation (with English translation).(11)(12)
    4.16  Share Subscription Agreement, dated January  30, 2016, between China Mobile Group Anhui Co., Ltd. and China Tower Corporation Limited (with English translation).(11)(12)
    4.17  Share Subscription Agreement, dated January  30, 2016, between China Mobile Group Henan Co., Ltd. and China Tower Corporation Limited (with English translation).(11)(12)
    4.18  Share Subscription Agreement, dated January  30, 2016, between China Mobile Group Hebei Co., Ltd. and China Tower Corporation Limited (with English translation).(11)(12)
    4.19  Share Subscription Agreement, dated January  30, 2016, between China Mobile Group Guangdong Co., Ltd. and China Tower Corporation Limited (with English translation).(11)(12)

-83-


    4.20  Share Subscription Agreement, dated January  30, 2016, between China Mobile Group Jiangsu Co., Ltd. and China Tower Corporation Limited (with English translation).(11)(12)
    4.21  Share Subscription Agreement, dated January  30, 2016, between China Mobile Group Shandong Co., Ltd. and China Tower Corporation Limited (with English translation).(11)(12)
    4.22  Share Subscription Agreement, dated January  30, 2016, between China Mobile Group Zhejiang Co., Ltd. and China Tower Corporation Limited (with English translation).(11)(12)
    4.23  Commercial Pricing Agreement, dated July  8, 2016, between China Mobile Communication Company Limited and China Tower Corporation Limited (with English translation).(12)(13)

-79-


    4.24  Property Leasing and Management Services Agreement for the Years from 2017 to 2019, dated August  11, 2016, between China Mobile Limited and China Mobile Communications Corporation (with English translation). (12)(13)
    4.25  Trademark Licensing Agreement, entered into in December 2017, between China Mobile Communications Corporation, China Mobile Limited and China Mobile Communication Co., Ltd. (with English translation).(14)
    4.26  Supplementary Agreement to Commercial Pricing Agreement, dated January  31, 2018, between China Mobile Communication Co., Ltd. and China Tower Corporation Limited (with English translation).(14)
    4.27

Assets Transfer Agreements, dated August 9, 2019, between the subsidiaries of China Mobile Limited in the relevant provinces, as purchasers, and the subsidiaries of China Mobile Communications Group Co., Ltd. in such provinces, as vendors (with English translation).(15)

    4.282020 Network Assets Leasing Agreement, dated January  2, 2020, between China Mobile Limited and China Mobile Communications Group Co., Ltd. (with English translation).(15)
    4.292020–2022 Property Leasing and Management Services Agreement, dated January  2, 2020, between China Mobile Limited and China Mobile Communications Group Co., Ltd. (with English translation).(15)
    4.302020 Telecommunication Facilities Construction Services Agreement, dated January  2, 2020, between China Mobile Limited and China Mobile Communications Group Co., Ltd. (with English translation).(15)
    4.312021 Telecommunications Network Operation Assets Leasing Agreement, dated January 8, 2021, between China Mobile Limited and China Mobile Communications Group Co., Ltd. (with English translation).
    8.1  List of Major Subsidiaries.
  11.1  Code of Ethics.(2)(3)
  12.1  Certification of Chief Executive Officer pursuant to Rule13a-14(a).
  12.2  Certification of Chief Financial Officer pursuant to Rule13a-14(a).
  13.1  Certification of Chief Executive Officer pursuant to Rule13a-14(b).
  13.2  Certification of Chief Financial Officer pursuant to Rule13a-14(b).

-84-


  15.1Letter from PricewaterhouseCoopers Zhong Tian LLP
101.INS  XBRL Instance Document
101.SCH  XBRL Taxonomy Extension Schema Document
101.CAL  XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF  XBRL Taxonomy Extension Definition Linkbase Document
101.LAB  XBRL Taxonomy Extension Label Linkbase Document
101.PRE  XBRL Taxonomy Extension Presentation Linkbase Document

 

(1)

Incorporated by reference to our Annual Report on Form20-F for the fiscal year ended December 31, 2002 (FileNo. 1-14696), filed with the SEC on June 17, 2003.

(2)

Incorporated by reference to the Registration Statement on Form F-6 (File No. 333-204640) filed with the SEC with respect to American Depositary Shares representing our shares.

(3)

Incorporated by reference to our Annual Report on Form20-F for the fiscal year ended December 31, 2003 (FileNo. 1-14696), filed with the SEC on June 17, 2004.

(3)(4)

Incorporated by reference to our Annual Report on Form20-F for the fiscal year ended December 31, 2004 (FileNo. 1-14696), filed with the SEC on June 13, 2005.

(4)(5)

Incorporated by reference to our Annual Report on Form20-F for the fiscal year ended December 31, 2008 (FileNo. 1-14696), filed with the SEC on June 23, 2009.

(5)(6)

Incorporated by reference to our Annual Report on Form20-F for the fiscal year ended December 31, 2009 (FileNo. 1-14696), filed with the SEC on June 7, 2010.

(6)(7)

Incorporated by reference to our Annual Report on Form20-F for the fiscal year ended December 31, 2010 (FileNo. 1-14696), filed with the SEC on April 27, 2011.

(7)(8)

Incorporated by reference to our Annual Report on Form20-F for the fiscal year ended December 31, 2011 (FileNo. 1-14696), filed with the SEC on April 25, 2012.

(8)(9)

Incorporated by reference to our Annual Report on Form20-F for the fiscal year ended December 31, 2012 (FileNo. 1-14696), filed with the SEC on April 25, 2013.

(9)(10)

Incorporated by reference to our Annual Report on Form20-F for the fiscal year ended December 31, 2013 (FileNo. 1-14696), filed with the SEC on April 25, 2014.

(10)(11)

Incorporated by reference to our Annual Report on Form20-F for the fiscal year ended December 31, 2014 (FileNo. 1-14696), filed with the SEC on April 24, 2015.

(11)(12)

Incorporated by reference to our Annual Report on Form20-F for the fiscal year ended December 31, 2015 (FileNo. 1-14696), filed with the SEC on April 26, 2016.

(12)(13)

Incorporated by reference to our Annual Report on Form20-F for the fiscal year ended December 31, 2016 (FileNo. 1-14696), filed with the SEC on April 27, 2017.

(14)

Incorporated by reference to our Annual Report on Form 20-F for the fiscal year ended December 31, 2017 (File No. 1-14696), filed with the SEC on April 26, 2018.

(15)

Incorporated by reference to our Annual Report on Form 20-F for the fiscal year ended December 31, 2019 (File No. 1-14696), filed with the SEC on April 28, 2020.

 

-80--85-


SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing on Form20-F and that it has duly caused and authorized the undersigned to sign this annual report on Form20-F on its behalf.

 

CHINA MOBILE LIMITED
By: 

/s/ LI YueDONG Xin

Name: LI YueDONG Xin
Title: 

Executive Director and

Chief Executive Officer

Date: April 26, 201828, 2021


Index to Consolidated Financial Statements

 

   Page No. 

Report of Independent Registered Public Accounting Firm

   F-2 

Consolidated statements of comprehensive income

F-4

Consolidated balance sheets

   F-6 

Consolidated balance sheets

F-8

Consolidated statements of changes in equity

F-9

Consolidated statements of cash flows

   F-11 

Consolidated statements of cash flows

F-13

Notes to consolidated financial statements

   F-15F-16 

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of China Mobile Limited

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidatedbalance sheets of China Mobile Limited and its subsidiaries (the “Company”) as of December 31, 20172020 and 2016,2019, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for each of the three years in the period ended December 31, 2017,2020, including the related notes (collectively referred to as the “consolidated financial statements”).We also have audited the Company’s internal control over financial reporting as of December 31, 2017,2020, based on criteria established inInternal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidatedfinancial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 20172020 and 2016,2019, and the results of theirits operations and theirits cash flows for each of the three years in the period ended December 31, 2017 2020in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017,2020, based on criteria established inInternal Control -Integrated Framework (2013) issued by the COSO.

Changes in Accounting Principles

As discussed in Note 3 to the consolidated financial statements, the Company changed the manner in which it accounts for leases in 2019 and the manner in which it accounts for revenue from contracts with customers and the manner in which it accounts for financial instruments in 2018.

Basis for Opinions

The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 15 of this Annual Report on Form 20-F.15. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”)(PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have

a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to theconsolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidatedfinancial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Revenue Recognition – Identification of Distinct Performance Obligations and Allocation of Transaction Prices among Various Performance Obligations

As described in Note 2(r) and Note 4 to the consolidated financial statements, the Company mainly provides voice, data and other telecommunications services and sells telecommunication related products to its customers. The Company’s consolidated operating revenues were RMB768,070 million for the year ended December 31, 2020. Management identifies multiple distinct performance obligations in certain bundled package contracts such as the provision of services, products and/or customer point rewards. Management allocates the transaction price to each performance obligation based on the relative stand-alone selling price. Management exercises significant judgement in identifying the distinct performance obligations and estimating the stand-alone selling price of each distinct performance obligation.

The principal considerations for our determination that performing procedures relating to the identification of performance obligations and the determination of the stand-alone selling price for each single performance obligation in the allocation of transaction prices among various performance obligations is a critical audit matter are that there were significant judgements by management in identifying the distinct performance obligations and estimating the stand-alone selling price of each distinct performance obligation due to the variety of tariffs and package structures and complexity of multiple performance obligation arrangements. This in turn led to a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating audit evidence relating to the identification of distinct performance obligations and determination of stand-alone selling price in the allocation of transaction prices among various performance obligations for revenue recognition.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the revenue recognition process, including controls over management’s identification of distinct performance obligations, and determination of stand-alone selling price in the allocation of transaction prices among various performance obligations. These procedures also included, among others, (i) evaluating the appropriateness of the accounting policies adopted in revenue recognition for existing and new revenue streams including multiple performance obligation arrangements, and the appropriateness of related judgements made by management; (ii) examining management’s identification of the performance obligations and determination of stand-alone selling price for each single performance obligation in the allocation of transaction prices among various performance obligations, and testing the accuracy of revenue recognized for each performance obligation, by using sampling techniques.

Impairment Assessment on the Interest in Associates

As described in Note 2(d) and (j), Note 21 and Note 41 to the consolidated financial statements, the Company held interests in associates, which were accounted for using the equity method of accounting. Among which, the Company’s investment in Shanghai Pudong Development Bank Co., Ltd. (“SPD Bank”), a company listed on the Shanghai Stock Exchange of China, amounted to RMB102,102 million as of December 31, 2020. The Company identified that the carrying amount of its investment in SPD Bank had exceeded its market value as of December 31, 2020. Hence, the Company performed an impairment assessment on this investment by assessing its recoverable amount based on value-in-use as determined by the discounted cash flow model. Based on the assessment result, management determined that there was no impairment loss in this investment made in the associate.

The principal considerations for our determination that performing procedures relating to impairment assessment on the interest in SPD Bank is a critical audit matter are that there were significant judgements and estimates made by the management in determining its recoverable amount. This in turn led to a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating audit evidence related to management’s key assumptions adopted in the model. In addition, the audit effort involved the use of professionals with specialized skill and knowledge to assist in performing these procedures and evaluating the audit evidence obtained.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s process for preparing the impairment assessment, including controls over the determination of the recoverable amount of its investment in SPD Bank. These procedures also included, among others, (i) evaluating management’s process for preparing its impairment assessment and evaluating management’s prior years’ experience and the critical judgements exercised in the assessment; (ii) assessing the recoverable amount based on its value-in-use as determined by the discounted cash flow model; and examining input data and documentation supporting the key judgements and underlying assumptions adopted in projecting and estimating future cash flows, including the growth rate, the margin rate and the discount rate, with consideration of external evidence and the degree of historical accuracy of management’s assumptions and projections in achieving the forecasts; (iii) testing mathematical accuracy and considering the appropriateness of the cash flows included in the discounted cash flow model; and (iv) checking sensitivity analysis performed around the key assumptions to ascertain the extent to which adverse changes, both individually or in aggregate, in those assumptions adopted would indicate that the investment was impaired. Professionals with specialized skill and knowledge were used to assist in the evaluation of the discounted cash flow model and certain significant assumptions, including the discount rate.

/s/ PricewaterhouseCoopers Zhong Tian LLP

Beijing, the People’s Republic of China

April 26, 201828, 2021

We have served as the Company’s auditor since 2013.

Consolidated Statements of Comprehensive Income

for the year ended December 31

(Expressed in Renminbi (“RMB”))

 

    2017 2016 2015 
  Note Million Million Million 
  Note  

2020

Million

 

2019

Million

 2018
Million
 

Operating revenue

   4      4    

Revenue from telecommunications services

    668,351   623,422   584,089      695,692  674,392  670,907 

Revenue from sales of products and others

    72,163   84,999   84,246      72,378  71,525  65,912 
   

 

  

 

  

 

     

 

  

 

  

 

 
    740,514   708,421   668,335      768,070  745,917  736,819 
   

 

  

 

  

 

     

 

  

 

  

 

 

Operating expenses

           

Leased lines and network assets

    46,336   39,083   20,668 

Interconnection

    21,762   21,779   21,668 

Depreciation

    149,780   138,090   136,832 

Network operation and support expenses

  5   206,424  175,810  200,007 

Depreciation and amortization

     172,401  182,818  154,154 

Employee benefit and related expenses

   5   85,513   79,463   74,805   6   106,429  102,518  93,939 

Selling expenses

    61,086   57,493   59,850      49,943  52,813  60,326 

Cost of products sold

    73,668   87,352   89,297      73,100  72,565  66,231 

Other operating expenses

   6   182,243   167,073   162,293   7   47,039  46,244  40,775 
   

 

  

 

  

 

     

 

  

 

  

 

 
    620,388   590,333   565,413      655,336  632,768  615,432 
   

 

  

 

  

 

     

 

  

 

  

 

 

Profit from operations

    120,126   118,088   102,922      112,734  113,149  121,387 

Gain on the transfer of Tower Assets

   7   —     —     15,525 

Other gains

   8   2,389   1,968   1,800   8   5,602  4,029  2,906 

Interest income

    15,883   16,005   15,852 

Interest and other income

  9   14,341  15,560  15,885 

Finance costs

   9   (210  (235  (455  10   (2,996 (3,246 (144

Share of profit of investments accounted for using the equity method

    9,949   8,636   8,090 
   

 

  

 

  

 

 

Income from investments accounted for using the equity method

     12,678  12,641  13,861 
    

 

  

 

  

 

 

Profit before taxation

    148,137   144,462   143,734      142,359  142,133  153,895 

Taxation

   12(a)   (33,723  (35,623  (35,079  13(a)   (34,219 (35,342 (35,944
   

 

  

 

  

 

     

 

  

 

  

 

 

PROFIT FOR THE YEAR

     108,140  106,791  117,951 
    

 

  

 

  

 

 

PROFIT FOR THE YEAR

    114,414   108,839   108,655 

Consolidated Statements of Comprehensive Income (Continued)

for the year ended December 31

(Expressed in RMB)

 

      2017 2016 2015   Note 

2020

Million

 

2019

Million

 

2018

Million

 
  Note   Million Million Million 

Other comprehensive (loss)/income for the year, net of tax:

      

Item that will not be subsequently reclassified to profit or loss

      

Share of other comprehensive loss of investments accounted for using the equity method

     —     (16  —   

Other comprehensive income for the year, net of tax:

     

Items that will not be subsequently reclassified to profit or loss

     

Changes in the fair value of equity investments at fair value through other comprehensive income

   957  (75 (168

Share of other comprehensive (loss)/income of investments accounted for using the equity method

   (32 14  60 

Items that may be subsequently reclassified to profit or loss

           

Change in value ofavailable-for-sale financial assets

     (5  24   —   

Exchange differences on translation of financial statements of overseas entities

     (735  774   603 

Currency translation differences

   (1,915 683  1,160 

Share of other comprehensive (loss)/income of investments accounted for using the equity method

     (1,038  (1,043  901    (585 428  1,188 
    

 

  

 

  

 

 
   

 

  

 

  

 

 

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

     112,636   108,578   110,159    106,565  107,841  120,191 
    

 

  

 

  

 

    

 

  

 

  

 

 

Profit attributable to:

           

Equity shareholders of the Company

     114,279   108,741   108,539    107,843  106,641  117,781 

Non-controlling interests

     135   98   116    297  150  170 
    

 

  

 

  

 

    

 

  

 

  

 

 

PROFIT FOR THE YEAR

     114,414   108,839   108,655    108,140  106,791  117,951 
    

 

  

 

  

 

    

 

  

 

  

 

 

Total comprehensive income attributable to:

           

Equity shareholders of the Company

     112,501   108,480   110,043    106,268  107,691  120,021 

Non-controlling interests

     135   98   116    297  150  170 
    

 

  

 

  

 

    

 

  

 

  

 

 

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

     112,636   108,578   110,159    106,565  107,841  120,191 
    

 

  

 

  

 

 
   

 

  

 

  

 

 

Earnings per share – Basic

   13(a)    RMB5.58   RMB5.31   RMB5.30   14(a) RMB 5.27  RMB 5.21  RMB 5.75 
    

 

  

 

  

 

    

 

  

 

  

 

 

Earnings per share – Diluted

   13(b)    RMB5.58   RMB5.31   RMB5.30   14(b) RMB 5.27  RMB 5.18  RMB 5.75 
    

 

  

 

  

 

    

 

  

 

  

 

 

The notes on pages F-16 to F-15 toF-91F-107 are an integral part of these consolidated financial statements.

Consolidated Balance Sheets

as of December 31

(Expressed in RMB)

 

      As of
December 31,
2017
   As of
December 31,
2016
 
  Note   Million   Million 
  Note 

As of

December 31, 2020

Million

   

As of

December 31, 2019

Million

 

Assets

           

Non-current assets

           

Property, plant and equipment

   14    648,029    622,356   15 705,547    674,832 

Construction in progress

   15    78,112    89,853   16 71,651    67,978 

Land lease prepayments and others

   16    28,322    26,720 

Right-of-use assets

  17(a) 65,091    74,308 

Land use rights

  18 16,192    16,489 

Goodwill

   17    35,343    35,343   19 35,344    35,343 

Other intangible assets

     1,721    1,708    7,213    3,475 

Investments accounted for using the equity method

   19    132,499    124,039   21 161,811    155,228 

Deferred tax assets

   20    33,343    29,767   22 38,998    32,628 

Available-for-sale financial assets

   21    44    35 

Financial assets at fair value through other comprehensive income

  23 1,111    513 

Restricted bank deposits

   22    6,504    4,528   24 8,836    10,063 
    

 

   

 

 

Other non-current assets

  25 36,345    28,517 
     963,917    934,349    

 

   

 

 
    

 

   

 

    1,148,139    1,099,374 
   

 

   

 

 

Current assets

           

Inventories

   23    10,222    8,832   26 8,044    7,338 

Contract assets

  4(a) 3,841    5,003 

Accounts receivable

   24    24,153    19,045   27 38,401    32,694 

Other receivables

   25    31,201    25,693   28 46,647    34,133 

Proceeds receivable for the transfer of Tower Assets

   7    —      57,152 

Prepayments and other current assets

   25    24,552    16,801   28 25,713    26,708 

Amount due from ultimate holding company

   26    221    221   29 1,396    1,350 

Tax recoverable

     1,519    1,097 

Available-for-sale financial assets

   21    65,630    31,897 

Prepaid income tax

   1,157    1,278 

Financial assets at fair value through profit or loss

  23 128,603    114,259 

Restricted bank deposits

   22    691    197   24 2,830    371 

Bank deposits

   27    279,371    335,297   30 110,382    130,799 

Cash and cash equivalents

   28    120,636    90,413   31 212,729    175,933 
    

 

   

 

    

 

   

 

 
   579,743    529,866 
     558,196    586,645    

 

   

 

 
    

 

   

 

 

Total assets

     1,522,113    1,520,994    1,727,882    1,629,240 
    

 

   

 

    

 

   

 

 

Consolidated Balance Sheets (Continued)

as of December 31

(Expressed in RMB)

 

      As of
December 31,
2017
   As of
December 31,
2016
 
  Note   Million   Million 
  Note  

As of

December 31, 2020

Million

   

As of

December 31, 2019

Million

 

Equity and liabilities

            

Liabilities

            

Current liabilities

            

Interest-bearing borrowings

   29    —      4,998 

Accounts payable

   30    233,169    250,838   32   167,990    164,818 

Bills payable

     3,303    1,206      4,561    2,896 

Deferred revenue

   31    85,282    84,289   33   79,028    57,825 

Accrued expenses and other payables

   32    190,866    180,950   34   200,952    182,368 

Amount due to ultimate holding company

   26    8,646    5,563   29   26,714    21,677 

Current taxation

     8,716    8,545 
    

 

   

 

 

Income tax payable

     13,856    9,815 

Lease liabilities

     24,173    22,668 
     529,982    536,389     

 

   

 

 
    

 

   

 

      517,274    462,067 
    

 

   

 

 

Non-current liabilities

            

Lease liabilities – non-current

     42,460    51,635 

Deferred revenue –non-current

   31    2,888    2,175   33   8,601    6,861 

Deferred tax liabilities

   20    362    292   22   1,668    1,388 
    

 

   

 

 

Other non-current liabilities

     5,107    —   
     3,250    2,467     

 

   

 

 
    

 

   

 

      57,836    59,884 
    

 

   

 

 

Total liabilities

     533,232    538,856      575,110    521,951 
    

 

   

 

     

 

   

 

 

Consolidated Balance Sheets (Continued)

as of December 31

(Expressed in RMB)

 

    As of
December 31,
2017
   As of
December 31,
2016
 
  Note Million   Million 
  Note 

As of

December 31, 2020

Million

   

As of

December 31, 2019

Million

 

Equity

          

Share capital

   34(a)   402,130    402,130    36(a)  402,130    402,130 

Reserves

    583,506    576,891    746,786    701,643 
   

 

   

 

    

 

   

 

 

Total equity attributable to equity shareholders of the Company

    985,636    979,021    1,148,916    1,103,773 

Non-controlling interests

    3,245    3,117    3,856    3,516 
   

 

   

 

 
   

 

   

 

 

Total equity

    988,881    982,138    1,152,772    1,107,289 
   

 

   

 

    

 

   

 

 
   

 

   

 

 

Total equity and liabilities

    1,522,113    1,520,994    1,727,882    1,629,240 
   

 

   

 

    

 

   

 

 

The notes on pagesF-15F-16 toF-91F-107 are an integral part of these consolidated financial statements.

Consolidated Statements of Changes in Equity

for the year ended December 31

(Expressed in RMB)

 

   Attributable to equity shareholders of the Company       
   Share
capital
   Capital
reserve
  General
reserve
   Exchange
reserve
  PRC
statutory
reserves
   Retained
profits
  Total  

Non-

controlling
interests

  Total
equity
 
   Million   Million  Million   Million  Million   Million  Million  Million  Million 

As of January 1, 2015

   400,737    (231,954  72    (768  258,942    459,887   886,916   2,067   888,983 

Changes in equity for 2015:

             

Profit for the year

   —      —     —      —     —      108,539   108,539   116   108,655 

Currency translation differences

   —      —     —      603   —      —     603   —     603 

Share of other comprehensive income of investments accounted for using the equity method

   —      901   —      —     —      —     901   —     901 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

   —      901   —      603   —      108,539   110,043   116   110,159 

Dividends approved in respect of previous year (note 34(b)(ii))

   —      —     —      —     —      (22,283  (22,283  (21  (22,304

Dividends declared in respect of current year (note 34(b)(i))

   —      —     —      —     —      (25,629  (25,629  —     (25,629

Shares issued under share option scheme

   1,393    (369  —      —     —      —     1,024   —     1,024 

Transfer to PRC statutory reserves (note 34(c)(ii))

   —      —     —      —     20,542    (20,502  40   —     40 

Transfer between reserves upon expiry of options

   —      (92  —      —     —      92   —     —     —   

Consideration for business combination under common control

   —      (31,967  —      —     —      —     (31,967  —     (31,967

Transfer of assets of entities under common control to the ultimate holding company

   —      (808  —      —     —      —     (808  —     (808

Capital injection fromnon-controlling interests of a subsidiary

   —      —     —      —     —      —     —     870   870 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

As of December 31, 2015

   402,130    (264,289  72    (165  279,484    500,104   917,336   3,032   920,368 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 
   Attributable to equity shareholders of the Company       
   

Share

capital

   

Capital

reserve

  

General

reserve

   

Exchange

reserve

  

PRC

Statutory

and other

reserves

   

Retained

profits

  Total  

Non-controlling

interests

  

Total

equity

 
   Million   Million  Million   Million  Million   Million  Million  Million  Million 

As of January 1, 2018

   402,130    (265,803  72    (126  328,344    527,550   992,167   3,245   995,412 

Changes in equity for 2018:

             

Profit for the year

   —      —     —      —     —      117,781   117,781   170   117,951 

Changes in the fair value of financial assets at fair value through other comprehensive income

   —      (168  —      —     —      —     (168  —     (168

Currency translation differences

   —      —     —      1,160   —      —     1,160   —     1,160 

Share of other comprehensive income of investments accounted for using the equity method

   —      1,248   —      —     —      —     1,248   —     1,248 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

   —      1,080   —      1,160   —      117,781   120,021   170   120,191 

Dividends approved in respect of previous year (note 36(b)(ii))

   —      —     —      —     —      (27,060  (27,060  (10  (27,070

Dividends declared in respect of current year (note 36(b)(i))

   —      —     —      —     —      (32,870  (32,870  —     (32,870

Transfer to PRC statutory reserves
(note 36(c)(ii))

   —      —     —      —     19,148    (19,148  —     —     —   

Others

   —      —     —      —     147    —     147   (1  146 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

As of December 31, 2018

   402,130    (264,723  72    1,034   347,639    566,253   1,052,405   3,404   1,055,809 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

The notes on pagesF-15F-16 toF-91F-107 are an integral part of these consolidated financial statements.

Consolidated Statements of Changes in Equity (Continued)

for the year ended December 31

(Expressed in RMB)

 

   Attributable to equity shareholders of the Company       
   Share
capital
   Capital
reserve
  General
reserve
   Exchange
reserve
  PRC
statutory
reserves
   Retained
profits
  Total  

Non-

controlling
interests

  Total
equity
 
   Million   Million  Million   Million  Million   Million  Million  Million  Million 

As of January 1, 2016

   402,130    (264,289  72    (165  279,484    500,104   917,336   3,032   920,368 

Changes in equity for 2016:

             

Profit for the year

   —      —     —      —     —      108,741   108,741   98   108,839 

Change in value ofavailable-for-sale financial assets

   —      24   —      —     —      —     24   —     24 

Currency translation differences

   —      —     —      774   —      —     774   —     774 

Share of other comprehensive loss of investments accounted for using the equity method

   —      (1,043  —      —     —      (16  (1,059  —     (1,059
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

   —      (1,019  —      774   —      108,725   108,480   98   108,578 

Dividends approved in respect of previous year (note 34(b)(ii))

   —      —     —      —     —      (20,764  (20,764  (13  (20,777

Dividends declared in respect of current year (note 34(b)(i))

   —      —     —      —     —      (26,227  (26,227  —     (26,227

Transfer to PRC statutory reserves (note 34(c)(ii))

   —      —     —      —     25,721    (25,525  196   —     196 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

As of December 31, 2016

   402,130    (265,308  72    609   305,205    536,313   979,021   3,117   982,138 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

As of January 1, 2017

   402,130    (265,308  72    609   305,205    536,313   979,021   3,117   982,138 

Changes in equity for 2017:

             

Profit for the year

   —      —     —      —     —      114,279   114,279   135   114,414 

Change in value ofavailable-for-sale financial assets

   —      (5  —      —     —      —     (5  —     (5

Currency translation differences

   —      —     —      (735  —      —     (735  —     (735

Share of other comprehensive loss of investments accounted for using the equity method

   —      (1,038  —      —     —      —     (1,038  —     (1,038
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

   —      (1,043  —      (735  —      114,279   112,501   135   112,636 

Dividends approved in respect of previous year (note 34(b)(ii))

   —      —     —      —     —      (22,204  (22,204  (7  (22,211

Dividends declared in respect of current year (note 34(b)(i))

   —      —     —      —     —      (83,832  (83,832  —     (83,832

Transfer to PRC statutory reserves (note 34(c)(ii))

   —      —     —      —     21,958    (21,808  150   —     150 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

As of December 31, 2017

   402,130    (266,351  72    (126  327,163    522,748   985,636   3,245   988,881 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 
   Attributable to equity shareholders of the Company       
   

Share

capital

   

Capital

reserve

  

General

reserve

   

Exchange

reserve

  

PRC

Statutory

and other

reserves

  

Retained

profits

  Total  

Non-controlling

interests

  

Total

equity

 
   Million   Million  Million   Million  Million  Million  Million  Million  Million 

As of December 31, 2018
(As previously reported)

   402,130    (264,723  72    1,034   347,639   566,253   1,052,405   3,404   1,055,809 

Changes in accounting policies
(note 3(a))

   —      —     —      —     (336  (2,770  (3,106  —     (3,106
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

As of January 1, 2019
(As restated)

   402,130    (264,723  72    1,034   347,303   563,483   1,049,299   3,404   1,052,703 

Changes in equity for 2019:

            

Profit for the year

   —      —     —      —     —     106,641   106,641   150   106,791 

Changes in the fair value of financial assets at fair value through other comprehensive income

   —      (75  —      —     —     —     (75  —     (75

Currency translation differences

   —      —     —      683   —     —     683   —     683 

Share of other comprehensive income of investments accounted for using the equity method

   —      442   —      —     —     —     442   —     442 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

   —      367   —      683   —     106,641   107,691   150   107,841 

Dividends approved in respect of previous year (note 36(b)(ii))

   —      —     —      —     —     (25,059  (25,059  (38  (25,097

Dividends declared in respect of current year (note 36(b)(i))

   —      —     —      —     —     (28,206  (28,206  —     (28,206

Transfer to PRC statutory reserves
(note 36(c)(ii))

   —      —     —      —     1,929   (1,929  —     —     —   

Others

   —      —     —      —     48   —     48   —     48 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

As of December 31, 2019

   402,130    (264,356  72    1,717   349,280   614,930   1,103,773   3,516   1,107,289 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

As of January 1, 2020

   402,130    (264,356  72    1,717   349,280   614,930   1,103,773   3,516   1,107,289 

Changes in equity for 2020:

            

Profit for the year

   —      —     —      —     —     107,843   107,843   297   108,140 

Changes in the fair value of financial assets at fair value through other comprehensive income

   —      957   —      —     —     —     957   —     957 

Currency translation differences

   —      —     —      (1,915  —     —     (1,915  —     (1,915

Share of other comprehensive loss of investments accounted for using the equity method

   —      (617  —      —     —     —     (617  —     (617
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total comprehensive income for the year

   —      340   —      (1,915  —     107,843   106,268   297   106,565 

Dividends approved in respect of previous year (note 36(b)(ii))

   —      —     —      —     —     (32,169  (32,169  (11  (32,180

Dividends declared in respect of current year (note 36(b)(i))

   —      —     —      —     —     (27,557  (27,557  —     (27,557

Transfer to PRC statutory reserves
(note 36(c)(ii))

   —      —     —      —     1,207   (1,207  —     —     —   

Share option scheme

            

-Value of share options (note 35)

   —      232   —      —     —     —     232   —     232 

Changes in the share of other reserves of investments accounted for using the equity method

   —      (430  —      —     —     —     (430  —     (430

Others

   —      (94  —      —     21   (1,128  (1,201  54   (1,147
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

As of December 31, 2020

   402,130    (264,308  72    (198  350,508   660,712   1,148,916   3,856   1,152,772 
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

The notes on pagesF-15F-16 toF-91F-107 are an integral part of these consolidated financial statements.

Consolidated Statements of Cash Flows

as offor the year ended December 31

(Expressed in RMB)

 

   Note  

2020

Million

  

2019

Million

  

2018

Million

 

Operating activities

      

Profit before taxation

     142,359   142,133   153,895 

Adjustments for:

      

- Depreciation and amortization

     172,401   182,818   154,621 

- Loss/(gain) on disposal of property, plant and equipment

  7   1   (64  8 

- Write-off and impairment of property, plant and equipment

  7   1,546   2,975   1,250 

- Expected credit impairment losses

  7   5,084   5,761   4,635 

- Impairment losses of contract assets

     (62  —     —   

- Write-down of inventories

  7   196   171   155 

- Interest and other income

  9   (14,341  (15,560  (15,885

- Finance costs

  10   2,996   3,246   144 

- Dividend income from equity investments at fair value through other comprehensive income

     (1  (2  —   

- Income from investments accounted for using the equity method

     (12,678  (12,641  (13,861

- Net exchange (gain)/loss

     (32  67   (46

- Share-based compensation expenses

     232   —     —   
    

 

 

  

 

 

  

 

 

 

Operating cash flows before changes in working capital

     297,701   308,904   284,916 
    

 

 

  

 

 

  

 

 

 

(Increase)/decrease in inventories

     (902  1,348   1,212 

Decrease/(increase) in contract assets

  4(a)   1,228   (64  (874

Decrease/(increase) in contract costs

  4(a)   1,500   (9,012  (2,021

Increase in accounts receivable

     (10,812  (11,981  (7,058

Increase in other receivables

     (585  (1,364  1,784 

Decrease/(increase) in prepayments and other current assets

     1,538   (3,075  (2,999

Increase in amount due from ultimate holding company

     (46  (780  (348

(Increase)/decrease in deposited customer reserves

  24   (897  6,447   (4,835

Increase/(decrease) in accounts payable

     7,896   (3,334  (16,400

Increase in bills payable

     829   794   873 

Increase/(decrease) in deferred revenue

  33   22,943   (3,380  (19,588

Increase in accrued expenses and other payables

     18,584   508   4,613 

(Decrease)/increase in amount due to ultimate holding company

     (32  (107  112 

Increase in other non-current liabilities

     4,923   —     —   
    

 

 

  

 

 

  

 

 

 

Cash generated from operations

     343,868   284,904   239,387 

Tax paid

      

- PRC enterprise income tax paid

     (35,776  (37,300  (33,003

- Hong Kong profits tax paid

     (331  (13  (233
    

 

 

  

 

 

  

 

 

 

Net cash generated from operating activities

     307,761   247,591   206,151 
    

 

 

  

 

 

  

 

 

 

      2017  2016  2015 
   Note  Million  Million  Million 

Operating activities

      

Profit before taxation

     148,137   144,462   143,734 

Adjustments for:

      

- Depreciation of property, plant and equipment

     149,780   138,090   136,832 

- Amortization of other intangible assets

  6   515   499   274 

- Amortization of land lease prepayments

  16   446   443   426 

- Gain on the transfer of Tower Assets

  7   —     —     (15,525

- Loss/(gain) on disposal of property, plant and equipment

  6   8   (180  (4

-Write-off and impairment of property, plant and equipment

  6   12,593   7,216   7,614 

- Impairment loss of doubtful accounts

  6   3,392   3,734   4,839 

- Write-down of inventories

  6   297   282   272 

- Interest income

     (15,883  (16,005  (15,852

- Finance costs

  9   210   235   455 

- Dividend income from unlisted securities

  8   —     —     (11

- Share of profit of investments accounted for using the equity method

     (9,949  (8,636  (8,090

- Unrealized exchange (gain)/loss, net

     (27  115   182 

- Gain on disposal of other financial assets

     —     —     (14
    

 

 

  

 

 

  

 

 

 

Operating cash flows before changes in working capital

     289,519   270,255   255,132 

(Increase)/decrease in inventories

     (1,690  886   (1,005

Increase in accounts receivable

     (8,367  (4,930  (5,830

Decrease/(increase) in other receivables

     648   (4,668  (1,341

(Increase)/decrease in prepayments and other current assets

     (6,330  (5,071  276 

Decrease/(increase) in amount due from ultimate holding company

     —     26   (135

Increase in deposited customer reserves

  22   (3,047  —     —   

(Decrease)/increase in accounts payable

     (1,246  11,931   (6,832

Increase in bills payable

     1,695   227   12 

Increase in deferred revenue

     1,811   7,231   14,005 

Increase in accrued expenses and other payables

     9,956   17,545   18,633 

Increase/(decrease) in amount due to ultimate holding company

     24   10   (32
    

 

 

  

 

 

  

 

 

 

Cash generated from operations

     282,973   293,442   272,883 

Tax paid

      

- Hong Kong profits tax paid

     (135  (236  (232

- PRC enterprise income tax paid

     (37,324  (39,505  (37,562
    

 

 

  

 

 

  

 

 

 

Net cash generated from operating activities

     245,514   253,701   235,089 
    

 

 

  

 

 

  

 

 

 

Consolidated Statements of Cash Flows (Continued)

for the year ended December 31

(Expressed in RMB)

 

       2017  2016  2015 
   Note   Million  Million  Million 

Investing activities

      

Capital expenditure

     (193,015  (188,209  (172,243

Land lease prepayments and others

     (590  (1,157  (1,450

Acquisition of other intangible assets

     (638  (1,399  (212

Proceeds from disposal of property, plant and equipment

     287   564   7 

Decrease/(increase) in bank deposits

     53,889   (11,967  30,177 

Decrease/(increase) in restricted bank deposits (excluding deposited customer reserves)

   22    578   (135  4,877 

Interest received

     15,204   13,862   15,655 

Payment for investment accounted for using the equity method

     (168  (2,451  (376

Dividends received from investments accounted for using the equity method

   19    847   1,944   2,842 

Dividends received from unlisted securities

   8    —     —     11 

Purchase ofavailable-for-sale financial assets

     (106,296  (77,320  (24,965

Maturity ofavailable-for-sale financial assets

     75,550   65,881   8,294 

Short-term loans granted by China Mobile Finance and payment for other investments

     (14,417  (1,650  (5,500

Maturity of short-term loans granted by China Mobile Finance and other investments

     4,650   2,500   —   

Proceeds from disposal of other financial assets

     —     —     140 

Receipt of consideration from China Tower

   7    57,585   5,000   —   

Others

     1   14   —   
    

 

 

  

 

 

  

 

 

 

Net cash used in investing activities

     (106,533  (194,523  (142,743
    

 

 

  

 

 

  

 

 

 
   Note  2020
Million
  2019
Million
  2018
Million
 

Investing activities

      

Payment for property, plant and equipment

     (189,577  (202,365  (192,395

Payment for land use rights

     (169  (355  (580

Payment for other intangible assets

     (703  (2,245  (2,189

Proceeds from disposal of property, plant and equipment

     266   423   8 

Decrease/(increase) in bank deposits

     15,008   157,709   (11,578

Increase in restricted bank deposits (excluding deposited customer reserves)

  24   (335  (4,503  (348

Interest received

     12,999   11,550   11,810 

Proceeds from disposal of investments accounted for using the equity method

     417   —     —   

Payment for investments accounted for using the equity method

     (1,346  (161  (375

Dividends received from investments accounted for using the equity method

  21   4,362   2,299   691 

Purchase of financial assets at fair value through profit or loss

  23   (114,893  (161,343  (116,810

Maturity of financial assets at fair value through profit or loss

  23   103,479   129,505   110,087 

Purchase of financial assets at fair value through other comprehensive income

  23   (205  —     (711

Proceeds from disposal of financial assets at fair value through other comprehensive income

  23   500   —     —   

Short-term loans granted by China Mobile Finance and payment for other investments

     (34,335  (11,464  (16,210

Maturity of short-term loans granted by China Mobile Finance and other investments

     16,414   16,810   6,367 

Others

     12   (66  2 
    

 

 

  

 

 

  

 

 

 

Net cash used in investing activities    

     (188,106  (64,206  (212,231
    

 

 

  

 

 

  

 

 

 

Consolidated Statements of Cash Flows (Continued)

for the year ended December 31

(Expressed in RMB)

 

      2017  2016  2015 
   Note  Million  Million  Million 

Financing activities

     

Proceeds from issuance of shares under share option scheme

    —     —     1,024 

Capital injection fromnon-controlling shareholders of a subsidiary

    —     —     870 

Interest paid

    (247  (232  (442

Dividends paid to the Company’s equity shareholders

   34(b)   (106,036  (46,991  (47,912

Dividends paid tonon-controlling shareholders of subsidiaries

    (7  (13  (21

Consideration for business combination under common control

    —     —     (31,880

Proceeds from entrusted loans

   35(a)   —     —     8,592 

Repayment of entrusted loans

   35(a)   —     —     (18,834

Short-term deposits placed by ultimate holding company

   35(a)   8,611   5,552   7,274 

Repayment of short-term deposits placed by ultimate holding company

   35(a)   (5,552  (7,274  (4,181

Repayment of bonds

   29   (5,000  —     (1,000
   

 

 

  

 

 

  

 

 

 

Net cash used in financing activities

    (108,231  (48,958  (86,510
   

 

 

  

 

 

  

 

 

 

Net increase in cash and cash equivalents

    30,750   10,220   5,836 

Cash and cash equivalents at beginning of year

    90,413   79,842   73,812 

Effect of changes in foreign exchange rate

    (527  351   194 
   

 

 

  

 

 

  

 

 

 

Cash and cash equivalents at end of year

   28   120,636   90,413   79,842 
   

 

 

  

 

 

  

 

 

 
   Note  2020
Million
  2019
Million
  2018
Million
 

Financing activities

      

Interest paid in relation to short-term deposits placed by ultimate holding company

     (170  (187  (142

Dividends paid to the Company’s equity shareholders

  36(b)   (59,726  (53,265  (59,930

Dividends paid to non-controlling shareholders of subsidiaries

     (11  (38  (10

Short-term deposits placed by ultimate holding company

  37(a)   26,706   21,637   10,873 

Repayment of short-term deposits placed by ultimate holding company

  37(a)   (21,637  (10,873  (8,611

Repayment of principal and interest of lease liabilities

     (27,346  (22,175  —   

Payment of Hong Kong 5G spectrum utilization fee and its interest

     (68  —     —   
    

 

 

  

 

 

  

 

 

 

Net cash used in financing activities

     (82,252  (64,901  (57,820
    

 

 

  

 

 

  

 

 

 

Net increase/(decrease) in cash and cash equivalents

     37,403   118,484   (63,900

Cash and cash equivalents at beginning of year

     175,933   57,302   120,636 

Effect of changes in foreign exchange rate

     (607  147   566 
    

 

 

  

 

 

  

 

 

 

Cash and cash equivalents at end of year

  31   212,729   175,933   57,302 
    

 

 

  

 

 

  

 

 

 

Consolidated Statements of Cash Flows (Continued)

for the year ended December 31

(Expressed in RMB)

Significantnon-cash transactions

The Group recorded payables of RMB100,584,000,000 (2016: RMB103,940,000,000; 2015: RMB125,210,000,000)RMB63,817 million (as of December 31, 2019: RMB64,480 million; as of December 31, 2018: RMB74,816 million) due to equipment suppliers as of December 31, 20172020 for additions of construction in progress during the year then ended. In addition, the Group recorded lease liabilities of RMB16,870 million (as of December 31, 2019: RMB13,219 million; as of December 31, 2018: nil) as of December 31, 2020 for additions of right-of-use assets during the year then ended.

Changes in liabilities arising from financing activities

There are no changes in liabilities arising from financing activities other than the placement and repayment of short-term deposits ofwith ultimate holding company (note 26)29), the payment of Hong Kong 5G spectrum utilization fee and its interest, the initial recognition of lease liabilities at the commencement date, and repayment of bonds (note 29).the related principal and interest associated with lease liabilities.

The notes on pagesF-15F-16 toF-91F-107 are an integral part of these consolidated financial statements.

Notes to the consolidated financial statements

(Expressed in RMB unless otherwise indicated)

 

1

GENERAL INFORMATION

China Mobile Limited (the “Company”) was incorporated in the Hong Kong Special Administrative Region (“Hong Kong”) of the People’s Republic of China (the “PRC”) on September 3, 1997. The principal activities of the Company and its subsidiaries (together referred to as the “Group”) are the provision of telecommunications and related services in Mainlandthe mainland of China and in Hong Kong (for the purpose of preparing thesethe consolidated financial statements, Mainlandthe mainland of China refers to the PRC excluding Hong Kong, Macau Special Administrative Region of the PRC and Taiwan). The Company’s immediate holding company is China Mobile Hong Kong (BVI) Limited (incorporated in the British Virgin Islands), and the Company’s ultimate holding company is China Mobile Communications Group Co., Ltd. (“CMCC”, formerly known as “China Mobile Communications Corporation”)incorporated in the mainland of China). The address of the Company’s registered office is 60th Floor, The Center, 99 Queen’s Road Central, Hong Kong.

The shares of the Company werehave been listed on The Stock Exchange of Hong Kong Limited (the “HKEX”) onsince October 23, 1997 and the American Depositary Shares of the Company werehave been listed on the New York Stock Exchange onLLC (the “NYSE”) since October 22, 1997.

 

2

SIGNIFICANT ACCOUNTING POLICIES

 

 (a)

Statement of compliance

These financial statements have been prepared in accordance with all applicable International Financial Reporting Standards (“IFRSs”) issued by the International Accounting Standards Board (“IASB”), which collective term includes all applicable individual International Financial Reporting Standards, International Accounting Standards (“IASs”) and Interpretations issued by the IASB. A summary of the significant accounting policies adopted by the Group is set out below. The consolidated financial statements were authorized by the Board of Directors to issue on April 28, 2021.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (b)

Basis of preparation

The consolidated financial statements for the year ended December 31, 2020 comprise the Group and the Group’s interest in associates and joint ventures.

The measurement basis used in the preparation of the financial statements is the historical cost basis, as modified by the revaluation ofavailable-for-sale certain financial assets which are carriedinstruments measured at fair value.

All of the amended standards that effective for the year beginning on January 1, 2020 have been applied for the first time by the Group. The details of adopting these amended standards are disclosed in note 3.

The preparation of financial statements in conformity with IFRSs requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses. 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 judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized 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.

Judgements made by management in the application of IFRSs that have significant effect on the financial statements and major sources of estimation uncertainty are discusseddisclosed in note 39.41.

Acquisition of Target Assets and Businesses from China Tietong Telecommunications Corporation

On November 27, 2015, China Mobile TieTong Company Limited (“CM TieTong”), a wholly-owned subsidiary of the Company, entered into an acquisition agreement with China Tietong Telecommunications Corporation (“TieTong”), a wholly-owned subsidiary of CMCC, under which CM TieTong has agreed to acquire, and TieTong has agreed to sell, certain assets, businesses and related liabilities as well as its related employees in relation to the fixed-line telecommunications operations (“Target Assets and Businesses”). The final consideration for the acquisition of the Target Assets and Businesses based on the acquisition agreement was RMB31,967,000,000. The acquisition was completed on December 31, 2015.

The acquisition of the Target Assets and Businesses was considered as a business combination under common control as CM TieTong and the Target Assets and Businesses are both ultimately controlled by CMCC. Under IFRSs, the acquisition of the Target Assets and Businesses was accounted for using merger accounting in accordance with the Accounting Guideline 5 “Merger Accounting for Common Control Combinations” (“AG 5”) issued by the Hong Kong Institute of Certified Public Accountants (note 2(c)(iii)).

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (c)

Subsidiaries andnon-controlling interests

 

 (i)

Subsidiaries

Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.

An investment in a subsidiary is consolidated into the consolidated financial statements from the date that control commences until the date that control ceases. Intra-group balances and transactions and any unrealized gains arising from intra-group transactions are eliminated in full in preparing the consolidated financial statements. Unrealized losses resulting from intra-group transactions are eliminated in the same way as unrealized gains but only to the extent that there is no evidence of impairment. Accounting policies of subsidiaries would be changed where necessary in the consolidated financial statements to ensure consistency with the policies adopted by the Group.

Non-controlling interests represent the equity in a subsidiary not attributable directly or indirectly to the Company, and in respect of which the Group has not agreed any additional terms with the holders of those interests which would result in the Group as a whole having a contractual obligation in respect of those interests that meets the definition of a financial liability. For each business combination, the Group can elect to measure anynon-controlling interests either at fair value or at their proportionate share of the subsidiary’s net identifiable assets.

Non-controlling interests are presented in the consolidated balance sheets within equity, separately from equity attributable to the equity shareholders of the Company.Non-controlling shareholders’ interests in the results of the Group are presented on the face of the consolidated statements of comprehensive income as an allocation of the total profit or loss and total comprehensive income for the year betweennon-controlling interests and the equity shareholders of the Company.

Changes in the Group’s interests in a subsidiary that do not result in a loss of control are accounted for as equity transactions, whereby adjustments are made to the amounts of controlling andnon-controlling interests within consolidated equity to reflect the change in relative interests, but no adjustments are made to goodwill and no gain or loss is recognized.

When the Group loses control of a subsidiary, it is accounted for as a disposal of the entire interest in that subsidiary, with a resulting gain or loss being recognized in profit or loss. Any interest retained in that former subsidiary at the date when control is lost is recognized at fair value and this amount is regarded as the fair value on initial recognition of a financial asset or, when appropriate, the cost on initial recognition of an investment in an associate or a joint venture.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (c)

Subsidiaries andnon-controlling interests (Continued)

 

 (ii)

Business combination other than under common control

The Group applies the acquisition method to account for business combination of entities and businesses which are not under common control. The consideration transferred for the acquisition of a subsidiary isincludes the fair values of the assets transferred, the liabilities incurred to the former owners of the acquiree, and the equity interests issued by the Group. The consideration transferred includesGroup and the fair value of any asset or liability resulting from a contingent consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Acquisition-related costs are expensed as incurred.

 

 (iii)

Business combination under common control

Under IFRSs, the Group useuses merger accounting to account for the business combination of entities and businesses under common control in accordance with AG 5.the Accounting Guideline 5 “Merger Accounting for Common Control Combinations” issued by the Hong Kong Institute of Certified Public Accountants.

The consolidated financial statements incorporate the financial statements of the combining entities or businesses in which the common control combination occurs as if they had been combined from the date when the combining entities or businesses first came under the control of the controlling party.

The assets and liabilities of the combining entities or businesses are combined using the carrying book values from the controlling parties’ perspective. No amount is recognized in consideration for goodwill or excess of acquirers’ interest in the net fair value of acquiree’s identifiable assets, liabilities and contingent liabilities over the consideration at the time of common control combination, to the extent of the continuation of the controlling party’s interest.

The consolidated statements of comprehensive income includes the results of each of the combining entities or businesses from the earliest date presented or since the date when the combining entities or businesses first came under the common control, where there is a shorter period, regardless of the date of the common control combination. Transaction costs, including professional fees, registration fees, costs of furnishing information to shareholders, costs or losses incurred in combining operations of the previously separate businesses, etc., incurred in relation to the common control combination that is to be accounted for by using merger accounting is recognized as an expense in the period in which they were incurred.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (d)

Investments accounted for using the equity method

Investments accounted for using the equity method include investment in associates and joint ventures.

An associate is an entity, not being a subsidiary, in which the Group hasexercises significant influence, but not control or joint control, over its management, including participationmanagement. Significant influence is the power to participate in the financial and operating policy decisions.decisions of the investee but is not control or joint control over those policies.

The Group has applied IFRS 11 to all joint arrangements. Under IFRS 11, investments in joint arrangements are classified as either joint operations or joint ventures depending on the contractual rights and obligations of each investor. The Group has assessed the nature of its joint arrangements and determined them to be joint ventures.

The Group accounted for its investment in associates and joint ventures using the equity method.

Under the equity method, the investment is initially recorded at cost.cost, adjusted for any excess of the Group’s share of the acquisition-date fair values of the investee’s net identifiable assets over the cost of the investment after reassessment (if applicable). Thereafter, the investment is adjusted for the post-acquisition change in the Group’s share of the investee’s net assets and any impairment loss relating to the investment (see note 2(i)2(j)). The Group’s share of the post-acquisitionpost-tax results of the investee for the year is recognized as share of profit or loss ofincome from investments accounted for using the equity method in the consolidated statements of comprehensive income, whereas the Group’s share of the post-acquisition post-tax items of the investee’s other comprehensive income is recognized as its share of other comprehensive income in the consolidated statements of comprehensive income.

When the Group’s share of losses exceeds its interest in the associate or joint ventures, the Group’s interest is reduced to nil and recognition of further losses is discontinued except to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the investee. For this purpose, the Group’s interest in the investee is the carrying amount of the investment under the equity method together with the Group’s long-term interests that in substance form part of the Group’s net investment in the associates or joint ventures.

Unrealized profits and losses resulting from transactions between the Group and its associates or joint ventures are eliminated to the extent of the Group’s interest in the investee, except where unrealized losses provide evidence of an impairment of the asset transferred, in which case they are recognized immediately in profit or loss. Accounting policies of associates orand joint ventures would be changed where necessary in the consolidated financial statements to ensure consistency with the policies adopted by the Group.

Gain or loss on dilution of equity interest in associates and joint ventures are recognized in profit or loss.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (e)

Goodwill

Goodwill represents the excess of:

 

 (i)

the aggregate of the fair value of the consideration transferred, the amount of anynon-controlling interest in the acquiree and the fair value of the Group’s previously held equity interest in the acquiree; over

 

 (ii)

the net fair value of the acquiree’s identifiable assets and liabilities measured as of the acquisition date.

When (ii) is greater than (i), then this excess is recognized immediately in profit or loss as a gain on a bargain purchase.

Goodwill is stated at cost less accumulated impairment losses. Goodwill arising onin a business combination is allocated to each cash-generating unit, or groups of cash-generating units, that is expected to benefit from the synergies of the combination and is tested annually for impairment (see note 2(i)2(j)). Each unit or groups of units to which the goodwill is allocated represents the lowest level within the Group at which the goodwill is monitored for internal management purpose. Goodwill is monitored at the operating segment level.

On disposal of a cash-generating unit during the year, any attributable amount of purchased goodwill is included in the calculation of the gain or loss on disposal.

 

 (f)

Other intangible assets

Other intangible assets such as operating license and copyrights that are acquired by the Group are stated in the balance sheets at cost less accumulated amortization (where the estimated useful life is finite) and impairment losses (see note 2(i)2(j)). Amortization of intangible assets with finite useful lives is recorded in other operating expensesdepreciation and amortization on a straight-line basis over the shorter of the assets’ estimated useful lives or each asset’s contractual period, from the date they are available for use. Both the perioduseful lives and method of amortization of other intangible assets are reviewed annually.annually by the Group.

Intangible assets are not amortized where their useful lives are assessed to be indefinite. The useful life of an intangible asset that is not being amortized is reviewed annually to determine whether events and circumstances continue to support the indefinite useful life assessment for that asset. Otherwise, the change in useful life assessment from indefinite to finite is accounted for prospectively from the date of change and in accordance with the policy for amortization of intangible assets with finite lives as set out above.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (g)

Property, plant and equipment

Property, plant and equipment are stated in the balance sheets at cost less accumulated depreciation and impairment losses (see note 2(i)2(j)).

The cost of property, plant and equipment comprises the purchase price and any directly attributable costs of bringing the asset to its working location and condition for its intended use. Subsequent expenditure relating to an item of property, plant and equipment that has already been recognized is added to the carrying amount of the asset when it is probable that future economic benefits, in excess of the originally assessed standard of performance of the existing asset, will flow to the entity. All other subsequent expenditure is recognized as an expense in the period in which it is incurred.

Gains or losses arising from the retirement or disposal of an item of property, plant and equipment are determined as the difference between the net disposal proceeds and the carrying amount of the itemrelated assets and are recognized in profit or loss on the date of retirement or disposal.

Depreciation is calculated to write off the cost of items of property, plant and equipment, less their estimated residual value, if any, using the straight-line method over their estimated useful lives as follows:

 

Buildings

   8 - 30 years 

Telecommunications transceivers, switching centers, transmission and other network equipment

   5 - 10 years 

Office equipment, furniture, fixtures and others

   3 - 10 years 

Both the assets’ useful lives and residual values, if any, are reviewed annually. During the year, the Group adjusted the depreciable life of the 4G wireless assets from 5 years to 7 years. The effect of such change in accounting estimate is disclosed in note 15.

2(h)

Construction in progress

Construction in progress is stated at cost less impairment losses (see note 2(j)). Cost comprises direct costs of construction as well as interest expense and exchange differences capitalized during the periods of construction and installation. Capitalization of these costs ceases and the construction in progress is transferred to property, plant and equipment when substantially all the activities necessary to prepare the assets for their intended use are completed. No depreciation is provided for in respect of construction in progress.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (h)(i)Leased assets

Leases

(i)

As lessee

Other than land use right, the Group primarily leases telecommunications towers, buildings and premises and other network equipment. Lease contracts are typically made for fixed periods with no extension options.

Recognition and measurement of lease liabilities

Lease liabilities are initially measured on the present value of unpaid lease payments at the commencement date. Lease payments include the net present value of fixed payments, variable lease payments that are based on an index or a rate, residual value guarantees payments, lease payments to be made under reasonably certain extension options and payments of penalties for terminating the lease.

As the interest rate implicit in the lease of the Group cannot be readily determined, the Group uses incremental borrowing rate as the discounted rate for calculating the present value of lease payments. When determine the incremental borrowing rate, the Group makes adjustments on risk-free interest rate based on lease term and credit risk for leases, as the Group does not have recent third party financing. Lease payments are allocated between principal and finance cost. The Group calculates lease liability interests based on a constant periodic rate, which is charged to profit or loss as finance cost over the lease period.

Recognition and measurement of right-of-use asset

Right-of-use assets of the Group are measured at cost, comprising the amount of the initial measurement of lease liabilities, any lease payments made at or before the commencement date, initial direct costs and restoration costs, etc. Right-of-use assets are generally depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(i)

Leases (Continued)

(i)

As lessee (Continued)

Other lease expenses

Payments associated with short-term leases and leases of low-value assets are recognized on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less. Variable lease payments not based on an index or a rate are recognized in profit or loss in the period in which the condition that triggers those payments occurs.

Classification of lease related cash flow

Short-term lease payments, payments for leases of low-value assets and variable lease payments that are not included in the measurement of the lease liabilities of the Group are included in the cash used in operating activities, repayment of principal and interest of lease liabilities of the Group is included in the cash used in financing activities.

(ii)

As lessor

Lease income from operating leases where the Group is a lessor is recognized in income on a straight-line basis over the lease term. Initial direct costs incurred in obtaining an operating lease are added to the carrying amount of the lease asset and recognized as expense over the lease term on the same basis as lease income. The respective leased assets are included in the balance sheets based on their nature.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(i)

Leases (Continued)

Accounting policies applied until December 31, 2018

An arrangement, comprising a transaction or a series of transactions, is or contains a lease if the Group determines that the arrangement conveys a right to use a specific asset or assets for an agreed period of time in return for a payment or a series of payments. Such a determination is made based on an evaluation of the substance of the arrangement and is regardless of whether the arrangement takes the legal form of a lease.

 

 (i)

Classification of assets leased to the Group

Assets that are held by the Group under leases which transfer to the Group substantially all the risks and rewards of ownership are classified as being held under finance leases. Leases which do not transfer substantially all the risks and rewards of ownership to the Group are classified as operating leases.

 

 (ii)

Assets acquired under finance leases

Where the Group acquires the use of assets under finance leases, the amounts representing the fair value of the leased asset, or, if lower, the present value of the minimum lease payments of such assets is included in property, plant and equipment and the corresponding liabilities, net of finance charges, are recorded as obligations under finance leases. Depreciation is provided for at rates, which write off the cost of the assets over the term of the relevant lease or, where it is likely the Group will obtain ownership of the asset, the useful life of the asset as set out in note 2(g). Impairment losses are accounted for in accordance with the accounting policy as set out in note 2(i)2(j). Finance charges implicit in the lease payments are charged to profit or loss over the period of the leases so as to produce an approximately constant periodic rate of charge on the remaining balance of the obligations for each accounting period. Contingent rentals are charged to profit or loss in the accounting period in which they are incurred.

 

 (iii)

Leased lines and network assets and operating lease charges

Where the Group has the use of assets held under operating leases, payments made under the leases are charged to profit or loss in equal instalments over the accounting periods covered by the lease term, except where an alternative basis is more representative of the time pattern of benefits to be derived from the leased asset. Lease incentives received are recognized in profit or loss as an integral part of the aggregate net lease payments made. Contingent rentals are charged to profit or loss in the accounting period in which they are incurred.

The cost of acquiring land held under an operating lease is amortized on a straight-line basis over the period of the lease term.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (h)(j)Leased assets (Continued)

(iv)Sale and leaseback

A sale and leaseback transaction involves the sale of an asset and the leasing back of the same asset. The accounting treatment of a sale and leaseback transaction depends upon the type of lease involved. If a sale and leaseback transaction results in a finance lease, any excess of sales proceeds over the carrying amount shall not be immediately recognized as income by a seller-lessee. Instead, it shall be deferred and amortized over the lease term. If a sale and leaseback transaction results in an operating lease, and it is clear that the transaction is established at fair value, any profit or loss shall be recognized immediately. If the sale price is below fair value, any profit or loss shall be recognized immediately except that, if the loss is compensated for by future lease payments at below market price, it shall be deferred and amortized in proportion to the lease payments over the period for which the asset is expected to be used. If the sale price is above fair value, the excess over fair value shall be deferred and amortized over the period for which the asset is expected to be used.

(i)

Impairment of non-financialassets

 

 (i)

Impairment of investments accounted for using the equity methodavailable-for-sale financial assets and receivables

Investments accounted for using the equity methodavailable-for-sale financial assets and receivables are reviewed at the end of each reporting dateperiod to determine whether there is objective evidence of impairment. Objective evidence of impairment includes observable data that comes to the attention of the Group about one or more of the following loss events:

 

significant financial difficulty of the entity;

a breach of contract, such as a default or delinquency in interest or principal payments;

it becoming probable that the entity will enter bankruptcy or other financial reorganization;

significant changes in the technological, market, economic or legal environment that have an adverse effect on the entity; and

decline in the fair value of an investment in an equity instrument below its cost.

If any such evidence exists, the impairment loss is measured by comparing the recoverable amount of the investment with its carrying amount in accordance with note 2(j)(ii). The impairment loss is reversed if there has been a favorable change in the estimates used to determine the recoverable amount in accordance with note 2(j)(ii).

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (j)

a breachImpairment of contract, such as a default or delinquency in interest or principal payments;non-financial assets (Continued)

 

 (ii)

it becoming probable that the entity will enter bankruptcy or other financial reorganization;

significant changes in the technological, market, economic or legal environment that have an adverse effect on the entity; and

a significant or prolonged decline in the fair value of an investment in an equity instrument below its cost.

2SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(i)Impairment of assets (Continued)

(i)Impairment of investments accounted for using the equity method,available-for-sale financial assets and receivables (Continued)

If any such evidence exists, any impairment loss is determined and recognized as follows:

For investment accounted for using the equity method (see note 2(d)), the impairment loss is measured by comparing the recoverable amount of the investment with its carrying amount in accordance with note 2(i)(ii). The impairment loss is reversed if there has been a favorable change in the estimates used to determine the recoverable amount in accordance with note 2(i)(ii).

For unquoted equity securities carried at cost, the impairment loss is measured as the difference between the carrying amount of the financial asset 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. Impairment losses for such equity securities are not reversed.

For debt instruments classified asavailable-for-sale financial assets, if any impairment evidence exists, the cumulative loss (measured as the difference between the acquisition cost (net of any principal repayment and amortization) and the current fair value, less any impairment loss on that financial asset previously recognized in profit or loss) is reclassified from equity and recognized in profit or loss. If, in a subsequent period, the fair value of a debt instrument classified asavailable-for-sale increases and the increase can be objectively related to an event occurring after the impairment loss was recognized in profit or loss, the impairment loss is reversed through profit or loss. For equity instruments classified asavailable-for-sale financial assets, a significant or prolonged decline in the fair value of the security below its cost is also evidence that the assets are impaired. If any impairment evidence exists, the cumulative loss (measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognized in profit or loss) is reclassified from equity and recognized in profit or loss. Impairment losses recognized in profit or loss on equity instruments are not reversed through profit or loss.

2SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(i)Impairment of assets (Continued)

(i)Impairment of investments accounted for using the equity method,available-for-sale financial assets and receivables (Continued)

For trade and other current receivables carried at amortized cost, the impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate (i.e. the effective interest rate computed at initial recognition of these assets), where the effect of discounting is material. This assessment is made collectively where these financial assets share similar risk characteristics, such as similar past due status, and have not been individually assessed as impaired. Future cash flows for financial assets which are assessed for impairment collectively are based on historical loss experience for assets with credit risk characteristics similar to the collective group. If in a subsequent period the amount of an impairment loss decreases and the decrease can be linked objectively to an event occurring after the impairment loss was recognized, the impairment loss is reversed through profit or loss. A reversal of an impairment loss shall not result in the asset’s carrying amount exceeding that which would have been determined had no impairment loss been recognized in prior years.

Impairment losses are written off against the corresponding assets directly, except for impairment losses recognized in respect of debtors included within trade and other receivables, whose recovery is considered doubtful but not remote. In this case, the impairment losses for doubtful debts are recorded using an allowance account. When the Group is satisfied that recovery is remote, the amount considered irrecoverable is written off against trade debtors directly and any amounts held in the allowance account relating to that debt are reversed. Subsequent recoveries of amounts previously charged to the allowance account are reversed against the allowance account. Other changes in the allowance account and subsequent recoveries of amounts previously written off directly are recognized in profit or loss.

2SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(i)Impairment of assets (Continued)

(ii)Impairment of other assets

Internal and external sources of information are reviewed at the end of each reporting period to identify indications that the following assets may be impaired or, except in the case of goodwill and other intangible assets with indefinite useful lives, an impairment loss previously recognized no longer exists or may have decreased:

 

property, plant and equipment;

property, plant and equipment;

 

construction in progress;

right-of-use assets;

 

prepaid interests in leasehold land classified as being held under an operating lease;

construction in progress;

 

investments in subsidiaries;

land use rights;

 

goodwill; and

investments in subsidiaries; and

 

other intangible assets.

other intangible assets with definite life.

If any such indication exists, the asset’s recoverable amount is estimated. For goodwill and other intangible assets that have indefinite useful lives, the recoverable amount is estimated annually whether or not there is any indication of impairment.

 

Calculation of recoverable amount

Calculation of recoverable amount

The recoverable amount of an asset is the higher of its fair value less costs of disposal and value in use.use (“VIU”). In assessing value in use,VIU, the estimated future cash flows are discounted to their present value using apre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Where an asset does not generate cash inflows 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).

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(i)Impairment of assets (Continued)

 

 (ii)(j)

Impairment of non-financial assets (Continued)

(ii)

Impairment of other assets (Continued)

 

Recognition of impairment losses

Recognition of impairment losses

An impairment loss is recognized in profit or loss if the carrying amount of an asset, or the cash-generating unit to which it belongs, exceeds its recoverable amount. Impairment losses recognized in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the cash-generating unit (or group of units) and then, to reduce the carrying amount of the other assets in the unit (or group of units) on a pro rata basis, except that the carrying value of an asset will not be reduced below its individual fair value less costs of disposal, or value in use,VIU, if determinable.

 

Reversals of impairment losses

Reversals of impairment losses

In respect of assets other than goodwill, an impairment loss is reversed if there has been a favorable change in the estimates used to determine the recoverable amount. An impairment loss in respect of goodwill is not reversed.

A reversal of an impairment loss is limited to the asset’s carrying amount that would have been determined had no impairment loss been recognized in prior years. Reversals of impairment losses are credited to profit or loss in the year in which the reversals are recognized.

 

 (j)(k)Construction in progress

Construction in progress is stated at cost less impairment losses (see note 2(i)). Cost comprises direct costs of construction as well as interest expense and exchange differences capitalized during the periods of construction and installation. Capitalization of these costs ceases and the construction in progress is transferred to property, plant and equipment when substantially all the activities necessary to prepare the assets for their intended use are completed. No depreciation is provided for in respect of construction in progress until it is completed and ready for its intended use.

Inventories

2SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(k)Inventories

Inventories are carried at the lower of cost and net realizable value. Cost represents purchase cost of goods calculated using the weighted average cost method. Net realizable value is determined by reference to the sales proceeds of items sold in the ordinary course of business or to management’s estimates based on prevailing market conditions.

When inventories are sold, the carrying amount of those inventories is recognized as cost of products sold. The amount of any write-down of inventories to net realizable value and all losses of inventories are recognized as an expense in the period the write-down or loss occurs. The amount of any reversal of any write-down of inventories, arising from an increase in net realizable value, is recognized as a reduction in the amount of inventories recognized as an expense in the period in which the reversal occurs. No reversal of any write-down of inventories occurred during the years presented.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (l)Accounts receivable

Investments and other receivablesfinancial assets

Accounts receivableRecognition and other receivables are initially recognized at fair value and thereafter stated at amortized cost using the effective interest method less allowance for impairment loss (see note 2(i)), except where the effect of discounting would be immaterial.derecognition

(m)Available-for-sale financial assets

Available-for-sale financial assets arenon-derivatives that are either designated in this category or not classified in any of the other categories. They are included innon-current assets unless the investment matures or management intends to dispose of it within 12 months of the end of the reporting period.

Regular way purchases and sales ofavailable-for-sale financial assets are recognized on the trade-date, (thethe date on which the Group commits to purchase or sell the asset). The investments are initially recognized at fair value plus transaction costs and are subsequently carried at fair value. Changes in the fair value ofavailable-for-sale financial assets are recognized in other comprehensive income.

Available-for-sale financialasset. Financial assets are derecognized when the rights to receive cash flows from the investmentsfinancial assets have expired or have been transferred and the Group has transferred substantially all the risks and rewards of ownership.

Whenavailable-for-saleClassification

The Group classifies its financial assets, are sold,depending on the accumulatedGroup’s business model for managing the financial assets and the contractual terms of the related cash flows, under the following measurement categories:

those to be measured at amortized cost, and

those to be measured at fair value adjustments recognized(either through other comprehensive income, or through profit or loss).

Measurement

At initial recognition, the Group measures a financial asset at its fair value plus, in equity is removed and recognizedthe case of a financial asset not at FVPL, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at FVPL are expensed in profit or loss.

(i)

The Group’s financial assets measured at amortized cost represent those financial assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest. Interest from these financial assets is included in interest income using the effective interest rate method. Any gain or loss arising on derecognition is recognized directly in profit or loss and presented in other gains together with foreign exchange gains and losses. Impairment losses are presented in other operating expenses.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(l)

Investments and other financial assets (Continued)

Measurement (Continued)

(ii)

For equity instruments that are not held for trading, the Group has made an irrevocable election at the time of initial recognition to account for these equity investments at FVOCI. There is no subsequent reclassification of fair value gains and losses to profit or loss following the derecognition of the investments. Dividends from such investments continue to be recognized in profit or loss when the Group’s right to receive payments is established.

(iii)

Assets that do not meet the criteria for amortized cost or are not elected/classified as FVOCI are classified as FVPL. A gain or loss on a financial instrument that is subsequently measured at FVPL is recognized in profit or loss and presented net within interest and other income in the period in which it arises.

Impairment

The Group assesses onavailable-for-sale a forward looking basis the expected credit losses associated with its debt instruments calculated usingcarried at amortized cost. The Group has adopted the effective interest methodsimplified expected credit loss model for its accounts receivable and contract assets, which requires expected lifetime losses to be recognized from their initial recognition.

For other debt instruments carried at amortized cost, which have low credit risk at both the beginning and end of the reporting period, the Group adopted the expected credit loss model. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

Financial assets are written off when the Group is satisfied that recovery is remote. When loans or receivables have been written off, the Group continues to attempt to recover the receivables due. When recoveries are made, the recovered amount is recognized in profit or loss. Dividends onavailable-for-sale equity instruments are recognized in profit or loss when the Group’s right to receive payments is established.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(m)

Accounts receivable and other receivables

Accounts receivable are initially recognized at the amount of consideration that is unconditional and other receivables are initially recognized at fair value. Considering the discounting impact is immaterial, both of them are thereafter stated at cost less related loss allowance for impairment (see note 2(l)).

 

 (n)

Cash and cash equivalents

Cash and cash equivalents comprise bank deposits with original maturity within three months, cash at banks and in hand, demand deposits with banks, and short-term, highly liquid investments that are readily convertible into cash of known amounts and which are subject to an insignificant risk of changes in value, having been within three months of maturity at acquisition.

(o)

Accounts payable and other payables

Accounts payable and other payables are initially recognized at fair value. Considering the discounting impact is immaterial, both of them are thereafter stated at cost.

(p)

Deferred revenue

Deferred revenue consists primarily of contract liability which is the excess of the cumulative recognized consideration received or receivables from the contracted customer over the cumulative revenue, mainly including prepaid service fees received from customers which are generally not refundable, and revenuetransaction price deferred for unredeemed point rewards under Customer Point Reward Programcustomer point reward program (“Reward Program”), see note 2(r)(iv)).and unused data traffic carried over.

The prepaid service fees are stated at the amount of proceeds received less the amount already recognized as revenue.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (o)(q)

Interest-bearing borrowings

Interest-bearing borrowings are recognized initially at fair value less directly attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortized cost with any difference between the amount initially recognized and redemption value being recognized in profit or loss over the period of the borrowings, together with any interest and fees payable, using the effective interest method.

 

 (p)(r)Accounts payable and other payables

Revenue recognition from contracts with customers

Accounts payableThe Group mainly provides voice, data and other payables are initially recognized at fair value and subsequently stated at amortized cost unless the effect of discounting would be immaterial.

(q)Cash and cash equivalents

Cash and cash equivalents comprise bank deposits with original maturity within three months, cash at banks and in hand, demand deposits with banks, and short-term, highly liquid investmentstelecommunications services to its customers through entering into contracts that are readily convertible into known amounts of casheither cancellable on monthly basis or for a fixed contract period generally with prepayment term and/or penalty for early termination. The Group also sells telecommunication related products to its customers.

For the telecommunications services (such as voice and which are subjectdata services), telecommunication related products (such as handsets), customer point rewards and/or other promotional goods/services provided by the Group, if the customer can benefit from the goods or services and the Group’s promise to an insignificant risk of changes in value, having been within three months of maturity at acquisition.

2SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(r)Revenue recognition

transfer the services or products is separately identifiable, the Group identifies them as separate performance obligations. Revenue is measured at the fair valuetransaction price which is the amount of consideration to which the Group is entitled in exchange for transferring promised performance obligations to the customer excluding amounts collected on behalf of third parties. The amount of consideration is generally explicitly stated in the contract and does not include significant financing component. The Group may provide cash subsidies to third party agents in respect of specific telecommunications service contracts obtained via the agents. As the cash subsidies are ultimately enjoyed by end customers via the indirect sales channel, they represent consideration payable to customers and accounted for as a reduction of the consideration receivedtransaction price.

When control of a service or receivable. Provided itproduct is probable that the economic benefits will flowtransferred to the Group and thea customer, revenue and costs, if applicable, can be measured reliably, revenue is generally recognized in profit or loss as follows:

 

 (i)revenue derived from voice and data services are

Revenue for each performance obligation is recognized when the serviceGroup satisfies the performance obligation by transferring the promised goods or services to the customer. Generally, revenue is rendered;recognized when the customer obtains the control of the telecommunications services over the time of provision of the services. Revenue is recognized when a customer obtains the control of the product at a point of time.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(r)

Revenue recognition from contracts with customers (Continued)

 

 (ii)sales

For contracts which include the provision of multiple performance obligations including services, products and/or customer point rewards, the Group allocates the transaction price to each performance obligation based on the relative stand-alone selling price. The stand-alone selling price of products and services are mainly based on its observable selling price. If a stand-alone selling price is not directly observable, the Group considers all information that is reasonably available and maximise the use of observable inputs to estimate the stand-alone selling price. The standalone selling price of each point in the customer point rewards is based on its fair value. Revenue for each performance obligation is then recognized when the titlecontrol of the promised goods or services is passedtransferred to the buyer;customer.

 

 (iii)for offerings which include

The Group usually controls the provision of services and sale of mobile handset,the products it provided before they are transferred to the customer. In certain situations, the Group determineswould consider the primary responsibilities in the arrangement, the establishment of selling price, and the inventory risks, etc. to determine if the Group is acting as a principal or agent. If the Group has assessed and concluded that it does not obtain the control of a specified good before transferring to the customer, the Group is acting as agent in satisfying a performance obligation, and the revenue is recognized in the net amount of any fee or commission to which it expects to be entitled from the sale of the mobile handset by deducting the fair value of the service element from the total contract consideration; andanother party.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (iv)(r)for transactions which offer customer points reward when services are provided, the consideration allocated to the customer points reward is based on its fair value which is deducted

Revenue recognition from revenue and recorded as deferred revenue when the rewards are granted and recognized as revenue when the points are redeemed or expired.contracts with customers (Continued)

The Group has both pre-paid and post-paid customers for its goods and services provided. Contract assets primarily relate to the Group’s rights to consideration for products or services provided to the customers but for which the Group does not have an unconditional right at the reporting date. In the post-paid contract, contract asset is created, which represents the difference between the amount of products revenue recognized upon sale of products or provision of service and the amount of consideration received/receivable from the customer. The contract asset is reclassified to accounts receivable as services are provided and billed. Contract liabilities arise when the Group receives consideration in advance of providing the goods or services promised in the contract. Contract liabilities are presented in deferred revenue on the consolidated balance sheets. The contract assets and the contract liabilities are classified as current and non-current portions based on their respective recovery or settlement periods. Non-current portion of contract assets are presented in other non-current assets.

Incremental costs incurred to obtain a contract, which mainly comprise sales commissions payable to third party agents, are amortized on a systemic basis that is consistent with the transfer to the customer of the goods or services to which the costs incurred to obtain a customer contract relates over the expected duration of the contract and recorded in selling expense, if it is expected to be recovered. When the expected amortization period is one year or less, the Group utilizes the practical expedient and expenses the costs as incurred. Capitalized incremental costs incurred to obtain a contract is recorded as other non-current assets.

Cost incurred to fulfil a contract represents the cost directly related to the Group’s telecommunications service contracts which are not within the scope of another accounting standard. The amount is amortized on a systemic basis that is consistent with the transfer to the customer of the goods or services to which the costs incurred to fulfil a customer contract relates over the expected duration of the contract and recorded as network operation and support expenses, if it is expected to be recovered. Capitalized cost incurred to fulfil a contract is recorded as other non-current assets based on its amortization period.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (s)

Interest income

Interest income is recognized as it accrues using the effective interest method.

 

 (t)

Income tax

Income tax for the year comprises current tax and movements in deferred tax assets and liabilities. Current tax and movements in deferred tax assets and liabilities are recognized in profit or loss except items recognized in other comprehensive income or directly in equity, in which case the relevant amounts of tax are recognized in other comprehensive income or directly in equity, respectively.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.

Deferred tax assets and liabilities arise from deductible and taxable temporary differences respectively, being the differences between the carrying amounts of assets and liabilities for financial reporting purposes and their tax bases. Deferred tax assets may also arise from unused tax losses and unused tax credits.

2SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(t)Income tax (Continued)

Apart from certain limited exceptions, all deferred tax liabilities, and all deferred tax assets to the extent that it is probable that future taxable profits will be available against which the asset can be utilized, are recognized. Future taxable profits that may support the recognition of deferred tax assets arising from deductible temporary differences include those that will arise from the reversal of existing taxable temporary differences, provided those differences relate to the same taxation authority and the same taxable entity, and are expected to reverse either in the same period as the expected reversal of the deductible temporary difference or in periods into which a tax loss arising from the deferred tax asset can be carried back or forward. The same criteria are adopted when determining whether existing taxable temporary differences support the recognition of deferred tax assets arising from unused tax losses and credits, that is, those differences are taken into account if they relate to the same taxation authority and the same taxable entity, and are expected to reverse in a period, or periods, in which the tax loss or credit can be utilized.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(t)

Income tax (Continued)

The limited exceptions to recognition of deferred tax assets and liabilities are those temporary differences arising from initial recognition of goodwill, the initial recognition of assets or liabilities that affect neither accounting nor taxable profit (provided they are not part of a business combination), and temporary differences relating to investments in subsidiaries and associates to the extent that, in the case of taxable temporary differences, the Group controls the timing of the reversal and it is probable that the differences will not reverse in the foreseeable future, or in the case of deductible differences, unlessand it is not probable that they will reverse in the future.

The amount of deferred tax recognized is measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, based on the expected manner of realization or settlement of the carrying amount of the assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date. Deferred tax assets and liabilities are not discounted.

The carrying amount of a deferred tax asset is reviewed at the end of each reporting period and is reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow the related tax benefit to be utilized. Any such reduction is reversed to the extent that it becomes probable that sufficient taxable profits will be available.

2SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(t)Income tax (Continued)

Current tax balances and deferred tax balances, and movements therein, are presented separately from each other and are not offset. Current tax assets are offset against current tax liabilities, and deferred tax assets against deferred tax liabilities, if the Group has the legally enforceable right to set off current tax assets against current tax liabilities and the following additional conditions are met:

 

in the case of current tax assets and liabilities, the Group intends either to settle on a net basis, or to realize the asset and settle the liability simultaneously; or

in the case of deferred tax assets and liabilities, if they relate to income taxes levied by the same taxation authority on either:

the same taxable entity; or

different taxable entities, which, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered, intend to realize the current tax assets and settle the current tax liabilities on a net basis or realize and settle simultaneously.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (u)

in the case of deferred tax assets and liabilities, if they relate to income taxes levied by the same taxation authority on either:

the same taxable entity; or

different taxable entities, which, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered, intend to realize the current tax assets and settle the current tax liabilities on a net basis or realize and settle simultaneously.

(u)Provisions and contingent liabilities

Provisions are recognized for liabilities of uncertain timing or amount when the Group has a legal or constructive obligation arising as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation and the amount can be estimated reliably. Where the time value of money is material, provisions are stated at the present value of the expenditures expected to settle the obligation.

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 ornon-occurrence of one or more future events, are also disclosed as contingent liabilities unless the probability of outflow of economic benefits is remote.

 

 (v)

Employee benefits

 

 (i)

Short-term employee benefits and contributions to defined contribution retirement plans

Salaries, annual bonuses, paid annual leave, leave passage, contributions to defined contribution retirement plans and the cost ofnon-monetary benefits are accrued in the year in which the associated services are rendered by employees. Where payment or settlement is deferred and the effect would be material, these amounts are stated at their present values.

2SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(v)Employee benefits (Continued)

(i)Short-term employee benefits and contributions to defined contribution retirement plans (Continued)

The Company and subsidiaries incorporated in Hong Kong are required to make contributions to Mandatory Provident Funds under the Hong Kong Mandatory Provident Fund (“MPF”) Schemes Ordinance. Under the MPF scheme, the employer and its employees are each required to make contributions to the scheme at 5% of the employees’ relevant income, subject to a cap of monthly relevant income of HK$30,000. Such contributions are recognized as an expense in profit or loss as incurred.

The employees of the subsidiaries in Mainlandthe mainland of China participate in the defined contribution retirement plans managed by the local government authorities whereby the subsidiaries are required to contribute to the schemes at fixed rates of the employees’ salary costs. In addition to the local governmental defined contribution retirement plans, the subsidiaries also participate in a pension scheme launched by the Group managed by an independent insurance company whereby the subsidiaries are required to make contributions to the retirement plans at fixed rates of the employees’ salary costs or in accordance with the terms of the plans. The Group’s contributions to these plans are charged to profit or loss when incurred.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(v)

Employee benefits (Continued)

(ii)

Supplementary retirement benefits

In addition to participating in local governmental defined contribution social insurance, the Group also provides other post retirement supplementary retirement benefits to those retired employees qualified for certain criteria in accordance with a new governmental requirement. Under such plan, the Group provides or reimburses certain medical benefits and etc. to retired employees annually based on certain criteria. The CompanyGroup’s payment obligation in the future under such plan are discounted and subsidiaries have no obligations forrecognized as liabilities, the paymentcosts of retirement andwhich are recognized in profit or loss. Changes arising from remeasurement of the liability due to changes in the actuarial assumptions are recognized in other post-retirement benefits of staff other than the contributions described above.comprehensive income when incurred.

 

 (ii)(iii)

Share-based payments

The fair value of share options granted to employees is recognized as an employee cost with a corresponding increase in a capital reserve within equity. The fair value is measured at grant date using the binomial lattice model, taking into account the terms and conditions upon which the options were granted. Where the employees have to meet vesting conditions before becoming unconditionally entitled to the options, the total estimated fair value of the options is spread over the vesting period, taking into account the probability that the options will vest.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (v)

Employee benefits (Continued)

 

 (ii)(iii)

Share-based payments (Continued)

 

During the vesting period, the number of share options that is expected to vest is reviewed at each balance sheet date. Any resulting adjustment to the cumulative fair value recognized in prior years is credited/charged to therecognized in profit or loss for the year of the review, unless the original employee expenses qualify for recognition as an asset, with a corresponding adjustment to the capital reserve. On vesting date, the amount recognized as an expense is adjusted to reflect the actual number of share options that vest (with a corresponding adjustment to the capital reserve). The equity amount is recognized in the capital reserve until either the option is exercised (when it is transferred to the share capital account) or the option expires (when it is released directly to retained profits). In the Company’s balance sheets, share-based payment transactions in which the Company grants share options to subsidiaries’ employees are accounted for as an increase in value of investments in subsidiaries, which is eliminated on consolidated financial statements.

 

 (iii)(iv)

Termination benefits

Termination benefits are recognized when, and only when, the Group demonstrably commits itself to terminate employment which is without realistic possibility of withdrawal or to provide benefits as a result of voluntary redundancy by having a detailed formal plan which is without realistic possibility of withdrawal.

 

 (w)

Research and development expenses

The development expenses of the Group are capitalized when capitalization criteria are fulfilled, and other research and development expenses are recognized in profit or loss as incurred.

(x)

Borrowing costs

Borrowing costs that are directly attributable to the acquisition, construction or production of an asset which necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of that asset. Other borrowing costs are expensed in the period in which they are incurred.

The capitalization of borrowing costs as part of the cost of a qualifying asset commences when expenditure for the asset is being incurred, borrowing costs are being incurred and activities that are necessary to prepare the asset for its intended use or sale are in progress. Capitalization of borrowing costs is suspended or ceased when substantially all the activities necessary to prepare the qualifying asset for its intended use or sale are interrupted or completed.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (x)(y)

Translation of foreign currencies

The functional currency of majority of the entities within the Group is RMB.RMB, which is the currency of the primary economic environment in which most of the Group’s entities operate. The Group adopted RMB as its presentation currency in the preparation of the consolidated financial statements, which is also the functional currency of the primary economic environment in which most of the Group’s entities operate.Company.

Foreign currency transactions during the year are translated at the foreign exchange rates ruling at the transaction dates. Monetary assets and liabilities denominated in currencies other than the functional currency are retranslated at the foreign exchange rates ruling at the balance sheet date. Exchange gains and losses are recognized in profit or loss.

Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the foreign exchange rates ruling at the transaction dates.Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated using the foreign exchange rates ruling at the dates the fair value was determined.

The results of overseas entities are translated into RMB at the exchange rates approximating the foreign exchange rate ruling at the dates of transactions. Balance sheet itemsAssets and liabilities are translated into RMB at the exchange rates ruling at the balance sheet date. The resulting exchangecurrency translation differences are recognized in other comprehensive income and accumulated separately in equity in the exchange reserve. On disposal of an overseas entity, the cumulative amount of the exchangecurrency translation differences relating to that particular foreign operation is reclassified from equity to profit or loss.

For the purpose of the consolidated statements of cash flows, the cash flows of overseas entities within the Group are translated into RMB by using the exchange rates approximating the foreign exchange rate ruling at the dates of the cash flows.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (y)(z)

Related parties

 

 (a)

A person, or a close member of that person’s family, is related to the Group if that person:

 

 (i)

has control or joint control of the Group;

 

 (ii)

has significant influence over the Group; or

 

 (iii)

is a member of the key management personnel of the Group or the Group’s parent.

 

 (b)

An entity is related to the Group if any of the following conditions applies:

 

 (i)

The entity and the Group are members of the same group (which means that each parent, subsidiary and fellow subsidiary is related to the others);

 

 (ii)

One entity is an associate or joint venture of the other entity (or an associate or joint venture of a member of a group of which the other entity is a member);

 

 (iii)

Both entities are joint ventures of the same third party;

 

 (iv)

One entity is a joint venture of a third entity and the other entity is an associate of the third entity;

 

 (v)

The entity is a post-employment benefit plan for the benefit of employees of either the Group or an entity related to the Group;

 

 (vi)

The entity is controlled or jointly controlled by a person identified in note 2(y)2(z)(a); or

 

 (vii)

A person identified in note 2(y)2(z)(a)(i) has significant influence over the entity or is a member of the key management personnel of the entity (or of a parent of the entity).

Close members of the family of a person are those family members who may be expected to influence, or be influenced by, that person in their dealings with the entity.

2

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 (z)(aa)

Segment reporting

An operating segment is a component of the Group that engages in business activities from which the Group may earn revenue and incur expenses, and is identified on the basis of the internal financial reports that are provided to and regularly reviewed by the Group’s Chief Operating Decision Maker (“CODM”) in order to allocate resources and assess performance of the segment. The CODM has been identified as the Executive Directors of the Company. For the years presented, the Group as a whole is an operating segment since the Group is only engaged in telecommunications and related businesses. No geographical information has been disclosed as the majority of the Group’s operating activities are carried out in Mainlandthe mainland of China. The Group’s assets located and operating revenue derived from activities outside Mainlandthe mainland of China are less than 5% of the Group’s assets and operating revenue, respectively.

 

 (aa)(ab)

Dividend distribution

Dividend distribution to the Company’s shareholders is recognized as a liability in the Group’s and the Company’s financial statements in the period in which the dividends are approved by the Company’s shareholders or directors, where appropriate.

3

CHANGES IN ACCOUNTING POLICIES

The following amended and revised standards are mandatory for the first time for the Group’s financial year beginning on January 1, 2020 and are applicable for the Group:

Amendments to IAS 1 “Presentation of Financial Statements” and IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors” – “Definition of Material”

Amendments to IFRS 3 “Business Combinations” – “Definition of a Business”

Amendments to IFRS 9 “Financial Instruments”, IAS 39 “Financial Instruments: Recognition and Measurement” and IFRS 7 “Financial Instruments: Disclosures” – Interest rate benchmark reform

Revised Conceptual Framework for Financial Reporting

The above amendments or revisions to IFRS and IAS effective for the financial year beginning on January 1, 20172020 do not have a material impact on the Group.

The Group did not apply any other amendments, newNew standards, annual improvement or interpretation that is not yetto IFRS and IAS effective for the current accountingfinancial year beginning on January 1, 2019 do not have a material impact on the Group other than IFRS 16 “Leases”, details of which are set out in note 3(a).

New standards, annual improvement or interpretation to IFRS and IAS effective for the financial year beginning on January 1, 2018 do not have a material impact on the Group other than IFRS 9 “Financial Instruments” and IFRS 15 “Revenue from Contracts with Customers”. The impact resulting from the adoption of IFRS 15 and IFRS 9 on the Group’s equity as at January 1, 2018 led to an increase of equity of RMB8,896 million and a decrease of equity of RMB2,365 million, respectively.

In addition, the IASB also published a number of new standards and amendments to standards which are effective for the Group’s financial year beginning on or after January 1, 2021 and have not been early adopted by the Group (see note 40)42). Management is assessing the impact of such standards and will adopt the relevant standards in the subsequent periods as required.

43OPERATING REVENUE

CHANGES IN ACCOUNTING POLICIES (CONTINUED)

 

 

   2017   2016   2015 
   Million   Million   Million 

Revenue from telecommunications services

      

Voice services

   156,918    209,949    261,896 

Data services

   493,350    394,937    303,425 

Others

   18,083    18,536    18,768 
  

 

 

   

 

 

   

 

 

 
   668,351    623,422    584,089 

Revenue from sales of products and others

   72,163    84,999    84,246 
  

 

 

   

 

 

   

 

 

 
   740,514    708,421    668,335 
  

 

 

   

 

 

   

 

 

 
(a)

IFRS 16 “Leases”

 

5EMPLOYEE BENEFIT AND RELATED EXPENSES(i)

Initial application

The Group applied the IFRS 16 from its mandatory adoption date of January 1, 2019. The Group has applied the simplified transition approach and not restated comparative amounts for the year prior to first adoption, with the cumulative effect of initial adoption recognized as an adjustment to the opening balance sheets.

As of January 1, 2019, right-of-use assets of the Group are measured on transition as if IFRS 16 have had always been applied. Lease liabilities were measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate as of January 1, 2019, which was within the range between 3.5% and 4.0%.

In applying IFRS 16, the Group has used the practical expedients permitted by the standard, including: applying a single discount rate to a portfolio of leases with reasonably similar characteristics; accounting for leases with a remaining lease term of less than 12 months as of January 1, 2019 in the same way as short-term leases; excluding initial direct costs for the measurement of the right-of-use asset at the date of initial application and using hindsight in determining the lease term where the contract contains options to extend or terminate the lease.

The Group considers that the assets and liabilities arising from the lease are generated in a single transaction, therefore, the Group applies IAS 12 “Income Taxes” requirements to the leasing transaction as a whole. Temporary differences relating to right-of-use assets and lease liabilities are assessed on a net basis.

3

CHANGES IN ACCOUNTING POLICIES (CONTINUED)

 

   2017   2016   2015 
   Million   Million   Million 

Salaries, wages, labor service expenses and other benefits

   74,427    69,546    67,622 

Retirement costs: contributions to defined contribution retirement plans

   11,086    9,917    7,183 
  

 

 

   

 

 

   

 

 

 
   85,513   79,463   74,805 
  

 

 

   

 

 

   

 

 

 

6OTHER OPERATING EXPENSES(a)

IFRS 16 “Leases” (Continued)

 

 

(ii)

Summary of effects arising from initial application of IFRS 16

The following table shows the impact from the adoption of IFRS 16 on certain impacted financial statement line items in the Group’s consolidated balance sheets as of December 31, 2018. Line items that were not affected by the changes have not been included.

Consolidated Balance Sheets (Extracted)

   

December 31,

2018

(As previously

reported)

Million

   

Changes

in

accounting
policy

– IFRS 16

Million

   

January 1,

2019

(As restated)

Million

 

Assets

      

Non-current assets

      

Right-of-use assets

   —      84,289    84,289 

Land use rights and others

   27,778    (4,665   23,113 

Investments accounted for using the equity method

   145,325    (1,216   144,109 

Deferred tax assets

   29,654    488    30,142 
  

 

 

   

 

 

   

 

 

 

Current assets

      

Prepayments and other current assets

   27,002    (1,811   25,191 
  

 

 

   

 

 

   

 

 

 

Equity and liabilities

      

Liabilities

      

Current liabilities

      

Lease liabilities

   —      19,917    19,917 
  

 

 

   

 

 

   

 

 

 

Non-current liabilities

      

Lease liabilities – non-current

   —      60,290    60,290 

Deferred tax liabilities

   822    (16   806 

Equity

      

Reserves

   650,275    (3,106   647,169 

To ensure the consistency of the accounting policies adopted by the Group and its associates and joint ventures, the opening balance of investment accounted for using the equity method, the opening retained profits and PRC statutory reserves of the Group as of January 1, 2019 were reduced by RMB1,216 million, RMB1,202 million and RMB14 million, respectively upon the adoption of IFRS 16, which were included in the table above.

       2017   2016   2015 
   Note   Million   Million   Million 

Maintenance

     55,737    53,852    53,991 

Impairment loss of doubtful accounts

     3,392    3,734    4,839 

Write-down of inventories

     297    282    272 

Amortization of other intangible assets

     515    499    274 

Operating lease charges

        

- land and buildings

     11,453    11,628    13,447 

- others

   (i)    3,698    4,248    6,186 

Loss/(gain) on disposal of property, plant and equipment

     8    (180   (4

Write-off and impairment of property, plant and equipment (note 14)

     12,593    7,216    7,614 

Power and utilities expenses

     30,518    29,461    27,134 

Operation support and research and development expenses

   (ii)    38,016    32,296    27,209 

Auditors’ remuneration

        

- audit services

   (iii)    107    103    97 

- tax services

     3    1    1 

- other services

     12    9    4 

Others

   (iv)    25,894    23,924    21,229 
    

 

 

   

 

 

   

 

 

 
     182,243    167,073    162,293 
    

 

 

   

 

 

   

 

 

 
4

OPERATING REVENUE

   

2020

Million

   

2019

Million

   

2018

Million

 

Revenue from telecommunications services

      

Voice services

   78,782    88,624    108,083 

Data services

      

-SMS & MMS

   29,485    28,648    28,800 

-Wireless data traffic

   385,679    384,999    383,297 

-Wireline broadband

   80,808    68,835    54,285 

-Applications and information services

   101,038    82,543    75,701 

Others

   19,900    20,743    20,741 
  

 

 

   

 

 

   

 

 

 
   695,692    674,392    670,907 

Revenue from sales of products and others

   72,378    71,525    65,912 
  

 

 

   

 

 

   

 

 

 
   768,070    745,917    736,819 
  

 

 

   

 

 

   

 

 

 

The majority of the Group’s operating revenue is from contracts with customers, and the remaining is not material. The revenue recognition policy has been disclosed in note 2(r), while majority of the Group’s revenue from contracts with customers was recognized over time.

(a)

Assets related to contracts with customers

The Group has recognized the following assets related to contracts with customers:

   Note  

As of

December 31, 2020

Million

   

As of

December 31, 2019

Million

 

Contract assets

  (i)   5,401    6,567 

Less: current portion

     (3,841   (5,003
    

 

 

   

 

 

 

Non-current portion recorded in other non-current assets

     1,560    1,564 

Contract costs recorded in other non-current assets

  (ii)   14,487    15,987 
    

 

 

   

 

 

 

Total other non-current assets related to contracts with customers

     16,047    17,551 
    

 

 

   

 

 

 

4

OPERATING REVENUE (CONTINUED)

(a)

Assets related to contracts with customers (Continued)

Note:

 

 (i)Other operating lease charges represent the operating lease charges for motor vehicles, computer and other office equipment.

Changes in contract assets:

   Contract assets 
   

2020

Million

   

2019

Million

 

Gross carrying amount:

    

As of January 1

   6,883    6,831 

Increase resulting from satisfaction of performance obligation

   6,948    6,886 

Transfer to accounts receivable

   (8,185   (6,834
  

 

 

   

 

 

 

As of December 31

   5,646    6,883 
  

 

 

   

 

 

 

Loss allowance:

    

As of January 1

   (316   (342

Changes during the year

   71    26 
  

 

 

   

 

 

 

As of December 31

   (245   (316
  

 

 

   

 

 

 

Net book value:

    

As of December 31

   5,401    6,567 
  

 

 

   

 

 

 

As of December 31, 2020, contract assets mainly included contract assets arising from the sales of bundled packages which includes terminals and services amounting to RMB2,607 million (as of December 31, 2019: RMB6,019 million), and contract assets arising from the provision of system integration and engineering services amounting to RMB2,794 million (as of December 31, 2019: RMB548 million).

4

OPERATING REVENUE (CONTINUED)

(a)

Assets related to contracts with customers (Continued)

Note (Continued):

 (ii)Operation

Changes in contract costs

   Contract costs 
   

2020

Million

   

2019

Million

 

As of January 1

   15,987    6,975 

Addition

   18,534    24,149 

Amortization for the year

   (20,034   (15,137
  

 

 

   

 

 

 

As of December 31

   14,487    15,987 
  

 

 

   

 

 

 

Contract costs primarily include sales commissions payable to third party agents and contract fulfilment costs for the provision of telecommunications services.

(b)

Details of contract liabilities

Contract liabilities are presented in deferred revenue in the consolidated balance sheets. Changes in contract liabilities are as follows:

   Contract liabilities 
   

2020

Million

   

2019

Million

 

As of January 1

   57,431    62,812 

Opening balance recognized in the consolidated statements of comprehensive income for the year

   (53,802   (56,409

Other net changes for the year

   76,050    51,028 
  

 

 

   

 

 

 

As of December 31

   79,679    57,431 
  

 

 

   

 

 

 

(c)

Unsatisfied long-term contracts

The unsatisfied performance obligation of the Group is mainly related to telecommunications services. The Group generally enters into service contracts with customers monthly or for a fixed term, and bills the customers monthly based on the contract terms for the Group’s unconditional right to consideration. For the contracts that have an original expected duration of one year or less and the performance obligations which are regarded as satisfied as billed, the Group has applied the practical expedient permitted under IFRS 15, therefore, the information about the remaining performance obligations were not disclosed.

5

NETWORK OPERATION AND SUPPORT EXPENSES

Details of network operation and support expenses are as follows:

   Note   

2020

Million

   

2019

Million

   

2018

Million

 

Maintenance, operation support and related expenses

     117,758    92,980    95,656 

Power and utilities expenses

     37,661    32,837    32,032 

Charges for use of tower assets

   (i) (iii)    26,836    25,518    38,981 

Charges for use of lines and network assets

   (ii) (iii)    8,224    7,715    8,489 

Charges for use of other assets

   (ii) (iii)    6,149    7,492    16,102 

Others

     9,796    9,268    8,747 
    

 

 

   

 

 

   

 

 

 
     206,424    175,810    200,007 
    

 

 

   

 

 

   

 

 

 

Note:

(i)

Charges for use of tower assets include the non-lease components charges (maintenance, power and related support services) for use of telecommunications towers and researchvariable lease payments not based on an index or a rate, which are recorded in profit or loss as incurred.

(ii)

Charges for use of lines and development expensesnetwork assets and other assets mainly include support expensesthe non-lease components charges and the lease components charges for new business operation, researchlease contracts that exempted from recognition of right-of-use assets and development cost for new technology evolution, amortizationlease liabilities, such as short-term lease payments, lease payments of testing equipment,low-value assets and other related costs.variable lease payments not based on an index or a rate, which are recorded in profit or loss as incurred.

 (iii)

For the year ended December 31, 2020, short-term lease payments and lease payments of low-value assets amounted to RMB4,462 million (2019: RMB6,757 million; 2018: nil), and variable lease payments not based on an index or a rate, which are recorded in profit or loss as incurred, amounted to RMB7,770 million (2019: RMB8,186 million; 2018: nil).

6

EMPLOYEE BENEFIT AND RELATED EXPENSES

   

2020

Million

   

2019

Million

   

2018

Million

 

Salaries, wages, labor service expenses and other benefits

   95,254    86,610    81,843 

Retirement costs: contributions to defined contribution retirement plans

   10,943    15,908    12,096 

Share-based compensation expenses

   232    —      —   
  

 

 

   

 

 

   

 

 

 
   106,429    102,518    93,939 
  

 

 

   

 

 

   

 

 

 

In accordance with a new governmental requirement, the Group has substantially completed the transfer of the socialized management of existing retirees to external organizations in 2020. The Group is also obliged to pay for certain of such retirees’ post-retirement benefits (mainly including supplementary medical benefits, etc.) in the future with the principle that the level of such benefits would not be decreased. This benefit plan is accounted for as a long-term defined benefits obligation and does not have any plan assets.

The Group’s obligation for this benefit plan is calculated using actuarial method and recognized as liability. The service cost amounting to RMB4,615 million was recognized through profit or loss for the year ended December 31, 2020. Actuarial assumptions mainly include discount rate and future mortality. Reasonable changes in actuarial assumptions would not have a significant impact on the consolidated financial statements of the Group.

7

OTHER OPERATING EXPENSES

   Note   

2020

Million

   

2019

Million

  

2018

Million

 

Interconnection

     19,821    21,037   20,692 

Expected credit impairment losses

     5,084    5,761   4,635 

Write-down of inventories

     196    171   155 

Loss/(gain) on disposal of property, plant and equipment

     1    (64  8 

Write-off and impairment of property, plant and equipment

     1,546    2,975   1,250 

Research and development expenses

   (i   4,898    2,843   2,490 

Auditors’ remuneration

       

- audit services

   (ii   109    111   108 

- tax services

     3    2   3 

- other services

     2    10   6 

Others

   (iii   15,379    13,398   11,428 
    

 

 

   

 

 

  

 

 

 
     47,039    46,244   40,775 
    

 

 

   

 

 

  

 

 

 

Note:

(i)

The item does not include depreciation and amortization and employee benefit and related expenses related to research and development.

(ii)

Audit services include reporting on the Group’s internal controlcontrols over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act of the United States of America with theat a service fee amount of RMB22,000,000 (2016: RMB22,000,000; 2015: RMB20,000,000)RMB22 million (2019: RMB22 million; 2018: RMB22 million).

 (iv)(iii)

Others consist of administrative expenses, property management expenses, taxes and surcharges, and other miscellaneous expenses.

8

OTHER GAINS

7PROCEEDS RECEIVABLE FOR THE TRANSFER OF TOWER ASSETS

On October 14, 2015, China Mobile Communication Co., Ltd. (“CMC”), a wholly-owned subsidiary of the Company, jointly with China United Network Communications Corporation Limited (“China Unicom”), China Telecom Corporation Limited (“China Telecom”), and China Reform Holdings Corporation Ltd. (“CRHC”), entered into an agreement with China Tower Corporation Limited (“China Tower”), pursuant to which China Tower (i) purchased telecommunications towers and related assets (“Tower Assets”) from CMC, China Unicom and China Telecom and (ii) issued new equity shares to CRHC. The consideration of Tower Assets was determined based on the appraised value and subject to adjustment in accordance with the terms of the transaction agreement by each party as of the date of delivery. China Tower agreed to settle the consideration by way of issuing its equity shares to each party, plus cash consideration equalling to the excess of total consideration over the amount settled by equity shares. Upon completion of the above transactions, China Tower would be owned by CMC, China Unicom, China Telecom and CRHC with their respective shares of equity interests of 38.0%, 28.1%, 27.9% and 6.0%.

On October 31, 2015, CMC completed the transfer of Tower Assets to China Tower. In return, China Tower issued equity shares to CMC and shall pay CMC the remaining cash consideration. The first payment of RMB5,000,000,000 has been made in February 2016 and the remaining balance of cash consideration was settled in December 2017.

The gain arising from the transfer of CMC’s Tower Assets, which has eliminated unrealized profits due to the Group’s interest in China Tower, is recorded as “Gain on the transfer of Tower Assets” in the consolidated statements of comprehensive income for the year ended December 31, 2015.

8OTHER GAINS

   2017   2016   2015 
   Million   Million   Million 

Penalty and compensation income

   1,118    764    658 

Dividend income from unlisted securities

   —      —      11 

Others

   1,271    1,204    1,131 
  

 

 

   

 

 

   

 

 

 
   2,389    1,968    1,800 
  

 

 

   

 

 

   

 

 

 
   2020   2019   2018 
   Million   Million   Million 

Compensation income

   758    915    1,184 

Additional deduction of input value-added tax

   2,813    667    —   

Others

   2,031    2,447    1,722 
  

 

 

   

 

 

   

 

 

 
   5,602    4,029    2,906 
  

 

 

   

 

 

   

 

 

 

 

9FINANCE COSTS

INTEREST AND OTHER INCOME

 

   2017   2016   2015 
   Million   Million   Million 

Interest on bonds

   187    228    257 

Interest on bank deposits received and entrusted loans (note 35(a))

   21    7    194 

Others

   2    —      4 
  

 

 

   

 

 

   

 

 

 
   210    235    455 
  

 

 

   

 

 

   

 

 

 
   2020   2019   2018 
   Million   Million   Million 

Interest income

   11,447    10,065    11,443 

Fair value gains recognized, net

   2,894    5,495    4,442 
  

 

 

   

 

 

   

 

 

 
   14,341    15,560    15,885 
  

 

 

   

 

 

   

 

 

 

 

10

FINANCE COSTS

   2020   2019   2018 
   Million   Million   Million 

Interest for lease liabilities

   2,806    3,052    —   

Interest paid for short-term deposits received (note 37(a))

   170    187    142 

Others

   20    7    2 
  

 

 

   

 

 

   

 

 

 
   2,996    3,246    144 
  

 

 

   

 

 

   

 

 

 

11

DIRECTORS’ AND OTHER SENIOR MANAGEMENT’S REMUNERATION

Directors’ remuneration during 20172020 is as follows:

 

   Directors’
fees
   Salaries,
allowances
and bonuses
   Contributions
relating to
social insurance,
housing fund
and retirement
scheme
   2017
Total
 
   ’000   ’000   ’000   ’000 

Executive directors (Expressed in RMB)

        

SHANG Bing

   —      781    123    904 

LI Yue (Chief Executive Officer)

   —      781    151    932 

LIU Aili*

   —      592    110    702 

SHA Yuejia

   —      702    148    850 

DONG Xin**

   —      695    145    840 
  

 

 

   

 

 

   

 

 

   

 

 

 
   —      3,551    677    4,228 
  

 

 

   

 

 

   

 

 

   

 

 

 

Independent non-executive directors (Expressed in Hong  Kong
dollar)

        

WONG Kwong Shing, Frank

   470    —      —      470 

CHENG Mo Chi, Moses

   460    —      —      460 

CHOW Man Yiu, Paul

   455    —      —      455 

YIU Kin Wah, Stephen***

   255    —      —      255 
  

 

 

   

 

 

   

 

 

   

 

 

 
   1,640    —      —      1,640 
  

 

 

   

 

 

   

 

 

   

 

 

 
                                                                                                                                
           Contributions     
           relating to     
       Salaries,   social insurance,     
   Directors’   allowances   housing fund and   2020 
   fees   and bonuses   retirement scheme   Total 
   ’000   ’000   ’000   ’000 

Executive directors (Expressed in RMB)

        

YANG Jie1

   —      830    157    987 

DONG Xin2

   —      829    148    977 

WANG Yuhang3

   —      757    149    906 

LI Ronghua4

   —      123    38    161 
  

 

 

   

 

 

   

 

 

   

 

 

 
   —      2,539    492    3,031 
  

 

 

   

 

 

   

 

 

   

 

 

 

Independent non-executive directors (Expressed in Hong Kong dollar)

        

CHENG Mo Chi, Moses

   460    —      —      460 

CHOW Man Yiu, Paul

   455    —      —      455 

YIU Kin Wah, Stephen

   470    —      —      470 

YANG Qiang*

   —      —      —      —   
  

 

 

   

 

 

   

 

 

   

 

 

 
   1,385    —      —      1,385 
  

 

 

   

 

 

   

 

 

   

 

 

 

Directors’ remuneration during 2019 is as follows:

                                                                                                                                
           Contributions     
           relating to     
       Salaries,   social insurance,     
   Directors’   allowances   housing fund and   2019 
   fees   and bonuses   retirement scheme   Total 
   ’000   ’000   ’000   ’000 

Executive directors (Expressed in RMB)

        

YANG Jie1

   —      461    169    630 

SHANG Bing5

   —      1,354    89    1,443 

LI Yue6

   —      1,585    187    1,772 

WANG Yuhang3

   —      415    163    578 

DONG Xin2

   —      1,469    195    1,664 
  

 

 

   

 

 

   

 

 

   

 

 

 
   —      5,284    803    6,087 
  

 

 

   

 

 

   

 

 

   

 

 

 

Independent non-executive directors (Expressed in Hong Kong dollar)

        

CHENG Mo Chi, Moses

   460    —      —      460 

CHOW Man Yiu, Paul

   455    —      —      455 

YIU Kin Wah, Stephen

   470    —      —      470 

YANG Qiang*

   —      —      —      —   
  

 

 

   

 

 

   

 

 

   

 

 

 
   1,385    —      —      1,385 
  

 

 

   

 

 

   

 

 

   

 

 

 

1011

DIRECTORS’ AND OTHER SENIOR MANAGEMENT’S REMUNERATION (CONTINUED)

 

Directors’ remuneration during 20162018 is as follows:

 

��  Directors’
fees
   Salaries,
allowances
and bonuses
   Contributions
relating to
social insurance,
housing fund
and retirement
scheme
   2016
Total
 
   ’000   ’000   ’000   ’000 

Executive directors (Expressed in RMB)

        

SHANG Bing#

   —      498    122    620 

LI Yue (Chief Executive Officer)

   —      717    147    864 

LIU Aili

   —      662    141    803 

XUE Taohai##

   —      646    143    789 

SHA Yuejia

   —      662    141    803 
  

 

 

   

 

 

   

 

 

   

 

 

 
   —      3,185    694    3,879 
  

 

 

   

 

 

   

 

 

   

 

 

 

Independent non-executive directors (Expressed in Hong  Kong
dollar)

        

LO Ka Shui###

   130    —      —      130 

WONG Kwong Shing, Frank

   470    —      —      470 

CHENG Mo Chi, Moses

   452    —      —      452 

CHOW Man Yiu, Paul

   405    —      —      405 
  

 

 

   

 

 

   

 

 

   

 

 

 
   1,457    —      —      1,457 
  

 

 

   

 

 

   

 

 

   

 

 

 

Directors’ remuneration during 2015 is as follows:

   Directors’
fees
   Salaries,
allowances
and bonuses
   Contributions
relating to
social insurance,
housing fund
and retirement
scheme
   2015
Total
 
   ’000   ’000   ’000   ’000 

Executive directors (Expressed in RMB)

        

SHANG Bing1

   —      107    30    137 

XI Guohua2

   —      377    113    490 

LI Yue (Chief Executive Officer)

   —      437    138    575 

LIU Aili

   —      365    133    498 

XUE Taohai

   —      387    135    522 

HUANG Wenlin3

   —      139    21    160 

SHA Yuejia

   —      365    133    498 
  

 

 

   

 

 

   

 

 

   

 

 

 
   —      2,177    703    2,880 
  

 

 

   

 

 

   

 

 

   

 

 

 

Independent non-executive directors (Expressed in Hong  Kong
dollar)

        

LO Ka Shui

   325    —      —      325 

WONG Kwong Shing, Frank

   470    —      —      470 

CHENG Mo Chi, Moses

   440    —      —      440 

CHOW Man Yiu, Paul

   330    —      —      330 
  

 

 

   

 

 

   

 

 

   

 

 

 
   1,565    —      —      1,565 
  

 

 

   

 

 

   

 

 

   

 

 

 

10DIRECTORS’ REMUNERATION (CONTINUED)

           Contributions     
           relating to     
       Salaries,   social insurance,     
   Directors’   allowances   housing fund and   2018 
   fees   and bonuses   retirement scheme   Total 
   ’000   ’000   ’000   ’000 

Executive directors (Expressed in RMB)

        

SHANG Bing5

   —      867    134    1,001 

LI Yue6

   —      1,000    163    1,163 

SHA Yuejia7

   —      745    104    849 

DONG Xin2

   —      890    157    1,047 
  

 

 

   

 

 

   

 

 

   

 

 

 
   —      3,502    558    4,060 
  

 

 

   

 

 

   

 

 

   

 

 

 

Independent non-executive directors (Expressed in Hong Kong dollar)

        

WONG Kwong Shing, Frank**

   177    —      —      177 

CHENG Mo Chi, Moses

   460    —      —      460 

CHOW Man Yiu, Paul

   455    —      —      455 

YIU Kin Wah, Stephen

   417    —      —      417 

YANG Qiang*

   —      —      —      —   
  

 

 

   

 

 

   

 

 

   

 

 

 
   1,509    —      —      1,509 
  

 

 

   

 

 

   

 

 

   

 

 

 

 

 *1

Mr. LIU Aili resigned from the positionYANG Jie was appointed as an executive director and the chairman of the Company with effect from September 29, 2017.March 21, 2019.

 **2

Mr. DONGDong Xin was appointed as the chief executive officer of the Company with effect from August 13, 2020 and had ceased to serve as the chief financial officer of the Company.

3

Mr. WANG Yuhang was appointed as an executive director of the Company with effect from March 23, 2017.October 24, 2019.

 ***4

Mr. Stephen YIU Kin WahLI Ronghua was appointed as an independentnon-executiveexecutive director and the chief financial officer of the Company with effect from October 15, 2020.

5

Mr. SHANG Bing resigned from his position as an executive director and the chairman of the Company with effect from March 23, 2017.4, 2019.

 #6 

The unpaid portionMr. LI Yue resigned from his position as an executive director and chief executive officer of executive directors’ performance related bonuses for 2015 was included in executive directors’ salaries, allowances and bonuses in 2016. Mr. SHANG Bing has been serving the Company since September 2015.with effect from October 11, 2019.

 ##7 

Mr. XUE TaohaiSHA Yuejia resigned from thehis position as executive director of the Company with effect from March 23, 2017.May 17, 2018.

 ###*

Dr. YANG Qiang was appointed as an independent non-executive director and a member of the audit committee of the Company with effect from May 17, 2018 and he voluntarily waived his director’s fees.

**

Mr. LO Ka ShuiFrank WONG Kwong Shing resigned from the position asrole of independentnon-executive director of the Company with effect from May 26, 2016.17, 2018.

11

DIRECTORS’ AND OTHER SENIOR MANAGEMENT’S REMUNERATION (CONTINUED)

 

1

Mr. SHANG Bing was appointed as an executive director and chairman of the Company with effect from September 10, 2015.

2

Mr. XI Guohua resigned from the position as executive director and chairman of the Company with effect from August 24, 2015.

3

Madam HUANG Wenlin resigned from the position as executive director of the Company with effect from March 19, 2015.

In 2015, 20162018, 2019 and 2017,2020, executive directors of the Company voluntarily waived their directors’ fees.

Directors’ remuneration paid during 2020 included directors’ performance related bonuses and additional bonuses related to their term of service for previous years determined and paid during the year. The unpaid portion of executive directors’ performance related bonuses for 20172020 will be determinedpaid in 2021 based on the evaluation conducted in 2018,their performance, and the additional bonuses related to their term of service will be determinedpaid based on the evaluation conductedtheir performance upon the completion of three-year evaluation period.

The Company’s other senior management’s remuneration includes basic remuneration for the year, performance related bonuses for prior year and additional bonuses related to their three-year term of service (if any). For the year ended December 31, 2020, the Company’s other senior management’s remuneration was within the range between RMB400,000 to RMB900,000 (2019: RMB1,500,000 to RMB2,000,000).

1112

INDIVIDUALS WITH HIGHEST EMOLUMENTS

For the year ended December 31, 2018, 2019 and 2020, none of the five individuals with the highest emoluments in the Group are directors or other senior management. The emoluments payable to the five individuals with highest emoluments during 2015, 20162018, 2019 and 20172020 are as follows:

 

  2017   2016   2015 
  ’000   ’000   ’000   2020   2019   2018 
  ’000   ’000   ’000 

Salaries, allowances and benefits in kind

   5,259    5,602    8,135    7,684    6,592    6,579 

Performance related bonuses

   4,014    2,029    1,814    4,545    4,314    4,208 

Retirement scheme contributions

   158    157    148    215    187    156 
  

 

   

 

   

 

   

 

   

 

   

 

 
   9,431     7,788     10,097    12,444    11,093    10,943 
  

 

   

 

   

 

   

 

   

 

   

 

 

The emoluments fell within the following bands:

 

   2017   2016   2015 
   Number of
individuals
   Number of
individuals
   Number of
individuals
 

Emolument bands

      

1,500,001 - 2,000,000

   3    5    4 

2,000,001 - 2,500,000

   2    —      1 
  

 

 

   

 

 

   

 

 

 
   2020   2019   2018 
   

Number

of individuals

   

Number

of individuals

   

Number

of individuals

 

Emolument bands

      

2,000,001—2,500,000

   4    5    5 

2,500,001—3,000,000

   1    —      —   
  

 

 

   

 

 

   

 

 

 

1213

TAXATION

 

 (a)

Taxation in the consolidated statements of comprehensive income represents:

 

      2017   2016   2015 
  Note   Million   Million   Million       2020   2019 2018 
  Note   Million   Million Million 

Current tax

               

Provision for the PRC enterprise income tax on the estimated assessable profits for the year

   (i)    39,870    36,989  34,395 

Provision for Hong Kong profits tax on the estimated assessable profits for the year

   (i   260    193    164    (ii)    400    269  275 

Provision for the PRC enterprise income tax on the estimated taxable profits for the year

   (ii   36,945    39,709    39,588 
    

 

   

 

  

 

 
     40,270    37,258  34,670 

Deferred tax

       

Origination and reversal of temporary differences, net (note 22)

     (6,051   (1,916 1,274 
    

 

   

 

   

 

     

 

   

 

  

 

 
     37,205    39,902    39,752      34,219    35,342  35,944 
    

 

   

 

  

 

 

Deferred tax

        

Origination and reversal of temporary differences (note 20)

   (iii   (3,482   (4,279   (4,673
    

 

   

 

   

 

 
     33,723    35,623    35,079 
    

 

   

 

   

 

 

Note:

 

 (i)The provision for Hong Kong profits tax is calculated at 16.5% (2016: 16.5%; 2015: 16.5%) of the estimated assessable profits for the year ended December 31, 2017.

(ii)The provision for the PRC enterprise income tax is based on the statutory tax rate of 25% (2016:(2019: 25%; 2015:2018: 25%) on the estimated taxableassessable profits determined in accordance with the relevant income tax rules and regulations of the PRC for the year ended December 31, 2017.2020. Certain subsidiaries of the Company enjoy the preferential tax rate of 15% (2016:(2019: 15%; 2015:2018: 15%).

(ii)

The provision for Hong Kong profits tax is calculated at 16.5% (2019: 16.5%; 2018: 16.5%) of the estimated assessable profits for the year ended December 31, 2020.

 

 (iii)Deferred taxes of the Group are recognized based on tax rates that are expected

Pursuant to apply to the periods when the temporary differences are realized or settled.

(iv)On April 22, 2009, SAT issued the “Notice regarding Matters on Determination of Tax Residence Status of Chinese-controlled Offshore Incorporated Enterprises under Rules of Effective Management” issued by SAT in 2009 (“2009 Notice”). The, the Company is qualified as a PRC offshore-registered resident enterprise for purposes of the 2009 Notice. In accordance with the 2009 Notice and the PRC enterprise income tax law,enterprise. Accordingly, the dividend income of the Company from its subsidiaries in the PRC is exempted from PRC enterprise income tax.

1213

TAXATION (CONTINUED)

 

 (b)Reconciliation

Reconciliations between income tax expense and accounting profit at applicable tax rates:

 

   2017   2016   2015 
   Million   Million   Million 

Profit before taxation

   148,137    144,462    143,734 
  

 

 

   

 

 

   

 

 

 

Notional tax on profit before tax, calculated at the PRC’s statutory tax rate of 25% (Note)

   37,034    36,116    35,934 

Tax effect ofnon-taxable items

      

- Share of profit of investments accounted for using the equity method

   (2,487   (2,159   (2,023

- Interest income

   (41   (22   (31

Tax effect ofnon-deductible expenses on the PRC operations

   772    798    986 

Tax effect ofnon-deductible expenses on Hong Kong operations

   70    76    68 

Rate differential of certain PRC operations (note 12(a)(ii))

   (2,317   (1,580   (1,576

Rate differential on Hong Kong operations (note 12(a)(i))

   (182   (133   (122

Tax effect of deductible temporary difference for which no deferred tax asset was recognized

   154    1,562    98 

Tax effect of deductible tax loss for which no deferred tax asset was recognized

   818    1,349    356 

Tax effect on the eliminated unrealized profits related to the transfer of Tower Assets

   —      —      1,547 

Others

   (98   (384   (158
  

 

 

   

 

 

   

 

 

 

Taxation

   33,723    35,623    35,079 
  

 

 

   

 

 

   

 

 

 
   2020   2019   2018 
   Million   Million   Million 

Profit before taxation

   142,359    142,133    153,895 
  

 

 

   

 

 

   

 

 

 

Notional tax on profit before tax, calculated at the PRC’s statutory tax rate of 25% (Note)

   35,590    35,533    38,474 

Tax effect of non-taxable items

      

– Income from investments accounted for using the equity method

   (3,086   (3,160   (3,465

– Interest and other income

   (47   (75   (131

Tax effect of non-deductible expenses on operations in the mainland of China

   1,041    1,211    604 

Tax effect of non-deductible expenses on Hong Kong operations

   164    114    85 

Rate differential of certain operations in the mainland of China (note 13(a)(i))

   (1,009   (930   (1,835

Rate differential of Hong Kong operations (note 13(a)(ii))

   (185   (177   (189

Tax effect of deductible temporary difference for which no deferred tax asset was recognized

   693    668    1,414 

Tax effect of deductible tax loss for which no deferred tax asset was recognized

   1,416    2,019    1,267 

Others

   (358   139    (280
  

 

 

   

 

 

   

 

 

 

Taxation

   34,219    35,342    35,944 
  

 

 

   

 

 

   

 

 

 

Note: The PRC’s statutory tax rate is adopted as the majority of the Group’s operations are subject to this rate.

1213

TAXATION (CONTINUED)

 

 (c)

The tax credited/(charged) relating to components of other comprehensive income is as follows:

 

   2020  2019  2018 
   

Before

tax

   

Tax

credited

   

After

tax

  

Before

tax

  

Tax

charged

  

After

tax

  

Before

tax

  

Tax

charged

   After
tax
 
   Million   Million   Million  Million  Million  Million  Million  Million   Million 

Changes in value of financial assets at FVOCI

   956    1    957   (74  (1  (75  (168  —      (168

Currency translation differences

   (1,915   —      (1,915  683   —     683   1,160   —      1,160 

Share of other comprehensive (loss)/income of investments accounted for using the equity method

   (617   —      (617  442   —     442   1,248   —      1,248 
  

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

 

Other comprehensive (loss)/income

   (1,576   1    (1,575  1,051   (1  1,050   2,240   —      2,240 
  

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

 

Current tax

     —        —       —     

Deferred tax

     1      (1    —     
    

 

 

     

 

 

    

 

 

   
     1      (1    —     
    

 

 

     

 

 

    

 

 

   

   2017  2016  2015 
   Before
tax
  Tax
credited
   After
tax
  Before
tax
  Tax
charged
  After
tax
  Before
tax
   Tax
charged
   After
tax
 
   Million  Million   Million  Million  Million  Million  Million   Million   Million 

Change in value ofavailable-for-sale financial assets

   (7  2    (5  32   (8  24   —      —      —   

Currency translation differences

   (735  —      (735  774   —     774   603    —      603 

Share of other comprehensive (loss)/income of investments accounted for using the equity method

   (1,038  —      (1,038  (1,059  —     (1,059  901    —      901 
  

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

   

 

 

 

Other comprehensive (loss)/income

   (1,780  2    (1,778  (253  (8  (261  1,504    —      1,504 
  

 

 

  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

   

 

 

 

Current tax

    —        —        —     

Deferred tax

    2      (8     —     
   

 

 

     

 

 

     

 

 

   
    2      (8     —     
   

 

 

     

 

 

     

 

 

   

1314

EARNINGS PER SHARE

 

 (a)

Basic earnings per share

The calculation of basic earnings per share for the year is based on the profit attributable to equity shareholders of the Company of RMB114,279,000,000 (2016: RMB108,741,000,000; 2015: RMB108,539,000,000)RMB107,843 million (2019: RMB106,641 million; 2018: RMB117,781 million) and the weighted average number of 20,475,482,897 shares (2016:(2019: 20,475,482,897 shares; 2015: 20,473,119,0882018: 20,475,482,897 shares) in issue during the year, calculated as follows:year.

Weighted average number of shares

   2017   2016   2015 
   

Number

of shares

   

Number

of shares

   

Number

of shares

 

Issued shares as of January 1

   20,475,482,897    20,475,482,897    20,438,426,514 

Effect of share options exercised

   —      —      34,692,574 
  

 

 

   

 

 

   

 

 

 

Weighted average number of shares in issue during the year

   20,475,482,897    20,475,482,897    20,473,119,088 
  

 

 

   

 

 

   

 

 

 

 

 (b)

Diluted earnings per share

The calculation of diluted earnings per share for the year is based on the profit attributable to equity shareholders of the Company which is used in calculating diluted earnings per share, calculated as follows, of RMB114,279,000,000 (2016: RMB108,741,000,000; 2015: RMB108,539,000,000)RMB107,843 million (2019: RMB106,050 million; 2018: RMB117,781 million) and the weighted average number of 20,475,482,897 shares (2016:(2019: 20,475,482,897 shares; 2015: 20,479,705,7632018: 20,475,482,897 shares), calculated as follows:

Weighted average number of shares (diluted) in issue during the year.

 

   2017   2016   2015 
   

Number

of shares

   

Number

of shares

   

Number

of shares

 

Weighted average number of shares in issue during the year

   20,475,482,897    20,475,482,897    20,473,119,088 

Dilutive equivalent shares arising from share options

   —      —      6,586,675 
  

 

 

   

 

 

   

 

 

 

Weighted average number of shares (diluted) during the year

   20,475,482,897    20,475,482,897    20,479,705,763 
  

 

 

   

 

 

   

 

 

 
   2020   2019   2018 
   Million   Million   Million 

Profit attributable to equity shareholders of the Company used in calculating basic earnings per share

   107,843    106,641    117,781 

Add:  dilution impact on share of profit of investment in an associate due to the associate’s convertible bonds (note 23)

   —      41    —   

Less:  fair value gain on the associate’s convertible bonds held by the Group, net of tax

   —      (632   —   
  

 

 

   

 

 

   

 

 

 

Profit attributable to equity shareholders of the Company used in calculating diluted earnings per share

   107,843    106,050    117,781 
  

 

 

   

 

 

   

 

 

 

In 2016 and 2017, there was no dilutive potential ordinary shares of the Company outstanding (note 33). Therefore, there was no dilution impact on weighted average number of shares (diluted) of the Company.

14PROPERTY, PLANT AND EQUIPMENT

EARNINGS PER SHARE (CONTINUED)

 

   Buildings   Telecommunications
transceivers,
switching centers,
transmission and
other network
equipment
   Office
equipment,
furniture,
fixtures
and others
   Total 
   Million   Million   Million   Million 

Cost:

        

As of January 1, 2016

   129,460    1,174,803    22,784    1,327,047 

Transferred from construction in progress

   8,476    172,502    2,267    183,245 

Other additions

   214    2,367    287    2,868 

Disposals

   (1,048   (5,017   (138   (6,203

Assetswritten-off

   (308   (58,650   (2,210   (61,168

Exchange differences

   129    262    1    392 
  

 

 

   

 

 

   

 

 

   

 

 

 

As of December 31, 2016

   136,923    1,286,267    22,991    1,446,181 
  

 

 

   

 

 

   

 

 

   

 

 

 

As of January 1, 2017

   136,923    1,286,267    22,991    1,446,181 

Transferred from construction in progress

   10,577    174,250    833    185,660 

Other additions

   820    962    1,193    2,975 

Disposals

   (72   (181   (109   (362

Assetswritten-off

   (331   (38,971   (1,117   (40,419

Exchange differences

   (141   (359   (4   (504
  

 

 

   

 

 

   

 

 

   

 

 

 

As of December 31, 2017

   147,776    1,421,968    23,787    1,593,531 
  

 

 

   

 

 

   

 

 

   

 

 

 

Accumulated depreciation and impairment:

        

As of January 1, 2016

   36,825    689,564    15,027    741,416 

Charge for the year

   5,310    129,915    2,945    138,170 

Written back on disposals

   (446   (2,336   (68   (2,850

Assetswritten-off and impairment loss

   (203   (51,108   (1,805   (53,116

Exchange differences

   16    186    3    205 
  

 

 

   

 

 

   

 

 

   

 

 

 

As of December 31, 2016

   41,502    766,221    16,102    823,825 
  

 

 

   

 

 

   

 

 

   

 

 

 

As of January 1, 2017

   41,502    766,221    16,102    823,825 

Charge for the year

   5,695    143,026    1,227    149,948 

Written back on disposals

   (58   (45   (105   (208

Assetswritten-off and impairment loss

   (299   (26,465   (1,068   (27,832

Exchange differences

   (20   (208   (3   (231
  

 

 

   

 

 

   

 

 

   

 

 

 

As of December 31, 2017

   46,820    882,529    16,153    945,502 
  

 

 

   

 

 

   

 

 

   

 

 

 

Net book value:

        

As of December 31, 2017

   100,956    539,439    7,634    648,029 
  

 

 

   

 

 

   

 

 

   

 

 

 

As of December 31, 2016

   95,421    520,046    6,889    622,356 
  

 

 

   

 

 

   

 

 

   

 

 

 
(b)

Diluted earnings per share (Continued)

14PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

 

As a result ofFor the optimization of 4G network coverage, the continuing impact of the mobile Internet substitution effect, and particularly, the significant progress of Voice over LTE (“VoLTE”) business services this year the usage and utilization of the Group’s 2G network has been decreasing rapidly. Meanwhile, due to the further decline of voice tariff, the revenue from voice services dropped even faster and the management anticipates more pressure on the profitability of 2G wireless and related assets (“2G Network Assets”). Therefore, management performed impairment test on the 2G Network Assets as ofended December 31, 2017. For the impairment testing purpose, the recoverable amounts (note 2(i)(ii)) of 2G Network Assets was determined based onvalue-in-use (“VIU”) calculations, i.e. the present value of estimated future net cash flows expected to arise from the continuing use of the 2G Network Assets. After considering the historical results, the prevailing market trends and the expected remaining useful lives of 2G Network Assets,2020, the Group has made key assumptions and estimates onconsidered the period coveredimpact from the following factors when calculating diluted earnings per share:

Share options issued by the cash flow forecastCompany (note 35), and the estimated future revenue of 2G Network Assets to estimate the present value of future net cash flows applying thepre-tax discount rate of 11%. Based on the impairment test results, the Group recognized an impairment loss of RMB10,450,000,000

The Group’s associates that have issued potential ordinary shares for the year ended December 31, 2017 (2016: nil; 2015: nil).2020.

For the year ended December 31, 2020, as the exercised price of the share options exceeded the average market price of ordinary shares during the period for which the share options were in issue, such share options did not have any dilutive effect on earnings per share, and the associates’ potential ordinary shares were anti-dilutive as there was fair value loss on the associate’s convertible bonds; therefore diluted earnings per share were the same as basic earnings per share.

15

PROPERTY, PLANT AND EQUIPMENT

   

Buildings

Million

   

Telecommunications

transceivers,

switching centers,

transmission and

other network

equipment

Million

   

Office equipment,

furniture,

fixtures

and others

Million

  

Total

Million

 

Cost:

       

As of January 1, 2019

   155,451    1,548,851    25,301   1,729,603 

Transferred from construction in progress

   6,251    159,098    2,165   167,514 

Other additions

   539    1,235    911   2,685 

Disposals

   —      (28   (19  (47

Written-off

   (822   (100,962   (2,450  (104,234

Exchange differences

   71    161    9   241 
  

 

 

   

 

 

   

 

 

  

 

 

 

As of December 31, 2019

   161,490    1,608,355    25,917   1,795,762 
  

 

 

   

 

 

   

 

 

  

 

 

 

As of January 1, 2020

   161,490    1,608,355    25,917   1,795,762 

Reclassification

   (2,092   12,387    (10,295  —   

Transferred from construction in progress

   5,339    164,378    3,032   172,749 

Other additions

   163    1,935    982   3,080 

Disposals

   (5   (63   (81  (149

Written-off

   (337   (45,260   (1,733  (47,330

Exchange differences

   (189   (444   (20  (653
  

 

 

   

 

 

   

 

 

  

 

 

 

As of December 31, 2020

   164,369    1,741,288    17,802   1,923,459 
  

 

 

   

 

 

   

 

 

  

 

 

 

Accumulated depreciation and impairment:

       

As of January 1, 2019

   52,158    994,803    16,146   1,063,107 

Charge for the year

   5,983    150,243    1,817   158,043 

Written back on disposals

   —      (13   (14  (27

Written-off

   (33   (99,027   (1,192  (100,252

Exchange differences

   9    49    1   59 
  

 

 

   

 

 

   

 

 

  

 

 

 

As of December 31, 2019

   58,117    1,046,055    16,758   1,120,930 
  

 

 

   

 

 

   

 

 

  

 

 

 

As of January 1, 2020

   58,117    1,046,055    16,758   1,120,930 

Reclassification

   (1,333   6,600    (5,267  —   

Charge for the year

   6,073    133,912    2,897   142,882 

Written back on disposals

   (2   (27   (59  (88

Written-off

   (292   (43,643   (1,654  (45,589

Exchange differences

   (43   (173   (7  (223
  

 

 

   

 

 

   

 

 

  

 

 

 

As of December 31, 2020

   62,520    1,142,724    12,668   1,217,912 
  

 

 

   

 

 

   

 

 

  

 

 

 

Net book value:

       

As of December 31, 2020

   101,849    598,564    5,134   705,547 
  

 

 

   

 

 

   

 

 

  

 

 

 

As of December 31, 2019

   103,373    562,300    9,159   674,832 
  

 

 

   

 

 

   

 

 

  

 

 

 

15

PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

With the consideration that the Group’s 4G and 5G networks are expected to co-exist for a long time and the technologies in relation to its 4G wireless assets (mainly comprising base station main equipment, base station extension equipment and antenna feed lines) are relatively stable and have not experienced any major upgrade since investment was made in such assets, the Group reassessed the actual status of use of its 4G wireless assets and as a result, adjusted the depreciable life of the 4G wireless assets from 5 years to 7 years with effect from January 1, 2020. The aforesaid changes in accounting estimates have been made using the prospective application method. The depreciation and amortization for the year ended December 31, 2020 decreased by approximately RMB19,685 million as a result of the aforesaid changes in accounting estimates.

In order to better reflect the classification of the assets, the Group adjusted the categorization of the property, plant, and equipment during the year ended December 31, 2020, which does not affect the estimated useful life and the depreciation of the relevant assets.

 

1516

CONSTRUCTION IN PROGRESS

 

  2017   2016 
  Million   Million   2020   2019 
  Million   Million 

As of January 1

   89,853    88,012    67,978    72,180 

Additions

   173,919    185,086    176,422    163,312 

Transferred to property, plant and equipment

   (185,660   (183,245   (172,749   (167,514
  

 

   

 

   

 

   

 

 

As of December 31

   78,112    89,853    71,651    67,978 
  

 

   

 

   

 

   

 

 

As of December 31, 2017, constructionConstruction in progress primarily comprises expenditure incurred on the network expansion projects but not yet completed.

17

LEASES

This note provides lease information about the Group as a lessee.

 

16(a)

LAND LEASE PREPAYMENTS AND OTHERSRight-of-use assets

   

Telecommunications

Towers and related

assets

Million

   

Buildings

and

premises

Million

   

Others

Million

  

Total

Million

 

Cost:

       

As of January 1, 2019

   75,169    35,790    3,545   114,504 

Additions

   5,696    9,135    1,139   15,970 

Early termination and modification of lease contracts

   (1,890   (1,620   (567  (4,077

Exchange differences

   —      22    —     22 
  

 

 

   

 

 

   

 

 

  

 

 

 

As of December 31, 2019

   78,975    43,327    4,117   126,419 
  

 

 

   

 

 

   

 

 

  

 

 

 

As of January 1, 2020

   78,975    43,327    4,117   126,419 

Additions

   7,100    10,554    1,302   18,956 

Termination of lease contracts

   (309   (3,496  ��(341  (4,146

Early termination and modification of lease contracts

   (1,654   (2,127   (105  (3,886

Exchange differences

   —      (99   —     (99
  

 

 

   

 

 

   

 

 

  

 

 

 

As of December 31, 2020

   84,112    48,159    4,973   137,244 
  

 

 

   

 

 

   

 

 

  

 

 

 

Accumulated amortization and impairment:

       

As of January 1, 2019

   15,299    12,409    2,507   30,215 

Charge for the year

   14,738    7,675    338   22,751 

Early termination and modification of lease contracts

   (276   (435   (151  (862

Exchange differences

   —      7    —     7 
  

 

 

   

 

 

   

 

 

  

 

 

 

As of December 31, 2019

   29,761    19,656    2,694   52,111 
  

 

 

   

 

 

   

 

 

  

 

 

 

As of January 1, 2020

   29,761    19,656    2,694   52,111 

Charge for the year

   15,883    9,179    950   26,012 

Termination of lease contracts

   (309   (3,496   (341  (4,146

Early termination and modification of lease contracts

   (933   (782   (64  (1,779

Exchange differences

   —      (45   —     (45
  

 

 

   

 

 

   

 

 

  

 

 

 

As of December 31, 2020

   44,402    24,512    3,239   72,153 
  

 

 

   

 

 

   

 

 

  

 

 

 

Net book value:

       

As of December 31, 2020

   39,710    23,647    1,734   65,091 
  

 

 

   

 

 

   

 

 

  

 

 

 

As of December 31, 2019

   49,214    23,671    1,423   74,308 
  

 

 

   

 

 

   

 

 

  

 

 

 

17

LEASES (CONTINUED)

(b)

Amounts recognized in the consolidated statements of comprehensive income

For the year ended December 31, 2017,2020, the depreciation charge of right-of-use assets recognized in the consolidated statements of comprehensive income amounted to RMB26,012 million (2019: RMB22,751 million; 2018: nil). Other than the depreciation charge of right-of-use assets, the amounts recognized in the consolidated statements of comprehensive income in relation to interest expense of lease liabilities, and expenses related to short-term leases, low-value leases which are not recorded as short-term leases and variable lease payments are disclosed in note 10 and note 5, respectively.

18

LAND USE RIGHTS

For the year ended December 31, 2020, the amortization of land lease prepaymentsuse rights expensed in the profit or loss amounted to approximately RMB446,000,000 (2016: approximately RMB443,000,000; 2015: approximately RMB426,000,000)RMB459 million (2019: RMB462 million; 2018: RMB467 million).

1719

GOODWILL

 

   2017   2016 
   Million   Million 

Cost and carrying amount:

    

As of January 1 and December 31

   35,343    35,343 
  

 

 

   

 

 

 
   2020   2019 
   Million   Million 

As of January 1

   35,343    35,343 

Additions

   1    —   
  

 

 

   

 

 

 

As of December 31

   35,344    35,343 
  

 

 

   

 

 

 

Impairment tests for goodwill

As set out in IAS 36 “Impairment of Assets”, a cash-generating unit is the smallest identifiable group of assets that generate cash inflows from continuing use that are largely independent of the cash flows from other assets or groups of assets. For the purpose of impairment tests of goodwill, goodwill is allocated to groups of cash-generating units (being subsidiaries acquired in each acquisition). Such groups of cash-generating units represent the lowest level within the Group for which the goodwill is monitored for internal management purposes.

As of December 31, 2017,2020, the goodwill of RMB35,300,000,000RMB35,300 million is attributable to the cash-generating unitunits in relation to the operation in Mainlandthe mainland of China which management currently monitors. The recoverable amount of the cash-generating unit is determined based on the VIU calculations by using the discounted cash flow method. This method considers thepre-tax cash flows of the subsidiaries (cash-generating unit) for the five years ending December 31, 2022 with subsequent transition to perpetuity.2025 and the projected perpetual cash flows after the fifth year. For the five years ending December 31, 2022,2025, the average growth rate is assumed to be 1.5% while for the years beyond December 31, 2022,2025, the assumed continual growth rate to perpetuity is 1%. The present value of cash flows is calculated by discounting the cash flow usingpre-tax interest rates of approximately 11%. The management performed impairment test for the goodwill in relation to the operation in Mainlandthe mainland of China and determined such goodwill was not impaired. Reasonably possible changes in key assumptions willwould not lead to the goodwill impairment loss.

1820

SUBSIDIARIES

The following list contains only the particulars of subsidiaries as of December 31, 2017, which principally affected the results, assets or liabilities of the Group. The class of shares held is ordinary unless otherwise stated.

 

   Place of     Proportion of   
   incorporation/Particularsownership interest   
  establishmentof issued andHeld by theHeld by aownership interest   

Name of company*

  

establishment
and operation

 Particulars of issued
and paid up capital
   Held by the
Company
  Held by a
subsidiary
  

Principal

activity

China Mobile Communication
(BVI) Limited

  

the British
Virgin Islands(“Islands
(“BVI”)

  HK$1    100%100%   —    

Investment holding company

CMC*China Mobile Communication Co., Ltd. (“CMC”)**

  Mainlandthe mainland
of China
  RMB1,641,848,326    —     100%100%  

Network and business coordination center

China Mobile Group Guangdong Co., Ltd. (“
(“Guangdong Mobile”)

  Mainlandthe mainland
of China
  RMB5,594,840,700    —     100%100%  

Telecommunications operator

China Mobile Group Zhejiang Co., Ltd.

  Mainlandthe mainland
of China
  RMB2,117,790,000    —     100%100%  

Telecommunications operator

China Mobile Group Jiangsu Co., Ltd.

  Mainlandthe mainland
of China
  RMB2,800,000,000    —     100%100%  

Telecommunications operator

China Mobile Group Fujian Co., Ltd.

  Mainlandthe mainland
of China
  RMB5,247,480,000    —     100%100%  

Telecommunications operator

China Mobile Group Henan Co., Ltd.

  Mainlandthe mainland
of China
  RMB4,367,733,641    —     100%100%  

Telecommunications operator

China Mobile Group Hainan Co., Ltd.

  Mainlandthe mainland
of China
  RMB643,000,000    —     100%100%  

Telecommunications operator

China Mobile Group Beijing Co., Ltd.

  Mainlandthe mainland
of China
  RMB6,124,696,053    —     100%100%  

Telecommunications operator

China Mobile Group Shanghai Co., Ltd.

  Mainlandthe mainland
of China
  RMB6,038,667,706    —     100%100%  

Telecommunications operator

China Mobile Group Tianjin Co., Ltd.

  Mainlandthe mainland
of China
  RMB2,151,035,483    —     100%100%  

Telecommunications operator

China Mobile Group Hebei Co., Ltd.

  Mainlandthe mainland
of China
  RMB4,314,668,600RMB4,314,668,531    —     100%100%  

Telecommunications operator

China Mobile Group Liaoning Co., Ltd.

  Mainlandthe mainland
of China
  RMB5,140,126,680    —     100%100%  

Telecommunications operator

China Mobile Group Shandong Co., Ltd.

  Mainlandthe mainland
of China
  RMB6,341,851,146    —     100%100%  

Telecommunications operator

China Mobile Group Guangxi Co., Ltd.

  Mainlandthe mainland
of China
  RMB2,340,750,100    —     100%100%  

Telecommunications operator

China Mobile Group Anhui Co., Ltd.

  Mainlandthe mainland
of China
  RMB4,099,495,494    —     100%100%  

Telecommunications operator

China Mobile Group Jiangxi Co., Ltd.

  Mainlandthe mainland
of China
  RMB2,932,824,234    —     100%100%  

Telecommunications operator

China Mobile Group Chongqing Co., Ltd.

  Mainlandthe mainland
of China
  RMB3,029,645,401    —     100%100%  

Telecommunications operator

1820

SUBSIDIARIES (CONTINUED)

 

   Place of     Proportion of   
   incorporation/   Particularsownership interest
establishment   of issued andownership interest Held by theHeld by a   

Name of company*

  establishment
and operation
Particulars of issued
and paid up capital
Held by the
Company
Held by a
subsidiary
   

paid up capitalPrincipal

        Company        activity

subsidiary        

Principal activity

China Mobile Group Sichuan Co., Ltd.

   
Mainlandthe mainland
of China

   RMB7,483,625,572 —   100%100  

Telecommunications operator

China Mobile Group Hubei Co., Ltd.

   
Mainlandthe mainland
of China

   RMB3,961,279,556 —   100%100  

Telecommunications operator

China Mobile Group Hunan Co., Ltd.

   
Mainlandthe mainland
of China

   RMB4,015,668,593 —   100%100  

Telecommunications operator

China Mobile Group Shaanxi Co., Ltd.

   
Mainlandthe mainland
of China

   RMB3,171,267,431 —   100%100  

Telecommunications operator

China Mobile Group Shanxi Co., Ltd.

   
Mainlandthe mainland
of China

   RMB2,773,448,313 —   100%100  

Telecommunications operator

China Mobile Group Neimenggu Co., Ltd.

   
Mainlandthe mainland
of China

   RMB2,862,621,870 —   100%100  

Telecommunications operator

China Mobile Group Jilin Co., Ltd.

   
Mainlandthe mainland
of China

   RMB3,277,579,314 —   100%100  

Telecommunications operator

China Mobile Group Heilongjiang Co., Ltd.

   
Mainlandthe mainland
of China

   RMB4,500,508,035 —   100%100  

Telecommunications operator

China Mobile Group Guizhou Co., Ltd.

   
Mainlandthe mainland
of China

   RMB2,541,981,749 —   100%100  

Telecommunications operator

China Mobile Group Yunnan Co., Ltd.

   
Mainlandthe mainland
of China

   RMB4,137,130,733 —   100%100  

Telecommunications operator

China Mobile Group Xizang Co., Ltd.

   
Mainlandthe mainland
of China

   RMB848,643,686 —   100%100  

Telecommunications operator

China Mobile Group Gansu Co., Ltd.

   
Mainlandthe mainland
of China

   RMB1,702,599,589 —   100%100  

Telecommunications operator

China Mobile Group Qinghai Co., Ltd.

   
Mainlandthe mainland
of China

   RMB902,564,911 —   100%100  

Telecommunications operator

China Mobile Group Ningxia Co., Ltd.

   
Mainlandthe mainland
of China

   RMB740,447,232 —   100%100  

Telecommunications operator

China Mobile Group Xinjiang Co., Ltd.

   
Mainlandthe mainland
of China

   RMB2,581,599,600RMB2,581,599,639 —   100%100  

Telecommunications operator

China Mobile Group Design Institute Co., Ltd.

   
Mainlandthe mainland
of China

   RMB160,232,500RMB160,232,547 —   100%100  

Provision of telecommunications network planning design and consulting services

China Mobile Holding Company Limited**


the mainland
of China

US$30,000,000100—  

Investment holding company

China Mobile Information Technology Co., Ltd.**


the mainland
of China

US$7,633,000—  100

Provision of roaming clearance, IT system operation, technology support services

Aspire Holdings Limited


Cayman
Islands

HK$93,964,58366.41—  

Investment holding company

1820

SUBSIDIARIES (CONTINUED)

 

   Place of    Proportion of   
   incorporation/Particularsownership interest   
  establishment andownership interest of issued andHeld by theHeld by a   

Name of company*

  establishment
and operation
Particulars of issued
and paid up capital
Held by the
Company
Held by a
subsidiary

operationPrincipal

activity

Aspire (BVI) Limited#

  

paid up capital

BVI 

        Company        

        subsidiary        

Principal activity

China Mobile Holding Company Limited**

Mainland China US$30,000,0001,000 100% 100%   

Investment holding company

China MobileAspire Technologies (Shenzhen) Limited**#

  Mainland
the mainland
of China

 US$7,633,00010,000,000 —   100%100  

ProvisionDevelopment, services and maintenance of roaming clearance servicesindustry value-added platform

Aspire Holdings LimitedInformation Network (Shenzhen) Limited**#

  Cayman Islands
the mainland
of China

  HK$93,964,583US$5,000,000 66.41% —   

Investment holding company

Aspire (BVI) Limited#

 BVI100US$1,000—  100%

Investment holding company

Aspire Technologies (Shenzhen) Limited**#

Mainland ChinaUS$10,000,000—  100%

Technology platform development and maintenance

Aspire Information Network (Shenzhen) Limited**#

Mainland ChinaUS$5,000,000—  100%  

Provision of mobile data solutions, system integration and development

Aspire Information Technologies (Beijing) Limited**#

  Mainland
the mainland
of China

 US$5,000,000 —   100%100  

Technology platform developmentOperation support and maintenancecapability service of digital content

Fujian FUNO Mobile Communication Technology Company Limited***

  Mainland
the mainland
of China
 
US$3,800,000RMB60,000,000 —   51%51  

Network construction and maintenance, network planning and optimizing, training and communication services

Advanced Roaming & Clearing House Limited

  BVI US$2 100%100    

Provision of roaming clearance services

Fit Best Limited

  BVI US$1 100%100 —   

Investment holding company

China Mobile Hong Kong Company Limited

  Hong Kong HK$951,046,930 —   100%100  

Provision of telecommunications and related services

China Mobile International Holdings Limited

  Hong Kong HK$16,495,670,000 100%HK$19,319,810,000100 —   

Investment holding company

China Mobile International Limited

  Hong Kong HK$6,400,000,0008,100,000,000 —   100%100  

Provision of voice and roaming clearance services, Internetinternet services and value-added services

China Mobile Group Device Co., Ltd.

  Mainland
the mainland
of China

 RMB6,200,000,000 —   99.97%99.97  

Provision of electronic communication products design services and sale of related products

China Mobile Group Finance Co., Ltd. (“China Mobile Finance”)


the mainland
of China

RMB11,627,783,669—  92

Provision of non-banking financial services

China Mobile IoT Company Limited


the mainland
of China

RMB3,000,000,000—  100

Provision of network services

China Mobile (Suzhou) Software Technology Co., Ltd.


the mainland
of China

RMB3,172,000,000—  100

Provision of Mobile Cloud research and development and operation support services

China Mobile E-Commerce Co., Ltd. (“China Mobile E-Commerce”)


the mainland
of China

RMB500,000,000—  100

Provision of e-payment, e-commerce and internet finance services

1820

SUBSIDIARIES (CONTINUED)

 

   Place of    Proportion of  
   incorporation/Particulars
ownership interest   
  establishment andownership interest of issued andHeld by theHeld by a  

Name of company*

  

establishment
and operation

Particulars of issued
and paid up capital
Held by the
Company
Held by a
subsidiary
 

paid up capital

Company

subsidiary

Principal activity

China Mobile Group Finance Co., Ltd. (“China Mobile Finance”)

Mainland ChinaRMB11,627,783,669—  92%

Provision ofnon-banking financial services

China Mobile IoT Company Limited

Mainland ChinaRMB1,000,000,000—  100%

Provision of

network servicesactivity

China Mobile (Suzhou) Software Technology Co., Ltd.

Mainland ChinaRMB980,000,000—  100%

Provision of

computer hardware and software research and development services

China Mobile (Hangzhou)

Information Technology Co., Ltd.

  Mainlandthe mainland of China RMB1,150,000,000RMB1,350,000,000 —   100%100 

Provision of computer hardware and softwarefamily information products, technology research and development services

China Mobile Online Services Co., Ltd.

  Mainlandthe mainland of China RMB50,000,000RMB2,000,000,000 —   100%100 

Provision of call center and internet information services

MIGU Company Limited

  Mainlandthe mainland of China RMB7,000,000,000 —   100%100 

Provision of Mobile Internetmobile internet digital content services

CMChina Mobile TieTong Company Limited

  Mainlandthe mainland of China RMB31,880,000,000 —   100%100 

Provision of engineering, maintenance, sales and telecommunications services

China Mobile Internet Company Limited

  Mainlandthe mainland of China RMB2,000,000,000RMB3,000,000,000 —   100%100 

Provision of value added telecommunicationsinternet related services

China Mobile Investment Holdings Company Limited

  Mainlandthe mainland of China RMB330,000,000RMB1,175,920,000 —   100%100 

Investment
holding company

China Mobile Quantong System Integration Co., Ltd.

  Mainlandthe mainland of China RMB550,000,000RMB1,300,000,000 —   100%100 

Provision of computer system integration, construction, maintenance and related technology development services

China Mobile (Chengdu)
ICT Co., Ltd.

the mainland of ChinaRMB1,000,000,000—  100

Provision of information technology products and technology research and development services

China Mobile (Shanghai) ICT Co., Ltd.

the mainland of ChinaRMB800,000,000—  100

Provision of information technology products and technology research and development services

China Mobile Financial Technology Co., Ltd.

the mainland of ChinaRMB555,410,800—  100

Provision of e-payment, e-commerce and internet finance services

China Mobile Xiong’an ICT Co., Ltd.

the mainland of ChinaRMB150,000,000—  100

Provision of information technology products and technology research and development services

Zhongyidong Information Technology Co., Ltd.

the mainland of ChinaRMB1,000,000,000—  100

Provision of IT solution including digital technology

 

*

The nature of all the legal entities established in the Mainlandmainland of China is limited liability company.

**

Companies registered as wholly owned foreign enterprises in the Mainlandmainland of China.

***

Company registered as a sino-foreign equity joint venture in the Mainlandmainland of China.

##

Effective interest held by the Group is 66.41%.

No subsidiaries which have non-controlling interests are material to the Group.

1921

INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

The amounts recognized in the consolidated balance sheets are as follows:

 

   As of   As of 
   December 31,
2017
   December 31,
2016
 
   Million   Million 

Associates

   131,636    123,255 

Joint ventures

   863    784 
  

 

 

   

 

 

 
   132,499    124,039 
  

 

 

   

 

 

 

Details of major associates are as follows:

   As of   As of 
   December 31, 2020   December 31, 2019 
   Million   Million 

Associates

   160,732    154,004 

Joint ventures

   1,079    1,224 
  

 

 

   

 

 

 
   161,811    155,228 
  

 

 

   

 

 

 

 

Details of principal associates, all of which are listed on exchanges, are as follows:

Name of associate

  Place of
incorporation/
establishment
and operation
   Proportion of
ownership
interest held by
     by the Company or
its subsidiary
  

Principal Activity

activity

Unlisted company

China TowerShanghai Pudong Development Bank Co., Ltd.
(“SPD Bank”)

   PRC    38%18 Construction,

    maintenance and

    operationProvision of

    telecommunications

    towers banking services

Listed company

Shanghai Pudong Development Bank Co., Ltd. (“SPD Bank”China Tower Corporation Limited
(“China Tower”) (Note)

   PRC    18%28 

Provision of

    banking services construction, maintenance and operation of telecommunications towers

IFLYTEK Co., Ltd.
(“IFLYTEK”)

   PRC    13%12 

Provision of

    Chinese speech intelligent voice and
    language

    technology

artificial intelligence products and

services

True Corporation Public Company Limited (“True Corporation”)

   Thailand    18%18 

Provision of telecommunications services

 ProvisionNote:

The consistency of
    telecommunications
    services the accounting policies between the Group and its associates has been considered when the Group recognized its interests in these associates.

Note:

The Group’s shareholding percentage in SPD Bank has been diluted from 18.98% to 18.18% as a result from SPD Bank’s issuance of new ordinary shares to other companies in 2017. Up to the release day of these financial statements, SPD Bank has not yet announced its audited annual results for the year ended December 31, 2017, therefore, the Group has recognized its share of SPD Bank’s comprehensive income for the year 2017 based on the financial information which was already released by SPD Bank and publicly disclosed, with some information such as total liabilities and total equity not provided.

1921

INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)

 

 (i)Summary

Summarised financial information on principal associates:

 

  SPD Bank 
  As of December 31   SPD Bank 
  2017   2016   As of December 31 
  Million   Million   

2020

Million

   

2019

Million

 

Total assets

   6,135,061    5,857,263    7,950,218    7,005,929 

Total liabilities

   —      5,484,329    7,304,401    6,444,878 

Total equity

   —      372,934    645,817    561,051 
  

 

   

 

   

 

   

 

 

Total equity attributable to ordinary equity shareholders

   395,466    338,027    528,288    493,945 

Percentage of ownership of the Group

   18%    19%    18%    18% 
  

 

   

 

   

 

   

 

 

Total equity attributable to the Group

   71,896    64,158    96,018    89,774 

The impact of fair value adjustments at the time of acquisition and goodwill

   6,663    7,780 

The impact of fair value adjustments at the time of acquisition, goodwill and others

   6,084    6,084 
  

 

   

 

   

 

   

 

 

Interest in associates

   78,559    71,938    102,102    95,858 
  

 

   

 

   

 

   

 

 

 

  IFLYTEK   True Corporation   China Tower 
  As of December 31   As of December 31   As of December 31   China Tower   IFLYTEK   True Corporation 
  2017   2016   2017   2016   2017   2016   As of December 31   As of December 31   As of December 31 
  Million   Million   Million   Million   Million   Million   

2020

Million

   

2019

Million

   

2020

Million

   

2019

Million

   

2020

Million

   

2019

Million

 

Total current assets

   7,329    5,533    23,566    23,135    30,517    39,565    43,204    40,995    14,978    11,430    22,748    31,298 

Totalnon-current assets

   6,151    4,881    69,511    61,532    292,125    272,103    294,176    297,072    9,858    8,671    111,806    90,680 

Total current liabilities

   4,428    2,521    39,589    30,333    150,438    171,568    106,635    128,364    10,392    6,866    38,301    35,186 

Totalnon-current liabilities

   1,042    674    26,643    29,492    44,710    14,548    44,499    27,142    1,472    1,500    77,598    57,457 

Total equity

   8,010    7,219    26,845    24,842    127,494    125,552    186,246    182,561    12,972    11,735    18,655    29,335 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total equity attributable to equity shareholders

   7,759    7,061    26,711    24,714    127,494    125,552    186,245    182,559    12,668    11,418    18,540    29,184 

Percentage of ownership of the Group

   13%    14%    18%    18%    38%    38%    28%    28%    12%    13%    18%    18% 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total equity attributable to the Group

   1,047    962    4,808    4,449    48,448    47,710    52,018    51,281    1,514    1,465    3,337    5,253 

The impact of fair value adjustments at the time of acquisition and goodwill

   805    814    2,664    2,847    —      —   

Elimination of unrealized profits resulting from the transfer of Tower Assets and its realization

   —      —      —      —      (4,856   (5,474

The impact of fair value adjustments at the time of acquisition, goodwill and others

   —      —      776    810    1,855    1,834 

Elimination of unrealized profits resulting from the transfer of Tower Assets

   (2,228   (2,543   —      —      —      —   
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Interest in associates

   1,852    1,776    7,472    7,296    43,592    42,236    49,790    48,738    2,290    2,275    5,192    7,087 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

1921

INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)

 

 (i)Summary

Summarised financial information on principal associates (Continued):

 

  SPD Bank   IFLYTEK 
  2017   2016   2015   2017   2016   2015   SPD Bank   China Tower 
  Million   Million   Million   Million   Million   Million   

2020

Million

   

2019

Million

   

2018

Million

   

2020

Million

   

2019

Million

   

2018

Million

 

Revenue

   168,619    160,792    146,550    5,458    3,320    2,501    196,384    190,688    170,865    81,099    76,428    71,819 

Profit before taxation

   69,785    69,975    66,877    584    561    465    66,682    69,817    65,284    8,407    6,837    3,475 

Profit attributable to ordinary equity shareholders for the year

   52,515    51,374    49,704    428    484    425 

Other comprehensive (loss)/income

   (5,568   (5,480   4,458    —      —      —   

Total comprehensive income

   46,947    45,894    54,162    428    484    425 

Profit attributable to ordinary equity shareholders

   55,244    57,186    54,189    6,428    5,222    2,650 

Other comprehensive (loss)/income attributable to ordinary equity shareholders

   (3,291   2,608    6,979    —      —      —   

Total comprehensive income attributable to ordinary equity shareholders

   51,953    59,794    61,168    6,428    5,222    2,650 

Dividends received from associates

   821    1,921    2,824    18    18    18    3,201    1,867    533    715    111    —   

 

   True Corporation   China Tower 
   2017   2016   2015   2017   2016   2015 
   Million   Million   Million   Million   Million   Million 

Revenue

   28,262    23,520    21,416    68,665    54,474    10,325 

Profit/(loss) before taxation

   726    (437   839    2,685    (776   (3,864

Profit/(loss) for the year

   465    (531   795    1,943    (575   (2,944

Other comprehensive income/(loss)

   32    (87   —      —      —      —   

Total comprehensive income/(loss)

   497    (618   795    1,943    (575   (2,944

Dividends received from associates

   —      5    —      —      —      —   
   IFLYTEK   True Corporation 
   

2020

Million

   

2019

Million

   

2018

Million

   

2020

Million

   

2019

Million

   

2018

Million

 

Revenue

   13,025    10,079    7,917    30,485    31,423    33,214 

Profit before taxation

   1,457    995    659    208    1,727    2,662 

Profit attributable to ordinary equity shareholders

   1,364    819    542    231    1,256    1,444 

Other comprehensive income/(loss) attributable to ordinary equity shareholders

   —      —      1    (9   (186   (46

Total comprehensive income attributable to ordinary equity shareholders

   1,364    819    543    222    1,070    1,398 

Dividends received from associates

   27    27    18    114    117    39 

 

 (ii)

The fair values of the interests in SPD Bank, IFLYTEK and True Corporationlisted associates are based on quoted market prices (level 1: quoted price (unadjusted) in active markets) at the balance sheet date without any deduction for transaction costs and disclosed as follows:

 

  As of December 31,
2017
   As of December 31,
2016
   As of December 31, 2020   As of December 31, 2019 
  Carrying
amount
   Fair
value
   Carrying
amount
   Fair
value
   Carrying amount   Fair value   Carrying amount   Fair value 
  Million   Million   Million   Million   Million   Million   Million   Million 

SPD Bank

   78,559    67,166    71,938    66,522    102,102    51,642    95,858    65,993 

China Tower

   49,790    47,159    48,738    75,729 

IFLYTEK

   1,852    10,598    1,776    4,854    2,290    10,543    2,275    9,268 

True Corporation

   7,472    7,450    7,296    8,297    5,192    4,502    7,087    6,432 
  

 

   

 

   

 

   

 

 

Interest in listed associates

   87,883    85,214    81,010    79,673 
  

 

   

 

   

 

   

 

 

1921

INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)

 

 (iii)

The Group assesses at the end of each reporting period whether there is objective evidence that interest in associates are impaired.

As of December 31, 2017,2020, the fair value of investment in SPD Bank was RMB67,166,000,000 (2016: RMB66,522,000,000),RMB51,642 million (as of December 31, 2019: RMB65,993 million) based on its quoted market price, which was below its carrying amount by approximately 14.5% (2016:49.4% (as of December 31, 2019: approximately 7.5%31.2%). Management of the Group performed an impairment test accordingly considering such impairment indicator. Theand determined the recoverable amount of the interest in SPD Bank is determined byinvestment based on its VIU. The calculation usedhas considered pre-tax cash flow projections of SPD Bank for the five years ending December 31, 20222025 with subsequentan extrapolation made to perpetuity. The discount rate used to discount the cash flows to their respective net present values was based on a cost of capital used to evaluate investments of similar nature in Mainlandthe mainland of China. Management judgement is required in estimating the future cash flows of SPD Bank. The key assumptions are determined with reference to external sources of information. Based on the management’s assessment results and sensitivity analysis performed, there was no impairment of the investment as of December 31, 2017. Reasonably possible changes in key assumptions will not lead to the impairment loss.2020.

As of December 31, 2017,2020, the fair value of investment in True Corporation was RMB7,450,000,000 (2016: RMB8,297,000,000),RMB4,502 million (as of December 31, 2019: RMB6,432 million) based on its quoted market price, which was below its carrying amount by approximately 0.3% (2016: exceeding by13.3% (as of December 31, 2019: approximately 13.7%9.2%). SinceManagement of the decline inGroup performed an impairment test and determined the recoverable amount of the investment based on its VIU. Based on the management’s assessment results, there was no impairment of the investment as of December 31, 2020.

As of December 31, 2020, the fair value of interestinvestment in True Corporation is not significant or prolonged, thereChina Tower was no objective evidence of impairment asRMB47,159 million (as of December 31, 2017.2019: RMB75,729 million) based on its quoted market price, which was below its carrying amount by approximately 5.3% (as of December 31, 2019: above its carrying amount by approximately 55.4%). After assessment, management concluded that the impairment was not required for the equity investment in China Tower.

TheOther than above, the management has determined that there was no impairment indicator of the Group’s interests in other associates or joint ventures as of December 31, 20162020 and 2017.2019.

21

INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)

Details of a major joint venture are as follows:

In 2015, CMC, a wholly-owned subsidiary of the Company, together with State Development & Investment Corporation and China Mobile State Development & Investment Management Company Limited (45% of its registered capital is owned by CMCC), established China Mobile Innovative Business Fund (Shenzhen) Partnership (Limited Partnership) (the “Fund”). The Group recognized the investment as interest in a joint venture. CMC committed to invest RMB1,500,000,000 in cash,RMB1,500 million, which represents 50% of the equity interest inof the Fund. As of December 31, 2017,2020, CMC hashad contributed RMB759,000,000 (2016: RMB721,000,000)RMB1,256 million (as of December 31, 2019: RMB1,256 million) to the Fund and has awith an outstanding commitment to further invest RMB741,000,000 (2016: RMB779,000,000)RMB244 million (as of December 31, 2019: RMB244 million) to the Fund upon the request to be lodged by the Fund. There arewere no contingent liabilities relating to the Group’s interest in thethis joint venture.venture as of December 31, 2020 and 2019.

2022

DEFERRED TAX ASSETS AND LIABILITIES

The analysis of deferred tax assets and liabilities are as follows:

 

   As of
December 31,
2017
   As of
December 31,
2016
 
   Million   Million 

Deferred tax assets:

    

- Deferred tax asset to be recovered after 12 months

   8,236    6,607 

- Deferred tax asset to be recovered within 12 months

   25,107    23,160 
  

 

 

   

 

 

 
   33,343    29,767 
  

 

 

   

 

 

 

Deferred tax liabilities:

    

- Deferred tax liabilities to be settled after 12 months

   (258   (248

- Deferred tax liabilities to be settled within 12 months

   (104   (44
  

 

 

   

 

 

 
   (362   (292
  

 

 

   

 

 

 
   As of   As of 
   December 31,
2020
   December 31,
2019
 
   Million   Million 

Deferred tax assets:

    

- Deferred tax assets to be recovered after 12 months, net

   3,647    3,519 

- Deferred tax assets to be recovered within 12 months, net

   35,351    29,109 
  

 

 

   

 

 

 
   38,998    32,628 
  

 

 

   

 

 

 

Deferred tax liabilities:

    

- Deferred tax liabilities to be settled after 12 months, net

   (1,420   (857

- Deferred tax liabilities to be settled within 12 months, net

   (248   (531
  

 

 

   

 

 

 
   (1,668   (1,388
  

 

 

   

 

 

 

2022

DEFERRED TAX ASSETS AND LIABILITIES (CONTINUED)

 

Deferred tax assets and liabilities recognized and the movements during 20172020

 

   As of
January 1,
2017
   

(Charged)/
credited to

profit or loss

   Credited to
other
comprehensive
income
   Exchange
differences
   As of
December 31,
2017
 
   Million   Million   Million   Million   Million 

Deferred tax assets arising from:

          

Write-down for obsolete inventories

   175    (55   —      —      120 

Write-off and impairment of certain network equipment and related assets

   4,538    2,544    —      —      7,082 

Accrued operating expenses

   17,969    965    —      —      18,934 

Deferred revenue from Reward Program

   5,796    147    —      —      5,943 

Impairment loss for doubtful accounts

   1,297    (27   —      —      1,270 

Change in value ofavailable-for-sale financial assets

   (8   —      2    —      (6
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
   29,767    3,574    2    —      33,343 

Deferred tax liabilities arising from:

          

Depreciation allowance in excess of related depreciation

   (292   (92   —      22    (362
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   29,475    3,482    2    22    32,981 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
   

As of

January 1,

2020

  

Credited/

(charged)

to profit

or loss

  

Credited to

other

comprehensive

income

   

Exchange

differences

  

As of

December 31,

2020

 
   Million  Million  Million   Million  Million 

Net deferred tax assets after offsetting:

       

Write-down of obsolete inventories

   13   30   —      —     43 

Depreciation, write-off and impairment of property, plant and equipment

   6,122   (181  —      —     5,941 

Accrued expenses and others

   18,718   3,360   —      (1  22,077 

Deferred revenue from Reward Program

   5,485   2,612   —      —     8,097 

Expected credit impairment losses

   1,637   498   —      —     2,135 

Recognition of right-of-use assets and lease liabilities

   769   (33  —      —     736 

Change in value of financial assets at FVOCI

   (7  —     1    —     (6

Contract asset, contract liability and contract cost relating to customer contract

   (109  84   —      —     (25
  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 
   32,628   6,370   1    (1  38,998 
  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 

Net deferred tax liabilities after offsetting:

       

Depreciation, write-off and impairment of property, plant and equipment

   (2,282  (677  —      39   (2,920

Recognition of right-of-use assets and lease liabilities

   61   (51  —      —     10 

Deferred revenue from Reward Program

   266   31   —      —     297 

Accrued expenses and others

   567   378   —      —     945 
  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 
   (1,388  (319  —      39   (1,668
  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 

Total

   31,240   6,051   1    38   37,330 
  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 

2022

DEFERRED TAX ASSETS AND LIABILITIES (CONTINUED)

 

Deferred tax assets and liabilities recognized and the movements during 20162019

 

   

As of

January 1,

2019

  

(Charged)/

credited

to profit

or loss

  

Charged to

other

comprehensive

income

  

Exchange

differences

  

As of

December 31,

2019

 
   Million  Million  Million  Million  Million 

Net deferred tax assets after offsetting:

      

Write-down of obsolete inventories

   75   (62  —     —     13 

Depreciation, write-off and impairment of property, plant and equipment

   5,289   833   —     —     6,122 

Accrued expenses and others

   17,715   1,003   —     —     18,718 

Deferred revenue from Reward Program

   5,784   (299  —     —     5,485 

Expected credit impairment losses

   1,458   179   —     —     1,637 

Recognition of right-of-use assets and lease liabilities

   488   281   —     —     769 

Change in value of financial assets at FVOCI

   (6  —     (1  —     (7

Contract asset, contract liability and contract cost relating to customer contract

   (661  552   —     —     (109
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   30,142   2,487   (1  —     32,628 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net deferred tax liabilities after offsetting:

      

Depreciation, write-off and impairment of property, plant and equipment

   (1,117  (1,152  —     (13  (2,282

Recognition of right-of-use assets and lease liabilities

   16   45   —     —     61 

Deferred revenue from Reward Program

   157   109   —     —     266 

Accrued expenses and others

   138   427   —     2   567 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   (806  (571  —     (11  (1,388
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

   29,336   1,916   (1  (11  31,240 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

   As of
January 1,
2016
   

(Charged)/

credited to
profit or loss

   

Charged to

other
comprehensive
income

   Exchange
differences
   As of
December 31,
2016
 
   Million   Million   Million   Million   Million 

Deferred tax assets arising from:

          

Write-down for obsolete inventories

   217    (42   —      —      175 

Write-off and impairment of certain network equipment and related assets

   4,152    386    —      —      4,538 

Accrued operating expenses

   14,125    3,844    —      —      17,969 

Deferred revenue from Reward Program

   5,350    446    —      —      5,796 

Impairment loss for doubtful accounts

   1,579    (282   —      —      1,297 

Change in value of available-for-sale  financial assets

   —      —      (8   —      (8
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
   25,423    4,352    (8   —      29,767 

Deferred tax liabilities arising from:

          

Depreciation allowance in excess of related depreciation

   (203   (73   —      (16   (292
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   25,220    4,279    (8   (16   29,475 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
22

DEFERRED TAX ASSETS AND LIABILITIES (CONTINUED)

As of December 31, 2020, the offsetting amount of deferred tax assets and deferred tax liabilities was RMB2,585 million (as of December 31, 2019: RMB2,611 million).

Deferred tax assets are recognized for deductible temporary differences and tax losses carry-forwards only to the extent that the realization of the related tax benefit through future taxable profits is probable. Certain subsidiaries of the Group did not recognize deferred tax assets of RMB1,716,000,000 (2016: RMB1,562,000,000) and RMB2,079,000,000 (2016: RMB1,349,000,000)RMB11,284 million (2019: RMB8,677 million) in respect of deductible temporary differences and tax losses amounting to RMB6,885,000,000 (2016: RMB6,249,000,000) and RMB8,713,000,000 (2016: RMB5,504,000,000) respectivelyRMB58,154 million (2019: RMB42,469 million) that can be carried forward against future taxable income as of December 31, 2017.2020. The deductible tax losses are allowed to be carried forward inwithin next five years against the future taxable profits.profits, while those of high-tech enterprises are allowed to be within next ten years, and entities operating in Hong Kong can carry forward tax losses for unlimited period.

2123AVAILABLE-FOR-SALE

FAIR VALUE MEASUREMENT OF FINANCIAL ASSETSINSTRUMENTS

 

      As of
December 31,
2017
   As of
December 31,
2016
   

Financial assets at fair

value through other

comprehensive

income (“FVOCI”)(i)

   

Financial assets at fair

value through profit or

loss (“FVPL”)(ii)

 
  Note   Million   Million   Million   Million 

Equity investments

   (i)    44    35 

Wealth management products issued by banks

   (ii)    65,630    31,897 

As of December 31, 2019

    

- Current portion

   —      114,259 

- Non-current portion

   513    —   
    

 

   

 

   

 

   

 

 
     65,674    31,932    513    114,259 

Additions

   205    114,929 

Maturity or disposal

   (500   (103,479

Net fair value gains recognized in profit or loss, before tax

   —      2,894 

Net fair value gains recognized in other comprehensive income, before tax

   956    —   

Exchange differences

   (63   —   
  

 

   

 

 

As of December 31, 2020

   1,111    128,603 

Less: current portion

     (65,630   (31,897   —      (128,603
    

 

   

 

 
  

 

   

 

 

Non-current portion

     44    35    1,111    —   
    

 

   

 

   

 

   

 

 

Note:

 

 (i)

The category of FVOCI is primarily the equity investments in listed companies that are not held for trading. The equity investments represent the Group’s investments in other companies at fair values (levelvalue (mainly level 1: quoted price (unadjusted) in active markets; or level 3: inputs for the assets or liability that are not based on observable market data (that is, unobservable inputs))markets) through other comprehensive income as of December 31, 2017.2020 and 2019.

 

 (ii)

The category of FVPL mainly comprises wealth management products (“WMPs”) offered by various financial institutions in China amounting to RMB117,289 million (as of December 31, 2019: RMB103,328 million) and the Group’s investment in the convertible bonds issued by banksSPD Bank (“CB”) amounting to RMB9,259 million (as of December 31, 2019: RMB9,928 million). All the WMPs will mature within one year with variable return rates indexed to the performance of underlying assets. As of December 31, 2017, the carrying amount approximated the2020 and 2019, they were measured at fair value (level 3 of fair value hierarchy)3: inputs for the assets or liabilities that are not based on observable market data (that is unobservable inputs)). The fair values arewere determined based on cash flow discounted assuming the expected return will be obtained upon maturity. For the year ended December 31, 2020 and 2019, the Group did not convert the CB into SPD Bank’s common stock. As of December 31, 2020 and 2019, the CB were measured at the fair value as level 1 of fair value hierarchy.

There were no transfers between the levels of fair value hierarchy for the year ended December 31, 2020 and 2019.

24

RESTRICTED BANK DEPOSITS

 

22RESTRICTED BANK DEPOSITS

  As of December 31, 2017   As of December 31, 2016 
  Non-current
assets
   Current
assets
   Total   Non-current
assets
   Current
assets
   Total   As of December 31, 2020   As of December 31, 2019 
  Million   Million   Million   Million   Million   Million   

Non-current

assets

Million

   

Current

assets

Million

   

Total

Million

   

Non-current

assets

Million

   

Current

assets

Million

   

Total

Million

 

Restricted bank deposits

                        

- Statutory deposit reserves (Note)

   3,453    —      3,453    4,527    —      4,527    8,728    —      8,728    8,586    —      8,586 

- Deposited customer reserves (Note)

   3,047    —      3,047    —      —      —      —      2,332    2,332    1,435    —      1,435 

- Pledged bank deposits

   4    691    695    1    197    198    108    498    606    42    371    413 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 
   6,504    691    7,195    4,528    197    4,725    8,836    2,830    11,666    10,063    371    10,434 
  

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

 

 Note:

The statutory deposit reserves and the deposited customer reserves are deposited by the subsidiaries of the Company, China Mobile Finance and China MobileE-Commerce, Co., Ltd., a wholly-owned subsidiary of the Company, respectively, in accordance with relevant requirements of the People’s Bank of China (“PBOC”), which are not available for use in the Group’s daily operations.

23INVENTORIES

 

   As of   As of 
   December 31,
2017
   December 31,
2016
 
   Million   Million 

SIM cards, handsets and other terminals

   8,357    7,696 

Other consumables

   1,865    1,136 
  

 

 

   

 

 

 
   10,222    8,832 
  

 

 

   

 

 

 
25

OTHER NON-CURRENT ASSETS

As of December 31, 2020, other than contract assets and contract costs, other non-current assets also comprise long-term prepaid expenses amounting to RMB4,445 million (as of December 31, 2019: RMB4,662 million), and certificates of deposit amounting to RMB15,000 million (as of December 31, 2019: RMB5,130 million).

 

2426

INVENTORIES

   As of   As of 
   

December 31,

2020

Million

   

December 31,

2019

Million

 

Handsets and other terminals

   6,262    5,205 

Other consumables

   1,782    2,133 
  

 

 

   

 

 

 
   8,044    7,338 
  

 

 

   

 

 

 

27

ACCOUNTS RECEIVABLE

 

 (a)

Aging analysis

Aging analysis of accounts receivable, net of allowance for impairment loss of doubtful accountsallowance is as follows:

 

  As of   As of 
  December 31,
2017
   December 31,
2016
 
  Million   Million   As of   As of 
  

December 31, 2020

Million

   

December 31, 2019

Million

 

Within 30 days

   13,711    10,974    14,917    14,353 

31 - 60 days

   3,002    2,726    4,132    3,789 

61 - 90 days

   1,798    1,540    3,255    3,035 

Over 90 days

   5,642    3,805 

91 days - 1 year

   13,076    9,575 

Over 1 year

   3,021    1,942 
  

 

   

 

   

 

   

 

 
   38,401    32,694 
   24,153    19,045   

 

   

 

 
  

 

   

 

 

Accounts receivable primarily comprise receivables from customers and telecommunications operators. Accounts receivable from the provision of telecommunications services to customers are mainly due for payment within one month from date of billing. Customers with balances that are overdue or exceedhave exceeded credit limits are required to settle all outstanding balances before any further telecommunications services can be provided. The increase of accounts receivable over 90 days is mainly due to the increase in revenue from corporate markets. Customers from corporate markets normally enjoy longer credit term and have better creditability.

(b)

Expected credit impairment loss allowance of accounts receivable

The following table summarizes the changes in expected credit impairment loss allowance of accounts receivable:

   2020   2019 
   Million   Million 

As of January 1

   9,557    7,269 

Additions

   5,105    5,833 

Written-off

   (3,072   (3,545
  

 

 

   

 

 

 

As of December 31

   11,590    9,557 
  

 

 

   

 

 

 

28

OTHER RECEIVABLES, PREPAYMENTS AND OTHER CURRENT ASSETS

Other receivables, arising from other telecommunications operators and certain corporate customers thatwhich are within credit term.

Accounts receivablemeasured at amortized cost, are expected to be recovered within one year.

24ACCOUNTS RECEIVABLE (CONTINUED)

(b)Impairment of accounts receivable

Impairment loss in respect of accounts receivable is recorded using an allowance account unless the Group is satisfied that recovery of the amount is remote, in which case the impairment loss is written off against accounts receivable directly.

The following table summarizes the changes in impairment loss of doubtful accounts:

   2017   2016 
   Million   Million 

As of January 1

   5,762    6,549 

Impairment loss recognized

   3,415    3,797 

Accounts receivable written off

   (3,509   (4,584
  

 

 

   

 

 

 

As of December 31

   5,668    5,762 
  

 

 

   

 

 

 

(c)Past due but not impaired

The aging analysis of the accounts receivable that are past due but not impaired is as follows:

   As of   As of 
   December 31,
2017
   December 31,
2016
 
   Million   Million 

Past due within 1 month

   848    577 
  

 

 

   

 

 

 

As of December 31, 2017, accounts receivable of RMB848,000,000 (2016: RMB577,000,000) were past due but not impaired. Receivables that were past due but not impaired relate to a number of independent customers that have a good track record with the Group. Based on past experience, management believes that no impairment allowance is necessary in respect of these balances as there has not been a significant change in credit quality and the balances are still considered fully recoverable.

Remaining receivables that were neither past due nor impaired relate to a wide range of customers for which there was no recent history of default. The Group does not hold any collateral over these balances.

25OTHER RECEIVABLES, PREPAYMENTS AND OTHER CURRENT ASSETS

Other receivables comprise certain items which are expected to be recovered within one year, They primarily including interest receivable from banks,include utilities deposits, and rental deposits, short-term loans and short-term debt investments. Among which, short-term loans of RMB13,650,000,000 (2016: RMB4,650,000,000) granted to other companiesChina Tower through China Mobile Finance atwere RMB2,500 million (as of December 31, 2019: RMB7,450 million), and other short-term loans granted to banks, other financial institutions and other third parties as well as short-term debt investments purchased through China Mobile Finance were RMB34,335 million (as of December 31, 2019: RMB11,464 million). The interest rates of short-term loans are mutually agreed among the interest rate agreed by each partyparties with reference to the market interest rate.rates.

Prepayments and other current assets primarily consist of rental prepayments amounting to RMB8,385 million (as of December 31, 2019: RMB7,527 million), including maintenance prepayments, power and utilities prepayments etc., and prepaid value-added tax and input VATvalue-added tax to be deducted.deducted and certified amounting to RMB17,173 million (as of December 31, 2019: RMB18,551 million), etc.

As of December 31, 20162020 and 2017,2019, there were no significant overdue amounts for other receivables.

 

2629

AMOUNTS DUE FROM/TO ULTIMATE HOLDING COMPANY

Amount due from ultimate holding company arises from the ordinary course of business, which is unsecured, interest free and repayable on demand and arising in the ordinary course of business.demand.

As of December 31, 2017,2020, amount due to ultimate holding company comprises the short-term deposits of CMCC and its subsidiaries excluding the Group (“CMCC Group”) in China Mobile Finance amounting to RMB8,611,000,000 (2016: RMB5,552,000,000)RMB26,706 million (as of December 31, 2019: RMB21,637 million) and the corresponding interest payable arising from the deposits. The deposits are unsecured and carry interest at prevailing market rate.

2730

BANK DEPOSITS

Bank deposits represent term deposits with banks with original maturity exceeding three months. The applicable interest rate is determined in accordance with the benchmark interest rate published by PBOC or with reference to the market interest rate.

28CASH AND CASH EQUIVALENTS

   As of   As of 
   December 31,
2017
   December 31,
2016
 
   Million   Million 

Bank deposits with original maturity within three months

   5,907    15,115 

Cash at banks and in hand

   114,729    75,298 
  

 

 

   

 

 

 
   120,636    90,413 
  

 

 

   

 

 

 

29INTEREST-BEARING BORROWINGS

As ofAs of
December 31,
2017
December 31,
2016
MillionMillion

Bonds

—  4,998

As of December 31, 2016, the bonds represented the balance of fifteen-year guaranteed bonds issued by Guangdong Mobile, a wholly-owned subsidiary of the Company, with a principal amount of RMB5,000,000,000, at an issue price equal2020, interest receivable amounting to the face value of the bonds. The bonds were unsecured and bear interest at the rate of 4.5% per annum whichRMB4,461 million was payable annually. The bonds was repaid on October 28, 2017.

included in this item.

3031

CASH AND CASH EQUIVALENTS

   As of   As of 
   December 31, 2020
Million
   December 31, 2019
Million
 

Bank deposits with original maturity within three months

   8,346    8,959 

Cash at banks and on hand

   204,383    166,974 
  

 

 

   

 

 

 
   212,729    175,933 
  

 

 

   

 

 

 

32

ACCOUNTS PAYABLE

Accounts payable primarily include payables for expenditure of network expansion, maintenance and support expenses and interconnection expenses.expenses, etc.

The aging analysis of accounts payable is as follows:

 

  As of   As of 
  December 31,
2017
   December 31,
2016
 
  Million   Million   As of   As of 
  

December 31, 2020

Million

   

December 31, 2019

Million

 

Payable in the periods below:

        

Within 1 month or on demand

   201,429    215,775    142,653    139,856 

After 1 month but within 3 months

   13,086    14,677    6,143    6,270 

After 3 months but within 6 months

   7,660    8,231    3,422    4,839 

After 6 months but within 9 months

   2,761    4,342    5,408    4,569 

After 9 months but within 12 months

   8,233    7,813    10,364    9,284 
  

 

   

 

   

 

   

 

 
   167,990    164,818 
   233,169    250,838   

 

   

 

 
  

 

   

 

 

All of the accounts payable are expected to be settled within one year or are repayable on demand.

3133

DEFERRED REVENUE

DeferredAs of December 31, 2020, deferred revenue primarily includes the non-refundable prepaid service fees received from customers andamounting to RMB24,654 million (as of December 31, 2019: RMB22,316 million), transaction price allocated to the unredeemed point rewards.rewards amounting to RMB40,005 million (as of December 31, 2019: RMB25,754 million), and transaction price allocated to unused data traffic carried over amounting to RMB11,156 million (as of December 31, 2019: RMB7,853 million), etc.

 

   2020   2019 
   Million   Million 

As of January 1

    

- Current portion

   57,825    63,185 

- Non-current portion

   6,861    4,881 
  

 

 

   

 

 

 
   64,686    68,066 

Additions during the year

   260,950    256,432 

Recognized in the consolidated statements of comprehensive income

   (238,007   (259,812
  

 

 

   

 

 

 

As of December 31

   87,629    64,686 

Less: current portion

   (79,028   (57,825
  

 

 

   

 

 

 

Non-current portion

   8,601    6,861 
  

 

 

   

 

 

 

   2017   2016 
   Million   Million 

As of January 1

    

- Current portion

   84,289    78,100 

-Non-current portion

   2,175    1,291 

Additions during the year

   352,011    359,626 

Recognized in the consolidated statements of comprehensive income

   (350,305   (352,553
  

 

 

   

 

 

 

As of December 31

   88,170    86,464 

Less: Current portion

   (85,282   (84,289
  

 

 

   

 

 

 

Non-current portion

   2,888    2,175 
  

 

 

   

 

 

 

3234

ACCRUED EXPENSES AND OTHER PAYABLES

 

  As of   As of 
  December 31,
2017
   December 31,
2016
 
  Million   Million   As of   As of 
  

December 31, 2020

Million

   

December 31, 2019

Million

 

Receipts-in-advance

   73,583    75,819    73,345    69,421 

Accrued salaries, wages and other benefits

   6,100    7,213 

Accrued expenses

   93,725    76,772 

Other payables

   26,643    24,523    27,782    28,962 

Accrued salaries, wages, labor service expenses and other benefits

   6,535    6,241 

Accrued expenses

   84,105    74,367 
  

 

   

 

   

 

   

 

 
   200,952    182,368 
   190,866    180,950   

 

   

 

 
  

 

   

 

 

3335EQUITY SETTLED

SHARE-BASED TRANSACTIONSPAYMENT

Pursuant to a resolution passed atAt the Company’s Annual General Meeting (“AGM”) held on June 24, 2002,May 20, 2020, the current share option scheme (the “Current Scheme”) was adopted.

Under the Current Scheme, the directorsshareholders of the Company may, at their discretion, invite employees, including executive directors andnon-executive directorsapproved the adoption of the Company, anyShare Option Scheme (the “Scheme”), for the grant of its holding companiesshare options (“Share Options”) to qualified participants.

Under the Scheme, participants are backbone management, technical and anybusiness personnel who have a direct impact on the Company’s operating performance and sustainable development. No Share Options had been granted to the directors, chief executive or substantial shareholder of their respective subsidiaries and any entity in which the Company or any of its subsidiaries holds an equity interest, to receive options to subscribe for shares of the Company. The consideration payable for the grant of option under the Current Scheme is HK$1.00.their related parties.

The maximum aggregate number of shares which canto be subscribed for pursuant to options that are or may beissued upon the exercise of the Share Options granted under the above scheme equals toScheme shall not in aggregate exceed 10% of the total issued share capital of the Company as ofat the date of adoptionapproval of the Current Scheme.Scheme at a general meeting of shareholders.

On June 12, 2020 (the “Grant Date”), the Board of Directors of the Company approved the grant of Share Options lapsed or cancelledrepresenting an aggregate of 305,601,702 shares to 9,914 participants of the Scheme pursuant to the aforementioned authorization, which represented 1.5% of the Company’s issued share capital, at the exercise price of HK$55.00 per share. The exercise price of options shall be determined in accordance with the termsfair market price principle, with the base day for pricing being the Grant Date. The exercise price shall not be lower than the higher of the Current Scheme will not be counted for the purpose of calculating this 10% limit.

The HKEX requires the exercise price of options to be at least the higher offollowing prices: (i) the closing price of the sharesShares on the HKEX on the date on which the option was grantedGrant Date; and (ii) the average closing price of the sharesShares on the HKEX for the five trading days immediately precedingprior to the date on whichGrant Date. Subject to the option was granted.

For options grantedsatisfaction of the conditions for vesting as provided under the Current Scheme, the exercise price of optionsShare Options granted shall be determined byvested in three batches as follows: (i) the directorsfirst batch (being 40% of the Company at their discretion provided that such price may notShare Options granted) will be set below a minimum price which isvested on the highest of:first trading day after 24 months from the Grant Date; (ii) the second batch (being 30% of the Share Options granted) will be vested on the first trading day after 36 months from the Grant Date; and (iii) the third batch (being 30% of the Share Options granted) will be vested on the first trading day after 48 months from the Grant Date. Vesting period ends ten years from the Grant Date.

35(i)the closing price of the shares on the HKEX on the date on which the option was granted; and

SHARE-BASED PAYMENT (CONTINUED)

 

 (ii)(a)the average closing price of the shares on the HKEX for the five trading days immediately preceding the date on which the option was granted.

Movements in share options

UnderMovements in the Current Scheme,number of share options outstanding and their related weighted average exercise prices are as follows:

Share option scheme

Average

exercise price

Numbers of

options

As of January 1, 2020

—  —  

Granted

HK$55.00305,601,702

Forfeited

HK$55.00(899,000

Exercised

—  —  

Expired

—  —  

As of December 31, 2020

HK$55.00304,702,702

Vested and exercisable as of December 31, 2020

—  —  

For the termyear ended December 31, 2020, as the condition for vesting of the option is determinedShare Options had not been satisfied, no Share Options had been vested, and no ordinary shares had been issued by the directors at their discretion, provided that allCompany as none of Share Options was exercisable.

(b)

Outstanding share options

Details of the expiry dates, exercise prices and the respective numbers of share options shall be exercised within 10 years after the date on which the option is granted.

No options wereremained outstanding as of December 31, 2016 and 2017.2020 are as follows:

No share options were granted to the directors of the company or other employees of the Group or lapsed during 2016 and 2017.

34CAPITAL, RESERVES AND DIVIDENDS
Grant dateNormal exercise periodExercise price

No. of shares involved in

the options outstanding as

of December 31, 2020

June 12, 2020

June 12, 2022-

June 12, 2030

HK$55.00121,881,080

June 12, 2020

June 12, 2023-

June 12, 2030

HK$55.0091,410,811

June 12, 2020

June 12, 2024-

June 12, 2030

HK$55.0091,410,811

The options outstanding as of December 31, 2020 had a weighted average remaining contractual life of 9.5 years.

35

SHARE-BASED PAYMENT (CONTINUED)

 

 (a)(c)Share capital

Fair value of share options

The Company has used the Binomial Model to determine the fair value of the Share Options as of the Grant Date, which is to be recorded in profit or loss over the vesting period.

The weighted average fair value of the Share Options granted by the Company was HK$4.00 per share. Other than the exercise price mentioned above, the model inputs to determine the fair value of Share Options granted during the year ended December 31, 2020 included:

Granted on June 12, 2020

The closing price at the Grant Date

HK$54.25

Risk-free interest rate

0.65

Expected dividend yield

5.9

Expected volatility (Note)

21.34

Note:

The expected volatility is determined based on the historical average daily trading price volatility of the shares of the Company.

36

CAPITAL, RESERVES AND DIVIDENDS

(a)

Share capital

Ordinary shares, issued and fully paid:

 

           Equivalent 
   Number   HK$   RMB 
   of shares   Million   Million 

As of January 1 and December 31, 2016 and 2017

   20,475,482,897    382,263    402,130 
  

 

 

   

 

 

   

 

 

 
           Equivalent 
   Number   HK$   RMB 
   of shares   Million   Million 

As of January 1 and December 31, 2020 and 2019

   20,475,482,897    382,263    402,130 
  

 

 

   

 

 

   

 

 

 

The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company. All ordinary shares rank equally with regard to the Company’s residual assets.

36(b)Dividends

CAPITAL, RESERVES AND DIVIDENDS (CONTINUED)

 

 (i)(b)

Dividends

(i)

Dividends attributable to the year:

 

   

2017

Million

   

2016

Million

   

2015

Million

 

Ordinary interim dividend declared and paid of HK$1.623 (equivalent to approximately RMB1.409) (2016: HK$1.489 (equivalent to approximately RMB1.273); 2015: HK$1.525 (equivalent to approximately RMB1.203)) per share

   28,211    26,227    25,629 

Special dividend declared and paid of HK$3.200 (equivalent to approximately RMB2.777) per share

   55,621    —      —   

Ordinary final dividend proposed after the balance sheet date of HK$1.582 (equivalent to approximately RMB1.322) (2016: HK$1.243 (equivalent to approximately RMB1.112); 2015: HK$1.196 (equivalent to approximately RMB1.002)) per share

   27,077    22,766    20,516 
  

 

 

   

 

 

   

 

 

 
   110,909    48,993    46,145 
  

 

 

   

 

 

   

 

 

 
   2020   2019   2018 
   Million   Million   Million 

Ordinary interim dividend declared and paid of HK$1.530 (equivalent to approximately RMB1.398) (2019: HK$1.527 (equivalent to approximately RMB1.343); 2018: HK$1.826 (equivalent to approximately RMB1.540)) per share

   27,557    28,206    32,870 

Ordinary final dividend proposed after the balance sheet date of HK$1.760 (equivalent to approximately RMB1.481) (2019: HK$1.723 (equivalent to approximately RMB1.543); 2018: HK$1.391 (equivalent to approximately RMB1.219)) per share

   30,330    31,602    24,955 
  

 

 

   

 

 

   

 

 

 
   57,887    59,808    57,825 
  

 

 

   

 

 

   

 

 

 

The proposed ordinary final dividend, which is declared in Hong Kong dollar is translated into RMB with reference to the rate HK$1 = RMB0.83591,RMB0.84164, being the rate announced by the State Administration of Foreign Exchange in the PRC on December 29, 2017 (December 31, 2016: HK$1 = RMB0.89451; December 31, 2015: HK$1 = RMB0.83778).2020. As the ordinary final dividend iswas declared after the balance sheet date, such dividend is not recognized as liability as of December 31, 2017.

2020.

34CAPITAL, RESERVES AND DIVIDENDS (CONTINUED)

(b)Dividends (Continued)

In accordance with the 2009 Notice and the PRC enterprise income tax law, the Company is required to withhold enterprise income tax equal to 10% of any dividend, when it is distributed tonon-resident enterprise shareholders whose names appeared on the Company’s register of members, as of the record date for such dividend, and who were not individuals.

36

CAPITAL, RESERVES AND DIVIDENDS (CONTINUED)

 

 (ii)(b)

Dividends (Continued)

(ii)

Dividends attributable to the previous financial year, approved and paid during the year:

 

   2020   2019   2018 
   Million   Million   Million 

Ordinary final dividend in respect of the previous financial year, approved and paid during the year, of HK$1.723 (equivalent to approximately RMB1.543) (2019: HK$1.391 (equivalent to approximately RMB1.219); 2018: HK$1.582 (equivalent to approximately RMB1.322)) per share

   32,169    25,059    27,060 
  

 

 

   

 

 

   

 

 

 

   2017   2016   2015 
   Million   Million   Million 

Ordinary final dividend in respect of the previous financial year, approved and paid during the year, of HK$1.243 (equivalent to approximately RMB1.112) (2016: HK$1.196 (equivalent to approximately RMB1.002); 2015: HK$1.380 (equivalent to approximately RMB1.089)) per share

   22,204    20,764    22,283 
  

 

 

   

 

 

   

 

 

 

36(c)Nature and purpose of reserves

CAPITAL, RESERVES AND DIVIDENDS (CONTINUED)

 

 (i)(c)

Nature and purpose of different reserves

(i)

Capital reserve

The capital reserve mainly comprises the following:

 

RMB295,665,000,000 debit balance brought forward as a result of the elimination of goodwill arising on the acquisition of subsidiaries before January 1, 2001 against the capital reserve;

RMB295,665 million debit balance brought forward as a result of the elimination of goodwill arising on the acquisition of subsidiaries before January 1, 2001 against the capital reserve;

Share of other comprehensive income/(loss) of investments accounted for using the equity method;

The changes in fair value of financial assets at FVOCI, net of tax, until the financial assets are derecognized; and

The difference between the consideration and the carrying amounts of net assets of acquired business under business combinations under common control.

 

 (ii)Share of other comprehensive income/(loss) of investments accounted for using the equity method;

The changes in fair value ofavailable-for-sale financial assets through other comprehensive income, net of tax, until the financial assets are derecognised; and

The difference between the consideration and the aggregate carrying amounts of Target Assets and Businesses acquired from the controlling party under business combinations under common control (see note 2(b)).

34CAPITAL, RESERVES AND DIVIDENDS (CONTINUED)

(c)Nature and purpose of reserves (Continued)

(ii)PRC statutory reserves

PRC statutory reserves mainly include statutory surplus reserve and discretionary surplus reserve.

In accordance with the Company Law of the PRC, domestic enterprises in Mainlandthe mainland of China are required to transfer 10% of their profit after taxation, as determined under accounting principles generally accepted in the PRC (“PRC GAAP”), to the statutory surplus reserve until such reserve balance reaches 50% of the registered capital of relevant Mainlandmainland subsidiaries. Moreover, upon a resolution made by the shareholders, a certain percentage of domestic enterprises’ profit after taxation, as determined under PRC GAAP, is transferred to the discretionary surplus reserve. During the year, appropriations were made by such subsidiaries to the statutory surplus reserves and discretionary surplus reserves accordingly.

The statutory and discretionary surplus reserves can be used to reduce previous years’ losses, if any, and may be converted intopaid-up capital, provided that the statutory reserve after such conversion is not less than 25% of the registered capital of relevant subsidiaries.

In accordance with relevant regulations issued by the Ministry of Finance of the PRC, a subsidiary of the Company, China Mobile Finance, is required to set aside a reserve through appropriations of profit after tax according to a certain ratio of the ending balance of its gross risk-bearing assets to cover potential losses against such assets.

36

CAPITAL, RESERVES AND DIVIDENDS (CONTINUED)

 

 (iii)(c)

Nature and purpose of different reserves (Continued)

(iii)

Exchange reserve

The exchange reserve comprises all foreign exchangecurrency translation differences arising from the translation of theforeign currency denominated financial statements of overseas entities.enterprises. The reserve is dealt with in accordance with the accounting policies set out in note 2(x)2(y).

34CAPITAL, RESERVES AND DIVIDENDS (CONTINUED)

 

 (d)

Capital management

The Group’s primary objectives of capital management are to maintain a reasonable capital structure and to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders. The Group actively and regularly reviews and manages its capital structure to stabilize the capital position and prevent operation risk. Meanwhile, the Group will maximize the shareholders’ return when having high level of borrowings and will make adjustment on the capital structure in accordance with the changes in economic conditions.

The Group monitors capital on the basis of totaldebt-to-book capitalization ratio. This ratio is calculated as total borrowings divided by book capitalization (equal to the total equity attributable to equity shareholders of the Company as shown in the consolidated balance sheets and total borrowings).

As of December 31, 2017,2020 and 2019, the Group’s totaldebt-to-book capitalization ratio was nil (2016: 0.5%).nil.

Except for China Mobile Finance that is subject to certain capital requirements imposed by China Banking and Insurance Regulatory Commission, the Company and its other subsidiaries are not subject to externally imposed capital requirements.

3537

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 Group for the years ended December 31, 2015, 20162018, 2019 and 2017.2020.

 

      2020   2019   2018 
   Note  Million   Million   Million 

Revenue from telecommunications services

  (i)   979    495    71 

Property leasing and management services revenue

  (ii)   280    197    226 

Telecommunications services charges

  (i)   188    103    —   

Property leasing and management services charges

  (ii)   1,365    1,129    1,009 

Charges for use of network assets

  (iii)   1,891    1,448    2,308 

Charges of use of network capacity

  (iii)   4    30    402 

Interest expenses

  (iv)   170    187    142 

Short-term bank deposits received

  (iv)   26,706    21,637    10,873 

Short-term bank deposits repaid

  (iv)   21,637    10,873    8,611 

Consideration of assets transferred

  (v)   —      873    —   
    

 

 

   

 

 

   

 

 

 

The outstanding balances related to transactions with CMCC Group are included in the following accounts captions summarized as follows:

      As of   As of 
      December 31,
2020
   December 31,
2019
 
   Note  Million   Million 

Accounts receivable

     995    630 

Other receivables

     372    277 

Prepayments and other current assets

     6    2 

Amounts due from ultimate holding company

     1,396    1,350 

Right-of-use assets

     679    399 

Lease liabilities

     770    468 

Accounts payable

     4,770    6,741 

Accrued expenses and other payables

     1,696    90 

Amounts due to ultimate holding company

  (iv)   26,714    21,677 
    

 

 

   

 

 

 

These amounts arise in the ordinary course of business and with terms determined through mutual negotiation.

      2017   2016   2015 
   Note  Million   Million   Million 

Telecommunications services revenue

  (i)   47    159    474 

Property leasing and management services revenue

  (ii)   188    197    191 

Property leasing and management services charges

  (ii)   999    976    956 

Network assets leasing charges

  (iii)   2,494    2,738    4,376 

Network capacity leasing charges

  (iii)   1,047    2,696    4,757 

Entrusted loans received

  (iv)   —      —      8,592 

Entrusted loans repaid

  (iv)   —      —      18,834 

Short-term bank deposits received

  (iv)   8,611    5,552    7,274 

Short-term bank deposits repaid

  (iv)   5,552    7,274    4,181 

Interest expenses

  (iv)   21    7    194 
    

 

 

   

 

 

   

 

 

 
37

RELATED PARTY TRANSACTIONS (CONTINUED)

(a)

Transactions with CMCC Group (Continued)

Note:

 

 (i)

The amounts represent telecommunications services settlement received/receivable from or paid/payable to CMCC Group for the telecommunications project planning, design and construction services, telecommunications line and pipeline construction services, and telecommunications line maintenance services.

 (ii)

The amount representsamounts represent the rentalcharges of property leasing and property management fees received/receivable from or paid/payable to CMCC Group in respect of offices, retail outlets and warehouses. The amounts included the depreciation of right-of-use assets recognized in relation to the property leasing agreements and the finance cost associated with the lease liabilities.

 (iii)

The amounts represent the charges for use of network assets leasing settlement paid/payable to CMCC Group, and theTD-SCDMA network capacity charges paid/payable to CMCC Group. On December 29, 2008, the Company entered into a network capacity leasing agreement with CMCC Group for the provision ofTD-SCDMA related services. Based on the lease classification assessments, the Group does not substantially bear the risks and reward incidental to the ownership of the leased network assets, and accordingly the Group accounts for the network assets leasing and the network capacity leasing as operating leases.

 (iv)

The amounts represent the entrusted loans/bank deposits received from or repaid to CMCC Group and interest expenses paid/payable to CMCC Group in respect of the entrusted loans/bank deposits.

35RELATED PARTY TRANSACTIONS (CONTINUED)

 

 (b)(v)Amounts due from/

On August 9, 2019, the Group completed an acquisition of assets related to CMCC Groupthe “Village Connect” project, at a total consideration of RMB873 million.

37

RELATED PARTY TRANSACTIONS (CONTINUED)

Amounts due from/

(b)

Principal transactions with associates and joint ventures of the Group

The following is a summary of principal related party transactions entered into by the Group with the associates and joint ventures of the Group for the year ended December 31, 2018, 2019 and 2020.

      2020   2019   2018 
   Note  Million   Million   Million 

Revenue from telecommunications services

  (i)   582    535    604 

Property leasing and management services revenue

  (ii)   32    30    40 

Interest and other income

  (iii)   969    6,130    4,083 

Dividend income

     4,362    2,299    691 

Telecommunications services charges

  (i)   2,515    474    528 

Related costs for use of tower assets

  (iv)   41,438    39,843    37,837 
    

 

 

   

 

 

   

 

 

 

The outstanding balances related to CMCCtransactions with the associates and joint ventures of the Group other than amount due from/to ultimate holding company, are included in the following accounts captions summarized as follows:

 

   As of
December 31,
2017
   As of
December 31,
2016
 
   Million   Million 

Accounts receivable

   301    354 

Other receivables

   116    105 

Accounts payable

   4,580    4,251 

Accrued expenses and other payables

   131    88 
  

 

 

   

 

 

 

The amounts are unsecured, interest-free, repayable on demand/on contract terms and arise in the ordinary course of business.
      As of
December 31,
2020
   

As of

December 31,
2019

 
   Note  Million   Million 

Accounts receivable

  (i)   185    225 

Interest receivable

  (iii)   502    831 

Right-of-use assets

  (iv)   30,355    40,316 

Other receivables

  (v)   5,895    9,545 

Financial assets at FVPL

  (vi)   25,692    54,490 

Bank deposits

  (vii)   55,977    59,205 

Prepayments and other current assets

     23    36 

Lease liabilities

  (iv)   37,729    43,142 

Accounts payable

  (iv)   4,691    4,708 

Bills payable

  (iv)   1,214    356 

Accrued expenses and other payables

  (iv)   8,228    6,511 
    

 

 

   

 

 

 

3537

RELATED PARTY TRANSACTIONS (CONTINUED)

 

 (c)(b)Significant

Principal transactions with associates and joint ventureventures of the Group and of CMCC Group(Continued)

The Group has entered into transactions with associates and joint venture of the Group or CMCC Group. The major transactions entered into by the Group and these companies and amounts due from/to these companies are as follows:

      As of
December 31,
2017
   As of
December 31,
2016
 
   Note  Million   Million 

Accounts receivable

  (i)   313    29 

Interest receivable

  (ii)   997    2,134 

Other receivables

  (iii)   12,565    9,862 

Proceeds receivable for the transfer of Tower Assets (note 7)

     —      57,152 

Prepayments and other current assets

     51    17 

Available-for-sale financial assets

  (iii)   31,778    17,222 

Bank deposits

  (iii)   62,969    37,631 

Accounts payable

  (iv)   4,479    4,076 

Accrued expenses and other payables

  (iv)   5,429    4,185 
    

 

 

   

 

 

 

      2017   2016   2015 
   Note  Million   Million   Million 

Telecommunications services revenue

  (i)   828    637    767 

Telecommunications services charges

  (v)   —      422    774 

Property leasing and management services revenue

  (vi)   99    1    6 

Gain on the transfer of Tower Assets

  (iv)   —      —      15,525 

Charges for use of tower assets

  (iv)   36,335    28,144    5,563 

Interest income

  (ii)   4,807    4,140    1,699 

Dividend income

     847    1,944    2,842 
    

 

 

   

 

 

   

 

 

 

Note:

 

 (i)

The amounts represent the telecommunications services revenuesettlement received/receivable from or paid/payable to the Group’s associates.associates and joint ventures for the telecommunications project planning, design and construction services and the charges of purchasing software products and services paid/payable to the Group’s associates and joint ventures.

 (ii)

The amounts represent the property leasing and management service revenue received/receivable from China Tower and other associates and joint ventures.

(iii)

The amounts primarily represent interest received/receivable from deposits placed with SPD Bank, placements with SPD Bank and short-term loans granted byto China Mobile Finance toTower; and they also include income derived from WMPs purchased from SPD Bank and the loss from the CB publicly issued by SPD Bank as mentioned in note 23.

(iv)

The amounts primarily represent the right-of-use assets and lease liabilities recognized and the amount paid/payable to China Tower and the proceeds receivableother associates and joint ventures for the transferuse of telecommunications towers. Related costs for use of tower assets include charges for use of tower assets, the depreciation of the right-of-use assets, and the finance cost associated with the lease liabilities.

(v)

The amounts primarily represent the short-term loans granted to China Tower, Assets.placements with SPD Bank, and withholding power and utilities expenses and lease charges payable on behalf of China Tower, etc. The interest raterates of short-term loans granted to China Tower are mutually agreed among both parties with reference to the market interest rates.

(vi)

The amounts represent the WMPs purchased from SPD Bank and the CB publicly issued by SPD Bank. The return rates of WMPs are determined with reference to market conditions and the fair values of CB are based on quoted market prices (level 1).

(vii)

The amounts represent the deposits placed with SPD Bank, the interest rate of which is determined in accordance with the benchmark interest rate published by PBOC.

3537

RELATED PARTY TRANSACTIONS (CONTINUED)

 

 (c)Significant transactions

Transactions with associates and joint venture of the Group andventures of CMCC Group (Continued)

Note (Continued):

In addition, the Group has entered into transactions with associates and joint ventures of CMCC Group during the ordinary course of the Group’s business based on terms comparable to terms of transactions enacted with other entities, the amounts of such transactions and related outstanding balances were not material.

 

 (iii)(d)Other receivables primarily represent the short-term loans granted by China Mobile Finance to SPD Bank and China Tower, and withholding power and utilities expenses and lease charges due from China Tower, etc.. The loans will mature by or before December 2018.Available-for-sale financial assets represent the wealth management products purchased from SPD Bank and bank deposits represent the deposits placed with SPD Bank.
(iv)The amounts represent the gain arising from the transfer of Tower Assets on October 31, 2015 (note 7) and the charges paid/payable to China Tower for the use of telecommunications towers and related assets (“Leased Tower”). On July 8, 2016, CMC and China Tower finalized the leasing and pricing arrangement in relation to the lease of Leased Tower, and entered into an agreement (the “Lease Agreement”). Accordingly, the respective provincial companies of CMC and China Tower entered into provincial company service agreements for the leasing of individual Leased Tower based on their actual service requirements. Pursuant to the management’s assessment, the 5 years lease terms of the Lease Agreement does not account for the major part of the economic lives of the Leased Tower and the present value of the minimum lease payments is not considered substantial comparing to the fair value of the corresponding Leased Tower. At the end of the lease term, there is no purchase option granted to the Group to purchase the Leased Tower. The Group also does not bear any gains or losses in the fluctuation in the fair value of the Leased Tower at the end of the lease terms. As a result, the Group does not substantially bear the risks and reward incidental to the ownership of the Leased Tower, and hence the Group accounts for the Leased Tower leasing as operating leases. On January 31, 2018, CMC and China Tower unanimously agreed on supplementary provisions to the Lease Agreement (“Supplementary Agreement”). The Supplementary Agreement mainly included: the adjustments to the pricing of tower products, the term of the agreement shall be 5 years, effective from January 1, 2018 and expiring on December 31, 2022. The Supplementary Agreement will not affect the Group’s judgement on operating lease aforementioned.
(v)The amount represents the telecommunications services charges paid/payable to Union Mobile Pay Co., Ltd., an associate of CMCC Group until July 2016.
(vi)The amount represents the property leasing revenue received/receivable from SPD Bank and China Tower.

35RELATED PARTY TRANSACTIONS (CONTINUED)

(d)Transactions with other government-related entities in the PRC

The Group is a government-related enterprise and operates in an economic regime currently dominated by entities directly or indirectly controlled by the PRC government through government authorities, agencies, affiliations and other organization (collectively referred to as “government-related entities”).

Apart from transactions with CMCC Group (notes 2629 and 35(a)37(a)), and associates and joint ventureventures (note 35(c)37(b)) and the transaction to increase contribution to the Fund (note 19)21), the Group has collectively, but not individually, significant transactions with other government-related entities which include but not limited to the following:

 

rendering and receiving telecommunications services, including interconnection revenue/charges

rendering and receiving telecommunications services, including interconnection revenue/charges

 

purchasing of goods, including use of public utilities

purchasing of goods, including use of public utilities

 

placing of bank deposits

placing of bank deposits

These transactions are conducted induring the ordinary course of the Group’s business based on terms comparable to the terms of transactions enacted with other entities that are not government-related. The Group prices all its telecommunications services and products based on commercial negotiations with reference to rules and regulations stipulated by related authorities of the PRC Government, where applicable. The Group has also established its procurement policies and approval processes for purchases of products and services, which do not depend on whether the counterparties are government-related entities or not.

 

 (e)

For key management personnel remuneration, please refer to note 10.11.

3638

FINANCIAL RISK MANAGEMENT AND FAIR VALUES

Exposure to credit, liquidity, interest rate and foreign currency risks arises in the normal course of the Group’s business. The Group’s exposure to these risks and the financial risk management policies and practices used by the Group to manage these risks are described below:

 

 (a)

Credit risk and concentration risk

The Group’s credit risk is primarily attributable to the financial assets in the consolidated balance sheets, which mainly include deposits with banks, wealth management products issued by banks,WMPs (recorded in FVPL), CB (recorded in FVPL), accounts receivable and other receivables. The maximum exposure to credit risk is represented by the carrying amount of the financial assets.

(i)

Risk management

Substantially all the Group’s cash at banks, and bank deposits are deposited in financial institutions in Mainlandthe mainland of China and Hong Kong. The credit risk on liquid funds is limited as the majority of counterparties are financial institutions with high credit ratings assigned by international credit-rating agencies and large state-controlled financial institutions. Wealth management productsWMPs are issued by major domestic banks investing in low risk underlying assets, which mainly consist of bank deposits, treasury bond, central bank bill, local government debt, corporate bond or debt with high credit ratings, and the related credit risks are low. CB are bonds with AAA credit rating bonds issued by SPD Bank, with a low level of credit risks.

The accounts receivable of the Group isare primarily comprised of receivables due from customers and other telecommunications operators. Accounts receivable from individual customers are spread among an extensive number of customers and the majority of the receivables from customers are due for payment within one month from the date of billing. For corporate customers, the credit period granted by the Group is based on the service contract terms, normally not exceeding 1 year. Other receivables primarily comprise interest receivable from banks, utilities deposits, rental deposits and short-term loans granted to other companies through China Mobile Finance. Management has a credit policy in place and the exposures to these credit risks are monitored on an ongoing basis, taking into account the counter parties’ financial position, the Group’s past experience and other factors. As such, management considers the aggregate risks arising from the possibility of credit losses is limited and to be acceptable.

ConcentrationsMeanwhile, concentrations of credit risk with respect to accounts receivable are limited due to the Group’s customer base being large and unrelated. As such, management does not expect any significantconsiders the aggregate risks arising from the possibility of credit losses of accounts receivable that have not been provided for by way of allowances as shown in note 24(c).is limited and acceptable.

3638

FINANCIAL RISK MANAGEMENT AND FAIR VALUES (CONTINUED)

(a)

Credit risk and concentration risk (Continued)

(ii)

Impairment of financial assets

The Group has 3 types of assets that are subject to expected credit loss model:

 

 (b)

Accounts receivable

Contract assets

Other financial assets at amortized cost

Accounts receivable and contract assets

The Group applies the simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all accounts receivable and contract assets.

To measure the expected credit losses, accounts receivable have been grouped by amounts due from individual customers, corporate customers, and other miscellaneous customer groups based on similar credit risk characteristics and ages.

The expected loss rates are based on the payment profiles of sales over a period before December 31, 2020 or December 31, 2019 respectively and the corresponding historical credit losses experienced within this period. The Group’s expected loss rates are mainly determined based on the corresponding historical credit losses. The Group also has considered the expected changes in macroeconomic factors, such as Consumer Price Index (“CPI”), Producer Price Index (“PPI”) and Gross Domestic Product (“GDP”), and accordingly adjusted the historical loss rates based on expected changes in these factors to reflect current and forward-looking information affecting the ability of the customers to settle the receivables.

38

FINANCIAL RISK MANAGEMENT AND FAIR VALUES (CONTINUED)

(a)

Credit risk and concentration risk (Continued)

(ii)

Impairment of financial assets (Continued)

Accounts receivable and contract assets (Continued)

The expected credit loss as of December 31, 2020 and 2019 was determined as follows for each customers group of accounts receivable due from individual customers and corporate customers, respectively:

   Within
30 days
   31 days to
90 days
   91 days to
1 year
   

Over

1 year

 
As of December 31, 2020  Million   Million   Million   Million 

Individual customers

        

Expected loss rate

   2%    20%    80%    100% 

Gross carrying amount

   3,112    846    1,772    1,531 

Loss allowance

   (62   (169   (1,418   (1,531

   Within
180 days
   181 days
to 1 year
   

1 year

to 2 years

   2 years
to 3 years
   Over 3
years
 
As of December 31, 2020  Million   Million   Million   Million   Million 

Corporate customers

          

Expected loss rate

   3%    25%    65%    85%    100% 

Gross carrying amount

   15,405    6,048    3,361    1,433    1,438 

Loss allowance

   (462   (1,512   (2,185   (1,218   (1,438

   

Within

30 days

   31 days to
90 days
   91 days to
1 year
   

Over

1 year

 
As of December 31, 2019  Million   Million   Million   Million 

Individual customers

        

Expected loss rate

   2%    20%    80%    100% 

Gross carrying amount

   3,220    1,308    2,436    1,532 

Loss allowance

   (64   (262   (1,949   (1,532

   Within
180 days
   181 days
to 1 year
   1 year
to 2 years
   

2 years

to 3 years

   Over 3
years
 
As of December 31, 2019  Million   Million   Million   Million   Million 

Corporate customers

          

Expected loss rate

   2%    20%    60%    80%    100% 

Gross carrying amount

   10,537    3,733    2,228    1,052    938 

Loss allowance

   (211   (747   (1,337   (842   (938

As of December 31, 2020 and 2019, the expected loss rates for contract assets are from 2% to 5%.

The expected credit loss of the receivables from other customers is insignificant.

38

FINANCIAL RISK MANAGEMENT AND FAIR VALUES (CONTINUED)

(a)

Credit risk and concentration risk (Continued)

(ii)

Impairment of financial assets (Continued)

Accounts receivable and contract assets (Continued)

Expected credit impairment losses on accounts receivable are presented within other operating expenses. Subsequent recoveries of amounts previously written off are credited against the same line item. Individual receivables which were known to be uncollectible were written off by reducing the carrying amount directly.

Other financial assets at amortized cost

Other financial assets at amortized cost include cash and cash equivalents, bank deposits, restricted bank deposits, other receivables and amounts due from ultimate holding company, etc. They are considered to be of low credit risk and the impairment loss allowance recognized is limited to 12 months. Management considers that the expected credit loss is insignificant.

(b)

Liquidity risk

Liquidity risk refers to the risk that funds will not be available to meet liabilities as they fall due, and results from timing and amount mismatches of cash inflow and outflow. The Group manages liquidity risk by maintainingmaintains sufficient cash balances and bank deposits (which are readily convertible to known amounts of cash) to meet its funding needs, including working capital, principal and interest payments on debts,for short-term deposits of CMCC Group received by China Mobile Finance, dividend payments and capital expenditures.

38

FINANCIAL RISK MANAGEMENT AND FAIR VALUES (CONTINUED)

(b)

Liquidity risk (Continued)

The following table sets out the remaining contractual maturities at the balance sheet date of the Group’s financial liabilities, which are based on the undiscounted cash flows (including interest payments computed using contractual rates or, if floating, based on prevailing rates at the balance sheet date) and the earliest date the Group would be required to repay:

 

   Carrying
amount
   

Total

contractual
undiscounted
cash flow

   

Within

1 year

or on
demand

   

More than

1 year but
less than

3 years

   

More than

3 years but

less than

5 years

   

More than

5 years

 
   Million   Million   Million   Million   Million   Million 

As of December 31, 2020

            

Accounts payable

   167,990    167,990    167,990    —      —      —   

Bills payable

   4,561    4,561    4,561    —      —      —   

Accrued expenses and other payables

   200,952    200,952    200,952    —      —      —   

Amount due to ultimate holding company

   26,714    26,714    26,714    —      —      —   

Lease liabilities

   66,633    72,291    23,780    22,927    17,513    8,071 

Other non-current liabilities

   460    479    —      67    70    342 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
   467,310    472,987    423,997    22,994    17,583    8,413 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

   Carrying
amount
   

Total

contractual
undiscounted
cash flow

   

Within

1 year

or on
demand

   

More than

1 year but
less than

3 years

   

More than

3 years but

less than

5 years

   

More than

5 years

 
   Million   Million   Million   Million   Million   Million 

As of December 31, 2019

            

Accounts payable

   164,818    164,818    164,818    —      —      —   

Bills payable

   2,896    2,896    2,896    —      —      —   

Accrued expenses and other payables

   182,368    182,368    182,368    —      —      —   

Amount due to ultimate holding company

   21,677    21,677    21,677    —      —      —   

Lease liabilities

   74,303    80,973    23,814    39,791    9,662    7,706 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
   446,062    452,732    395,573    39,791    9,662    7,706 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

   As of December 31, 2017 
   Carrying
amount
   

Total
contractual

undiscounted
cash flow

   

Within 1

year or on
demand

 
   Million   Million   Million 

Accounts payable

   233,169    233,169    233,169 

Bills payable

   3,303    3,303    3,303 

Accrued expenses and other payables

   190,866    190,866    190,866 

Amount due to ultimate holding company

   8,646    8,646    8,646 
  

 

 

   

 

 

   

 

 

 
   435,984    435,984    435,984 
  

 

 

   

 

 

   

 

 

 
   As of December 31, 2016 
   Carrying
amount
   

Total
contractual

undiscounted
cash flow

   Within 1
year or on
demand
 
   Million   Million   Million 

Accounts payable

   250,838    250,838    250,838 

Bills payable

   1,206    1,206    1,206 

Accrued expenses and other payables

   180,950    180,950    180,950 

Amount due to ultimate holding company

   5,563    5,563    5,563 

Interest-bearing borrowings

   4,998    5,185    5,185 
  

 

 

   

 

 

   

 

 

 
   443,555    443,742    443,742 
  

 

 

   

 

 

   

 

 

 

3638

FINANCIAL RISK MANAGEMENT AND FAIR VALUES (CONTINUED)

 

 (c)

Interest rate and fair value risk

The Group consistently monitors the current and potential fluctuation of interest rates in managing the interest rate risk on a reasonable level. As of December 31, 2017,2020, the Group did not have any interest-bearing borrowings at variable rates, but had RMB8,611,000,000RMB26,706 million (as of December 31, 2019: RMB21,637 million) of short-term bank deposits placed by CMCC, (2016: RMB5,552,000,000 and RMB5,000,000,000 of bonds (note 29)), which waswere at fixed rate and expose the Group to fair value interest rate risk. The Group determines the amount of its fixed rate borrowings depending on the prevailing market condition. Management does not expect fair value interest rate risk to be high as the interest involved will not be significant.

As of December 31, 2017,2020, total cash and bank balances of the Group amounted to RMB407,202,000,000 (2016: RMB430,435,000,000)RMB334,777 million (as of December 31, 2019: RMB317,166 million), and interest-bearing receivables amounted to RMB13,650,000,000 (2016: RMB62,235,000,000)RMB36,835 million (as of December 31, 2019: RMB18,914 million) and WMPs, amounted to RMB117,289 million (as of December 31, 2019: RMB103,328 million). The interest and other income generated by the assets mentioned above for 20172020 was RMB15,883,000,000 (2016: RMB16,005,000,000; 2015: RMB15,852,000,000)RMB14,332 million (2019: RMB14,408 million) and the average interest rate was 3.13% (2016: 3.44%; 2015: 3.75%3.02% (2019: 3.17%). Assuming the total cash and bank balances, and interest-bearing receivables and WMPs are stable in the coming year and interest rate increases/decreases by 100 basis points, the profit for the year and total equity would approximately increase/decrease by RMB3,182,000,000 (2016: RMB3,695,000,000; 2015: RMB3,531,000,000)RMB3,779 million (2019: RMB3,334 million).

The carrying amount of the financial instruments carried at amortized cost are not materially different from their respective fair values at the balance sheet dates due to the short-terms or repayable on demand nature.

 

 (d)

Foreign currency risk

The Group has foreign currency risk as certain cash and deposits with banks are denominated in foreign currencies, principally US dollars and Hong Kong dollars.dollars that is different from the functional currency of the respective group entities. As the amount of the Group’s foreign currency cash and deposits with banks represented 2.5% (2016: 1.2%3.1% (2019: 3.5%) of the total cash and deposits with banks and predominantly all of the business operations of the Group are transacted in RMB, the Group does not expect the appreciation or depreciation of the RMB against foreign currency will materially affect the Group’s financial position and result of operations.

39(e)Fair values

All financial instruments are carried at amounts not materially different from their fair values at the balance sheet dates.

CAPITAL COMMITMENTS

37COMMITMENTS

(a)Capital commitments

The Group’s capital expenditure contracted for as of December 31 but not provided in the consolidated financial statements wereare as follows:

 

  2017   2016 
  Million   Million   2020   2019 
  Million   Million 

Land and buildings

   10,950    8,788    8,607    7,430 

Telecommunications equipment

   32,112    26,147 

Telecommunications equipment and others

   37,967    34,463 
  

 

   

 

   

 

   

 

 
   46,574    41,893 
   43,062    34,935   

 

   

 

 
  

 

   

 

 

 

40(b)Operating lease commitments

The total future minimum lease payments undernon-cancellable operating leases as of December 31 are as follows:

   Land and
buildings
   

Leased lines

and network
assets

   Others   Total 
   Million   Million   Million   Million 

As of December 31, 2017

        

Within one year

   10,344    46,730    1,023    58,097 

After one year but within five years

   20,372    112,465    961    133,798 

After five years

   4,831    1,183    58    6,072 
  

 

 

   

 

 

   

 

 

   

 

 

 
   35,547    160,378    2,042    197,967 
  

 

 

   

 

 

   

 

 

   

 

 

 

As of December 31, 2016

        

Within one year

   9,222    40,078    1,184    50,484 

After one year but within five years

   18,182    119,628    812    138,622 

After five years

   4,810    860    45    5,715 
  

 

 

   

 

 

   

 

 

   

 

 

 
   32,214    160,566    2,041    194,821 
  

 

 

   

 

 

   

 

 

   

 

 

 

The Group leases certain land and buildings, leased lines and network assets, motor vehicles, computer and other office equipment under operating leases.

(c)Investment commitments

The Group has an investment commitment to a joint venture (see note 19).

38POST BALANCE SHEET EVENT

In January 2021, the Company received a notification from the NYSE that the NYSE has determined to commence proceedings to delist the American Depositary Shares (“ADSs”) of the Company. The Company has filed with the NYSE a written request for a review of such determination. The management has assessed and concluded that such event had no material impact on the Group’s consolidated financial statements for the year ended December 31, 2020, and the Group will continue to follow up the development of related matters.

After the balance sheet date, the Board of Directors proposed a final dividend for the year ended December 31, 2017.2020. Further details are disclosed in note 34(b)36(b)(i).

3941

ACCOUNTING ESTIMATES AND JUDGEMENTS

Key sources of estimation uncertainty

Note 17 contains information about the assumptions relating to goodwill impairment, and note 35 contains information about the judgements on the lease classification of leasing ofTD-SCDMA network capacity and Leased Tower. Other keyKey sources of estimation uncertainty are as follows:

Impairment losses of accounts receivable

The impairment loss for doubtfulallowance of accounts

receivable is based on assumptions about risk of default and expected loss rates. The Group assesses these assumptions and selects the inputs to the impairment loss for doubtful accountscalculation, based upon evaluation ofon the recoverability of the accounts receivable and other receivablesGroup’s past history, existing market conditions as well as forward looking estimates at each balance sheet date. The estimates

Amortization of contract cost

Certain costs incurred to obtain contracts are baseddeferred and recognized as assets on the agingGroup’s consolidated balance sheets. Such assets should be amortized on a systematic basis consistent with the pattern of the accounts receivable and other receivables balances and the historicalwrite-off experience, net of recoveries. If the financial conditionstransfer of the customers weregoods or services to deteriorate, additional impairment may be required.which the asset relates. The Group determines the amortization periods for these assets as the expected duration of the customer contract, which is consistent with the recognition of revenue from the products and services to which the assets relate. The amortization period is updated if there is a significant change in the Group’s expected duration of the customer contract.

Depreciation

Depreciation is calculated to write off the cost of items of property, plant and equipment, less their estimated residual value, if any, using the straight-line method over their estimated useful lives. 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 determined based on the Group’s historical experience with similar assets and take into account anticipated technological changes. The depreciation expense for future periods is adjusted if there are significant changes from previous estimates.

41

ACCOUNTING ESTIMATES AND JUDGEMENTS (CONTINUED)

Key sources of estimation uncertainty (Continued)

Taxation

The Group is subject to income taxes mainly in Mainlandthe mainland of China and Hong Kong. Significant judgment is required in determining the provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Group recognizes liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made.

For temporary differences which give rise to deferred tax assets, the Group assesses the likelihood that the deferred tax assets could be recovered. Deferred tax assets are recognisedrecognized based on the Group’s estimates and assumptions that they will be recovered from taxable income arising from continuing operations in the foreseeable future.

39ACCOUNTING ESTIMATES AND JUDGEMENTS (CONTINUED)

Impairment of property, plant and equipment, goodwill,right-of-use assets, other intangible assets and investments accounted for using the equity method

The Group’s property, plant and equipment comprise a significant portion of the Group’s total assets. Changes in technology or industry conditions may cause the estimated period of use or the value of these assets to change. Property, plant and equipment,right-of-use assets, other intangible assets subject to amortization and investments accounted for using the equity method, are reviewed at least annually to determine whether there is any indication of impairment. The recoverable amount is estimated whenever events or changes in circumstances have indicated that their carrying amounts may not be recoverable. In addition, for goodwill and other intangible assets with indefinite useful lives, the recoverable amount is estimated annually whether or not there is any indication of impairment.

The recoverable amount of an asset is the greater of its fair value less costs of disposal andvalue-in-use. VIU. In assessingvalue-in-use, VIU, the estimated future cash flows are discounted to their present value using apre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset, 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 estimation of the recoverable amount, including estimates based on reasonable and supportable assumptions and projections of revenue and operating costs. Changes in these estimates could have a significant impact on the carrying value of the assets and could result in further impairment charge or reversal of impairment in future periods. Additional information for the impairment assessment of property, plant and equipment, goodwill and investments accounted for using the equity method is disclosed in notes 14, 1715, 19 and 19,21, respectively.

Classification of leases

The Group has a number of lease arrangements. The Group follows the guidance of IAS 17 “Leases” to determine the classification of leases as operating leases versus finance leases. Significant judgements and assumptions are required in the assessment of the classification. The determination of classification depends on whether the lease transfers substantially all the risks and rewards of the assets to the Group. In particular, during the assessment, the management estimates (i) economic lives of lease assets, (ii) the discount rate used in the calculation of present value of minimum lease payments, and (iii) the fair value of the leased assets. Any future changes to these judgements or assumptions will affect the classification and hence the results of operation and financial position of the Group.

4042

POSSIBLE IMPACT OF AMENDMENTS, NEW STANDARDS, INTERPRETATIONS AND DISCLOSURES ISSUED BUT NOT YET EFFECTIVE OR MANDATORY FOR THE YEAR ENDED DECEMBER 31, 20172020

Up to the date of issue of these consolidated financial statements, the IASB has issued a number of amendments and new standards and interpretations which are not yet effective or mandatory for the year ended December 31, 20172020 and which have not been adopted in these consolidated financial statements.

Of these developments, the following relate to matters that may be relevant to the Group’s operations and financial statements:

 

   Effective for
accounting periods
beginning on or after
 

IFRS 9 “Financial Instrument”17 “Insurance Contracts”

   January 1, 20182023 

Amendments to IFRS 15 “Revenue from Contracts with Customers”16 “Lease” - Covid-19-related Rent Concessions

June 1, 2020

Amendments to IAS 1 “Presentation of Financial Statements” - Classification of Liabilities as Current or Non-current

   January 1, 20182023 

Annual ImprovementAmendments to IFRSs 2014-2016 cycle*IAS 16 “Property, Plant and Equipment” - Property, Plant and Equipment: Proceeds before intended use

   January 1, 20182022 

IFRIC – Int 22,

“Foreign Currency Transactions and Advance Consideration”Amendments to IFRS 3 “Business Combinations” - Reference to the Conceptual Framework

   January 1, 20182022 

IFRS 16 “Leases”Amendments to IAS 37 “Provisions, Contingent Liabilities and Contingent Assets” - Onerous Contracts – Cost of Fulfilling a Contract

   January 1, 20192022 

IFRIC – Int 23, “Uncertainty over Income Tax Treatments”Annual Improvements to IFRS Standards 2018-2020

   January 1, 20192022 

Annual Improvement to IFRSs 2015-2017 cycle

January 1, 2019

AmendmentAmendments to IFRS 10 “Consolidated Financial Statements”

To be determined

Amendment tofinancial statements” and IAS 28 “Investments in Associatesassociates and Joint Ventures”joint ventures” - Sale or contribution of assets between an investor and its associate or joint venture

   To be determined 

*It included amendment to IFRS 12 which was effective on January 1, 2017 and does not have a material impact on the Group.

40POSSIBLE IMPACT OF AMENDMENTS, NEW STANDARDS, INTERPRETATIONS AND DISCLOSURES ISSUED BUT NOT YET EFFECTIVE FOR THE YEAR ENDED DECEMBER 31, 2017 (CONTINUED)

IFRS 9 “Financial Instruments”

The new standard addresses the classification, measurement and derecognition of financial assets and financial liabilities, and a new impairment model for financial assets.

The Group has reviewed its financial assets and liabilities and is expecting the following impact from the adoption of the new standard on January 1, 2018.

Management anticipates the application of IFRS 9 will affect the classification and measurement of the Group’savailable-for-sale investments and have an impact on amounts reported in respect of the Group’s wealth management products issued by banks and certain equity investments. The equity investments and the wealth management products issued by banks that were accounted for asavailable-for-sale financial assets and the short-term financial assets held by China Mobile Finance will be reclassified to financial assets at fair value through profit or loss. Related fair value changes will be transferred from the capital reserve to retained earnings on January 1, 2018. Subsequent changes of fair value will be recorded in profit or loss.

There will be no impact on the Group’s accounting for financial liabilities, as the new requirements only affect the accounting for financial liabilities that are designated at fair value through profit or loss and the Group does not have any such liabilities. The derecognition rules have been transferred from IAS 39 “Financial Instruments: Recognition and Measurement” and have not been changed.

The new impairment model requires the recognition of impairment provisions based on expected credit losses (ECL) rather than only incurred credit losses as is the case under IAS 39. It applies to financial assets classified at amortized cost, contract assets under IFRS 15 “Revenue from Contracts with Customers”, trade debtors and certain other financial assets. Based on the assessments undertaken to date, the Group expects no material impact on the loss allowance for the aforementioned assets.

The new standard also introduces expanded disclosure requirements and changes in presentation. These are expected to change the nature and extent of the Group’s disclosures about its financial instruments particularly in the year of the adoption of the new standard.

IFRS 9 is mandatory for financial years commencing on or after January 1, 2018. The Group adopted the IFRS 9 from January 1, 2018, with the practical expedients permitted under the standard. Comparatives for 2017 will not be restated.

40POSSIBLE IMPACT OF AMENDMENTS, NEW STANDARDS, INTERPRETATIONS AND DISCLOSURES ISSUED BUT NOT YET EFFECTIVE FOR THE YEAR ENDED DECEMBER 31, 2017 (CONTINUED)

IFRS 15 “Revenue from Contracts with Customers”

IFRS 15 replaces IAS 18 which covers contracts for goods and services and IAS 11 which covers construction contracts. The new standard is based on the principle that revenue is recognized when control of a good or service transfers to a customer. IFRS 15 specifies how and when the Group will recognize revenue as well as requiring the Group to provide users of financial statements with more informative and relevant disclosures. The Group has finished analysis on the impact of the new standard on the Group’s financial statements and has identified areas which will be affected as follows.

IFRS 15 requires the identification of the distinct deliverables in contracts with customers that qualify as separate “performance obligations” and the allocation of the transaction price receivables from customers to each “performance obligation” on relative stand-alone selling price basis. Upon the completion of the principal or agent analysis under the new standard, the Group will allocate the total consideration to each “performance obligation”, including telecommunications services, handsets and customer point rewards and other promotional goods or services. The current accounting policy for telecommunications services, handsets, customer points rewards is disclosed in note 2(r), and promotional items are accounted for as selling expenses under the existing treatment.

IFRS 15 requires customer acquisition cost to be capitalized as an asset and amortized on a systematic basis consistent with the pattern of the transfer of the goods or services to which the asset relates. The Group considers that certain types of sales commissions will be capitalized and amortized on a straight-line basis over the period under the new standards. The change will impact on the timing of the expense recognition.

The Group has assessed the static impact on the Group’s consolidated financial statements for the year ended December 31, 2017 if IFRS 15 was applied, and the Group expected the operating revenue would decrease by approximately 2.2% while the revenue from telecommunications services would decrease by approximately 3.2% in 2017. However, the adoption of IFRS 15 is not expected to have a significant impact on profit from operations in the long-term.

IFRS 15 is mandatory for financial years commencing on or after January 1, 2018. The standard permits either a full retrospective or a modified retrospective approach for the adoption. The Group has finished the upgrade of the accounting systems and the processes of the business, and adopted the IFRS 15 from January 1, 2018 with modified retrospective approach.

40POSSIBLE IMPACT OF AMENDMENTS, NEW STANDARDS, INTERPRETATIONS AND DISCLOSURES ISSUED BUT NOT YET EFFECTIVE FOR THE YEAR ENDED DECEMBER 31, 2017 (CONTINUED)

IFRS 16 “Leases”

IFRS 16 will result in almost all leases being recognized on the balance sheets, as the distinction between operating and finance leases is removed. Under the new standard, an asset (the right to use the leased item) and a financial liability to pay rentals are recognized. The only exceptions are short-term andlow-value leases. This accounting treatment is significantly different from the lessee accounting for leases that are classified as operating leases under the predecessor standard, IAS 17. The accounting for lessors will not significantly change.

Upon preliminary evaluation, given that the Group leases certain telecommunications facilities for time periods longer than a year, the application of IFRS 16 “Leases” in 2019 is expected to have impact on the Group’s consolidated financial statements to certain extent because present values of lease liabilities and leased assets will be recorded on the balance sheets when the standard is applied. Accordingly, the Group expects a corresponding increase in its assets and liabilities. In addition, related operating lease expenses will be reclassified as depreciation and finance costs.

IFRS 16 is mandatory for financial years commencing on or after January 1, 2019. At this stage, the Group does not intend to adopt the standard before its effective date.

Management is assessing the impact of the restsuch new standards and amendments to standards and will adopt the relevant standards and amendments to standards in the subsequent periods as required.

4143

CONDENSED FINANCIAL INFORMATION OF THE COMPANY

 

 (a)

Condensed statements of comprehensive income

 

  2017   2016   2015 
  Million   Million   Million   2020   2019   2018 
  Million   Million   Million 

Dividend income

   111,490    49,080    43,848    61,401    53,475    60,044 

Operating expenses

   (77   (71   (77   (70   (70   (67

Interest income

   23    11    25 

Other (losses)/gains

   (87   57    61 

Finance costs

   (2   (3   (3
  

 

   

 

   

 

 

Interest and other income

   17    38    41 

Other gains

   —      77    250 
  

 

   

 

   

 

 

Profit before taxation

   111,347    49,074    43,854    61,348    53,520    60,268 

Taxation

   (14   (1   —      (4   (9   —   
  

 

   

 

   

 

   

 

   

 

   

 

 

PROFIT FOR THE YEAR

   111,333    49,073    43,854    61,344    53,511    60,268 

Other comprehensive income for the year

   —      —      —      —      —      —   
  

 

   

 

   

 

 
  

 

   

 

   

 

 

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

   111,333    49,073    43,854    61,344    53,511    60,268 
  

 

   

 

   

 

   

 

   

 

   

 

 

4143

CONDENSED FINANCIAL INFORMATION OF THE COMPANY (CONTINUED)

 

 (b)

Condensed balance sheets

 

  As of
December 31,
2017
   As of
December 31,
2016
   As of   As of 
  Million   Million   December 31, 2020   December 31, 2019 
  Million   Million 

Non-current assets

   490,256    487,290    494,236    492,759 

Current assets

   2,718    2,144    2,183    2,262 

Current liabilities

   3,658    5,415    4,669    5,121 

Non-current liabilities

   —      —      —      —   

NET ASSETS

   489,316    484,019    491,750    489,900 
  

 

   

 

 
  

 

   

 

 

TOTAL EQUITY

   489,316    484,019    491,750    489,900 
  

 

   

 

   

 

   

 

 

In the Company’s balance sheets, an investment in a subsidiary is stated at cost less impairment losses. The results of subsidiaries are accounted for by the Company on the basis of dividends received and receivable.

 

 (c)

Condensed statements of cash flows

 

  2017   2016   2015   2020   2019   2018 
  Million   Million   Million   Million   Million   Million 

Net cash used in operating activities

   (72   (69   (78
  

 

   

 

   

 

 

Net cash (used)/generated from operating activities

   (96   (156   2 
  

 

   

 

   

 

 

Net cash generated from investing activities

   28,840    12,900    9,760    16,414    14,778    15,792 
  

 

   

 

   

 

   

 

   

 

   

 

 

Net cash used in financing activities

   (28,913   (12,813   (11,964   (16,288   (14,532   (16,331
  

 

   

 

   

 

   

 

   

 

   

 

 

Net increase/(decrease) in cash and cash equivalents

   (145   18    (2,282   30    90    (537

Cash and cash equivalents at beginning of year

   796    753    3,030    310    245    554 

Effect of changes in foreign exchange rate

   (97   25    5    (46   (25   228 
  

 

   

 

   

 

 
  

 

   

 

   

 

 

Cash and cash equivalents at end of year

   554    796    753    294    310    245 
  

 

   

 

   

 

   

 

   

 

   

 

 

 

F-91F-107