Report of Foreign Issuer (6-k)
May 22 2017 - 12:19PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
6-K
Report of
Foreign Private Issuer
Pursuant to Rule
13a-16
or
15d-16
of
the Securities Exchange Act of 1934
For the Month of May 2017
Commission File Number
1-31517
China Telecom Corporation Limited
(Translation of registrants name into English)
31 Jinrong
Street, Xicheng District
Beijing 100033, China
(Address of principal executive offices)
(Indicate by
check mark whether the registrant files or will file annual reports under cover of Form
20-F
or Form
40-F.)
Form
20-F ☒ Form
40-F ☐
(Indicate by check mark if the registrant is submitting the Form
6-K
in paper as permitted by
Regulation
S-T
Rule 101(b)(1): ☐)
(Indicate by check mark if the registrant is
submitting the Form
6-K
in paper as permitted by Regulation
S-T
Rule 101(b)(7): ☐)
(Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information
to the Commission pursuant to
Rule 12g3-2(b)
under the Securities Exchange Act of 1934.)
Yes ☐ No ☒
(If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule
12g3-2(b):82- .)
EXHIBITS
FORWARD-LOOKING STATEMENTS
Certain statements contained in this Form
6-K
may be viewed as forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. These forward-looking statements are, by their nature, subject to significant risks
and uncertainties, and include, without limitation, statements relating to:
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our business and operating strategies and our ability to successfully execute these strategies;
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our network expansion and capital expenditure plans;
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our operations and business prospects;
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the expected benefit of any acquisitions or other strategic transactions;
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our financial condition and results of operations;
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the expected impact of new services on our business, financial condition and results of operations;
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the future prospects of and our ability to integrate acquired businesses and assets;
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the industry regulatory environment as well as the industry outlook generally; and
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future developments in the telecommunications industry in the Peoples Republic of China, or the PRC.
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The words anticipate, believe, could, estimate, expect, intend,
may, plan, seek, will, would and similar expressions, as they relate to us, are intended to identify a number of these forward-looking statements.
These forward-looking statements are subject to risks, uncertainties and assumptions, some of which are beyond our control. In addition, these
forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. We are under no obligation to update these forward-looking statements and do not intend to do so. Actual results may
differ materially from the information contained in the forward-looking statements as a result of a number of factors, including, without limitation, the following:
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any changes in the regulations or policies of the Ministry of Industry and Information Technology (prior to March 2008, the Ministry of Information Industry, or the MII), or the MIIT, and other relevant government
authorities relating to, among other matters:
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the granting and approval of licenses;
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interconnection and settlement arrangements;
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capital investment priorities;
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the provision of telephone and other telecommunications services to rural areas in the PRC;
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the convergence of television broadcast, telecommunications and Internet access networks, or three-network convergence; and
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spectrum and numbering resources allocation;
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the effects of competition on the demand for and price of our services;
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any potential further restructuring or consolidation of the PRC telecommunications industry;
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changes in the PRC telecommunications industry as a result of the issuance of the fourth generation mobile telecommunications, or 4G, licenses by the MIIT;
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the development of new technologies and applications or services affecting the PRC telecommunications industry and our current and future business;
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changes in political, economic, legal and social conditions in the PRC, including changes in the PRC governments specific policies with respect to foreign investment in and entry by foreign companies into the PRC
telecommunications industry, economic growth, inflation, foreign exchange and the availability of credit;
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results and effects of any investigation by the relevant PRC regulatory authorities; and
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the development of our mobile business is dependent on the Tower Company.
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Please also see the
Risk Factors section of the Companys latest Annual Report on Form
20-F,
as filed with the Securities and Exchange Commission.
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
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CHINA TELECOM CORPORATION LIMITED
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Date: May 22, 2017
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By:
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/s/ Yang Jie
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Name:
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Yang Jie
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Title:
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Chairman and Chief Executive Officer
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4
Exhibit 1.1
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no
representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
China Telecom Corporation Limited
(A joint stock limited company incorporated in the Peoples Republic of China with limited liability)
(Stock Code: 728)
RESIGNATION OF EXECUTIVE VICE PRESIDENT AND
WITHDRAWAL OF ORDINARY RESOLUTION NUMBERED 4.5 IN THE ANNUAL
GENERAL MEETING IN RELATION TO THE ELECTION OF HIM AS A DIRECTOR
The board of Directors (the Board) of China Telecom Corporation Limited (the Company) announces that due to personal reason,
Mr. Zhen Caiji has resigned from his position as an Executive Vice President of the Company with effect from 22 May 2017. Mr. Zhen has confirmed that he has no disagreement with the Board and there are no any other matters in relation to
his resignation that should be brought to the attention of the shareholders of the Company.
In light of the above circumstances, the Board has resolved
to withdraw the nomination of Mr. Zhen Caiji for election as a member of the sixth session of the Board. As a result, the ordinary resolution numbered 4.5 in relation to the election of Mr. Zhen Caiji as a director of the Company as set
out in the circular in respect of, among other things, the proposed election of directors, the notice of annual general meeting (Notice of AGM) and the form of proxy published by the Company on 6 April 2017 will be withdrawn and the
aforesaid resolution will not be put forward for voting at the annual general meeting (AGM) of the Company to be held on 23 May 2017. All other resolutions contained in the Notice of AGM and the form of proxy shall continue to be
proposed at the AGM. The date, time and venue for holding the AGM remain unchanged.
Those forms of proxy already lodged by shareholders remain valid
except that no poll will be conducted or counted for the ordinary resolution numbered 4.5.
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By Order of the Board
China Telecom Corporation Limited
Ke Ruiwen Wong Yuk Har
Joint Company Secretaries
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Beijing, PRC, 22 May 2017
As at the date of this announcement, the Board of Directors of the Company consists of Mr. Yang Jie (as the chairman and chief executive officer);
Mr. Yang Xiaowei (as the president and chief operating officer), Mr. Ke Ruiwen and Mr. Sun Kangmin (all as the executive vice presidents); Mr. Tse Hau Yin, Aloysius, Madam Cha May Lung, Laura, Mr. Xu Erming and Madam Wang
Hsuehming (all as the independent
non-executive
directors).
A-1
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