SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
(Rule 13d-101. Information to be Included in Statements Filed Pursuant to
§ 240.13d-1(a) and Amendments Thereto Filed
Pursuant to § 240.13d-2(a))
Under the Securities Exchange Act of 1934
(Amendment No. 3)
China Unicom (Hong Kong) Limited
(Name of Issuer)
Ordinary Shares, Par Value HK$0.10 Per Share
(Title of Class of Securities)
16945R 10 4
(CUSIP Number)
Chu Ka Yee
China Unicom (Hong Kong) Limited
75
th
Floor, The Center
99 Queens Road Central
Hong Kong
Telephone: (+852) 2121 3220
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
January 6,
2009
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the
acquisition which is the subject of this Schedule 13D and is filing this schedule because of §§
240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
o
TABLE OF CONTENTS
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1.
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NAME OF REPORTING
PERSON
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CHINA UNITED NETWORK
COMMUNICATIONS
GROUP
COMPANY
LIMITED
(1)
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(A)
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(B)
o
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS:
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OO
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5.
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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6.
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CITIZENSHIP OR PLACE OF
ORGANIZATION:
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PEOPLES
REPUBLIC
OF
CHINA
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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7.
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SOLE VOTING POWER:
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None
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8.
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SHARED VOTING POWER:
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16,733,353,135
(2)
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9.
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SOLE DISPOSITIVE POWER:
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None
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10.
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SHARED DISPOSITIVE POWER:
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16,733,353,135
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED
BY
EACH REPORTING PERSON:
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16,733,353,135
(2)
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12.
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11)
EXCLUDES CERTAIN SHARES
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o
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN
ROW (11):
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70.4%
(2)
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14.
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TYPE OF REPORTING PERSON:
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CO
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(1)
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Formerly known as China United Telecommunications Corporation.
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(2)
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Includes (i) 9,725,000,020 Unicom Shares held by China Unicom
(BVI) Limited, a company incorporated in the British Virgin Islands
(
Unicom BVI
), and (ii) 7,008,353,115 Unicom Shares held by China
Netcom Group Corporation (BVI) Limited, a company incorporated in the
British Virgin Islands (
Netcom BVI
) (including one Unicom Share
held by CNC Cayman Limited, a wholly-owned subsidiary of Netcom BVI
incorporated in the Cayman Islands (
CNC Cayman
)).
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2
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1.
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NAME OF REPORTING
PERSON
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CHINA
UNITED
TELECOMMUNICATIONS
CORPORATION LIMITED
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(A)
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(B)
o
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS:
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OO
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5.
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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o
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6.
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CITIZENSHIP OR PLACE OF
ORGANIZATION:
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PEOPLES
REPUBLIC
OF
CHINA
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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7.
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SOLE VOTING POWER:
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None
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8.
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SHARED VOTING POWER:
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16,733,353,135
(1)
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9.
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SOLE DISPOSITIVE POWER:
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None
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10.
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SHARED DISPOSITIVE POWER:
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9,725,000,020
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED
BY
EACH REPORTING PERSON:
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16,733,353,135
(1)
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12.
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11)
EXCLUDES CERTAIN SHARES
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o
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN
ROW (11):
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70.4%
(1)
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14.
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TYPE OF REPORTING PERSON:
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CO
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(1)
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Includes (i) 9,725,000,020 Unicom Shares held by Unicom BVI and (ii) 7,008,353,115 Unicom Shares held by Netcom BVI (including one Unicom Share held by
CNC Cayman) as to which the Reporting Person may be deemed to be the beneficial owner due to its
beneficial ownership interest in Unicom BVI and the formation of a group (as defined in Rule 13d-5(b)(1)
under the Securities Exchange Act of 1934, as amended
(the
Exchange Act
)) between Unicom BVI and Netcom BVI as a result of the Concert Party Agreement as described in Items 3
and 4 of the Schedule 13D. The
Reporting Person disclaims beneficial ownership of the 7,008,353,115 Unicom Shares held by Netcom BVI.
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3
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1.
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NAME OF REPORTING
PERSON
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CHINA
UNICOM (BVI)
LIMITED
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(A)
x
(B)
o
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS:
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OO
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5.
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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o
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6.
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CITIZENSHIP OR PLACE OF
ORGANIZATION:
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BRITISH VIRGIN
ISLANDS
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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7.
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SOLE VOTING POWER:
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None
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8.
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SHARED VOTING POWER:
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16,733,353,135
(1)
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9.
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SOLE DISPOSITIVE POWER:
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None
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10.
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SHARED DISPOSITIVE POWER:
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9,725,000,020
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED
BY
EACH REPORTING PERSON:
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16,733,353,135
(1)
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12.
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11)
EXCLUDES CERTAIN SHARES
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o
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11):
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70.4%
(1)
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14.
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TYPE OF REPORTING PERSON:
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CO
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(1)
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Includes (i) 9,725,000,020 Unicom Shares held by the Reporting Person and (ii) 7,008,353,115 Unicom Shares held by Netcom BVI (including one Unicom Share held by CNC Cayman) as to which the Reporting Person may be deemed to have acquired beneficial ownership due to the formation of a group (as defined in Rule 13d-5(b)(1) under the Exchange Act) between the Reporting Person and Netcom BVI as a result of the Concert Party Agreement as described in Items 3 and 4 of the Schedule 13D.
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4
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1.
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NAME OF REPORTING
PERSON
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CHINA
NETCOM
GROUP
CORPORATION (BVI)
LIMITED
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(A)
x
(B)
o
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS:
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OO
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5.
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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o
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6.
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CITIZENSHIP OR PLACE OF
ORGANIZATION:
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BRITISH VIRGIN
ISLANDS
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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7.
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SOLE VOTING POWER:
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None
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8.
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SHARED VOTING POWER:
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16,733,353,135
(1)
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9.
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SOLE DISPOSITIVE POWER:
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None
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10.
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SHARED DISPOSITIVE POWER:
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7,008,353,115
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED
BY
EACH REPORTING PERSON:
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16,733,353,135
(1)
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12.
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CHECK IF THE AGGREGATE AMOUNT IN ROW
(11)
EXCLUDES CERTAIN SHARES
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o
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN
ROW (11):
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70.4%
(1)
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14.
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TYPE OF REPORTING PERSON:
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CO
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(1)
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Includes (i) 7,008,353,115 Unicom Shares held by the Reporting Person (including one
Unicom Share held by CNC Cayman) and (ii) 9,725,000,020 Unicom Shares (as defined in Item 1)
held by Unicom BVI as to which the Reporting Person may be deemed to have acquired beneficial
ownership due to the formation of a group (as defined in Rule 13d-5(b)(1) under the Exchange Act)
between Unicom BVI and the Reporting
Person as a result of the Concert Party Agreement as described in Items 3 and 4.
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5
This Amendment No. 3 (
Amendment No. 3
) amends and supplements the disclosures in Item 2 (Identity
and Background), Item 4 (Purpose of the Transaction) and Item 5 (Interest in Securities of the
Issuer) of the Schedule 13D (
Schedule 13D
) filed with the Securities and Exchange Commission on
October 27, 2008, as amended by Amendment No. 1 filed on November 25, 2008 (
Amendment No. 1
) and
Amendment No. 2 filed on December 24, 2008 (
Amendment No. 2
), relating to the ordinary shares of
par value HK$0.10 per share (
Unicom Shares
) of China Unicom (Hong Kong) Limited (formerly known
as China Unicom Limited), a corporation organized under the laws of Hong Kong (
China Unicom
).
Unless specifically amended hereby, the disclosures set forth in the Schedule 13D, as previously
amended, remain unchanged.
Capitalized terms not otherwise defined in this Amendment No. 3 have the meanings given to them in
the Schedule 13D, as previously amended.
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Item 2.
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Identity and Background.
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Item 2 of the Schedule 13D, as previously amended, is hereby further amended and supplemented by
adding the following:
On January 6, 2009, all the conditions under the merger agreement between China United Network
Communications Group Company Limited (
Unicom Group
) (formerly known as China United
Telecommunications Corporation) and Netcom Group in respect of the Proposed Parent Merger as
disclosed in Amendment No. 1 were satisfied and the Proposed Parent Merger has become effective.
As a result of the Proposed Parent Merger, Unicom Group has become the sole surviving entity.
Accordingly, any references to the term Companies as used in the Schedule 13D, as amended, no
longer include Netcom Group from and after January 6, 2009.
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Item 4.
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Purpose of the Transaction
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Item 4 of the Schedule 13D, as previously amended, is hereby further amended and supplemented by
adding the following:
On January 6, 2009, all the conditions under the merger agreement between Unicom Group and Netcom
Group in respect of the Proposed Parent Merger as disclosed in Amendment No. 1 were satisfied and
the Proposed Parent Merger has become effective. As a result of the Proposed Parent Merger, Unicom
Group has assumed all the rights and obligations of Netcom Group, and all the assets, liabilities
and business of Netcom Group have vested in Unicom Group, and, accordingly, Netcom BVI, which holds
7,008,353,115 Unicom Shares (including one Unicom Share held by CNC Cayman), has become a
wholly-owned subsidiary of Unicom Group.
6
As previously disclosed in the Schedule 13D, by virtue of its ownership interest in Unicom BVI and
as a result of the formation of a group between Unicom BVI and Netcom BVI due to the Concert
Party Agreement, Unicom Group may have previously been deemed to have shared power to vote or to
direct the power to vote and to thus have beneficial ownership of the 7,008,353,115 Unicom Shares
held by Netcom BVI. As a result of the completion of the Proposed Parent Merger, Unicom Group, by
virtue of its ownership interest in Netcom BVI, has become the beneficial owner of the
7,008,353,115 Unicom Shares held by Netcom BVI, with both shared power to vote or to direct the
power to vote and shared power to dispose or direct the disposition of these Unicom Shares.
Except as set forth in this Amendment No. 3 and the Schedule 13D, as previously amended, none of
the Companies nor, to the best knowledge of each of the Companies, any of its respective executive
officers or directors has any present plans or proposals that relate to or would result in the
occurrence of any of the following events: (a) the acquisition by any person of additional
securities of China Unicom, or the disposition of securities of China Unicom; (b) an extraordinary
corporate transaction, such as a merger, reorganization or liquidation, involving China Unicom or
any of its subsidiaries; (c) a sale or transfer of a material amount of assets of China Unicom or
any of its subsidiaries; (d) any change in the present board of directors or management of China
Unicom, including any plans or proposals to change the number or term of directors or to fill any
existing vacancies on the board; (e) any material change in the present capitalization or dividend
policy of China Unicom; (f) any other material change in China Unicoms business or corporate
structure; (g) changes in China Unicoms memorandum and articles of association or instruments
corresponding thereto or other actions which may impede the acquisition of control of China Unicom
by any person; (h) causing a class of securities of China Unicom to be delisted from a national
securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system
of a registered national securities association; (i) a class of equity securities of China Unicom
becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j)
any action similar to any of those enumerated above.
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Item 5.
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Interest in Securities of the Issuer.
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Paragraphs (a) and (b) of Item 5 of the Schedule 13D, as previously amended, are hereby further
amended and restated as follows:
(a) Unicom BVI is the registered and beneficial owner of 9,725,000,020 Unicom Shares, representing
40.9% of the total outstanding Unicom Shares. In addition, due to the Concert Party Agreement and
the beneficial ownership of Unicom Shares by Netcom BVI, Unicom BVI and Netcom BVI constitute a
group within the meaning of Section 13(d)(3) of the Exchange Act and Rule 13d-5(b) thereunder,
and, accordingly, Unicom BVI is deemed to have beneficial ownership of the 7,008,353,115 Unicom
Shares held by Netcom BVI (including the one Unicom Share held by CNC Cayman). Thus, Unicom BVI is
deemed to beneficially own in the aggregate 16,733,353,135 Unicom Shares, representing 70.4% of the
total outstanding Unicom Shares.
7
Netcom BVI and CNC Cayman are the registered and beneficial owner of 7,008,353,114 Unicom Shares
and one Unicom Share, respectively, together representing 29.5% of the total outstanding Unicom
Shares. In addition, due to the formation of the above described group with Unicom BVI, Netcom
BVI is deemed to have beneficial ownership of the 9,725,000,020 Unicom Shares held by Unicom BVI.
Thus, Netcom BVI is deemed to beneficially own in the aggregate 16,733,353,135 Unicom Shares,
representing 70.4% of the total outstanding Unicom Shares.
Unicom Group, by virtue of its ownership interest in Unicom BVI and Netcom BVI, beneficially owns
the 9,725,000,020 Unicom Shares held by Unicom BVI and the 7,008,353,115 Unicom Shares held by
Netcom BVI, representing in the aggregate 70.4% of the total outstanding Unicom Shares.
Unicom A Share Company, by virtue of its ownership interest in Unicom BVI, beneficially owns the
9,725,000,020 Unicom Shares held by Unicom BVI, representing 40.9% of the total outstanding Unicom
Shares, and may also be deemed to have beneficial ownership of the 7,008,353,115 Unicom Shares that
are held by Netcom BVI and that are deemed to be beneficially owned by Unicom BVI as a result of
the formation of the above described group between Unicom BVI and Netcom BVI. Thus, Unicom A
Share Company may be deemed to beneficially own in the aggregate 16,733,353,135 Unicom Shares,
representing 70.4% of the total outstanding Unicom Shares.
Each of Unicom Group and the Unicom A Share Company disclaims that it has agreed to act together
with any of the parties to the Concert Party Agreement as a group within the meaning of Section
13(d)(3) of the Exchange Act and Rule 13d-5(b) thereunder, and Unicom A Share Company disclaims
beneficial ownership of the 7,008,353,115 Unicom Shares held by Netcom BVI.
The aggregate numbers and percentages of Unicom Shares beneficially owned by each of the executive
officers and directors of each of the Companies are set forth in Schedule II.
(b) Each of Unicom BVI and Netcom BVI may be deemed to have the shared power to vote or to
direct the voting of the 16,733,353,135 Unicom Shares that are deemed to be beneficially owned by each of
them and by Unicom Group and that may be deemed to be beneficially owned by the Unicom A Share
Company. Unicom BVI may be deemed to have the shared power to dispose or direct the disposition of
the 9,725,000,020 Unicom Shares registered in its name. Netcom BVI, by virtue of being the
registered holder of 7,008,353,114 Unicom Shares and its ownership of CNC Cayman, which is the
registered holder of one Unicom Shares, may be deemed to have the shared power to direct the
disposition of the 7,008,353,114 Unicom Shares registered in the name of Netcom BVI and the one
Unicom Share registered in the name of CNC Cayman.
8
Unicom Group, by virtue of its ownership of Unicom BVI and Netcom BVI, may be deemed to have the
shared power to direct the voting and disposition of the 9,725,000,020 Unicom Shares registered in
the name of Unicom BVI and the 7,008,353,114 Unicom Shares registered in the name of Netcom BVI and
the one Unicom Share registered in the name of CNC Cayman.
Unicom A Share Company, by virtue of its ownership of Unicom BVI, may be deemed to have the shared
power to direct the voting of the 16,733,353,135 Unicom Shares deemed to be beneficially owned by
Unicom BVI and to direct the disposition of the 9,725,000,020 Unicom Shares registered in the name
of Unicom BVI.
Unless otherwise indicated, each executive officer or director of each of the Companies listed in
Schedule II has the sole power to vote or dispose or to direct the vote or disposition of the
Unicom Shares that he or she beneficially owns or shares such powers with his or her spouse.
Furthermore, Item 5 of the Schedule 13D, as previously amended, is hereby further amended and
supplemented by (i) amending and restating Schedule I to reflect changes in the information set
forth therein resulting from the completion of the Proposed Parent Merger, (ii) amending and
restating Schedule II to reflect changes in the information set forth therein resulting from, among
other things, the completion of the Proposed Parent Merger and certain options becoming exercisable
within 60 days from January 6, 2009 in accordance with the applicable option plans and (iii)
amending and restating paragraphs (c) and (d) as follows:
(c) Except as set forth in the Schedule 13D, as previously amended, and as further amended
and supplemented by this Amendment No. 3, and Schedule II, neither any of the Companies nor, to the
best knowledge of each of the Companies, any of its respective executive officers and directors
listed on Schedule I, beneficially owns or has effected any transactions in the Unicom Shares
during the past 60 days.
(d) Except as set forth in the Schedule 13D, as previously amended, and as further amended
and supplemented by this Amendment No. 3, and Schedule II, neither any of the Companies nor, to the
best knowledge of each of the Companies, any of its respective executive officers and directors
listed on Schedule I, has the right to receive or the power to direct the receipt of dividends
from, or the proceeds of sale, of the Unicom Shares.
9
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Item 7.
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Material To Be Filed As Exhibits.
|
Item 7 of the Schedule 13D, as previously amended, is hereby amended by adding the following
exhibits:
Exhibit F:
Agreement of Merger through Absorption of China Network Communications Group Corporation by China
United Network Communications Group Company Limited, dated January 6, 2009, by and between Unicom
Group and Netcom Group (English translation)
Exhibit G:
Joint Filing Agreement, dated January 14, 2009, by and among Unicom Group, Unicom A Share
Company, Unicom BVI and Netcom BVI
10
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information
set forth in this statement is true, complete and correct.
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China United Network
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China United Telecommunications
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Communications Group Company
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Corporation Limited
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Limited
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By:
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/s/ Chang Xiaobing
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By:
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/s/ Chang Xiaobing
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Name:
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Chang Xiaobing
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Name:
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Chang Xiaobing
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Title:
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Chairman
|
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Title:
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Chairman
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Date:
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January 14, 2009
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|
Date:
|
|
January 14, 2009
|
|
|
|
|
|
|
|
|
|
|
|
China Unicom (BVI) Limited
|
|
China Netcom Group Corporation
|
|
|
|
|
|
|
(BVI) Limited
|
|
|
|
By:
|
|
/s/ Chang Xiaobing
|
|
By:
|
|
/s/ Zuo Xunsheng
|
|
|
|
|
|
|
|
|
|
Name:
|
|
Chang Xiaobing
|
|
|
|
Name:
|
|
Zuo Xunsheng
|
|
|
Title:
|
|
Director
|
|
|
|
Title:
|
|
Director
|
|
|
Date:
|
|
January 14, 2009
|
|
|
|
Date:
|
|
January 14, 2009
|
11
Schedule I
Executive Officers and Directors of the Companies
The following is a list of all executive officers and directors of each of the Companies and
certain other information with respect to each executive officer and director. Unless otherwise
indicated, each of Unicom Groups executive officers and directors business address is 21
Financial Street, Xicheng District, Beijing, the PRC; each of Unicom A Share Companys executive
officers or directors business address is 29
th
Floor, Lian Tong Tower, 1033 Chang Ning
Road, Shanghai 200050, the PRC; each of Unicom BVIs executive officers or directors business
address is 75
th
Floor, the Center, 99 Queens Road Central, Hong Kong, the PRC; and each
of Netcom BVIs executive officers or directors business address is 21 Financial Street, Xicheng
District, Beijing, the PRC.
Executive Officers and Directors of Unicom Group
|
|
|
|
|
|
|
|
|
Principal Occupation
|
|
Name and Address of
|
|
|
|
|
or Employment
|
|
Corporation or Employment/
|
|
|
Name
|
|
at the Companies
|
|
Organization in Which Employed
|
|
Citizenship
|
|
|
|
|
|
|
|
Chang Xiaobing
|
|
Chairman
|
|
|
|
PRC
|
|
Tong Jilu
|
|
Director and Vice
President
|
|
|
|
PRC
|
|
Li Gang
|
|
Director and Vice
President
|
|
|
|
PRC
|
|
Zhang Junan
|
|
Director and Vice
President
|
|
|
|
PRC
|
|
Jiang Peihua
|
|
Director
|
|
General Manger China United
Network Communications Group
Company Limited Beijing
Branch
|
|
PRC
|
|
|
|
|
|
|
|
|
|
|
|
No. 9-1, Road Yangfangdian,
Haidian District, Beijing
100036, the PRC
|
|
|
|
Dong Qunke
|
|
Director
|
|
Director China Resources
Investment & Asset Management
Co., Ltd.
|
|
PRC
|
|
|
|
|
|
|
|
|
|
|
|
44th Floor, China Resources
Building, 26 Harbour Road, Wanchai, Hong Kong
|
|
|
|
Li Xiong
|
|
Director
|
|
General Manager CITIC Guoan
Communications Company Ltd.
|
|
PRC
|
|
|
|
|
|
|
|
|
|
|
|
4th Floor, Guoan Building,
No. 1, Guandongdian North
Street, Chaoyang District,
Beijing 100020, the PRC
|
|
|
|
Zhang Dongchen
|
|
Director
|
|
Chairman China
Communications System Co.,
Ltd.
|
|
PRC
|
|
|
|
|
|
|
|
|
|
|
|
9#Building, Area 2, No.188,
Nansihuan West Rd., Fengtai
Dist., Beijing 100070, the
PRC
|
|
|
|
Executive Officers and Directors of Unicom A Share Company
|
|
|
|
|
|
|
|
|
Principal Occupation
|
|
Name and Address of
|
|
|
|
|
or Employment
|
|
Corporation or Employment/
|
|
|
Name
|
|
at the Companies
|
|
Organization in Which Employed
|
|
Citizenship
|
|
|
|
|
|
|
|
Chang Xiaobing
|
|
Chairman
|
|
|
|
PRC
|
|
Tong Jilu
|
|
Director
|
|
|
|
PRC
|
|
Lu Jianguo
|
|
Director
|
|
|
|
PRC
|
|
Liu Yunjie
|
|
Director
|
|
|
|
PRC
|
|
Zhang Jian
|
|
Director and Vice
President
|
|
|
|
PRC
|
|
Gao Shangquan
|
|
Independent Director
|
|
President China Society of Economic Reform
|
|
PRC
|
|
|
|
|
|
|
|
|
|
|
|
4, Zhaojunmiao, Haidian District, Beijing
100081, the PRC
|
|
|
|
Chen Xiaoyue
|
|
Independent Director
|
|
Professor Tsinghua University School of
Economics and Management
|
|
PRC
|
|
|
|
|
|
|
|
|
|
|
|
Tsinghua University, Haidian District,
Beijing 100084, the PRC
|
|
|
|
Chen Junliang
|
|
Independent Director
|
|
Professor Beijing University of Post and
Telecommunications
|
|
PRC
|
|
|
|
|
|
|
|
|
|
|
|
Post 206, Beijing University of Post and
Telecommunications, Beijing 100088, the PRC
|
|
|
|
Wang Chenguang
|
|
Independent Director
|
|
Dean Tsinghua University Law School
|
|
PRC
|
|
|
|
|
|
|
|
|
|
|
|
Tsinghua University, Haidian
District, Beijing 100084, the PRC
|
|
|
|
Zhao Chuanli
|
|
Supervisor
|
|
|
|
PRC
|
|
Tang Fuxin
|
|
Supervisor
|
|
|
|
PRC
|
|
Zhang Baoying
|
|
Board Secretary
|
|
|
|
PRC
|
|
Schedule I - 2
Executive Officers and Directors of Unicom BVI
|
|
|
|
|
|
|
|
|
Principal Occupation
|
|
Name and Address of
|
|
|
|
|
or Employment
|
|
Corporation or Employment/
|
|
|
Name
|
|
at the Companies
|
|
Organization in Which Employed
|
|
Citizenship
|
|
|
|
|
|
|
|
Chang Xiaobing
|
|
Director
|
|
|
|
PRC
|
|
Li Qiuhong
|
|
Director
|
|
|
|
PRC
|
|
Executive Officers and Directors of Netcom BVI
|
|
|
|
|
|
|
|
|
Principal Occupation
|
|
Name and Address of
|
|
|
|
|
or Employment
|
|
Corporation or Employment/
|
|
|
Name
|
|
at the Companies
|
|
Organization in Which Employed
|
|
Citizenship
|
|
|
|
|
|
|
|
Zuo Xunsheng
|
|
Director
|
|
|
|
PRC
|
|
Li Fushen
|
|
Director
|
|
|
|
PRC
|
|
Schedule I - 3
Schedule II
Beneficial Ownership of Executive Officers and Directors
The percentages of Unicom Shares outstanding provided in the tables below are based on
23,767,925,322 Unicom Shares outstanding as of January 6, 2009; provided that Unicom Shares
issuable upon exercise of options that are exercisable within 60 days of January 6, 2009 are
considered outstanding for the purpose of calculating the percentage of outstanding Unicom Shares
held by such individual, but not for the purpose of calculating the percentage of outstanding
Unicom Shares held by any other individual.
Beneficial Ownership of Unicom Shares of Executive Officers and Directors of Unicom Group
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unicom Shares Beneficially Owned
|
|
|
Total Number of Unicom
|
|
|
|
|
|
|
|
|
|
Aggregate
|
|
|
|
|
|
|
Shares Covered by
|
|
|
|
|
|
|
|
|
|
Number of Unicom
|
|
|
|
|
|
|
Options in Unicom
|
|
|
Option Expiration
|
|
|
Option Exercise
|
|
Name
|
|
Shares
(1)
|
|
|
Percentage
|
|
|
Shares
(2),(3)
|
|
|
Date
|
|
|
Price
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chang Xiaobing
|
|
|
1,272,000
|
|
|
|
0.0054
|
%
|
|
|
526,000
|
|
|
December 20, 2010
|
|
HK$6.20
|
|
|
|
|
|
|
|
|
|
|
|
746,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,272,000
|
|
|
|
|
|
|
|
|
|
|
Tong Jilu
|
|
|
916,000
|
(4)
|
|
|
0.0039
|
%
|
|
|
292,000
|
|
|
June 22, 2010
|
|
HK$15.42
|
|
|
|
|
|
|
|
|
|
|
|
92,000
|
|
|
July 19, 2010
|
|
HK$5.92
|
|
|
|
|
|
|
|
|
|
|
|
460,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
|
|
|
|
|
|
|
|
|
|
32,000
|
(5)
|
|
July 19, 2010
|
|
HK$5.92
|
|
|
|
|
|
|
|
|
|
|
|
40,000
|
(5)
|
|
February 14, 2012
|
|
HK$6.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
916,000
|
|
|
|
|
|
|
|
|
|
|
Li Gang
|
|
|
460,000
|
|
|
|
0.0019
|
%
|
|
|
460,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
Zhang Junan
|
|
|
460,000
|
|
|
|
0.0019
|
%
|
|
|
460,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
Jiang Peihua
|
|
|
207,600
|
|
|
|
0.0009
|
%
|
|
|
1,600
|
|
|
June 21, 2010
|
|
HK$15.42
|
|
|
|
|
|
|
|
|
|
|
|
206,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
207,600
|
|
|
|
|
|
|
|
|
|
|
Dong Qunke
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
Li Xiong
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
Zhang Dongchen
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
None of the executive officers and directors of Unicom Group owns any Unicom Shares.
The total number of Unicom Shares beneficially owned by such executive officers and directors
reflects Unicom Shares issuable upon exercise of options that are exercisable as of January 6,
2009 and will become exercisable within 60 days following January 6, 2009.
|
|
(2)
|
|
Each option gives the holder the right to purchase one Unicom Share.
|
|
(3)
|
|
Comprised of all Unicom Shares underlying options, including Unicom Shares issuable
upon exercise of options that are exercisable as of January 6, 2009 and will become
exercisable within 60 days following January 6, 2009 and which have also been reflected in the
column Aggregate Number of Unicom Shares.
|
|
(4)
|
|
Includes 72,000 Unicom Shares beneficially owned by his spouse, with whom he shares
the power to vote or dispose or to direct the vote or to direct the disposition.
|
|
(5)
|
|
Options of China Unicom beneficially owned by his spouse.
|
Beneficial Ownership of Unicom Shares of Executive Officers and Directors of Unicom A Share
Company
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unicom Shares Beneficially Owned
|
|
|
Total Number of Unicom
|
|
|
|
|
|
|
|
|
|
Aggregate
|
|
|
|
|
|
|
Shares Covered by
|
|
|
|
|
|
|
|
|
|
Number of Unicom
|
|
|
|
|
|
|
Options in Unicom
|
|
|
Option Expiration
|
|
|
Option Exercise
|
|
Name
|
|
Shares
(1)
|
|
|
Percentage
|
|
|
Shares
(2),(3)
|
|
|
Date
|
|
|
Price
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chang Xiaobing
|
|
|
1,272,000
|
|
|
|
0.0054
|
%
|
|
|
526,000
|
|
|
December 20, 2010
|
|
HK$6.20
|
|
|
|
|
|
|
|
|
|
|
|
746,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,272,000
|
|
|
|
|
|
|
|
|
|
|
Tong Jilu
|
|
|
916,000
|
(4)
|
|
|
0.0039
|
%
|
|
|
292,000
|
|
|
June 22, 2010
|
|
HK$15.42
|
|
|
|
|
|
|
|
|
|
|
|
92,000
|
|
|
July 19, 2010
|
|
HK$5.92
|
|
|
|
|
|
|
|
|
|
|
|
460,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
|
|
|
|
|
|
|
|
|
|
32,000
|
(5)
|
|
July 19, 2010
|
|
HK$5.92
|
|
|
|
|
|
|
|
|
|
|
|
40,000
|
(5)
|
|
February 14, 2012
|
|
HK$6.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
916,000
|
|
|
|
|
|
|
|
|
|
|
Lu Jianguo
|
|
|
1,044,600
|
|
|
|
0.0044
|
%
|
|
|
292,600
|
|
|
June 21, 2010
|
|
HK$15.42
|
|
|
|
|
|
|
|
|
|
|
|
292,000
|
|
|
July 19, 2010
|
|
HK$5.92
|
|
|
|
|
|
|
|
|
|
|
|
460,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,044,600
|
|
|
|
|
|
|
|
|
|
|
Liu Yunjie
|
|
|
148,600
|
|
|
|
0.0006
|
%
|
|
|
148,600
|
|
|
June 21, 2010
|
|
HK$15.42
|
|
Zhang Jian
|
|
|
198,000
|
|
|
|
0.0008
|
%
|
|
|
198,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
Gao Shangquan
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
Chen Xiaoyue
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
Schedule II - 2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unicom Shares Beneficially Owned
|
|
|
Total Number of Unicom
|
|
|
|
|
|
|
|
|
|
Aggregate
|
|
|
|
|
|
|
Shares Covered by
|
|
|
|
|
|
|
|
|
|
Number of Unicom
|
|
|
|
|
|
|
Options in Unicom
|
|
|
Option Expiration
|
|
|
Option Exercise
|
|
Name
|
|
Shares
(1)
|
|
|
Percentage
|
|
|
Shares
(2),(3)
|
|
|
Date
|
|
|
Price
|
|
Chen Junliang
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
Wang Chenguang
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
Zhao Chuanli
|
|
|
220,400
|
|
|
|
0.0009
|
%
|
|
|
24,400
|
|
|
June 21, 2010
|
|
HK$15.42
|
|
|
|
|
|
|
|
|
|
|
|
196,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
220,400
|
|
|
|
|
|
|
|
|
|
|
Tang Fuxin
|
|
|
164,000
|
|
|
|
0.0007
|
%
|
|
|
164,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
Zhang Baoying
|
|
|
312,000
|
(6)
|
|
|
0.0013
|
%
|
|
|
16,000
|
|
|
May 20, 2009
|
|
HK$4.30
|
|
|
|
|
|
|
|
|
|
|
|
90,000
|
|
|
June 22, 2010
|
|
HK$15.42
|
|
|
|
|
|
|
|
|
|
|
|
50,000
|
|
|
July 19, 2010
|
|
HK$5.92
|
|
|
|
|
|
|
|
|
|
|
|
150,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
306,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
Other than Zhang Baoying, who beneficially owns 6,000 Unicom
Shares, none of the executive officers and directors of the Unicom A Share Company owns any
Unicom Shares, and the total number of Unicom Shares beneficially owned by such executive officers
and directors reflects Unicom Shares issuable upon exercise of options that are exercisable as
of January 6, 2009 and will become exercisable within 60 days following January 6, 2009.
|
|
(2)
|
|
Each option gives the holder the right to purchase one Unicom Share.
|
|
(3)
|
|
Comprised of all Unicom Shares underlying options, including Unicom Shares issuable
upon exercise of options that are exercisable as of January 6, 2009 and will become
exercisable within 60 days following January 6, 2009 and which have also been reflected in the
column Aggregate Number of Unicom Shares.
|
|
(4)
|
|
Includes 72,000 Unicom Shares beneficially owned by his spouse, with whom he shares
the power to vote or dispose or to direct the vote or to direct the disposition.
|
|
(5)
|
|
Options of China Unicom beneficially owned by his spouse.
|
|
(6)
|
|
Includes 6,000 Unicom Shares beneficially owned by him.
|
Schedule II - 3
Beneficial Ownership of Unicom Shares of Executive Officers and Directors of Unicom BVI
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Number of
|
|
|
|
|
|
|
|
|
Unicom Shares Beneficially Owned
|
|
|
Unicom Shares
|
|
|
|
|
|
|
|
|
Aggregate
|
|
|
|
|
|
|
Covered by Options
|
|
|
|
|
|
|
|
|
Number of Unicom
|
|
|
|
|
|
|
in Unicom
|
|
|
|
|
|
|
Name
|
|
Shares
(1)
|
|
|
Percentage
|
|
|
Shares
(2),(3)
|
|
|
Option Expiration Date
|
|
|
Option Exercise Price
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chang Xiaobing
|
|
|
1,272,000
|
|
|
|
0.0054
|
%
|
|
|
526,000
|
|
|
December 20, 2010
|
|
HK$6.20
|
|
|
|
|
|
|
|
|
|
|
|
746,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,272,000
|
|
|
|
|
|
|
|
|
|
|
Li Qiuhong
|
|
|
688,400
|
|
|
|
0.0029
|
%
|
|
|
204,400
|
|
|
June 21, 2010
|
|
HK$15.42
|
|
|
|
|
|
|
|
|
|
|
|
204,000
|
|
|
July 19, 2010
|
|
HK$5.92
|
|
|
|
|
|
|
|
|
|
|
|
280,000
|
|
|
February 14, 2012
|
|
HK$6.35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
688,400
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
None of the executive officers and directors of Unicom BVI owns any Unicom Shares.
The total number of Unicom Shares beneficially owned by such executive officers and directors
reflects Unicom Shares issuable upon exercise of options that are exercisable as of January 6,
2009 and will become exercisable within 60 days following January 6, 2009.
|
|
(2)
|
|
Each option gives the holder the right to purchase one Unicom Share.
|
|
(3)
|
|
Comprised of all Unicom Shares underlying options, including Unicom Shares issuable
upon exercise of options that are exercisable as of January 6, 2009 and will become
exercisable within 60 days following January 6, 2009 and which have also been reflected in the
column Aggregate Number of Unicom Shares.
|
Beneficial Ownership of Unicom Shares of Executive Officers and Directors of Netcom BVI
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Number of
|
|
|
|
|
|
|
|
|
|
Unicom Shares Beneficially Owned
|
|
|
Unicom Shares
|
|
|
|
|
|
|
|
|
|
Aggregate
|
|
|
|
|
|
|
Covered by Options
|
|
|
|
|
|
|
|
|
|
Number of Unicom
|
|
|
|
|
|
|
in Unicom
|
|
|
Option Expiration
|
|
|
Option Exercise
|
Name
|
|
Shares
(1)
|
|
|
Percentage
|
|
|
Shares
(2),(3)
|
|
|
Date
|
|
|
Price
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Zuo Xunsheng
|
|
|
0
|
|
|
|
0
|
|
|
|
686,894
|
|
|
November 16, 2010
|
|
HK$5.57
|
|
Li Fushen
|
|
|
0
|
|
|
|
0
|
|
|
|
723,840
|
|
|
November 16, 2010
|
|
HK$5.57
|
|
|
|
|
(1)
|
|
None of the executive officers and directors of Netcom BVI owns any Unicom Shares.
|
|
(2)
|
|
Each option gives the holder the right to purchase one Unicom Share.
|
|
(3)
|
|
Comprised of all Unicom Shares underlying options, including Unicom Shares issuable
upon exercise of options that are exercisable as of January 6, 2009 and will become
exercisable within 60 days following January 6, 2009 and which have also been reflected in the
column Aggregate Number of Unicom Shares.
|
Schedule II - 4
China Unicom (NYSE:CHU)
Historical Stock Chart
From May 2024 to Jun 2024
China Unicom (NYSE:CHU)
Historical Stock Chart
From Jun 2023 to Jun 2024