Investment holding companyInvestment holding companyInvestment holding company0.010.01falseFYCHINA MOBILE LTD /ADR/0001117795--12-31CNCNNONEtrue0000000000Charges for use of tower assets include the non-lease components charges (maintenance, certain ancillary facilities usage and related support services) for use of telecommunications towers and variable lease payments not based on an index or a rate, which are recorded in profit or loss as incurred.For the year ended December 31, 2021, short-term lease payments and lease payments of low-value assets amounted to RMB6,576 million (2020: RMB4,462 million; 2019: RMB6,757 million), and variable lease payments not based on an index or a rate, which are recorded in profit or loss as incurred, amounted to RMB7,160 million (2020: RMB7,770 million; 2019: RMB8,186 million).Charges for use of lines and network assets and other assets mainly include the non-lease components charges and the lease components charges for lease contracts that are exempted from recognition of right-of-use assets and lease liabilities, such as short-term lease payments, lease payments of low-value assets and variable lease payments not based on an index or a rate, which are recorded in profit or loss as incurred.The provision for Hong Kong profits tax is calculated at 16.5% (2020: 16.5%; 2019: 16.5%) of the estimated assessable profits for the year ended December 31, 2021.The provision for enterprise income tax in the mainland of China and other countries and regions has been calculated on the estimated assessable profits for the year at the rates of taxation prevailing in the regions in which the Group operates. The Company’s subsidiaries operate mainly in the mainland of China. The provision for the PRC enterprise income tax is based on the statutory tax rate of 25% (2020: 25%; 2019: 25%) on the estimated assessable profits determined in accordance with the relevant income tax rules and regulations of the PRC for the year ended December 31, 2021. 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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
 
FORM
20-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, 2021
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
  
Trading Symbol
  
Name of Each Exchange
on Which Registered
None
  
None
  
None
Securities registered or to be registered pursuant to Section 12(g) of the Act:
Ordinary Shares
(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, 2021, 20,475,482,897
ordinary 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             Other  ☐
            by the International Accounting Standards Board   ☒          
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
 
  
 
1
 
 
  
Item 1.
 
  
 
2
 
Item 2.
 
  
 
2
 
Item 3.
 
  
 
2
 
Item 4.
 
  
 
19
 
Item 4A.
 
  
 
43
 
Item 5.
 
  
 
43
 
Item 6.
 
  
 
55
 
Item 7.
 
  
 
59
 
Item 8.
 
  
 
63
 
Item 9.
 
  
 
64
 
Item 10.
 
  
 
64
 
Item 11.
 
  
 
73
 
Item 12.
 
  
 
74
 
 
  
Item 13.
 
  
 
75
 
Item 14.
 
  
 
75
 
Item 15.
 
  
 
75
 
Item 16A.
 
  
 
76
 
Item 16B.
 
  
 
76
 
Item 16C.
 
  
 
76
 
Item 16D.
 
  
 
76
 
Item 16E.
 
  
 
76
 
Item 16F.
 
  
 
76
 
Item 16G.
 
  
 
77
 
Item 16H.
 
  
 
78
 
Item 16I.
 
  
 
78
 
 
  
Item 17.
 
  
 
79
 
Item 18.
 
  
 
79
 
Item 19.
 
  
 
79
 
 
Forward-Looking Statements
This annual report on Form
20-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 fifth generation, or 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 5G and future generations of mobile technologies, including future development in, and availability of, terminals that support our provision of services based on 5G 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 (or China Tower, formerly known as China Communications Facilities Services Corporation Limited);
 
  •  
the expected impact of the implementation in the 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 continued development 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 expected impact of new service offerings on our business, financial condition and results of operations; and
 
  •  
future developments in the telecommunications industry in the mainland of China, including changes in the regulatory and competitive landscape.
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-
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.
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, prospects and the value of our securities.
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 the mainland of China may reduce our market share and decrease our profit margin
.
We may face increasing competition from other telecommunications services providers in the mainland of China. Principal participants in the telecommunications industry in the mainland of China include China Telecom Corporation Limited, or China Telecom, China Unicom (Hong Kong) Limited, or China Unicom, China Broadcasting and us. 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 has been increasing due to market saturation and tariff reduction.
The PRC government has extended favorable regulatory policies to our primary competitors in order to help them become more viable competitors to us. 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 have also entered into strategic cooperation arrangements to promote resource-sharing in certain aspects of business 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 the 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.
In order to adapt to the market changes and as one of our marketing strategies, we may, from time to time, offer promotion 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 and adversely affect our results of 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 the mainland of China, would not have a material adverse effect on our business, financial condition and results of operations.
 
-2-
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 telecommunications business 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.”
Furthermore, the PRC government has 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. 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. As of December 31, 2021, 17 companies had entered into agreements with us for provision of mobile services to
end-customers.
We 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 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 the 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.
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.
In recent years, the telecommunications industry 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 in technologies, services, products and 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. We are thus required to develop and implement leading technologies, offer 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 order to meet the challenges posed by changes in the technology and business models of the telecommunications industry, we have striven to promote the transition from telecommunications services to information 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. We cannot assure you that the measures we are taking in response to those challenges will achieve the results we desire.
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.
 
-3-
As the implementation of our business strategies, as well as the development of new businesses, such as Mobile Internet, Internet of Things, or IoT, Information and Communication Technology, or ICT, Cloud Computing and 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.
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 adverse impact on our revenue and profitability. The PRC government first introduced
the new national policy of “speed upgrade and tariff 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 continuous enhancement of network capacity and increase of network speed, took a series of tariff reduction measures, including but not limited to the launch of an unused data traffic carry-over program for our mobile monthly plans in October 2015, which allows the customers to carry over their monthly plan’s remaining unused data traffic to the following month, preferential Internet dedicated line tariffs for small and medium enterprises since May 2017, cancellation of all handset domestic long-distance and roaming tariffs since September 2017 and cancellation of tariffs for domestic data roaming since July 2018. In 2019, we reduced the broadband tariffs for small and medium enterprises by 39% and the tariffs for handset data by 47% in the aggregate. In 2020, we continued to implement the “speed upgrade and tariff reduction” policy and launched more preferential tariff plans that reduced the tariffs for handset data by 27.1% in the aggregate. In 2021, we continued to implement tariff reduction to benefit corporate and individual customers. See “Item 4. Information on the Company—Business Overview—Tariffs” for further information.
Such measures have asserted pressure on the growth of revenue from wireless data traffic services and wireline broadband services, which in turn had a negative impact on our overall revenue and profitability. As 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 our financial condition and results of operations would not be materially and adversely affected by these policies.
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. As of December 31, 2021, we had 387 million of 5G package customers.
 
-4-
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. 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 will be able to expand and profit from our 5G services.
In addition, our primary competitors tend to benefit from certain asymmetrical regulatory measures in connection with frequency band allocation. 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.” Consequently, those available to us are not widely used in the telecommunications industry and may pose more technical and operational challenges to us in the initial stages of rendering 5G services. Therefore, as compared to our competitors, we may not be in the 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 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 and 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.
Transactions in our ordinary shares by U.S. persons beyond specified dates are prohibited and our American Depositary Shares (“ADSs”) were delisted.
On November 12, 2020, the President of the United States signed Executive Order 13959 (as subsequently amended on January 13, 2021, the “EO 13959”) 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 (“Restricted 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 EO 13959. 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 EO 13959 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.
 
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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. On May 6, 2021, the Committee affirmed the Determination. On May 7, 2021, the NYSE filed a Form 25 with the SEC to strike the Company’s ADSs from listing and registration. The delisting of the Company’s ADSs became effective on May 18, 2021. In light of the delisting, we terminated our ADSs program subsequently on September 13, 2021 and therefore, we no longer have any ADSs outstanding.
On June 3, 2021, the new President of the United States signed Executive Order 14032 (the “EO 14032”), which amended the EO 13959 and extended the effective date of the Prohibitions to August 2, 2021. Transactions of our Restricted Securities made solely to effect the divestment are allowed until June 3, 2022. The foregoing events 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 are subject to increased regulatory scrutiny and compliance costs as a result of being listed on multiple stock exchanges.
In January 2022, we completed an issuance of additional ordinary shares which are subscribed for in Renminbi by investors in the PRC, listed on the Shanghai Stock Exchange and traded in Renminbi (the “RMB Shares”). As a result of the completion of the offering of our RMB Shares, we became 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.
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 technical support and other equipment and service from certain PRC and 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 relevant jurisdictions or international organizations include, among others, the United States, the European Union (“EU”) and the 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 relevant jurisdictions imposes any restrictions on their import and export activities, or sanctions or other legal or regulatory actions against the suppliers and other business partners in connection with their business activities. Such disruptions could prevent our suppliers from delivering equipment and services to us in accordance with the agreed terms of supply. This could negatively affect our business operations. We may not be able to find suitable alternative suppliers for the affected equipment or services in a timely manner. Even if we are able to find alternative suppliers, the commercial terms may not be comparable, and we could therefore be subject to 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.
 
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Any of the above and other consequences could materially adversely affect our business, results of operations, financial condition and prospect.
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.
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 the mainland of China. As a result of these changes, when mobile users of China Telecom and China Unicom and our mobile users in the mainland of China (excluding
TD-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 expects 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.” Additionally, in 2016, the MIIT approved 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 can reach farther with less penetration loss. As a result, spectrum refarming would help such operators improve 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. In addition, our parent company, CMCC, has been approved by the MIIT to provide 4G services on frequency bands initially allocated to 2G and 3G services until December 31, 2023. We cannot assure you that we will be able to get more spectrum or maintain the existing spectrum upon the expiry of 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.” Moreover, in December 2018, the MIIT granted CMCC, our parent company, a permit to use the frequency bands of 2515MHz-2675MHz and 4800MHz-4900MHz for its 5G system in the 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 indoor 5G coverage. In April 2020, the MIIT
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 use such frequency band for its 5G program. Our cooperation with China Broadcasting requires collaboration between both parties in various aspects and is therefore subject to uncertainty. See “—We may encounter difficulties and challenges in the commercialization of 5G technologies.”
The implementation of asymmetrical and other regulatory measures could adversely affect our competitiveness 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 a material adverse effect on our 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. 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 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.
 
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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 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.
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 continuous growth in recent 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. 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 made, and will continue to make, substantial investments in the construction of our network infrastructure to carry the increasing data traffic in the new generation of technology. Accordingly, the amount of our capital expenditures in future years could remain high. We incurred capital expenditures of RMB183.6 billion in 2021, which was spent primarily to 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 enhancement of smart operations. We expect to incur capital expenditures of approximately RMB185.2 billion in 2022. Capital expenditure in 2022 will serve a variety of purposes, including building our premium 5G network, our integrated computing force network and industry-leading smart
mid-end
platform, and support for the
all-rounded
development of CHBN business. See “Item 5. Operating and Financial Review and Prospects—Liquidity and Capital Resources—Material Cash Requirements” 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 the mainland of China poses a risk to our business. As 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 communications fraud is committed over our network, we may incur 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 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, 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, and Notice of the Ministry of Industry and Information Technology on Carrying out Actions to Improve the Perception of Information and Communication Services issued by the MIIT on November 1, 2021. 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.
 
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Our 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 since the beginning of 2020, and the World Health Organization declared the outbreak of
COVID-19
a pandemic on March 13, 2020.
COVID-19
pandemic has caused significant economic and financial disruptions around the world. The duration and intensity of the disruptions resulting from
COVID-19
outbreak, the extent and severity of new waves of outbreak, the progress of distribution of
COVID-19
vaccine and the development of other medical treatment remain uncertain. At this time, it is not possible to estimate 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. 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.
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, and/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 include declining demand for our 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 also 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, investments and 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, China Mobile Innovative Business Fund (Shenzhen) Partnership (Limited Partnership), or China Mobile Fund, 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, Fujian Heyi Health Technology Development Co., Ltd., AsiaInfo Technologies Limited, Huaqin Technology Co., Ltd., Zhengshu Network Technology Co., Ltd., Haida Insurance Brokerage Co., Limited, Zhejiang
New-type
Internet Exchange Point Co., Ltd., Beijing Haiyu Dongxiang Technology Co., Ltd., Shenzhen Qianhai
New-type
Internet Exchange Point Co., Ltd., Ningxia Zhongwei New Internet Exchange Center Co., Ltd., Harbin Energy Innovate Science & Technology Co., Ltd., Huanyu Trust (Beijing) Technology Co., Ltd., Zhongji Innolight Co., Ltd., Nanjing Chuangxin Huilian Technology Co., Ltd., Xintong Digital Intelligence Quantum Technology Co., Ltd., and our acquisitions of business and assets of China Tietong Telecommunications Corporation, or China 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.
 
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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, 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.
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.
Any failure to achieve and maintain effective internal controls could have a material adverse effect on our reputation, business and results of operations.
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 Form
20-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. 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 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.
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.
 
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In order to further strengthen our internal system and policies for detecting and preventing similar and other misconduct, we have
re-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.
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 can 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.
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.
We are controlled by CMCC, which may not always act in our best interest.
As of March 31, 2022, CMCC, directly or indirectly, owned approximately 69.82% 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 the 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 5G businesses pursuant to arrangements with CMCC, which was granted licenses by the PRC government to operate a 3G business based on
TD-SCDMA
technology, a 4G business based on
TD-LTE
technology and LTE FDD 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 the mainland of China may conflict with the interests of us or our other shareholders.
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 the 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 40x2 MHz of spectrum in the 900 MHz and 1800 MHz frequency bands to be used nationwide for transmission and reception. In connection with our 3G business, the MIIT has allocated to CMCC, in various frequency bands, a total of 30 MHz of spectrum to be used for nationwide coverage. In connection with our 4G business, CMCC has been approved by the MIIT to provide 4G services on frequency bands initially allocated to 2G and 3G services until December 31, 2023. We cannot assure you that we will be able to get more spectrum or maintain the existing spectrum 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 the 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.
 
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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.
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, 2022, 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, financial condition, and results of operations.
 
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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. Further, in September 2021, CMC, on behalf of CMCC and 31 provincial subsidiaries, entered into a supplemental agreement with China Broadcasting in relation to
co-construction
and sharing of 5G wireless network with a frequency of 700MHz. 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, 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. 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 the PRC, 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 any fines or monetary damages that we might be required to pay could negatively affect our results of operations and financial condition.
 
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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 telecommunications 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.
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, 2019 and 2020 with the SEC, and our conflict minerals report for the year ended December 31, 2021 is due May 31, 2022. 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. Such preferential tax treatment has been extended to December 31, 2022, according to the Announcement of the Ministry of Finance and the State Administration of Taxation on the Value-added Tax Policy for the Bailout and Development of Difficult Industries in the Service Sector (Announcement No. 11 of the Ministry of Finance and the State Administration of Taxation in 2022).
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 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.
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 announced in March 2019 a directive to implement mobile number portability programs in the mainland 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 further intensify. In response, we may offer more tariff promotions to attract and retain customers. As a result of such intensified competition, 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.
 
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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 the mainland of China. In 2000, the State Council promulgated a set of telecommunications regulations, or the Telecommunications Regulations. Although we expect that the telecommunications law will positively affect the overall development of the telecommunications industry in the 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.
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 5G telecommunications businesses based on the 3G, 4G and 5G 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 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 the mainland of China. See “Item 4. Information on the Company—Business Overview—Regulation—Cyber Security and Personal Privacy Protection.” These requirements could increase our costs of compliance. In furtherance of the Cyber Security Law, the PRC government published “Cybersecurity Review Measures” on April 13, 2020. The Cybersecurity Review Measures provides for the scope and procedures of cybersecurity review and its latest amendment came into effect on February 15, 2022. In addition, the PRC government also published “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, and “Security Protection Regulations on the Critical Information Infrastructure” in July 2021, providing guidance on the compliance obligations and penalties imposed on the critical information infrastructure operators. The Data Security Law of the PRC, which came into effect on September 1, 2021, requires entities and individuals carrying out data activities in China to establish and improve their data security systems and implement necessary technologies and measures to safeguard data security. It also sets forth the legal liabilities of entities and individuals found to be in violation of their data protection obligations. The Personal Information Protection Law of the PRC, which came into effect on November 1, 2021, includes the basic rules for personal information processing, rules for cross-border provision of personal information, obligations of personal information processors, and legal responsibilities for illegal collection, processing and use of personal information. Although we have taken and will continue to take measures to comply with those laws and regulations, we cannot assure you that we will comply with the regulatory requirements in all aspects at all times. Any inability to comply with the relevant laws, 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 relevant laws, 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 guidelines related to privacy or cyber security, our business, financial condition, results of operations and prospects may be materially and adversely affected.
 
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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.
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 the 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 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 the 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, 2021, we had provided broadband access to around 59,600 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.
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.
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 conduct most of our business and generate substantially all of our revenues in the mainland of China. As a result, economic, political and legal developments in the mainland of China have a significant effect on our financial condition and results of operations, as well as our future prospects. While the mainland of China has been one of the world’s fastest growing economies in recent years, with its real gross domestic product, or GDP, growth rate being 8.1% in 2021, it is still facing domestic and international challenges from time to time, and its GDP growth rate may decline in the future. 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 trade 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 emerge in the future, which could in turn harm China’s economic growth. A deterioration in the 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.
 
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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 the
mid-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 the Renminbi-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 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.
The PRC legal system contains uncertainties which could limit the legal protections available to our 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 their
non-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 the 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, 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 mainland of China. In addition, most of our directors and officers reside within the mainland of China, and substantially all of the assets of our directors and officers are located within the mainland of China. As a result, it may not be possible to effect service of process within the United States or elsewhere outside the mainland of China upon most of our directors or officers, including with respect to matters arising under applicable laws and regulations. Moreover, the mainland 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 mainland 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.
Our investors may be deprived of the benefits of PCAOB’s oversight of our independent registered public accounting firm through inspections.
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.
 
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As part of continued regulatory focus in the United States on access to audit and other information currently protected by foreign law, in particular the PRC’s law, 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. On September 22, 2021, the PCAOB adopted a final rule implementing the HFCA Act, which provides a framework for the PCAOB to determine, as contemplated under the HFCA Act, whether the PCAOB is unable to inspect or investigate completely registered public accounting firms located in a foreign jurisdiction because of a position taken by one or more authorities in that jurisdiction. Final rules implementing certain requirements of the HFCA Act were adopted by the SEC on December 2, 2021 and generally become effective on January 10, 2022. On December 16, 2021, the PCAOB issued the HFCAA Determination Report, according to which our auditor is subject to the determination that the PCAOB is unable to inspect or investigate it completely since it is headquartered in the mainland of China.
As a result of the inability of the PCAOB to conduct inspections of auditors in China, our investors may be deprived of the benefits of PCAOB’s oversight of our independent registered public accounting firm through such inspections, which may make it more difficult to evaluate the effectiveness of our independent registered public accounting firm’s audit procedures or quality control procedures as compared to auditors outside of China that are subject to the PCAOB inspections, and could cause our investors and potential investors to lose confidence in our audit procedures, reported financial information and the quality of our financial statements.
 
Item 4.
Information on the Company.
We provide full communications services in all 31 provinces, autonomous regions and directly-administered municipalities in the mainland of China as well as in Hong Kong. Based on publicly available information, we are the leading provider of telecommunications and related services in the mainland of China and the largest provider of telecommunications and related services in the world as measured by the total number of mobile customers as of December 31, 2021. As of March 31, 2022, our total number of mobile customers reached approximately 967 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 the Shanghai Stock Exchange. Our ADSs were delisted from the NYSE on May 18, 2021. In light of the delisting, we terminated our ADSs program subsequently on September 13, 2021 and therefore, we no longer have any ADSs outstanding. See “Item 3. Key Information—Risk Factors—Risks Relating to Our Business—Transactions in our ordinary shares by U.S. persons beyond specified dates are prohibited and our ADSs were delisted.”
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%.
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 the 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.
 
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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, 2022, we held a 99.97% equity interest in China Mobile Device.
In 2015, we, through our wholly-owned subsidiary, China Mobile Tietong Company Limited, or CM Tietong, acquired Target Assets and Businesses of China 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 Tietong 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—Material Cash Requirements.”
Industry Restructuring and Changes in Our Shareholding Structure
Prior to 1993, all public telecommunications networks and services in the 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 the 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 the 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 the 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 the 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 the mainland of China, other than China Tietong 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, our wholly-owned subsidiary, entered into the Acquisition Agreement with China Tietong, pursuant to which CM Tietong has agreed to acquire Target Assets and Business. The acquisition was completed in December 2015.
On July 11, 2014, CMC entered into a promoters’ agreement with China Telecom and CUCL, a wholly-owned subsidiary of China Unicom, 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. Following the completion of the transaction on October 31, 2015, China Tower was owned by CMC, China Telecom, China Unicom and CRHC as to 38%, 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, 2022, we indirectly owned approximately 28% equity interest in China Tower.
 
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Organizational Structure
As of March 31, 2022, CMCC owned 69.82% equity interest in us directly or indirectly. We operate in all 31 provinces, autonomous regions and directly-administered municipalities throughout the mainland of China and in Hong Kong. As of March 31, 2022, 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
   
•  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 Company Limited
   
•  China Mobile Internet Company Limited
   
•  China Mobile Tietong Company Limited
   
•  China Mobile Financial Technology Co., Ltd.
   
•  China Mobile Investment Holdings Company Limited.
   
•  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.)
   
•  China Mobile Information System Integration Co., Ltd.
     
 
 
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In addition, we own a 99.97% equity interest in China Mobile Device, a 92% equity interest in China Mobile Finance, and a 66.41% equity interest in Aspire Holdings Limited, or Aspire, a company incorporated in the Cayman Islands.
For detailed information about our group structure and significant subsidiaries, see “Item 7. Major Shareholders and Related Party Transactions—Major Shareholders” and note 19 to our consolidated financial statements included elsewhere in this annual report on Form
20-F.
General Information
Our principal executive offices are located at 60
th
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 the 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 Form
20-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 network, which has evolved into an integrated network that is capable of supporting transmissions in all of our services using different generations of mobile technologies. See “—Mobile Networks” below. In addition, our acquisition from China Tietong 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 have been promoting the development of mobile IoT and Industrial Internet nationwide, implementing the scale application of
TD-LTE/LTE
FDD convergence network and enhancing 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 since November 2019. In addition, we continuously devote substantial resources in the innovation of our products and services to deliver better customer experience. We believe our efforts in implementing our business strategies will advance our transformation into a full-service provider and our development toward a world’s leading telecommunications operator in digital innovation.
Our Business Strategy
A new wave of technological revolution and industry 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 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 given wider connotation to our “Powerhouse” strategy. We have come up with a clear “4x3” strategic core. First, we will speed up the “three changes,” which are the overall direction of our transformation. We are changing our business development from telecommunications services to information 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 follow “three new directions”.. We are promoting new infrastructure, integrating new elements and instigating new momentum. Third, we will reinforce the “three approaches”. 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 “three forces”, which, together with the “three trends”, are the main strategy of our 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.
“Customer” Market.
With the support of our 5G technology, we further enhanced the unified product system comprising data access, applications, and customer benefits and strengthened the joint operations of our three consumer brands – GoTone,
M-zone
and Easy Own. On the one hand, by launching a full suite of packages and devices, and with a target on network customers, we strove to occupy an advantageous position in the competitive market and manage different customer groups with precision. In view of the potential migration of 4G customers to 5G customers, we integrated our business development efforts to drive 4G customers to switch to 5G plans. On the other hand, we focused on customer benefits by enriching the benefit categories, introducing new benefit plans and optimizing the benefit experience. We enhanced our customer-oriented benefit operations for customers in different usage scenarios and optimized our precise benefit recommendation capabilities to drive our revenue growth from benefit offerings. Driven by the development of our 5G technologies and coupled with integrated product benefit operations, revenue from the “customer” market reversed its downward trajectory and recorded positive growth. As of December 31, 2021, our 5G network customer base reached 207 million, accounting for 21.6% of the total number of mobile customers. With a net addition of 148 million customers during 2021, equivalent to a monthly average net addition of more than 12 million customers, we boasted an industry-leading growth rate in 5G business. Post 5G migration, the average revenue per user per month, or ARPU, and the average handset data traffic per user per month of 5G customers reached RMB82.8 and 22.0 gigabytes, representing a growth of 7.5% and 18.6%, respectively, showing promising growth potential for the value of the 5G business.
“Home” Market.
We focused on enhancing our broadband quality. Following China’s Dual Gigabit Network Coordinated Development Action Plan, we strove for the synchronized coverage of gigabit-speed networks and 5G networks by implementing both networks in high-value residential estates. We optimized smart home network comprising of WiFi, Fiber to the Room, or FTTR, and network deployment solutions in order to increase the speed of our broadband. Guided by the needs of customers and the goal of value-oriented operations, we focused on online education, online healthcare, and other typical household applications to develop new family information services. Aligning with the Smart Community and Digital Village initiatives, we drove the scale and value growth of services such as family WiFi, home security, “big screen”
content-on-demand,
and smart voice services. By expanding the broadband customer base, building our brand in the market of gigabit-speed networks, and launching new initiatives including “Home Data Information Communications Technology,” or HDICT, an integrated family management and service solution provided with the comprehensive application of home data, information, and communications technology, we achieved rapid growth in the “Home” market with a steady increase in customer value. As of December 31, 2021, the number of household broadband customers reached 218 million, with the number of average net additional customers per month exceeding 2.15 million. Our digital
set-top
box “Mobaihe” registered a total of 167 million customers as of December 31, 2021, with a net addition of 26.57 million and a continuous increase in penetration rate in 2021. The number of customers using our smart home network, “big screen” contents, home security and other smart home applications scaled up rapidly. We launched 134 HDICT showcases. The revenues from household broadband and smart home application services in 2021 increased by 16.6% and 33.1%
year-on-year
respectively, driving further growth in our household broadband blended ARPU.
 
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“Business” Market.
We continued to grow in scale and customer value, focus on key products, and develop our governmental and corporate solution lists. Under the guidance of improving scale, quality, and service, we continued to enhance the quality of basic products, such as dedicated lines, IoT, enterprise SMS and MMS, to scale the growth of the corporate business. We built an industry-leading cloud business, developed more signature products and enhanced product quality. The technology of more than 20 of our products, including cloud server, cloud hardware and elastic public network IP, was at the forefront of the industry. Public cloud offerings have become the driver for our customer base expansion and private cloud offerings the driver for revenue growth, enabling us to achieve an industry-leading growth rate in the mobile cloud market. We also maintained our 5G leadership through launching benchmark showcases for the commercialization of “5G+AICDE,” which stands for 5G based integrated use of AI, IoT, cloud computing, big data, and edge computing. With the implementation of 5G technology during the digital transformation of various sectors, our revenue from 5G network increased significantly. In 2021, the revenue from industry cloud amounted to RMB19.2 billion, with a
year-on-year
growth rate of 109.6%. As of December 31, 2021, We launched more than 230 proprietary IaaS (Infrastructure as a Service), PaaS (Platform as a Service) and SaaS (Software as a Service) products, and more than 2,700 jointly developed SaaS products. Our revenues from IDC (Internet Data Center), ICT (information and communications technology) and dedicated lines reached RMB21.6 billion, RMB14.4 billion and RMB26.4 billion, respectively, representing increases of 33.2%, 35.2% and 10.0%
year-on-year,
respectively. In 2021, our smart IoT connections reached 1.049 billion, a net addition of 175 million connections compared to 2020, and our revenue from IoT was RMB11.4 billion, representing a growth of 21.3% compared to 2020.
“New” Market.
We focused on four key areas, namely international business, equity investment, digital content and financial technology. In terms of the international business, we strove to minimize the negative impact of
COVID-19
while expanding our international operations and business scale. Our international business growth maintained positive growth momentum. To enhance the quality of our
end-to-end
service and expand the business network, we continued to upgrade the infrastructure of our international network comprising Information Highways (connectivity resources), Information Stations (PoPs, Points of Presence) and Information Islands (data centers), and improved the quality of our cross-border cloud network, DICT and other key products. In terms of equity investment, we generated synergy through a combination of direct investments and investment funds. Our direct investments focused on products, networks, and
mid-end
platforms that are key to the digital transformation of the industry, in order to expand our collaborative network of information services. For investment funds, we built up a professional and market-oriented capital management system, leveraging the funds as an amplifier and radar in the market to spot new technology and growth opportunity, and to further unleash the potential of capital. In terms of digital content, we leveraged our position as a content synthesizer and producer to foster an industry-leading content ecosystem. With a focus on sports, we continued to solidify our leadership as provider of sports and culture related digital content. The number of active users of MIGU Video, cloud-based games and video connecting ringtones grew rapidly. During the Beijing 2022 Winter Olympics, MIGU Video were able to use innovative technology such as 5G+Ultra-high-definition streaming,
AI-powered
subtitles, multi-screen viewing and HDR Vivid, and delivered the most comprehensive livestreaming content covering all 530 games, which received very positive market feedback. In terms of financial technology, both the monthly average number of customers who made a transaction through our brand,
“and-Wallet,”
and our revenue of internet finance in 2021 doubled compared to 2020. Our advantages in big data helped us to expand our business into credit purchase, increase the portion of our products that can be purchased with credit, and run the largest offline purchase by installment platform in China. We also cooperated with Industrial and Commercial Bank of China to launch the world’s first super
SIM-based
digital currency payment product.
In terms of long-term strategy, we will continue to focus on the following four areas: Firstly, we will strengthen our leading position in 5G era through delivering high-quality 5G services powered by advanced technology, and build new information infrastructure for providing 5G services, CFN (Computing Force Network) and a smart
mid-end
platform. Secondly, we will continuously work on the development of four CHBN markets and the creation of a new information services system integrating connection, computing power and capabilities. Thirdly, we will systematically optimize our management system and further improve our service quality. Lastly, we will strive for more technological innovations. With a goal of creating a world-class information services and technology innovation enterprise, we will focus on the integration and application of information technology and data to develop a new growth model and an industry ecosystem driven by digitalization. We will seize new growth opportunity through information technology innovation, and promote wider application of information technology in the economy, society, and people’s livelihoods.
Customers and Usage
We continued to expand our customer base with a focus on rural markets, younger and elderly population and vertical sectors. Our mobile customer base has increased from approximately 942 million at the end of 2020 to approximately 957 million at the end of 2021. As of March 31, 2022, we had approximately 967 million mobile customers, including approximately 467 million 5G package customers. Our total number of wireline broadband customers achieved a substantial growth from 210 million by the end of 2020 to 240 million by the end of 2021, and reached approximately 249 million as of March 31, 2022.
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 continue to decline or fail to grow as fast as it has over the past few 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 the mainland of China may reduce our market share and decrease our profit margin.”
 
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Our total voice usage was 2,996.9 billion minutes in 2021, representing a slight decrease by 1.2% from 2020. Our SMS usage totaled 913.6 billion messages in 2021, representing a decrease by 4.7% from 2020. The decrease in our voice usage is 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, while the decrease in our SMS usage primarily resulted from the decrease in number of SMS for charity purpose.
Our total handset data traffic increased to 124.84 billion gigabytes in 2021, representing an increase of 37.7% from 2020. Our average handset data traffic per user per month reached 12.6 GB in 2021, representing an increase of 34.0% from 2020. 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,
  
    
2019
     
2020
     
2021
  
Mobile Business
                           
Customer base (in millions)
      950.3        941.9        956.9  
of which: 5G package customer base (in millions)
      2.55        165        387  
Total voice usage (in billions of minutes)
      3,224.8        3,032.4        2,996.9  
Handset data traffic (in billions of gigabytes)
      65.89        90.66        124.84  
Average minutes of usage per user per month (minutes)
(1)
      287        267        264  
Average handset data traffic per user per month (GB)
(2)
      6.7        9.4        12.6  
Average revenue per user per month (RMB)
(3)
      49.1        47.4        48.8  
Wireline Broadband Business
                           
Customer base (in millions)
      187.0        210.3        240.1  
Average revenue per user per month (RMB)
(4)
      32.8        34.0        34.7  
IoT Business
                           
IoT smart connections (in millions)
      884        873        1,049  
 
 
(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.
(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 2019, 2020, and 2021 is derived from our consolidated statements of comprehensive income for the years ended December 31, 2019, 2020 and 2021, respectively.
(4)
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, SMS and MMS, wireless data traffic services, wireline broadband services, and applications and information services.
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 1.2% in 2021 from 2020, as a result of the substitution effect of Over The Top services and reduced voice 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.
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 decreased from 958.3 billion messages in 2020 to 913.6 billion messages in 2021 due to the decrease in number of SMS for charity purpose, and our revenue generated from SMS and MMS increased from RMB29,485 million in 2020 to RMB31,100 million (US$4,880 million) in 2021.
Wireless Data Traffic Services.
Our wireless data traffic business primarily includes handset data traffic services. Revenue generated from our wireless data traffic business reached RMB392,859 million (US$61,648 million) in 2021, compared to RMB385,679 million in 2020, representing 52.3% 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 5G networks via handsets. The growth in handset data traffic service in 2021 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 124.84 billion gigabytes in 2021, a significant increase from that of 90.66 billion gigabytes in 2020.
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 services. Revenue generated from our wireline broadband business increased to RMB94,230 million (US$14,787 million) in 2021, representing an increase by 16.6% from RMB80,808 million in 2020, and the average revenue per user per month increased from RMB34.0 in 2020 to RMB34.7 in 2021.
Applications and Information Services
.
Our applications and information services primarily include network resources services, mobile applications, home digital services, IoT, ICT, Mobile Cloud and big data. Revenue generated from our applications and information services reached RMB136,961 million (US$21,492 million) in 2021, compared to RMB101,038 million in 2020.
Our network resources services mainly include IDC services and voice and data dedicated line services. Our IDC services refer to our colocation, internet connection and other value-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. We also established centralized public IoT networks with 1,049 million IoT smart connections as of December 31, 2021. Our home digital services include high-definition
video-on-demand
services provided through Mobaihe
set-top
box, smart home network deployment,
“and-Mu”
family surveillance camera and IMS fixed line services. Subscribers to Mobaihe reached 167 million at the end of 2021, compared to 141 million at the end of 2020. We will continue to promote our digital services, explore new growth drivers, further advance 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, 2021 Compared to Year Ended December 31, 2020” and “Item 5. Operating and Financial Review and Prospects—Results of Operations—Year Ended December 31, 2020 Compared to Year Ended December 31, 2019” 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 the mainland of China. The MIIT has continued encouraging mobile operators in the 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 the 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 and
non-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.
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 for
out-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 on
pre-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 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 launched 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 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 of
non-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.
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 the mainland of China. With effect from January 1, 2014, when mobile users of China Telecom and China Unicom in the mainland of China and our mobile users in the mainland of China (excluding
TD-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 expects 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. With effect from July 1, 2020, when mobile users of China Telecom and China Unicom in the mainland of China and our
TD-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 remained at RMB0.06/minute. When users of different basic telecommunications operators in the 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.
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.
 
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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 different 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. In 2018, we set up three industrial research institutes in Chengdu, Shanghai and Xiong’an New Area, respectively, to explore collaboration opportunities with various 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 Jiangsu, Zhejiang and Guangdong and sped up the development of our smart
mid-end
platform.
Our main R&D efforts were focused on a number of aspects:
Setting Technical Standards and Promoting Industry Development for 5G Commercialization
.
We contributed to the development of
5G-related
technical standards by leading the formulation of twenty 3GPP and ITU standards and providing 170 key solutions. We helped to set the 3GPP R16 standards and led 47 projects in relation to 3GPP R17 standard-setting. Through commercial-scale experiments, we have improved the industrial readiness of the 2.6 GHz frequency band. We also completed the IoT testing of the basic functions of and the core networks under the SA standard. In addition, we published the 5G Wireless Evolution White Paper, which defines
5G-Advanced
technology and promotes network digitalization, setting the path for how 3GPP R18 standards are developed. Furthermore, we played 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 continued to build up our cloud infrastructure under the guidance of “N + 31 + X” strategy, i.e. establishing a three-layer structure with numerous central resources, 31 provincial level resource pools, and multiple edge cloud nodes. As of December 31, 2021, we built 13 central nodes and over 480,000 cloud servers. In addition, the number of lines of code contributed by us to the 9th version of ONAP, an open network automation platform, ranked high among our peers.
Building technological capabilities in artificial intelligence, IoT, cloud computing, big data and edge computing.
(i) We launched our
in-house
R&D platform for artificial intelligence, which, together with our centralized big data platform, nurtures artificial intelligence capabilities in 30 key areas, including network intelligence and industrial quality inspection. (ii) We enhanced the value-added service capabilities of the IoT OneNET platform and supported the implementation of more than 10 industry projects. In addition, we have developed a proprietary IoT operating system based on an open source kernel. (iii) We formulated strategies for edge computing technologies and commenced trial operation for a proprietary cloud-based edge computing platform. (iv) We stepped up our research in
5G-related
security and took a lead in the formulation of China’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 high-precision positioning.
 
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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 wireless data traffic services, change of tariff plans, credit loading for
pre-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 the mainland of China to showcase our services and products, 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 retaining
middle-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.
Our strategy in attracting new customers and retaining existing customers is to continue to implement our customer classification and customer bonus points 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 and may exchange their accrued bonus points for tariffs, data and other benefits.
Customer 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 handling customer complaints. In 2018, we established a customer services department to coordinate our customer services efforts.
In 2021, 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 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 2021.
 
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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. We 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 services 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.
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 customers
pre-pay
for our services, we have limited credit risk exposure to our customers. We make an impairment loss for doubtful accounts based on assumptions on the risks of default and expected loss rates.
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 continuous
COVID-19
pandemic in 2021 severely influenced the lives of people and brought new challenges to society. In response, we made full use of 5G, cloud computing, big data, AI, and other information and communications technologies in the fight against
COVID-19.
We secured the lifelines of communications, service and support, contributing to the resumption of work, production and schooling, and helping society return to normal. 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 our 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 customers and employees.
In addition, we have successfully completed telecommunications and network security missions for various large-scale events, including the Beijing 2022 Winter Olympics. During the flood in Henan province in July 2021, we employed technological solutions such as using drones to form high-altitude base stations to support the rainstorm-stricken areas, securing communications during the rescue and disaster relief.
Furthermore, with a goal to alleviate poverty and modernize agriculture and rural areas, we launched a digital-intelligent rural revitalization plan based on the “1+3+X” framework plus rural revitalization model, which focused on improving the quality and capacity of digital service and applications in rural areas, in order to promote the modernization and intelligentization of agricultural sector and of rural areas, and contribute to the alleviation of poverty. We launched various charity campaigns, such as the “Blue Dream” education project, which has provided professional training for more than a cumulative of close to 130,000 primary and secondary school headmasters in rural villages in the Midwest of China. Meanwhile, the “Heart Caring” campaign has provided free congenital heart disease surgery to more than 7,000 children from underprivileged families. Our philanthropy platform was approved by the Ministry of Civil Affairs of China as one of the third batch of online fundraising information platforms, making us the first and only domestic telecommunications operator to be granted this qualification. We also played our part in pollution control, energy saving and emissions reduction to promote green development. The implementation of our “Green Action Plan” since 15 years ago continued to help us reduce our carbon footprint. In 2021, we published the C
2
Three Energy – China Mobile Carbon Peak and Carbon Neutrality Action Plan whitepaper in order to establish a new development model focusing on energy saving, clean energy and empowerment. The overall energy consumption per unit of our telecommunications business has dropped by 22.1% in 2021 compared to 2020, moving us closer to our goal of peaking carbon emissions and reaching carbon-neutral operations.
 
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Terminals
Since the launch of our 5G services in November 2019, we have been dedicated to the development of multi-mode, multi-band, and multi-form 5G terminals. Since January 1, 2020, we upgraded our 5G terminals to support SA mode, which provide better
end-to-end
support for the speed and services under 5G network, as compared to the NSA mode. In addition, we have been promoting the development of the 5G terminal industry through launching a variety of multi-form 5G terminals, including the 5G module, 5G CPE, 5G MiFi, 5G camera, and 5G PC. In 2021, we developed products including
set-top
boxes, intelligent gateways, intelligent routers, smart cameras and integrated gateways and actively developed 5G products such as 5G live broadcast
all-in-one
machines and 5G medical gateways. In 2022, we will continue to develop 5G devices for the “customer” market and the “business” market, explore new 5G applications and content to bolster our 5G service capabilities and develop smart IoT devices for the “home” market.
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 provides
day-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 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, the Code of Practice for Personally Identifiable Information Protection, and the Security Guidelines of
Web-Based
Online Customer Service, all of 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 the mainland of China and abroad.
We market our services under the “CHINA MOBILE” trademark, which is the trademark we use throughout the mainland of China. “CHINA MOBILE” is a registered trademark in the PRC owned by our parent company, CMCC. In June 2021, we entered into a trademark license agreement, or the 2021 Trademark License Agreement, to replace the trademark license agreement that we entered into in December 2017, or the 2018 Trademark License Agreement. Under the 2021 Trademark License Agreement, we and our operating subsidiaries have a
non-exclusive
right to use the “CHINA MOBILE” trademark in the mainland of China and Hong Kong. The term of the 2021 Trademark License Agreement is ten years, effective from June 7, 2021. No license fee is payable by us to CMCC during the term of the 2021 Trademark License Agreement or the 2018 Trademark License Agreement.
In 2013, we unveiled our new corporate logo. The new logo has been registered as a trademark in the mainland of China, Hong Kong, Macau, Taiwan, Brazil, Brunei, Canada, Chile, Indonesia, Malaysia, Nigeria, United Arab Emirates, Pakistan, Peru, 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 47 countries.
 
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Mobile Networks
We offer mobile services using the GSM standard, or 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 a pan-European mobile system based on digital transmission and mobile network architecture with roaming capabilities. 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 the mainland of China and, through the network of Hong Kong Mobile, a substantial part of Hong Kong. We operate our 3G business based on an Internet Protocol based core network that is shared by our 2G, 3G, 4G and 5G services as well as the
TD-SCDMA
network capacity leased from CMCC.
TD-LTE
is one of two models of LTE and a standard for the evolution of
TD-SCDMA
technology. We use the
TD-LTE
network to primarily carry high-bandwidth and high-quality wireless broadband businesses. Furthermore, we continue to grow our content delivery network to cover more areas and expand NB-IoT to achieve
end-to-end
scale commercial use. On April 3, 2018, the MIIT granted to CMCC permission to operate a LTE FDD business through us.
In addition, we have been providing 4G services in Hong Kong since 2012 with the LTE FDD and
TD-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 730,000 5G base stations covering all prefecture-level cities, selected counties and key areas in China by the end of 2021. 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, 2022, the number of our 5G package customers had reached approximately 467 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 5G 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 provide
back-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 bands above 2,300 MHz was adjusted from RMB12 million to RMB8 million per MHz.
 
 
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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 40x2 MHz of spectrum in the 900 MHz and 1,800 MHz frequency bands to be used nationwide for transmission and reception. In connection with our 3G business, the MIIT has allocated to CMCC, in various frequency bands, a total of 30 MHz of spectrum to be used for nationwide coverage. In connection with our 4G business, CMCC has been approved by MIIT to refarm the frequency bands initially allocated to 2G and 3G services to 4G services. Under the existing agreement between CMCC and us, we have the right to use CMCC’s allocated frequency spectrum in the 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, 2021, the bandwidth of our backbone network has expanded by over 25% as compared to December 31, 2020.
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 2021, we focused on constructing 5G base stations. As of December 31, 2021, we had over 730,000 5G base stations, and the total number of our stations was about 5.50 million. We also promoted the collaboration with China Broadcasting in relation to 5G
co-construction
and sharing, to build a shared and efficient network linking the base stations.
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 2021, we purchased our networks equipment primarily from Huawei Technologies, ZTE Corporation, FiberHome, Ericsson and 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 of
end-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 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.
 
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, 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. On September 10, 2021, CMC, on behalf of its 31 provincial subsidiaries and CMCC, entered into the 5G Network
Co-construction
and Sharing Supplemental Agreement (the “Supplemental Agreement”) with China Broadcasting. The terms of the four specific collaboration agreements and the Supplemental Agreement 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 a frequency of 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.
 
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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.
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.
Supplemental Agreement
The parties shall
co-construct
and share 700MHz wireless network based on all 700MHz frequency bands of the radio spectrum in respect of which China Broadcasting had been permitted to use by relevant national departments. CMC shall initially bear all construction costs of the 700MHz wireless network within the agreed scope under the Supplemental Agreement and shall initially own the assets underlying the said wireless network. Both parties have the right to use the 700MHz wireless network. Subject to compliance with applicable laws, regulations and regulatory requirements, China Broadcasting under appropriate conditions may purchase 50% of the 700MHz equipment and assets such as wireless base stations and antennas from CMC at the then assessed market fair value. Without consent from the other party, any party may not dispose of (including transfer, mortgage or pledge) its ownership in all or any 700MHz wireless network assets within the scope of collaboration.
China Broadcasting shall pay CMC network usage fees on terms as agreed between the parties based on fair and reasonable negotiations.
Save for terms and contents expressly agreed in the Supplemental Agreement, there is no change to other terms and contents of the 5G Collaborative Framework Agreement and the four specific collaboration agreements.
Investments and Acquisitions
As of December 31, 2021, Guangdong Mobile, our wholly-owned subsidiary, held an 18.18% equity interest in the issued share capital of SPD 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 the mainland of China, as well as in the sharing of customer services and channels resources. 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.
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, 2021, CMC held approximately 10.66% equity interest in IFLYTEK.
In June 2014, China Mobile International Holdings Limited, or CMI, our wholly-owned subsidiary, entered into a share subscription agreement with True Corporation, a major national telecommunications provider in Thailand, pursuant to which CMI 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 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, 2021, CMI held an 18.00% equity interest in True Corporation.
 
 
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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 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, 2021, CMC had contributed RMB1,256 million to China Mobile Fund and had a commitment to make further investment in an amount of RMB244 million upon the request by China Mobile Fund.
In November 2015, CM Tietong, our wholly-owned subsidiary, acquired Target Assets and Businesses of China 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 Form
20-F
as if Target Assets and Businesses had always been part of our company during all the periods presented. In 2021, partially due to the benefit from the integration and synergy brought by CM Tietong, our wireline broadband services experienced a rapid growth in both revenue and market share. See “—Businesses.” 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 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, 2021, CMI held a 0.15% equity interest in Xiaomi.
In 2019, 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. As of December 31, 2021, China Mobile Group Xinjiang Co., Ltd. no longer held equity interest in Xinjiang Digital Corps Information Industry Development Co., Ltd.
 
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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.
In 2021, our strategic investments include (i) the acquisition by MIGU Co., Ltd., our wholly-owned subsidiary, of 16.74% equity interest in Beijing Haiyu Dongxiang Technology Co., Ltd., a cloud computing service provider focusing on live interactions, at a total consideration of RMB180.0 million, (ii) the acquisition by China Mobile Group Guangdong Co., Ltd., our wholly-owned subsidiary, of 18.0% equity interest in Shenzhen Qianhai
New-type
Internet Exchange Point Co., Ltd., at a total consideration of RMB18.0 million, (iii) the acquisition by China Mobile Group Ningxia Co., Ltd., our wholly-owned subsidiary, of 23.0% equity interest in Ningxia Zhongwei New Internet Exchange Center Co., Ltd., at a total consideration of RMB23.0 million, (iv) the acquisition by China Mobile Group Heilongjiang Co., Ltd., our wholly-owned subsidiary, of 10.0% equity interest in Harbin Energy Innovate Science & Technology Co., Ltd., at a total consideration of RMB10.0 million, (v) the acquisition by MIGU Co., Ltd. of 17.50% equity interest in Huanyu Trust (Beijing) Technology Co., Ltd., at a total consideration of RMB7.0 million, (vi) the acquisition by CMI of 2.01% equity interest in Zhongji Innolight Co., Ltd., a manufacturer of optical modules listed on the Shenzhen Stock Exchange (stock code: 300308.SZ), at a total consideration of RMB499.0 million, (vii) the acquisition by CMI and China Mobile IoT Company Limited, our wholly-owned subsidiary, of 5.0% equity interest each in Nanjing Chuangxin Huilian Technology Co., Ltd., at a consideration of RMB29.0 million for each of the 5.0% equity interest, (viii) the subscription by China Mobile Xiong’an ICT Co., Ltd., our wholly-owned subsidiary, of 49.0% equity interest in Xintong Digital Intelligence Quantum Technology Co., Ltd., at a total consideration of RMB24.5 million.
Competition
We compete with other market players in the telecommunications and related industries.
We are one of the four licensed telecommunications services providers in the mainland of China. The PRC government encourages orderly and fair competition in the telecommunications industry in the mainland of China. We face intense competition from existing operators from time to time. Our competitors launch, from time to time, promotional offers to attract customers.
In the area of basic telecommunications services, the PRC government allows operators approved by the MIIT to lease and repackage mobile services for sale to end-customers and we face increasing competition from these new mobile network operators. In 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. Further, in January 2016, China Telecom and China Unicom 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. Moreover, 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 be further intensified.
Moreover, on June 6, 2019, the MIIT 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 services providers with respect to the planning and promotion of 5G development and commercialization. See “Item 3. Key Information—Risk Factors—Risks Relating to Our Business—We may encounter difficulties and challenges in the commercialization of 5G technologies.”
 
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We also face a variety of competition from competitors in related industries, generally Internet service providers and technology companies. They compete against us in telecommunications business 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 and
on-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 the 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 adversely affect our competitiveness or enhance competition in the telecommunications industry.”
Regulation
The telecommunications industry in the 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.
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 the 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 the 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.
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 the 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.
 
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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 the mainland of China. However, these investments will presumably bear no direct relation to the issuance of licenses to providers of telecommunications services in the 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 from
non-State-owned
companies to, on a trial basis, lease mobile services from China Telecom, China Unicom 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, 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 the 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 10
th
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.
Technical Standards.
Certain regulatory authorities in the 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 the mainland of China with respect to some of our investment projects.
Sharing of Telecommunications Infrastructure.
In June 2018, the MIIT and the State-owned Assets Supervision and Administration Commission of the State Council jointly issued the 2018 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 provided requirements for joint construction and sharing of broadband 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. Moreover, the Opinions attached significant importance to the construction safety in connection with telecommunications infrastructure and set up relevant 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 were 11%, 6% and 17%, respectively. According to Cai Shui [2018] No.32, the VAT at the rate of 11% applicable to our basic telecommunications services was reduced to 10%, and the VAT at the rate of 17% applicable to our sales of products and others was reduced to 16%, which came 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.
Cyber Security and Personal Privacy Protection.
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 the 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 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. In furtherance of the Cyber Security Law, the PRC government published “Cybersecurity Review Measures” on April 13, 2020. The Cybersecurity Review Measures provides for the scope and procedures of cybersecurity review and its latest amendment came into effect on February 15, 2022. In addition, the PRC government also published “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, and “Security Protection Regulations on the Critical Information Infrastructure” in July 2021, providing guidance on the compliance obligations and penalties imposed on the critical information infrastructure operators.
In addition to the protection of cyber security, the Chinese government has also implemented laws relating to the protection of personal privacy and data security. The Data Security Law of the PRC, which came into effect on September 1, 2021, requires entities and individuals carrying out data activities in China to establish and improve their data security systems and implement necessary technologies and measures to safeguard data security. It also sets forth the legal liabilities of entities and individuals found to be in violation of their data protection obligations. The Personal Information Protection Law of the PRC, which came into effect on November 1, 2021, includes the basic rules for personal information processing, rules for cross-border provision of personal information, obligations of personal information processors, and legal responsibilities for illegal collection, processing and use of personal information.
 
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The regulatory framework governing the collection, processing, storage and use of business information and personal data is rapidly evolving. Although we expect that the evolvement of laws on cyber security and personal privacy protection will have a positive effect on the overall development of the telecommunications industry and enhance information protection in the 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.
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, 2019, 2020 and 2021, we had 456,239, 454,332 and 449,934 employees, respectively. Substantially all of our employees are located in the mainland of China. The employees as of December 31, 2021 are classified in the following table. Approximately 76.9% of our permanent employees have college or graduate degrees. Set forth below is a breakdown of our employees by function as of December 31, 2021:
 
    
Number
     
% of Total
  
Management
      31,581        7.0  
Technical
      156,896        34.9  
Marketing
      212,377        47.2  
General affairs
      44,918        10.0  
Other
      4,162        0.9  
    
 
 
     
 
 
  
Total
      449,934     
 
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 or labor disputes that have interfered with our operations during 2021. We believe we have built a harmonious relationship with our employees.
The number of labor sourced by third parties was 28,382 by the end of 2021.
 
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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 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.
Disclosure Pursuant to Section 219 of the Iran 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. by
non-U.S.
affiliates in compliance with applicable
non-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 2021 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 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 2021, 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 Form
20-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 RMB6.3726 = US$1.00 and HK$7.7996 = 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 30, 2021. 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 RMB848,258 million (US$133,110 million) in 2021, of which, revenue from our telecommunications services amounted to RMB751,409 million. Our revenue structure further improved in 2021. Revenue from wireless data traffic reached RMB392,859 million (US$61,648 million) in 2021, which remained our largest revenue source. Our profit attributable to equity shareholders reached RMB116,148 million (US$18,226 million) in 2021, or basic earnings per share of RMB5.67. The total dividend payment for 2021 reached HK$4.06 per share.
Overview of Our Operations
The following table sets forth selected information about our operations for the periods indicated.
 
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Year ended December 31,
  
    
2019
     
2020
     
2021
  
Total voice usage (in billions of minutes)
      3,224.8        3,032.4        2,996.9  
Handset data traffic (in billions of gigabytes)
      65.89        90.66        124.84  
Operating revenue (in RMB millions)
      745,917        768,070        848,258  
Operating expenses (in RMB millions)
      632,768        655,336        730,295  
Profit attributable to equity shareholders (in RMB millions)
      106,641        107,843        116,148  
There was an increase of 15 million in the number of our mobile customers in 2021 and our total mobile customer base was 957 million as of December 31, 2021. Our total voice usage decreased by 6.0% in 2020 and further decreased by 1.2% in 2021. Our handset data traffic increased by 37.6% in 2020 and further by 37.7% in 2021. Our operating revenue increased by 3.0% in 2020 and increased by 10.4% in 2021. Our operating expenses increased by 3.6% in 2020 and increased by 11.4% in 2021. Our profit attributable to equity shareholders increased by 1.1% in 2020 and increased by 7.7% in 2021.
The PRC economy continued to grow in terms of GDP by 8.1% in 2021, 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 the mainland of China reached 116.3% as of December 31, 2021, the mobile markets in some economically developed regions of the 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 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 of
non-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 the 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 the 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 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” 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 adversely affect our competitiveness or enhance competition in the telecommunications industry.” Our financial performance is also subject to the economic and social conditions in the mainland of China. See “Item 3. Key Information—Risk Factors—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.”
 
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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.
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 lease
TD-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.
The total volume of transactions under the foregoing operating arrangements with CMCC increased in 2021, and 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, wireless data traffic 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 per month increased by 3.0% from RMB47.4 in 2020 to RMB48.8 in 2021 driven by the expansion of 5G network coverage, the increase of our 5G customers, and the development of various 5G applications, while the same decreased by 3.5% from 2019 to 2020. Our average revenue per wireline broadband user per month increased to RMB34.7 in 2021 from RMB34.0 in 2020 as a result of upgrades in our gigabit-speed broadband network.
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, 2019, 2020 and 2021. 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 on accounts receivable, depreciation, impairment of property, plant and equipment, investments accounted for using the equity method, goodwill,
right-of-use
assets and other intangible assets. Actual results may differ from those estimates under different assumptions or conditions.
 
-45-
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 from Contracts with Customers
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, telecommunication related products and/or other services/products provided by the Group, if the customer can benefit from the services or products 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 transaction 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.
When control of a service or product is transferred to a customer, revenue is generally recognized in profit or loss as follows:
 
  (i)
Revenue for each performance obligation is recognized when the Group satisfies the performance obligation by transferring the promised services or products to the customer. Generally, revenue is 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)
For contracts which include the provision of multiple performance obligations including services and products, the Group allocates the transaction price to each performance obligation based on the relative stand-alone selling price. The stand-alone selling price of services and products 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 maximizes the use of observable inputs to estimate the stand-alone selling price. Revenue for each performance obligation is then recognized when the control of the promised services or products 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 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 product 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.
Contract assets primarily relate to the Group’s rights to consideration for services or products provided to the customers but for which the Group does not have an unconditional right at the balance sheet date. 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 services or products promised in the contract. Contract liabilities mainly comprise
non-refundable
prepaid service fees received from customers, unredeemed point rewards under customer point reward program and unused data traffic carried over. The refundable prepaid service fees received from customers is recorded as
receipts-in-advance.
Contract costs include costs incurred to obtain a contract and cost incurred to fulfil a contract. Costs incurred to obtain a contract represents incremental costs incurred to obtain a contract, which mainly comprise sales commissions payable to third party agents and are amortized on a systemic basis that is consistent with the transfer to the customer of the services or products to which such costs 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.
 
-46-
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 services or products to which the costs incurred to fulfill 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 fulfill a contract is recorded as inventory or other
non-current
assets based on its amortization period.
Interest Income
Interest income is recognized as it accrues using the effective interest method.
Impairment Loss for Accounts Receivable
The impairment loss allowance of accounts receivable is based on assumptions about risk of default and expected loss rates. We assess these assumptions and selects the inputs to the impairment calculation, based on historical credit losses, macroeconomic factors as well as expected changes in these factors at each balance sheet date.
Depreciation
Depreciation is calculated to write off the cost 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. The useful lives and residual values are determined based on our 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. 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 Form
20-F.
Impairment of Property, Plant and Equipment, Goodwill,
Right-of-use
Assets, Other Intangible Assets and Investments Accounted for Using the Equity Method
Our property, plant and equipment, goodwill,
right-of-use
assets, other intangible assets and investments accounted for using the equity method comprise a significant portion of our total assets. Changes in technology or industry conditions may cause 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 and its
value-in-use.
In assessing
value-in-use,
the estimated future cash flows are discounted to their present value using a
pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. The calculation of the estimated future cash flow 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. Additional information for the impairment assessment of goodwill and investments accounted for using the equity method is set forth in notes 18 and 20, respectively, to our consolidated financial statements included elsewhere in this annual report on Form
20-F.
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(j) to our consolidated financial statements included elsewhere in this annual report on Form
20-F.
 
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Lease
We applied 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 made for fixed periods with no extension options.
Lease liabilities are initially measured at the present value of unpaid lease payments at the commencement date. Lease payments include 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 exercising an option to terminate 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 payments. When determining the incremental borrowing rate, we make adjustments on risk-free interest rate based on lease term and credit risk for leases, as we do not have recent third party loan financing. Lease payments are allocated between principal and finance cost. We calculate interest on the lease liability 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 include 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.
Possible Impact of Amendments, New Standards, Interpretations and Disclosures Issued but Not Yet Effective or Mandatory for the Year Ended December 31, 2021
Up to the date of issue of our consolidated financial statements for the year ended December 31, 2021, the IASB has issued a number of amendments and new standards which are not yet effective or mandatory for the year ended December 31, 2021 and which have not been adopted by us.
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
   
Amendments to IFRS 3, “Business Combinations” – Reference to the
    Conceptual Framework		    January 1, 2022
   
Amendments to IAS 16, “Property, Plant and Equipment” – Property, Plant
    and Equipment: Proceeds Before Intended Use
    January 1, 2022
   
Amendments to IAS 37, “Provisions, Contingent Liabilities and Contingent
    Assets” – Onerous Contracts – Cost of Fulfilling a Contract
    January 1, 2022
   
Annual Improvements to IFRS Standards 2018-2020 Cycle    January 1, 2022
   
IFRS 17 and Amendments to IFRS 17, “Insurance Contracts”    January 1, 2023
   
Amendments to IAS 1, “Presentation of Financial Statements” –
    Classification of Liabilities as Current or
Non-Current
    January 1, 2023
   
Amendments to IAS 1, “Presentation of Financial Statements” and IFRS
    Practice Statement 2, “Making Materiality Judgements” – Disclosure of
    Accounting Policies
    January 1, 2023
   
Amendments to IAS 8, “Accounting Policies, Changes in Accounting
    Estimates and Errors” – Definition of Accounting Estimates
    January 1, 2023
   
Amendments to IAS 12, “Income Taxes” – Deferred Tax Related to Assets
    and Liabilities Arising from a Single Transaction
    January 1, 2023
   
Amendments to IFRS 10, “Consolidated Financial Statements” and IAS 28,
    “Investments in Associates and Joint Ventures” – Sale or Contribution of
    Assets Between an Investor and Its Associate or Joint Venture
    To be determined
 
-48-
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.
Results of Operations
The following table sets forth selected consolidated statements of comprehensive income data for the years indicated:
 
-49-
    
Year Ended December 31,
  
    
2019
     
2020
     
2021
  
    
Amount
    
% of
Total
     
Amount
    
% of
Total
     
Amount
    
% of
Total
  
    
(in millions of RMB, except percentage data)
  
Operating revenue
(1)
:
               
Revenue from telecommunications services
      674,392       90.4        695,692       90.6        751,409       88.6  
Revenue from sales of products and others
      71,525       9.6        72,378       9.4        96,849       11.4  
  
 
 
    
 
 
     
 
 
    
 
 
     
 
 
    
 
 
  
Total
      745,917       100.0        768,070       100.0        848,258       100.0  
  
 
 
    
 
 
     
 
 
    
 
 
     
 
 
    
 
 
  
Operating expenses:
               
Network operation and support expenses
      175,810       27.8        206,424       31.5        225,010       30.8  
Depreciation and amortization
      182,818       28.9        172,401       26.3        193,045       26.4  
Employee benefit and related expenses
      102,518       16.2        106,429       16.2        118,680       16.3  
Selling expenses
      52,813       8.3        49,943       7.6        48,243       6.6  
Cost of products sold
      72,565       11.5        73,100       11.2        96,083       13.2  
Other operating expenses
      46,244       7.3        47,039       7.2        49,234       6.7  
  
 
 
    
 
 
     
 
 
    
 
 
     
 
 
    
 
 
  
Total
      632,768       100.0        655,336       100.0        730,295       100.0  
  
 
 
    
 
 
     
 
 
    
 
 
     
 
 
    
 
 
  
Profit from operations
      113,149          112,734          117,963    
Other gains
      4,029          5,602          8,257    
Interest and other income
      15,560          14,341          16,729    
Finance costs
      (3,246 )         (2,996 )         (2,679 )   
Income from investments accounted for using the equity method
      12,641          12,678          11,914    
  
 
 
       
 
 
       
 
 
    
Profit before taxation
      142,133          142,359          152,184    
Taxation
      (35,342 )         (34,219 )         (35,878 )   
  
 
 
       
 
 
       
 
 
    
Profit for the year
      106,791          108,140          116,306    
  
 
 
       
 
 
       
 
 
    
Attributable to:
               
Equity shareholders
      106,641       99.9        107,843       99.7        116,148       99.9  
Non-controlling
interests
      150       0.1        297       0.3        158       0.1  
  
 
 
    
 
 
     
 
 
    
 
 
     
 
 
    
 
 
  
Profit for the year
      106,791       100.0        108,140       100.0        116,306       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 revenue from voice services, SMS and MMS, wireless data traffic, wireline broadband, applications and information services, and other telecommunications services. Revenue from sales of products and others is mainly derived from sales of handsets, smart devices and ICT equipment as well as revenue from construction contracts.
Year Ended December 31, 2021 Compared to Year Ended December 31, 2020
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 revenue from voice services, SMS and MMS, wireless data traffic, wireline broadband, applications and information services, and other telecommunication services. 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. Other revenue from telecommunications services largely represents interconnection revenue. Revenue from sales of products and others is mainly derived from sales of handsets, smart devices and ICT equipment, as well as revenue from construction contracts. See note 1 to the table above.
In 2021, we further promoted scale-based and value-oriented operations, advanced the
all-round
and integrated development of our CHBN business and achieved solid growth in revenue. Operating revenue increased from RMB768,070 million in 2020 to RMB848,258 million (US$133,110 million) in 2021, representing a
year-on-year
increase of 10.4%.
 
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Revenue from telecommunications services grew from RMB695,692 million in 2020 to RMB751,409 million (US$117,912 million) in 2021, representing a
year-on-year
increase of 8.0%. This increase was mainly due to (i) our initiatives in accelerating business transformation and upgrade which led to substantial increase of revenue from application and information services, and (ii) the improved quality and coverage of our high-speed broadband services which resulted in the rapid growth of revenue from wireline broadband.
Set forth below is a table summarizing certain results of our telecommunications services for the periods indicated.
 
    
Year Ended December 31,
     
Increase
(Decrease)
     
Change
  
    
2020
     
2021
  
    
(Revenue, in millions of RMB, except percentage data)
     
(%)
  
Voice services
      78,782        76,163        (2,619 )       (3.3 %) 
SMS and MMS
      29,485        31,100        1,615        5.5 % 
Wireless data traffic
      385,679        392,859        7,180        1.9 % 
Wireline broadband
      80,808        94,230        13,422        16.6 % 
Applications and information services
      101,038        136,961        35,923        35.6 % 
Other telecommunication services
      19,900        20,096        196        1.0 % 
  
 
 
     
 
 
     
 
 
     
Telecommunications services revenue
      695,692        751,409        55,717        8.0 % 
  
 
 
     
 
 
     
 
 
     
Telecommunications services revenue as a percentage of operating revenue
      90.6        88.6        (2.0 )       —    
Due to the substitution effect of mobile Internet and other factors, revenue from voice services decreased from RMB78,782 million in 2020 to RMB76,163 million (US$11,952 million) in 2021, representing a
year-on-year
decrease of 3.3%. Revenue generated from SMS and MMS increased by 5.5% from RMB29,485 million in 2020 to RMB31,100 million (US$4,880 million) in 2021. Revenue from wireless data traffic increased by 1.9% from RMB385,679 million in 2020 to RMB392,859 million (US$61,648 million) in 2021. Revenue generated from wireline broadband business grew by 16.6% from RMB80,808 million in 2020 to RMB94,230 million (US$14,787 million) in 2021. Revenue generated from applications and information services increased by 35.6% from RMB101,038 million in 2020 to RMB136,961 million (US$21,492 million) in 2021.
Revenue from sales of products and others increased by 33.8% from RMB72,378 million in 2020 to RMB96,849 million (US$15,198 million) in 2021, primarily due to an increase in the revenue from sales of handsets, ICT equipment and other smart devices.
Operating Expenses.
Operating expenses increased by 11.4% from RMB655,336 million in 2020 to RMB730,295 million (US$114,599 million) in 2021. Among the operating expenses:
Network operation and support expenses increased by 9.0% from RMB206,424 million in 2020 to RMB225,010 million (US$35,309 million) in 2021. As a percentage of operating expenses, network operation and support expenses decreased from 31.5% in 2020 to 30.8% in 2021. The increase in our network operation and support expenses in 2021 was primarily due to accelerated construction and commencement of operation of our new information infrastructure and increased investments to support business transformation. 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 increased by 12.0% from RMB172,401 million in 2020 to RMB193,045 million (US$30,293 million) in 2021. As a percentage of operating expenses, depreciation and amortization expenses increased from 26.3% in 2020 to 26.4% in 2021. The increase in our depreciation and amortization expenses in 2021 was primarily due to (i) the increased scale of assets due to accelerated network upgrades and business transformation and (ii) increased annual depreciation of fixed assets as we adjusted the residual value rate of certain assets to nil.
Employee benefit and related expenses increased by 11.5% from RMB106,429 million in 2020 to RMB118,680 million (US$18,623 million) in 2021, primarily as a result of enhanced incentives to attract talents in corporate business, emerging markets and research and development in the field of 5G, artificial intelligence, IoT, cloud computing, big data and edge computing. As a percentage of operating expenses, employee benefit and related expenses remained stable at 16.3% in 2021, compared to 16.2% in 2020.
 
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Selling expenses decreased by 3.4% from RMB49,943 million in 2020 to RMB48,243 million (US$7,570 million) in 2021. This decrease was principally because we enhanced our online sales capabilities benefitting from the acceleration of our channel transformation. As a percentage of operating expenses, selling expenses decreased from 7.6% in 2020 to 6.6% in 2021.
Cost of products sold increased by 31.4% from RMB73,100 million in 2020 to RMB96,083 million (US$15,078 million) in 2021. This increase was primarily driven by the significant increase in the revenue from sales of products over the same period. As a percentage of operating expenses, cost of products sold increased from 11.2% in 2020 to 13.2% in 2021.
Other operating expenses increased by 4.7% from RMB47,039 million in 2020 to RMB49,234 million (US$7,726 million) in 2021. The increase was mainly due to our increased investment in R&D. As a percentage of operating expenses, other operating expenses decreased from 7.2% in 2020 to 6.7% in 2021. For more information on our other operating expenses, see note 7 to our consolidated financial statements included elsewhere in this annual report on Form
20-F.
Profit from Operations.
As a result of the foregoing, profit from operations increased by 4.6% from RMB112,734 million in 2020 to RMB117,963 million (US$18,511 million) in 2021, and operating margin (profit from operations as a percentage of operating revenue) decreased from 14.7% in 2020 to 13.9% in 2021.
Other Gains.
Other gains increased by 47.4% from RMB5,602 million in 2020 to RMB8,257 million (US$1,296 million) in 2021, principally due to the additional deduction of input VAT and others.
Interest and Other Income.
Interest and other income increased from RMB14,341 million in 2020 to RMB16,729 million (US$2,625 million) in 2021. The increase was mainly due to an increase in net gains on hold/disposal of financial assets.
Finance Costs.
Finance costs decreased from RMB2,996 million in 2020 to RMB2,679 million (US$420 million) in 2021. This decrease was mainly due to a decrease in interest costs associated with lease liabilities.
Income from Investments Accounted for Using the Equity Method.
We had income from investments accounted for using the equity method of RMB11,914 million (US$1,870 million) in 2021, a decrease by 6.0% from RMB12,678 million in 2020. The decrease was primarily attributable to our shareholding in SPD Bank. For more information on our income from investments accounted for using the equity method, see note 20(a) to our consolidated financial statements included elsewhere in this annual report on Form
20-F.
Profit before Taxation.
As a result of the foregoing, profit before taxation increased by 6.9% from RMB142,359 million in 2020 to RMB152,184 million (US$23,881 million) in 2021.
Taxation.
Our income tax expense increased by 4.8% from RMB34,219 million in 2020 to RMB35,878 million (US$5,630 million) in 2021. Our effective tax rate was 24.0% in 2020 and 23.6%
in 2021. The decrease in our effective tax rate was primarily due to some of our subsidiaries were entitled to a preferential rate of enterprise income tax.
Profit Attributable to Equity Shareholders.
As a result of the foregoing and after taking into account
non-controlling
interests, profit attributable to equity shareholders increased by 7.7% from RMB107,843 million in 2020 to RMB116,148 million (US$18,226 million) in 2021. Net profit margin (profit attributable to equity shareholders as a percentage of operating revenue) decreased from 14.0% in 2020 to 13.7% in 2021.
Year Ended December 31, 2020 Compared to Year Ended December 31, 2019
For a discussion of our results of operations for the year ended December 31, 2020 compared to the year ended December 31, 2019, please see “Item 5. Operating and Financial Review and Prospects—Results of Operations—Year Ended December 31, 2020 Compared to Year Ended December 31, 2019” of our annual report on Form
20-F
for the year ended December 31, 2020.
 
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Liquidity and Capital Resources
Liquidity
Our principal source of liquidity is cash generated from our operations. As of December 31, 2021, we had working capital (current assets minus current liabilities) of RMB13,223 million (US$2,075 million), compared to working capital of RMB62,469 million as of December 31, 2020 and working capital of RMB67,799 million as of December 31, 2019. The decrease in our working capital as of December 31, 2021 from December 31, 2020 was primarily due to an increase in our accrued expenses and other payables, partially offset by an increase in cash and cash equivalents.
Bank deposits represent term deposits with banks with original maturity exceeding three months. As of December 31, 2021, we had bank deposits of RMB89,049 million (US$13,974 million), compared to bank deposits of RMB110,382 million as of December 31, 2020 and bank deposits of RMB130,799 million as of December 31, 2019. For further information about our financial instruments, see “Item 11. Quantitative and Qualitative Disclosures About Market Risk” and note 22 to our consolidated financial statements included elsewhere in this annual report on Form
20-F.
The following table summarizes certain cash flow information for the periods indicated.
 
    
Years ended December 31,
  
    
2019
     
2020
     
2021
  
    
(in millions of RMB)
  
Net cash generated from operating activities
      247,591        307,761        314,764  
Net cash used in investing activities
      (64,206 )       (188,106 )       (238,296 ) 
Net cash used in financing activities
      (64,901 )       (82,252 )       (45,201 ) 
    
 
 
     
 
 
     
 
 
  
Net increase in cash and cash equivalents
      118,484        37,403        31,267  
    
 
 
     
 
 
     
 
 
  
Net cash generated from operating activities increased by 2.3% from RMB307,761 million in 2020 to RMB314,764 million (US$49,393 million) in 2021, primarily because we accelerated the collection of receivables.
Net cash used in investing activities increased by 26.7% from RMB188,106 million in 2020 to RMB238,296 million (US$37,394 million) in 2021, which was primarily due to an increase in capital expenditure and financial assets purchased by us.
Net cash used in financing activities decreased by 45.0% from RMB82,252 million in 2020 to RMB45,201 million (US$7,093 million) in 2021, primarily due to the subscription funds received from issuance of RMB Shares.
For a discussion of our cash flow information for the year ended December 31, 2020 compared to the year ended December 31, 2019, please see “Item 5. Operating and Financial Review and Prospects—Liquidity and Capital Resources—Liquidity” of our annual report on Form
20-F
for the year ended December 31, 2020.
Material Cash Requirements
Our material cash requirements as of December 31, 2021 and any subsequent interim period primarily comprise of contractual obligations, capital commitments and capital expenditure. As of December 31, 2021, we did not have any borrowings.
In the ordinary course of our business, we routinely enter into commercial commitments for various aspects of our operations, such as network maintenance and 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 our capital commitments, please see note 41 to our consolidated financial statements included elsewhere in this annual report on Form
20-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, 2021:
 
 
    
Payments Due by Period
  
Contractual Obligations
   
Total
     
Less than
1 year
     
1 – 3
years
     
3 – 5
years
     
More than
5 years
  
    
(in millions of RMB)
  
Accounts Payable
      152,712        152,712        —          —          —    
Bills Payable
      12,747        12,747        —          —          —    
Accrued Expenses and Other Payables
      264,545        264,545        —          —          —    
Amount Due to Ultimate Holding Company
      23,478        23,478        —          —          —    
Lease Liabilities
      61,776        26,519        19,875        8,552        6,830  
Other
non-current
liabilities
      425        —          78        75        272  
    
 
 
     
 
 
     
 
 
     
 
 
     
 
 
  
Total
      515,683        480,001        19,953        8,627        7,102  
    
 
 
     
 
 
     
 
 
     
 
 
     
 
 
  
 
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The following table sets forth certain information regarding our other commercial commitments as of December 31, 2021:
 
    
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
  
    
(in millions of RMB)
  
Capital Commitments
      33,559        26,168        7,391        —          —    
Apart from the commitments listed above, as of December 31, 2021, we had a commitment to invest RMB244 million in China Mobile Fund upon its request.
Historically, our capital expenditures incurred were RMB165.9 billion, RMB180.6 billion and RMB183.6 billion (US$28.8 billion) in 2019, 2020 and 2021,
respectively. We incurred capital expenditures in 2021 principally to build a high-quality 5G network, enhance the deployment of cloud resources, promote cloud-based network transformation, build up transmission capability and boost IT support. We estimate that our capital expenditure in 2022 will be approximately RMB185.2 billion (US$29.1 billion). Our capital expenditure, which is expected to be principally incurred in the mainland of China, will serve a variety of purposes, including the construction of our premium 5G network, our integrated computing force network and industry-leading smart
mid-end
platform, and support for the
all-rounded
development of CHBN business.
We have generally funded our capital requirements primarily with cash generated from operations. We believe our available cash and cash equivalents and cash generated from future operations will be sufficient to fund our operating activities, capital expenditures and other obligations for at least the next twelve months.
We may seek to obtain additional sources of financing to fund our network expansion and possible future acquisitions, to the extent necessary.
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.
Critical Accounting Estimates
Not Applicable.
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 the mainland of China. Under the current foreign exchange system in the mainland of China, our subsidiaries in the 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—Exchange 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.
Each of our operating subsidiaries in the 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.
 
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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 28, 2022.
 
Name
   
Age
   
Position
Mr. YANG Jie    59    Executive Director and Chairman
Mr. DONG Xin    56    Executive Director and Chief Executive Officer
Mr. LI Ronghua    56    Executive Director and Chief Financial Officer
Dr. Moses M.C. CHENG    72    Independent
Non-Executive
Director
Mr. Paul M.Y. CHOW    75    Independent
Non-Executive
Director
Mr. Stephen K.W. YIU    61    Independent
Non-Executive
Director
Dr. YANG Qiang    60    Independent
Non-Executive
Director
Mr. LI Huidi    53    Vice President
Mr. GAO Tongqing    58    Vice President
Mr. JIAN Qin    56    Vice President
Mr. ZHAO Dachun    51    Vice President
Mr. YANG Jie has served as our Executive Director and Chairman since March 2019. He is in charge of our overall management. Mr. Yang is also the Chairman of CMCC and a director and the Chairman of CMC. Mr. Yang previously served as a Deputy Director General of Shanxi Posts and Telecommunications Administration, a General Manager of Shanxi Telecommunications Corporation, a Vice President of China Telecom 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 Corporation Limited. Mr. Yang graduated from the Beijing University of Posts and Telecommunications majoring in radio engineering in 1984 and obtained a doctorate degree in business administration from the ESC Rennes School of Business in 2008. Mr. Yang is a professor-level senior engineer with extensive experience in management and the information and communication technology industry.
Mr. DONG Xin has served as our Executive Director since March 2017 and our Chief Executive Officer since August 2020. He is in charge of the operation of the Company. Mr. Dong is also a Director and President of CMCC and a Director and 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, China Mobile Group Henan Company Limited and China Mobile Group Beijing Company 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 information and communication technology industry and in financial 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 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 of State Grid Corporation of China, Director and Chairman of State Grid Overseas Investment Limited (Hong Kong), 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.
 
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Dr. Moses M.C. CHENG has served as our Independent
Non-Executive
Director since March 2003. He was appointed the chairman of the remuneration committee in May 2016. Dr. Cheng is a practicing 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 and chairman of Hong Kong Insurance Authority. He is the founder chairman of the Hong Kong Institute of Directors of which he is now the Honorary President and Chairman Emeritus. Dr. Cheng currently holds directorships in Liu Chong Hing Investment Limited, China Resources Beer (Holdings) Company Limited, Towngas Smart Energy Company Limited (formerly known as Towngas China Company Limited), K. Wah International Holdings Limited, Guangdong Investment Limited, 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 has ceased to be a
non-executive
director of Kader Holdings Company Limited.
Mr. Paul M.Y. CHOW has served as our Independent
Non-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 independent
non-executive
director of Bank of China Limited from October 2010 to August 2016, 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, an independent
non-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. from April 2015 to May 2020.
Mr. Stephen K.W. YIU has served as our Independent
Non-Executive
Director since March 2017. He was appointed the chairman of the audit committee in May 2018. Mr. Yiu is currently the chairman of Hong Kong Insurance Authority, a director of Hong Kong Finance Academy, an independent
non-executive
director of Hong Kong Exchanges and Clearing Limited and ANTA Sports Products Limited, a Council member and Treasurer of The Hong Kong University of Science and 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, the HKICPA and 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
and a
non-executive
director of Shenzhen Qianhai 4Paradigm Data Technology Co., Ltd. (now known as Beijing Fourth Paradigm 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.
 
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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. In June 2020, Mr. Gao was appointed as a
non-executive
director of China Communications Services Corporation Limited and vice chairman of True Corporation. Since August 2020, Mr. Gao has served as a
non-executive
director of China Tower. 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. 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.
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 2021 was approximately RMB4.1 million (US$0.6 million). The amount of compensation that we paid to our independent
non-executive
directors for their services in 2021 was approximately HK$1.4 million (US$0.2 million). See note 11 to our consolidated financial statements included in this annual report on Form
20-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 independent
non-executive
directors.
Audit Committee
The members of our audit committee are Mr. Stephen K.W. Yiu, as chairman of the committee, Dr. Moses M.C. Cheng, Mr. Paul M.Y. Chow and Dr. Yang Qiang. The audit committee’s major responsibilities include:
 
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  •  
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 and
non-audit
fees and any matters relating to the termination or resignation of the independent registered public accounting firm;
 
  •  
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; and
 
  •  
to review and supervise the training and continued professional development of and performance of duties by directors and senior management, and to formulate and review manuals (if any) on the performance of duties and compliance by employees and directors and to supervise the implementation of such manuals (if applicable).
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. Paul M.Y. Chow and Mr. 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.
Nomination Committee
The members of our nomination committee are Mr. Paul M.Y. Chow, as chairman of the committee, Dr. Moses M.C. 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 and
re-appointment
of board members; and
 
  •  
to ensure the proper and transparent procedures for the appointment and
re-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, 2022, our directors and senior management who own shares in our company are listed as follows:
 
Director
   
Number of
shares held
     
Percentage of
ordinary shares
  
Moses M.C. Cheng
      300,000        0.0015 % 
 
*
Including interest of controlled corporation.
 
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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, 2022, 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. CMCC, a state-owned company, holds all of the voting shares and economic interest in China Mobile (Hong Kong) Group Limited, and it also held 26,208,210 ordinary shares of our Company directly. The ordinary shares held by CMCC, directly or indirectly, represented approximately 69.82% of our issued and outstanding share capital as of March 31, 2022. No other persons own 5% or more of our ordinary shares. Between our initial public offering in 1997 and March 31, 2022, our majority shareholders held, directly or indirectly, between approximately 69.82% 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.
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, 2022, CMCC directly or indirectly owned approximately 69.82% of our issued and outstanding share capital.
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.
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 the mainland of China, Hong Kong, Macau, Taiwan, Brazil, Brunei, Canada, Chile, Indonesia, Malaysia, Nigeria, United Arab Emirates, Pakistan, Peru, 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 47 countries.
 
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In June 2021, we entered into the 2021 Trademark License Agreement to replace the 2018 Trademark License Agreement. Under the 2021 Trademark License Agreement, we and our operating subsidiaries have a
non-exclusive
right to use the “CHINA MOBILE” trademark in the mainland of China and Hong Kong. The term of the 2021 Trademark License Agreement shall be ten years, effective from June 7, 2021. No license fee is payable by us to CMCC during the term of the 2021 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 the 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. 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 2021, 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 the 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 2021, no consideration was paid from us to CMCC or from CMCC to us under the Inter-Provincial Transmission Line Leasing Settlement Agreement.
Leasing of
TD-SCDMA
Network Capacity
Pursuant to a network capacity leasing agreement between us and CMCC (the “Network Capacity Leasing Agreement”), we and our operating subsidiaries lease
TD-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 successive
one-year
periods since that time.
The leasing fees are determined on a basis that reflects our actual usage of CMCC’s
TD-SCDMA
network capacity and compensates CMCC for the costs of such network capacity. The amount of leasing fees payable by us to CMCC in 2021 under the Network Capacity Leasing Agreement did not exceed the de minimis threshold under the 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, but are exempt from the reporting, annual review, announcement and independent shareholders’ approval requirements under the Hong Kong Listing Rules.
Interconnection Settlement Arrangements
China 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 Tietong (the “Tripartite Agreement”), we and China Tietong 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 Tietong 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.
 
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Telecommunication Network Operation 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 for
one-stop
shop telecommunications services, we entered into the Network Assets Leasing Agreement with CMCC on August 18, 2011 (the “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 successive
one-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 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. On January 3, 2022, we and CMCC further entered into (i) the 2022 Leasing Agreement of Power Support and Other Network Assets and Resources for a term of one year commencing on January 1, 2022 and (ii) the 2022-2024 Leasing Agreement of Machinery Rooms and Transmission Pipelines for a term of three years commencing on January 3, 2022.
Pursuant to the 2022 Leasing Agreement of Power Support and Other Network Assets and Resources and the 2022-2024 Leasing Agreement of Machinery Rooms and Transmission Pipelines, the relevant leasing fees are payable on a monthly basis in cash and shall be determined with reference to the prevailing market rates. In determining the market rates for 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 other independent third parties for the same kinds of network assets.
The amount of leasing fees receivable by us from CMCC and its subsidiaries in 2021 under the 2021 Telecommunications Network Operation Assets Leasing Agreement did not exceed the de minimis threshold under the Hong Kong Listing Rules, and the amount of leasing fees payable by us to CMCC and its subsidiaries in 2021 under the 2021 Telecommunications Network Operation Assets Leasing Agreement did not exceed RMB6,500 million.
It is expected that, in 2022, the amount of leasing fees payable by us to CMCC under the 2022 Leasing Agreement of Power Support and Other Network Assets and Resources will not exceed RMB6,500 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. It is also expected that, in 2022, the amount of leasing fees payable by us under the 2022-2024 Leasing Agreement of Machinery Rooms and Transmission Pipelines will not exceed RMB3,500 million, and the total value of the
right-of-use
assets recognizable by us thereunder will not exceed RMB11,000 million, while the aggregate amount of the leasing fees receivable by us from CMCC and its subsidiaries will not exceed the de minimis threshold under Rule 14A.76 of the Hong Kong Listing Rules. The transactions contemplated under the 2022 Leasing Agreement of Power Support and Other Network Assets and Resources and the 2022-2024 Leasing Agreement of Machinery Rooms and Transmission Pipelines 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.
 
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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. On January 3, 2022, we entered into the 2022 Telecommunication Facilities Construction Services Extension Letter with CMCC to renew the 2020 Telecommunication Facilities Construction Services Agreement (as renewed) according to its terms for a term of one year commencing on January 1, 2022.
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 telecommunication facilities construction services charges receivable by us from CMCC and its subsidiaries under the 2020 Telecommunication Facilities Construction Services Agreement did not exceed RMB2,000 million in 2021 and is expected not to exceed RMB2,000 million in 2022.
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, 2022, we indirectly owned approximately 28% equity interest in China Tower through CMC, our wholly-owned subsidiary.
Telecommunications Towers and Related Assets Lease Arrangement
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 an
arm’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.
 
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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 Form
20-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.
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, RMB2,000 million and RMB2,000 million in 2019, 2020 and 2021, 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 charges payable by us to CMCC and its subsidiaries under the Property Leasing and Management Services Agreement in 2022 are not expected to exceed RMB2,000 million, and the total value of
right-of-use
assets relating to the leases thereunder is not expected to exceed RMB1,900 million in 2022.
 
Item 8.
Financial Information.
Consolidated Financial Statements
Our audited consolidated financial statements are set forth beginning on page F-1. Other than as disclosed elsewhere in this annual report on Form 20-F, no significant change has occurred since the date of the annual financial statements.
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.”
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.
 
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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 2021 and having taken into account our long-term future development, our board of directors recommended payment of a final dividend of HK$2.43 per share for the fiscal year ended December 31, 2021. This, together with the interim dividend of HK$1.63 per share, amounted to an aggregate dividend payment of HK$4.06 per share for the full fiscal year of 2021. Dividends for our ordinary shares listed on the Hong Kong Stock Exchange will be paid in Hong Kong dollars. Since the dividend will be denominated and declared in Hong Kong dollar, for RMB Shares, the dividends will be paid in Renminbi with the conversion rate to be calculated based on the average central parity rate between Hong Kong dollars and Renminbi announced by the People’s Bank of China in the week before the date of the declaration of dividends at the annual general meeting. In case of any change in the total number of our issued ordinary shares between the date of proposal and the record date for the implementation of the 2021 final dividend, we intend to keep the total amount of profit distribution unchanged and adjust the amount of dividend per share accordingly.
To create higher returns for our shareholders and share the results of our operating gains, after giving full consideration to the Company’s profitability, cash flow conditions and future development needs, in the three-year period from 2021, the profit to be distributed in cash for each year will gradually increase to 70% or above of the profit attributable to equity shareholders of the Company for that year.The Company will strive to create greater value for 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 NYSE on October 22, 1997 under the symbol “CHL.” Effective from July 5, 2000, our ADS-to-share ratio has been changed to one-to-five. Our ordinary shares were listed and commenced trading on the Hong Kong Stock Exchange on October 23, 1997 under the stock code “941.” Prior to these listings, there was no public market for our equity securities. Our ADSs were delisted from the NYSE on May 18, 2021. In light of the delisting, we terminated our ADSs program subsequently on September 13, 2021 and therefore, we no longer have any ADSs outstanding. See “Item 3. Key Information—Risk Factors—Risks Relating to Our Business—Transactions in our ordinary shares by U.S. persons beyond specified dates are prohibited and our ADSs were delisted.”
In January 2022, we completed an issuance of additional ordinary shares which are subscribed for in Renminbi by investors in the PRC, listed on the Shanghai Stock Exchange and traded in Renminbi (the “RMB Shares”). The RMB Shares belong to the same class of shares as our existing ordinary shares listed on the Hong Kong Stock Exchange. Our RMB Shares were listed and commenced trading on the Shanghai Stock Exchange on January 5, 2022 under the stock code “600941”. Given the delisting of our ADSs from the NYSE and the new listing of our RMB Shares on the Shanghai Stock Exchange, now the Hong Kong Stock Exchange and the Shanghai Stock Exchange are the principal markets for our ordinary shares, which are not listed on any other exchanges in or outside the United States.
As of December 31, 2021 and March 31, 2022, there were 20,475,482,897 and 21,362,826,764, respectively, of our ordinary shares issued and outstanding.
 
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.
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;
 
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  •  
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;
 
  •  
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 or
sub-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 or
non-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.
Borrowing Powers.
Subject to the relevant provisions of our Articles of Association and relevant policies governing the procedures of meetings, 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 or
non-retirement.
 
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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 to
one-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 for
re-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 the listing rules of the relevant stock exchange(s).
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 fully
paid-up
share of which he is the holder.
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 to the extent permitted by applicable laws and regulations, the listing rules of the relevant stock exchange(s) and our Articles of Association, and Article 9 of the Articles of Association shall apply thereto.
Dividends.
We may by ordinary resolution declare dividends, but no such dividend shall be declared in excess of the amount recommended by the directors.
 
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In accordance with applicable laws and regulations and as authorized at a general meeting, the board may, if it thinks fit, from time to time, resolve to pay to the members such interim dividends as appear to the board 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. 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 date and time of the meeting and, save for an electronic meeting, the Principal Meeting Place, i.e. the place of the meeting or if there is more than one meeting location, the principal place of the meeting, as well as the agenda and particulars of the resolutions. If the general meeting is to be a hybrid meeting or an electronic meeting, the notice shall include a statement to that effect and with details of the electronic facilities for attendance and participation at the meeting or where such details will be made available by us prior to the meeting. In the case of special business, the notice shall also specify 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, 17
th
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 2.5 to this annual report for more information about our articles of association.
Material Contracts
Related Party Transactions
See “Item 7. Major Shareholders and Related Party 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.
 
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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 the
mid-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 the Renminbi-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 of
non-resident
or foreign owners to hold or vote the ordinary shares imposed by Hong Kong law or by our Articles of Association or other constituent documents.
Taxation—Mainland of China
This section describes certain PRC tax consequences relating to the ownership and disposition of our ordinary shares. This section does not address all possible PRC tax considerations that may be relevant to an investment in our ordinary shares 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 Form
20-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 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, a
non-resident
enterprise is generally subject to PRC enterprise income tax with respect to
PRC-sourced
income. Moreover, the PRC tax authorities have been issuing further interpretations and notices to enhance the application of the PRC income tax law.
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 to
non-resident
enterprise shareholders whose names appeared on our register of members, as of the record date for such dividend, and who were not individuals.
Taxation of Capital Gains
Under the PRC income tax law, a
non-resident
enterprise is generally subject to PRC enterprise income tax with respect to
PRC-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 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. On June 10, 2021, the PRC Stamp Duty Law was published, which will become effective on July 1, 2022. Under the PRC Stamp Duty Law, PRC stamp duty still should not apply to acquisitions or dispositions of our ordinary shares outside the PRC, as the PRC stamp duty will continue to be imposed only on documents executed or trade of securities conducted within the PRC, or documents executed outside the PRC but for the use within the PRC.
 
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Estate tax
. The PRC does not currently levy estate tax.
Taxation—Hong Kong
Stamp Duty
Hong Kong stamp duty, currently charged at the rate of 0.13% on the higher of the amount 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 0.26%) 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 a
non-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.
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). 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 assessable profits of 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 profits for years of assessment beginning on or after April 1, 2018). 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 realized by persons carrying on a trade, profession or business in 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. This section applies to you only if you are a U.S. holder, as defined below, and you hold your ordinary shares 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 a
mark-to-market
method of accounting for your securities holdings;
 
  •  
a
tax-exempt
organization;
 
  •  
a life insurance company;
 
  •  
a person liable for alternative minimum tax;
 
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  •  
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 as part of a straddle or a hedging or conversion transaction for U.S. federal income tax purposes;
 
  •  
a person that purchases or sells ordinary shares 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.
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.
If a partnership (including any entity treated as a partnership for U.S. federal income tax purposes) holds the ordinary shares, 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 should consult its tax advisor with regard to the United States federal income tax treatment of its investment in the ordinary shares.
You are a U.S. holder if you are a beneficial owner of ordinary shares and you are:
 
  •  
a citizen or resident of the United States;
 
  •  
a domestic corporation (or an entity treated as a domestic corporation);
 
  •  
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 in your particular circumstances.
The tax treatment of your ordinary shares 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
The 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 a
non-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 for more than 60 days during the
121-day
period beginning 60 days before the
ex-dividend
date and meet other holding period requirements. Dividends we pay with respect to ordinary shares will be qualified dividend income provided that, in the year that you receive the dividend, 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 and it is therefore uncertain whether dividends that we pay with respect to our ordinary shares will be treated as qualified dividend income that is taxable at preferential rates.
Dividends that we pay will be taxable to you when you, in the case of ordinary shares, 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 convert 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 a
non-taxable
return of capital to the extent of your basis in the ordinary shares 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—Mainland 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.
Taxation of Capital Gains
If you sell or otherwise dispose of your ordinary shares, 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. Capital gain of a
non-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, although the proceeds that you are treated as receiving upon a sale of ordinary shares will be reduced by the amount of the stamp duty.
It is not clear if PRC tax will be imposed on any gain from the disposition of your ordinary shares (as discussed above in “Taxation—Mainland of China—Taxation of Capital Gains”). Under recently finalized Treasury regulations, you will generally be precluded from claiming a foreign tax credit in respect of any such taxes unless you are eligible for and elect to apply the benefits of the
U.S.-PRC
Treaty. Under the
U.S.-PRC
Treaty, if PRC tax were to be imposed on any gain from the disposition of your ordinary shares, then such gain will be treated as PRC source income if you are eligible for the benefits of the
U.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, 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 and 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 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 a
mark-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; 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 begins, that are greater than 125% of the average annual distributions received by you in respect of the ordinary shares during the three preceding taxable years or, if shorter, your holding period for the ordinary shares 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;
 
  •  
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.
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 ordinary shares, then you can make a
mark-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 at the end of the taxable year over your adjusted basis in your ordinary shares. 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 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 the
mark-to-market
election). Your basis in the ordinary shares will be adjusted to reflect any such income or loss amounts. Your gain, if any, recognized upon the sale of your ordinary shares will be taxed as ordinary income.
In addition, notwithstanding any election you make with regard to the ordinary shares, 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 will be treated as stock in a PFIC if we were a PFIC at any time during your holding period in your ordinary shares, even if we are not currently a PFIC. The rule in the preceding sentence will not apply, however, if you had a
mark-to-market
election in effect with respect to your ordinary shares in the final year in which we are a PFIC or if you made a special “purging election” with respect to your ordinary shares. 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 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 Form
20-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 at
1-800-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 Form
20-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 2021.
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, 2021, 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.
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,
2021
     
As of December 31,
2020
  
    
2022
     
2023
     
2024
     
2025
     
2026
     
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
      36        —          —          —          —          —          36        36        5        5  
in Hong Kong dollars
      —          —          —          —          —          —          —          —          —          —    
Bank deposits:
                                                                                          
in U.S. dollars
      1,381        —          —          —          —          —          1,381        1,381        1,045        1,045  
in Hong Kong dollars
      417        —          —          —          —          —          417        417        5,432        5,432  
Cash and cash equivalents:
                                                                                          
in U.S. dollars
      1,075        —          —          —          —          —          1,075        1,075        1,870        1,870  
in Hong Kong dollars
      122        —          —          —          —          —          122        122        1,622        1,622  
 
 
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Item 12.
Description of Securities Other than Equity Securities.
Our ADSs program was terminated on September 13, 2021. Prior to that, the Bank of New York Mellon, located at 240 Greenwich Street, New York, New York 10286, USA, was the depositary of our ADSs, and it collected its fees for delivery and surrender of ADSs directly from investors depositing shares or surrendering ADSs for the purpose of withdrawal. The depositary collected 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 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, 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 2021 was US$189,106.45, net of withholding tax. The Bank of New York Mellon 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 2021 was US$128,855.05.
 
 
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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, 2021, 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 Rule
13a-15(e)
under the Exchange Act). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, 2021, 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 Rule
13a-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, 2021, 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, 2021.
The effectiveness of the Company’s internal control over financial reporting as of December 31, 2021 has been audited by KPMG Huazhen LLP, an independent registered public accounting firm, as stated in their report dated April 28, 2022 appearing on page
F-2
of this annual report on Form
20-F.
 
/s/ DONG Xin
        
/s/ LI Ronghua
Name:    DONG Xin         Name:    LI Ronghua
Title:    Executive Director and Chief Executive Officer         Title:    Executive Director and Chief Financial Officer
 
 
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Changes in Internal Control Over Financial Reporting
.
During 2021, 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. Stephen K.W. YIU has many years of accounting and finance experience and expertise. For detailed biographical information of Mr. Yiu, see “Item 6. Directors, Senior Management and Employees—Directors and Senior Management.” Our board of directors has determined that Mr. Yiu is qualified as an “audit committee financial expert,” as defined in Item 16A of Form
20-F.
All audit committee members satisfy the “independence” requirements of Section 303A of the NYSE 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 Form
20-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 Form
20-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 services provided by our principal accountants other than the audit fees, audit-related fees and tax fees in 2020 and 2021:
 
    
Audit Fees
(1)
     
Audit-Related Fees
     
Tax Fees
(2)
     
All Other Fees
(2)
  
    
(in millions of RMB)
  
2020
      109        —          3        2  
2021
      98        —          —          —  
 
(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, 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 or
non-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.
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 was 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 annual general meeting of the Company held on April 29, 2021, and was not
re-appointed.
 
-76-
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 16F 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 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 became effective upon the close of our 2021 annual general 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 Rule
3b-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 NYSE. As a result, our corporate governance practices differ in some respects from those required to be followed by U.S. companies listed on the NYSE.
The significant differences between our corporate governance practices and those required to be followed by U.S. companies under the NYSE’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 least
one-third
of our board of directors shall be independent
non-executive
directors as determined under the Hong Kong Listing Rules. We currently have four independent directors out of a total of seven 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 which
non-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 the
non-executive
directors (including independent
non-executive
directors) without the presence of the executive directors. In 2021, our Audit Committee comprising four independent
non-executive
directors met three times with our external auditors without any executive directors present.
 
 
-77-
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 committees of more than three public companies, 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 NYSE each year that he or she is not aware of any violation by the company of NYSE 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.
 
Item 16I.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
Not applicable to our annual report for the fiscal year ended December 31, 2021.
 
 
-78-
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 Form
20-F.
 
China Mobile Limited:
   
    
F-1
  
    
F-2
  
    
F-6
  
    
F-7
  
    
F-9
  
    
F-12
  
    
F-14
  
    
F-17
  
 
Item 19.
Exhibits.
 
  (a)
See Item 18 for a list of the financial statements filed as part of this annual report on Form
20-F.
 
  (b)
Exhibits to this annual report on Form
20-F:
 
Exhibit
Number
   
Description of Exhibit
1.1    Articles of Association (as amended).
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)
2.3    Form 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)
2.4    Amendment to the Deposit Agreement dated as of June 26, 2021 to the 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 Melon as Depositary, and all Owners and Beneficial Owners from time to time of American Depositary Receipts issued thereunder.
2.5    Description 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).(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).(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 Tietong Telecommunications Corporation and China Mobile Limited (with English translation).(5)
 
-79-
4.4    TD-SCDMA Network Capacity Leasing Agreement, dated December 29, 2008, between China Mobile Communications Corporation and China Mobile Limited (with English translation).(5)
4.5    Telecommunications Services Cooperation Agreement, dated November 6, 2009, between China Mobile Communications Corporation and China Mobile Limited (with English translation).(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).(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).(7)
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).(7)
4.9    Network Assets Leasing Agreement, dated August 18, 2011, between China Mobile Communications Corporation and China Mobile Limited (with English translation).(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).(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).(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).(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).(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).(12)
4.15    Agreement on the Transfer of Business and Assets of China Tietong Telecommunications Corporation, dated November 27, 2015, between China Mobile Tietong Company Limited and China Tietong Telecommunications Corporation (with English translation).(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).(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).(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).(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).(12)
 
-80-
4.20    Share Subscription Agreement, dated January 30, 2016, between China Mobile Group Jiangsu Co., Ltd. and China Tower Corporation Limited (with English translation).(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).(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).(12)
4.23    Commercial Pricing Agreement, dated July 8, 2016, between China Mobile Communication Company Limited and China Tower Corporation Limited (with English translation).(13)
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).(13)
4.25    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)
4.26    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)
4.27    2020 Network Assets Leasing Agreement, dated January 2, 2020, between China Mobile Limited and China Mobile Communications Group Co., Ltd. (with English translation).(15)
4.28    2020–2022 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)
4.29    2020 Telecommunication Facilities Construction Services Agreement, dated January 2, 2020, between China Mobile Limited and China Mobile Communications Group Co., Ltd. (with English translation).(15)
4.30    2021 Telecommunications Network Operation Assets Leasing Agreement, dated January 8, 2021, between China Mobile Limited and China Mobile Communications Group Co., Ltd. (with English translation).(16)
4.31    2022 Leasing Agreement of Power Support and Other Network Assets and Resources, dated January 3, 2022, between China Mobile Limited and China Mobile Communications Group Co., Ltd. (with English translation).
4.32    2022-2024 Leasing Agreement of Machinery Rooms and Transmission Pipelines, dated January 3, 2022, between China Mobile Limited and China Mobile Communications Group Co., Ltd. (with English translation).
4.33    Trademark License Agreement, dated June 7, 2021, between China Mobile Communications Corporation, China Mobile Limited and China Mobile Communication Company Limited (with English translation).
8.1    List of Major Subsidiaries.
11.1    Code of Ethics.(3)
 
-81-
12.1    Certification of Chief Executive Officer pursuant to Rule 13a-14(a).
12.2    Certification of Chief Financial Officer pursuant to Rule 13a-14(a).
13.1    Certification of Chief Executive Officer pursuant to Rule 13a-14(b).
13.2    Certification of Chief Financial Officer pursuant to Rule 13a-14(b).
15.1    Letter from PricewaterhouseCoopers Zhong Tian LLP.
101.INS    Inline XBRL Instance Document
101.SCH    Inline XBRL Taxonomy Extension Schema Document
101.CAL    Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF    Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB    Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE    Inline XBRL Taxonomy Extension Presentation Linkbase Document
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 
(1)
Incorporated by reference to our Annual Report on Form
20-F
for the fiscal year ended December 31, 2002 (File
No. 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 Form
20-F
for the fiscal year ended December 31, 2003 (File
No. 1-14696),
filed with the SEC on June 17, 2004.
 
(4)
Incorporated by reference to our Annual Report on Form
20-F
for the fiscal year ended December 31, 2004 (File
No. 1-14696),
filed with the SEC on June 13, 2005.
 
(5)
Incorporated by reference to our Annual Report on Form
20-F
for the fiscal year ended December 31, 2008 (File
No. 1-14696),
filed with the SEC on June 23, 2009.
 
(6)
Incorporated by reference to our Annual Report on Form
20-F
for the fiscal year ended December 31, 2009 (File
No. 1-14696),
filed with the SEC on June 7, 2010.
 
(7)
Incorporated by reference to our Annual Report on Form
20-F
for the fiscal year ended December 31, 2010 (File
No. 1-14696),
filed with the SEC on April 27, 2011.
 
(8)
Incorporated by reference to our Annual Report on Form
20-F
for the fiscal year ended December 31, 2011 (File
No. 1-14696),
filed with the SEC on April 25, 2012.
 
(9)
Incorporated by reference to our Annual Report on Form
20-F
for the fiscal year ended December 31, 2012 (File
No. 1-14696),
filed with the SEC on April 25, 2013.
 
(10)
Incorporated by reference to our Annual Report on Form
20-F
for the fiscal year ended December 31, 2013 (File
No. 1-14696),
filed with the SEC on April 25, 2014.
 
(11)
Incorporated by reference to our Annual Report on Form
20-F
for the fiscal year ended December 31, 2014 (File
No. 1-14696),
filed with the SEC on April 24, 2015.
 
(12)
Incorporated by reference to our Annual Report on Form
20-F
for the fiscal year ended December 31, 2015 (File
No. 1-14696),
filed with the SEC on April 26, 2016.
 
(13)
Incorporated by reference to our Annual Report on Form
20-F
for the fiscal year ended December 31, 2016 (File
No. 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.
 
(16)
Incorporated by reference to our Annual Report on Form
20-F
for the fiscal year ended December 31, 2020 (File
No. 1-14696),
filed with the SEC on April 28, 2021.
 
-82-
SIGNATURES
The registrant hereby certifies that it meets all of the requirements for filing on Form
20-F
and that it has duly caused and authorized the undersigned to sign this annual report on Form
20-F
on its behalf.
 
CHINA MOBILE LIMITED
By:  
/s/ DONG Xin
Name:   DONG Xin
Title:   Executive Director and Chief Executive Officer
Date: April 28, 2022
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors
China Mobile Limited:
Opinions on the Consolidated Financial Statements and Internal Control Over Financial Reporting
We have audited the accompanying consolidated balance sheet of China Mobile Limited and subsidiaries (the Group) as of December 31, 2021, the related consolidated statements of comprehensive income, changes in equity, and cash flows for the year ended December 31, 2021 and the related notes (collectively, the consolidated financial statements). We also have audited the Group’s internal control over financial reporting as of December 31, 2021, based on criteria established in
Internal
Control – Integrated Framework (2013)
issued by the Committee of Sponsoring Organizations of the Treadway Commission.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Group as of December 31, 2021, and the results of its operations and its cash flows for the year ended December 31, 2021, in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. Also in our opinion, the Group maintained, in all material respects, effective internal control over financial reporting as of December 31, 2021 based on criteria established in
Internal
Control – Integrated Framework (2013)
issued by the Committee of Sponsoring Organizations of the Treadway Commission.
Basis for Opinions
The Group’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 the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Group’s consolidated financial statements and an opinion on the Group’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Group 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 audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit 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.
 
F-2
Our audit 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 audit 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 audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit 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
(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) 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 (3) 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: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial 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.
 
F-3
Recognition of revenue
As discussed in notes 2(r) and 4 to the consolidated financial statements, the Group reported revenue of RMB751,409 million relating to the provision of telecommunications services for the year ended December 31, 2021.
We identified recognition of revenue as a critical audit matter because the Group uses a number of information technology (“IT”) systems for revenue recognition that are complex which process large volume of data. The testing of the Group’s IT systems needs to involve IT professionals with specialized skills and knowledge to assist with the performance of certain procedures.
The following are the primary procedures we performed to address this critical audit matter. We applied auditor judgment to determine the nature and extent of procedures to be performed over revenue.
We evaluated the design and tested the operating effectiveness of certain internal controls related to the Group’s revenue recognition process, including general IT controls and IT application controls over the billing systems and automated/manual controls over the interface between the billing systems and the accounting system. We involved IT professionals with specialized skills and knowledge, who assisted in testing:
 
 
•
 
general IT controls for the billing systems, including access to program controls, program change controls, program development controls and computer operation controls;
 
 
•
 
IT application controls over the completeness and accuracy of revenue information generated from the billing systems and the end-to-end reconciliation controls from the billing systems to the accounting system; and
 
 
•
 
recalculation of the balances of accounts receivable and advances from customers at period end with the use of a software audit tool using data extracted from the billing systems.
In addition to the above procedures, we reconciled a selection of revenue records generated from the accounting system to external cash collection records. In addition, we evaluated the sufficiency of audit evidence obtained over revenue by assessing the results of procedures performed.
 
F-4
Impairment assessment on an equity method investment
As discussed in notes 2(d), 2(j) and 20 to the consolidated financial statements, the Group’s equity method investment in Shanghai Pudong Development Bank Co., Ltd. (“SPD Bank”) as of December 31, 2021 was RMB107,982 million, which exceeded its fair value of RMB45,507 million. The Group performed an impairment assessment to determine the recoverable amount of this investment based on its value in use using the discounted cash flow model.
We identified impairment assessment on equity method investment in SPD Bank as a critical audit matter. The determination of value in use of the investment involved subjective auditor judgment to evaluate the Group’s assumptions. A high degree of auditor judgment was required to evaluate assets growth rates and discount rate used to determine the value in use of the investment.
The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal control related to impairment assessment on investment in SPD Bank, including the development of assets growth rates and discount rate assumptions.
We evaluated the Group’s ability to accurately forecast by comparing assets growth rates used in prior year’s discounted cash flow model to the actual results. We evaluated the sensitivity analyses prepared by the Group over the assets growth rates and the discount rate assumptions to assess their impact on the Group’s impairment assessment. We involved valuation professionals with specialized skills and knowledge, who assisted in:
 
 
•
 
evaluating the appropriateness of the assets growth rates by comparing them with the SPD Bank’s analysts’ reports; and
 
 
•
 
evaluating the appropriateness of the discount rate used by comparing it against discount rate that was independently developed using publicly available industry data.
 
/s/ KPMG Huazhen LLP
 
We have served as the Company’s auditor since 2021.
 
Beijing, China
April 28, 2022
 
F-5
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholders of China Mobile Limited
Opinion on the Financial Statements
We have audited the consolidated balance sheet of China Mobile Limited and its subsidiaries (the “Company”) as of December 31, 2020, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for each of the two years in the period ended December 31, 2020, including the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2020 in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (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 of these consolidated financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.
Our audits 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. We believe that our audits provide a reasonable basis for our opinion.
/s/ PricewaterhouseCoopers Zhong Tian LLP
Beijing, the People’s Republic of China,
April 28, 2021
We served as the Company’s auditor from 2013 to 2020.
 
F-6
Consolidated Statements of Comprehensive Income
for the year ended December 31
(Expressed in Renminbi (“RMB”))
 
          2021     2020     2019  
     Note    Million     Million     Million  
Operating revenue
    4                         
Revenue from telecommunications services
           751,409       695,692       674,392  
Revenue from sales of products and others
           96,849       72,378       71,525  
         
 
 
    
 
 
    
 
 
  
            848,258       768,070       745,917  
         
 
 
    
 
 
    
 
 
  
Operating expenses
                              
Network operation and support expenses
    5      225,010       206,424       175,810  
Depreciation and amortization
           193,045       172,401       182,818  
Employee benefit and related expenses
    6      118,680       106,429       102,518  
Selling expenses
           48,243       49,943       52,813  
Cost of products sold
           96,083       73,100       72,565  
Other operating expenses
    7      49,234       47,039       46,244  
         
 
 
    
 
 
    
 
 
  
            730,295       655,336       632,768  
         
 
 
    
 
 
    
 
 
  
Profit from operations
           117,963       112,734       113,149  
Other gains
    8      8,257       5,602       4,029  
Interest and other income
    9      16,729       14,341       15,560  
Finance costs
    10      (2,679 )      (2,996 )      (3,246 ) 
Income from investments accounted for using the equity method
           11,914       12,678       12,641  
         
 
 
    
 
 
    
 
 
  
Profit before taxation
           152,184       142,359       142,133  
Taxation
    13(a)      (35,878 )      (34,219 )      (35,342 ) 
         
 
 
    
 
 
    
 
 
  
PROFIT FOR THE YEAR
                 116,306             108,140             106,791  
         
 
 
    
 
 
    
 
 
  
 
F-
7
Consolidated Statement
s
of Comprehensive Income (Continued)
for the year ended December 31
(Expressed in RMB)
 
            2021     2020     2019  
     Note      Million     Million     Million  
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 financial assets measured at fair value through other comprehensive income
               (406 )      957       (75 ) 
Remeasurement of defined benefit liabilities
               (143 )      —         —    
Share of other comprehensive income/(loss) of investments accounted for using the equity method
               7       (32 )      14  
Items that may be subsequently reclassified to profit or loss
                                  
Currency translation differences
               (882 )      (1,915 )      683  
Share of other comprehensive (loss)/income of investments accounted for using the equity method
               (219 )      (585 )      428  
             
 
 
    
 
 
    
 
 
  
TOTAL COMPREHENSIVE INCOME FOR THE YEAR
               114,663       106,565       107,841  
             
 
 
    
 
 
    
 
 
  
Profit attributable to:
                                  
Equity shareholders of the Company
               116,148       107,843       106,641  
Non-controlling
interests
               158       297       150  
             
 
 
    
 
 
    
 
 
  
PROFIT FOR THE YEAR
               116,306       108,140       106,791  
             
 
 
    
 
 
    
 
 
  
Total comprehensive income attributable to:
                                  
Equity shareholders of the Company
               114,505       106,268       107,691  
Non-controlling
interests
               158       297       150  
             
 
 
    
 
 
    
 
 
  
TOTAL COMPREHENSIVE INCOME FOR THE YEAR
               114,663       106,565       107,841  
             
 
 
    
 
 
    
 
 
  
Earnings per share – Basic
      14(a)      RMB  5.67     RMB  5.27     RMB  5.21  
             
 
 
    
 
 
    
 
 
  
Earnings per share – Diluted
      14(b)      RMB 5.67     RMB 5.27     RMB 5.18  
             
 
 
    
 
 
    
 
 
  
The notes on pages F-17 to F-102 are an integral part of these consolidated financial statements.
 
F-
8
Consolidated Balance Sheets
As of December 31
(Expressed in RMB)
 
            2021      2020  
     Note      Million      Million  
Assets
                           
Non-current
assets
                           
Property, plant and equipment
      15        723,305        705,547  
Construction in progress
      16        71,742        71,651  
Right-of-use
assets
      17(a)        55,350        65,091  
Land use rights
      17(b)        15,739        16,192  
Goodwill
      18        35,344        35,344  
Other intangible assets
               8,171        7,213  
Investments accounted for using the equity method
      20(a)        169,556        161,811  
Deferred tax assets
      21        43,216        38,998  
Financial assets measured at fair value through other comprehensive income
      22        689        1,111  
Financial assets measured at fair value through profit or loss
      22        78,600        —    
Restricted bank deposits
      23        7,046        8,836  
Other
non-current
assets
      24        37,198        36,345  
             
 
 
     
 
 
  
                1,245,956        1,148,139  
             
 
 
     
 
 
  
Current assets
                           
Inventories
      25        10,203        8,044  
Contract assets
      26        6,551        3,841  
Accounts receivable
      27        34,668        38,401  
Other receivables
               10,137        9,923  
Amount due from ultimate holding company
      28        2,612        1,396  
Prepayments and other current assets
      29        28,291        25,713  
Prepaid income tax
               875        1,157  
Other financial assets measured at amortized cost
      30        33,884        36,724  
Financial assets measured at fair value through profit or loss
      22        132,995        128,603  
Restricted bank deposits
      23        2,163        2,830  
Bank deposits
      31        89,049        110,382  
Cash and cash equivalents
      32        243,943        212,729  
             
 
 
     
 
 
  
                595,371        579,743  
             
 
 
     
 
 
  
Total assets
               1,841,327        1,727,882  
             
 
 
     
 
 
  
 
F-
9
Consolidated Balance Sheets (Continued)
As of December 31
(Expressed in RMB)
 
 
  
 
 
  
2021
 
  
2020
 
 
  
Note
 
  
Million
 
  
Million
 
Equity and liabilities
  
  
  
Liabilities
  
  
  
Current liabilities
  
  
  
Accounts payable
      33        152,712        167,990  
Bills payable
               12,747        4,561  
Contract liabilities
      34        79,068        79,028  
Accrued expenses and other payables
      35        274,509        200,952  
Amount due to ultimate holding company
      28        23,478        26,714  
Income tax payable
               13,575        13,856  
Lease liabilities
      17(c)        26,059        24,173  
             
 
 
     
 
 
  
                582,148        517,274  
             
 
 
     
 
 
  
Non-current
liabilities
                           
Lease liabilities –
non-current
      17(c)        30,922        42,460  
Deferred revenue
      36        8,487        8,601  
Deferred tax liabilities
      21        2,369        1,668  
Other
non-current
liabilities
               7,109        5,107  
             
 
 
     
 
 
  
                48,887        57,836  
             
 
 
     
 
 
  
Total liabilities
               631,035        575,110  
             
 
 
     
 
 
  
 
F-1
0
Consolidated Balance Sheets (Continued)
As of December 31
(Expressed in RMB)
 
 
  
 
 
  
2021
 
  
2020
 
 
  
Note
 
  
Million
 
  
Million
 
Equity
  
  
  
Share capital
      38(a)        402,130        402,130  
Reserves
               804,220        746,786  
             
 
 
     
 
 
  
Total equity attributable to equity shareholders of the Company
               1,206,350        1,148,916  
Non-controlling
interests
               3,942        3,856  
             
 
 
     
 
 
  
Total equity
               1,210,292        1,152,772  
             
 
 
     
 
 
  
Total equity and liabilities
               1,841,327        1,727,882  
             
 
 
     
 
 
  
The notes on pages F-17 to F-102 are an integral part of these consolidated financial
statements
.
 
F-1
1
Consolidated Statements of Changes in Equity
(Expressed in RMB)

     Attributable to equity shareholders of the Company              
     Share
capital		      Capital
reserve		     Exchange
reserve		      PRC
statutory
reserves		      Other
reserves		      Retained
profits		     Total    
Non-
controlling
interests
    
Total
equity
  
     Million      Million     Million      Million      Million      Million     Million     Million     Million  
As of January 1, 2019
      402,130        (264,723 )      1,034        345,129        2,246        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 measured 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 38(b)(ii))
      —          —         —          —          —          (25,059 )      (25,059 )      (38 )      (25,097 ) 
Dividends declared in respect of current year (note 38(b)(i))
      —          —         —          —          —          (28,206 )      (28,206 )      —         (28,206 ) 
Transfer to PRC statutory reserves (note 38(
c
)(ii))
      —          —         —          1,094        —          (1,094 )      —         —         —    
Transfer to other reserves (note 38(
c
)(iii))
      —          —         —          —          835        (835 )      —         —         —    
Others
      —          —         —          —          48        —         48       —         48  
    
 
 
     
 
 
    
 
 
     
 
 
     
 
 
     
 
 
    
 
 
    
 
 
    
 
 
  
As of December 31, 2019
      402,130        (264,356 )      1,717        346,223        3,129        614,930       1,103,773       3,516       1,107,289  
    
 
 
     
 
 
    
 
 
     
 
 
     
 
 
     
 
 
    
 
 
    
 
 
    
 
 
  
F-1
2
Consolidated Statements of Changes in Equity (Continued)
(Expressed in RMB)
 
     Attributable to equity shareholders of the Company              
     Share
capital		      Capital
reserve		     Exchange
reserve		     PRC
statutory
reserves		      Other
reserves		      Retained
profits		     Total    
Non-
controlling
interests
    
Total
equity
  
     Million      Million     Million     Million      Million      Million     Million     Million     Million  
As of January 1, 2020
      402,130        (264,356 )      1,717       346,223        3,129        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 measured 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 38(
b
)(ii))
      —          —         —         —          —          (32,169 )      (32,169 )      (11 )      (32,180 ) 
Dividends declared in respect of current year (note 38(b)(i))
      —          —         —         —          —          (27,557 )      (27,557 )      —         (27,557 ) 
Transfer to PRC statutory reserves (note 38(
c
)(ii))
      —          —         —         571        —          (571 )      —         —         —    
Transfer to other reserves (note 38(
c
)(iii))
      —          —         —         —          636        (636 )      —         —         —    
Share option scheme -Value of share options (note 37)
      —          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 )      (198 )      346,794        3,786        660,712       1,148,916       3,856       1,152,772  
    
 
 
     
 
 
    
 
 
    
 
 
     
 
 
     
 
 
    
 
 
    
 
 
    
 
 
  
As of January 1, 2021
      402,130        (264,308 )      (198 )      346,794        3,786        660,712       1,148,916       3,856       1,152,772  
Changes in equity for 2021:
                                                                            
Profit for the year
      —          —         —         —          —          116,148       116,148       158       116,306  
Changes in the fair value of financial assets measured at fair value through other comprehensive income
      —          (406 )      —         —          —          —         (406 )      —         (406 ) 
Remeasurement of defined benefit liabilities
      —          (143 )      —         —          —          —         (143 )      —         (143 ) 
Currency translation differences
      —          —         (882 )      —          —          —         (882 )      —         (882 ) 
Share of other comprehensive loss of investments accounted for using the equity method
      —          (212 )      —         —          —          —         (212 )      —         (212 ) 
    
 
 
     
 
 
    
 
 
    
 
 
     
 
 
     
 
 
    
 
 
    
 
 
    
 
 
  
Total comprehensive income for the year
      —          (761 )      (882 )      —          —          116,148       114,505       158       114,663  
Dividends approved in respect of previous year (note 38(b)(ii))
      —          —         —         —          —          (29,916 )      (29,916 )      (72 )      (29,988 ) 
Dividends declared in respect of current year (note 38(b)(i))
      —          —         —         —          —          (27,669 )      (27,669 )      —         (27,669 ) 
Transfer to PRC statutory reserves (note 38(
c
)(ii))
      —          —         —         579        —          (579 )      —         —         —    
Share option scheme -Value of share options (note 37)
      —          413       —         —          —          —         413       —         413  
Changes in the share of other reserves of investments accounted for using the equity method
      —          (21 )      —         —          —          —         (21 )      —         (21 ) 
Others
      —          —         —         —          122        —         122       —         122  
    
 
 
     
 
 
    
 
 
    
 
 
     
 
 
     
 
 
    
 
 
    
 
 
    
 
 
  
As of December 31, 2021
      402,130        (264,677 )      (1,080 )      347,373        3,908        718,696       1,206,350       3,942       1,210,292  
    
 
 
     
 
 
    
 
 
    
 
 
     
 
 
     
 
 
    
 
 
    
 
 
    
 
 
  
The notes on pages F-17 to F-102 are an integral part of these consolidated financial statements.
 
F-1
3
Consolidated Statements of Cash Flows
for the year ended December 31
(Expressed in RMB)
 
            2021     2020     2019  
     Note      Million     Million     Million  
Operating activities
                                  
Profit before taxation
               152,184       142,359       142,133  
Adjustments for:
                                  
- Depreciation and amortization
               193,045       172,401       182,818  
- Net loss on disposal and
write-off
of property, plant and equipment
      7        1,748       1,547       2,911  
- Expected credit impairment losses
      7        4,171       5,084       5,761  
- Impairment losses of contract assets
               88       (62 )      —    
- Write-down of inventories
      7        280       196       171  
- Interest and other income
      9        (16,729 )      (14,341 )      (15,560 ) 
- Finance costs
      10        2,679       2,996       3,246  
- Dividend income from equity investments at fair value through other comprehensive income
            
 
—  
 
  
 
(1
) 
  
 
(2
) 
- Income from investments accounted for using the equity method
               (11,914 )      (12,678 )      (12,641 ) 
- Net exchange (gain)/loss
               (11 )      (32 )      67  
- Share options expenses
               413       232       —    
             
 
 
    
 
 
    
 
 
  
Operating cash flows before changes in working capital
               325,954       297,701       308,904  
             
 
 
    
 
 
    
 
 
  
(Increase)/decrease in inventories
               (2,439 )      (902 )      1,348  
(Increase)/decrease in contract assets
               (3,337 )      1,228       (64 ) 
(Increase)/decrease in contract costs
               (3,353 )      1,500       (9,012 ) 
Increase in accounts receivable
               (297 )      (10,812 )      (11,981 ) 
Increase in other receivables
               (255 )      (585 )      (1,364 ) 
(Increase)/decrease in prepayments and other current assets
               (4,667 )      1,538       (3,075 ) 
Increase in amount due from ultimate holding company
               (1,216 )      (46 )      (780 ) 
Decrease/(increase) in deposited customer reserves
               875       (897 )      6,447  
Increase/(decrease) in accounts payable
               5,546       7,896       (3,334 ) 
Increase in bills payable
               4,211       829       794  
Increase
/(decrease)
 
in contract liabilities
               40       21,203       (5,360 )
(Decrease)/increase in deferred revenue
               (114 )      1,740       1,980  
Increase in accrued expenses and other payables
               24,696       18,584       508  
Increase/(decrease) in amount due to ultimate holding company
               4,305       (32 )      (107 ) 
Increase in other
non-current
liabilities
               4,209       4,923       —    
             
 
 
    
 
 
    
 
 
  
Cash generated from operations
               354,158       343,868       284,904  
Tax paid
                                  
- The mainland of China and other countries and regions’ enterprise income tax paid
               (38,991 )      (35,776 )      (37,300 ) 
- Hong Kong profits tax paid
               (403 )      (331 )      (13 ) 
             
 
 
    
 
 
    
 
 
  
Net cash generated from operating activities
               314,764       307,761       247,591  
             
 
 
    
 
 
    
 
 
  
 
F-1
4
Consolidated Statement
s
of Cash Flows (Continued)
for the year ended December 31
(Expressed in RMB)
 
          2021     2020     2019  
          Million     Million     Million  
Investing activities
                              
Payment for property, plant and equipment
           (202,673 )      (189,577 )      (202,365 ) 
Payment for land use rights
           (44 )      (169 )      (355 ) 
Payment for other intangible assets
           (4,594 )      (703 )      (2,245 ) 
Proceeds from disposal and
write-off
of property, plant and equipment
           505       266       423  
Decrease in bank deposits
           25,596       15,008       157,709  
Decrease/(increase) in other financial assets measured at amortized cost
           2,483       (17,921 )      5,346  
Decrease/(increase) in restricted bank deposits (excluding deposited customer reserves)
           2,008       (335 )      (4,503 ) 
Interest and other finance income received
           13,361       12,999       11,550  
Proceeds from disposal of investments accounted for using the equity method
           523       417       —    
Purchase of investments accounted for using the equity method
           (277 )      (1,346 )      (161 ) 
Dividends received from investments accounted for using the equity method
           3,926       4,362       2,299  
Purchase of financial assets measured at fair value through profit or loss
           (136,813 )      (114,893 )      (161,343 ) 
Proceeds from disposal of financial assets measured at fair value through profit or loss
           57,687       103,479       129,505  
Purchase of financial assets measured at fair value through other comprehensive income
           —         (205 )      —    
Proceeds from disposal of financial assets measured at fair value through other comprehensive income
           —         500       —    
Others
           16       12       (66 ) 
         
 
 
    
 
 
    
 
 
  
Net cash used in investing activities
           (238,296 )      (188,106 )      (64,206 ) 
         
 
 
    
 
 
    
 
 
  
 
F-1
5
Consolidated Statement
s
of Cash Flows (Continued)
for the year ended December 31
(Expressed in RMB)
 
            2021     2020     2019  
     Note      Million     Million     Million  
Financing activities
                                  
Subscription funds received from issuance of RMB Shares
      35        48,695       —         —    
Dividends paid to the Company’s equity shareholders
               (57,585 )      (59,726 )      (53,265 ) 
Dividends paid to
non-controlling
shareholders of subsidiaries
               (72 )      (11 )      (38 ) 
Net (repayment)/receipts of short-term deposits placed by CMCC Group
      39(a)        (7,541 )      5,069       10,764  
Interest paid in relation to short-term deposits placed by CMCC Group
               (131 )      (170 )      (187 ) 
Repayment of principal and interest of lease liabilities
               (28,502 )      (27,346 )      (22,175 ) 
Others
               (65 )      (68 )      —    
             
 
 
    
 
 
    
 
 
  
Net cash used in financing activities
               (45,201 )      (82,252 )      (64,901 ) 
             
 
 
    
 
 
    
 
 
  
Net increase in cash and cash equivalents
               31,267       37,403       118,484  
Cash and cash equivalents at beginning of year
               212,729       175,933       57,302  
Effect of changes in foreign exchange rate
               (53 )      (607 )      147  
             
 
 
    
 
 
    
 
 
  
Cash and cash equivalents at end of year
      32        243,943       212,729       175,933  
             
 
 
    
 
 
    
 
 
  
Changes in liabilities arising from financing activities
There are no changes in liabilities arising from financing activities other than the subscription funds received from issuance of RMB Shares (note 35), the receipts and repayment of short-term deposits placed by CMCC Group (note 39(a)), the initial recognition of lease liabilities at the commencement date, and repayment of the related principal and interest associated with lease liabilities.
The notes on pages F-17 to F-102 are an integral part of these consolidated financial statements.
 
F-1
6
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 information related services in the mainland of China and in Hong Kong (for the purpose of preparing the consolidated financial statements, the 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”, incorporated in the mainland of China). The address of the Company’s registered office is 60
th
Floor, The Center, 99 Queen’s Road Central, Hong Kong.
The shares of the Company have been listed on The Stock Exchange of Hong Kong Limited (the “HKEX”) since October 23, 1997 and the American Depositary Shares (“ADSs”) of the Company had been listed on the New York Stock Exchange LLC (the “NYSE”) since October 22, 1997. In January 2021, the NYSE announced to commence delisting proceedings of the ADSs of the Company and on May 7, 2021, the NYSE filed a Form 25 with the US Securities and Exchange Commission to strike the Company’s ADSs from listing and registration. The delisting of the Company’s ADSs became effective on May 18, 2021. On January 5, 2022, the Company completed the initial public offering of ordinary shares subscribed for and traded in RMB (the “RMB Shares”), which were listed on the Shanghai Stock Exchange (the “RMB Share Issue”).
 
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, 2022.
 
F-
17
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(b)
Basis of preparation
The consolidated financial statements for the year ended December 31, 2021 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 of certain financial instruments measured at fair value.
All of the amended standards that effective for the year beginning on January 1, 2021 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 disclosed in note 44.
 
F-
18
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(c)
Subsidiaries and
non-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 any
non-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 sheet 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 statement of comprehensive income as an allocation of the total profit or loss and total comprehensive income for the year between
non-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 and
non-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.
 
F-
19
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(c)
Subsidiaries and
non-controlling
interests (Continued)
 
(ii)
Separate financial statements
In the Company’s balance sheet, an investment in a subsidiary is stated at cost less impairment losses (see note 2(j)). The results of subsidiaries are accounted for by the Company on the basis of dividends received and receivable.
Impairment testing of the investments in subsidiaries is required upon receiving a dividend from these investments if the dividend exceeds the total comprehensive income of the subsidiary in the period the dividend is declared or if the carrying amount of the investment in the separate financial statements exceeds the carrying amount in the consolidated financial statements of the investee’s net assets including goodwill.
 
 
(iii)
Business combination other than under common control
The Group applies the acquisition method to account for combination of entities and businesses which are not under common control. The consideration transferred for the acquisition of a subsidiary includes the fair values of the assets transferred, the liabilities incurred to the former owners of the acquiree, the equity interests issued by the Group 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.
 
 
(iv)
Business combination under common control
The Group applies the principles of merger accounting to account for the combination of entities and businesses under common control.
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 statement 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.
 
F-2
0
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(d)
Investments in associates and joint arrangements
An associate is an entity, not being a subsidiary, in which the Group exercises significant influence, but not control or joint control, over its management. Significant influence is the power to participate in the financial and operating 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. A joint operation is an arrangement whereby the Group and other parties contractually agree to share control of the arrangement, and have rights to the assets and obligations for the liabilities relating to the arrangement. The Group accounts for its assets, liabilities, revenue and expenses, and its share thereof, in relation to its interests in the joint operation. A joint venture is an arrangement whereby the Group and other parties contractually agree to share control of the arrangement, and have rights to the net assets of the arrangement.
Investments accounted for using the equity method
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, 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(j)). The Group’s share of the post-acquisition
post-tax
results of the investee for the year is recognized as income from investments accounted for using the equity method in the consolidated statement 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 statement of comprehensive income.
 
F-2
1
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(d)
Investments in associates and joint arrangements (Continued)
 
When the Group’s share of losses exceeds its interest in the associates 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 and 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.
 
F-2
2
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 any
non-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 in 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(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, 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 sheet at cost less accumulated amortization (where the estimated useful life is finite) and impairment losses (see note 2(j)). Amortization of intangible assets with finite useful lives is recorded in depreciation 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 useful lives and method of amortization of other intangible assets are reviewed at least 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.
 
F-2
3
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(g)
Property, plant and equipment
Property, plant and equipment are stated in the balance sheet at cost less accumulated depreciation and impairment losses (see note 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 costs are recognized in the carrying amount of an item of property, plant and equipment, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. 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 related assets and are recognized in profit or loss on the date of retirement or disposal.
Depreciation is calculated to write off the cost of property, plant and equipment, less their estimated residual value, if any, using the straight-line method over their estimated useful lives as follows:
 
     Estimated
useful lives		     
Estimated
residual value rate
  
Buildings
     
8 - 30 years
        3 % 
Telecommunications transceivers, switching centers, transmission and other network equipment
      5 - 10 years       
0 - 3
 % 
Office equipment, furniture, fixtures and others
      3 - 10 years        3 % 
Both the assets’ useful lives and residual values are reviewed at least annually. During 2021, the Group adjusted the residual value rate of certain wireless and transmission assets (mainly comprising 2G wireless equipment,
telecommunications optic cables and pipelines, etc) to zero. The effect of such change in accounting estimate is disclosed in note 15.
 
 
(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.
 
F-2
4
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(i)
Leases
A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. At inception of a contract, the Group assesses whether the contract is, or contains, a lease. Control is conveyed where the customer has both the right to direct the use of the identified asset and to obtain substantially all of the economic benefits from that use.
 
 
(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.
At inception or on reassessment of a contract that contains a lease component, the Group allocates the consideration in the contract to each lease and
non-lease
component on the basis of their relative stand-alone prices. Unless the group applies the practical expedient permitted under IFRS 16 “Leases”.
Recognition and measurement of lease liabilities
Lease liabilities are initially measured at the present value of unpaid lease payments at the commencement date. Lease payments include 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 exercising an option to terminate 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 loan financing. Lease payments are allocated between principal and finance cost. The Group calculates interest on the lease liability 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.
 
F-2
5
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(i)
Leases (Continued)
 
 
(i)
As lessee (Continued)
 
Lease modification
The Group accounts for a lease modification as a separate lease if both: (1) the modification increases the scope of the lease by adding the right to use one or more underlying assets; (2) the consideration for the lease increases by an amount commensurate with the stand-alone price for the increase in scope and any appropriate adjustments to that stand-alone price to reflect the circumstances of the particular contract.
For a lease modification that is not accounted for as a separate lease, at the effective date of the lease modification the Group redetermine the period of the modified lease and remeasure the lease liability by discounting the revised lease payments using a revised discount rate. The Group accounts for the remeasurement of the lease liability by decreasing the carrying amount of the
right-of-use
asset to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease and recognizing in profit or loss any gain or loss relating to the partial or full termination of the lease. For all other lease modifications, the Group makes a corresponding adjustment to the carrying amount of the
right-of-use
asset.
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. Leases of
low-value
asset are leases for which the underlying asset is of low value, when new. 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 sheet based on their nature.
 
F-2
6
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(j)
Impairment of
non-financial
assets
 
 
(i)
Impairment of investments accounted for using the equity method
Investments accounted for using the equity method are reviewed at each balance sheet date 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 carrying amount.
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 favourable change in the estimates used to determine the recoverable amount in accordance with note 2(j)(ii).
 
F-
27
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(j)
Impairment of
non-financial
assets (Continued)
 
 
(ii)
Impairment of other assets
Internal and external sources of information are reviewed at each balance sheet date to identify indications that the following assets may be impaired or, an impairment loss previously recognized no longer exists or may have decreased, except in the case of goodwill and other intangible assets with indefinite useful lives:
 
  •  
property, plant and equipment;
 
  •  
right-of-use
assets;
 
  •  
construction in progress;
 
  •  
land use rights;
 
  •  
investments in subsidiaries; and
 
  •  
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
The recoverable amount of an asset is the higher of its fair value less costs of disposal and value in use (“VIU”). In assessing VIU, the estimated future cash flows are discounted to their present value using a
pre-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).
 
F-
2
8
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(j)
Impairment of
non-financial
assets (Continued)
 
 
(ii)
Impairment of other assets (Continued)
 
  •  
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 VIU, if determinable.
 
  •  
Reversals of impairment losses
In respect of assets other than goodwill, an impairment loss is reversed if there has been a favourable 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.
 
F-
2
9
2
SIGNIFICANT 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.
 
 
(l)
Investments and other financial assets
Recognition and derecognition
Regular way purchases and sales of financial assets are recognized on trade-date, the date on which the Group commits to purchase or sell the asset. Financial assets are derecognized when the rights to receive cash flows from the financial assets have expired or have been transferred and the Group has transferred substantially all the risks and rewards of ownership.
Classification
The Group classifies its financial assets, depending on the Group’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 (either through other comprehensive income, or through profit or loss).
 
F-3
0
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(l)
Investments and other financial assets (Continued)
 
Measurement
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not measured at fair value through profit or loss (“FVPL”), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets measured 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.
 
  (ii)
Debt investments are classified as fair value through other comprehensive income (“FVOCI”), if the investment is held within a business model whose objective is achieved by both the collection of contractual cash flows and sale and the contractual cash flows of the investment comprise solely payments of principal and interest. Changes in fair value are recognized in other comprehensive income, except for the recognition in profit or loss of expected credit losses, interest income (calculated using the effective interest method) and foreign exchange gains and losses. When the investment is derecognized, the amount accumulated in other comprehensive income is recycled from equity to profit or loss.
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.
 
F-3
1
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(l)
Investments and other financial assets (Continued)
 
Impairment
The Group assesses on a forward looking basis the expected credit losses associated with its financial instruments carried at amortized cost. The Group has adopted the simplified 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 financial instruments carried at amortized cost, which have low credit risk at both the beginning and end of the reporting period, the Group recognizes a loss allowance equal to
12-month
expected credit loss unless there has been a significant increase in credit risk of the financial instrument since initial recognition, in which case the loss allowance is measured at an amount equal to lifetime expected credit loss.
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.
 
 
(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. Both of them are thereafter measured using the effective interest rate method and stated at amortized 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. After initial recognition, both of them are stated at amortized cost or invoiced amount if the effect of discounting would be immaterial.
 
F-3
2
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(p)
Deferred revenue
A government grant related to an asset is recognized as deferred revenue and amortized over the useful life of the related asset on a reasonable and systematic manner in other gains. A grant that compensates the Group for expenses or losses to be incurred in the future is recognized as deferred revenue, and included in other gains in the periods in which the expenses or losses are recognized. It shall be recognized in profit or loss immediately when as compensation for expenses or losses already incurred.
 
 
(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.
 
 
(r)
Revenue recognition from contracts with customers
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 and telecommunication related products and/or other services/products provided by the Group, if the customer can benefit from the services or products 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 transaction 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.
 
F-3
3
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(r)
Revenue recognition from contracts with customers (Continued)
 
When control of a service or product is transferred to a customer, revenue is generally recognized in profit or loss as follows:
 
  (i)
Revenue for each performance obligation is recognized when the Group satisfies the performance obligation by transferring the promised services or products to the customer. Generally, revenue is 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)
For contracts which include the provision of multiple performance obligations including services and products, the Group allocates the transaction price to each performance obligation based on the relative stand-alone selling price. The stand-alone selling price of services and products 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. Revenue for each performance obligation is then recognized when the control of the promised services or products 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 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 product 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.
 
F-3
4
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(r)
Revenue recognition from contracts with customers (Continued)
 
Contract assets primarily relate to the Group’s rights to consideration for services or products provided to the customers but for which the Group does not have an unconditional right at the balance sheet date. 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 services or products promised in the contract. Contract liabilities mainly comprise
non-refundable
prepaid service fees received from customers, unredeemed point rewards under customer point reward program (“Reward Program”) and unused data traffic carried over. The refundable prepaid service fees received from customers is recorded as
receipts-in-advance.
Contract costs include costs incurred to obtain a contract and cost incurred to fulfil a contract. Costs incurred to obtain a contract represents incremental costs incurred to obtain a contract, which mainly comprise sales commissions payable to third party agents and are amortized on a systemic basis that is consistent with the transfer to the customer of the services or products to which such costs 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 services or products 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 inventory or other
non-current
assets based on its amortization period.
 
F-3
5
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.
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.
 
F-3
6
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, and 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 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.
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.
 
F-
37
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(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 or
non-occurrence
of one or more future events, are also disclosed as contingent liabilities unless the probability of outflow of economic benefits is remote.
 
 
(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 of
non-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.
The Company and subsidiaries incorporated in Hong Kong are required to make contributions to Mandatory Provident Funds under the Hong Kong Mandatory Provident Fund Schemes Ordinance. Such contributions are recognized as an expense in profit or loss as incurred.
The employees of the subsidiaries in the 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. During the reporting period, no forfeited contributions were used by the Group to reduce the existing level of contributions.
 
F-
38
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 the governmental requirement since 2020. Under such plan, the Group provides or reimburses certain medical benefits to retired employees annually based on certain criteria. The Group’s payment obligation in the future under such plan are discounted and recognized as liabilities, the costs of which are recognized in profit or loss. Changes arising from remeasurement of the liability due to changes in the actuarial assumptions are recognized in other comprehensive income when incurred.
 
 
(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.
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 recognized 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 sheet, 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 in consolidated financial statements.
 
 
(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.
 
F-
39
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(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.
 
 
(y)
Translation of foreign currencies
The functional currency of majority of the entities within the Group is 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 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. Assets and liabilities are translated into RMB at the exchange rates ruling at the balance sheet date. The resulting currency 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 currency translation differences relating to that particular foreign operation is reclassified from equity to profit or loss.
For the purpose of the consolidated statement 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.
 
F-4
0
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(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(z)(a); or
 
  (vii)
A person identified in note 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.
 
F-4
1
2
SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 
 
(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 information related businesses. No geographical information has been disclosed as the majority of the Group’s operating activities are carried out in the mainland of China. The Group’s assets located and operating revenue derived from activities outside the mainland of China are less than 5% of the Group’s assets and operating revenue, respectively.
 
 
(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.
 
F-4
2
3
CHANGES IN ACCOUNTING POLICIES
The following amendments are mandatory for the first time for the Group’s financial year beginning on January 1, 2021 and are applicable for the Group:
Amendments to IFRS 9 “Financial Instruments”, IAS 39 “Financial Instruments: Recognition and Measurement”, IFRS 7 “Financial Instruments: Disclosures”, IFRS 4 “Insurance Contracts” and IFRS 16 “Leases” – Interest rate benchmark reform – phase 2
The above amendments to IFRS and IAS effective for the financial year beginning on January 1, 2021 do not have a material impact on the Group.
Amendments or revisions to IFRS and IAS effective for the financial year beginning on January 1, 2020 do not have a material impact on the Group.
New standards, annual improvement or interpretation to IFRS and IAS effective for the financial year beginning on January 1, 2019 do not have a material impact on the Group other than IFRS 16 “Leases”. The impact resulting from the adoption of IFRS 16 on the Group’s equity as of January 1, 2019 led to a decrease of equity of RMB3,106 million.
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, 2022 and have not been early adopted by the Group (see note 45). Management is assessing the impact of such standards and will adopt the relevant standards in the subsequent periods as required.
 
F-4
3
4
OPERATING REVENUE
 
     2021      2020      2019  
     Million      Million      Million  
Revenue from telecommunications services
                           
Voice services
      76,163        78,782        88,624  
SMS & MMS services
      31,100        29,485        28,648  
Wireless data traffic services
      392,859        385,679        384,999  
Wireline broadband services
      94,230        80,808        68,835  
Applications and information services
      136,961        101,038        82,543  
Others
      20,096        19,900        20,743  
    
 
 
     
 
 
     
 
 
  
       751,409        695,692        674,392  
Revenue from sales of products and others
      96,849        72,378        71,525  
    
 
 
     
 
 
     
 
 
  
       848,258        768,070        745,917  
    
 
 
     
 
 
     
 
 
  
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.
Operating revenue is subject to value-added tax (“VAT”). The VAT rate for basic telecommunications services is 9%. The VAT rate for value-added telecommunications services, information technology services and technical consulting services is 6% and the VAT rate for sales of telecommunications terminals is 13%. VAT is excluded from the revenue.
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. Almost all of the transaction considerations that were allocated to unsatisfied performance obligations as of the end of the reporting period are expected to be recognized within one year when services are provided. 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 “Revenue from Contracts with Customers”, therefore, the information about the remaining performance obligations were not disclosed.
 
F-4
4
5
NETWORK OPERATION AND SUPPORT EXPENSES
 
            2021      2020      2019  
     Note      Million      Million      Million  
Maintenance, operation support and related expenses
               137,095        117,758        92,980  
Power and utilities expenses
               36,878        37,661        32,837  
Charges for use of tower assets
      (i) (iii)        26,248        26,836        25,518  
Charges for use of lines and network assets
      (ii) (iii)        8,272        8,224        7,715  
Charges for use of other assets
      (ii) (iii)        6,521        6,149        7,492  
Others
               9,996        9,796        9,268  
             
 
 
     
 
 
     
 
 
  
                225,010        206,424        175,810  
             
 
 
     
 
 
     
 
 
  
Note:
 
  (i)
Charges for use of tower assets include the non-lease components charges (maintenance, certain ancillary facilities usage and related support services) for use of telecommunications towers and variable 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 network assets and other assets mainly include the
non-lease
components charges and the lease components charges for lease contracts that are exempted from recognition of
right-of-use
assets and lease liabilities, such as short-term lease payments, lease payments of
low-value
assets and 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, 2021, short-term lease payments and lease payments of
low-value
assets amounted to RMB6,576 million (2020: RMB4,462 million; 2019: RMB6,757 million), and variable lease payments not based on an index or a rate, which are recorded in profit or loss as incurred, amounted to RMB7,160 million (2020: RMB7,770 million; 2019: RMB8,186 million).
 
F-4
5
6
EMPLOYEE BENEFIT AND RELATED EXPENSES
 
     2021      2020      2019  
     Million      Million      Million  
Salaries, wages, labor service expenses and other benefits
      102,943        95,254        86,610  
Retirement costs: contributions to defined contribution retirement plans
      15,324        10,943        15,908  
Share-based compensation expenses
      413        232        —    
    
 
 
     
 
 
     
 
 
  
       118,680        106,429        102,518  
    
 
 
     
 
 
     
 
 
  
Since 2020, the Group has implemented the transfer of the socialized management of existing retirees to external organizations in accordance with the governmental requirement. 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. As at the end of the reporting period, the Group engaged an independent qualified actuary to calculate the Group’s obligation for this benefit plan using the projected unit credit method, and such obligation was recognized as liability. Actuarial assumptions mainly included discount rate and life expectancy. For the year ended December 31, 2021, the discount rate was 3.00% per annum (2020: 3.25%). Life expectancy was determined in accordance with relevant information on the “China Life Insurance Mortality Table (2010-2013) - CL5/CL6”. Reasonable changes in actuarial assumptions would not have a significant impact on the consolidated financial statements of the Group.
The movement of defined benefit plan liabilities for the year is as follows:
 
     2021      2020  
     Million      Million  
As of January 1
      4,615        —    
Defined benefit costs included in profit or loss
                  
- service cost
      1,178        4,615  
- interest cost
      145        —    
Defined benefit costs included in other comprehensive income
      143        —    
Payments during the year
      (267 )       —    
    
 
 
     
 
 
  
As of December 31
      5,814        4,615  
    
 
 
     
 
 
  
 
F-4
6
7
OTHER OPERATING EXPENSES
 
            2021      2020      2019  
     Note      Million      Million      Million  
Interconnection
               20,064        19,821        21,037  
Expected credit impairment losses
               4,171        5,084        5,761  
Write-down of inventories
               280        196        171  
Net loss on disposal and
write-off
of property, plant and equipment
               1,748        1,547        2,911  
Research and development expenses
      (i)        6,676        4,898        2,843  
Auditors’ remuneration
                                    
- audit services
      (ii)        98        109        111  
- tax services
               —        3        2  
- other services
               —        2        10  
Taxes and surcharges
               2,722        2,462        2,424  
Others
      (iii)        13,475        12,917        10,974  
             
 
 
     
 
 
     
 
 
  
                49,234        47,039        46,244  
             
 
 
     
 
 
     
 
 
  
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 controls over financial reporting pursuant to regulatory requirements at a service fee of RMB19 million (2020: RMB22 million; 2019: RMB22 million).
 
  (iii)
Others consist of administrative expenses and other miscellaneous expenses.
 
F-
47
8
OTHER GAINS
 
     2021      2020      2019  
     Million      Million      Million  
Compensation income
      968        758        915  
Additional deduction of input VAT
      4,411        2,813        667  
Others
      2,878        2,031        2,447  
    
 
 
     
 
 
     
 
 
  
         8,257          5,602          4,029  
    
 
 
     
 
 
     
 
 
  
 
9
INTEREST AND OTHER INCOME
 
     2021      2020      2019  
     Million      Million      Million  
Interest income
      10,934        11,447        10,065  
Net gains on hold/disposal of financial assets
      5,795        2,894        5,495  
    
 
 
     
 
 
     
 
 
  
       16,729        14,341        15,560  
    
 
 
     
 
 
     
 
 
  
 
10
FINANCE COSTS
 
     2021      2020      2019  
     Million      Million      Million  
Interest for lease liabilities
      2,383        2,806        3,052  
Interest paid for short-term deposits received (note 39(a))
      131        170        187  
Others
      165        20        7  
    
 
 
     
 
 
     
 
 
  
         2,679          2,996          3,246  
    
 
 
     
 
 
     
 
 
  
 
F-
48
11
DIRECTORS’ AND OTHER SENIOR MANAGEMENT’S REMUNERATION
Directors’ remuneration during 2021 is as follows:
 
    
Directors’
fees
’000
      Salaries,
allowances
and bonuses
’000		      Contributions
relating to
social insurance,
housing fund and
retirement scheme
’000		      2021
Total
’000		  
Executive directors (Expressed in RMB)
                                    
YANG Jie
1
      —          918        214        1,132  
DONG Xin
2
      —          929        214        1,143  
WANG Yuhang
3
      —          850        206        1,056  
LI Ronghua
4
      —          600        205        805  
    
 
 
     
 
 
     
 
 
     
 
 
  
       —          3,297        839        4,136  
    
 
 
     
 
 
     
 
 
     
 
 
  
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 2020 is as follows:
 
    
Directors’
fees
’000
      Salaries,
allowances
and bonuses
’000		      Contributions
relating to
social insurance,
housing fund and
retirement scheme
’000		      2020
Total
’000		  
Executive directors (Expressed in RMB)
                                    
YANG Jie
1
      —          830        157        987  
DONG Xin
2
      —          829        148        977  
WANG Yuhang
3
      —          757        149        906  
LI Ronghua
4
      —          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  
    
 
 
     
 
 
     
 
 
     
 
 
  
 
F-
49
11
DIRECTORS’ AND OTHER SENIOR MANAGEMENT’S REMUNERATION (CONTINUED)
 
Directors’ remuneration during 2019 is as follows:
 
    
Directors’
fees
’000
      Salaries,
allowances
and bonuses
’000		      Contributions
relating to
social insurance,
housing fund and
retirement scheme
’000		      2019
Total
’000		  
Executive directors (Expressed in RMB)
                                    
YANG Jie
1
      —          461        169        630  
SHANG Bing
5
      —          1,354        89        1,443  
LI Yue
6
      —          1,585        187        1,772  
WANG Yuhang
3
      —          415        163        578  
DONG Xin
2
      —          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  
    
 
 
     
 
 
     
 
 
     
 
 
  
 
  1
Mr. YANG Jie was appointed as an executive director and the chairman of the Company with effect from March 21, 2019.
 
  2
Mr. Dong 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 October 24, 2019.
 
  4
Mr. LI Ronghua was appointed as an executive 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 4, 2019.
 
  6
Mr. LI Yue resigned from his position as an executive director and chief executive officer of the Company with effect from October 11, 2019.
 
F-5
0
11
DIRECTORS’ AND OTHER SENIOR MANAGEMENT’S REMUNERATION (CONTINUED)
 
In 2021, 2020 and 2019, executive directors and independent
non-executive
director Dr. YANG Qiang of the Company voluntarily waived their directors’ fees.
Directors’ remuneration paid during 2021 included directors’ performance related 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 2021 will be paid in 2022 based on their performance, and the additional bonuses related to their term of service will be paid based on their 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, 2021, the Company’s other senior management’s remuneration was within the range between RMB1,000,000 to RMB1,050,000 (2020: RMB400,000 to RMB900,000
;
2019: RMB1,500,000 to RMB2,000,000).
 
F-5
1
12
INDIVIDUALS WITH HIGHEST EMOLUMENTS
For the years ended December 31, 2021, 2020 and 2019, none of the five individuals with the highest emoluments in the Group are directors or other senior management. The emoluments paid/payable to the five individuals with highest emoluments are as follows:
 
     2021      2020      2019  
     ’000      ’000      ’000  
Salaries, allowances and benefits in kind
      7,765        7,684        6,592  
Performance related bonuses
      5,775        4,545        4,314  
Retirement scheme contributions
      336        215        187  
    
 
 
     
 
 
     
 
 
  
       13,876        12,444        11,093  
    
 
 
     
 
 
     
 
 
  
The emoluments fell within the following bands:
 
     2021      2020      2019  
     Number
of individuals		      Number
of individuals		      Number
of individuals		  
Emolument bands
                           
2,000,001 - 2,500,000
      3        4        5  
2,500,001 - 3,000,000
      1        1        —    
4,000,001 - 4,500,000
      1        —          —    
    
 
 
     
 
 
     
 
 
  
 
F-5
2
13
TAXATION
 
 
(a)
Taxation in the consolidated statement of comprehensive income represents:
 
 
  
 
 
  
2021
 
  
2020
 
  
2019
 
 
  
Note
 
  
Million
 
  
Million
 
  
Million
 
Current tax
  
      
  
      
  
      
  
      
Provision for enterprise income tax in the mainland of China and other countries and regions on the estimated assessable profits for the year
      (i)        38,957        39,870        36,989  
Provision for Hong Kong profits tax on the estimated assessable profits for the year
      (ii)        431        400        269  
             
 
 
     
 
 
     
 
 
  
                39,388        40,270        37,258  
Deferred tax
                                    
Origination and reversal of temporary differences, net (note 21)
               (3,510 )       (6,051 )       (1,916 ) 
             
 
 
     
 
 
     
 
 
  
                35,878        34,219        35,342  
             
 
 
     
 
 
     
 
 
  
Note:
 
  (i)
The provision for enterprise income tax in the mainland of China and other countries and regions has been calculated on the estimated assessable profits for the year at the rates of taxation prevailing in the regions in which the Group operates. The Company’s subsidiaries operate mainly in the mainland of China. The provision for the PRC enterprise income tax is based on the statutory tax rate of 25% (2020: 25%
;
2019: 25%) on the estimated assessable profits determined in accordance with the relevant income tax rules and regulations of the PRC for the year ended December 31, 2021. Certain subsidiaries of the Company entitle to the preferential tax rate of 15% (2020: 15%
;
2019: 15%), and certain research and development costs of the Company’s PRC subsidiaries are qualified for 75% (2020: 75%
;
2019: 75%) additional deduction for tax purpose.
 
  (ii)
The provision for Hong Kong profits tax is calculated at 16.5% (2020: 16.5%
;
2019: 16.5%) of the estimated assessable profits for the year ended December 31, 2021.
 
  (iii)
Pursuant to 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 Company is qualified as a PRC offshore-registered resident enterprise. Accordingly, the dividend income of the Company from its subsidiaries in the PRC is exempted from PRC enterprise income tax.
 
F-5
3
13
TAXATION (CONTINUED)
 
 
(b)
Reconciliations between income tax expense and accounting profit at applicable tax rates:
 
 
  
2021
 
  
2020
 
  
2019
 
 
  
Million
 
  
Million
 
  
Million
 
Profit before taxation
      152,184        142,359        142,133  
    
 
 
     
 
 
     
 
 
  
Notional tax on profit before tax, calculated at the PRC’s statutory tax rate of 25%
(Note)
      38,046        35,590        35,533  
Tax effect of
non-taxable
items
                           
- Income from investments accounted for using the equity method
      (2,855 )       (3,086 )       (3,160 ) 
- Other
non-taxable
income
      (33 )       (47 )       (75 ) 
Tax effect of
non-deductible
expenses
      1,162        1,205        1,325  
Tax rate differential (note 13(a)(i)(ii))
      (1,881 )       (1,194 )       (1,107 )
Tax effect of deductible temporary difference and deductible tax loss for which no deferred tax asset was recognized (note 21)
      1,972        2,109        2,687  
Additional deduction for qualified research and development costs
      (533 )       (358 )       (282 ) 
Others
 
 
—
 
 
 
—
 
 
 
421
 
    
 
 
     
 
 
     
 
 
  
Taxation
      35,878        34,219        35,342  
    
 
 
     
 
 
     
 
 
  
 
  Note:
The PRC’s statutory tax rate is adopted as the majority of the Group’s operations are subject to this rate.
 
 
(c)
The tax (charged)/credited relating to components of other comprehensive income is as follows:
 
 
  
2021
 
 
2020
 
 
2019
 
 
  
Before
tax
 
 
Tax
charged
 
 
After
tax
 
 
Before
tax
 
 
Tax
credited
 
  
After
tax
 
 
Before
tax
 
 
Tax
charged
 
 
After
tax
 
 
  
Million
 
 
Million
 
 
Million
 
 
Million
 
 
Million
 
  
Million
 
 
Million
 
 
Million
 
 
Million
 
Changes in value of financial assets measured at FVOCI
      (398 )      (8 )      (406 )      956       1        957       (74 )      (1 )      (75 ) 
Remeasurement of defined benefit liabilities
      (143 )      —         (143 )      —         —          —         —         —         —    
Currency translation differences
      (882 )      —         (882 )      (1,915 )      —          (1,915 )      683       —         683  
Share of other comprehensive (loss)/income of investments accounted for using the equity method
      (212 )      —         (212 )      (617 )      —          (617 )      442       —         442  
    
 
 
    
 
 
    
 
 
    
 
 
    
 
 
     
 
 
    
 
 
    
 
 
    
 
 
  
Other comprehensive (loss)/income
      (1,635 )      (8 )      (1,643 )      (1,576 )      1        (1,575 )      1,051       (1 )      1,050  
    
 
 
    
 
 
    
 
 
    
 
 
    
 
 
     
 
 
    
 
 
    
 
 
    
 
 
  
Current tax
              —                         —                          —            
Deferred tax
              (8 )                      1                        (1 )         
            
 
 
                    
 
 
                     
 
 
          
               (8 )                      1                        (1 )         
            
 
 
                    
 
 
                     
 
 
          
 
F-5
4
14
EARNINGS PER SHARE
 
 
(a)
Basic earnings per share
The calculation of basic earnings per share for the year ended December 31, 2021 is based on the profit attributable to equity shareholders of the Company of RMB116,148 million (2020: RMB107,843 million; 2019: RMB106,641 million) and the weighted average number of 20,475,482,897 shares (2020: 20,475,482,897 shares; 2019: 20,475,482,897 shares) in issue during the year.
 
 
(b)
Diluted earnings per share
For the year ended December 31, 2021, the Group has considered the impact of the following factors when determining its diluted earnings per share:
 
 
(i)
Convertible bonds issued by an associate of the Group (“CB”) (note 22);
 
 
(ii)
Share options issued by the Company (note 37); and
 
 
(iii)
The RMB Shares publicly offered but had yet to be listed on the Shanghai Stock Exchange as of December 31, 2021 (note 42).
Of the above:
 
 
(i)
The CB had a dilutive effect on earnings per share for 2021 (2020: anti-dilutive, 2019: dilutive), as the assumed conversion would have decreased the profit attributable to equity shareholders of the Company for 2021 (2020: increased, 2019: decreased).
 
 
(ii)
The share options have been outstanding but had no dilutive effect for 2021 (2020: no dilutive effect), since the exercise price of the share options exceeded the average market price of the Company’s ordinary shares on the HKEX during the period the share options were outstanding (2020: exceeded the average market price during the period from grant date to December 31, 2020).
 
 
(iii)
For the RMB Shares offered, the offer price was not lower than its fair value during the period from the subscription date to December 31, 2021.
 
F-5
5
14
EARNINGS PER SHARE (CONTINUED)
 
 
(b)
Diluted earnings per share (Continued)
 
For the year ended December 31, 2021, the calculation of diluted earnings per share is based on the profit attributable to equity shareholders of the Company of RMB116,120 million (2020: RMB107,843 million; 2019: RMB106,050 million) as a result of the assumed conversion of CB and the weighted average number of 20,475,482,897 shares (2020: 20,475,482,897 shares; 2019: 20,475,482,897 shares) in issue during the year.
 
 
  
2021
 
  
2020
 
  
2019
 
 
  
Million
 
  
Million
 
  
Million
 
 
  
 
 
  
(Note)
 
  
 
 
Profit attributable to equity shareholders of the Company used in calculating basic earnings per share
      116,148        107,843        106,641  
Add: changes in share of profit of the associate
      308                  41  
Less: fair value gain and interest income relating to the CB held by the Group, net of tax
      (336 )                 (632 ) 
Profit attributable to equity shareholders of the Company used in calculating diluted earnings per share
      116,120                 106,050  
 
 
 
 
 
 
 
 
 
 
 
 
 
​​​​​​​
Note: No adjustment to profit has been presented as the related factors are anti-dilutive.
 
F-5
6
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, 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 ) 
Write-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  
    
 
 
     
 
 
     
 
 
     
 
 
  
As of January 1, 2021
      164,369        1,741,288        17,802        1,923,459  
Transferred from construction in progress
      6,751        170,961        945        178,657  
Other additions
      542        2,917        536        3,995  
Disposals
      (5 )       (66 )       (30 )       (101 ) 
Write-off
      (688 )       (48,667 )       (2,099 )       (51,454 ) 
Exchange differences
      (136 )       (304 )       (6 )       (446 ) 
    
 
 
     
 
 
     
 
 
     
 
 
  
As of December 31, 2021
      170,833        1,866,129        17,148        2,054,110  
    
 
 
     
 
 
     
 
 
     
 
 
  
Accumulated depreciation and impairment:
                                    
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 ) 
Write-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  
    
 
 
     
 
 
     
 
 
     
 
 
  
As of January 1, 2021
      62,520        1,142,724        12,668        1,217,912  
Charge for the year
      6,168        154,461        1,692        162,321  
Written back on disposals
      (3 )       (52 )       (14 )       (69 ) 
Write-off
      (421 )       (46,815 )       (1,984 )       (49,220 ) 
Exchange differences
      (24 )       (111 )       (4 )       (139 ) 
    
 
 
     
 
 
     
 
 
     
 
 
  
As of December 31, 2021
      68,240        1,250,207        12,358        1,330,805  
    
 
 
     
 
 
     
 
 
     
 
 
  
Net book value:
                                    
As of December 31, 2021
      102,593        615,922        4,790        723,305  
    
 
 
     
 
 
     
 
 
     
 
 
  
As of December 31, 2020
      101,849        598,564        5,134        705,547  
    
 
 
     
 
 
     
 
 
     
 
 
  
 
F-
57
15
PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
 
With the accelerating construction of the Group’s 5G telecommunications network, changes in subscribers’ behaviour and market conditions, the Group continually terminated or retired the inefficient or invalid assets to further improve network quality. During the process, the Group increasingly noted that the corresponding net disposal proceeds of certain assets may not fully compensate their remaining net book value. In 2021, the Group reviewed the residual value rate of assets, and decided to adjust the residual value rate of certain wireless and transmission assets (mainly comprising 2G wireless equipment, telecommunications optic cables and pipelines, etc) to zero. The aforesaid changes in accounting estimates were made using the prospective application method. The depreciation and amortization for the year ended December 31, 2021 increased by approximately RMB9,420 million as a result of the aforesaid changes in accounting estimates.
The Group adjusted the depreciable lives of the 4G wireless assets from 5 years to 7 years with effect from 2020. The aforesaid changes in accounting estimates were made using the prospective application method, resulting in the depreciation and amortization for the year ended December 31, 2020 decreased by approximately RMB19,685 million.
 
16
CONSTRUCTION IN PROGRESS
 
     2021      2020  
     Million      Million  
As of January 1
      71,651        67,978  
Additions
      178,748        176,422  
Transferred to property, plant and equipment
      (178,657 )       (172,749 ) 
    
 
 
     
 
 
  
As of December 31
      71,742        71,651  
    
 
 
     
 
 
  
Construction in progress primarily comprises expenditure incurred on the network expansion projects but not yet completed.
 
F-
58
17
LEASES
This note provides lease information about the Group as a lessee.
 
 
(a)
Right-of-use
assets
 
 
  
Telecommunications
Towers and
related assets
Million
 
  
Buildings and
premises
Million
 
  
Others
Million
 
  
Total
Million
 
Cost:
  
  
  
  
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  
    
 
 
     
 
 
     
 
 
     
 
 
  
As of January 1, 2021
      84,112        48,159        4,973        137,244  
Additions
      7,322        9,400        1,759        18,481  
Termination of lease contracts
      (936 )       (6,966 )       (948 )       (8,850 ) 
Early termination and modification of lease contracts
      (1,480 )       (1,304 )       (389 )       (3,173 ) 
Exchange differences
      —        (47 )       —        (47 ) 
    
 
 
     
 
 
     
 
 
     
 
 
  
As of December 31, 2021
      89,018        49,242        5,395        143,655  
    
 
 
     
 
 
     
 
 
     
 
 
  
Accumulated amortization and impairment:
                                    
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  
    
 
 
     
 
 
     
 
 
     
 
 
  
As of January 1, 2021
      44,402        24,512        3,239        72,153  
Charge for the year
      16,545        9,232        762        26,539  
Termination of lease contracts
      (936 )       (6,966 )       (948 )       (8,850 ) 
Early termination and modification of lease contracts
      (456 )       (674 )       (380 )       (1,510 ) 
Exchange differences
      —        (27 )       —        (27 ) 
    
 
 
     
 
 
     
 
 
     
 
 
  
As of December 31, 2021
      59,555        26,077        2,673        88,305  
    
 
 
     
 
 
     
 
 
     
 
 
  
Net book value:
                                    
As of December 31, 2021
      29,463        23,165        2,722        55,350  
    
 
 
     
 
 
     
 
 
     
 
 
  
As of December 31, 2020
      39,710        23,647        1,734        65,091  
    
 
 
     
 
 
     
 
 
     
 
 
  
 
F-
59
17
LEASES (CONTINUED)
 
 
(b)
Land use rights
For the year ended December 31, 2021, the amortization of land use rights expensed in the profit or loss amounted to RMB477 million (2020: RMB459 million; 2019: RMB462 million).
 
 
(c)
Lease liabilities
For the year ended December 31, 2021, lease liabilities of RMB16,467 million (2020: RMB16,870 million; 2019: RMB13,219 million) was incurred relating to additions of
right-of-use
assets.
The maturity analysis of lease liabilities as of December 31, 2021 and 2020 was set out in note 40(b).
 
18
GOODWILL
 
     2021      2020  
     Million      Million  
As of January 1
      35,344        35,343  
Additions
      —          1  
    
 
 
     
 
 
  
As of December 31
      35,344        35,344  
    
 
 
     
 
 
  
Impairment tests for goodwill
As of December 31, 2021, the goodwill of RMB35,300 million is attributable to the cash-generating units in relation to the operation in the 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 the
pre-tax
cash flows of the subsidiaries (cash-generating unit) for the five years ending December 31, 2026 and the projected perpetual cash flows after the fifth year. For the five years ending December 31, 2026, the average growth rate is assumed to be 1.5%, while for the years beyond December 31, 2026, the assumed continual growth rate to perpetuity is 1%. The present value of cash flows is calculated by discounting the cash flow using
pre-tax
interest rates of approximately 11%. The management performed impairment test for the goodwill in relation to the operation in the mainland of China and determined such goodwill was not impaired. Reasonably possible changes in key assumptions would not lead to the goodwill impairment losses.
 
F-6
0
19
SUBSIDIARIES
The following list contains only the particulars of subsidiaries which principally affected the results, assets or liabilities of the Group as of December 31, 2021. The class of shares held is ordinary unless otherwise stated.
 
No.
   
Name of company*
   
Place of incorporation/
establishment
and operation
    Particulars of
issued
and paid up capital		     
Proportion of
ownership interest
    
Principal
activity
   Held by the
Company		     Held by a
subsidiary		  
 
1
   
China Mobile Communication
(BVI) Limited
the British Virgin Islands (“BVI”)
HK$ 1  
  100 % 
  —    
Investment
holding company
2
   
China Mobile Communication Co., Ltd. (“CMC”)**
    the mainland of China    RMB 1,641,848,326        —         100 %    Network and business coordination center
3
   
China Mobile Group Guangdong Co., Ltd. (“Guangdong Mobile”)
    the mainland of China    RMB 5,594,840,700        —         100 %    Telecommunications operator
4
   
China Mobile Group Zhejiang Co., Ltd.
    the mainland of China    RMB 2,117,790,000        —         100 %    Telecommunications operator
5
   
China Mobile Group Jiangsu Co., Ltd.
    the mainland of China    RMB 2,800,000,000        —         100 %    Telecommunications operator
6
   
China Mobile Group Fujian Co., Ltd.
    the mainland of China    RMB 5,247,480,000        —         100 %    Telecommunications operator
7
   
China Mobile Group Henan Co., Ltd.
    the mainland of China    RMB 4,367,733,641        —         100 %    Telecommunications operator
8
   
China Mobile Group Hainan Co., Ltd.
    the mainland of China    RMB 643,000,000        —         100 %    Telecommunications operator
9
   
China Mobile Group Beijing Co., Ltd.
    the mainland of China    RMB 6,124,696,053        —         100 %    Telecommunications operator
10
   
China Mobile Group Shanghai Co., Ltd.
    the mainland of China    RMB 6,038,667,706        —         100 %    Telecommunications operator
11
   
China Mobile Group Tianjin Co., Ltd.
    the mainland of China    RMB 2,151,035,483        —         100 %    Telecommunications operator
12
   
China Mobile Group Hebei Co., Ltd.
    the mainland of China    RMB 4,314,668,531        —         100 %    Telecommunications operator
13
   
China Mobile Group Liaoning Co., Ltd.
    the mainland of China    RMB 5,140,126,680        —         100 %    Telecommunications operator
14
   
China Mobile Group Shandong Co., Ltd.
    the mainland of China    RMB 6,341,851,146        —         100 %    Telecommunications operator
15
   
China Mobile Group Guangxi Co., Ltd.
    the mainland of China    RMB 2,340,750,100        —         100 %    Telecommunications operator
16
   
China Mobile Group Anhui Co., Ltd.
    the mainland of China    RMB 4,099,495,494        —         100 %    Telecommunications operator
17
   
China Mobile Group Jiangxi Co., Ltd.
    the mainland of China    RMB 2,932,824,234        —         100 %    Telecommunications operator
18
   
China Mobile Group Chongqing Co., Ltd.
    the mainland of China    RMB 3,029,645,401        —         100 %    Telecommunications operator
 
F-6
1
19
SUBSIDIARIES (CONTINUED)
 
No.
   
Name of company*
   
Place of incorporation/
establishment
and operation
    Particulars of
issued
and paid up capital		     
Proportion of
ownership interest
    
Principal
activity
   Held by the
Company		     Held by a
subsidiary		  
 
19
   
China Mobile Group Sichuan Co., Ltd.
    the mainland of China    RMB 7,483,625,572        —         100 %    Telecommunications operator
20
   
China Mobile Group Hubei Co., Ltd.
    the mainland of China    RMB 3,961,279,556        —         100 %    Telecommunications operator
21
   
China Mobile Group Hunan Co., Ltd.
    the mainland of China    RMB 4,015,668,593        —         100 %    Telecommunications operator
22
   
China Mobile Group Shaanxi Co., Ltd.
    the mainland of China    RMB 3,171,267,431        —         100 %    Telecommunications operator
23
   
China Mobile Group Shanxi Co., Ltd.
    the mainland of China    RMB 2,773,448,313        —         100 %    Telecommunications operator
24
   
China Mobile Group Neimenggu Co., Ltd.
    the mainland of China    RMB 2,862,621,870        —         100 %    Telecommunications operator
25
   
China Mobile Group Jilin Co., Ltd.
    the mainland of China    RMB 3,277,579,314        —         100 %    Telecommunications operator
26
   
China Mobile Group Heilongjiang Co., Ltd.
    the mainland of China    RMB 4,500,508,035        —         100 %    Telecommunications operator
27
   
China Mobile Group Guizhou Co., Ltd.
    the mainland of China    RMB 2,541,981,749        —         100 %    Telecommunications operator
28
   
China Mobile Group Yunnan Co., Ltd.
    the mainland of China    RMB 4,137,130,733        —         100 %    Telecommunications operator
29
   
China Mobile Group Xizang Co., Ltd.
    the mainland of China    RMB 5,698,643,686        —         100 %    Telecommunications operator
30
   
China Mobile Group Gansu Co., Ltd.
    the mainland of China    RMB 1,702,599,589        —         100 %    Telecommunications operator
31
   
China Mobile Group Qinghai Co., Ltd.
    the mainland of China    RMB 3,422,564,911        —         100 %    Telecommunications operator
32
   
China Mobile Group Ningxia Co., Ltd.
    the mainland of China    RMB 740,447,232        —         100 %    Telecommunications operator
33
   
China Mobile Group Xinjiang Co., Ltd.
    the mainland of China    RMB 9,381,599,639        —         100 %    Telecommunications operator
34
   
China Mobile Group Design Institute Co., Ltd.
    the mainland of China    RMB 160,232,547        —         100 %    Provision of telecommunications network planning design and consulting services
35
   
China Mobile Holding Company Limited**
    the mainland of China    US$ 30,000,000        100 %      —       Investment holding company
36
   
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
37
   
Aspire Holdings Limited
    Cayman Islands    HK$ 93,964,583        66.41 %      —      
Investment
holding company
38
   
Aspire (BVI) Limited
#
    BVI    US$ 1,000        —         100 %   
Investment
holding company
 
F-6
2
19
SUBSIDIARIES (CONTINUED)
 
No.
   
Name of company*
   
Place of incorporation/
establishment
and operation
    Particulars of issued
and paid up capital		     
Proportion of
ownership interest
    
Principal
activity
   Held by the
Company		     Held by a
subsidiary		  
 
39
   
Aspire Technologies (Shenzhen) Limited**
#
    the mainland of China    US$ 10,000,000        —         100 %    Development, services and maintenance of industry value-added platform
40
   
Aspire Information Network (Shenzhen) Limited**
#
    the mainland of China    US$ 5,000,000        —         100 %    Provision of mobile data solutions, system integration and development
41
   
Aspire Information Technologies (Beijing) Limited**
#
    the mainland of China    US$ 5,000,000        —         100 %    Operation support and capability service of digital content
42
   
Fujian FUNO Mobile Communication Technology Company Limited***
    the mainland of China    RMB 60,000,000        —         51 %    Network construction and maintenance, network planning and optimizing training and information services
43
   
Advanced Roaming & Clearing House Limited
    BVI    US$ 2        100 %      —       Provision of roaming clearance services
44
   
Fit Best Limited
    BVI    US$ 1        100 %      —       Investment holding company
45
   
China Mobile Hong Kong Company Limited
    Hong Kong    HK$ 951,046,930        —         100 %    Provision of telecommunications and related services
46
   
China Mobile International
Holdings Limited
    Hong Kong    HK$ 19,319,810,000        100 %      —       Investment holding company
47
   
China Mobile International
Limited
    Hong Kong    HK$ 8,100,000,000        —         100 %    Provision of voice and roaming clearance services, internet services and value-added services
48
   
China Mobile Group Device Co., Ltd.
    the mainland of China    RMB 6,200,000,000        —         99.97 %    Provision of electronic communication products design services and sale of related products
49
   
China Mobile Group
Finance Co., Ltd.
(“China Mobile Finance”)
    the mainland of China    RMB 11,627,783,669        —         92 %    Provision of
non-banking
financial services
50
   
China Mobile IoT Company
Limited
    the mainland of China    RMB 3,300,000,000        —         100 %    Provision of network services
51
   
China Mobile (Suzhou) Software Technology Co., Ltd.
    the mainland of China    RMB 3,172,000,000        —         100 %    Provision of Mobile Cloud research and development and operation support services
52
   
China Mobile
E-Commerce
Co., Ltd. (“China Mobile
E-Commerce”)
    the mainland of China    RMB 500,000,000        —         100 %    Provision of
e-payment,
e-commerce
and internet finance services
53
   
China Mobile (Hangzhou) Information Technology Co., Ltd.
    the mainland of China    RMB 1,550,000,000        —         100 %    Provision of family information products, technology research and development services
 
F-6
3
19
SUBSIDIARIES (CONTINUED)
 
No.
   
Name of company*
   
Place of incorporation/
establishment
and operation
    Particulars of issued
and paid up capital		     
Proportion of
ownership interest
    
Principal
activity
   Held by the
Company		      Held by a
subsidiary		  
 
54
   
China Mobile Online Services
Co., Ltd.
    the mainland of China    RMB 2,000,000,000        —          100 %    Provision of call center and internet information services
55
   
MIGU Company Limited
    the mainland of China    RMB 10,400,000,000        —          100 %    Provision of mobile internet digital content services
56
   
China Mobile TieTong Company Limited
    the mainland of China    RMB 31,880,000,000        —          100 %    Provision of engineering, maintenance, sales and telecommunications services
57
   
China Mobile Internet Company
Limited
    the mainland of China    RMB 3,000,000,000        —          100 %    Provision of internet related services
58
   
China Mobile Investment Holdings Company Limited
    the mainland of China    RMB 1,675,920,000        —          100 %    Investment holding company
59
   
China Mobile System Integration Co., Ltd. (formerly known as “China Mobile Quantong System Integration Co., Ltd. ”)
    the mainland of China    RMB 1,500,000,000        —          100 %    Provision of computer system integration, construction, maintenance and related technology development services
60
   
China Mobile (Chengdu)
ICT Co., Ltd.
    the mainland of China    RMB 1,650,000,000        —          100 %    Provision of information technology products and technology research and development services
61
   
China Mobile (Shanghai)
ICT Co., Ltd.
    the mainland of China    RMB 1,000,000,000        —          100 %    Provision of information technology products and technology research and development services
62
   
China Mobile Financial Technology Co., Ltd.
    the mainland of China    RMB 555,410,800        —          100 %    Provision of
e-payment,
e-commerce
and internet finance services
63
   
China Mobile Xiong’an ICT Co., Ltd.
    the mainland of China    RMB 570,000,000        —          100 %    Provision of information technology products and technology research and development services
64
   
Zhongyidong Information Technology Co., Ltd.
    the mainland of China    RMB 1,000,000,000        —          100 %    Provision of IT solution including digital technology
65
   
China Mobile Information System Integration Co., Ltd.
    the mainland of China    RMB 50,000,000        —          100 %    Provision of computer system integration, construction, maintenance and related technology development services
 
  *
The nature of all the legal entities established in the mainland of China is limited liability company.
 
  **
Companies registered as wholly owned foreign enterprises in the mainland of China.
 
  ***
Company registered as a sino-foreign equity joint venture in the mainland of China.
 
 
#
 
Effective interest held by the Group is 66.41%.
No subsidiaries in which the Group have
non-controlling
interests are material to the Group.
 
F-6
4
20
INVESTMENTS IN ASSOCIATES AND JOINT ARRANGEMENTS
 
 
(a)
Investments accounted for using the equity method
 
 
  
The amounts recognized in the consolidated balance sheet are as follows:
 
 
  
As of
 
  
As of
 
 
  
December 31, 2021
 
  
December 31, 2020
 
 
  
Million
 
  
Million
 
Associates
      168,552        160,732  
Joint ventures
      1,004        1,079  
    
 
 
     
 
 
  
       169,556        161,811  
    
 
 
     
 
 
  
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 the Company
or its subsidiary
 
 
Principal
activity
 
Shanghai Pudong Development Bank Co., Ltd. (“SPD Bank”)
      The PRC        18 %     
Provision of banking services  
 
China Tower Corporation Limited (“China Tower”)
      The PRC        28 %     


 
Provision of
construction,
maintenance and
operation of
telecommunications
towers
  
 
 
 
 
 
True Corporation Public Company Limited (“True Corporation”)
      Thailand        18 %     
Provision of telecommunications services  
 
 
 
  Note:
The consistency of the accounting policies between the Group and its associates has been considered when the Group recognized its interests in these associates.
Management has assessed and determined that the Group has significant influence over these associates, including those investments where the ownership interest held by the Group is less than 20%, taking into factors including but not limited to the Group’s representation on the boards of the directors of these entities.
 
F-6
5
20
INVESTMENTS IN ASSOCIATES AND JOINT ARRANGEMENTS (CONTINUED)
 
 
(a)
Investments accounted for using the equity method (Continued)
 
  (i)
The fair values of the interests in listed associates are based on quoted market prices (level 1: unadjusted quoted price in active markets) at the balance sheet date without any deduction for transaction costs and disclosed as follows:
 
     As of December 31, 2021      As of December 31, 2020  
     Carrying amount      Fair value      Carrying amount      Fair value  
     Million      Million      Million      Million  
SPD Bank
      107,982        45,507        102,102        51,642  
China Tower
      51,246        34,560        49,790        47,159  
True Corporation
      4,903        5,489        5,192        4,502  
 
  (ii)
The Group assesses whether there is objective evidence that interests in associates are impaired at each balance sheet date.
As of December 31, 2021, the fair value of investment in SPD Bank was RMB45,507 million (as of December 31, 2020: RMB51,642 million) based on its quoted market price, which was below its carrying amount by approximately 57.9% (as of December 31, 2020: approximately 49.4%). The management of the Group performed an impairment assessment and determined the recoverable amount of the investment based on its VIU
 using the discounted cash flow model.
The calculation has considered
pre-tax
cash flow projections of SPD Bank for the five years ending December 31, 2026
 
with an extrapolation made to perpetuity. The discount rate used to discount the cash flows to their respective net present values was based on cost of capital used to evaluate investments of similar nature in the mainland of China. Management judgement is required in estimating the future cash flows of SPD Bank. The key assumptions
, including assets growth rates and discount rate,
 
are determined with reference to external sources of information. Based on the management’s assessment result, there was no impairment of the investment as of December 31, 2021.
As of December 31, 2021
,
 
the fair value of investment in China Tower was RMB34,560 million (as of
December 31
, 2020: RMB47,159 million) based on its quoted market price, which was below its carrying amount by approximately 32.6% (as of December 31, 2020: approximately 5.3%).
As of December 31, 2021, the
management of the Group performed an impairment assessment and determined the recoverable amount of the investment based on its VIU. Based on the management’s assessment result, there was no impairment of the investment as of December 31, 2021.
As of December 31, 2020, the fair value of investment in True Corporation was RMB4,502 million based on its quoted market price, which was below its carrying amount by approximately 13.3%. Management of the Group 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, 2021 and 2020, there was no impairment indicator of the Group’s interests in other associates or joint ventures.
 
F-6
6
20
INVESTMENTS IN ASSOCIATES AND JOINT ARRANGEMENTS (CONTINUED)
 
 
(a)
Investments accounted for using the equity method (Continued)
 
  (iii)
Summarised financial information on principal associates:
 
    
SPD Bank
  
     As of December 31  
     2021     2020  
     Million     Million  
Total assets
      8,136,757       7,950,218  
Total liabilities
      7,458,539       7,304,401  
Total equity
      678,218       645,817  
    
 
 
    
 
 
  
Total equity attributable to ordinary equity shareholders
      560,098       528,288  
Percentage of ownership of the Group
      18 %      18 % 
    
 
 
    
 
 
  
Total equity attributable to the Group
      101,898       96,018  
The impact of fair value adjustments at the time of acquisition, goodwill and others
      6,084       6,084  
    
 
 
    
 
 
  
Interest in associates
      107,982       102,102  
    
 
 
    
 
 
  
 
    
China Tower
    
True Corporation
  
     As of December 31     As of December 31  
     2021     2020     2021     2020  
     Million     Million     Million     Million  
Total current assets
      48,344       43,204       19,143       22,748  
Total
non-current
assets
      274,915       294,176       100,326       111,806  
Total current liabilities
      76,182       106,635       33,255       38,301  
Total
non-current
liabilities
      57,723       44,499       70,572       77,598  
Total equity
      189,354       186,246       15,642       18,655  
    
 
 
    
 
 
    
 
 
    
 
 
  
Total equity attributable to equity shareholders
      189,354       186,245       15,554       18,540  
Percentage of ownership of the Group
      28 %      28 %      18 %      18 % 
    
 
 
    
 
 
    
 
 
    
 
 
  
Total equity attributable to the Group
      52,887       52,018       2,800       3,337  
The impact of fair value adjustments at the time of acquisition, goodwill and others
      —         —         2,103       1,855  
Elimination of unrealized profits resulting from the transfer of Tower Assets
      (1,641 )      (2,228 )      —         —    
    
 
 
    
 
 
    
 
 
    
 
 
  
Interest in associates
      51,246       49,790       4,903       5,192  
    
 
 
    
 
 
    
 
 
    
 
 
  
 
F-
67
20
INVESTMENTS IN ASSOCIATES AND JOINT ARRANGEMENTS (CONTINUED)
 
 
(a)
Investments accounted for using the equity method (Continued)
 
  (iii)
Summarised financial information on principal associates (Continued):
 
 
    
SPD Bank
  
     2021      2020      2019  
     Million      Million      Million  
Revenue
      190,982        196,384        190,688  
Profit before taxation
      59,071        66,682        69,817  
Profit attributable to the equity shareholders of the company
      53,003        58,325        58,911  
Other comprehensive (loss)/income attributable to the equity shareholders of the company
      (1,155
)
      (3,291 )       2,608  
Total comprehensive income attributable to the equity shareholders of the company
      51,848
        55,034        61,519  
Dividends received from associates
      2,561        3,201        1,867  
 
    
China Tower
     
True Corporation
  
     2021     2020      2019      2021     2020     2019  
     Million     Million      Million      Million     Million     Million  
Revenue
      86,585       81,099        76,428        33,385       30,485       31,423  
Profit/(loss) before taxation
      9,615       8,407        6,837        (318 )      208       1,727  
Profit/(loss) attributable to equity shareholders of the company
      7,329       6,428        5,222        (332 )      231       1,256  
Other comprehensive (loss)/income attributable to equity shareholders of the company
      (1 )      —          —          8       (9 )      (186 ) 
Total comprehensive income/(loss) attributable to equity shareholders of the company
      7,328       6,428        5,222        (324 )      222       1,070  
Dividends received from associates
      1,099       715        111        88       114       117  
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 million, which represents 50% of the equity interest of the Fund. As of December 31, 2021, CMC had contributed RMB1,256 million (as of December 31, 2020: RMB1,256 million) to the Fund with an outstanding commitment to further invest RMB244 million (as of December 31, 2020: RMB244 million) to the Fund upon request to be lodged by the Fund. There were no contingent liabilities related to the Group’s interest in this joint venture as of December 31, 2021 and 2020.
The aggregate carrying amount of investments in other associates and joint ventures and related financial information are not material to the Group.
 
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68
20
INVESTMENTS IN ASSOCIATES AND JOINT ARRANGEMENTS (CONTINUED)
 
 
(b)
Investments in a joint operation
To efficiently enhance its 5G network coverage, the Group entered into a series of collaboration agreements with China Broadcasting Network Corporation Ltd. (“CBN”) during 2020 and 2021 to
co-construct
and share 700MHz 5G wireless network (the
“Co-construction
and Sharing Agreement”). In accordance with the
Co-construction
and Sharing Agreement, the parties shall
co-construct
and share 700MHz wireless network (including but not limited to base stations and antennas) based on all 700MHz frequency bands of the radio spectrum in respect of which CBN had been permitted to use by relevant national departments. The parties shall jointly determine network construction plans. Without consent from the other party, any party may not dispose of (including transfer, mortgage or pledge, etc) all or any of the 700MHz wireless network assets within the scope of collaboration. The Group initially bear the construction costs of the 700MHz 5G wireless network within the agreed scope under the
Co-construction
and Sharing Agreement and shall initially own the assets underlying the said wireless network. CBN shall pay the Group network usage fees based on fair and reasonable negotiations. Therefore, both parties have the right to use the 700MHz wireless network. Subject to compliance with applicable laws, regulations and regulatory requirements, CBN may purchase 50% of the 700MHz 5G wireless network assets from the Group by stages, at the then assessed fair value.
 
21
DEFERRED TAX ASSETS AND LIABILITIES
The analysis of net deferred tax assets and liabilities taking into consideration the offsetting of balances related to the same tax authority are as follows:
 
     As of      As of  
     December 31, 2021      December 31, 2020  
     Million      Million  
Net deferred tax assets after offsetting:
                  
- Deferred tax assets to be recovered after 12 months
      5,870        3,647  
- Deferred tax assets to be recovered within 12 months
      37,346        35,351  
    
 
 
     
 
 
  
       43,216        38,998  
    
 
 
     
 
 
  
Net deferred tax liabilities after offsetting:
                  
- Deferred tax liabilities to be settled after 12 months
      (2,016 )       (1,420 ) 
- Deferred tax liabilities to be settled within 12 months
      (353 )       (248 ) 
    
 
 
     
 
 
  
       (2,369 )       (1,668 ) 
    
 
 
     
 
 
  
 
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21
DEFERRED TAX ASSETS AND LIABILITIES (CONTINUED)
 
The components of deferred tax assets and liabilities recognized and the movements during the year ended December 31, 2021 are as follows:
 
    
As of
January 1,
2021
    
Credited/
(charged) to
profit or loss
    
Charged to other
comprehensive
income
    
Exchange
differences
    
As of
December 31,
2021
  
     Million     Million     Million     Million     Million  
Deferred tax assets before offsetting:
                                         
Write-down of obsolete inventories
      43       42       —         —         85  
Depreciation,
write-off
and impairment of property, plant and equipment
      6,615       1,611       —         —         8,226  
Accrued expenses
      18,744       1,866       —         —         20,610  
Unredeemed Reward Program
      8,676       1,139       —         —         9,815  
Expected credit impairment losses
      2,302       80       —         —         2,382  
Recognition of
right-of-use
assets and lease liabilities
      746       (93 )      —         —         653  
Others
      4,457       333       —         (4 )      4,786  
    
 
 
    
 
 
    
 
 
    
 
 
    
 
 
  
       41,583       4,978       —         (4 )      46,557  
Deferred tax liabilities before offsetting:
                                         
Change in value of financial assets measured at FVPL
      (302 )      (862 )      —         —         (1,164 ) 
Accelerated depreciation of property, plant and equipment
      (3,595 )      (470 )      —         18       (4,047 ) 
Others
      (356 )      (136 )      (8 )      1       (499 ) 
    
 
 
    
 
 
    
 
 
    
 
 
    
 
 
  
       (4,253 )      (1,468 )      (8 )      19       (5,710 ) 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
      37,330       3,510       (8 )      15       40,847  
    
 
 
    
 
 
    
 
 
    
 
 
    
 
 
  
 
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21
DEFERRED TAX ASSETS AND LIABILITIES (CONTINUED)
 
The components of deferred tax assets and liabilities recognized and the movements during the year ended December 31, 2020 are as follows:
 
    
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  
Deferred tax assets before offsetting:
                                          
Write-down of obsolete inventories
      13       30       —          —         43  
Depreciation,
write-off
and impairment of property, plant and equipment
      6,928       (313 )      —          —         6,615  
Accrued expenses
      15,068       3,676       —          —         18,744  
Unredeemed Reward Program
      5,753       2,923       —          —         8,676  
Expected credit impairment losses
      1,803       499       —          —         2,302  
Recognition of
right-of-use
assets and lease liabilities
      830       (84 )      —          —         746  
Others
      4,844       (386 )      —          (1 )      4,457  
    
 
 
    
 
 
    
 
 
     
 
 
    
 
 
  
       35,239       6,345       —          (1 )      41,583  
    
 
 
    
 
 
    
 
 
     
 
 
    
 
 
  
Deferred tax liabilities before offsetting:
                                          
Change in value of financial assets measured at FVPL
      (399 )      97       —          —         (302 ) 
Accelerated depreciation of property, plant and equipment
      (3,088 )      (546 )      —          39       (3,595 ) 
Others
      (512 )      155       1        —         (356 ) 
    
 
 
    
 
 
    
 
 
     
 
 
    
 
 
  
       (3,999 )      (294 )      1        39       (4,253 ) 
Total
      31,240       6,051       1        38       37,330  
    
 
 
    
 
 
    
 
 
     
 
 
    
 
 
  
 
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21
DEFERRED TAX ASSETS AND LIABILITIES (CONTINUED)
 
As of December 31, 2021, the offsetting amount of deferred tax assets and deferred tax liabilities was RMB3,341 million (as of December 31, 2020: RMB2,585 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 RMB12,953 million (2020: RMB11,284 million) in respect of deductible temporary differences and tax losses amounting to RMB68,571 million (2020: RMB58,154 million) that can be carried forward against future taxable income as of December 31, 2021. The deductible tax losses are allowed to be carried forward within next five years against future taxable 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.
 
22
FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTS
The following table presents the fair value and fair value hierarchy of the Group’s financial instruments measured at the end of the reporting period on a recurring basis. The level into which a fair value measurement is classified is determined with reference to the lowest level input that is significant to the entire measurement. The different levels have been defined as follows:
 
  •  
Level 1 valuations: unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date.
 
  •  
Level 2 valuations: observable inputs which fail to meet Level 1, and not using significant unobservable inputs.
 
  •  
Level 3 valuations: fair value measured using significant unobservable inputs.
 
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22
FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTS (CONTINUED)
 
The following table presents the Group’s assets that are measured at fair value
as of
December 31, 2021:
 
           Level 1      Level 2      Level 3      Total  
     Note     Million      Million      Million      Million  
Financial assets measured at FVOCI
      (i)       600        —          89        689  
Financial assets measured at FVPL
      (ii)       41,466        —          170,129        211,595  
            
 
 
     
 
 
     
 
 
     
 
 
  
Total
              42,066        —          170,218        212,284  
            
 
 
     
 
 
     
 
 
     
 
 
  
The following table presents the Group’s assets that are measured at fair value
as of
December 31, 2020:
 
           Level 1      Level 2      Level 3      Total  
     Note     Million      Million      Million      Million  
Financial assets measured at FVOCI
      (i)       1,067        —          44        1,111  
Financial assets measured at FVPL
      (ii)       10,581        —          118,022        128,603  
            
 
 
     
 
 
     
 
 
     
 
 
  
Total
              11,648        —          118,066        129,714  
            
 
 
     
 
 
     
 
 
     
 
 
  
Note:
 
  (i)
The category of FVOCI is primarily the equity investments in listed companies that are not held for trading.
  (ii)
The category of FVPL mainly comprises wealth management products (“WMPs”) offered by various financial institutions in China amounting to RMB169,395 million (as of December 31, 2020: RMB117,289 million), monetary funds and bond funds amounting to RMB30,346 million (as of December 31, 2020: Nil) and the Group’s investment in the CB amounting to RMB9,618 million (as of December 31, 2020: RMB9,259 million).
The WMPs mature with variable return rates indexed to the performance of underlying assets. As of December 31, 2021 and 2020, they were measured at fair value as level 3 of fair value hierarchy. The fair values were determined based on cash flow discounted assuming the expected return will be obtained upon maturity.
As of December 31, 2021 and 2020, the CB, monetary funds and bond funds were measured at fair value as level 1 of fair value hierarchy.
For the year ended December 31, 2021, the Group didn’t exercise any CB into SPD Bank’s common stock (2020: Nil).
 
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22
FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTS (CONTINUED)
 
There were no transfers between the levels of fair value hierarchy for the year
s
ended December 31, 2021 and 2020.
The movements during the year in the balance of these Level 3 fair value measurements are as follows:
 
                                Recognized in         
     As of                          other      As of  
     December 31,                   Recognized in      comprehensive      December 31,  
     2020      Purchase      Disposal     profit or loss      income      2021  
     Million      Million      Million     Million      Million      Million  
Financial assets measured at FVOCI
      44        —          —         —          45        89  
Financial assets measured at FVPL
      118,022        106,682        (57,687 )      3,112        —          170,129  
    
 
 
     
 
 
     
 
 
    
 
 
     
 
 
     
 
 
  
       118,066        106,682        (57,687 )      3,112        45        170,218  
    
 
 
     
 
 
     
 
 
    
 
 
     
 
 
     
 
 
  
 
23
RESTRICTED BANK DEPOSITS
 
     As of December 31, 2021      As of December 31, 2020  
    
Non-current

assets		      Current
assets		      Total     
Non-current

assets		      Current
assets		      Total  
     Million      Million      Million      Million      Million      Million  
Restricted bank deposits
                                                      
- Statutory deposit reserves (Note)
      6,720        —          6,720        8,728        —          8,728  
- Deposited customer reserves (Note)
      —          1,457        1,457        —          2,332        2,332  
- Performance bonds and others
      326        706        1,032        108        498        606  
    
 
 
     
 
 
     
 
 
     
 
 
     
 
 
     
 
 
  
       7,046        2,163        9,209        8,836        2,830        11,666  
    
 
 
     
 
 
     
 
 
     
 
 
     
 
 
     
 
 
  
​​​​​​​​​​​​​​
 
  Note:
The statutory deposit reserves and the deposited customer reserves are deposited by the subsidiaries of the Company, China Mobile Finance and China Mobile
E-Commerce,
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.
 
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24
OTHER
NON-CURRENT
ASSETS
 
     As of      As of  
     December 31,
2021		      December 31,
2020		  
     Million      Million  
Contract assets (note 26)
      2,099        1,560  
Contract costs (Note)
      17,840        14,487  
Certificates of deposits
      10,010        15,000  
Long-term prepaid expenses
      4,466        4,445  
Others
      2,783        853  
    
 
 
     
 
 
  
       37,198        36,345  
    
 
 
     
 
 
  
 
  Note:
Contract costs capitalized mainly related to the relevant costs incurred for the customers accessing to the Group’s telecommunications network (such as wireline broadband access). As of December 31, 2021, capitalized contract costs that are expected to be amortized exceeding one year amounted to RMB5,178 million (as of December 31, 2020: RMB3,763 million). For the year ended December 31, 2021, the amortization of capitalized contract costs amounted to RMB23,837 million (2020: RMB20,034 million).
 
25
INVENTORIES
 
     As of      As of  
     December 31,
2021		      December 31,
2020		  
     Million      Million  
Handsets and other terminals
      7,316        6,262  
Others
      2,887        1,782  
    
 
 
     
 
 
  
       10,203        8,044  
    
 
 
     
 
 
  
 
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26
CONTRACT ASSETS
 
 
  
As of
 
  
As of
 
 
  
December 31,
2021
 
  
December 31,
2020
 
 
  
Million
 
  
Million
 
Contract assets
      8,972        5,646  
Loss allowance
      (322 )       (245 ) 
    
 
 
     
 
 
  
       8,650        5,401  
Less:
non-current
portion included in other
non-current
assets
      (2,099 )       (1,560 ) 
    
 
 
     
 
 
  
       6,551        3,841  
    
 
 
     
 
 
  
    
 
 
     
 
 
  
 
27
ACCOUNTS RECEIVABLE
 
 
(a)
Aging analysis
Aging analysis of accounts receivable, net of loss allowance is as follows:
 
     As of      As of  
     December 31,
2021		      December 31,
2020		  
     Million      Million  
Base on invoice date:
                  
Within 30 days
      12,198         14,917   
31 – 60 days
      3,855        4,132  
61 – 90 days
      4,045        3,255  
91 days – 1 year
      11,457        13,076  
Over 1 year
      3,113        3,021  
    
 
 
     
 
 
  
       34,668        38,401  
    
 
 
     
 
 
  
The accounts receivable of the Group are primarily comprised of receivables due from customers and other telecommunications operators.
 
 
(b)
Expected credit impairment loss allowance of accounts receivable
The following table summarizes the changes in expected credit impairment loss allowance of accounts receivable:
 
     2021        2020  
     Million        Million  
As of January 1
          11,590          9,557  
Recognized/(reversed)
      4,030          5,105  
Written-off
      (2,503 )         (3,072 ) 
    
 
 
       
 
 
  
As of December 31
      13,117              11,590  
    
 
 
       
 
 
  
 
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28
AMOUNT DUE FROM/TO ULTIMATE HOLDING COMPANY
As of December 31, 2021, amount due to ultimate holding company primarily comprises the short-term deposits of CMCC in China Mobile Finance amounting to RMB19,165 million (as of December 31, 2020: RMB26,706 million) and the corresponding interest payable. The deposits are unsecured and carry interest at prevailing market rate. Apart from the above, amount due from and other balance of amount due to ultimate holding company arises from the ordinary course of business, which is unsecured, interest free and repayable on demand.
 
29
PREPAYMENTS AND OTHER CURRENT ASSETS
 
     As of      As of  
     December 31,
2021		      December 31,
2020		  
     Million      Million  
Prepaid VAT and input VAT to be deducted, etc.
      18,523        17,173  
Prepayments (Note)
      9,326        8,385  
Others
      442        155  
    
 
 
     
 
 
  
       28,291        25,713  
    
 
 
     
 
 
  
 
  Note:
Prepayments mainly include terminal prepayments, power and utilities prepayments, maintenance prepayments, etc.
 
30
OTHER FINANCIAL ASSETS MEASURED AT AMORTIZED COST
Other financial assets measured at amortized cost primarily include short-term loans granted to China Tower through China Mobile Finance of principal and interest RMB2,502 million (as of December 31, 2020: RMB2,502 million), as well as other short-term loans and debt instrument investments to banks, other financial institutions and other third parties of principal and interest RMB31,641 million (as of December 31, 2020: RMB34,335 million). The interest rates of short-term loans are mutually agreed among the parties with reference to the market interest rates.
 
31
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. As of December 31, 2021, interest receivable amounting to RMB3,734 million (as of December 31, 2020: RMB4,461 million) was included in this item.
 
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32
CASH AND CASH EQUIVALENTS
 
     As of      As of  
     December 31, 2021      December 31, 2020  
     Million      Million  
Bank deposits with original maturity within three months
      5,268        8,346  
Cash at banks and on hand
      238,675        204,383  
    
 
 
     
 
 
  
       243,943        212,729  
    
 
 
     
 
 
  
 
33
ACCOUNTS PAYABLE
Accounts payable primarily include payables for expenditure of network expansion, maintenance and support expenses and interconnection expenses, etc.
The aging analysis of accounts payable is as follows:
 
     As of      As of  
     December 31, 2021      December 31, 2020  
     Million      Million  
Base on invoice date:
                  
Within 180 days
      86,545        85,872  
181 days to 1 year
      28,948        41,316  
Over 1 year
      37,219        40,802  
    
 
 
     
 
 
  
       152,712        167,990  
    
 
 
     
 
 
  
All the accounts payable are expected to be settled within one year or are repayable on demand.
 
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78
34
CONTRACT LIABILITIES
 
     As of      As of  
     December 31, 2021      December 31, 2020  
     Million      Million  
Non-refundable
prepaid service fees
      17,280        24,654  
Unredeemed Reward Program
      45,957        40,005  
Unused data traffic carried over
      13,046        11,156  
Others
      3,492        3,864  
    
 
 
     
 
 
  
       79,775        79,679  
Less:
non-current
portion
      (707 )       (651 ) 
    
 
 
     
 
 
  
       79,068        79,028  
    
 
 
     
 
 
  
Contract liabilities would be recognized as operating revenue upon the rendering of services. Substantially all of the contract liabilities as of the reporting dates are expected to be recognized as operating revenue within one year.
 
35
ACCRUED EXPENSES AND OTHER PAYABLES
 
     As of      As of  
     December 31, 2021      December 31, 2020  
     Million      Million  
Receipts-in-advance
      85,292        73,345  
Accrued salaries, wages and other benefits
      5,463        6,100  
Accrued expenses
      106,216        93,725  
Subscription funds received from issuance of RMB Shares (Note)
      48,695        —    
Other payables
      28,843        27,782  
    
 
 
     
 
 
  
       274,509        200,952  
    
 
 
     
 
 
  
 
  Note:
As of December 31, 2021, the Company’s RMB Share Issue was in progress, and shares subscription funds received (prior to the deduction of related issuance and professional expenses) amounting to RMB48,695 million.
​​​​​​​
 
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9
36
DEFERRED REVENUE
 
     2021      2020  
     Million      Million  
As of January 1
      8,601        6,861  
Additions during the year
      1,870        3,435  
Recognized in the consolidated statement of comprehensive income
      (1,984 )       (1,695 ) 
    
 
 
     
 
 
  
As of December 31
      8,487        8,601  
    
 
 
     
 
 
  
 
37
SHARE-BASED PAYMENT
At the Company’s Annual General Meeting (“AGM”) held on May 20, 2020, the shareholders of the Company approved the adoption of the Share Option Scheme (the “Scheme”), for the grant of share options (“Share Options”) to qualified participants.
The maximum number of shares to be issued upon the exercise of the Share Options granted under the Scheme shall not in aggregate exceed 10% of the total share capital of the Company as of the date of approval of the Scheme at a general meeting of shareholders.
The exercise price of options shall be determined in accordance with the fair 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 following prices: (i) the closing price of the shares on the grant date; and (ii) the average closing price of the shares on the HKEX for the five trading days prior to the grant date. Subject to the satisfaction of the conditions for vesting as provided under the Scheme, the Share Options granted shall be vested in three batches as follows: (i) the first batch (being 40% of the Share Options granted) will be vested on the 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.
On June
12
,
 
2020 (the “Grant Date”), the Board of Directors of the Company approved the grant of Share Options representing 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. Participants are backbone management, technical and business 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 shareholders of the Company or any of their related parties. The exercise price was HK$55.00 per share.
For the year ended December 31, 2021, share options compensation expenses recorded in profit or loss amounted to RMB413 million (2020: RMB232 million).
 
F-8
0
37
SHARE-BASED PAYMENT (CONTINUED)
 
 
(a)
Movements in share options
Movements in the numbers of share options outstanding and their related weighted average exercise prices are as follows:
 
     Share option scheme  
     Average
exercise prices		      Numbers of
options		  
As of January 1, 2020
               —    
Granted
    HK$ 55.00        305,601,702  
Forfeited
    HK$ 55.00        (899,000 ) 
             
 
 
  
As of December 31, 2020
    HK$ 55.00        304,702,702  
             
 
 
  
As of January 1, 2021
    HK$ 55.00        304,702,702  
Forfeited
    HK$ 55.00        (2,605,826 ) 
             
 
 
  
As of December 31, 2021
    HK$ 55.00        302,096,876  
             
 
 
  
Vested and exercisable as of December 31, 2021
               —    
             
 
 
  
For the year ended December 31, 2021, as the condition for vesting of the Share Options had not been satisfied, no Share Options had been vested (2020: Nil), and no ordinary shares had been issued by the Company as none of Share Options was exercisable (2020: Nil).
 
 
(b)
Share options outstanding
Details of the expiry dates, exercise prices and the respective numbers of share options which remained outstanding as of December 31, 2021 and 2020 are as follows:
 
Grant Date    Normal exercise
period		      Exercise price    No. of shares involved in
the options outstanding as
of December 31, 2021		      No. of shares involved in
the options outstanding as
of December 31, 2020		  
June 12, 2020
     
June 12, 2022-
June 12, 2030
  
 
    HK$55.00      120,838,750        121,881,080  
June 12, 2020
     
June 12, 202
3
-
June 12, 2030
  
 
    HK$55.00      90,629,063        91,410,811  
June 12, 2020
     
June 12, 202
4
-
June 12, 2030
  
 
    HK$55.00      90,629,063        91,410,811  
The options outstanding as of December 31, 2021 had a weighted average remaining contractual life of 8.5 years (as of December 31, 2020: 9.5 years).
 
F-8
1
37
SHARE-BASED PAYMENT (CONTINUED)
 
 
(c)
Fair value of share options
The Company 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 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.
 
38
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, 2021 and 2020
      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.
 
F-8
2
38
CAPITAL, RESERVES AND DIVIDENDS (CONTINUED)
 
 
(b)
Dividends
 
 
(i)
Dividends attributable to the year:
 
     2021      2020      2019  
     Million      Million      Million  
Ordinary interim dividend declared and paid of HK$1.630 (equivalent to approximately RMB1.356) (2020: HK$1.530 (equivalent to
approximately RMB
1.398); 2019: HK$1.527 (equivalent to
approximately RMB
1.343) per share
      27,669        27,557        28,206  
Ordinary final dividend proposed after the balance sheet date of HK$
2.430
(equivalent to approximately RMB1.987
) (2020: HK$
1.760
(equivalent to approximately RMB1.481); 2019: HK$1.723 (equivalent to approximately RMB1.543)) per share
      42,443        30,330        31,602  
    
 
 
     
 
 
     
 
 
  
       70,112        57,887        59,808  
    
 
 
     
 
 
     
 
 
  
The proposed ordinary final dividend, which is declared in Hong Kong dollar is translated into RMB with reference to the rate HK$1 = RMB0.81760, being the rate announced by the State Administration of Foreign Exchange in the PRC on December 31, 2021. As the ordinary final dividend was declared after the balance sheet date, such dividend is not recognized as liability as of December 31, 2021.
In case of any change in the total number of issued shares of the Company between the date of proposal and the record date for the implementation of the 2021 final dividend, the Company intends to keep the total amount of profit distribution unchanged and adjust the amount of dividend per share accordingly.
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 to
non-resident
enterprise shareholders whose names appeared on the Company’s register of members, as
at
the record date for such dividend, and who were not individuals.
 
 
(ii)
Dividends attributable to the previous financial year, approved and paid during the year:
 
     2021      2020      2019  
     Million      Million      Million  
Ordinary final dividend in respect of the previous financial year, approved and paid during the year, of HK$1.760 (equivalent to approximately RMB1.481) (2020: HK$1.723 (equivalent to approximately RMB1.543); 2019: HK$1.391 (equivalent to approximately RMB1.219)) per share
      29,916        32,169        25,059  
    
 
 
     
 
 
     
 
 
  
 
F-8
3
38
CAPITAL, RESERVES AND DIVIDENDS (CONTINUED)
 
 
(c)
Nature and purpose of different reserves
 
 
(i)
Capital reserve
The capital reserve mainly comprises the following:
 
  •  
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 measured at FVOCI, net of tax, until the financial assets are derecognized;
 
  •  
The difference between the consideration and the carrying amounts of net assets of acquired business under business combinations under common control; and
 
  •  
The fair value of share options granted to employees of the Group that are recognized in accordance with the accounting policy in note 2 (v)(iii).
 
 
(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 the 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 mainland 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 into
paid-up
capital, provided that the statutory reserve after such conversion is not less than 25% of the registered capital of relevant subsidiaries.
 
 
(iii)
Other reserves
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.
 
F-8
4
38
CAPITAL, RESERVES AND DIVIDENDS (CONTINUED)
 
 
(c)
Nature and purpose of different reserves (Continued)
 
 
(iv)
Exchange reserve
The exchange reserve comprises all foreign currency translation differences arising from the translation of foreign currency denominated financial statements of overseas enterprises. The reserve is dealt with in accordance with the accounting policies set out in note 2(y).
 
 
(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 and will make adjustment on the capital structure in accordance with the changes in economic conditions.
The Group monitors capital on the basis of
liabilities-to-assets
ratio. This ratio is calculated as total liabilities divided by total assets. At the end of reporting period, the Group’s
liabilities-to-assets
ratio is as follows:
 
     As of     As of  
     December 31,
2021		     December 31,
2020		  
     Million     Million  
Total assets
      1,841,327       1,727,882  
Total liabilities
      631,035       575,110  
 
 
 
 
 
 
 
 
 
Liabilities-to-assets
ratio
      34.3 %      33.3 % 
 
  
 
 
 
 
 
 
 
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.
 
F-8
5
39
RELATED PARTY TRANSACTIONS
 
 
(a)
Transactions with CMCC Group
The following is a summary of principal related party transactions entered into by the Group with CMCC and its subsidiaries excluding the Group (“CMCC Group”) for the years ended December 31, 2021, 2020 and 2019.
 
          2021      2020      2019  
     Note    Million      Million      Million  
Revenue from telecommunications facilities construction services
    (i)      1,607        979        495  
Revenue from comprehensive support services
    (ii)      329        280        197  
Technical support services charges
    (iii)      271        188        103  
Charges for use of network assets
    (iv)      4,341        1,895        1,478  
Property leasing and management services charges
    (v)      1,641        1,365        1,129  
Additions of
right-of-use
assets
    (v)      712        458        180  
Interest expenses
    (vi)      131        170        187  
Net (repayment)/receipts of short-term deposits
    (vi)      (7,541 )       5,069        10,764  
Consideration of assets transferred
    (vii)      —          —          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, 2021      December 31, 2020  
     Million      Million  
Accounts receivable
      228        995  
Other receivables
      —          372  
Prepayments and other current assets
      1        6  
Amount due from ultimate holding company
      2,612        1,396  
Right-of-use
assets
      631        679  
Lease liabilities
      728        770  
Accounts payable
      2,992        4,770  
Accrued expenses and other payables
      578        1,696  
Amount due to ultimate holding company
      23,478        26,714  
    
 
 
     
 
 
  
These amounts arise in the ordinary course of business and with terms determined through mutual negotiation which are fair and reasonable.
 
F-8
6
39
RELATED PARTY TRANSACTIONS (CONTINUED)
 
 
(a)
Transactions with CMCC Group (Continued)
 
Note:
 
 
(i)
The Group provides telecommunications facilities construction services to CMCC Group for the telecommunications project planning, design, construction, maintenance and other services.
 
 
(ii)
The Group provides comprehensive management, support and other services to CMCC Group.
 
 
(iii)
The Group purchases technical support and other services from CMCC Group.
 
 
(iv)
The Group leases network assets from CMCC Group.
 
  (v)
The Group leases offices, retail outlets and machinery rooms from CMCC Group, with additions of right-of-use assets and charges of property leasing and management services. For the year ended December 31, 2021, property leasing and management services charges include the depreciation of right-of-use assets in relation to the property leasing amounting to 
RMB413 million (2020: RMB393 million; 2019: RMB207 million), charges for property leasing and interest for lease liabilities, etc
.
amounting to RMB1,228 million (2020: RMB972 million; 2019: RMB922 million).
 
  (vi)
The amounts represent the bank deposits received from or repaid to CMCC Group and related interest expenses. The interest rate of short-term bank deposits is negotiated based on the benchmark interest rate published by the PBOC.
 
  (vii)
On August 9, 2019, the Group completed an acquisition of assets related to the “Village Connect” project, at a total consideration of RMB873 million.
 
F-
87
39
RELATED PARTY TRANSACTIONS (CONTINUED)
 
 
(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 years ended December 31, 2021, 2020 and 2019, the terms of which are fair and reasonable.
 
          2021      2020      2019  
     Note    Million      Million      Million  
Revenue from telecommunications services
    (i)      796        582        535  
Technical support services charges
    (ii)      4,847        2,515        474  
Property leasing and management services revenue
    (iii)      33        32        30  
Dividend received
           3,927        4,362        2,299  
Related costs for use of tower assets
    (iv)      41,486        41,438        39,843  
Additions of
right-of-use
assets
    (iv)      4,393        4,168        3,654  
Increase/(decrease) in cash, cash equivalents and bank deposits, net
    (v)      17,179        (3,228 )       14,250  
Increase/(decrease) in other financial assets measured at amortized cost
    (vi)      304        (3,448 )       (2,922 ) 
Purchase of financial assets measured at FVPL
    (vii)      18,500        16,250        76,442  
Disposal of financial assets measured at FVPL
    (vii)      14,549        44,414        63,080  
Interest and other income
    (viii)      3,174        969        6,130  
         
 
 
     
 
 
     
 
 
  
The outstanding balances related to transactions with the associates and joint ventures of the Group are included in the following accounts captions summarized as follows:
 
     As of
December 31, 2021		      As of
December 31, 2020		  
     Million      Million  
Accounts receivable
      260        185  
Right-of-use
assets
      20,169        30,355  
Other receivables
      340        459  
Cash, cash equivalents and bank deposits
      75,362        56,466  
Other financial assets measured at amortized cost
      5,783        5,449  
Financial assets measured at FVPL
      30,623        25,692  
Prepayments and other current assets
      —          23  
Lease liabilities
      22,836        37,729  
Accounts payable
      4,692        4,691  
Bills payable
      3,534        1,214  
Accrued expenses and other payables
      9,908        8,228  
    
 
 
     
 
 
  
 
F-
8
8
39
RELATED PARTY TRANSACTIONS (CONTINUED)
 
 
(b)
Principal transactions with associates and joint ventures of the Group (Continued)
 
Note:
 
 
(i)
The Group provides telecommunications services to Group’s associates and joint ventures for the telecommunications project planning, design and construction services and telecommunications services.
 
 
(ii)
The Group purchases technical support and other services from the Group’s associates and joint ventures.
 
 
(iii)
The Group provides property leasing and management service to China Tower and other associates and joint ventures.
 
  (iv)
The amounts primarily represent the
right-of-use
assets and lease liabilities recognized and other services charges to China Tower for the use of telecommunications towers. For the year ended December 31, 2021, related costs for use of tower assets include the depreciation of
right-of-use
assets amounting to RMB14,162 million (2020: RMB13,500 million; 2019: RMB12,887 million), charges for use of tower assets and the finance cost associated with the lease liabilities, etc. amounting to RMB27,324 million (2020: RMB27,938 million; 2019: RMB26,956 million).
 
  (v)
The amounts represent the deposits placed with SPD Bank, the interest rate of which is negotiated based on the benchmark interest rate published by PBOC.
 
  (vi)
The amounts represent the short-term loans granted to China Tower and debt instrument investments placed with SPD Bank. The related interest rates are mutually agreed among both parties with reference to the market interest rates.
 
  (vii)
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).
 
  (viii)
The amounts primarily represent interest income from the deposits placed with SPD Bank, the short-term loans granted to China Tower and debt instrument investments placed with SPD Bank, and the income derived from WMPs purchased from SPD Bank and the CB publicly issued by SPD Bank.
 
F-
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39
RELATED PARTY TRANSACTIONS (CONTINUED)
 
 
(c)
Transactions with associates and joint ventures of CMCC Group
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.
 
 
(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 28 and 39(a)) and associates and joint ventures (note 39(b)), 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
 
 
•
 
sharing certain telecommunications network infrastructures and spectrum
 
 
•
 
purchasing of goods, including use of public utilities
 
 
•
 
placing of bank deposits and purchasing of investment products
These transactions are conducted during 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 11.
 
F-9
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40
FINANCIAL RISK MANAGEMENT AND FAIR VALUES MEASUREMENT
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 balance sheet, which mainly include deposits with banks, WMPs (recorded in financial assets measured at FVPL), CB (recorded in financial assets measured at FVPL), accounts receivable, other receivables and other financial assets measured at amortized cost. 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 the 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. The Group’s WMPs are issued by major domestic banks and other financial institutions 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. CB are bonds with AAA credit rating bonds issued by SPD Bank. Other financial assets measured at amortized cost primarily include short-term loans and debt instrument investments with banks and financial institutions with high credit or short-term loans granted to China Tower, as such, the related credit risk is considered as immaterial.
The accounts receivable of the Group are 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 individual 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 receivables due from deposits and guarantees. 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. Meanwhile, concentrations of credit risk with respect to accounts receivables are limited due to the Group’s customer base being large and unrelated. As such, management considers the aggregate risks arising from the possibility of credit losses is limited and acceptable.
 
F-9
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40
FINANCIAL RISK MANAGEMENT AND FAIR VALUES
MEASUREMENT 
(CONTINUED)
 
 
(a)
Credit risk and concentration risk (Continued)
 
 
(ii)
Impairment of financial assets
The Group has 2 types of assets that are subject to expected credit loss model:
 
 
•
 
Accounts receivable and contract assets
 
 
•
 
Other financial assets measured 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, 2021 or December 31, 2020 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 adjusted the historical loss rates based on expected changes in these factors accordingly to reflect current and forward-looking information affecting the ability of the customers to settle the receivables.
 
F-9
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40
FINANCIAL RISK MANAGEMENT AND FAIR VALUES MEASUREMENT (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, 2021 and 2020 was determined as follows for each customers group of accounts receivables due from individual customers and corporate customers, respectively:
 
     Within     31 days to     91 days to     Over                   
     30 days     90 days     1 year     1 year        
    Million     Million     Million     Million        
As of December 31, 2021
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Individual customers
                                         
Expected loss rate
      2 %      20 %      80 %      100 %         
Gross carrying amount
      2,943       790       1,518       1,420          
Loss allowance
      (59 )      (158 )      (1,214 )      (1,420 )         
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
Within
 
 
181 days
 
 
1 year
 
 
2 years
 
 
Over 3
 
 
  
180 days
 
 
to 1 year
 
 
to 2 years
 
 
to 3 years
 
 
years
 
 
  
Million
 
 
Million
 
 
Million
 
 
Million
 
 
Million
 
As of December 31, 2021
  
 
 
 
 
Corporate customers
  
 
 
 
 
Expected loss rate
      3 %      25 %      65 %      85 %      100 % 
Gross carrying amount
      15,403       6,315       4,237       2,353       2,072  
Loss allowance
      (462 )      (1,579 )      (2,754 )      (2,000 )      (2,072 ) 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
           
     Within     31 days to     91 days to     Over        
     30 days     90 days     1 year     1 year                   
    Million     Million     Million     Million        
As of December 31, 2020
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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     181 days     1 year     2 years     Over 3  
     180 days     to 1 year     to 2 years     to 3 years     years  
    Million     Million     Million     Million     Million  
 
As of December 31, 2020
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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 ) 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
As
 
of December 31, 202
1
and 202
0
, the expected loss rates for contract assets are from
2
% to
5
%.
The expected credit loss of the receivables from other customers is insignificant.
 
F-9
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40
FINANCIAL RISK MANAGEMENT AND FAIR VALUES MEASUREMENT (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 measured at amortized cost
Other financial assets measured at amortized cost include cash and cash equivalents, bank deposits, restricted bank deposits, other receivables, short-term loans, debt instrument investments and amount due from ultimate holding company, etc. They are considered to be of low credit risk and the relevant expected credit loss is insignificant.
 
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40
FINANCIAL RISK MANAGEMENT AND FAIR VALUES MEASUREMENT (CONTINUED)
 
 
(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 maintains sufficient cash balances and bank deposits (which are readily convertible to known amounts of cash) to meet its funding needs, including working capital, payments for short-term deposits of CMCC Group received by China Mobile Finance, dividend payments and capital expenditures, etc.
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, 2021
                                                      
Accounts payable
      152,712        152,712        152,712        —          —          —    
Bills payable
      12,747        12,747        12,747        —          —          —    
Accrued expenses and other payables
      264,545        264,545        264,545        —          —          —    
Amount due to ultimate holding company
      23,478        23,478        23,478        —          —          —    
Lease liabilities
      56,981        61,776        26,519        19,875        8,552        6,830  
Other
non-current
liabilities
      373        425        —          78        75        272  
    
 
 
     
 
 
     
 
 
     
 
 
     
 
 
     
 
 
  
       510,836        515,683        480,001        19,953        8,627        7,102  
    
 
 
     
 
 
     
 
 
     
 
 
     
 
 
     
 
 
  
             
     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  
    
 
 
     
 
 
     
 
 
     
 
 
     
 
 
     
 
 
  
 
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40
FINANCIAL RISK MANAGEMENT AND FAIR VALUES MEASUREMENT (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, 2021, the Group did not have any interest-bearing borrowings at variable rates, but had RMB19,165 million (as of December 31, 2020: RMB26,706 million) of short-term bank deposits placed by CMCC, which were 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, 2021, total cash and bank deposits balances of the Group amounted to RMB342,201million (as of December 31, 2020: RMB334,777 million), interest-bearing other financial assets measured at amortized cost amounted to RMB34,426 million (as of December 31, 2020: RMB36,837 million), certificates of deposits amounted to RMB10,010 million (as of December 31, 2020: RMB15,000 million) and WMPs, monetary funds and other investment products amounted to RMB199,741 million (as of December 31, 2020: RMB117,289 million). The interest and other income generated by the assets mentioned above for 2021 was RMB 16,361 million (2020: RMB14,332 million) and the average interest rate was 3.00% (2020: 3.02%). Assuming the total cash and bank balances, 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 RMB4,396 million (2020: RMB3,779 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 Hong Kong dollars and US 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 1.8% (2020: 3.1%) of the total cash and deposits with banks, the Group considered the related foreign currency risk was immaterial.
 
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41
CAPITAL COMMITMENTS
The Group’s capital expenditure contracted for as of December 31 but not provided for in the consolidated financial statements are as follows:
 
     2021      2020  
     Million      Million  
Land and buildings
      4,049        8,607  
Telecommunications equipment and others
      29,510        37,967  
    
 
 
     
 
 
  
       33,559        46,574  
    
 
 
     
 
 
  
 
42
EVENTS AFTER THE REPORTING PERIOD
RMB Share Issue
On January
 5,
2022, the Company completed the RMB Share Issue and issued 845,700,000 RMB Shares (before the exercise of the over-allotment option). On
February 9,
2022, the Company further issued 57,067,867 RMB Shares pursuant to the exercise of the over-allotment option. The final number of RMB Shares issued under the RMB Share Issue was 902,767,867 shares, representing 4.22% of the total number of issued shares of the Company immediately after the exercise of the over-allotment option.
Buy back Hong Kong Shares
At the annual general meeting of the Company held on April
 
29,
2021, the shareholders of the Company granted to the Board of Directors the authority to buy back up to 2,047,548,289 shares listed on the HKEX (the “Hong Kong Shares”). From the balance sheet date to the date of approval of these financial statements, the Company has bought back accumulatively 15,424,000 Hong Kong Shares. Such
buy-backs
were financed from the Company’s available cash flow or working capital facilities.
Proposed dividend
After the balance sheet date, the Board of Directors proposed a final dividend for the year ended December 31, 2021. Further details are disclosed in note 38(b)(i).
 
43
COMPARATIVE FIGURES
Certain comparative figures on the consolidated financial statements have been reclassified to conform to the presentation for the year.
 
F-
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44
ACCOUNTING ESTIMATES AND JUDGEMENTS
Critical estimations and judgements are as follows:
Impairment losses of accounts receivable
The impairment loss allowance 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 calculation, based on the Group’s historical credit losses, macroeconomic factors as well as expected changes in these factors at each balance sheet date.
Depreciation
Depreciation is calculated to write off the cost 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.
Taxation
The Group is subject to income taxes mainly in the 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 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 recognized based on the Group’s estimates and assumptions that they will be recovered from taxable income arising from continuing operations in the foreseeable future.
 
F-
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44
ACCOUNTING 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, goodwill,
right-of-use
assets, other intangible assets and investments accounted for using the equity method comprise a significant portion of the Group’s total assets. Changes in technology or industry conditions may cause 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 and VIU. In assessing VIU, the estimated future cash flows are discounted to their present value using a
pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. The calculation of the estimated future cash flow 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 goodwill and investments accounted for using the equity method is disclosed in notes 18 and 20, respectively.
 
F-
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45
POSSIBLE IMPACT OF AMENDMENTS, NEW STANDARDS, INTERPRETATIONS AND DISCLOSURES ISSUED BUT NOT YET EFFECTIVE OR MANDATORY FOR THE YEAR ENDED DECEMBER 31, 2021
Up to the date of issue of these financial statements, the IASB has issued a number of amendments and new standards which are not yet effective or mandatory for the year ended December 31, 2021 and which have not been adopted in these 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
Amendments to IFRS 3, “Business combinations” – Reference to the conceptual framework
    January 1, 2022
Amendments to IAS 16, “Property, plant and equipment” – Property, plant and equipment: Proceeds before intended
use
    January 1, 2022
Amendments to IAS 37, “Provisions, Contingent Liabilities and Contingent Assets” – Onerous contracts – cost of fulfilling a contract
    January 1, 2022
Annual Improvements to IFRS Standards 2018-2020 Cycle
    January 1, 2022
IFRS 17 and Amendments to IFRS 17, “Insurance contracts”
    January 1, 2023
Amendments to IAS 1, “Presentation of financial statements” – Classification of liabilities as current or
non-current
    January 1, 2023
Amendments to IAS 1, “Presentation of financial statements” and IFRS Practice Statement 2, “Making materiality judgements” – Disclosure of accounting policies
    January 1, 2023
Amendments to IAS 8, “Accounting policies, changes in accounting estimates and errors” – Definition of accounting estimates
    January 1, 2023
Amendments to IAS 12, “Income taxes” – Deferred tax related to assets and liabilities arising from a single transaction
    January 1, 2023
Amendments to IFRS 10, “Consolidated Financial Statements” and IAS 28, “Investments in associates and joint ventures” – Sale or contribution of assets between an investor and its associate or joint venture
    To be determined
Management is assessing the impact of such new standards and amendments to standards and will adopt the relevant standards and amendments to standards in the subsequent periods as required.    
 
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46
CONDENSED FINANCIAL INFORMATION OF THE COMPANY
 
 
(a)
Condensed statements of comprehensive income
 
     2021      2020      2019  
     Million      Million      Million  
Dividend income
      63,176        61,401        53,475  
Operating expenses
      (71 )       (70 )       (70 ) 
Interest and other income
      9        17        38  
Other gains
      (56 )       —          77  
    
 
 
     
 
 
     
 
 
  
Profit before taxation
      63,058        61,348        53,520  
Taxation
      —        (4 )       (9 ) 
    
 
 
     
 
 
     
 
 
  
PROFIT FOR THE YEAR
      63,058        61,344        53,511  
Other comprehensive income for the year, net of tax
      —        —          —    
    
 
 
     
 
 
     
 
 
  
TOTAL COMPREHENSIVE INCOME FOR THE YEAR
      63,058        61,344        53,511  
    
 
 
     
 
 
     
 
 
  
 
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46
CONDENSED FINANCIAL INFORMATION OF THE COMPANY (CONTINUED)
 
 
(b)
Condensed balance sheets
 
     As of      As of  
     December 31,
2021		      December 31,
2020		  
     Million      Million  
Non-current
assets
      494,648        494,236  
Current assets
      55,939        2,183  
Current liabilities
      52,951        4,669  
Non-current
liabilities
      —        —    
NET ASSETS
      497,636        491,750  
    
 
 
     
 
 
  
TOTAL EQUITY
      497,636        491,750  
    
 
 
     
 
 
  
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
 
     2021      2020      2019  
     Million      Million      Million  
Net cash used from operating activities
      (98 )       (96 )       (156 ) 
    
 
 
     
 
 
     
 
 
  
Net cash generated from investing activities
      15,669        16,414        14,778  
    
 
 
     
 
 
     
 
 
  
Net cash generated/(used) in financing activities
      32,985        (16,288 )       (14,532 ) 
    
 
 
     
 
 
     
 
 
  
Net increase in cash and cash equivalents
      48,556        30        90  
Cash and cash equivalents at beginning of year
      294        310        245  
Effect of changes in foreign exchange rate
      (55 )       (46 )       (25 ) 
    
 
 
     
 
 
     
 
 
  
Cash and cash equivalents at end of year
      48,795        294        310  
    
 
 
     
 
 
     
 
 
  
 
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2
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