Schedule 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

(Amendment No. **)

Information Statement Pursuant to Rules 13d-1 and 13d-2

Under the Securities Exchange Act of 1934

 

 

China Telecom Corporation Limited

(Name of Issuer)

Common H shares, par value RMB1.00 per share

(Title of Class of Securities)

Y1505D102

(CUSIP Number)

September 30, 2006**

Date of Event Which Requires Filing of the Statement

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

x Rule 13d-1(c)

¨ Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

** This report on Schedule 13G is being filed to reflect holdings which, as a result of an administrative error, were not identified as requiring a filing on Schedule 13G at the time such reports were due. Upon discovering this oversight, the reporting persons promptly took steps to file this Schedule 13G, which reflects information that should have been reported for the month ending September 30, 2006 and the years ending December 31, 2006 and 2007. See Item 4 of the disclosure for additional information.

 

 

 

 

CUSIP NO. Y1505D102        13G    Page 2 of 14

 

  1.   

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

Commonwealth Bank of Australia

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Australian Capital Territory, Commonwealth of Australia

NUMBER OF

SHARES

  BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5.    

SOLE VOTING POWER

 

    0

   6.   

SHARED VOTING POWER

 

    572,496,000 shares*

   7.   

SOLE DISPOSITIVE POWER

 

    0

   8.   

SHARED DISPOSITIVE POWER

 

    572,496,000 shares*

  9.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

    572,496,000 shares*

10.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES    ¨

 

11.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 4.13% (based on 13,877,410,000 shares outstanding as of December 31, 2007, per Form 20-F dated June 16, 2006)*

12.  

TYPE OF REPORTING PERSON

 

    BK/HC

 

* As of December 31, 2007. See Item 4 of the disclosure for information regarding holdings as December 31 and September 30, 2006. This filing represents an exit filing as of December 31, 2007.

 

CUSIP NO. Y1505D102        13G    Page 3 of 14

 

  1.   

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

Colonial Holding Company Limited

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    New South Wales, Commonwealth of Australia

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5.    

SOLE VOTING POWER

 

    0

   6.   

SHARED VOTING POWER

 

    572,496,000 shares*

   7.   

SOLE DISPOSITIVE POWER

 

    0

   8.   

SHARED DISPOSITIVE POWER

 

    572,496,000 shares*

  9.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

    572,496,000 shares*

10.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES    ¨

 

11.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 4.13% (based on 13,877,410,000 shares outstanding as of December 31, 2007, per Form 20-F dated June 16, 2006)*

12.  

TYPE OF REPORTING PERSON

 

    HC

 

* As of December 31, 2007. See Item 4 of the disclosure for information regarding holdings as December 31 and September 30, 2006. This filing represents an exit filing as of December 31, 2007.

 

CUSIP NO. Y1505D102        13G    Page 4 of 14

 

  1.   

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

Commonwealth Insurance Holdings Limited

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    New South Wales, Commonwealth of Australia

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5.    

SOLE VOTING POWER

 

    0

   6.   

SHARED VOTING POWER

 

    572,496,000 shares*

   7.   

SOLE DISPOSITIVE POWER

 

    0

   8.   

SHARED DISPOSITIVE POWER

 

    572,496,000 shares*

  9.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

    572,496,000 shares*

10.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES    ¨

 

11.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 4.13% (based on 13,877,410,000 shares outstanding as of December 31, 2007, per Form 20-F dated June 16, 2006)*

12.  

TYPE OF REPORTING PERSON

 

    HC

 

* As of December 31, 2007. See Item 4 of the disclosure for information regarding holdings as December 31 and September 30, 2006. This filing represents an exit filing as of December 31, 2007.

 

CUSIP NO. Y1505D102        13G    Page 5 of 14

 

  1.   

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

Colonial First State Group Limited

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Victoria, Commonwealth of Australia

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5.    

SOLE VOTING POWER

 

    0

   6.   

SHARED VOTING POWER

 

    571,096,000 shares*

   7.   

SOLE DISPOSITIVE POWER

 

    0

   8.   

SHARED DISPOSITIVE POWER

 

    571,096,000 shares*

  9.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

    571,096,000 shares*

10.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES    ¨

 

11.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 4.12% (based on 13,877,410,000 shares outstanding as of December 31, 2007, per Form 20-F dated June 16, 2006)*

12.  

TYPE OF REPORTING PERSON

 

    HC

 

* As of December 31, 2007. See Item 4 of the disclosure for information regarding holdings as December 31 and September 30, 2006. This filing represents an exit filing as of December 31, 2007.

 

CUSIP NO. Y1505D102        13G    Page 6 of 14

 

  1.   

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

 

First State Investment Management (UK) Limited

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    Scotland, United Kingdom

NUMBER OF

SHARES

  BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

    5.    

SOLE VOTING POWER

 

    0

   6.   

SHARED VOTING POWER

 

    175,086,000 shares*

   7.   

SOLE DISPOSITIVE POWER

 

    0

   8.   

SHARED DISPOSITIVE POWER

 

    175,086,000 shares*

  9.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

    175,086,000 shares*

10.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES    ¨

 

11.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

Approximately 1.26% (based on 13,877,410,000 shares outstanding as of December 31, 2007, per Form 20-F dated June 16, 2006)*

12.  

TYPE OF REPORTING PERSON

 

    HC

 

* As of December 31, 2007. See Item 4 of the disclosure for information regarding holdings as December 31 and September 30, 2006. This filing represents an Exit Filing as of December 31, 2007.

 

CUSIP NO. Y1505D102        13G    Page 7 of 14

 

Item 1(a)    Name of Issuer: China Telecom Corporation Limited
Item 1(b)    Address of Issuer’s Principal Executive Offices:
   31 Jinrong Street, Xicheng District
   Beijing,
   China 100032
Item 2(a)    Name of Person Filing
Item 2(b)    Address of Principal Business Office
Item 2(c)    Citizenship
   Commonwealth Bank of Australia
   Ground Floor, Tower 1
   201 Sussex Street
   Sydney, New South Wales, 2000
   Commonwealth of Australia
   Australian Capital Territory
   Colonial Holding Company Limited
   Ground Floor, Tower 1
   201 Sussex Street
   Sydney, New South Wales, 2000.
   Commonwealth of Australia
   New South Wales
   Commonwealth Insurance Holdings Limited
   Ground Floor, Tower 1
   201 Sussex Street
   Sydney, New South Wales, 2000
   Commonwealth of Australia
   New South Wales
   Colonial First State Group Limited
   Ground Floor, Tower 1
   201 Sussex Street
   Sydney, New South Wales, 2000
   Commonwealth of Australia
   Victoria
   First State Investment Management (UK) Limited
   23 St Andrew Square
   Edinburgh EH2 1BB
   Scotland

 

CUSIP NO. Y1505D102        13G    Page 8 of 14

 

Item 2(d)    Title of Class of Securities:
   Common H shares, par value RMB1.00 per share
Item 2(e)    CUSIP Number: Y1505D102
Item 3    If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
   (a)   ¨    Broker or dealer registered under Section 15 of the Exchange Act;
   (b)   ¨    Bank as defined in Section 3(a)(6) of the Exchange Act;
   (c)   ¨    Insurance company as defined in Section 3(a)(19) of the Exchange Act;
   (d)   ¨    Investment company registered under Section 8 of the Investment Company Act;
   (e)   ¨    An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
   (f)   ¨    An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
   (g)   ¨    A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
   (h)   ¨    A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
   (i)   ¨    A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
   (j)   ¨    A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);
   (k)   ¨    Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
   If filing as a non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J), please specify the type of institution:

If this statement is filed pursuant to Rule 13d-1(c), check this box LOGO x

 

Item 4    Ownership:
(a)    Amount beneficially owned:
(b)    Percent of Class:
(c)    Number of shares as to which such person has: (i) sole power to vote or to direct the vote of; (ii) shared power to vote or to direct the vote of; (iii) sole power to dispose or to direct the disposition of; and/or (iv) shared power to dispose or to direct the disposition of:

This report on Schedule 13G is being filed to reflect positions which, as a result of an administrative error, were not identified as requiring a filing on Schedule 13G at the time such reports were due. Upon discovering this oversight, the reporting persons promptly took steps to file this Schedule 13G, which reflects information that should have been included for the month ending September 30, 2006 and the years ending December 31, 2006 and 2007.

 

CUSIP NO. Y1505D102        13G    Page 9 of 14

 

As of December 31, 2007, (1) Commonwealth Bank of Australia had shared voting and dispositive power over 572,496,000 shares of the issuer’s common stock, representing approximately 4.13% of the class; (2) Colonial Holding Company Limited had shared voting and dispositive power over 572,496,000 shares of the issuer’s common stock, representing approximately 4.13% of the class; (3) Commonwealth Insurance Holdings Limited had shared voting and dispositive power over 572,496,000 shares of the issuer’s common stock, representing approximately 4.13% of the class; (4) Colonial First State Group Limited had shared voting and dispositive power over 571,096,000 shares of the issuer’s common stock, representing approximately 4.115% of the class; and (5) First State Investment Management (UK) Limited had shared voting and dispositive power over 175,086,000 shares of the issuer’s common stock, representing approximately 1.26% of the class (all percentages based on 13,877,410,000 shares outstanding as of December 31, 2007, per Form 20-F dated June 25, 2008).

As of December 31, 2006, (1) Commonwealth Bank of Australia had shared voting and dispositive power over 1,270,230,900 shares of the issuer’s common stock, representing approximately 9.15% of the class; (2) Colonial Holding Company Limited had shared voting and dispositive power over 1,270,230,900 shares of the issuer’s common stock, representing approximately 9.15% of the class; (3) Commonwealth Insurance Holdings Limited had shared voting and dispositive power over 1,270,230,900 shares of the issuer’s common stock, representing approximately 9.15% of the class; (4) Colonial First State Group Limited had shared voting and dispositive power over 1,254,678,000 shares of the issuer’s common stock, representing approximately 9.04% of the class; and (5) First State Investment Management (UK) Limited had shared voting and dispositive power over 714,650,000 shares of the issuer’s common stock, representing approximately 5.15% of the class (all percentages based on 13,877,410,000 shares outstanding as of December 31, 2005, per Form 20-F dated June 22, 2007).

As of September 30, 2006, (1) Commonwealth Bank of Australia had shared voting and dispositive power over 752,372,000 shares of the issuer’s common stock, representing approximately 5.42% of the class; (2) Colonial Holding Company Limited had shared voting and dispositive power over 752,372,000 shares of the issuer’s common stock, representing approximately 5.42% of the class; (3) Commonwealth Insurance Holdings Limited had shared voting and dispositive power over 752,372,000 shares of the issuer’s common stock, representing approximately 5.42% of the class; and (4) Colonial First State Group Limited had shared voting and dispositive power over 750,258,000 shares of the issuer’s common stock, representing approximately 5.41% of the class (all percentages based on 13,877,410,000 shares outstanding as of December 31, 2005, per Form 20-F dated June 16, 2006).

 

Item 5

    Ownership of Five Percent or Less of a Class:
As of December 31, 2007, none of the filing persons is the beneficial owner of more than five percent of the class of securities reported herein.

Item 6

    Ownership of More than Five Percent on Behalf of Another Person:
  

Not Applicable.

Item 7

    Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company:
  

See Exhibit 99.2.

 

CUSIP NO. Y1505D102        13G    Page 10 of 14

 

Item 8    Identification and Classification of Members of the Group:
  

Not Applicable.

Item 9    Notice of Dissolution of Group:
  

Not Applicable.

Item 10    Certification:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. I also certify that, to the best of my knowledge and belief, the foreign regulatory schemes applicable to the relevant subsidiaries referenced in Exhibit 99.2 to this Schedule 13G are substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s), and that I undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

 

CUSIP NO. Y1505D102        13G    Page 11 of 14

 

After reasonable inquiry and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated this      day of May, 2013.

 

Commonwealth Bank of Australia
By:  

/s/ John Damien Hatton

Name:   John Damien Hatton
Title:   Company Secretary
Colonial Holding Company Limited
By:  

/s/ John Damien Hatton

Name:   John Damien Hatton
Title:   Director
Commonwealth Insurance Holdings Limited
By:  

/s/ John Damien Hatton

Name:   John Damien Hatton
Title:   Director
Colonial First State Group Limited
By:  

/s/ John Damien Hatton

Name:   John Damien Hatton
Title:   Director
First State Investment Management (UK) Limited
By:  

/s/ Chris Turpin

Name:   Chris Turpin
Title:   Director

 

CUSIP NO. Y1505D102        13G    Page 12 of 14

 

                INDEX TO EXHIBITS

 

Exhibit
No.

   

Exhibit

99.1    Joint Filing Agreement
99.2    Item 7 Information