FORM
6-K
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
For
the month of January, 2008
(Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.)
|
Form
20-F
|
T
|
Form
40-F
|
(Indicate
by check mark whether the registrant by furnishing the information contained
in
this form is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
|
Yes
|
No
|
T
|
(If
"Yes" is marked, indicate below the file number assigned to registrant in
connection with Rule 12g3-2(b): 82-__________.)
N/A
China
Netcom Group Corporation (Hong Kong) Limited
Building
C, No. 156, Fuxingmennei Avenue
Xicheng
District
Beijing,
100031 PRC
This
Form 6-K consists of an announcement on transfer of certain shares of China
Netcom Group Corporation (Hong Kong) Limited (the “Registrant”) to Telefónica
Internacional, S.A., made by the Registrant in English on January 18,
2008.
CHINA
NETCOM GROUP CORPORATION (HONG KONG) LIMITED
(Incorporated
in Hong Kong with limited liability under the Companies Ordinance)
(Stock
Code: 906)
ANNOUNCEMENT
|
SUMMARY
The
Company was informed that Chinese Academy of Sciences Holdings Co.,
Ltd.,
Information and Network Center of State Administration of Radio,
Film and
Television, China Railways Telecommunications Center and Shanghai
Alliance
Investment Limited, which are the beneficial holders of an aggregate
of
about 2.22% outstanding ordinary shares of the Company, have respectively
signed Share Purchase Agreements with Telefónica Internacional,
S.A.. Pursuant to the Share Purchase Agreements, the four
shareholders will transfer an aggregate of 148,015,436 shares of
the
Company they beneficially own to Telefónica Internacional, S.A. or its
related entities at HK$23.97 per
share.
|
China
Netcom Group Corporation (Hong Kong) Limited (the “Company”) was informed that
Chinese Academy of Sciences Holdings Co., Ltd., Information and Network Center
of State Administration of Radio, Film and Television, China Railways
Telecommunications Center and Shanghai Alliance Investment Limited (the “four
shareholders”) respectively signed Share Purchase Agreements with Telefónica
Internacional S.A. on 18 January 2008. Pursuant to the Share Purchase
Agreements, the four shareholders will transfer an aggregate of 148,015,436
shares of the Company they beneficially own to Telefónica Internacional, S.A. or
its related entities at HK$23.97 per share. The completion of the
Share Purchase Agreements will be conditional on the approval of relevant
governmental authorities in the People’s Republic of China. Upon
completion of the Share Purchase Agreements, Telefónica Internacional S.A. and
its associates will be interested in approximately 7.22% of the issued share
capital of the Company.
The
shares beneficially owned by the four shareholders and to be transferred are
held in trust by China Netcom Group Corporation (BVI) Limited (“CNC BVI”), the
immediate holding company of the Company with approximately 69.60% beneficial
interest in the Company. The trust arrangements between each of the
four shareholders and CNC BVI will lapse upon the completion of the share
transfer.
|
By
Order of the Board
CHINA
NETCOM GROUP
CORPORATION
(HONG
KONG)
LIMITED
Zhang
Chunjiang
Chairman
|
Hong
Kong, 18 January 2008
As
at the date of this announcement, the Board of Directors of the Company
comprises Mr. Zhang Chunjiang, Mr. Zuo Xunsheng, Ms. Li Jianguo, Mr. Zhang
Xiaotie and Mr. Li Fushen as executive directors, Mr. Yan Yixun, Mr. Cesareo
Alierta Izuel and Mr. José María Álvarez-Pallete as non-executive directors and
Mr. John Lawson Thornton, Mr. Victor Cha Mou Zing, Dr. Qian Yingyi, Mr. Hou
Ziqiang and Mr. Timpson Chung Shui Ming as independent non-executive
directors.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the under-signed,
thereunto duly authorized.
|
CHINA
NETCOM GROUP CORPORATION (HONG KONG) LIMITED
|
||||
|
By
|
/s/
Li Fushen
|
|||
|
By
|
/s/
Mok Kam Wan
|
|||
|
Name:
|
Li
Fushen and Mok Kam Wan
|
|||
|
Title:
|
Joint
Company Secretaries
|
|||
Date:
January 21, 2008