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Report of foreign issuer [Rules 13a-16 and 15d-16]



Washington, D.C. 20549


Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

Commission File Number 1-31517

China Telecom Corporation Limited

(Translation of registrants name into English)

31 Jinrong Street, Xicheng District

Beijing 100033, China

(Address of principal executive offices)

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)

Form 20-F x Form 40-F ¨

(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨ )

(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨ )

(Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)

Yes ¨ No x

(If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):82- .)



Certain statements contained in this Form 6-K may be viewed as forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. These forward-looking statements are, by their nature, subject to significant risks and uncertainties, and include, without limitation, statements relating to:

The words anticipate, believe, could, estimate, expect, intend, may, plan, seek, will, would and similar expressions, as they relate to us, are intended to identify a number of these forward-looking statements.

These forward-looking statements are subject to risks, uncertainties and assumptions, some of which are beyond our control. In addition, these forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. We are under no obligation to update these forward-looking statements and do not intend to do so. Actual results may differ materially from the information contained in the forward-looking statements as a result of a number of factors, including, without limitation, the following:

Please also see the Risk Factors section of the Companys latest Annual Report on Form 20-F, as filed with the Securities and Exchange Commission.


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Exhibit 1.1

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness, and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

(A joint stock limited company incorporated in the Peoples Republic of China with limited liability)

(Stock Code: 728)




Financial advisor to China Telecom Corporation Limited



The Company refers to the announcement made by the Company on 11 July 2014 relating to the joint establishment of China Tower by the Company, China Mobile Communication Company Limited (a subsidiary of China Mobile Limited) and China Unicom (Hong Kong) Limited (through CUCL) to, among other things, reduce duplication and redundant construction of telecommunications towers and related telecommunications infrastructure in the telecommunications industry in the PRC.

This announcement is made pursuant to Rule 13.09(2)(a) of the Listing Rules and the inside information provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

The Board announces that on 14 October 2015, the Company entered into the Transfer Agreement with (i) China Mobile Communication Company Limited and related subsidiaries (together, China Mobile ); (ii) China United Network Communications Corporation Limited ( CUCL ) and Unicom New Horizon Telecommunications Company Limited ( New Horizon , together with CUCL, China Unicom , and together with China Mobile and the Company, the Sellers ); (iii) China Reform Holding Company Limited ( CRHC ); and (iv) China Tower Corporation Limited ( China Tower ).

Under the Transfer Agreement, (i) the Company will sell certain telecommunications towers and related assets and inject cash to China Tower in return for new shares issued by China Tower; (ii) China Mobile and China Unicom will also sell certain telecommunications towers and related assets to China Tower in return for new shares issued by China Tower and for cash; and (iii) CRHC will make cash subscription for new shares issued by China Tower, each in accordance with the terms of the Transfer Agreement.

The Company understands from China Tower and China Telecommunications Corporation, the controlling shareholder of the Company that China Tower will also acquire certain telecommunication tower assets from the Parent in cash.

The principal terms of the Transfer Agreement in relation to the Company are set out below.

Pursuant to the Transfer Agreement, the assets to be transferred by the Company to China Tower comprise:


The appraised value and the book value of the Assets are set out below:


In the Asset Appraisal Report, replacement cost method was adopted to arrive at the aggregate appraised value of the Assets (i.e. the...