China Mobile Limited
Annual Report 2012
51
Corporate Governance Report
Based on the evaluation conducted by the management of
the Company, the management believes that, as of 31
December 2012, the Company’s internal control over
financial reporting was effective and provided reasonable
assurance regarding the reliability of financial reporting and
the preparation of financial statements for reporting
purposes in accordance with generally accepted accounting
principles.
All disclosure of material information relating to the Company
is made through the unified leadership and management of
the Board, with the Company’s management performing its
relevant duties. The Company has performed an annual
review of the effectiveness of the Company’s disclosure
controls and procedures, and concluded that, as of 31
December 2012, the Company’s disclosure controls and
procedures were effectively executed at a reasonable
assurance level.
Summary of Significant Differences
Between the Corporate Governance
Practices of the Company and the
Corporate Governance Practices Required
to be Followed by U.S. Companies under
the NYSE’s Listing Standards
As a foreign private issuer (as defined in Rule 3b-4 under the
U.S. Securities Exchange Act of 1934, as amended), 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.
Internal Controls
The Board conducts regular reviews of the effectiveness of
the Group’s internal controls to reasonably ensure that the
Company is operating legally and that the assets of the
Company are safeguarded and to ensure the accuracy and
reliability of the financial information that the Company
employs in its business or releases to the public.
According to the provisions under section 404 of the SOX
Act, our management is responsible for establishing and
maintaining internal control over financial reporting. We
adopted the control criteria framework set out in the Internal
Control Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission
(COSO) in establishing a stringent internal control system
over financial reporting, and refined the routine management
mechanism of internal controls.
We established a top-down organizational structure from the
Board to the specific positions with respective internal
control duties, a three-tier internal control system of “top
level internal control system, the standardized internal
control manual and matrix for the headquarters and the
localized internal control manual and matrix for each unit”,
which brought the control requirements to the whole
process of the marketing, production and management.
Meanwhile, to enforce internal controls, we assigned specific
responsibilities to individuals and input the control
requirements in our IT systems. And through multiple internal
and external supervision and inspections, including self-
examination, management tests, external audit, etc., we
effectively improved the execution efficiency and
effectiveness of our internal controls.
Stressing for the integration of internal control management
and business operations, we strive to focus on high risk and
key management areas from the view of business and by
means of risk evaluation to integrate internal control
enforcement into our day-to-day business activities. By
continuing improving our internal control system, we
effectively prevented the risk of misstatement, omission and
fraud in our financial reports and enhanced our overall risk
management and control capabilities.
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