China Eastern Airlines Corporation
Limited
|
||||
(Registrant)
|
||||
Date
|
August 10, 2009
|
By
|
/s/ Luo Zhuping
|
|
Name:
Luo Zhuping
|
||||
Title:
Company
Secretary
|
(Unaudited)
Six months ended 30 June
|
||||||||||||
Restated
|
||||||||||||
2009
|
2008
|
|||||||||||
Note
|
RMB’000
|
RMB’000
|
||||||||||
Revenues
|
4 | 17,130,451 | 20,267,185 | |||||||||
Other
income
|
5 | 1,112,871 | 180,031 | |||||||||
Other
gains
|
5 | — | 220,498 | |||||||||
Operating
expenses
|
||||||||||||
Aircraft
fuel
|
(5,121,130 | ) | (8,662,568 | ) | ||||||||
Gain
on fair value movements of fuel option contracts
|
6 | 2,793,718 | 451,043 | |||||||||
Take-off
and landing charges
|
(2,673,337 | ) | (2,654,302 | ) | ||||||||
Depreciation
and amortisation
|
(2,529,044 | ) | (2,292,718 | ) | ||||||||
Wages,
salaries and benefits
|
(2,270,011 | ) | (2,028,985 | ) | ||||||||
Aircraft
maintenance
|
(1,209,545 | ) | (1,081,840 | ) | ||||||||
Food
and beverages
|
(612,623 | ) | (658,058 | ) | ||||||||
Aircraft
operating lease rentals
|
(1,267,175 | ) | (1,362,399 | ) | ||||||||
Other
operating lease rentals
|
(191,595 | ) | (167,780 | ) | ||||||||
Selling
and marketing expenses
|
(859,817 | ) | (801,723 | ) | ||||||||
Civil
aviation infrastructure levies
|
(426,846 | ) | (373,380 | ) | ||||||||
Ground
services and other charges
|
(130,777 | ) | (78,549 | ) | ||||||||
Office,
administrative and other expenses
|
(1,718,508 | ) | (1,945,791 | ) | ||||||||
Total
operating expenses
|
(16,216,690 | ) | (21,657,050 | ) | ||||||||
Operating
profit/(loss)
|
2,026,632 | (989,336 | ) | |||||||||
Finance
income
|
7 | 145,937 | 1,960,625 | |||||||||
Finance
costs
|
8 | (1,130,929 | ) | (1,130,898 | ) | |||||||
Share
of results of associates
|
(37,397 | ) | 45,700 | |||||||||
Share
of results of jointly controlled entities
|
8,170 | 6,869 | ||||||||||
Profit/(loss)
before income tax
|
1,012,413 | (107,040 | ) | |||||||||
Income
tax
|
9 | 15,446 | (44,664 | ) | ||||||||
Profit/(loss)
for the period
|
1,027,859 | (151,704 | ) | |||||||||
Other
comprehensive income/(loss)
|
||||||||||||
Fair
value movements of available for sale investments held by
associates
|
788 | (19,196 | ) | |||||||||
Cash
flow hedges, net of tax
|
55,857 | (22,900 | ) | |||||||||
Other
comprehensive income/(loss) for the period
|
56,645 | (42,096 | ) | |||||||||
Total
comprehensive income/(loss) for the period
|
1,084,504 | (193,800 | ) |
(Unaudited)
Six months ended 30 June
|
|||||||||
Restated
|
|||||||||
2009
|
2008
|
||||||||
Note
|
RMB’000
|
RMB’000
|
|||||||
Profit/(loss)
attributable to:
|
|||||||||
Equity
holders of the Company
|
984,654 | (175,318 | ) | ||||||
Minority
interests
|
43,205 | 23,614 | |||||||
1,027,859 | (151,704 | ) | |||||||
Total
comprehensive income/(loss) attributable to:
|
|||||||||
Equity
holders of the Company
|
1,041,299 | (217,414 | ) | ||||||
Minority
interests
|
43,205 | 23,614 | |||||||
1,084,504 | (193,800 | ) | |||||||
Earnings/(loss)
per share attributable to the equity holders of the Company during the
period
|
|||||||||
—
Basic and diluted
|
10
|
RMB0.20
|
RMB(0.04
|
) |
(Unaudited)
|
(Audited)
|
|||||||||||
30 June
2009
|
31 December
2008
|
|||||||||||
Note
|
RMB’000
|
RMB’000
|
||||||||||
Non-current
assets
|
||||||||||||
Intangible
assets
|
116,402 | 164,851 | ||||||||||
Property,
plant and equipment
|
13 | 53,351,228 | 52,678,473 | |||||||||
Lease
prepayments
|
983,767 | 996,521 | ||||||||||
Advanced
payments on acquisition of aircraft
|
14 | 5,667,142 | 6,413,554 | |||||||||
Investments
in associates
|
703,710 | 980,319 | ||||||||||
Investments
in jointly controlled entities
|
370,502 | 362,332 | ||||||||||
Available-for-sale
financial assets
|
61,268 | 31,268 | ||||||||||
Other
long-term assets
|
874,585 | 941,556 | ||||||||||
Deferred
tax assets
|
110,475 | 81,947 | ||||||||||
Derivative
assets
|
— | 988 | ||||||||||
62,239,079 | 62,651,809 | |||||||||||
Current
assets
|
||||||||||||
Flight
equipment spare parts
|
918,384 | 871,364 | ||||||||||
Trade
receivables
|
15 | 1,263,507 | 1,146,522 | |||||||||
Amounts
due from related companies
|
204,757 | 208,289 | ||||||||||
Prepayments,
deposits and other receivables
|
3,954,369 | 4,126,219 | ||||||||||
Cash
and cash equivalents
|
3,796,963 | 3,451,010 | ||||||||||
Derivative
assets
|
208 | 123,010 | ||||||||||
Non-current
assets held for sale
|
462,700 | 473,667 | ||||||||||
10,600,888 | 10,400,081 | |||||||||||
Current
liabilities
|
||||||||||||
Sales
in advance of carriage
|
1,119,648 | 1,013,878 | ||||||||||
Trade
payables and notes payable
|
16 | 4,420,470 | 5,144,858 | |||||||||
Amounts
due to related companies
|
476,539 | 413,126 | ||||||||||
Other
payables and accrued expenses
|
11,407,689 | 12,147,175 | ||||||||||
Current
portion of obligations under finance leases
|
17 | 2,018,328 | 1,916,989 | |||||||||
Current
portion of borrowings
|
18 | 22,723,843 | 26,513,320 | |||||||||
Income
tax payable
|
22,285 | 39,002 | ||||||||||
Current
portion of provision for return check conditions for aircraft under
operating leases
|
333,547 | 213,830 | ||||||||||
Derivative
liabilities
|
2,229,316 | 6,456,075 | ||||||||||
44,751,665 | 53,858,253 | |||||||||||
Net
current liabilities
|
(34,150,777 | ) | (43,458,172 | ) | ||||||||
Total
assets less current liabilities
|
28,088,302 | 19,193,637 |
(Unaudited)
|
(Audited)
|
|||||||||||
30 June
2009
|
31 December
2008
|
|||||||||||
Note
|
RMB’000
|
RMB’000
|
||||||||||
Non-current
liabilities
|
||||||||||||
Obligations
under finance leases
|
17 | 18,379,006 | 18,891,910 | |||||||||
Borrowings
|
18 | 9,851,317 | 8,588,052 | |||||||||
Provision
for return check conditions for aircraft
under operating leases
|
1,344,391 | 1,320,188 | ||||||||||
Other
long-term liabilities
|
1,264,318 | 1,320,759 | ||||||||||
Post-retirement
benefit obligations
|
1,648,420 | 1,469,124 | ||||||||||
Deferred
tax liabilities
|
41,139 | 57,589 | ||||||||||
Derivative
liabilities
|
129,578 | 185,524 | ||||||||||
32,658,169 | 31,833,146 | |||||||||||
Net
liabilities
|
(4,569,867 | ) | (12,639,509 | ) | ||||||||
Equity
|
||||||||||||
Capital
and reserves attributable to the equity holders
of the Company
|
||||||||||||
—
Share capital
|
19 | 7,741,700 | 4,866,950 | |||||||||
—
Reserves
|
(12,812,664 | ) | (17,964,351 | ) | ||||||||
(5,070,964 | ) | (13,097,401 | ) | |||||||||
Minority
interests
|
501,097 | 457,892 | ||||||||||
Total
equity
|
(4,569,867 | ) | (12,639,509 | ) |
(Unaudited)
Six months ended 30 June
|
||||||||
2009
|
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Net
cash (outflow)/inflow from operating activities
|
(563,422 | ) | 1,215,900 | |||||
Net
cash outflow from investing activities
|
(1,840,210 | ) | (2,990,581 | ) | ||||
Net
cash inflow from financing activities
|
2,746,009 | 4,772,018 | ||||||
Net
increase in cash and cash equivalents
|
342,377 | 2,997,337 | ||||||
Cash
and cash equivalents at 1 January
|
3,451,010 | 1,655,244 | ||||||
Exchange
adjustments
|
3,576 | (34,782 | ) | |||||
Cash
and cash equivalents at 30 June
|
3,796,963 | 4,617,799 |
Attributable to equity holders of the Company
|
||||||||||||||||||||||||
Share
capital
|
Other
reserves
|
Accumulated
losses
|
Subtotal
|
Minority
interests
|
Total equity
|
|||||||||||||||||||
RMB’000
|
RMB’000
|
RMB’000
|
RMB’000
|
RMB’000
|
RMB’000
|
|||||||||||||||||||
Six
months ended 30 June 2009 (Unaudited)
|
||||||||||||||||||||||||
Balance
at 1 January 2009
|
4,866,950 | 117,911 | (18,082,262 | ) | (13,097,401 | ) | 457,892 | (12,639,509 | ) | |||||||||||||||
Total
comprehensive income for the period ended 30 June 2009
|
— | 56,645 | 984,654 | 1,041,299 | 43,205 | 1,084,504 | ||||||||||||||||||
Issuance of new
shares (Note
19)
|
2,874,750 | 4,110,388 | — | 6,985,138 | — | 6,985,138 | ||||||||||||||||||
Balance
at 30 June 2009
|
7,741,700 | 4,284,944 | (17,097,608 | ) | (5,070,964 | ) | 501,097 | (4,569,867 | ) | |||||||||||||||
Six
months ended 30 June 2008 (Unaudited)
|
||||||||||||||||||||||||
Balance
at 1 January 2008 (restated,
Note 3(b)(i))
|
4,866,950 | 307,351 | (2,813,730 | ) | 2,360,571 | 571,985 | 2,932,556 | |||||||||||||||||
Total
comprehensive (loss)/income for the
period ended 30 June 2008
|
— | (42,096 | ) | (175,318 | ) | (217,414 | ) | 23,614 | (193,800 | ) | ||||||||||||||
Dividends
paid to minority interests in
subsidiaries
|
— | — | — | — | (51,700 | ) | (51,700 | ) | ||||||||||||||||
Balance
at 30 June 2008
|
4,866,950 | 265,255 | (2,989,048 | ) | 2,143,157 | 543,899 | 2,687,056 |
1.
|
Corporate
Information
|
2.
|
Basis
of preparation
|
3.
|
Accounting
policies
|
(a)
|
Standards, amendment and
interpretations effective in
2009
|
|
·
|
IAS
1 (revised), ‘‘Presentation of financial statements’’. The revised
standard prohibits the presentation of items of income and expenses (that
is ‘‘non-owner changes in equity’’) in the statement of changes in equity,
requiring ‘‘non-owner changes in equity’’ to be presented separately from
owner changes in equity. All ‘‘non-owner changes in equity’’ are required
to be shown in a performance
statement.
|
|
·
|
IFRS
8, ‘‘Operating segments’’. IFRS 8 replaces IAS 14, ‘‘Segment reporting’’.
It requires a ‘‘management approach’’ under which segment information is
presented on the same basis as that used for internal reporting
purposes.
|
|
·
|
Amendment
to IFRS 7, ‘‘Financial instruments: disclosures’’. The amendment increases
the disclosure requirements about fair value measurement and reinforces
existing principles for disclosure about liquidity risk. The amendment
introduces a three-level hierarchy for fair value measurement disclosures
and requires some specific quantitative disclosures for financial
instruments in the lowest level in the hierarchy. It also requires
entities to provide additional disclosures about the relative reliability
of fair value measurements. These disclosures will help to improve
comparability between entities about the effects of fair value
measurements. In addition, the amendment clarifies and enhances the
existing requirements for the disclosure of liquidity risk primarily
requiring a separate liquidity risk analysis for derivative and non-
derivative financial liabilities. Adoption of the amended standard does
not have impact on the disclosure of this interim financial information
but the Group will make the relevant additional disclosures, where
appropriate, in its financial statements for the year ending 31 December
2009.
|
(b)
|
Comparatives
|
|
(i)
|
Changes of accounting policy
in second half year of 2008 which were not reflected in the interim
financial information for the six months ended 30 June
2008
|
|
(1)
|
IFRIC
13, ‘‘Customer loyalty programmes’’ was early adopted by the Group in
2008. IFRIC 13 clarifies that where goods or services are sold together
with a customer loyalty incentive (for example, loyalty points or free
products), the arrangement is a multiple-element arrangement and the
consideration receivable from the customer is allocated between the
components of the arrangement using fair values. The Company operates a
frequent-flyer programme called ‘‘Eastern Miles’’ (the ‘‘programme’’).
Historically, the incremental cost of providing awards in exchange for
redemption of miles earned by members was accrued as an operating cost and
a liability in the balance sheet. After the adoption of IFRIC 13, revenue
is allocated between the ticket sold and miles earned by members. The
portion allocated to miles earned is deferred and recognised when the
miles have been redeemed or have
expired.
|
|
(2)
|
Under
IFRS, the Company has the option to use the revaluation model or
historical cost model to account for its property, plant and equipment
(‘‘PP&E’’). Prior to 2008, the Company adopted the revaluation model
in accordance with IAS 16 as a result of Chinese regulatory requirements
to revalue PP&E in connection with its listing in 1997. In 2008, the
Company changed its IFRS accounting policy in respect of PP&E from the
revaluation model to the historical cost model. The purposes of the change
are set out in the notes to the financial statements for the year ended 31
December 2008.
|
2008 as
previously
presented
|
Effect of
adoption of
IFRIC 13
|
Effect of
change of
accounting
policy for
PP&E
|
2008 as
restated
|
|||||||||||||
RMB’000
|
RMB’000
|
RMB’000
|
RMB’000
|
|||||||||||||
Impact
on consolidated statement of comprehensive income
|
||||||||||||||||
Consolidated
loss for the period
|
(188,883 | ) | (40,320 | ) | 77,499 | (151,704 | ) | |||||||||
Loss
per share attributable to equity holders of The Company
|
RMB(0.04 )
|
RMB(0.008 )
|
RMB0.016
|
RMB(0.04 )
|
||||||||||||
Impact
on consolidated balance sheet at 1
January 2008
|
||||||||||||||||
Consolidated
net assets
|
3,612,729 | (345,115 | ) | (335,058 | ) | 2,932,556 | ||||||||||
Capital
and reserves attributable to the equity holders of the
Company
|
3,027,763 | (345,115 | ) | (322,077 | ) | 2,360,571 | ||||||||||
Minority
interests
|
584,966 | — | (12,981 | ) | 571,985 |
|
(ii)
|
Other
reclassification
|
4.
|
Revenues
and segment information
|
|
(a)
|
Revenues
|
(Unaudited)
Six months ended 30 June
|
||||||||
Restated
|
||||||||
2009
|
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Revenues
|
||||||||
—
Passenger
|
15,024,026 | 16,806,864 | ||||||
—
Cargo and mail
|
1,564,178 | 2,838,951 | ||||||
Ground
service income
|
511,763 | 609,806 | ||||||
Cargo
handling income
|
138,959 | 181,122 | ||||||
Commission
income
|
89,112 | 91,761 | ||||||
Others
|
241,457 | 259,108 | ||||||
17,569,495 | 20,787,612 | |||||||
Less:
Business tax (Note)
|
(439,044 | ) | (520,427 | ) | ||||
17,130,451 | 20,267,185 |
Note:
|
The
Group’s traffic revenues, commission income, ground service income, cargo
handling income and other revenues are subject to PRC business tax levied
at rates ranging from 3% to 5%, pursuant to the PRC tax rules and
regulations.
|
|
(b)
|
Segment
information
|
(1)
|
Passenger
business segment includes cargo carried by passenger
flights.
|
(2)
|
Inter-segment
transfers or transactions are entered into under normal commercial terms
and conditions that would also be available to unrelated third
parties.
|
|
The
segment results for the six months ended 30 June 2009 are as
follows:
|
(Unaudited)
|
||||||||||||||||
Passenger
|
Cargo and
logistics
|
Unallocated
|
Total
|
|||||||||||||
RMB’000
|
RMB’000
|
RMB’000
|
RMB’000
|
|||||||||||||
Traffic
revenues
|
15,312,411 | 858,126 | — | 16,170,537 | ||||||||||||
Other
revenues and operating income
|
740,273 | 411,826 | 110,230 | 1,262,329 | ||||||||||||
Total
segment revenue
|
16,052,684 | 1,269,952 | 110,230 | 17,432,866 | ||||||||||||
Inter-segment
revenue
|
(227,738 | ) | — | (74,677 | ) | (302,415 | ) | |||||||||
Revenues
|
15,824,946 | 1,269,952 | 35,553 | 17,130,451 | ||||||||||||
Operating
profit/(loss) — segment results
|
2,243,816 | (246,066 | ) | 28,882 | 2,026,632 |
(Unaudited)
|
||||||||||||||||
Passenger
|
Cargo and
logistics
|
Unallocated
|
Total
|
|||||||||||||
RMB’000
|
RMB’000
|
RMB’000
|
RMB’000
|
|||||||||||||
Restated
|
||||||||||||||||
Traffic
revenues
|
17,471,476 | 1,682,290 | — | 19,153,766 | ||||||||||||
Other
revenues and operating income
|
716,753 | 546,148 | 131,791 | 1,394,692 | ||||||||||||
Total
segment revenue
|
18,188,229 | 2,228,438 | 131,791 | 20,548,458 | ||||||||||||
Inter-segment
revenue
|
(204,678 | ) | — | (76,595 | ) | (281,273 | ) | |||||||||
Revenues
|
17,983,551 | 2,228,438 | 55,196 | 20,267,185 | ||||||||||||
Operating
(loss)/profit — segment results
|
(1,248,089 | ) | 217,469 | 41,284 | (989,336 | ) |
(1)
|
Traffic
revenue from services within the PRC (excluding the Hong Kong Special
Administrative Region (‘‘Hong Kong’’)) is classified as domestic
operations. Traffic revenue from inbound and outbound services between the
PRC, Hong Kong or overseas markets is attributed to the segments based on
the origin and destination of each flight
segment.
|
(2)
|
Revenue
from ticket handling services, airport ground services and other
miscellaneous services are classified on the basis of where the services
are performed.
|
(Unaudited)
Six months ended 30 June
|
||||||||
Restated
|
||||||||
2009
|
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Domestic
(the PRC, excluding Hong Kong)
|
11,819,726 | 11,413,140 | ||||||
Hong
Kong
|
907,905 | 1,252,177 | ||||||
Japan
|
1,294,072 | 1,726,060 | ||||||
Other
countries
|
3,108,748 | 5,875,808 | ||||||
Total
|
17,130,451 | 20,267,185 |
5.
|
Other
income and other gains
|
(Unaudited)
Six months ended 30 June
|
||||||||
2009
|
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Other
income
|
||||||||
—
Refund of civil aviation infrastructure levies (Note
(a))
|
830,622 | — | ||||||
—
Other government subsidies (Note
(b))
|
282,249 | 180,031 | ||||||
1,112,871 | 180,031 | |||||||
Other
gains
|
||||||||
—
Gains on disposal of property, plant and equipment
|
— | 220,498 | ||||||
1,112,871 | 400,529 |
|
(a)
|
Pursuant
to Cai Jian (2009) No. 4, the civil aviation infrastructure levies
collected from PRC domestic airlines for the period from 1 July 2008 to 30
June 2009 would be refunded. The amount for the Current Period represents
the refunds of civil aviation infrastructure levies received and
receivable by the Group.
|
|
(b)
|
Other
government subsidies represent (i) subsidies granted by the local
government to the Group; and (ii) other subsidies granted by various local
municipalities to encourage the Group to operate certain routes to cities
where these municipalities are
located.
|
6.
|
Gain
on fair value movements of fuel option
contracts
|
7.
|
Finance
income
|
(Unaudited)
Six months ended 30 June
|
||||||||
Restated
|
||||||||
2009
|
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Exchange
gains, net (Note)
|
16,425 | 1,891,422 | ||||||
Interest
income
|
52,937 | 55,572 | ||||||
Gains/(losses)
arising from fair value movements of forward
foreign exchange contracts
|
76,575 | 13,631 | ||||||
145,937 | 1,960,625 |
Note:
|
The
exchange gains primarily related to the retranslation of the Group’s
foreign currency denominated borrowings and obligations under finance
leases at period end rates.
|
8.
|
Finance
costs
|
(Unaudited)
Six months ended 30 June
|
||||||||
2009
|
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Interest
relating to obligations under finance leases
|
264,002 | 337,358 | ||||||
Interest
on loans from banks, financial institutions and other
payables
|
930,204 | 932,259 | ||||||
Losses
arising from fair value movements of interest rate swaps
|
59,060 | 35,687 | ||||||
1,253,266 | 1,305,304 | |||||||
Less:
amounts capitalised into advanced payments on acquisition of aircraft
(Note
14)
|
(122,337 | ) | (174,406 | ) | ||||
1,130,929 | 1,130,898 |
9.
|
Income
tax
|
(Unaudited)
Six months ended 30 June
|
||||||||
2009
|
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Provision
for PRC income tax
|
29,532 | 46,103 | ||||||
Deferred
taxation
|
(44,978 | ) | (1,439 | ) | ||||
(15,446 | ) | 44,664 |
10.
|
Earnings/(loss)
per share
|
11.
|
Dividend
|
12.
|
Profit
appropriation
|
13.
|
Property,
plant and equipment
|
(Unaudited)
Six months ended 30 June 2009
|
||||||||||||
Aircraft,
engines and
flight
equipment
|
Others
|
Total
|
||||||||||
RMB’000
|
RMB’000
|
RMB’000
|
||||||||||
Carrying
amounts at 1 January 2009
|
47,759,942 | 4,918,531 | 52,678,473 | |||||||||
Transfers
from advanced payments on acquisition of aircraft (Note
14)
|
1,009,795 | — | 1,009,795 | |||||||||
Additions
through sales and finance lease back
|
590,253 | — | 590,253 | |||||||||
Other
additions
|
1,870,709 | 262,521 | 2,133,230 | |||||||||
Depreciation
charged for the period
|
(2,211,713 | ) | (249,770 | ) | (2,461,483 | ) | ||||||
Disposals
|
(590,253 | ) | (8,787 | ) | (599,040 | ) | ||||||
Carrying
amounts at 30 June 2009
|
48,428,733 | 4,922,495 | 53,351,228 |
(Unaudited)
Six months ended 30 June 2008
|
||||||||||||
Aircraft,
engines and
flight
equipment
|
Others
|
Total
|
||||||||||
RMB’000
|
RMB’000
|
RMB’000
|
||||||||||
Restated
|
||||||||||||
Carrying
amounts at 1 January 2008
|
42,758,022 | 4,511,732 | 47,269,754 | |||||||||
Transfers
from advanced payments on acquisition of aircraft (Note
14)
|
883,151 | — | 883,151 | |||||||||
Other
additions
|
1,702,237 | 295,368 | 1,997,605 | |||||||||
Depreciation
charged for the period
|
(1,977,548 | ) | (248,847 | ) | (2,226,395 | ) | ||||||
Disposals
|
(78,920 | ) | (31,636 | ) | (110,556 | ) | ||||||
Carrying
amounts at 30 June 2008
|
43,286,942 | 4,526,617 | 47,813,559 |
14.
|
Advanced
payments on acquisition of aircraft
|
(Unaudited)
|
(Unaudited)
|
|||||||
30 June
2009
|
30 June
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
At
beginning of period
|
6,413,554 | 6,695,573 | ||||||
Additions
|
141,046 | 3,439,877 | ||||||
Interest
capitalised (Note
8)
|
122,337 | 174,406 | ||||||
Transfers
to property, plant and equipment (Note
13)
|
(1,009,795 | ) | (883,151 | ) | ||||
At
end of period
|
5,667,142 | 9,426,705 |
15.
|
Trade
receivables
|
(Unaudited)
|
(Audited)
|
|||||||
30 June
2009
|
31 December
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Within
90 days
|
1,233,809 | 1,088,951 | ||||||
91
to 180 days
|
11,541 | 24,282 | ||||||
181
to 365 days
|
17,212 | 30,451 | ||||||
Over
365 days
|
106,420 | 103,919 | ||||||
1,368,982 | 1,247,603 | |||||||
Less:
provision for impairment of receivables
|
(105,475 | ) | (101,081 | ) | ||||
Trade
receivables
|
1,263,507 | 1,146,522 |
16.
|
Trade
payables and notes payable
|
(Unaudited)
|
(Audited)
|
|||||||
30 June
2009
|
31 December
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Within
90 days
|
2,537,978 | 3,310,710 | ||||||
91
to 180 days
|
1,483,059 | 1,249,400 | ||||||
181
to 365 days
|
126,822 | 267,785 | ||||||
Over
365 days
|
272,611 | 316,963 | ||||||
4,420,470 | 5,144,858 |
17.
|
Obligations
under finance leases
|
(Unaudited)
|
(Audited)
|
|||||||
30
June
2009
|
31
December
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Within
one year
|
2,018,328 | 1,916,989 | ||||||
In
the second year
|
2,116,774 | 2,016,172 | ||||||
In
the third to fifth year inclusive
|
6,711,864 | 6,203,330 | ||||||
After
the fifth year
|
9,550,368 | 10,672,408 | ||||||
Total
|
20,397,334 | 20,808,899 | ||||||
Less:
amount repayable within one year
|
(2,018,328 | ) | (1,916,989 | ) | ||||
Long-term
portion
|
18,379,006 | 18,891,910 |
18.
|
Borrowings
|
(Unaudited)
|
(Audited)
|
|||||||
30 June
2009
|
31 December
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Long-term
bank borrowings
|
||||||||
—
Secured
|
4,997,694 | 4,483,950 | ||||||
—
Unsecured
|
11,158,408 | 11,143,593 | ||||||
16,156,102 | 15,627,543 | |||||||
Less:
current portion
|
(6,304,785 | ) | (7,039,491 | ) | ||||
Non-current
portion
|
9,851,317 | 8,588,052 | ||||||
Short-term
bank borrowings
|
16,419,058 | 19,473,829 |
19.
|
Share
capital
|
(Unaudited)
|
(Audited)
|
|||||||
30 June
2009
|
31 December
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Registered,
issued and fully paid of RMB1.00 each
|
||||||||
A
Shares
|
||||||||
—
Listed shares with trading moratorium held by CEA Holding and employees
(Note
(b))
|
4,341,375 | 2,904,000 | ||||||
—
Listed shares without trading moratorium
|
396,000 | 396,000 | ||||||
H
Shares (Note
(b))
|
3,004,325 | 1,566,950 | ||||||
7,741,700 | 4,866,950 |
|
(a)
|
Pursuant
to articles 49 and 50 of the Company’s Articles of Association, each of
the restricted shares, the listed A Shares and the listed H Shares are all
registered ordinary shares and carry equal
rights.
|
|
(b)
|
On
5 June 2009, China Securities Regulatory Commission (the ‘‘CSRC’’)
approved the Company’s application for non-public issue of 1,437,375,000 A
Shares at nominal value of RMB1.00 each. CEA Holding subscribed for all
the shares under this issue and undertook that it would not transfer the
subscribed A Shares within 36 months from the completion date of the
issue. The issue price was RMB3.87 per share and the total proceed of
RMB5,562,641,000 (the ‘‘Proceeds of A Shares’’) from the issue was
received by the Company in June 2009 and verified by a PRC Certified
Public Accountants firm.
|
20.
|
Commitments
|
|
(a)
|
Capital
commitments
|
(Unaudited)
|
(Audited)
|
|||||||
30 June
2009
|
31 December
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Authorised
and contracted for:
|
||||||||
—
Aircraft, engines and flight equipment
|
62,127,225 | 52,533,736 | ||||||
—
Other property, plant and equipment
|
90,681 | 130,180 | ||||||
62,217,906 | 52,663,916 | |||||||
Authorised
but not contracted for:
|
||||||||
—
Other property, plant and equipment
|
4,200,991 | 5,235,712 | ||||||
66,418,897 | 57,899,628 |
|
(b)
|
Operating lease
commitments
|
(Unaudited)
30 June 2009
|
(Audited)
31 December 2008
|
|||||||||||||||
Aircraft,
engines and
flight
equipment
|
Land and
buildings
|
Aircraft,
engines and
flight
equipment
|
Land and
buildings
|
|||||||||||||
RMB’000
|
RMB’000
|
RMB’000
|
RMB’000
|
|||||||||||||
Within
one year
|
2,430,019 | 255,483 | 2,671,355 | 202,540 | ||||||||||||
In
the second year
|
1,933,677 | 143,537 | 2,330,080 | 124,643 | ||||||||||||
In
the third to fifth year inclusive
|
4,100,844 | 337,770 | 4,598,624 | 325,423 | ||||||||||||
After
the fifth year
|
3,576,329 | 2,462,209 | 4,100,560 | 2,398,361 | ||||||||||||
12,040,869 | 3,198,999 | 13,700,619 | 3,050,967 |
21.
|
Related
party transactions
|
(a)
|
Related party
transactions
|
(Unaudited)
Six months ended 30 June
|
|||||||||
Nature of transactions
|
Related party
|
2009
|
2008
|
||||||
RMB’000
|
RMB’000
|
||||||||
(i)
|
With
CEA Holding or companies directly or indirectly held by CEA
Holding:
|
||||||||
Interest
income on deposits at an average rate of 0.36%
(2008: 0.36%) per annum
|
Eastern
Air Group Finance Co., Ltd (‘‘EAGF’’)*
|
11,282
|
11,965
|
||||||
Interest
expense on loans at rate of 4.61%
(2008: 4.87%) per annum
|
EAGF*
|
124,334
|
11,978
|
||||||
Entrusted
short-term loan from CEA Holding through
EAGF at interest rate of 4.37% per annum and repayable within 6
months
|
CEA
Holding and EAGF*
|
5,550,000
|
—
|
||||||
Automobile
maintenance fee
|
CEA
Development Co. Ltd
|
13,566
|
14,886
|
||||||
Land
and building rental
|
CEA
Holding
|
27,570
|
27,700
|
||||||
Handling
charges of 0.1% to 2% for the purchase of aircraft, flight spare parts,
other property, plant and flight equipment
|
Eastern
Aviation Import & Export Co., Ltd (‘‘EAIEC’’)*
|
21,256
|
20,462
|
|
(Unaudited)
Six
months ended 30 June
|
|||||||
Nature of transactions |
Related
party
|
2009
|
2008
|
|||||
|
RMB’000
|
RMB’000
|
||||||
|
||||||||
Equipment manufacturing and
maintenance
|
Shanghai
Eastern Aviation Equipment Manufacturing Corporation
|
4,320
|
4,656
|
|||||
Ticket reservation service
charges for utilisation of computer reservation system
|
Travel
Sky Technology Limited***
|
129,433
|
115,581
|
|||||
Repairs and
maintenance expense for aircraft and engines
|
Shanghai
Eastern Union Aviation Wheels & Brakes Overhaul Engineering
Co.,
Ltd (‘‘Wheels & Brakes’’)**
|
29,808
|
29,296
|
|||||
|
Shanghai
Technologies Aerospace Co., Ltd (‘‘STA’’)**
|
59,808
|
50,664
|
|||||
Supply of food and
beverages
|
Shanghai
Eastern Air Catering Co., Ltd (‘‘SEAC’’)***
|
115,534
|
77,078
|
|||||
|
Qingdao
Eastern Air Catering Investment Co., Ltd.***
|
12,287
|
13,104
|
|||||
|
Xian
Eastern Air Catering Investment Co., Ltd.***
|
18,529
|
18,300
|
|||||
|
Yunnan
Eastern Air Catering Investment Co., Ltd.***
|
8,246
|
20,038
|
|||||
Advertising expense
|
Eastern
Aviation Advertising Services Co., Ltd (‘‘CAASC’’)*
|
638
|
2,682
|
|
(Unaudited)
Six
months ended 30 June
|
||||||||||
Nature of transactions |
Related
party
|
2009
|
2008
|
||||||||
|
RMB’000
|
RMB’000
|
|||||||||
Commission expense on
air tickets sold on
behalf of the Group
|
Shanghai
Dongmei Aviation Travel Co., Ltd (‘‘SDATC’’)*
|
82 | 5,133 | ||||||||
|
Shanghai
Tourism (HK) Co., Ltd***
|
52 | 2,370 | ||||||||
(ii) |
With
CAAC and its affiliates:
|
||||||||||
Civil aviation
infrastructure levies paid
|
CAAC
|
426,846 | 373,380 | ||||||||
Aircraft
insurance premium paid through CAAC which entered into the insurance
policy on behalf
of the Group
|
CAAC
|
67,569 | 77,311 | ||||||||
(iii) |
With other
state-controlled enterprises:
|
||||||||||
Take-off and landing fees
charges
|
State-controlled
airports
|
1,615,974 | 1,285,297 | ||||||||
Purchase of aircraft
fuel
|
State-controlled
fuel suppliers
|
4,462,944 | 6,353,798 | ||||||||
Interest income on deposits at an
average rate of 0.36% (2008: 0.72%) per annum
|
State-controlled
banks
|
15,795 | 8,081 | ||||||||
Interest expense on loans at an
average rate of 5.40% (2008: 5.72%) per annum
|
State-controlled
banks
|
706,357 | 827,886 | ||||||||
Commission expense on air tickets
sold on behalf of the Group
|
Other
PRC airlines
|
21,209 | 35,018 | ||||||||
Supply of food and
beverages
|
Other
state-controlled enterprises
|
226,160 | 198,353 |
(b)
|
Balances with related
parties
|
(i)
|
Amounts due from related
companies
|
(Unaudited)
|
(Audited)
|
|||||||
Company
|
30 June
2009
|
31 December
2008
|
||||||
RMB’000
|
RMB’000
|
|||||||
EAIEC*
|
189,017 | 181,788 | ||||||
Other
related companies
|
15,740 | 26,501 | ||||||
204,757 | 208,289 |
|
(ii)
|
Amounts due to related
companies
|
(Unaudited)
|
(Audited)
|
|||||||
30 June
2009
|
31 December
2008
|
|||||||
Company
|
RMB’000
|
RMB’000
|
||||||
EAIEC*
|
(365,001 | ) | (241,560 | ) | ||||
CEA
Holding
|
(84,813 | ) | (69,497 | ) | ||||
SEAC***
|
(6,688 | ) | (46,580 | ) | ||||
Other
related companies
|
(20,037 | ) | (55,489 | ) | ||||
(476,539 | ) | (413,126 | ) |
|
(iii)
|
Short-term deposits and
short-term loans with EAGF, a 25% associate of the
Group
|
(Unaudited)
|
(Audited)
|
|||||||
30 June
2009
|
31 December
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Included
in ‘‘Prepayments, Deposits and Other Receivables’’ are short-term deposits
with an average interest rate of 0.4% (2008: 0.4%) per
annum
|
707,309 | 1,202,892 | ||||||
Included
in ‘‘Borrowings’’ are short-term loans with an average interest rate of
4.4% (2008: 4.3%) per annum
|
945,151 | 295,181 |
|
(iv)
|
State-controlled banks and
other financial institutions
|
(Unaudited)
|
(Audited)
|
|||||||
30 June
2009
|
31 December
2008
|
|||||||
RMB’000
|
RMB’000
|
|||||||
Included
in ‘‘Cash and Cash Equivalents’’ are bank deposits with an
average interest rate of 0.4% (2008: 0.4%) per annum
|
2,612,384 | 1,762,245 | ||||||
Included
in ‘‘Borrowings’’ are long-term loans with an average interest
rate of 5.0% (2008: 5.3%) per annum
|
14,945,495 | 14,577,150 |
|
(c)
|
Guarantees by holding
company
|
|
*
|
EAGF
is a 25% associate of the Group. SDATC is a 27.16% associate of the Group,
CAASC and EAIEC are both 45% associates of the
Group.
|
|
**
|
Wheels
& Brakes and STA are 40% and 51% jointly controlled entities of the
Group respectively.
|
|
***
|
These
companies are related companies of the Group as they are either, directly
or indirectly, controlled by, under the joint control or significant
influence of CEA Holding.
|
22.
|
Seasonality
|
23.
|
Contingent
liabilities
|
24.
|
Post
balance sheet events
|
|
(a)
|
Specific mandates in relation
to issuance of new A Shares and new H
Shares
|
|
(b)
|
Proposed absorption of
Shanghai Airlines through exchange of
shares
|
|
(c)
|
Additional credit
facilities
|
For the six months ended 30
June
|
||||||||||||
2009
|
2008
|
Change
|
||||||||||
Capacity
|
||||||||||||
ATK
(available tonne-kilometres) (millions)
|
6,053.36 | 5,752.20 | 5.24 | % | ||||||||
—
Domestic routes
|
3,425.60 | 2,605.81 | 31.46 | % | ||||||||
—
International routes
|
2,346.90 | 2,796.65 | –16.08 | % | ||||||||
—
Regional routes
|
280.86 | 349.74 | –19.69 | % | ||||||||
ASK
(available seat-kilometres) (millions)
|
40,731.12 | 37,348.73 | 9.06 | % | ||||||||
—
Domestic routes
|
28,329.16 | 22,088.44 | 28.25 | % | ||||||||
—
International routes
|
10,441.04 | 12,900.38 | –19.06 | % | ||||||||
—
Regional routes
|
1,960.92 | 2,359.91 | –16.91 | % | ||||||||
AFTK
(available freight tonne-kilometres) (millions)
|
2,387.56 | 2,390.81 | –0.14 | % | ||||||||
—
Domestic routes
|
875.97 | 617.85 | 41.78 | % | ||||||||
—
International routes
|
1,407.21 | 1,635.62 | –13.96 | % | ||||||||
—
Regional routes
|
104.38 | 137.35 | –24.00 | % | ||||||||
Hours
flown (thousands)
|
403.18 | 368.08 | 9.54 | % | ||||||||
Traffic
|
||||||||||||
RTK
(revenue tonne-kilometres) (millions)
|
3,663.76 | 3,613.15 | 1.40 | % | ||||||||
—
Domestic routes
|
2,219.07 | 1,787.56 | 24.14 | % | ||||||||
—
International routes
|
1,294.04 | 1,632.85 | –20.75 | % | ||||||||
—
Regional routes
|
150.65 | 192.74 | –21.84 | % | ||||||||
RPK
(revenue passenger-kilometres) (millions)
|
28,848.84 | 26,558.20 | 8.62 | % | ||||||||
—
Domestic routes
|
21,131.26 | 16,628.64 | 27.08 | % | ||||||||
—
International routes
|
6,426.69 | 8,389.29 | –23.39 | % | ||||||||
—
Regional routes
|
1,290.89 | 1,540.27 | –16.19 | % |
For
the six months ended 30 June
|
||||||||||||
2009
|
2008
|
Change
|
||||||||||
RFTK
(revenue freight tonne-kilometres) (millions)
|
1,087.99 | 1,241.07 | –12.33 | % | ||||||||
—
Domestic routes
|
329.71 | 300.63 | 9.67 | % | ||||||||
—
International routes
|
722.16 | 884.75 | –18.38 | % | ||||||||
—
Regional routes
|
36.12 | 55.69 | –35.14 | % | ||||||||
Number
of passengers carried (thousands)
|
20,788.06 | 18,111.84 | 14.78 | % | ||||||||
—
Domestic routes
|
17,886.54 | 14,410.16 | 24.12 | % | ||||||||
—
International routes
|
1,963.14 | 2,620.30 | –25.08 | % | ||||||||
—
Regional routes
|
938.38 | 1,081.39 | –13.22 | % | ||||||||
Weight
of freight carried (kg) (millions)
|
413.38 | 449.97 | –8.13 | % | ||||||||
—
Domestic routes
|
238.92 | 228.53 | 4.55 | % | ||||||||
—
International routes
|
147.15 | 183.40 | –19.77 | % | ||||||||
—
Regional routes
|
27.31 | 38.05 | –28.23 | % | ||||||||
Load
factors
|
||||||||||||
Overall
load factor (%)
|
60.52 | 62.81 | –2.29 | |||||||||
—
Domestic routes
|
64.78 | 68.60 | –3.82 | |||||||||
—
International routes
|
55.14 | 58.39 | –3.25 | |||||||||
—
Regional routes
|
53.64 | 55.11 | –1.47 | |||||||||
Passenger
load factor (%)
|
70.83 | 71.11 | –0.28 | |||||||||
—
Domestic routes
|
74.59 | 75.28 | –0.69 | |||||||||
—
International routes
|
61.55 | 65.03 | –3.48 | |||||||||
—
Regional routes
|
65.83 | 65.27 | 0.56 | |||||||||
Freight
load factor (%)
|
45.57 | 51.91 | –6.34 | |||||||||
—
Domestic routes
|
37.64 | 48.66 | –11.02 | |||||||||
—
International routes
|
51.32 | 54.09 | –2.77 | |||||||||
—
Regional routes
|
34.61 | 40.55 | –5.94 | |||||||||
Break-even
load factor (%)
|
60.77 | 71.75 | –10.98 | |||||||||
Yield
and costs
|
||||||||||||
Revenue
tonne-kilometers yield (RMB)
|
4.41 | 5.30 | –16.79 | % | ||||||||
—
Domestic routes
|
4.90 | 5.78 | –15.22 | % | ||||||||
—
International routes
|
3.39 | 4.64 | –26.94 | % | ||||||||
—
Regional routes
|
6.00 | 6.46 | –7.12 | % |
For the six months ended 30 June
|
||||||||||||
2009
|
2008
|
Change
|
||||||||||
Passenger-kilometers
yield (RMB)
|
0.51 | 0.62 | –17.74 | % | ||||||||
—
Domestic routes
|
0.50 | 0.60 | –16.67 | % | ||||||||
—
International routes
|
0.52 | 0.65 | –20.00 | % | ||||||||
—
Regional routes
|
0.60 | 0.65 | –7.69 | % | ||||||||
Freight
tonne-kilometers yield (RMB)
|
1.41 | 2.23 | –36.77 | % | ||||||||
—
Domestic routes
|
1.11 | 1.24 | –10.48 | % | ||||||||
—
International routes
|
1.43 | 2.43 | –41.15 | % | ||||||||
—
Regional routes
|
3.61 | 4.47 | –19.24 | % | ||||||||
Available
tonne-kilometers unit cost (RMB)
|
2.68 | 3.78 | –29.10 | % | ||||||||
Daily
average utilisation rate of aircraft
|
9.3 | 9.1 | 2.20 | % |
1.
|
In
terms of safety, the Group will strengthen its management basis,
effectively set up the SMS safety system, enhance safety knowledge and
skills training and improve aircraft maintenance and management, sparing
no effort to ensure safety.
|
2.
|
In
terms of passenger traffic, the Group will endeavor to put greater efforts
in the flight route optimization and allocation, seating control and
pricing management, enhancing the overall revenue and service quality,
establishing the infrastructures of transport hubs and consolidating the
network transit route services. The Group will focus on the transformation
of its sales and marketing division to boost the marketing strength,
formulating an improved sales representatives and customer-service
managers system, refining the channel management for domestic and overseas
markets, exploring the international market for main-stream customers,
comprehensively enhancing the marketing strength for long-distance flight
routes. Further, the Group will reinforce the establishment of direct sale
channels and collaborate with third parties such as e-payment enterprises,
telecommunication service providers and banks to launch comprehensive
marketing campaigns and integrate the resources for our B2C website,
‘‘95530’’ customer-service hotline and mobile platforms for the purpose of
setting up a centralized e-business platform. The Group will put more
efforts in exploring the markets of group customers and regular tourists,
setting up our customer management and sales system, intensively launching
the marketing program for regular tourists to promote the corresponding
tourist volume and flight passenger rate. To capitalize on the World Expo
2010 Shanghai, the Group will actively launch its intensive marketing
activities, design diversified thematic aviation products, and thereby
promote our corporate and brand
image.
|
3.
|
In
terms of freight transport, the Group will expand its hub network for
freight transport, facilitate the inter-connection of passenger and
freight aircraft networks, allocate scheduled truck flights, strengthen
the revenue management, standardize the pricing management process,
enhance the customer relationship management and increase the proportion
of major clients. Besides, the Group will commence the strategic alliance
with logistics companies, continue to promote the sale in respect of
specialty cargoes, progressively nurture the ability and goodwill in
specialty cargo freight as well as the related brand building. We will
also launch the comprehensive cargo tracking to keep abreast of the
real-time transportation status, consolidate our ground freight service to
maintain the competitive edge, shorten the time required for cargo
delivery and cut-off, implement and refine the operating modes of
peripheral marketing and service control in order to enhance the quality
of services rendered by outports.
|
4.
|
In
terms of cost control, the Group will control capital expenditure and
restrain the increase in fixed cost at the outset. It will strictly
control aircraft fuel consumption, cut down repair and maintenance costs
and control the supplies on board and service fees. The costs of overseas
crew will also be reduced, with the work flow improved and the service
cycle shortened in order to reduce the costs of procurement. In addition,
the Group will refine its debt structure for the purpose of capital risk
aversion, and reduce the capital costs to seek favourable
treatment.
|
5.
|
In
terms of enhancing brand services, the Group will enhance its service
capabilities on the basis of hub building. It will further shorten the
closing period for check-in on the main airlines, and conduct the
‘‘One-ticket Service, Single Check-in for Luggage’’ activities
comprehensively. The Group will also expedite the design and development
of service products and improve the service process. In addition, we shall
establish a service evaluation standard based on customers’ satisfaction
level and enhance the ability to make prompt responses with improved
services. In the meantime, the Group will also put greater efforts in the
area of service hardware, and focus on the revamping of service facilities
of the first and business classes both in the air and on the ground. The
Group will also improve the customer services skills and communication
abilities of the staff and establish the system of customer-service
managers, thereby attaining a higher degree of satisfaction of high-end
customers. The Group will continue to put high emphasis on the proper
operation of flights, upgrade its emergency responses as well as maintain
the leading position in the industry in terms of the flight punctuality
rate.
|
6.
|
In
terms of integration and cooperation, the Group will actively procure
business integration and cooperation with Shanghai Airlines based on the
corporate culture integration as our focus. The Group will further explore
any room for business development, enhance the research and discussion on
joining of airlines alliance, and to improve the operation of the
Company.
|
Year of delivery
|
Type of aircraft
|
Number of aircraft
|
||||||
Second
half of 2009
|
A320 | 7 | ||||||
B737-700 | 5 | |||||||
B737-800 | 3 | |||||||
2010
|
A320 | 14 | ||||||
B737-700 | 4 | |||||||
B737-800 | 2 | |||||||
2011
|
A320 | 11 | ||||||
B787 | 3 | |||||||
B737-700 | 1 |
1.
|
Dividends
|
2.
|
Share
capital structure*
|
Total number
of Shares
|
Approximate
Percentage
of shareholding
(%)
|
|||||||
I.
A shares
|
||||||||
1.
Listed shares with trading moratorium
|
4,341,375,000 | 56.08 | ||||||
2.
Listed shares without trading moratorium
|
396,000,000 | 5.12 | ||||||
II.
H shares
|
3,004,325,000 | 38.80 | ||||||
III.
Total number of shares
|
7,741,700,000 | 100 |
|
*
|
Please refer to the
announcements of the Company dated 26 June 2009 and 2 July 2009
respectively for details.
|
3.
|
Purchase,
sale or redemption of securities
|
4.
|
Corporate
governance practices
|
5.
|
Material
litigation and arbitration
|
6.
|
Audit
Committee
|
7.
|
Changes
in personnel
|
Name
|
Date of
Appointment/
Termination
|
Approval Organization
|
Position
|
|||
Termination
|
||||||
Li
Fenghua
|
3
February 2009
|
the
first extraordinary general meeting in 2009
|
Director
|
|||
Cao
Jianxiong
|
3
February 2009
|
the
first extraordinary general meeting in 2009
|
Director
|
|||
Wang
Taoying
|
26
March 2009
|
the
2009 first group meetings of the 5th meetings of the 4th session
employee’s representatives conference
|
Employee
representative supervisor
|
|||
Yang
Jie
|
26
March 2009
|
the
2009 first group meetings of the 5th meetings of the 4th session
employee’s representatives conference
|
Employee
representative
supervisor
|
Name
|
Date of
Appointment/
Termination
|
Approval Organization
|
Position
|
|||
Luo
Weide
|
31
March 2009
|
the
23rd meeting of the 5th session of the Board
|
Chief
Financial Officer
|
|||
Peter
Lok
|
13
June 2009
|
the
2008 Annual General Meeting
|
Independent
non-executive director
|
|||
New
Appointment
|
||||||
Liu
Shaoyong
|
3
February 2009
|
the
first extraordinary general meeting in 2009
|
Director
|
|||
Liu
Shaoyong
|
3
February 2009
|
the
20th meeting of the 5th session of the Board
|
Chairman
|
|||
Ma
Xulun
|
3
February 2009
|
the
first extraordinary general meeting in 2009
|
Director
|
|||
Yan
Taisheng
|
26
March 2009
|
the
2009 first group meetings of the 5th meetings of the 4th session
employee’s representatives conference
|
Employee
representative supervisor
|
|||
Feng
Jinxiong
|
26
March 2009
|
the
2009 first group meetings of the 5th meetings of the 4th session
employee’s representatives conference
|
Employee
representative supervisor
|
|||
Wu
Yongliang
|
31
March 2009
|
the
23rd meeting of the 5th session of the Board
|
Chief
Financial Officer
|
|||
Sandy
Ke-Yaw Liu
|
13
June 2009
|
the
2008 Annual General Meeting
|
Independent
non-executive
director
|
8.
|
Changes
of Directors and supervisors under Rule 13.51B(1) of the Listing
Rules
|
9.
|
Miscellaneous
|
a.
|
On
10 December 2008, CEA Holding entered into an A share subscription
agreement (the ‘‘Original
A Share Subscription Agreement’’) with the Company to subscribe for
new A shares to be issued by the Company. Simultaneously with the entering
into of the Original A Share Subscription Agreement, 東航國際控股(香港)有限公司(CES
Global Holdings (Hong Kong) Limited) (‘‘CES Global’’) entered
into an H share subscription agreement with the Company (the ‘‘Original H Share Subscription
Agreement’’) to subscribe for new H shares to be issued by the
Company. Subsequently, the parties made adjustments to certain terms of
the Original A Share Subscription Agreement and the Original H Share
Subscription Agreement; on 29 December 2008, CEA Holding entered into a
revised A share subscription agreement with the Company and CES Global
entered into a revised H share subscription agreement with the Company.
The Original A Share Subscription Agreement and the Original H Share
Subscription Agreement were cancelled accordingly. On 26 February 2009,
the relevant resolutions in respect of the subscriptions of newly issued A
shares and H shares by CEA Holding and CES Global respectively were passed
at the extraordinary general meeting and the respective class meetings of
shareholders. The aforesaid agreements have been approved by relevant
regulatory bodies, and the change in the company’s share capital has been
completed. For details, please refer to the announcements of the Company
issued in Hong Kong dated 10 December 2008, 24 December 2008, 29 December
2008, 26 February 2009, 13 May 2009, 22 May 2009, 23 June 2009, 28 June
2009, 2 July 2009 and 3 July 2009 and its circulars dated 8 January 2009
and 10 February 2009.
|
b.
|
On
15 January 2009, CEA Holding (as the principal), 東航集團財務有限責任公司
(Eastern Air Group Finance Company Limited) (the ‘‘Finance Company’’) (as
the trustee) and the Company (as the borrower) entered into an entrusted
loan agreement in Shanghai, pursuant to which, the Company would obtain a
short-term loan of RMB5.55 billion from CEA Holding through the Finance
Company. CEA Holding, holding 59.67% of the Company’s entire share capital
prior to the issuance of A shares and H shares as refered to in the above
paragraph, is the controlling shareholder and a connected person of the
Company. Since CEA Holding is also the controlling shareholder of the
Finance Company, the Finance Company is a connected person of the Company.
Pursuant to the Listing Rules of the Shanghai Stock Exchange, this
transaction constitutes a connected transaction of the Company. This
transaction has been considered by the 19th ordinary meeting of the 5th
board of directors of the Company and has been unanimously approved by all
the independent Directors by means of written consent. The connected
Directors have abstained from voting. Details are set out in the
announcement of the Company issued in Hong Kong dated 15 January
2009.
|
c.
|
Pursuant
to the framework renewal agreements governing continuing connected
transactions related to daily operations, which was considered and
approved by the Board in its third regular meeting 2008 held on 29 April
2008, considered and approved by the Shareholders’ meeting held on 30 June
2008, and considered and approved by the Board in its fifth regular
meeting 2008 held on 28 October 2008, and the new framework agreement
governing import and export agency services, which was considered and
approved by the Board in its second regular meeting 2009 held on 15 April
2009, revisions have been made to the estimated caps for transactions for
2009 and 2010. Estimated and actual figures for 2009 are set out as
follows:
|
Category
|
Incurred
up to
30
June 2009
|
Estimated
2009
annual caps
for
transactions
as
approved
|
|||
(RMB)
|
(RMB)
|
||||
Financial
Services Agreement (balance of deposit)
|
707
million
|
2,500
million
|
|||
Catering
Services Agreement
|
154.60
million
|
540.39
million
|
|||
Import
and Export Agency Agreement
|
21.26
million
|
60
million
|
|||
Maintenance
Services Agreement
|
4.32
million
|
18
million
|
|||
Property
Leasing Agreement
|
27.57
million
|
60
million
|
|||
Advertising
Agency Services Agreement
|
0.64
million
|
23.50
million
|
|||
Sales
Agency Services Agreement (agency fee)
|
0.13
million
|
17.15
million
|
|||
Automobile
Repairing Services Agreement
|
13.57
million
|
35
million
|
d.
|
On
30 April 2009, the Company entered into the Aircraft Sale and Purchase
Agreements and the Aircraft Lease Agreements with 交銀金融租賃有限公司
(Bank of Communications Financial Leasing Co., Ltd.) in connection with
two Airbus A340 series aircraft, pursuant to which, the Company will sell
and lease back the two Airbus A340 series aircraft. Details are set out in
the announcement of the Company issued in Hong Kong dated 30 April
2009.
|
e.
|
On
15 June 2009, the Company entered into the aircraft purchase agreement
with Airbus SAS in Shanghai, regarding the purchase of twenty Airbus A320
series aircraft (with engines). Details are set out in the announcement of
the Company issued in Hong Kong dated 17 June
2009.
|
f.
|
The
principal place of business of the Company in Hong Kong has been changed
from 5th Floor, McDonald’s Building, 48 Yee Wo Street, Hong Kong to Unit
B, 31/F., United Centre, 95 Queensway, Hong Kong. Details are set out in
the announcement of the Company issued in Hong Kong dated 3 July
2009.
|
g.
|
On
10 July 2009, the Board resolved, among others, to convene an
extraordinary general meeting and the respective class meetings for the
grant of specific mandates to the Board (i) to issue not more than
1,350,000,000 new A Shares to not more than 10 specific investors (subject
to the maximum number of specific investors as permitted by PRC laws and
regulations at the time of the issuance) including CEA Holding, at an
issue price of not less than RMB4.75 per A Share (‘‘A Share Specific
Mandate’’); and (ii) to issue not more than 490,000,000 new H
Shares to CES Global, at an issue price of not less than HK$1.4 per H
Share (‘‘H Share Specific
Mandate’’).
|
h.
|
On
10 July 2009, the Company entered into an absorption agreement with 上海航空股份有限
公司
(Shanghai Airlines Co., Ltd) (‘‘Shanghai Airlines’’) in
relation to the absorption of Shanghai Airlines by way of the issuance of
new A Shares in exchange for the existing issued shares of Shanghai
Airlines on the basis of 1.3 A Shares for every existing issued share of
Shanghai Airlines. A separate extraordinary general meeting and respective
class meetings will be convened by the Company for the purpose of
approving the intended absorption proposal. Details are set out in the
announcement of the Company issued in Hong Kong dated 10 July
2009.
|
By
order of the Board
|
|
CHINA
EASTERN AIRLINES CORPORATION LIMITED
|
|
Liu
Shaoyong
|
|
Chairman
|
Liu
Shaoyong
|
(Chairman)
|
|
Li
Jun
|
(Vice
Chairman)
|
|
Ma
Xulun
|
(Director,
President)
|
|
Luo
Chaogeng
|
(Director)
|
|
Luo
Zhuping
|
(Director,
Company Secretary)
|
|
Hu
Honggao
|
(Independent
Non-executive Director)
|
|
Wu
Baiwang
|
(Independent
Non-executive Director)
|
|
Zhou
Ruijin
|
(Independent
Non-executive Director)
|
|
Xie
Rong
|
(Independent
Non-executive Director)
|
|
Sandy
Ke-Yaw Liu
|
(Independent
Non-executive
Director)
|