意见反馈 手机随时随地看行情

公司公告

山 航B:2017年年度报告(英文版)2018-03-24  

						ANNUAL REPORT 2017




     March 2018
                                                           Contents




Section I Important Notice and Paraphrase .................................................................................. 1

Section II Company Profile and Main Finnaical Indexes ............................................................. 3

Section III Summary of Company Business .................................................................................. 7

Section IV Discussion and Analysis of Operation ......................................................................... 10

Section V Important Events .......................................................................................................... 24

Section VI Changes in shares and particular about shareholders............................................... 34

Section VII Preferred Stock……………………………………………………………………… 40

Section VIII Particulars about Directors, Supervisors,Senior Executives and Employees ...... 41

Section IX Corporate Governance ................................................................................................. 54

Section X Corporate Bond .............................................................................................................. 61

Section XI Financial Report ............................................................................................................ 62

Section XII Documents available for reference ........................................................................... 182
                                                                        Shandong Airlines Co., Ltd. Annual Report 2017



                      Section I. Important Notice and Paraphrase

Board of Directors, Supervisory Committee, all directors, supervisors and senior
executives of Shandong Airlines Co., Ltd. (hereinafter referred to as the
Company) hereby confirm that there are no any fictitious statements, misleading
statements, or important omissions carried in this report, and shall take all
responsibilities, individual and/or joint, for the reality, accuracy and completion
of the whole contents.
Sun Xiujiang, Principal of the Company, Xu Guojian, person in charge of
accounting works and Zhou Shoubin, person in charge of accounting organ
(accounting principal) hereby confirm that the Financial Report of 2017 Annual
Report is authentic, accurate and complete.

Except the followed directors, other directors are attending the meeting for
annual report deliberation in person

                                     Title of the director not
  Director not personally attended                               Reasons for absent              Mandatory
                                       personally attended

          Jiang Chengda                      Director              Work causes                  Miao Liubin

         Wang Mingyuan                       Director              Work causes                  Xu Chuanyu

Concerning the forward-looking statements with development strategy and
business plans involved in the Report, they do not constitute a substantial
commitment for the investors. Investors are advised to exercise caution of
investment risks.

The profit distribution plan that deliberated and approved by the Board is:
based on total stock issued 400,000,000 shares, distributed 2.50 Yuan (tax
included) bonus in cash for every 10-share hold by all shareholders, 0 shares
bonus issued (tax included) and no capitalizing of common reserves carried out.




                                                             1
                                                             Shandong Airlines Co., Ltd. Annual Report 2017




                                   Paraphrase


               Items   Refers to                                   Contents

The Company, Company   Refers to Shandong Airlines Co., Ltd.

                                   Shandong Aviation Group; the first largest shareholder and controlling
SDA                    Refers to
                                   shareholder of the Company

Air China              Refers to Air China Limited, the second largest shareholder of the Company




                                           2
                                                                                         Shandong Airlines Co., Ltd. Annual Report 2017




               Section II Company Profile and Main Finnaical Indexes

I. Company information

Short form of the stock         Shanhang-B                                Stock code                      200152

Stock exchange for listing      Shenzhen Stock Exchange

Name of the Company (in
                                山东航空股份有限公司
Chinese)

Short form of the Company
                                山东航空
(in Chinese)

Foreign name of the Company
                                SHANDONG AIRLINES CO.,LTD.
(if applicable)

Short form of foreign name of
                                SDA
the Company (if applicable)

Legal representative            Sun Xiujiang

Registrations add.              Yaoqiang International Airport, Jinan, Shandong

Code for registrations add      250107

Offices add.                    SDA Bldg., No. 5746, Er Huan East Road, Jinan, Shandong

Codes for office add.           250014

Company website                 http://www.shandongair.com.cn

Email                           zqb@shandongair.com.cn


II. Person/Way to contact

                                                       Secretary of the Board                          Rep. of security affairs

Name                                         Dong Qiantang                                  Fan Peng

                                             1/F, Tiangong Office Building, North of        3/F, Tiangong Office Building, North of
                                             Red-crowed cranes Hotel, Yaoqiang              Red-crowed cranes Hotel, Yaoqiang
Contacts add.
                                             International Airlines, Licheng District,      International Airlines, Licheng District,
                                             Jinan, Shandong                                Jinan, Shandong

Tel.                                         0531-82085939                                  0531-82085586

Fax.                                         0531-85698767 ext.8679                         0531-85698767 ext. 8679

Email                                        dongqt@shandongair.com.cn                      fanp@shandongair.com.cn




                                                                   3
                                                                                         Shandong Airlines Co., Ltd. Annual Report 2017

III. Information disclosure and preparation place

                                                         In China: China Securities Journal, Securities Times
Newspaper appointed for information disclosure
                                                         overseas: Hong Kong Commercial Daily

Website for annual report publish appointed by CSRC http://www.cninfo.com.cn

                                                         Office of Board (3/F, Tiangong Office Building, North of Red-crowed
Preparation place for annual report                      cranes Hotel, Yaoqiang International Airlines, Licheng District, Jinan,
                                                         Shandong)


IV. Registration changes of the Company

Organization code                            91370000720721201F

Changes of main business since listing (if
                                             No change.
applicable)

Previous changes for controlling
                                             No change.
shareholders (if applicable)


V. Other relevant information

CPA engaged by the Company

Name of CPA                           Ruihua Certified Public Accountants (LLP)

                                      5-11/F, West Tower, China Oversea Property Plaza, NO. 7 Building of No. 8 West Binhe Rd.,
Offices add. for CPA
                                      Dongcheng District, Beijing

Signing Accountants                   Pan Xinhua, Guo Yuefeng
Sponsor engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable   √ Not applicable
Financial consultant engaged by the Company for performing continuous supervision duties in reporting period
□ Applicable   √ Not applicable


VI. Main accounting data and financial indexes

Whether it has retroactive adjustment or re-statement on previous accounting data or not
□ Yes √ No

                                                  2017                    2016           Changes over last year         2015

Operating income (RMB)                       16,484,713,152.23    13,742,365,545.56                    19.96%       12,108,963,139.11

Net profit attributable to shareholders of
                                               490,353,408.15           532,834,567.17                  -7.97%         532,260,993.04
the listed company(RMB)

Net profit attributable to shareholders of
                                               388,452,214.55           409,577,360.28                  -5.16%         387,733,814.57
the listed company after deducting


                                                                    4
                                                                                         Shandong Airlines Co., Ltd. Annual Report 2017

non-recurring gains and losses(RMB)

Net cash flow arising from operating
                                              1,854,418,122.23        2,427,055,988.42                 -23.59%        2,424,457,843.01
activities(RMB)

Basic earnings per share (RMB/Share)                          1.23                1.33                      -7.52%                    1.33

Diluted earnings per share (RMB/Share)                        1.23                1.33                      -7.52%                    1.33

                                                                                         2.69 percentage points
Weighted average ROE                                        12.19%             14.88%                                          17.22%
                                                                                                             down

                                                                                          Changes over end of
                                               End of 2017             End of 2016                                   End of 2015
                                                                                                last year

Total assets (RMB)                           13,351,422,839.91       12,741,974,788.53                      4.78%    12,748,902,597.96

Net assets attributable to shareholder of
                                              4,253,141,013.93        3,836,172,828.06                  10.87%        3,365,013,204.57
listed company (RMB)


VII. Difference of the accounting data under accounting rules in and out of China

1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International
Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles)

The Company had no difference of the net profit or net assets disclosed in financial report, under either IAS (International
Accounting Standards) or Chinese GAAP (Generally Accepted Accounting Principles) in the period.


2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting
rules and Chinese GAAP (Generally Accepted Accounting Principles)

The Company had no difference of the net profit or net assets disclosed in financial report, under either foreign accounting rules or
Chinese GAAP (Generally Accepted Accounting Principles) in the period.


VIII. Quarterly main financial index

                                                                                                                                In RMB

                                            First quarter            Second quarter          Third quarter           Fourth quarter

Operating income                            3,858,202,194.45          3,692,592,547.47        5,011,301,663.17        3,922,616,747.14

Net     profit     attributable   to
                                              138,708,221.70            -48,615,130.87          662,161,220.43         -261,900,903.11
shareholders of the listed company

Net profit attributable to
shareholders of the listed company
                                              110,366,318.98            -79,158,792.98          629,139,503.98         -271,894,815.43
after deducting non-recurring gains
and losses

Net cash flow arising from
                                               36,510,056.32            612,643,788.64        1,538,074,574.27         -332,810,297.00
operating activities

Whether there are significant differences between the above-mentioned financial index or its total number and the relevant financial
                                                               5
                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017

index disclosed in the company’s quarterly report and semi-annual report
□Yes   √ No


IX. Items and amounts of extraordinary profit (gains)/loss

                                                                                                                                   In RMB

                     Item                              2017                  2016                 2015                   Note

Gains/losses     from     the    disposal    of
non-current asset (including the write-off           -1,370,187.93          -3,391,225.20       44,170,859.84
that accrued for impairment of assets)

Governmental subsidy reckoned into current
gains/losses (not including the subsidy
enjoyed in quota or ration according to             103,523,912.62       149,937,201.77        113,608,585.59
national   standards,    which    are    closely
relevant to enterprise’s business)

Losses/gains from changes of fair values
occurred in holding transaction financial
assets and transaction financial liabilities,
and investment income obtaining from the
disposal of transaction financial assets and         -3,475,226.10            937,568.04        -5,042,991.37
transaction financial liabilities and financial
assets available for sales, excluded effective
hedging business relevant with normal
operations of the Company

Other non-operating income and expenditure
                                                     37,451,876.61          17,172,191.25       25,300,508.74
except for the aforementioned items

Less: impact on income tax                           34,229,181.60          41,398,528.97       33,509,784.33

Total                                               101,901,193.60       123,257,206.89        144,527,178.47             --

In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of
extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to
the Public --- Extraordinary Profit/loss




                                                                   6
                                                                              Shandong Airlines Co., Ltd. Annual Report 2017




                           Section III Summary of Company Business

I. Main businesses of the company in the reporting period
(I) Main business and business model of the company
The Company is mainly engaged in international and domestic air passenger and cargo transportation business; hotel
catering; aircraft maintenance; civil aviation personnel training; insurance agency; airline agency business; ground
services related to main business; sales of aviation materials, general merchandise, food, health foods, handicrafts,
souvenirs, etc., and retail sales of tobacco; leasing of aviation materials; leasing of premises, rental of houses; business
services; hotel accommodation agents and ticket agents; conference services; transport agency services, air cargo storage;
and labor services. Among them, international and domestic air passenger and cargo transportation business is the
Company's main business.
For more than 20 years, the company has always been giving first priority to “ensure safety, pay close attention to
efficiency, and strive to punctuality and quality service”. As of the end of 2017, the company has 113 airplanes of
Boeing B737 series, and enters into the ranks of large airlines. At present, the company bases its headquarters in Jinan
and has branch offices and flight bases in Qingdao, Yantai, Xiamen, Chongqing, Beijing, Urumqi and Guiyang. The
company operates more than 200 domestic, international and regional air routes, every week more than 3,700 flights fly
to more than 80 large and medium-sized cities across the country, as well as the regional routes to Hong Kong and Taiwan,
and the international routes to South Korea, Japan, Thailand, Cambodia and India.
(II) Development status of the industry
In 2017, China’s civil aviation industry continued to maintain a stable and safe development trend, there was no air
transportation accident or air-defense accident in the industry, the total transport volume exceeded one hundred billion ton
kilometer, and the transportation flight exceeded ten million hours.
According to the “Main Production Index Statistics of CAAC in December 2017” published by the Civil Aviation
Administration, the total transport volume of the entire industry in 2017 reached 108.31 billion ton-km, an increase of
12.5% on a year-on-year basis; passenger transport volume reached 551,568,000 persons, an increase of 13.0% on a
year-on-year basis; cargo and mail transport volume reached 7,058,000 tons, an increase of 5.7% on a year-on-year basis.




Data sources: Civil Aviation Industry Development Statistics Bulletin of 2016

                                                             7
                                                                                       Shandong Airlines Co., Ltd. Annual Report 2017

The civil aviation industry is a cyclical industry closely related to the macroeconomic cycle, and also has obvious
seasonal and regional characteristics. Affected by holidays and students' winter and summer vacations, the peak
season of China's air passenger transport generally occurs in the Spring Festival and July and August.


II. Major changes in main assets

1. Major changes in main assets


                Major assets                                                  Note of major changes


Equity assets                               No major changes in the period

Fixed assets                                No major changes in the period

Intangible assets                           No major changes in the period

Construction in progress                    No major changes in the period

                                            Balance of the monetary fund only reflects the amount at some point of time, and the
Monetary fund
                                            changes will related with cash in-flow, out-flow and times

                                            The receivable amount of wet rent are not for settlement in the period and note
Account receivable
                                            receivables increased

Inventory                                   The air material expendable of 733 plane are disposed in the period

Other current assets                        The retention of VAT for 4Q of the year has major increased from a year earlier


2. Main overseas assets

□ Applicable √ Not applicable


III. Core competitive-ness analysis

1. Industry-leading safety management capabilities
The company has the industry-leading safety management model and safety management level, and the ten-year rolling value of the
ten thousand hour rate of accident proneness has ranked first in the industry. Excellent safety management capabilities enable the
company to provide passengers with a safer journey, effectively reduce the company’s operational risk, and shape the company’s safe
brand image. At the same time, under the supervision of “safety first” in the civil aviation industry, the good safety records have also
brought opportunities for the company to take the lead in applying new technologies in the industry and play a leading role in
promoting the safety control level in the industry.
2. Young and uniform fleet and high aircraft utilization
At the end of the reporting period, the company operated a total of 113 airplanes of Boeing 737ng model, with an average age of 4.9
years, the daily utilization rate of aircraft ranked first among the medium-sized and above airlines in the industry. The single Boeing
model provided price advantages for the company in terms of purchase price and air material consumption, various resources could
be dynamically adjusted and deployed so as to maximize the efficiency. The young fleet could maintain a low failure rate and a high
attendance rate and reduce the cost of operations, maintenance, and other aspects, so that the company's cost control ability could
maintain the industry-leading level.
                                                                    8
                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017

3. Excellent internal execution
The company has a young and efficient workforce. The number of “80s”employees accounts for more than 86%, and the strategy and
measures are implemented effectively. The company has formed a company-specific management mode through continuous
innovation and accumulation and by focusing on safety, efficiency, service and operation. In 2017, the company won the 17th
National Quality Award and became the first and only award-winning aviation company in the civil aviation industry, which proved
the company's management level and execution efficiency.
4. Incentive and competitive corporate culture brand
By many years of practice, the company has formed the corporate values of “harmony, safety, innovation, and kindness” and the
brand culture of “Honest Shanhang”. Qilu’s Confucianism and Shandong people’s character of “promise keeping and honor
credibility” have been integrated into the company and widely recognized by the company's employees, which has also formed a
resonance with the social mainstream’s recognition to honesty and kindness. Through the promotion of “honest and kind” culture and
brand, the company can better convey the service value to the passengers, gain the trust of customers, constantly enhance the
passengers' sense of identity to the company, and create greater value for the passengers. According to the passenger complaint rate
of airlines published by the Civil Aviation Administration of China, the company has maintained the lowest for three consecutive
years, and the company has been honored as the airline with the best civil aviation services for three consecutive years.
Core competitive-ness of the Company has no changes in the period




                                                                   9
                                                                                       Shandong Airlines Co., Ltd. Annual Report 2017


                       Section IV Discussion and Analysis of Operation

1. Introduction
In 2017, the company maintained a healthy development trend with steady progress, overall completed the intended objectives of
various tasks of production and management, achieved a total of 3 million hours of safe flight, and won the “Three Stars Award” for
safe flight of civil aviation; completed the annual benefit target, successfully established the Beijing Branch Office, made a major
breakthrough in entering the hub market; and won the “China Quality Award”.
- The security situation remained stable. The transportation business totally guaranteed about 401,600 hours of safe flight and
193,900 flights, an increase of 13.8% and 14.0% respectively on a year-on-year basis. No company-caused aviation accidents or the
above unsafe incidents occurred. The safety quality evaluation index was 10.54. A total of 194,935 flights were guaranteed, the average
flight punctuality rate was 70.16%, a decrease of 9.92% on a year-on-year basis; successfully guaranteed 45 flights for important
missions and dedicated class III or above, and the flight punctuality rate was 87%.
- Successfully completed the benefit goals. Completed a total transport turnover of 3,230 million ton kilometers, passenger transport
volume of 23,474,000 person-time, and cargo and mail transport volume of 165,000 tons (including wet lease), an increase of 21.1%,
22.2%, and 6.1% respectively on a year-on-year basis; achieved operating income of 16484.71 million Yuan, and total profit of 650.92
hundred million Yuan; passenger load factor was 83.2%, an increase of 5.3% over the same period of last year, and the cargo and mail
load factor was 40.8%, a decrease of 0.2% on a year-on-year basis.
- The quality of service had a steady rise. The CSS (Customer Satisfaction Survey) overall achieved a score of 96.37, an increase of
0.04 over the same period of last year. The effective customer complaint rate was 0.13 pieces per ten thousand person-times, a decrease
of 0.03 pieces per ten thousand person-times on a year-on-year basis; the annual effective complaint rate has maintained the lowest
among the major airlines for the fourth consecutive year according to the publication of Civil Aviation Administration.
The civil aviation authority media service ranked No. 4, and won the “Best Airline for Civil Aviation Service” award. The company
has been awarded as China Top 500 Most Valuable Brand for ten consecutive years with the brand value of 34.645 billion Yuan, an
increase of 6.117 billion Yuan over the previous year, ranking No. 100.
The company mainly carried out the following work:
(i) Continue to carry out security improvement and rectification to consolidate the security foundation
The first is to implement the concept of safety development and pay close attention to the implementation of safety responsibilities.
Conscientiously implement the spirit of General Secretary Xi Jinping on the important instructions for safety work; properly handle the
relationship between safety and development, safety and efficiency, speed and scale, speed and quality. The second is to further
improve the security system and continue to increase the management and control efforts to grass-roots security. The third is to further
promote the construction of “three bases” and ensure the security assurance capabilities. The fourth is to maintain zero tolerance for
potential safety risks and continuously improve the risk prevention and control capabilities. Strengthen the prevention management,
normalize the safety inspections, and focus on the style development, process improvement and organization optimization for
problems so as to cure the hidden dangers at the source. Successfully complete the air transportation for major events such as the 19th
National Congress of the Party and the BRICS Summit. Maintain a stable production trend in public safety, fire safety, internal security,
vehicle safety, etc.
(ii) Actively respond to changes in the operating environment, and the order of flight production is basically stable
The first is to focus on the source and process management, and strengthen the control of the normality of flights. Strengthen the control
of important flights and focus on improving the regularity and accuracy of the first flight. The second is to make use of the advantages
of information systems and new technologies to improve the performance of operational control. Continue to advance the HUD (Head
Up Display) technology applications, achieve RVR (Runway Visual Range) 150 meters to take off for the first time in the industry. The
third is to strengthen the construction of emergency response system and improve its disposal ability.
(iii) Strive to increase income in peak season and reduce losses in off season, and realize the overall benefit targets
                                                                   10
                                                                                       Shandong Airlines Co., Ltd. Annual Report 2017

The first is to accomplish the resource allocation and capacity distribution, and optimize the air route network structure. Actively fight
for resources at all times and strengthen the main base; the successful establishment of Beijing Branch Office has created conditions
for increasing investment in Beijing market; Optimize the fleet structure and complete the disposal of two CRJ-700 flights. The second
is to improve the revenue control and promote the core competitiveness. Strengthen the application of revenue management
informatization tools and achieve the closed-loop management of the entire sales process. Classify the management and control to air
routes from multiple perspectives such as market sources, competitors, etc., and strengthen the overall optimization on the
disadvantaged routes, loss-making routes, and inefficient routes; achieve the seat-kilometer income of 0.3852 Yuan, an increase of
0.0183 Yuan on a year-on-year basis through series of revenue-increasing measures, which reversed the decline of seat-kilometer
income in successive years. The third is to improve the resource allocation level and achieve the efficient and orderly production
organization. Under the premise of meeting the requirements of the bureau, scientifically reduce the air route and station-crossing time,
strengthen the integrated management of crew resources and the refine the management of maintenance plans so as to improve the
availability of aircraft, the execution rate of flights, and the attendance rate of crews. The fourth is to strengthen the cost management
and control which has achieved good results. Scientifically formulate the cost control measures and establish the regular scheduling
work mechanisms. Monitor the production costs for major projects, actively promote the energy-saving and emission reduction, and
vigorously reduce the administrative costs. The fifth is to adhere to the open and shared development and achieve better collaborations
and benefits. Take advantage of Air China's collaborative advantages and continuously deepen the collaborations in marketing, safe
operation, aircraft maintenance, service management, IT support, strategic collaboration, resource sharing, and so on.
(iv) Continue to strengthen service management and control, and service brand building has achieved initial success
The first is to strengthen system design and focus on process management. Refine and precipitate the “Honest and Kind Shandong
Airlines Service Quality Management Model”, and launch the “Service Evaluation Index”. The second is to carry out the special
actions for service standardization and promotion, and continue to improve the key links. The third is to do a good job in brand building
and dissemination, and enrich the connotation of “Honest and Kind Shandong Airlines”. Formulate and implement the air and ground
kindness cultural reflection program, establish the “Air Confucius School”, and carry out a series of special service activities. Widely
spread the brand building of honest and kind through media promotion conferences, industry service summits and other channels so as
to constantly promote the brand influence of “Honest and Kind Shandong Airlines”.

      Operation data summary:

                         Index                          2017                       2016                       Changes

        Total t-km load rate (10 thousand
                                                               322965.1                   266710.4                         21.1%
        t-km)
        Volume of passenger traffic (10
                                                                  2347.4                    1920.5                         22.2%
        thousand passengers)
        Cargo & mail traffic volume (10
                                                                    16.5                      15.6                          6.1%
        thousand tons)
        Flying km (one million km)                                 241.1                     212.6                         13.4%

        Flying hours(10 thousand hours)                             40.2                      35.3                         13.8%

        Number of flight (10 thousand
                                                                    19.4                      17.0                         14.0%
        times)
        PLF(passenger load factor)                                  83.2                      77.9     5.3 percentae points up

        Cargo & Mail OLF (overall load                                                               0.2 percentage points down
                                                                   40.76                     40.94
        factor)
In the Period, totally fifteen B737-800 aircrafts are introduced by the Company and two B737-300 aircrafts are out of services. Up to
31 December 2017, the Company operates 113 aircrafts in total and the fleet distribution below:

                                                                   11
                                                                                          Shandong Airlines Co., Ltd. Annual Report 2017

          Model                      Numbers                                         Average service age (Year)

          737-700                        3

          737-800                       108                                                     4.9- year

          CRJ-700                        2


II. Main business analysis

1. Introduction

See “I. Introduction” in “Discussion and Analysis of Operation”.


2. Revenue and cost

(1) Constitute of operation revenue

                                                                                                                                     In RMB

                                             2017                                          2016
                                                                                                                        Increase/decrease
                                                Ratio in operation                               Ratio in operation
                              Amount                                           Amount                                        y-o-y
                                                      revenue                                         revenue

Total of operation
                          16,484,713,152.23                     100%        13,742,365,545.56                   100%                 19.96%
revenue

According to industries

Air transport service     15,987,913,698.16                  97.00%         13,301,825,036.11               96.80%                   20.19%

Logistics freight
                               24,772,217.54                    0.15%          33,858,517.79                    0.25%             -26.84%
service
Hotel & catering
                               31,830,886.10                    0.19%          41,650,983.82                    0.30%             -23.58%
service

Training service               13,786,734.97                    0.08%          19,674,789.18                    0.14%             -29.93%

Food processing
                                2,134,598.96                    0.01%
service

Other                        424,275,016.50                     2.57%         345,356,218.66                    2.51%                22.85%

According to region

Domestic                  15,029,614,864.79                  91.17%         12,487,817,925.39               90.88%                   20.35%

International              1,253,989,365.56                     7.61%        1,067,006,400.00                   7.76%                17.52%

Area                         201,108,921.88                     1.22%         187,541,220.17                    1.36%                7.23%


(2) The industries, products, or regions accounting for over 10% of the company’s operating income or
operating profit

                                                                                                                                     In RMB

                                                                       12
                                                                                            Shandong Airlines Co., Ltd. Annual Report 2017

                                                                                     Increase/decrease Increase/decrease Increase/decrease
                        Operating
                                          Operating cost       Gross profit ratio      of operating    of operating cost       of gross profit
                            revenue
                                                                                      revenue y-o-y           y-o-y             ratio y-o-y

According to industries

Air transport       15,987,913,698.1 14,693,702,562.5                                                                      3.12     percentage
                                                                            8.09%             20.19%             24.40%
service                               6                    3                                                               points down

According to region

                    15,029,614,864.7 13,168,277,085.7                                                                      3.32     percentage
Domestic                                                                 12.38%               20.35%             25.09%
                                      9                    6                                                               points down

(3) Whether income from physical sales larger than income from labors or not
□Yes √ No


(4) Fulfillment of the company’s signed significant sales contracts up to this reporting period

□ Applicable √ Not applicable


(5) Constitute of operation cost

                                                                                                                                        In RMB

                                                           2017                                       2016
     Industry
                             Item                                    Ratio in                             Ratio in operation Y-o-y changes
  classification                              Amount                                      Amount
                                                                  operation cost                                cost

                    Aviation fuel
                                           3,975,968,790.25              27.06% 2,762,047,363.06                      23.38%            43.95%
                    consumption

                    Take-off &
                                           2,209,904,860.68              15.04% 1,733,798,086.35                      14.68%            27.46%
                    landing fees

                    Employee’s
Air transport                              2,015,771,158.20              13.72% 1,688,090,330.49                      14.29%            19.41%
                    salary
service
                    Depreciation of
                    aircraft and            783,208,543.20                  5.33%       739,645,989.16                 6.26%             5.89%
                    engine

                    Other                  5,708,849,210.20                 38.85% 4,887,612,747.24                   41.39%            16.80%

                    Total                 14,693,702,562.53              100.00% 11,811,194,516.30                100.00%               24.40%

                    Employee’s
                                              18,594,324.87                 95.87%       15,621,276.22                76.30%            19.03%
Logistics freight   salary

service             Other                       800,788.09                   4.13%         4,853,089.61               23.70%           -83.50%

                    Total                     19,395,112.96              100.00%         20,474,365.83            100.00%               -5.27%

Hotel & catering Raw materials                17,287,940.59                 67.40%       26,422,465.79                73.68%           -34.57%
service             Employee’s                5,386,645.55                 21.00%          723,305.79                 2.02%          644.73%

                                                                       13
                                                                                    Shandong Airlines Co., Ltd. Annual Report 2017

                        salary

                        Other                 2,975,416.55            11.60%       8,711,903.05             24.30%          -65.85%

                        Total                25,650,002.69         100.00%       35,857,674.63            100.00%           -28.47%

                        Depreciation          4,849,480.27            21.41%      4,849,479.99              22.36%            0.00%

Training service        Other                17,804,974.27            78.59%     16,837,587.39              77.64%            5.75%

                        Total                22,654,454.54         100.00%       21,687,067.38            100.00%             4.46%

                        Air food supply       4,954,308.54            36.49%

                        Employee’s
Food processing                               1,730,200.73            12.74%
                        salary
service
                        Other                 6,893,404.16            50.77%

                        Total                13,577,913.43         100.00%


(6) Whether the changes in the scope of consolidation in Reporting Period

①Shandong Jinping Air Foods Co., Ltd., is the wholly-owned subsidiary of the Company, mainly operates air food supply and
catering service. The enterprise included in consolidate scope of the Company since 9 th October 2017
②Shandong Airlines Qingdao Food Co., Ltd., is the wholly-owned subsidiary of the Company, mainly operates production and
processing of the air food and delivery service. The enterprise included in consolidate scope of the Company since 9 th October 2017


(7)Major changes or adjustment in business, product or service of the Company in Reporting Period

□ Applicable √ Not applicable


(8) Major sales and main suppliers

Major sales of the Company

Total top five clients in sales (RMB)                                                                                272,623,041.04

Proportion in total annual sales volume for top five clients                                                                  1.37%

Ratio of related parties in annual total sales among the top
                                                                                                                              0.76%
five clients

Information of top five clients of the Company

    Serial                         Name                           Sales (RMB)                  Proportion in total annual sales

1              Unit 1                                                    151,623,883.00                                       0.76%

2              Unit 2                                                     37,120,000.00                                       0.19%

3              Unit 3                                                     36,114,158.04                                       0.18%

4              Unit 4                                                     28,290,000.00                                       0.14%

5              Unit 5                                                     19,475,000.00                                       0.10%

Total                                  --                                272,623,041.04                                       1.37%

                                                                 14
                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017

Main suppliers of the Company

Total purchase amount from top five suppliers (RMB)                                                                 2,799,696,333.05

Proportion in total annual purchase amount for top five
                                                                                                                               28.63%
suppliers

Ratio of related parties in annual total sales among the top
                                                                                                                               0.00%
five suppliers

Information of top five suppliers of the Company

    Serial                        Name                            Purchases (RMB)              Proportion in total annual purchase

1            Unit 1                                                     1,292,778,054.68                                       13.23%

2            Unit 2                                                        607,478,190.03                                      6.22%

3            Unit 3                                                        389,635,334.50                                      3.99%

4            Unit 4                                                        265,182,993.78                                      2.71%

5            Unit 5                                                        244,621,760.06                                      2.48%

Total                              --                                   2,799,696,333.05                                       28.63%


3. Expense

                                                                                                                               In RMB

                                    2017                   2016             Y-o-y changes                      Note

Sales expense                     781,723,562.39          674,961,176.53              15.82%

Management expense                395,391,062.69          333,943,862.70              18.40%

                                                                                               Mainly for the exchange earnings
                                                                                               arising from appreciation of the RMB
Financial expense                   -1,229,260.20         261,876,586.15            -100.47% against US Dollars in the Period, and at
                                                                                               same period of last year, it was
                                                                                               exchange loss


4. R&D investment

□ Applicable √ Not applicable


5. Cash flow

                                                                                                                               In RMB

                 Item                           2017                             2016                          Y-o-y changes

Subtotal of cash in-flow from
                                                18,057,430,646.97                15,542,904,192.31                             16.18%
operation activity

Subtotal of cash out-flow from
                                                16,203,012,524.74                13,115,848,203.89                             23.54%
operation activity

                                                                   15
                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017

Net cash flow from operation
                                                 1,854,418,122.23               2,427,055,988.42                                -23.59%
activity

Subtotal of cash in-flow from
                                                     26,154,140.13                 24,837,956.42                                 5.30%
investment activity

Subtotal of cash out-flow from
                                                 2,287,592,904.56               2,171,501,481.76                                 5.35%
investment activity

Net cash flow from investment
                                                 -2,261,438,764.43              -2,146,663,525.34                                -5.35%
activity

Subtotal of cash in-flow from
                                                 1,857,203,989.51               1,517,674,080.70                                22.37%
financing activity

Subtotal of cash out-flow from
                                                 1,669,973,071.08               2,463,873,917.37                                -32.22%
financing activity

Net cash flow from financing
                                                   187,230,918.43                -946,199,836.67                             -119.79%
activity

Net increased amount of cash
                                                  -247,670,766.35                -624,143,943.95                                -60.32%
and cash equivalent

Main factors of related data’s significant changes on a year-on-year basis

                Item                      2017                   2016              +,-                     Reason for changes

                                                                                                  The VAT rebate received in the
Tax return received                                                                  100.00%
                                         20,098,154.49                                            period

Net cash received from disposal                                                                   The revenue from disposal of
of fixed, intangible and other                                                           87.63% non-current assets increased over
                                          3,413,604.19           1,819,289.52
long-term assets                                                                                  that of last year

                                                                                                  Loans obtained from financing
Cash received from loans                                                                 35.14%
                                        400,000,000.00        296,000,000.00                      increased in the period

                                                                                                  The principal repaid for loans in
Cash paid for debts                                                                   -38.34%
                                      1,279,307,411.71      2,074,680,400.72                      the period decreased

Impact     on   cash   and   cash
                                                                                                  Exchange rate of RMB against
equivalent from changes of                                                          -166.92%
                                        -27,881,042.58         41,663,429.64                      foreign currency changed
exchange rate

III. Analysis of the non-main business

□Applicable √Not applicable


IV. Assets and liability

1. Major changes of assets composition

                                                                                                                                 In RMB


                                                                   16
                                                                                             Shandong Airlines Co., Ltd. Annual Report 2017

                             End of 2017                       End of 2016
                                                                                            Ratio
                                       Ratio in total                    Ratio in total                           Notes of major changes
                        Amount                            Amount                           changes
                                          assets                            assets

                                                                                                  2.14 Balance of the monetary fund only
                      543,584,920.3                                                       percentag reflects the amount at some point of
Monetary fund                                 4.07% 791,255,686.65              6.21%
                                  0                                                         e points time, and the changes will related with
                                                                                                 down cash in-flow, out-flow and times

                                                                                                  1.59
                                                                                                         The receivable amount of wet rent are
Account               550,905,199.2                                                       percentag
                                              4.13% 322,774,169.85              2.53%                    not for settlement in the period and
receivable                        8                                                         e points
                                                                                                         note receivables increased
                                                                                                   up

                                                                                                  0.32
                                                                                          percentag The air material expendable of 733
Inventory             83,924,185.64           0.63% 120,965,243.56              0.95%
                                                                                            e points plane are disposed in the period
                                                                                                 down

                                                                                                  3.96
                      6,904,643,268.                    7,093,233,151.                    percentag
Fixed assets                                 51.71%                            55.67%
                                 14                                79                       e points
                                                                                                 down

                                                                                                  2.84
Construction in       2,737,166,681.                    2,250,500,462.                    percentag
                                             20.50%                            17.66%
progress                         62                                35                       e points
                                                                                                   up

                                                                                          5.00
                      1,217,610,831.                    1,799,601,767.                    percentag Part of the principal are repaid in the
Long-term loans                               9.12%                            14.12%
                                 16                                54                     e points       period
                                                                                          down

                                                                                                  0.92
Other current         185,809,122.8                                                       percentag The retention of VAT for 4Q of the year
                                              1.39% 59,685,735.09               0.47%
assets Other                      3                                                         e points has major increased from a year earlier
                                                                                                   up

Financial liability
measured by fair
                                                                                                  0.02
value and with
                                                                                          percentag Fair value of the interest rate swap
variation              3,607,390.15           0.03%      1,155,815.80           0.01%
                                                                                            e points changed in the period
reckoned into
                                                                                                   up
current
gains/losses

                                                                                                  0.01 Part of the principal are repaid in the
Interest payable       1,324,391.18           0.01%      2,430,456.90           0.02% percentag period, thus the interest declined
                                                                                            e points correspondingly

                                                                     17
                                                                                                 Shandong Airlines Co., Ltd. Annual Report 2017

                                                                                                   down

                                                                                                   0.004
                                                                                                            The dividend which has not been paid
Dividend                                                                                     percentag
                        602,306.96              0.00%         11,940.00             0.00%                   at period-end for purchasing subsidiary
receivable                                                                                       e points
                                                                                                            in the period
                                                                                                      up

                                                                                                    3.09
Non-current
                     622,127,224.7                                                           percentag The long-term loans due within one
liabilities due                                 4.66% 987,644,012.02                7.75%
                                    7                                                            e points year decreased
within one year
                                                                                                   down

                                                                                                    0.38 The operation lease from plane
                     111,638,302.8                                                           percentag sale-leaseback in the period has not
Deferred income                                 0.84% 58,439,521.16                 0.46%
                                    1                                                            e points achieved a gains/losses, balance at
                                                                                                      up period-end increased

                                                                                                    0.12
                                                                                                            The fair value of financial assets
Deferred income                                                                              percentag
                     63,560,578.27              0.48% 45,880,020.58                 0.36%                   available for sale increased at end of
tax liability                                                                                    e points
                                                                                                            the Period
                                                                                                      up

                                                                                                    0.30
Other                                                                                                       The fair value of financial assets
                     178,494,839.4                                                           percentag
comprehensive                                   1.34% 131,880,061.76                1.04%                   available for sale increased at end of
                                    8                                                            e points
income                                                                                                      the Period
                                                                                                      up


2. Assets and liability measure by fair value

                                                                                                                                                 In RMB

                                                          Accumulative
                                    Gains/losses of                             Impairment           Amount
                     Opening                              changes in fair                                                   Sale
         Item                           changes in fair                        accrual in this     purchased in                    Closing amount
                      amount                              value reckoned                                                 amount
                                            value                                  period           this period
                                                            into equity

Financial assets

3.Available-for-
sale financial     190,210,082.34 65,505,917.06 249,025,999.40                                                                       255,715,999.40
assets

Subtotal of
                   190,210,082.34 65,505,917.06 249,025,999.40                                                                       255,715,999.40
financial assets

The above total 190,210,082.34 65,505,917.06 249,025,999.40                                                                          255,715,999.40

Financial
                     1,155,815.80         2,451,574.35                                                                                 3,607,390.15
liability

Whether there have major changes on measurement attributes for main assets of the Company in report period or not
□ Yes √No


                                                                          18
                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017

3. Assets right restriction till end of reporting period

Nil


V. Investment

1. Overall situation

√ Applicable    □ Not applicable

                                              Investment at same period of last year
      Investment in the Period (RMB)                                                                Changes (+,-)
                                                              (RMB)

                              38,100,600.00                                       0.00                                   0.00%


2. The major equity investment obtained in reporting Period

□ Applicable   √ Not applicable


3. The major non-equity investment doing in Reporting Period

□ Applicable   √ Not applicable


4. Financial assets investment

(1) Security investment

The Company does not have security investment in the period


(2) Derivative investment

The Company does not have derivative investment in the period


5. Application of raised proceeds

The company had no application of raised proceeds in the reporting period.


VI. Sales of major assets and equity

1. Sales of major assets

The Company had no sales of major assets in the reporting period.


2. Sales of major equity

□ Applicable   √ Not applicable

                                                                19
                                                                                             Shandong Airlines Co., Ltd. Annual Report 2017

VII. Analysis of main holding company and stock-jointly companies

Main subsidiary of the Company and stock-jointly enterprise with over 10% impact on net profit
                                                                                                                                             In RMB

  Company                                               Register                                        Operating        Operating
                   Type         Main business                      Total assets       Net Assets                                         Net profit
       name                                             capital                                          revenue           profit

Shandong
                               Air food
Jinping Air                                                        35,895,965.1 22,065,792.0 12,920,690.7
                Subsidiary supplying,               5,094,545.00                                                        3,774,193.24 2,820,876.05
Food Co.,                                                                       2                  8                5
                               catering service
Ltd.

                               Souvenir
Shandong
                               processing;
Airline
                               production and                      23,280,211.0 17,348,793.2 10,051,641.6
Qingdao         Subsidiary                          3,380,000.00                                                        1,700,690.23 1,257,170.58
                               processing of the                                9                  9                8
Food Co.,
                               air foods and
Ltd.
                               delivery service

                               Agency service
                               of land service
Shandong                       for the air cargo
Airlines                       station, storage     30,000,000.0 128,932,317. 62,373,176.4 47,504,962.0
                Subsidiary                                                                                              9,766,210.26 7,315,460.53
Logistic Co.,                  of goods and         0                           50                 1                8
Ltd.                           ground
                               distribution
                               service etc.

Qingdao
Feisheng
International
Aviation                                            51,545,500.0 70,688,441.3 68,257,531.2                              -2,444,314.0 -2,272,206.2
                Subsidiary Pilot training                                                              4,328,614.20
Technology                                          0                           9                  5                                 9                8
Development
Training Co.,
Ltd.

Shandong
Rainbow
                Stock-jointl                        50,000,000.0                     -165,921,988
Corporate                      Air transport                       1,843,824.50                                0.00        -2,813.17       -2,813.17
                y enterprise                        0                                         .83
Aircraft Co.,
Ltd.

Particular about subsidiaries obtained or disposed in report period

                                                   Way of subsidiary obtained or disposed in             Impact on operation as a whole and
                Company name
                                                                   the period                                           performance

Shandong Jinping Air Food Co., Ltd.                Obtained by enterprise combined not under Achieved 2.8209 million Yuan from


                                                                       20
                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017

                                             the same control                             October to December in 2017

                                             Obtained by enterprise combined not under Achieved 1.2572million Yuan from
Shandong Airline Qingdao Food Co., Ltd.
                                             the same control                             October to December in 2017


VIII. Structured vehicle controlled by the Company

□ Applicable   √ Not applicable


IX. Prospect for future development of the Company

(I) Industry structure and trend
At present, China's air transport industry has formed a competitive landscape in which Air China, China Eastern Airlines, China
Southern Airlines and Hainan Airlines which are subordinate to the four major aviation groups, and local airlines, private airlines, and
foreign airlines coexist. The four major aviation groups have occupied a relatively large share of the domestic air passenger and cargo
transportation market, while other regional airlines and characteristic airlines have strong market competitiveness in their focused
market segments.
According to the Civil Aviation Industry Development Statistics Bulletin of 2016, by the end of 2016, China had a total of 59
transport airlines, an increase of 4 over the previous year, there were 44 state-owned holding companies and 15 private and private
holding companies by different types of ownership; there were 8 cargo airlines, 11 Sino-foreign joint venture airlines, and 7 listed
companies among all transport airlines.
According to CAA’s development forecast, during the “13th Five-Year Plan”, China’s total air traffic volume, passenger traffic
volume, fleet size and other indicators will maintain a growth rate of around 10%, reaching 142 billion ton kilometers, 720 million
person-times and 4,600 transport aircrafts respectively.
The development trend of the civil aviation industry increasingly shows eight obvious characteristics: the first is fierce competition:
the newly-established airlines have increased, the existing company's capacity has increased, and the airspace reform has been slow,
which have intensified the industry competition. The second is the networking of high-speed rail has increased the impact on civil
aviation. The third is the domesticalization of international competition, foreign airlines have entered the domestic market, domestic
companies have international development, and the market has overlapping competition. The fourth is the popularity of passengers,
the proportion of official and business travelers has decreased, and the passengers for traveling and visiting have increased greatly.
The fifth is the decreasing price of air tickets: the supply and demand situation and changes in passenger structure lead to lower
prices, and the industry has entered a meager profit era. The sixth is the cost rigidity: the cost of major items such as aircraft and
labor has increased rigidly. The seventh is the electronization of sales: the rapid popularization of mobile internet technology
applications has made fundamental changes in sales patterns. The eighth is the channel obfuscation: under the e-commerce model,
the source of passengers has been obscured and higher requirements have been made to the precision marketing.
(II) The company’s development strategy
1. Vision, Mission, Values
Vision of the company – “customer preference, value leading, harmony and peace”
Mission of the company – “set up air bridges, enhance customer value, and serve social development"
Values of the company – “harmony, peace, innovation, kindness"
2. The 13th Five-Year Plan strategy
Adhere to “five unswervingly”: unswervingly adhere to the stable operation, grasp the relationship between scale and efficiency,
speed and quality, and master the relationship between main business and auxiliary business; unswervingly adhere to the structural
optimization, continue to optimize the fleet structure, route structure, manpower structure, asset structure and capital structure,
                                                                   21
                                                                                          Shandong Airlines Co., Ltd. Annual Report 2017

     promote the scientific allocation of resources and the efficient use of resources; unswervingly adhere to the ability enhancement,
     based on the scale operation needs, improve the operation guarantee capabilities, sustained profitability, risk prevention capabilities
     and control capacity of various levels, and promote the continuous improvement of operation and management; unswervingly adhere
     to the innovation and development, vigorously implement the concept innovation, institutional innovation, technological innovation,
     and product innovation, further stimulate the vitality of organizations by innovation-driven factors, improve the labor productivity,
     and promote enterprises’ connotative and intensive development; unswervingly adhere to the normative management, resolutely
     implement the new ideas and concepts of the Party Central Committee to manage and govern the country, take the initiative to adapt
     to the new normal of economic development, adhere to the scientific development, and persist in administering the enterprise
     according to the law.
     Enter the mainstream market, set up branch offices and operating bases at the first-line airline hubs, and enter Beijing New Airport.
     Innovate the business model, further improve the layout of industry chain, significantly optimize the income structure of main
     business, and increase the proportion of direct sales and the proportion of e-commerce sales. Take e-commerce as the core to promote
     the transformation of marketing model; develop the air Internet and E projects; optimize the business structure and income structure.
     Take security control as the base, innovative mechanisms as the core, e-commerce operations, service improvement and cost control
     as the guide, and passionate organizational culture as the guarantee to build the competitiveness for Shandong Airlines' future
     development.
     (III) Business plan
     The company's thinking of work for 2018 is to be guided by the ideology of socialism with Chinese characteristics in the new era of
     Xi Jinping, thoroughly implement the spirit of the Party's 19th National Congress and the Central Economic Working Conference,
     adhere to the working principle of stability and progress, take the structural reform at the supply side as the main line, fully
     implement the new development concepts, focus on the quality and problems comprehensively improve safety, operations, benefits,
     and service levels, actively promote the management reform and institutional innovation, strive to create relative competitive
     advantages, and create a new situation of high-quality development.
     We must complete the following work: 1. Lay a solid foundation, improve the capabilities, and fully optimize the safety management
     mechanism; 2. Improve the system, make scientific decisions, and strive to improve the quality of production and operations; 3.
     Strive for resources, improve efficiency, and endeavor to improve the overall benefit level; 4. Design systematically, pay attention to
     details, and strive to build a good service brand; 5. Strengthen the guidance, enhance the collaboration, and effectively improve the
     comprehensive management capabilities and enhance the overall management efficiency.
     (IV) Possible risks
1.   The risk of macroeconomic fluctuations
     The prosperity of civil aviation industry is closely related to the domestic and international macroeconomic development. The
     macroeconomic prosperity directly affects the development of economic activities, the disposable income of residents and the
     increase or decrease of import and export trade volume, and thus affects the demand for air passenger transport and air cargo
     transport.
     2. Competition risk
     With the gradual opening of the domestic civil aviation market, the competition among the four major aviation groups, foreign
     airlines, and small and medium-sized airlines in terms of scale, flight schedules, prices, and services has become increasingly fierce,
     the contradiction between the expansion of the industry's fleet and the lack of market resources needs to be digested, which poses
     greater challenges to the company's business model and management level.
3.   The risk of aviation oil price fluctuations
     The aviation oil cost is the company's most important cost expenditure. The fluctuations in the international crude oil price and the
     adjustment to the domestic aviation oil price of the National Development and Reform Commission will have a greater impact on the
     company’s profitability.

                                                                       22
                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017

4. The risk of exchange rate fluctuations
The debt structure of the company is mainly in U.S. dollars, and the aircraft rents, aircraft maintenance, and other major costs are
mainly paid in U.S. dollars, the RMB devaluation shall increase the company's costs and exchange losses.
5. Other force majeure risks
The external environment has a great influence on the civil aviation transportation, the natural disasters, sudden public health
incidents, terrorist attacks and political turmoil will affect the normal operations of airlines and then will adversely affect the
company’s production and operations.

X. Reception of research, communication and interview

1. In the report period, reception of research, communication and interview
             Time                           Way                           Type             Basic situation index of investigation

                                                                                         Reception of news media, legal person’s
                                                                                         shareholders and individual investor,
2017-06-15                     Field research               Other
                                                                                         operation of the Company and annual
                                                                                         report required

                                                                                         Reception of institution investor,
2017-06-16                     Field research               Institution                  well-known operation of the Company
                                                                                         without materials required

Reception (times)                                                                                                                   2

Number of hospitality                                                                                                               1

Number of individual reception                                                                                                      1

Number of other reception                                                                                                           0

Disclosed, released or let out major undisclosed
                                                 No
information




                                                                23
                                                                                              Shandong Airlines Co., Ltd. Annual Report 2017


                                         Section V. Important Events

I. Profit distribution plan of common stock and capitalizing of common reserves plan

Formulation, Implementation and Adjustment of common stock Profit Distribution Policy Especially Cash Dividend policy during
the Reporting Period
The Company implemented a positive profit distribution plan, and also attaches importance to the reasonable return for investors as
well as taking sustainable development of the Company into consideration.
The bonus distribution plan for year of 2016 was approved in 2016 Annual General Meeting dated 15 June 2017, that is, based on
total stock issued 400,000,000 shares, distributed 3.0 Yuan (tax included) bonus in cash for every 10-share hold by all shareholders.
Total dividend of 120 million Yuan, and completed on 8 November 2017.

                                                   Specific statement of cash bonus

Whether or not it corresponds to regulation of Article of
                                                                     Y
Association or requirement of AGM:

Whether or not the bonus standards and ratio are clear and
                                                                     Y
well-defined:

Whether or not relevant decision-making procedures and
                                                                     Y
mechanism are perfect:

Whether or not independent directors fulfill their duties and play
                                                                     Y
corresponding roles:

Whether or not minority shareholders have opportunity to
express their views and demands, legal interest of minority has      Y
been protected or not:

As for the cash bonus policy adjusted or changed, conditions and
                                                                     Y
procedures whether exercise regulated and transparency or not:

Profit distribution plan (pre-plan) of common stock and capitalizing of common reserves plan (pre-plan) in latest
three years (including the reporting period)
2015: distributed 2.5 Yuan (tax included) bonus for every 10 shares in cash based on total stock issued 400,000,000 shares ended as
31 December 2015;
2016: distributed 3.0 Yuan (tax included) bonus for every 10 shares in cash based on total stock issued 400,000,000 shares ended as
31 December 2016;
2017: distributed 2.5 Yuan (tax included) bonus for every 10 shares in cash based on total stock issued 400,000,000 shares ended as
31 December 2017;

Cash dividend of common stock in latest three years (including the reporting period)
                                                                                                                                    In RMB

                                                   Net profit             Ratio in net profit
                                                 attributable to            attributable to
   Year for bonus         Amount for cash                                                          Amount for cash     Proportion for cash
                                                 common stock              common stock
       shares            bonus (tax included)                                                     bonus by other ways bonus by other ways
                                                 shareholders of           shareholders of
                                                listed company in          listed company
                                                                     24
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017

                                                      consolidation            contained in
                                                   statement for bonus         consolidation
                                                          year                  statement

2017                          100,000,000.00           490,353,408.15                     20.39%                   0.00                  0.00%

2016                          120,000,000.00           532,834,567.17                     22.52%                   0.00                  0.00%

2015                          100,000,000.00           532,260,993.04                     18.79%                   0.00                  0.00%

The Company gains profits in reporting period and the retained profit of common stock shareholders provided by parent company is
positive but no plan of cash dividend proposed of common stock
□ Applicable    √ Not applicable


II. Profit distribution plan and capitalizing of common reserves plan for the Period

Bonus shares for every 10-share (Share)                                                                                                         0

Dividends for every 10-share (RMB) (Tax
                                                                                                                                              2.50
included)

Shares transferred from every 10 shares (Share)                                                                                                 0

Equity base of distribution plan (Share)                                                                                          400,000,000

Total cash dividend(RMB) (Tax included)                                                                                           100,000,000

Distributable profits (RMB)                                                                                                   3,139,696,418.26

Ratio of cash dividend in total profit distribution                                                                                   100.00%

                                                                 Cash dividend

The Company is in a development stage and has the arrangement of major capital expenses, ratio of cash dividend in profit
distribution should reach a minimum of 20% while the profit distributed.


III. Implementation of commitment

1. Commitments completed in Period and those without completed till end of the Period from actual
controller, shareholders, related parties, purchaser and companies


                                                                                                       Commitmen Commitment Implementa
Commitments          Accepter             Type                           Contents
                                                                                                         t time       period           tion

                                                      In February 2004, China National
                                     Commitment       Aviation Holding Company (CNAHC)
                                     of horizontal    entered    into     an     equity     transfer
Commitments
                                     competition,     agreement with SDA , that is promise                                         Strictly
in report of                                                                                                      Long-term
                 Air China           related          “to avoiding horizontal competition 2004-12-06                              implement
acquisition or                                                                                                    effective
                                     transaction      with the Company through reasonable                                          timely
equity change
                                     and capital      business arrangement”; in December,
                                     occupying        being approved, the equity assignee was
                                                      replaced by Air China, and all rights and

                                                                         25
                                                                                            Shandong Airlines Co., Ltd. Annual Report 2017

                                                      obligations under the agreement was
                                                      transfer to Air China as the party who
                                                      implemented the commitments

                                      Commitment
                                      of horizontal   Controlling shareholder—SDA provide
Commitments
                                      competition,    a   commitment       letter   of   avoiding                            Strictly
make in initial                                                                                               Long-term
                  SDA                 related         horizontal competition to the Company 2000-09-12                       implement
public offering                                                                                               effective
                                      transaction     in year of 2000 when the Company                                       timely
or re-financing
                                      and capital     initial public offering shares
                                      occupying

Completed on
                  Y
time (Y/N)


2. Concerning assets or project of the Company, which has profit forecast, and reporting period still in
forecasting period, explain reasons of reaching the original profit forecast

□ Applicable     √ Not applicable



IV. Non-operational fund occupation from controlling shareholders and its related party

No non-operational fund occupation from controlling shareholders and its related party in period.



V. Explanation from Board of Directors, Supervisory Committee and Independent Directors
(if applicable) for “Qualified Opinion” that issued by CPA

□ Applicable     √ Not applicable


VI. Particulars about the changes in aspect of accounting policy, estimates and calculation
method compared with the financial report of last year
On August 29, 2017, the company convened the 3rd temporary meeting of the sixth board of directors, which reviewed and passed the
Proposal on Changes in Accounting Policies. According to the requirements of the “Accounting Standards for Business Enterprises No.
16 - Government Subsidies (Revision 2017) revised by the Ministry of Finance, the company revised the presentation of the financial
statements, adjusted the government subsidies relate to daily activities and revenue occurred after January 1, 2017 from the
“non-operating income” item in the income statement to the “other income” item in the income statement, the change has no significant
impact on the company's financial situation, operating results and cash flow.



VII. Major accounting errors within reporting period that needs retrospective restatement

No major accounting errors within reporting period that needs retrospective restatement for the Company in the period.




                                                                      26
                                                                                     Shandong Airlines Co., Ltd. Annual Report 2017

VIII. Compare with last year’s financial report; explain changes in consolidation statement’s
scope

1. Shandong Jinping Air Foods Co., Ltd., is the wholly-owned subsidiary of the Company, mainly operates air food supply and
catering service. The enterprise included in consolidate scope of the Company since 9th October 2017
2. Shandong Airlines Qingdao Food Co., Ltd., is the wholly-owned subsidiary of the Company, mainly operates production and
processing of the air food and delivery service. The enterprise included in consolidate scope of the Company since 9th October 2017


IX. Appointment and non-reappointment (dismissal) of CPA

Name of domestic accounting firm                       Ruihua CPAs (LLP)

Remuneration for domestic accounting firm (in 10
                                                                                                                                 105
thousand Yuan)

Continuous life of auditing service for domestic
                                                                                                                                   5
accounting firm

Name of domestic CPA                                   Pan Xinhua, Guo Yuefeng
Whether re-appointed accounting firms in this period or not
□ Yes √ No
Appointment of internal control auditing accounting firm, financial consultant or sponsor
Take consistency into consideration, the Company also engaged Ruihua CPAs (LLP) as the audit institution for internal control for
year of 2017, and auditing efficiency of internal control and issued the audit report of internal control of 2017 for the Company. The
auditing charge for internal control was RMB 0.45 million.


X. Particular about suspended and delisting after annual report disclosed

□ Applicable   √ Not applicable


XI. Bankruptcy reorganization

No bankruptcy reorganization for the Company in reporting period


XII. Significant lawsuits and arbitrations of the Company

No significant lawsuits and arbitrations occurred in the reporting period


XIII. Penalty and rectification

No penalty and rectification for the Company in reporting period.


XIV Integrity of the company and its controlling shareholders and actual controllers

□ Applicable   √ Not applicable



                                                                    27
                                                                                           Shandong Airlines Co., Ltd. Annual Report 2017

XV. Implementation of the company’s stock incentive plan, employee stock ownership plan or
other employee incentives

During the reporting period, the company has no stock incentive plan, employee stock ownership plan or other employee incentives
that have not been implemented.


XVI. Material related transactions

1. Related transaction with daily operation concerned


                                  Relate                                            Approv
 Relate     Relat      Relat                                             Proporti            Whethe              Market
                                       d                                              ed
                                              Trading on in the              r to         price of
    d         ed         ed                                     transacti         Means                     Index
                      transa Pricing          amount amount                exceed         similar Date of
                                      Dealing                       on              of                        of
transac relati transa        principl          (in 10 of the                 the         transacti disclosu
                       ction           price                     amount           paymen                    disclos
                                e             thousan same                approve            on       re
  tion  onshi ction                                               (in 10             ts                       ure
                      conten                  d Yuan) transacti               d          availabl
                                                                 thousan
parties   p     type                                     on               amount              e
                         t                                       d Yuan)

            2nd
                       Offering Revenue                                                               Cash
            largest                          Market   4,647,8                                                    4,647,8 2017-03 2017-0
Air China              labor      of land                       464.79               398.9 Y          settleme
            sharehol                         price      71.64                                                      71.64 -29    5
                       service service                                                                nt
            der

                                  Simulat
                                  or
            2nd                   mainten
                       Offering                                                                       Cash
            largest               ance/rev Market     4,402,1                                                    4,402,1 2017-03 2017-0
Air China              labor                                    440.22              514.57 N          settleme
            sharehol              enue       price      83.15                                                      83.15 -29    5
                       service                                                                        nt
            der                   from
                                  house
                                  leasing

                                  Revenue
            2nd                   from
                       Offering                                                                       Cash
            largest               aerial     Market   615,823                                                    615,823 2017-03 2017-0
Air China              labor                                     61.58                     77 N       settleme
            sharehol              material price          .14                                                        .14 -29    5
                       service                                                                        nt
            der                   rented/s
                                  ales

                                  Non-rou
            2nd                   tine
                       Offering                                                                       Cash
            largest               mainten Market      179,792                                                    179,792 2017-03 2017-0
Air China              labor                                     17.98                21.7 N          settleme
            sharehol              ance/rev price          .93                                                        .93 -29    5
                       service                                                                        nt
            der                   enue
                                  from air

                                                                    28
                                                                               Shandong Airlines Co., Ltd. Annual Report 2017

                                  service

                                  Revenue
            2nd
                       Offering from                                                     Cash
            largest                           Market   5,507,8                                      5,507,8 2017-03 2017-0
Air China              labor      agency                         550.79      890 N       settleme
            sharehol                          price      81.05                                        81.05 -29     5
                       service commiss                                                   nt
            der
                                  ion

            2nd
                       Labor      Land                                                   Cash
            largest                           Market   35,276,                                      35,276, 2017-03 2017-0
Air China              service service                           3,527.6    4,020 N      settleme
            sharehol                          price     005.07                                       005.07 -29     5
                       received costs                                                    nt
            der

            2nd
                       Labor      Mainten                                                Cash
            largest                           Market   6,229,7                                      6,229,7 2017-03 2017-0
Air China              service ance                              622.98      800 N       settleme
            sharehol                          price      55.39                                        55.39 -29     5
                       received cost                                                     nt
            der

                                  Cost for
            2nd                   purchasi
                       Labor                                                             Cash
            largest               ng/lease Market      77,366.                                      77,366. 2017-03 2017-0
Air China              service                                     7.74       21 N       settleme
            sharehol              the         price        20                                           20 -29      5
                       received                                                          nt
            der                   aerial
                                  material

            2nd                   Cost of
                       Labor                                                             Cash
            largest               agency      Market   22,489, 2,248.9                              22,489, 2017-03 2017-0
Air China              service                                              1,600 Y      settleme
            sharehol              commiss price         782.15        8                              782.15 -29     5
                       received                                                          nt
            der                   ion

                                  Cost of
                                  irregular
            2nd
                       Labor      flight                                                 Cash
            largest                           Market   17,266, 1,726.6                              17,266, 2017-03 2017-0
Air China              service and cost                                     2,000 N      settleme
            sharehol                          price     287.30        3                              287.30 -29     5
                       received for                                                      nt
            der
                                  jointing
                                  the team

            2nd
                       Labor                                                             Cash
            largest                           Market   1,322,6                                      1,322,6 2017-03 2017-0
Air China              service Catering                          132.26      120 Y       settleme
            sharehol                          price      05.55                                        05.55 -29     5
                       received                                                          nt
            der

            2nd        Other
                                              Agreem                                     Cash
            largest    related    Wet                  136,598 13,659.                              136,598 2017-03 2017-0
Air China                                     ent                          20,000 N      settleme
            sharehol transacti lease                   ,092.82       81                             ,092.82 -29     5
                                              price                                      nt
            der        on

            2nd        Other      Air         Agreem 39,808.                             Cash       39,808. 2017-03 2017-0
Air China                                                          3.98        5N
            largest    related    route       ent          59                            settleme       59 -29      5


                                                                      29
                                                                                         Shandong Airlines Co., Ltd. Annual Report 2017

            sharehol transacti joint         price                                                  nt
            der         on        operatio
                                  n

                                  Frequent
            2nd         Other
                                  passeng Agreem                                                    Cash
            largest     related                         54,000,                                                54,000, 2017-03 2017-0
Air China                         er         ent                     5,400           7,000 N        settleme
            sharehol transacti                          000.00                                                 000.00 -29        5
                                  cooperat price                                                    nt
            der         on
                                  ion

            2nd         Other     Freight
                                             Agreem                                                 Cash
            largest     related   joint                 6,567,7                                                6,567,7 2017-03 2017-0
Air China                                    ent                   656.78              600 Y        settleme
            sharehol transacti operatio                  64.12                                                  64.12 -29        5
                                             price                                                  nt
            der         on        n

                                                                   29,522.          38,068.
Total                                              --     --                  --               --        --      --         --       --
                                                                        12              17

Details of return of sales in significant
                                             N/A
amount

Report the actual implementation of
the normal related transactions which
were projected about their total             N/A
amount by types during the reporting
period (if any)

Reasons for major difference between
trading price and market reference           N/A
price (if applicable)

2. Related transactions by assets acquisition and sold
No related transactions by assets acquisition and sold for the Company in reporting period

3. Main related transactions of mutual investment outside
No main related transactions of mutual investment outside for the Company in reporting period

4. Contact of related credit and debt
No contact of related credit and debt for the Company in reporting period


5. Other major related transactions

In order to improve the service quality of airline catering, expand the business scope, and extend the industrial chain, the company
acquired the stake of Shandong Jinping Aviation Food Co., Ltd. and Shandong Airlines Qingdao Food Co., Ltd. with cash of
38,099,700 Yuan. The related transaction was reviewed and passed at the fourth extraordinary meeting of the sixth board of directors
in 2017 held on September 7, 2017. After the transaction was completed, Jinping Food and Qingdao Food became the wholly-owned
subsidiaries of the company and were included in the scope of the company's consolidated statements.
Related inquiries of major related transactions interim report disclosure website

            Name of temporary notice                              Disclosure date                    Website for disclosure

Acquisition of the Shandong Jinping Air Food 2017-09-08                                   Juchao Website:(www.cninfo.com.cn)

                                                                        30
                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017

Co., Ltd. and Shandong Airline Qingdao Food
Co., Ltd .


XVII. Major contract and implantation

1. Trusteeship, contract and leasing

(1) Trusteeship

The Company does not have trusteeship in the period


(2) Contract

The Company do not have contract in the period


(3)Leasing

The Company does not have leasing business in the period


2. Major guarantee

No guarantee for the Company in reporting period


3. Entrust others to cash asset management

 (1) Entrust financing

No entrust financing in the period


(2) Entrust loans

No entrust loans in the period


4. Other material contracts


No other material contracts for the Company in reporting period


XVIII. Social responsibility

1. Execution of social responsibility

The Company pay high attention to the construction of social responsibility, and serving the development of social as a mission,
adheres to the organic unity of "three responsibilities"- economy, politics, and society, blends the social responsibility into the
Company's development strategy and management process. Standing on the height of promoting the Company's sustainable

                                                                  31
                                                                                          Shandong Airlines Co., Ltd. Annual Report 2017

development, the Company positively takes social responsibilities, gives full play to the role of state-owned enterprises, actively
takes the initiative to assume and fulfill social responsibilities, tirelessly creates profits to return shareholders; creates value to return
to the society; creates services to return passengers; creates opportunities to return employees. The Company also actively carries out
the action of "caring the earth, green flight", vigorously implements the energy-saving emission reduction work, constantly pursues
the high unity of commercial profits and social responsibilities, and achieves the simultaneous increase of economic benefits and
social benefits.
In terms of safety production, the company further deepened the construction of safety production system, constantly pursued the safety
and reliability of various elements such as people, machines, and objects in the production process, actively prevented in advance,
strengthened the process control, and brought various insecurity factors under control. Based on the state’s laws, regulations, and
standards concerning safe production and combining with the own business scope, degree of danger, nature of work, and actual
conditions, the company established and improved the safety production rules and regulations system by taking the safety production
responsibility system as the core. The company further strengthened the construction of the safety production supervision and
management system by the application of the SMS safety information management platform.
In terms of service quality management, the company focused on comprehensively promoting and implementing the service strategy
management point of “customer-oriented, continue to promote five-star work”, took the continuous development of five-star service
as the goal, fully implemented the customer-oriented and problem-oriented work concepts and requirements, refined management,
paid close attention to details, created brand, and continuously innovated products, and attached importance to customer complaints
and feedback to meet customer needs. A number of service indicators improved significantly, and customer satisfaction and loyalty
continued to increase.
In terms of energy saving and emission reduction, the company deeply implemented the deployment and instruction spirit of the Civil
Aviation Administration and local governments at all levels on energy saving and emission reduction work, continued to tap into the
energy saving potential from the production and operation links, increased the efforts in energy conservation and emission reduction,
promoted various measures for energy conservation, and reduced the carbon emissions of aircrafts. The company formulated
assessment and incentive measures for energy saving and emission reduction work, continuously revised the energy conservation and
emission reduction manuals, strengthened process control, and carried out a number of energy conservation and emission reduction
work such as air route optimization, ground power and bridge-mounted equipment use, aircraft slimming, and selecting energy saving
aircrafts which achieved good results. The company monthly submitted the energy consumption data to the municipal government and
civil aviation administration and regularly monitored the completion of energy consumption indicators. In 2017, the company saved a
total of 48,021 tons of fuel and saved costs of about 297 million Yuan, which not only reduced the burden on company development,
but also improved the quality of the company's development. The company cooperated with the local government in energy
conservation work, actively applied for the local government’s energy conservation awards, and obtained the honorary title of “2016
Energy Conservation Advanced Enterprise of Shandong Province”, actively participated in the 2017 energy conservation publicity
week activity of Jinan City, demonstrated the company’s achievements in energy conservation and emission reduction to the outside
world, and transmitted the green travel and low carbon environmental protection concept to the public.
As a listed company, protecting the interests of shareholders, especially the small and medium shareholders, is the company’s most
basic social responsibility. According to the Company Law, Securities Law, and Corporate Governance Guidelines for Listed
Companies, the company continuously improved its corporate governance structure, established a sound internal control system, and
effectively protected the legitimate rights and interests of all shareholders, especially the small and medium shareholders.
The company attached importance to the reasonable investment returns to investors and also gave consideration to the sustainable
development of enterprise. From 2014 to 2016, the accumulated cash dividends amounted to 300 million Yuan in three years.
In 2018, the company will continue to uphold the people-oriented business philosophy, and strive to create the core values of harmony,
peace, innovation, and kindness. The company will also attach importance to the fulfillment of social responsibilities, while creating
value for shareholders, actively undertake social responsibilities in the process of production and operation and business development,
establish a green and low-carbon concept, strengthen the awareness of energy conservation and emission reduction, and realize the
health and harmonious development between company and employees, company and society, and company and environment.
                                                                     32
                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017

2. Execution of social responsibility of targeted poverty alleviation

The Company did not has targeted poverty alleviation occurred in the period and no further plans either temporary


3. Environmental protection

Listed company and its subsidiary belongs to the key pollution enterprise listed by Department of Environmental Protection
No


XIX. Explanation on other significant events

Significant events of the Company and announcement are published on China Securities Journal, Securities Times, Hong Kong
Commercial Daily and Juchao Website (http: //www.cninfo.com.cn) , more details can be found in the above said media.


XX. Significant event of subsidiary of the Company

□ Applicable   √ Not applicable




                                                                33
                                                                                        Shandong Airlines Co., Ltd. Annual Report 2017


            Section VI. Changes in Shares and Particulars about Shareholders

I. Changes in shares

1. Changes in shares

                                                                                                                     In Share


                                     Before changes                            (+,-)                                After changes

                                                                             Capitaliza
                                                                              tion of
                                Amount         Ratio     New issue   Bonus                  Other     Subtotal   Amount      Ratio
                                                                              public
                                                                              reserve

                                260,000,0                                                                        260,000,0
I. Unlisted shares                             65.00%                                                                        65.00%
                                         00                                                                            00

                                168,601,0                                                                        168,601,0
1. Sponsor shares                              42.15%                                                                        42.15%
                                         00                                                                            00

Including: State-owned          168,402,0                                                                        168,402,0
                                               42.10%                                                                        42.10%
shares                                   00                                                                            00

         Domestic corporate
                                     199,000    0.05%                                                             199,000     0.05%
shares

                                91,399,00                                                                        91,399,00
4. Preferred stock or other                    22.85%                                                                        22.85%
                                          0                                                                             0

                                140,000,0                                                                        140,000,0
II. Listed shares                              35.00%                                                                        35.00%
                                         00                                                                            00

2. Domestically listed          140,000,0                                                                        140,000,0
                                               35.00%                                                                        35.00%
foreign shares                           00                                                                            00

                                400,000,0                                                                        400,000,0
III. Total shares                              100.00%                                                                       100.00%
                                         00                                                                            00


2. Changes of restricted shares

□ Applicable    √ Not applicable


II. Securities issue and listing

1. Security offering (without preferred stock) in Reporting Period

□ Applicable    √ Not applicable




                                                                     34
                                                                                              Shandong Airlines Co., Ltd. Annual Report 2017

2. Changes of total shares and shareholders structure as well as explanation on changes of assets and
liability structure

□ Applicable   √ Not applicable


3. Existing internal staff shares

□ Applicable   √ Not applicable


III. Shareholders and actual controller

1. Number of shareholders of the Company and share-holding

                                                                                                                                           In Share

                                                                            Total preference                     Total preference
                                     Total common stock                     shareholders with voting             shareholders with voting
Total common stock
                                     shareholders at end of                 rights recovered at end of           rights recovered at end of
shareholders in             15,396                               15,481                                      0                                   0
                                     last month before annual               reporting period (if                 last month before annual
reporting period-end
                                     report disclosed                       applicable) (found in                report disclosed (if
                                                                            note8)                               applicable) (found in note8)

                              Particulars about shares held above 5% by shareholders or top ten shareholders

                                                    Total                                                    Number of shares pledged/frozen
                                                 shareholder                 Amount of        Amount of
                                                                Changes
                     Nature of Proportion         s at   the                   unlisted         listed
   Full name of
                    shareholde of shares                        in report
   Shareholders                                     end of                   outstanding outstanding
                         r        held                                                                       State of share             Amount
                                                                 period
                                                    report                   shares held      shares held
                                                    period

                    State-owne
Shandong
                    d legal             42.00% 168,004,000 0                 168,004,000                 0
Aviation Group
                    person

                    State-owne
Air China Limited d legal               22.80% 91,200,000 0                   91,200,000                 0
                    person

                    Foreign
NORGES BANK legal                        0.87%     3,498,479 0                            0     3,498,479
                    person

VANGUARD
EMERGING            Foreign
MARKETS             legal                0.74%     2,960,917 0                            0     2,960,917
STOCK INDEX         person
FUND

WANXIANG            Foreign              0.64%     2,549,500 59500                        0     2,549,500

                                                                      35
                                                                                             Shandong Airlines Co., Ltd. Annual Report 2017

INTERNATIONA legal
L INVESTMENT person
CORPORATION

VANGUARD
TOTAL                 Foreign
INTERNATIONA legal                          0.43%     1,735,020 0                      0      1,735,020
L STOCK               person
INDEX FUND

                      Domestic
Hou Chunhu            nature                0.42%     1,693,945 0                      0      1,693,945
                      person

                      Domestic
Chen Jingjian         nature                0.39%     1,554,400 0                      0      1,554,400
                      person

ISHARES CORE
                      Foreign
MSCI
                      legal                 0.37%     1,463,824 -57868                 0      1,463,824
EMERGING
                      person
MARKETS ETF

                      Domestic
Wang Jingqing         nature                0.31%     1,249,953 1249953                0      1,249,953
                      person

                                      1. Shandong Aviation Group(SDA) is the first largest shareholder of the Company, who holds the
                                      shares of the Company on behalf of the State with unlisted shares;
                                      2. Air China Limited is the second largest shareholder of the Company, who holds the shares of the
Explanation      on       related
                                      Company on behalf of the State with unlisted shares;
relationship    or      concerted
                                      3. Among the above top ten shareholders, Air China Limited is the first largest shareholder of the
action         among            the
                                      SDA, and there exists no associated relationship between SDA and Air China and the other
abovementioned shareholders
                                      shareholders, and they don’t belong to the consistent actionist regulated by the Management
                                      Regulation of Information Disclosure on Change of Shareholding for Listed Companies with the
                                      other shareholders.

                                                 Shareholding of top 10 circulated shareholders

                                                        Amount of listed shares held at end of                    Type of shares
                     Shareholders
                                                                      the Period                           Type               Amount

                                                                                                  Domestically
NORGES BANK                                                                           3,498,479 listed foreign                     3,498,479
                                                                                                  shares

                                                                                                  Domestically
VANGUARD EMERGING MARKETS
                                                                                      2,960,917 listed foreign                     2,960,917
STOCK INDEX FUND
                                                                                                  shares

WANXIANG INTERNATIONAL                                                                2,549,500 Domestically                       2,549,500


                                                                       36
                                                                                       Shandong Airlines Co., Ltd. Annual Report 2017

INVESTMENT CORPORATION                                                                      listed foreign
                                                                                            shares

                                                                                            Domestically
VANGUARD TOTAL INTERNATIONAL
                                                                                  1,735,020 listed foreign                  1,735,020
STOCK INDEX FUND
                                                                                            shares

                                                                                            Domestically
Hou Chunhu                                                                        1,693,945 listed foreign                  1,693,945
                                                                                            shares

                                                                                            Domestically
Chen Jingjian                                                                     1,554,400 listed foreign                  1,554,400
                                                                                            shares

                                                                                            Domestically
ISHARES CORE MSCI EMERGING
                                                                                  1,463,824 listed foreign                  1,463,824
MARKETS ETF
                                                                                            shares

                                                                                            Domestically
Wang Jingqing                                                                     1,249,953 listed foreign                  1,249,953
                                                                                            shares

                                                                                            Domestically
Yao Ming                                                                          1,165,481 listed foreign                  1,165,481
                                                                                            shares

                                                                                            Domestically
Haitong International Securities Company
                                                                                   784,059 listed foreign                    784,059
Limited-Account Client
                                                                                            shares

                                                      The Company is not aware of their associated relationship among the top ten
Expiation    on   associated     relationship    or
                                                      shareholders of circulation share, and is unknown whether other circulation
consistent actors within the top 10 un-restrict
                                                      shareholders belong to the consistent actionist regulated by the Management
shareholders and between top 10 un-restrict
                                                      Regulation of Information Disclosure on Change of Shareholding for Listed
shareholders and top 10 shareholders
                                                      Companies.

The top ten common stock shareholders or top ten common stock shareholders with un-restrict shares held of the Company have no
buy-back agreement dealing in reporting period.


2. Controlling shareholders

Nature of controlling shareholders: local state-owned holding
Type of controlling shareholders: legal person

                                  Legal
                            person/person in                            Organization
 Controlling shareholders                        Date of foundation                               Main operation business
                               charge of the                               code
                                   unit

                                                                      9137000061407 Accommodation, catering services, and retail
Shandong Aviation Group Xu Chuanyu              1995-02-09
                                                                      1647W            of tobacco product; (the above is limited to
                                                                   37
                                                                                         Shandong Airlines Co., Ltd. Annual Report 2017

                                                                                          branch offices); investment and management
                                                                                          of air transport and aviation maintenance;
                                                                                          conference and exhibition services; office
                                                                                          services; sales of daily necessities, handicrafts,
                                                                                          and souvenirs, and rental of houses.

No changes of controlling shareholder for the Company in reporting period.


3. Actual controller

Nature of actual controller: local state-owned assets management
Type of actual controller: legal person

                                  Legal
                            person/person in                          Organization
     Actual controller                          Date of foundation                                   Main operation business
                              charge of the                               code
                                   unit

                                                                                        Accommodation, catering services, and retail of
                                                                                        tobacco product; (the above is limited to branch
                                                                                        offices); investment and management of air
                                                                     91370000614
Shandong Aviation Group Xu Chuanyu             1995-02-09                               transport and aviation maintenance; conference
                                                                     071647W
                                                                                        and exhibition services; office services; sales of
                                                                                        daily necessities, handicrafts, and souvenirs, and
                                                                                        rental of houses.

Equity of other
foreign/domestic listed
company that controlled     N/A
by actual controller in
reporting period

No changes of actual controllers for the Company in reporting period
Property right and controlling relationship between the actual controller and the Company is as follow:


                                   Shandong Aviation Group

                                                    42%


                                  Shandong Airlines Co., Ltd.


4. Particulars about other legal person shareholders with over 10% shares held
      Legal person         Legal person/person         Date of                               Main operation business or management
                                                                     Register capital
       shareholder          in charge of the unit    foundation                                               activities

                                                                                          Domestic and overseas transportation business
                                                                   RMB
Air China Limited         Cai Jianjiang             2004-09-30                            such as periodic and un-periodic aviation
                                                                   13,084,751,000
                                                                                          passenger, cargo, letter and baggage; domestic


                                                                   38
                                                          Shandong Airlines Co., Ltd. Annual Report 2017

                                                          and overseas official flight business; airplane
                                                          management business; repairing of aerostat;
                                                          business agent among air companies; ground
                                                          service and air courier services related with the
                                                          main operations (excluding letter and articles
                                                          with   the    nature    of   letters);   tax-free
                                                          commodities in airplane; retail business of the
                                                          aircraft goods; selling agent of aviation
                                                          accident insurance


5. Limitation and reducing the holdings of shares of controlling shareholders, actual
controllers, restructuring side and other commitment subjects

□ Applicable   √ Not applicable




                                             39
                                                             Shandong Airlines Co., Ltd. Annual Report 2017




                                      Section VII. Preferred Stock

The Company had no preferred stock in the reporting.




                                                       40
                                                                                     Shandong Airlines Co., Ltd. Annual Report 2017


      Section VIII. Particulars about Directors, Supervisors and Senior
                                            Executives and Employees

I. Changes of shares held by directors, supervisors and senior executives

                                                                                              Increasin Decreasin
                                                                                Shares
                                                                                              g shares       g shares                     Shares
                                                                                held at                                     Other
                       Working                    Start dated of   End date of                 held in       held in                      held at
 Name          Title                  Sex   Age                                period-be                                   changes
                        status                     office term     office term                  this           this                      period-en
                                                                                  gin                                      (Share)
                                                                                               period        period                      d(Share)
                                                                                (Share)
                                                                                              (Share)        (Share)

                       Currentl
Sun       Chairma
                       y in       M           55 2016-03-24        2019-03-23             0              0             0             0              0
Xiujiang n
                       office

          Deputy Currentl
Xu
          Chairma y in            M           53 2016-12-20        2019-03-23             0              0             0             0              0
Chuanyu
          n            office

                       Currentl
Miao      Director,
                       y in       M           46 2016-03-24        2019-03-23             0              0             0             0              0
Liubin    GM
                       office

                       Currentl
Jiang
          Director y in           M           58 2016-03-24        2019-03-23             0              0             0             0              0
Chengda
                       office

          Director,
          deputy
                       Currentl
Xu        GM &
                       y in       M           53 2016-03-24        2019-03-23             0              0             0             0              0
Guojian Chief
                       office
          accounta
          nt

Wang                   Currentl
MingYu Director y in              M           52 2016-03-24        2019-03-23             0              0             0             0              0
an                     office

                       Currentl
Wang
          Director y in           F           59 2016-03-24        2019-03-23             0              0             0             0              0
Jieming
                       office

                       Currentl
Li
          Director y in           F           54 2016-03-24        2019-03-23             0              0             0             0              0
Xiuqin
                       office

Lv        Indepen Currentl M                  51 2016-03-24        2019-03-23             0              0             0             0              0


                                                                    41
                                                                 Shandong Airlines Co., Ltd. Annual Report 2017

Hongbin dent         y in
g         director office

          Indepen Currentl
Duan
          dent       y in       M   45 2016-03-24   2019-03-23    0          0         0          0         0
Yalin
          director office

          Indepen Currentl
Xu
          dent       y in       M   61 2017-06-15   2019-03-23    0          0         0          0         0
Xiangyi
          director office

          Indepen Currentl
Hu
          dent       y in       M   63 2017-06-15   2019-03-23    0          0         0          0         0
Yuanmu
          director office

          Chairma
          n of
                     Currentl
Wang      Supervis
                     y in       M   52 2016-03-24   2019-03-23    0          0         0          0         0
Wuping ory
                     office
          Committ
          ee

                     Currentl
Xue       Supervis
                     y in       M   56 2016-03-24   2019-03-23    0          0         0          0         0
Ruitao    or
                     office

                     Currentl
Dong      Supervis
                     y in       M   45 2016-03-24   2019-03-23    0          0         0          0         0
Hong      or
                     office

          Staff      Currentl
Jin Xin   supervis y in         M   51 2017-08-07   2019-03-23    0          0         0          0         0
          or         office

          Staff      Currentl
Zhou
          supervis y in         F   43 2016-03-24   2019-03-23    0          0         0          0         0
Qiaoyan
          or         office

          Deputy
                     Currentl
Zhang     GM,
                     y in       M   59 2016-03-24   2019-03-23    0          0         0          0         0
Qingshe chief
                     office
          pilot

                     Currentl
Wang      Deputy
                     y in       M   52 2016-03-24   2019-03-23    0          0         0          0         0
Xianlin GM
                     office

                     Currentl
Zhou      Deputy
                     y in       M   54 2016-03-24   2019-03-23    0          0         0          0         0
Lixin     GM
                     office

Dong      Secretar Currentl
                                M   56 2016-03-24   2019-03-23    0          0         0          0         0
Qiantan y of the y in
                                                     42
                                                                                         Shandong Airlines Co., Ltd. Annual Report 2017

g         Board       office

                      Currentl
          Deputy
Yu Bo                 y in       M                  45 2016-03-24   2019-03-23             0         0          0         0         0
          GM
                      office

                      Currentl
Dong      Deputy
                      y in       M                  48 2016-09-30   2019-03-23             0         0          0         0         0
Jianmin GM
                      office

                      Currentl
Zhou      Security
                      y in       M                  55 2016-09-30   2019-03-23             0         0          0         0         0
Ning      director
                      office

                      Currentl
Ma        Deputy
                      y in       F                  42 2016-09-30   2019-03-23             0         0          0         0         0
Xiaoli    GM
                      office

                      Currentl
Liu       Chief
                      y in       M                  47 2017-03-28   2019-03-23             0         0          0         0         0
Chaolei engineer
                      office

Wu        Indepen
                      Office
Chaopen dent                     M                  38 2016-03-24   2017-06-15             0         0          0         0         0
                      leaving
g         director

Total          --         --         --        --           --             --              0         0          0         0         0


II. Changes of directors, supervisors and senior executives

        Name                 Title              Type                Date                              Reasons

                     Independent
Wu Chaopeng                               Office leaving     2017-06-15         Personal works
                     director


III. Post-holding

Professional background, major working experience and present main responsibilities in Company of directors, supervisors and
senior executive at the present in latest five years
Mr. Sun Xiujiang, born in February 1962, graduated from the School of Statistics and Mathematics of Shandong Economic
University, a senior economist. He currently serves as the secretary of the party committee and vice president of Shandong Airlines
Group Co., Ltd. and the chairman of Shandong Airlines Co., Ltd.
He served successively as a staff member of comprehensive office and the secretary of comprehensive office II at
deputy-director-general level of the General Office of Shandong Provincial Government, the director and the general manager of
business department VII of Provincial Foreign Economic and Trade Corporation of Jinan Office, chief representative of Hualu Group
(Hong Kong) in Jinan, the director, deputy general manager and member of the party committee of Hualu Group Co., Ltd. and Hong
Kong Hualu Group Co., Ltd., the director, deputy general manager and member of the party committee of Hualu Holdings Co., Ltd.,
the president of Shandong Hualu Lihua Real Estate Co., Ltd. (concurrently), the director of Shandong Hualu Hengsheng Chemical
Co., Ltd., and the deputy secretary of the party committee and the secretary of committee for discipline inspection of Shandong
Airlines Co., Ltd.
                                                                      43
                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017

Mr. Xu Chuanyu was born in May 1964, a Master of Business Administration from Tsinghua University, a first-grade pilot, and a
member of the Communist Party of China. He currently serves as the chief pilot of China National Aviation Corporation Group
Limited, the security director of Air China, the president, chairman and deputy secretary of the party committee of Shandong Airlines
Group Co., Ltd., and the vice chairman of Shandong Airlines Co., Ltd.
He joined in work in July 1985, once served as the deputy captain of the flying corps Air China, the general manager of the Air
China Tianjin Branch, the chief pilot and deputy chief operating officer of Air China, and the vice president and chief operating
officer of Air China.
Mr. Miao Liubin, born in February 1971, majored in flight of the Seventh Flight College of the People's Liberation Army Air Force.
He currently serves as the party committee member of Shandong Airlines Group Co., Ltd., and the general manager and deputy party
secretary of Shandong Airlines Co., Ltd.
He successively served as the deputy captain and the captain of the flying team I, the general manager and the deputy secretary of
general party branch of flight department, the member of the party committee, the deputy general manager, and safety director of
Shandong Airlines Co., Ltd.
Mr. Jiang Chengda, born in November 1959, majored in flight dispatch of the Sixteenth Aviation Academy of the People's
Liberation Army Air Force. He currently serves as the party committee member and vice president of Shandong Airlines Group Co.,
Ltd., and the deputy party secretary, the secretary of committee for discipline inspection, and the chairman of the labor union of
Shandong Airlines Co., Ltd.
He successively served as the staff officer of the air traffic control department of Jinan Air Command, the deputy chief of the
dispatch division of aviation department, the deputy director of the dispatch office of aviation department, the vice director of
aviation department and the director of the dispatch office and the director of traffic combat readiness office, and the deputy director
of operational center of Shandong Airlines Co., Ltd., and the manager of Lugui Aviation Services Co., Ltd. and the general manager
and secretary of party branch and the director of operational center and office director of Dongying Airport, and the secretary of
comprehensive branch I and the operation director and the general manager of duty manager office of Shandong Airlines Group
Co., Ltd., and the member of the party committee, the vice-general manager, operation director and general manager of airplane
operating control center of Shandong Airlines Co., Ltd.
Mr. Xu Guojian, born in November 1964, graduated from Beijing University of Aeronautics and Astronautics, a doctoral candidate
and certified public accountant. He currently serves as a director, party committee member, deputy general manager, and chief
accountant of Shandong Airlines Co., Ltd.
He successively served as the director of auditing and planning division and director of financial accounting division at Beijing
Aircraft Maintenance Engineering Corporation, the director of operations of Founder Digital Co., Ltd., the director of administration
and finance of Macau Airport Management Co., Ltd., and the general manager of finance department of Engineering Technology
Branch of Air China Limited.
Mr. Wang MingYuan, born in September 1965, graduated from the School of Economics of Xiamen University, majoring in
statistics. He currently serves as the vice president and a member of the standing committee of Air China Limited and a director of
Shandong Airlines Co., Ltd.
He successively served as an assistant at planning department, an assistant at marketing department, the manager at production
planning department, deputy manager at sales department, deputy manager and manager at marketing department of Southwest
Airlines, he also held the posts of deputy manager of marketing department, general manager of network income department and
director of commerce commission at Air China Limited.
Ms. Li Xiuqin, born in May 1963, holds a postgraduate degree and is a senior economist. She is currently the deputy general
manager of Shandong Finance Investment Group Co., Ltd. and a director of Shandong Airlines Co., Ltd.
She successively held the posts of deputy section chief of personnel supervision division, secretary of youth league committee, chief
of personnel education section at the Bureau of Finance of Tai’an City, Shandong Province, also served as the deputy director of the
housing provident fund management center, vice chairman of Shandong Jinyang Enterprise Management Co., Ltd., and the director
of asset management department of Shandong Economic Development Investment Co., Ltd. She served as an independent of
                                                                  44
                                                                                     Shandong Airlines Co., Ltd. Annual Report 2017

Shandong Airlines Co., Ltd. from May 2003 to March 2006.
Ms. Wang Jieming, born in June 1958, holds a master's degree and is a senior accountant. She is currently the CFO of Shandong
Finance Investment Group Co., Ltd. and a director of Shandong Airlines Co., Ltd.
She successively served as the director of planning and finance department of the Shandong Economic Development Investment Co.,
Ltd.
Mr. Lv Hongbing, born in December 1966, graduated from East China University of Political Science and Law in 1988 and 1991
respectively with a bachelor's degree in law and a master's degree in law. Since September 2009, he has been studying in the
University of Science and Technology of China to obtain a doctoral degree in management engineering, and he has the Chinese
lawyer qualification certificate. He is currently the chief executive partner of Grandall Law Firm. He is also a member of the 13th
National Committee of the Chinese People's Political Consultative Conference, a member of the party group and vice president of the
All China Lawyers Association, an arbitrator of Shanghai International Economic and Trade Arbitration Commission, Shanghai
International Arbitration Center, Shanghai Arbitration Commission, and Shanghai Financial Arbitration Court, an advisory
committee member of China Securities Regulatory Commission, a member of the listing committee of Shanghai Stock Exchange,
specially invited and part-time professor of Fudan University, Renmin University of China, East China University of Political
Science and Law, Shanghai University of Foreign Trade, and Shanghai Finance University. He is currently an independent director
of ZTE Corporation and Shentong Metro and an independent non-executive director of Shimao Property (listed on the Hong Kong
Stock Exchange).
He used to be the director of Shanghai Wanguo Law Firm, the president of Shanghai Lawyers Association, and a member of the sixth
session of issuance examination committee of China Securities Regulatory Commission.
Mr. Duan Yalin, born in April 1972, is a doctor of management, and the first batch of postdoctoral in the Shenzhen Stock Exchange.
He is currently the chairman of Shanghai Chunfu Investment Management Center and an independent director of Shanghai Jinjiang
International Industrial Investment Co., Ltd.
He once served as the deputy director of the management department of Shenzhen Stock Exchange, vice president of Donghai
Securities Co., Ltd., and chairman of Donghai Innovative Product Investment Co., Ltd. He also served as a member of the first
session of acquisition and reorganization committee of China Securities Regulatory Commission, a member of the first session of
fixed income specialized committee of China Securities Regulatory Commission, the standing director of National Debt Association
of China, and the standing director of the Chinese Institute of Business Administration.
Mr. Xu Xiangyi, born in January 1956, earned a doctorate. He is currently a professor and a doctoral supervisor in business
administration major at the School of Management of Shandong University. He is a national level outstanding teacher, a selectee of
high-level talents for national special support program (10,000 person    plan), an expert enjoying special allowances from the State
Council, the young and middle-aged expert with outstanding contributions of Shandong Province, a member of the professional
teaching steering committee for business administration major of institution of higher learning of the Ministry of Education, the
standing vice chairman of the Chinese Institute of Business Administration, and a chief expert of             Corporate Governance
Research Center of Shandong University and Shandong Humanities and Social Sciences Research Base. He has successively served
as an independent director of several listed companies such as Hisense Electric Appliance, Shandong Hi-speed, Baolingbao,
Shandong Longji, and Hisense Kelon. He once presided over the development strategy design and management innovation
consulting for more than 20 large companies and enterprise groups such as Hisense Group, Shandong Hi-speed Group, General
Group, and Shandong Tobacco Company.
Work Experience: served as a teaching assistant, lecturer, and associate professor of management science of School of Economics at
Shandong University in July 1982, deputy dean of College of Business Administration and School of Management and professor of
School of Management at Shandong University in April 1994, and director of the academic affairs division and professor of School
of Management at Shandong University in April 1998, and served as the dean and professor of management science at Shandong
University in January 2004, and he serves the current post since December 2012.
Mr. Hu Yuanmu, born in November 1954, is a doctor of management. He is currently a professor and a doctoral tutor of accounting
at Shandong University of Finance and Economics.
                                                                  45
                                                                                     Shandong Airlines Co., Ltd. Annual Report 2017

Work Experience: graduated from the School of Accounting of Shandong Economics College in July 1983 and stayed for teaching
until now. He used to be the deputy director and director of the School of Accounting of Shandong Economics College, the director
of the academic affairs division of Shandong Economics College, assistant to the dean of Shandong Economics College, and deputy
dean of Yanshan School of Shandong Economics College.
Mr. Wang Wuping, born in March 1965, is a senior accountant. He is currently a party committee member and the chief accountant
of Shandong Airlines Group Co., Ltd. and the chairman of the board of supervisors of Shandong Airlines Co., Ltd.
He successively served as the deputy director and director of finance office of the finance and accounting division of Shandong
Airlines, deputy director and director of finance department of Shandong Airlines Group Co., Ltd., and the general manager of
finance department of Shandong Airlines Co., Ltd.
Mr. Xue Ruitao, born in March 1961, is a master degree candidate and a senior accountant. He currently serves as the secretary of
the board, the general manager and secretary of planning and investment management department of Shandong Airlines Group Co.,
Ltd., and a supervisor of Shandong Airlines Co., Ltd.
He successively served as the director of goods and materials department and deputy director of finance department of Shandong
Airlines, the deputy director of finance and accounting division of Shandong Airlines Co., Ltd., and the general manager of finance
department of Shandong Airlines Group Co., Ltd.
Mr. Dong Hong, born in November 1972, graduated from Beijing Institute of Technology with a degree in business management.
Currently he is the deputy general manager of Shantou Industrial Development Company of Air China.
He successively served as the project manager of economic responsibility system and the deputy general manager of investment
enterprise of the enterprise management department, the senior manager of investment enterprise management and the senior
manager of related transaction management of the asset management department of Air China.
Mr. Jin Xin, born in March 1966, graduated from the First Flight School of the Chinese People's Liberation Army Air Force,
majoring in airplane piloting, is a pilot of Class III. He currently serves as the general manager of the Operation Control Center and
the deputy party secretary of Shandong Airlines Co., Ltd.
Main Resume: from August 1990 to September 1998, he was engaged in flight training at the aircraftman transportation regiment of
Jinan Air Force; entered the company in September 1998; served as the deputy squadron leader of squadron B737 in the flight team I
in April 2004; and was appointed as the squadron leader of squadron B737 II of flight team I in November 2004; served as the deputy
chief of flight team I in August 2007; served as a member of the party committee of the flight department and the chief of flight team
I in May 2012; served as a member of the party committee and the deputy general manager of the flight department and the chief of
flight team I in October 2014; in March 2016, he was appointed as the general manager of the flight technology management
department and a member of the party committee of the shareholding authority; in February 2017, he served as the general manager
and the deputy secretary of the party committee of flight department; he serves as the current post since December 2017.
Ms. Zhou Qiaoyan, born in January 1975, earned a bachelor degree. She is currently the party committee secretary and deputy
general manager of the passenger cabin service department of Shandong Airlines Co., Ltd.
She served successively as the deputy squadron leader of Qingdao crew cabin of cabin department of Shandong Airlines, the
squadron leader of Qingdao cabin crew of passenger cabin department, the deputy director of passenger cabin service department and
the director of Qingdao Branch, the deputy general manager of passenger cabin service department, the party branch secretary and
deputy general manager of passenger cabin service department, and the secretary of general party branch and deputy general manager
of passenger cabin service department Shandong Airlines Co., Ltd.
Mr. Zhang Qingshe, born in October 1958, graduated from Civil Aviation Flight University of China, majoring in airplane piloting.
He currently serves as the party committee member, deputy general manager, and chief pilot of Shandong Airlines Co., Ltd., and the
general manager and deputy secretary of Qingdao Branch.
He served successively as the flight squadron leader, the deputy manager of safety and technology department, and the director of
safety office of China Southern Airlines, and served as the deputy chief pilot, the deputy general manager of Qingdao Branch, the
deputy director of training department, the director of safety and technology department, the chief pilot and deputy general manager
of Qingdao Branch, and the chief pilot and director of flight management department of Shandong Airlines Co., Ltd.
                                                                 46
                                                                                          Shandong Airlines Co., Ltd. Annual Report 2017

Mr. Wang Xianlin, born in November 1965, earned a bachelor degree. He currently serves as the party committee member and
deputy general manager of Shandong Airlines Co., Ltd.
He served successively as the squadron leader of the fifty-five regiment of the nineteenth division of Air Force, and served as the
deputy squadron leader of flight team II, 737 squadron leader of flight team II, deputy chief of flight team II and chief of flight team
II of the flight department, the deputy general manager and deputy chief pilot of Qingdao Branch and the director of operation
standards management department and the safety director of Shandong Airlines.
Mr. Zhou Lixin, born in January 1964, graduated from the engineering department of Shenyang Institute of Aeronautical
Engineering, majoring in air vehicle manufacturing, an engineer. He currently serves as the party committee member and deputy
general manager of Shandong Airlines Co., Ltd.
He served successively as the chief of airframe planning unit at AMECO equipment department, the director of aviation material
department at Shenzhen Airlines, the deputy manager and manager of AIE import department, a party committee member and deputy
general manager of Air China Import & Export Co., Ltd., and a party committee member and deputy general manager of centralized
purchasing department of Air China Co., Ltd.
Mr. Dong Qiantang, born in January 1962, earned a MBA from Shandong University. He currently serves as the party committee
member, secretary of the board, and director of the comprehensive office (board office, party-masses office, and labor union office)
of Shandong Airlines Co., Ltd.
He served successively as the deputy director of office secretariat and the director of
accessory office of passenger cabin department of Shandong Airlines; served as the deputy director of office, deputy director and
director of planning department of Shandong Airlines Group Co., Ltd., and served as the general manager of enterprise management
department of Shandong Airlines Co., Ltd.
Mr. Yu Bo, born in March 1972, earned a master's degree. He currently serves as the party committee member and deputy general
manager of Shandong Airlines Co., Ltd.
He successively served as the deputy chief of Qingdao airplane maintenance department of maintenance engineering department, and
the deputy director of maintenance engineering department and concurrently the squadron leader of maintenance team I, the deputy
director of operation center, the deputy director of maintenance engineering department, the deputy general manager of Engineering
Technology Company and concurrently the manager of quality department, the general manager of Engineering Technology
Company, the deputy chief engineer, and the chief engineer of Shandong Airlines Co., Ltd.
Mr. Dong Jianmin, born in April 1969, graduated from the Sixth Flight School of the PLA Air Force, majoring in airplane piloting.
He currently serves as the party committee member and deputy general manager of Shandong Airlines Co., Ltd.
Main Resume: from July 1992 to March 2003, he was engaged in flight training at the Civil Aviation Flight School; in March 2003,
he was appointed as an assistant researcher at the safety supervision division of the security office of the Civil Aviation
Administration of China; in March 2007, he joined the company as the deputy general manager of Qingdao Branch; served as the
deputy general manager of flight department and the chief of flight team II; served as the general manager of flight department in
May 2012; and he serves as the current post since September 2016.
Mr. Zhou Ning, born in June 1962, graduated from the Second Aviation School of the People's Liberation Army Air Force,
majoring in bomber piloting. He currently serves as the security director and member of the party committee of Shandong Airlines
Co., Ltd., the general manager and party branch secretary of the aviation safety management department, and a member of the party
committee of the share office.
Main Resume: from November 1982 to September 1988, he was engaged in flight training at the Second Aviation School of the Air
Force; he joined the company in June 1994; in August 1997, he served as the director at the flight standards division of the flight
department; in December 1999; in April 2004, he was appointed as the deputy team leader of flight team I; he served as the deputy
director of operation standard management department in August 2007 and the general manager of operation standard management
department in March 2009; he serves the current post since September 2016.
Ms. Ma Xiaoli, born in March 1975, is a member of the Jiusan Society, graduated from Nanjing University of Aeronautics and
Astronautics, majoring in civil aviation transportation, and earned a Master of Business Administration from Xi'an Jiaotong
                                                                   47
                                                                                     Shandong Airlines Co., Ltd. Annual Report 2017

University and Wright State University. She currently serves as the deputy general manager at Shandong Airlines Co., Ltd.,
Main Resume: entered the company in July 1997, served as the deputy manager at Qingdao sales department of marketing
department in June 1999, served as the manager at Xi’an sales department of marketing department in December 1999, and served as
the manager at Qingdao sales department of marketing department in July 2002 and the manager (department deputy general
manager level) at Qingdao sales department of marketing department in January 2003, held the post of deputy director at the ground
service department in January 2006, and served as the deputy general manager of marketing committee and the sales manager, served
as the general manager of marketing committee in January 2010, and she serves the current post since September 2016.
Mr. Liu Chaolei, born in October 1970, graduated from Beijing University of Aeronautics and Astronautics with a degree in
mechanical manufacturing engineering, and earned a Master of Business Administration from Wright State University. He currently
serves as the chief engineer and member of the party committee at Shandong Airlines Co., Ltd., and the general manager and deputy
party secretary at the engineering technology company.
Work Experience: entered the company in July 1994, served as the assistant director at maintenance engineering department in
February 1996, and served as deputy director at maintenance engineering department in August 1996, and served as the head of
technology division at maintenance engineering department in September 1999, and served as the deputy director at maintenance
engineering department in January 2001; held the post of deputy general manager at Taikoo (Shandong) Aircraft Engineering
Company Limited in May 2004; served as the general manager at planning and investment management department of Shandong
Airlines Group Co., Ltd. in Feb. 2009; served as the general manager at the engineering technology company in July 2015; held the
posts of deputy chief engineer and general manager at the engineering technology company in January 2016; and has served the
current post since March 2017.
Post-holding in shareholder’s unit

                                                                                                                    Whether receiving
                  Name of shareholder’s                                 Start dated of office   End date of        remuneration from
     Name                                              Position
                             units                                               term            office term    shareholder’s units
                                                                                                                         or not

                                           Party Secretary, Deputy
Sun Xiujiang     SDA                                                     May 2015                               Y
                                           President

                                           Chairman, President and
                 SDA                                                     November 2016                          N
Xu Chuanyu                                 Deputy Party Secretary

                 Air China                 Security director             December 2012                          Y

                                           Member of the Party
Jiang Chengda SDA                                                        September 2013                         N
                                           Committee, Deputy President

Wang                                       Member of the Party
                 Air China                                               December 2011                          Y
MingYuan                                   Committee, Deputy President

                                           Member of the Party
Wang Wuping      SDA                                                     September 2013                         Y
                                           Committee, Chief Accountant

                                           GM of Planning & Investment
Xue Ruitao       SDA                                                     September 2013                         Y
                                           Management Dept.
Post-holding in other unit

                                                                                                                         Whether
                                                                         Start dated of office End date of office
     Name          Name of other units                 Position                                                         receiving
                                                                                 term                term
                                                                                                                       remuneration

                                                                    48
                                                                                     Shandong Airlines Co., Ltd. Annual Report 2017

                                                                                                                  from other units
                                                                                                                       or not

                  Shenzhen Airlines       Director                      April 2010                               N

Wang              Air Macau               Director                      March 2007                               N
MingYuan
                  Air China Hong Kong
                                          Chairman                      April 2011                               N
                  Development Co., Ltd.

                  Shandong Finance
Li Xiuqin                                 Deputy GM                     May 2016                                 Y
                  Investment Group

                  Shandong Finance
Wang Jieming                              CFO                           May 2016                                 Y
                  Investment Group

                  Air China Shantou
                  Industrial              Deputy GM                     February 2017                            Y
                  Development Co., Ltd.

                  Zhejiang Aviation
                                          Director                      April 2007                               N
                  Services Co., Ltd.
Dong Hong         Shanghai Air China
                  Aviation Services Co., Director                       June 2015                                N
                  Ltd.

                  China National
                  Aviation Finance Co., Supervisor                      December 2015                            N
                  Ltd.

Punishment of securities regulatory authority in recent three years to the company’s current and outgoing directors, supervisors and
senior management during the reporting period
□ Applicable   √ Not applicable


IV. Remuneration for directors, supervisors and senior executives

Decision-making procedures, recognition basis and payment for directors, supervisors and senior executives
The remuneration for directors, supervisors and senior management is paid according to relevant rules on time, and the remuneration
of directors and supervisors holding a post in shareholder units or other units is paid by relevant units; allowances standard for
independent directors is deliberated and approved by shareholders’ general meeting and will determine based on actual working days;
Remuneration of the senior management is approved by the remuneration and appraisal committee of the board, the Company will
pay to senior management with their owned working situation and performance appraisal results based on the evaluation on
individual performance from internal “temporary method of performance appraisal” of the Company.
Director Mr. Sun Xiujiang, Chairman of Supervisory Committee Mr. Wang Wuping together with Supervisor Mr. Xue Ruitao drew
their remunerations from Shandong Aviation Group (SDA), the controlling shareholder of the Company, not from the Company;
Deputy Chairman Mr. Xu Chuanyu, Director Mr. Wang MingYuan and Supervisor Mr. Dong Hong received remuneration from Air
China instead of the Company; Director Ms. Li Xiuqin and Ms. Wang Jieming drew their remunerations from Shandong Finance
Investment Group     instead of the Company.

Remuneration for directors, supervisors and senior executives in reporting period
                                                                                                             In 10 thousand Yuan

                                                                 49
                                                                   Shandong Airlines Co., Ltd. Annual Report 2017

                                                                                                       Whether
                                                                                   Total
                                                                                                     remuneration
                                                          Post-holding         remuneration
     Name               Title          Sex   Age                                                     obtained from
                                                                 status      obtained from the
                                                                                                   related party of
                                                                                Company
                                                                                                     the Company

                                                        Currently in
Miao Liubin     Director, GM       M               46                                  129.62 N
                                                        office

                                                        Currently in
Jiang Chengda   Director           M               58                                  117.65 N
                                                        office

                Director, Deputy
                                                        Currently in
Xu Guojian      GM, Chief          M               53                                  100.31 N
                                                        office
                accountant

                Independent                             Currently in
Lv Hongbing                        M               51                                        7.1 N
                director                                office

                Independent                             Currently in
Duan Yalin                         M               45                                        7.1 N
                director                                office

                Independent                             Currently in
Xu Xiangyi                         M               61                                       4.11 N
                director                                office

                Independent                             Currently in
Hu Yuanmu                          M               63                                       4.11 N
                director                                office

                                                        Currently in
Jin Xin         Staff supervisor   M               51                                      65.87 N
                                                        office

                                                        Currently in
Zhou Qiaoyan    Staff supervisor   F               43                                       57.3 N
                                                        office

                Deputy GM,                              Currently in
Zhang Qingshe                      M               59                                  124.64 N
                Chief Pilot                             office

                                                        Currently in
Wang Xianlin    Deputy GM          M               52                                  110.69 N
                                                        office

                                                        Currently in
Zhou Lixin      Deputy GM          M               54                                       96.8 N
                                                        office

                Secretary of the                        Currently in
Dong Qiantang                      M               56                                       98.3 N
                Board                                   office

                                                        Currently in
Yu Bo           Deputy GM          M               45                                       95.5
                                                        office

                                                        Currently in
Dong Jianmin    Deputy GM          M               48                                      93.66 N
                                                        office

                                                        Currently in
Zhou Ning       Security director M                55                                      88.33 N
                                                        office

Ma Xiaoli       Deputy GM          F               42 Currently in                         74.92 N

                                             50
                                                                                          Shandong Airlines Co., Ltd. Annual Report 2017

                                                                                 office

                                                                                 Currently in
Liu Chaolei          Chief engineer         M                               47                                 75.46 N
                                                                                 office

                     Independent
Wu Chaopeng                                 M                               38 Office leaving                     3.4 N
                     director

Total                           --              --                  --                    --                 1,354.87        --

Delegated equity incentive for directors, supervisors and senior executives in reporting period
□ Applicable    √ Not applicable


V. Employees of the Company

1. Numbers of the employee, professional constitution and education background


Total serving staff (person)                                                                                                      10,378

Total staff received remuneration in the period      (person)                                                                     10,459

Retired staff with charges paid by the parent company and main
                                                                                                                                    186
subsidiaries (person)

                                                         Professional constitution

                                     Type                                                           Number

Flight personnel                                                                                                                   1,459

Steward                                                                                                                            2,472

Security guard                                                                                                                      576

Maintenance personnel                                                                                                              1,351

Transport control personnel                                                                                                         300

Salesman                                                                                                                            966

Freight personnel                                                                                                                   199

Ground attendant                                                                                                                    660

Financial personnel                                                                                                                 163

Others                                                                                                                             2,232

Total                                                                                                                             10,378

                                                          Education background

                                     Type                                                           Number

Graduate (Master, doctor) and above                                                                                                 395

Bachelor degree                                                                                                                    6,596

Junior college and below                                                                                                           3,387

Total                                                                                                                             10,378


                                                                    51
                                                                                       Shandong Airlines Co., Ltd. Annual Report 2017

2. Remuneration policy

In order to meet the needs of the development strategy of the Company, establish the income distribution system which is compatible
with the modern enterprise system, establish effective incentive and restraint mechanisms, improve the internal fairness of income
distribution, gradually improve the market competitiveness, further stimulate the enthusiasm of staff, and promote the Company’s
sustainable development, the Company has developed a pay policy which is suitable for the Company’s development status by
combining with the actual situation of the Company.
The pay policy follows three basic principles: adhere to the principle of unity of incentives and constraints; adhere to the principle of
efficiency growth matching with wage growth; insist on taking post value as the basis, reflect the principle of "pay the post value,
pay the individual ability, and pay the performance contribution".
Combining with the industry characteristics and taking the employee on ground positions, pilots, and stewards (security) as the basis,
the Company has respectively set up pay policies suitable for these three types of personnel, and established the job performance
wage system with performance contribution as the core on the basis of respecting the post value.


3. Training plan

In 2017, the company's Class I training program implemented 236 projects with the completion rate of 100%; the staff education
expenditure was 9,942,100 Yuan, accounting for 47.91% of the total annual budget. By the end of 2017, the company totally engaged
518 lecturers (including 52 full-time lecturers and 466 part-time lecturers), including 71 lecturers newly hired in 2017. The part-time
lecturers taught 17,789 periods throughout the year, 38.17 periods per capita, and class period expenditure was 691,000 Yuan.
Supporting the company's strategic development, innovating the talent training model, enhancing the leadership level, increasing the
resource integration efforts, and reducing costs and increasing efficiency run throughout the training work in 2017 and actively played
the role of enabling engine for talent growth. The first was to focus on the company strategy and business development, innovate the
talent training mode, and reserve key talents. We have improved the leadership learning map and established the three-level training
mechanism for initial training, re-education training, and promotion training, organized the re-education training class phase III and
promotion training class phase I, focused on major projects to discuss, pooled the wisdom and efforts of everyone for output results,
promoted the cadre capability, and promote the development of the company. The second was to optimize the lecturer control model
and continuously improve the research and development and teaching level. Accelerate the gathering and inheritance of the company's
experience and wisdom by organizing airlines training experience exchange meetings, holding the teaching methodology promotion
training courses, integrating and sharing the lecturer resources, developing the company courses, and promoting cadres to go to the
podium, and lead the company's development. The third was to change the traditional management methods and improve the efficiency
of resource sharing. According to the business development, revise the company’s training management manual, optimize the
management and control procedures, integrate the training resources, reduce the training costs, and improve the management level.
The fourth was to optimize the source talent training model and build a solid foundation for personnel development. Organize training
for the company's new employees, combine the training camp concentrated learning and activities, social practice, departmental
centralized training, E-Learning self-study, and mentor training to complete company-level, department-level, and post-level training
tasks. Complete the preach, acceptance and summer internship of joint training students, optimize and promote the school-enterprise
cooperation and control model, ensure the source input quality, speed up the transformation from college students to professional
people and Shanhang people. The fifth was to organize English learning and selection activities, reserve international talents, and
support the international strategy development of the company.
In 2018, the company will continue to optimize the training management system, refine the demand analysis, increase the resource
integration, improve the external resource evaluation mechanism, optimize the management platform, reduce costs, and accelerate the
transformation of training effects. The company will also continue to carry out the initial training, re-education training, and promotion
training for outstanding leadership, combine the theoretical study and work practice, and enhance the leadership of cadres through
multiple channels. Establish an internationalized talent cultivation mechanism and train international talents from the aspects such as
                                                                    52
                                                                                     Shandong Airlines Co., Ltd. Annual Report 2017

professional quality, foreign language ability, cultural integration, and foreign exchange. Continuously improve the new employee
training system, innovate the management and control methods, and ensure the quality of source input. Further improve the lecturer
management system, stimulate the instructor's vitality, improve the research and development and teaching ability, and develop a series
of quality courses. Pilot and promote new media and new methods such as micro course and mobile learning platform, continuously
enrich the learning contents, improve the employee and organizational performance, and support the company's strategic development.


4. Labor outsourcing

□ Applicable   √ Not applicable




                                                                  53
                                                                                       Shandong Airlines Co., Ltd. Annual Report 2017


                                   Section IX. Corporate Governance

I. Basic state of corporate governance

During the report period, the Company constantly completes the corporate governance structure, standardize the company operation
in accordance with “Corporation Law”, “Security Law”, “Governance Principles of Listed Company”, “Listing Rules of Shenzhen
Stock Exchange”, “Basic Norms of Enterprise internal control” and requirements of other related laws and regulations, feasibly gives
play to guidance and supervisory role of “Three meetings” in corporate governance and information disclosure so as to further
improve the corporate governance level.
(I) Shareholders and shareholders' meeting
During the reporting period, the company convened the 2016 Annual General Meeting, and all deliberations and proposals were passed.
The convening, proposal deliberation and decision-making of shareholders’ meetings were conducted strictly in accordance with the
procedures stipulated in the Articles of Association and Rules of Procedure of the Shareholders’ Meeting, ensuring that all shareholders,
especially the small and medium-sized shareholders, have equal status and fully exercise their rights. The general meeting of
shareholders hired the lawyer to witness on the spot and issue a legal opinion on its legality.
(II) Directors and the board of directors (BOD)
During the report period, BOD convoked regular and interim meetings to deliberate the company’s major issues by taking the
principles of being responsible for the stockholders' meeting and actively maintaining the shareholders’ benefits and strictly
following the relevant laws and regulations and the procedures ruled by the Articles of Association and Rules of Procedure for Board
of Directors. The Company have 11 Board Meetings in the year of 2016, deliberated proposals as periodic report, profit distribution
and election at expiration of office terms, Meeting convening and voting procedures are legally effective, and the resolution notice
are being released on time in order to guarantee the right-to-known and supervise of the shareholders, promote the standard operation
for the Company.
(III) Supervisors and board of supervisors
During the report period, the board of supervisors of the Company convoked six meetings and attended all the general meetings of
stockholders and board meetings the Company convoked in 2017. The convening, convoking and motion consideration and
decision-making of the supervisor meeting were implemented in strict accordance with the procedures ruled by the Articles of
Association and Rules of Procedure for Board of Supervisors, all supervisors attended the board of supervisors as required, seriously
performed their duties, supervised and made opinions on duty performance of the Board and management team, financial status,
related transaction and internal control of the Company, and maintained the legitimate rights and interests of the Company and the
shareholders.
(IV) Information disclosure management
The Company attached great importance to the information disclosure, strictly supervised all layers to disclose information timely
and fairly as required so as to ensure that the disclosure is true, accurate and complete, the Company totally disclosed 4 regular
reports and 20 interim announcements in 2017. The Company is the first train units for information disclosure of Shenzhen Stock
Exchange, continued to maintain the good information disclosure quality, and got evaluation of “excellent” for three years in a row
in the Shenzhen Stock Exchange listing corporation information disclosure in 2016-2017.
(V) Registration management of inside information insider
The board of directors of the company has been fully aware of the seriousness and complexity of preventing the insider trading, taking
various measures to implement various regulatory requirements, comprehensively strengthening the inside information management,
perfecting the registration management system of inside information, and effectively guarding against various types of insider trading
behaviors of relevant insider at the sources. During the reporting period, the company faithfully and completely recorded the list of
inside information insiders, covered the entire chain of insiders involved in the process of inside information transfer, strengthened the

                                                                   54
                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017

registration and records of information submitted by the business department to the outside, prevented the disclosure of inside
information, and submitted the list of related inside information insiders to Shandong Securities Regulatory Bureau and Shenzhen
Stock Exchange for filing. The company did not find any relevant personnel used inside information to engage in insider trading or
suggested others to use inside information to conduct transactions; the situation that inside information disclosure caused serious
impact or losses to the company and investors did not exist; the situation that supervisory authorities took supervision measures did
not occur.
(VI) Related transactions management
During the reporting period, the company comprehensively sorted out the list of related parties, established a dynamic related party
roster, discerned the related transactions as early as possible, and made timely decisions in accordance with the procedures; strictly
prevented the non-operating funds from being used by controlling shareholders and related parties, and eliminated the risk of violations
of the “red line”. In 2017, the decision-making procedures for the company's related transactions were legal and the price was fair,
which had no adverse impact on the company or on the interests of small and medium shareholders, there was no external guarantee,
and there was no occupation of non-operating funds by the controlling shareholders or other related parties.
There was no major difference between the actual status of corporate governance and the regulatory documents regarding the
governance of listed companies issued by China Securities Regulatory Commission.

II. Independency of the Company relative to controlling shareholders’ in aspect of businesses,
personnel, assets, institution and finance
The company and its controlling shareholders Shandong Aviation Group has been separated totally in business, personnel, assets,
institution and finance, possessing independent complete business and independent operation ability.
(I) In business aspect: The Company’s business has difference with its controlling shareholders. The Company engaged in
manufacturing management independently without dependency with controlling shareholders and other related enterprise.
(II) In personnel aspect: The Company is totally independent with its controlling shareholders in labor, personnel and salary
management. Directors, supervisors and senior management in accordance with the Articles of Association and relevant laws and
regulations, and through the legal procedures of election or employment, no situation of the controlling shareholders in accordance
with legal procedures intervention Company’s personnel appointment and removing. The senior management is not in double office
performance in the listed company and the controlling shareholders and they all get salaries from the Company.
(III) In asset aspect: The property right relationship between the Company and controlling shareholders is clear and the assets of a
corporation are totally independent of the controlling shareholders. The Company has full control and domination without assets and
funds occupied by controlling shareholders and interests of the Company being damaged.
(IV) In institution aspect: The Company established an organization totally independent with the controlling shareholders, the board
of directors and the supervisory committee operated independently without superior and subordinate relationship with the
organization established in controlling shareholders and affiliate enterprises.
(V) In finance aspect: The Company has an independent financial department and independent financial accounting system. Owns
standard and independent accounting mechanism and financial management system as well as independent bank account,
furthermore, paying tax in accordance with the law.


III. Horizontal Competition

□ Applicable   √ Not applicable



IV. In the report period, the Company held annual shareholders’ general meeting and
extraordinary shareholders’ general meeting

                                                                   55
                                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017

1. Annual Shareholders’ General Meeting in the report period
                                                     Ratio of investor
 Session of meeting                Type                                               Date              Date of disclosure       Index of disclosure
                                                           participation

Annual General
                           AGM                                      67.18% 2017-06-15                 2017-06-16             Notice No.: 2017-09
Meeting 2016


2. Request for extraordinary general meeting by preferred stockholders whose voting rights restore

□ Applicable       √ Not applicable



V. Responsibility performance of independent directors in report period

1. The attending of independent directors to Board meetings and shareholders’ general meeting
                        The attending of independent directors in Board meetings and shareholders’ general meeting

                                                                                                                      Whether
                            Times of                                                                                                     Times of
                                                                  Times of                                            absent the
                         Board meeting        Times of                             Times of                                            attending the
    Independent                                                 attending by                          Times of      Meeting for
                          supposed to         present in                           entrusted                                           shareholders
         director                                               communicatio                          Absence         the second
                          attend in the        person                              presence                                              general
                                                                     n                                             time in a row
                          report period                                                                                                  meeting
                                                                                                                        or not

Lv Hongbing                               6                 1                  5               0                 0N                                   1

Duan Yalin                                6                 1                  5               0                 0N                                   1

Xu Xiangyi                                3                 0                  3               0                 0N                                   1

Hu Yuanmu                                 3                 0                  3               0                 0N                                   1

Wu Chaopeng                               3                 1                  2               0                 0N                                   0




2. Objection for relevant events from independent directors

Independent directors has no objections for relevant events in reporting period



3. Other explanation about responsibility performance of independent directors

Whether the opinions from independent directors have been adopted or not

√ Yes      □ No
During the reporting period, independent directors of the Company conscientiously fulfilled relevant laws and relevant rules of
Article of Association; they independently participate in the decision-making of major events objectively, fulfill their duties faithfully
and diligently, and maintaining the interest of the Company and small & medium shareholders effectively, give full play to the role of
independent directors.

VI. Responsibility performance of subordinate special committee of the Board in report
                                                                             56
                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017

period
The Board set up three specialized committees: the Audit Committee, the Remuneration and Appraisal Committee, and the Strategy
and Nomination Committee. In 2017, all specialized committees held 5 meetings, therein to, 3 meetings of the Audit Committee and 1
meeting of the Remuneration and Appraisal Committee and one meeting of strategy and nomination committee. The specialized
committees of the board of directors performed their duties by strictly following the requirements of China Securities Regulatory
Commission and Shenzhen Stock Exchange, the "Articles of Association", and the rules of procedure of the committees, and played an
important role in the scientific decision-making of the board of directors.
(I) Duty performing of the audit committee of the board
During the reporting period, the audit committee of the board paid close attention to the internal control system construction and the
related transaction; made opinion on changing and reappointing the accounting firm; regularly checked the financial report of the
company; the audit committee of the board of directors effectively performed the responsibilities, diligently did their duties in the
annual financial report audit work, gave full play to the supervisory role, and maintained the independence of audit in auditing of the
2017 annual financial report.
(II) Duty performing of the remuneration and appraisal committee of the board
During the reporting period, the remuneration and appraisal committee of the board investigated the remuneration policy and program
for the directors and senior management, did annual performance appraisal to the duty performing of directors and senior
management according to related assessment criterion; checked and approved the 2017 annual report about the remuneration
disclosure of the directors and the senior management, and thought the remuneration amount of relevant personnel disclosed in the
2017 annual report was true and accurate.
(III) Duty performing of the strategy and nomination committee of the board
During the reporting period, the strategy and nomination committee of the board made opinions on changes of the directors and
senior executive members, verified the qualification of related personnel, and did not find directors or senior management whose
qualifications don’t comply with laws, regulations or requirements of the Articles of Association.

VII. Works from Supervisory Committee
Whether there are risks being found by the supervisory committee in supervision during the period
□Yes   √No
Supervisory committee has no objection about supervision events in reporting period

VIII. Appraisal and incentive mechanism for senior executives
In accordance with the “Performance Management Manual”, the Company checks and evaluated the individual performance, and
paid merit based on appraisal results to enhance the incentive efficiency.

IX. Internal Control

1. Details of major defects in IC appraisal report that found in reporting period

□Yes   √ No


2. Appraisal Report of Internal Control


Disclosure date of full internal control
                                             2018-03-24
evaluation report

Disclosure index of full internal control
                                             Published on Juchao Website (http://www.cninfo.com.cn) dated 24 March 2018
evaluation report

The ratio of the total assets of units                                                                                      100.00%

                                                                   57
                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017

included in the scope of evaluation
accounting for the total assets on the
company's         consolidated       financial
statements

The ratio of the operating income of units
included in the scope of evaluation
accounting for the operating income on the                                                                                        100.00%
company's         consolidated       financial
statements

                                                     Defects Evaluation Standards

       Category                                  Financial Reports                                      Non-financial Reports

                        Material defect: defect that, severally or jointly with other
                        defects, will lead to material wrong reporting in financial
                        reports being not able to prevented or found or rectified in a
                        timely manner. Occurrence of the followings will be deemed as
                        material defect:
                        (1) inefficiency of environment control;                             Occurrence of the followings shall be
                        (2) fraud of directors, supervisors and senior management;           deemed as material defect, otherwise as
                        (3) The external auditor finds material wrong reporting in major defect or general defect subject to
                             current financial statement, while the Company has not the level of influence.
                             found such reporting during its operation;                      (1) breach of national laws, regulations or
                        (4) The material defect identified and reported to the                    regulatory documents;
                             management fails to be rectified in a reasonable time (2) procedure for                    making   significant
Qualitative criteria
                             period;                                                              decisions is not scientific;
                        (5) The audit committee and audit department of the Company (3) absence of system may lead to invalid
                             exercise invalid supervision upon internal control;                  system;
                        (6) Other defects which may affect financial statement users (4) Material or major defects are not
                             to make correct judgment.                                            likely to rectify;
                        Major defect: defect that, severally or jointly with other defects, (5) Other issues that materially affect the
                        will lead to wrong reporting in financial reports being not able          Company.
                        to prevented or found or rectified in a timely manner which still
                        needs attention from the management though it doesn’t reach or
                        exceed material defect as described above.
                        General defect: other internal control related defects that do not
                        constitute material defects or major defect
                        (1)potential wrong reporting in operating income:                    (1)direct property loss:
                        Material defect: 0.5% of the total operating income ≤ wrong Material defect: over RMB10 million;
                        reporting;                                                           Major    defect:   RMB1       million-RMB10
                        Major defect: 0.2% of the total operating income ≤ wrong million (inclusive);
Quantitative criteria
                        reporting<0.5% of the total operating income;                       General defect: RMB1 million or below
                        General defect: wrong reporting<0.2% of the total operating (2)negative influences:
                        income.                                                              Material defect: materially and adversely
                        (2) potential wrong reporting in total profit:                       affect the Company, and disclosed to the

                                                                     58
                                                                                           Shandong Airlines Co., Ltd. Annual Report 2017

                           Material defect: 5% of the total profit≤ wrong reporting;             public via announcement;
                           Major defect: 2% of the total profit≤ wrong reporting<5% of Major defect: receive punishment from
                           the total profit;                                                      national authorities, while has no material
                           General defect: wrong reporting<2% of the total profit.               negative influence over the Company;
                           (3) potential wrong reporting in total assets:                         General defect: receive punishment from
                           Material defect: 0.5% of the total assets ≤ wrong reporting;          provincial or below authorities, while has
                           Major defect: 0.2% of the total assets ≤ wrong reporting<0.5% no negative influence over the Company.
                           of the total assets;
                           General defect: wrong reporting<0.2% of the total assets.
                           (4) potential wrong reporting in owners’ equity:
                           Material defect: 0.5% of the total owners’ equity ≤ wrong
                           reporting;
                           Major defect: 0.2% of the total owners’ equity ≤ wrong
                           reporting<0.5% of the total owners’ equity;
                           General defect: wrong reporting<0.2% of the total owners’
                           equity.

Amount of significant
defects   in   financial                                                                                                                   0
reports

Amount of significant
defects               in                                                                                                                   0
non-financial reports

Amount of important
defects   in   financial                                                                                                                   0
reports

Amount of important
defects               in                                                                                                                   0
non-financial reports


X. Auditing report of internal control

                                                  Deliberation section of auditing report of IC

To the Shareholders of Shandong Airlines Co., Ltd.:
We have audited the effectiveness of internal control of financial report under the name of Shandong Airlines Co., Ltd. (“the
Company”) dated 31 December 2017 in accordance with relevant requirements of “Internal Control Audit Guideline for
Enterprises” and China Standards on Auditing and Quality Control

I. Company's responsibility for internal control
The Company is responsible for the establishment & perfection and efficiency implementation of internal control as well as
evaluated its effectiveness, regulated by “Basic Standard of Internal Control for Enterprises”, “Application Guidelines of Internal
Control for Enterprises” and “Evaluation Guidelines of Internal Control for Enterprises”.


II. Auditor's responsibility

                                                                       59
                                                                                        Shandong Airlines Co., Ltd. Annual Report 2017

Our responsibility is to express an audit opinion on effectiveness of internal control of financial report based on our audit. And
disclosed the major defects noted in internal control of non-financial report.


III. Inherent limitations of internal control
Internal control has an inherent limitations, and there is possibility of in-prevention and false reported. Furthermore, internal control
will comes to inappropriate due to the changes of circumstances, or the controlling policy and procedure maintenance will fail in
implementation; there has a certain risk in presuming the efficiency of future internal control based on internal control’s audit
results.


IV. Audit opinions on internal control of financial report
In our opinion, Shandong Airlines Co., Ltd. maintain an efficiency of internal control of financial report, in all major aspects, as of
31 December 2017 based on relevant regulations and “Basic Standard of Internal Control for Enterprises”.
   Ruihua CPAs (LLP)                                         Chinese CPA: Pan Xinhua
   BeijingChina                                              Chinese CPA: Guo Yuefeng
                                                                   22 March 2018

Disclosure details of audit report of
                                        Disclosed
internal control

Disclosure date of audit report of
                                        2018-03-24
internal control (full-text)

Index of audit report of internal
                                        Published on Juchao Website (http://www.cninfo.com.cn) dated 24 March 2018
control (full-text)

Opinion type of auditing report of
                                        Standard unqualified
IC

whether the non-financial report
                                        No
had major defects

Issued a modified audit opinions for internal control
□Yes      √ No
Auditing report of internal control issued by CPA shows the same opinion as self-evaluation report issued by the Board
√ Yes □ No




                                                                    60
                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017




                                      Section X. Corporation bonds

Whether or not the Company public offering corporation bonds in stock exchange, which undue or without payment in full at
maturity on the approval date for annual report disclosed
No




                                                               61
                                                                                       Shandong Airlines Co., Ltd. Annual Report 2017


                                         Section XI. Financial Report

I. Audit report

Type of audit opinion                                               Standard unqualified

Date for audited report signed                                      2018-03-22

Name of audit institution                                           Ruihua Certified Public Accountants (LLP)

Document No. of the Auditing Report                                 Ruihua Shen Zi [2018] 48380002 Hao

CPA                                                                 Pan Xinhua, Guo Yuefeng

                                                           Auditor’s Report

To The Board of Directors of Shandong Airlines Co., Ltd.:
I. Audit Opinion
We have audited the accompanying financial statements of Shandong Airlines Co., Ltd. (hereafter, Shandong Airlines), which
comprise the consolidated and separate statements of financial position as at 31 December 2017, the consolidated and separate
statements of comprehensive income, the consolidated and separate statements of cash flows and the consolidated and separate
statements of changes in shareholders' equity for the year then ended and the notes to the financial statements.
In our opinion, the financial statements have been prepared in accordance with the requirements of the Enterprises Accounting
Standards of China and presented fairly, in all material respects, the consolidated and separate financial position of Shandong
Airlines as at 31 December 2017, and the Company’s consolidated and separate results of operations and consolidated and separate
cash flows for the year then ended.
II. Basis of Forming the Audit Opinion
We conducted our audit in accordance with the Chinese Certified Public Accountant Auditing Standards. The section “Auditors’
Responsibility for the Financial Statements” in the audit report further describes our responsibilities in accordance with these
standards. According to the Code of Ethics for Chinese Certified Public Accountants, we are independent of the Company and
fulfilled other responsibilities of code of ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion.
III. Key Audit Items
Key audit items are the items which we believe, based on our professional judgment, to be significant in the audit of financial
statements for the current period. Audit response to these items has been designed and implemented in the context of auditing the
financial statements as a whole for the purpose of expressing an audit opinion on the financial statements; and we do not express an
opinion on each of these items individually. We believe that the following items are the key audit items which warrant disclosure in
the audit report.
1. Recognition of Passenger Service Revenue
1.1 Description
The revenue of passenger service of the company is recognized when the service is provided. At the balance sheet date, the amount
collected by the company for transportation service which has been sold but not yet provided is included in the balance sheet as
ticket settlement. The company uses complex information technology systems, through the system of automatic processing of large
amounts of data to keep track of ticket sales and transportation services provided, to confirm the timing and the exact amount of
revenue of passenger service. Due to the recognition of passenger service revenue involves using complex information technology
system, it will lead to inaccurate recognition of passenger service revenue or the inherent risk of the inappropriateness of the

                                                                   62
                                                                                        Shandong Airlines Co., Ltd. Annual Report 2017

accounting period.
Please refer to Note4.21 Revenue, Note 6.18 Advance from customers, Note 6.34 Operating revenues and costs, Note 15.4
Operating revenues and costs for the details.
1.2 Audit Response
1.2.1 We assessed the design, operation and effectiveness of the internal control related to the company's revenue recognition, and
assessed the effectiveness of the design and operation of information technology control related to the revenue system.
1.2.2 We assessed the difference between the information output from the information technology system and the company's
financial and operational data, and identified the differences in the process to track the related key labor control.
1.2.3 We compared the opening and closing balance of ticket settlement during the period, and analyzed the reasonableness of
amount changes;
1.2.4 We checked the relevant supporting documents of the account entries of significant amounts or other specific risk standards.
2. Operating Lease Aircrafts and Major Repair Fee of the Engines
2.1 Description
On 31 December, 2017, the payable balance of operating lease aircrafts and major repair fee of the engines (including that matured
within a year) amounted to 2.717 billion. According to the terms of the lease agreement, the company shall return the aircraft in
accordance with the agreed conditions demanded at the end of the lease period. In order to ensure the agreed conditions for the
return of the aircraft, the company will make a provision for major repair to the fuselage and engine of operating lease during the
estimated overhaul period, and the overhaul expenses will be included in the current profit and loss. The expected overhaul period
and overhaul cost estimation are based on the actual maintenance cost experience of the same or similar fuselages and engines, the
development of the current economic and aviation, the expected flight hours, the flight cycle and the time interval of overhaul. Due
to the inherent uncertainty of the prediction of the overhaul period and the future overhaul cost for different types of fuselages and
engines, there is a risk of inaccurate estimated cost.
Please refer to Note 4.25 Regular repair and substantial repair, Note 4.28.9 Aircraft operating lease and engine overhaul expenses,
Note 6.17 Accounts payable, Note 6.25 Long-term payables for the details.
2.2 Audit Response
2.2.1 We assessed the effectiveness of the design and operation of the key internal controls related to the overhaul preparation for
the aircraft of operating lease.
2.2.2 We discussed with the engineering department managers of the company responsible for aircraft maintenance, obtained the
information of the overhaul cycle, overhaul cost and actual maintenance cost, compared the information to that used by financial
executives to calculate the overhaul preparation.
2.2.3 We compared the assumptions adopted by the management in the previous year with the actual situation and the assumptions
of this year, and evaluated the key assumptions adopted by the management in estimating the overhaul cycle and the future
overhaul cost, based on the terms of operation lease agreement and the historical maintenance experience of the company,.
2.2.4We compared the actual cost of the returned aircraft which was in overhaul previously to the corresponding overhaul
preparation, analyzed the difference to evaluate the rationality of management accounting estimates.
IV. Other Information
The management of the Company is responsible for other information, which includes the information contained in the Company’s
2017 annual report except for the financial statements and our auditor report.
Our audit opinion on the financial statements does not cover other information, and we do not express assurance opinion in any
form on the other information.
In parallel to our audit of the financial statements, our responsibilities include reading other information and to assess if the
information included in other information is significantly inconsistent with the financial statements or information obtained during
                                                                    63
                                                                                       Shandong Airlines Co., Ltd. Annual Report 2017

the audit, and if there is possible material misstatement in other information.
Where we identify material misstatement in other information on the basis of our work, we shall report such fact. Based on our
work, we have no such matter to be reported.
V. Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management of the Company (hereafter, the management) is responsible for preparing and presenting the financial statements in
accordance with Enterprise Accounting Standards of China and for the purpose of fair presentation and designing, implementing
and maintaining internal control necessary to the preparation of financial statements that are free from material misstatements,
whether due to fraud or error.
During the preparation of the financial statements, the management is responsible for assessing the Company’s going-concern
capability; disclosing matters in relation to the going-concern status; and applying the going-concern assumption for preparation of
the financial statements, unless the management plans to liquidate the Company, terminates operation of the Company or has no
other practical alternative choice.
Those charged with governance are responsible for monitoring the Company’s financial reporting process.
VI. Auditors’ Responsibility for the Financial Statements
Our objective is to obtain reasonable assurance as to whether the financial statements are free from material misstatement, whether
due to frauds or errors, and issue an audit report with audit opinion. Reasonable assurance is a high level assurance, but there is no
guarantee that a material misstatement will always be found in the audit performed in accordance with the auditing standards.
Misstatements may be caused by fraud or error. Misstatements are considered to be material if they, individually or in aggregate,
could reasonably be expected to influence the economic decisions of users based on the financial statements.
During the performance of our audit in accordance with the auditing standards, we use professional judgment and maintain
professional skepticism. We also perform the following procedures:
A. Identify and assess the risks of material misstatement of the financial statements due to fraud and error, design and implement
audit procedures to address these risks, and obtain sufficient and appropriate audit evidence as a basis for forming the audit opinion.
As fraud may involve collusion, forgery, willful omission, misrepresentation or override of internal control, the risk of not
discovering a material misstatement due to fraud is higher than the risk of failing to detect a material misstatement resulting from a
mistake.
B. Understand the internal controls related to auditing in order to design appropriate audit procedures.
C. Evaluate the appropriateness of accounting policies adopted by the management and the reasonableness of accounting estimates
and relevant disclosures made by management.
D. Conclude on the appropriateness of management’s application of the going concern assumption. Meanwhile, based on the audit
evidence obtained, conclude whether there is material uncertainty about the Company’s ability to continue as a going-concern. If
we conclude that there is material uncertainty, the auditing standards require us to draw attention of the users of the financial
statements to the relevant disclosures in the financial statements. If the disclosure is inadequate, we shall express a qualified
opinion. Our conclusion is based on information available as of the date of the audit report. However, future events or
circumstances may cause the Company not being able to continue as a going-concern.
E. Evaluate the overall presentation, structure and content of financial statements (including disclosures), and evaluate whether the
financial statements present fairly the relevant transactions and events.
F. Obtain sufficient and appropriate audit evidence regarding to the Company’s financial information of the entities or business
activities in order to express opinion on the financial statements. We are responsible for the guidance, supervision and execution of
the group audit. We take full responsibility for the audit opinion.
We communicate with those charged with governance on the scope and time schedule of the audit, and significant audit findings,
etc., including deficiency of internal control that we identified during the audit which warrants attention.
We also provide a statement to those charged with governance regarding the fact that we comply with the requirements of
                                                                      64
                                                                                         Shandong Airlines Co., Ltd. Annual Report 2017

professional ethics relating to independence, and also communicate with them about all relationships and other matters that may be
reasonably deemed to affect our independence,as well as, where applicable, the relevant precautions(if applicable).
Through the matters we communicate with those charged with governance, we identify matters that are significant in the audit of
the financial statements for the current period, which therefore become the key audit items. We disclose these items in the audit
report, unless public disclosure of such items is prohibited by laws and regulations; in exceptional circumstances, where the benefit
arising from public disclosure of certain matters is outweighed by the negative consequence brought by such disclosure in
consideration of public interest, we do not disclosure such items in the audit report.
     Ruihua Certified Public Accountants                                       Certified Public Accountants: Pan Xinhua
                                                                               (Project partner)
     China. Beijing                                                            Certified Public Accountants: Guo Yuefeng
                                                                               22 March 2018


II. Financial Statement

Statement in Financial Notes are carried in RMB/CNY


1. Consolidated Balance Sheet

Prepared by Shandong Airlines Co., Ltd
                                                                                                                               In RMB

                    Item                                 Closing balance                                Opening balance

Current assets:

     Monetary funds                                                     543,584,920.30                                 791,255,686.65

     Settlement provisions

     Capital lent

     Financial assets measured by fair
value and with variation reckoned into
current gains/losses

     Derivative financial liability

     Notes receivable                                                        115,000.00

     Accounts receivable                                                550,905,199.28                                 322,774,169.85

     Accounts paid in advance                                           222,688,283.66                                 249,136,244.95

     Insurance receivable

     Reinsurance receivables
     Contract reserve of reinsurance
receivable
     Interest receivable

     Dividend receivable

     Other receivables                                                  349,352,881.41                                 351,000,324.78


                                                                   65
                                                                   Shandong Airlines Co., Ltd. Annual Report 2017

       Purchase restituted finance asset

       Inventories                                     83,924,185.64                             120,965,243.56

       Assets held for sale
       Non-current asset due within one
year
       Other current assets                           185,809,122.83                              59,685,735.09

Total current assets                                 1,936,379,593.12                          1,894,817,404.88

Non-current assets:

       Loans and payments on behalf

       Finance asset available for sales              337,378,099.40                             271,872,182.34

       Held-to-maturity investment

       Long-term account receivable

       Long-term equity investment

       Investment property

       Fixed assets                                  6,904,643,268.14                          7,093,233,151.79

       Construction in progress                      2,737,166,681.62                          2,250,500,462.35

       Engineering material

       Disposal of fixed asset

       Productive biological asset

       Oil and gas asset

       Intangible assets                              116,334,615.84                             114,203,753.20
    Expense           on   Research       and
Development
       Goodwill                                           454,020.13
    Long-term          expenses      to    be
                                                      535,865,271.69                             475,562,660.08
apportioned
       Deferred income tax asset                      783,201,289.97                             641,785,173.89

       Other non-current asset

Total non-current asset                          11,415,043,246.79                            10,847,157,383.65

Total assets                                     13,351,422,839.91                            12,741,974,788.53

Current liabilities:

       Short-term loans

       Loan from central bank
    Absorbing deposit and interbank
deposit
       Capital borrowed

       Financial liability measured by fair             3,607,390.15                               1,155,815.80


                                                66
                                                                   Shandong Airlines Co., Ltd. Annual Report 2017

value and with variation reckoned into
current gains/losses

       Derivative financial liability

       Notes payable

       Accounts payable                              1,931,374,087.78                          1,688,094,861.09

       Accounts received in advance                   614,319,419.67                             699,319,553.05
     Selling       financial      asset    of
repurchase
   Commission               charge        and
commission payable
       Wage payable                                   567,105,882.00                             454,375,029.19

       Taxes payable                                  164,566,790.91                             138,661,805.16

       Interest payable                                 1,324,391.18                               2,430,456.90

       Dividend payable                                   602,306.96                                  11,940.00

       Other accounts payable                         411,682,128.67                             401,854,436.21

       Reinsurance payables

       Insurance contract reserve

       Security trading of agency

       Security sales of agency

       Liability held for sale
       Non-current liabilities due within 1
                                                      622,127,224.77                             987,644,012.02
year
Other current liabilities

Total current liabilities                            4,316,709,622.09                          4,373,547,909.42

Non-current liabilities:

       Long-term loans                               1,217,610,831.16                          1,799,601,767.54

       Bonds payable

         Including: preferred stock

                 Perpetual capital
securities

       Long-term account payable                     3,277,812,491.65                          2,534,202,090.26

       Long-term wages payable                        110,950,000.00                              94,130,651.51

       Special accounts payable

       Projected liabilities

       Deferred income                                111,638,302.81                              58,439,521.16

       Deferred income tax liabilities                 63,560,578.27                              45,880,020.58

       Other non-current liabilities

                                                67
                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017

Total non-current liabilities                                      4,781,572,203.89                            4,532,254,051.05

Total liabilities                                                  9,098,281,825.98                            8,905,801,960.47

Owner’s equity:

     Share capital                                                  400,000,000.00                               400,000,000.00

     Other equity instrument

        Including: preferred stock

                  Perpetual capital
securities

     Capital public reserve                                             75,410,363.70                             75,410,363.70

     Less: Inventory shares

     Other comprehensive income                                     178,494,839.48                               131,880,061.76

     Reasonable reserve

     Surplus public reserve                                         471,457,259.99                               423,424,327.64

     Provision of general risk

     Retained profit                                               3,127,778,550.76                            2,805,458,074.96
Total owner’s equity attributable to
                                                                   4,253,141,013.93                            3,836,172,828.06
parent company
Minority interests

Total owner’s equity                                              4,253,141,013.93                            3,836,172,828.06

Total liabilities and owner’s equity                            13,351,422,839.91                            12,741,974,788.53


Legal Representative: Sun Xiujiang                                       Person in charge of Accounting Works: Xu Guojian
Person in charge of Accounting Institution: Zhou Shoubin


2. Balance Sheet of Parent Company

                                                                                                                         In RMB

                     Item                             Closing balance                             Opening balance

Current assets:

     Monetary funds                                                 516,216,370.03                               761,645,065.66

     Financial assets measured by fair
value and with variation reckoned into
current gains/losses

     Derivative financial liability

     Notes receivable
     Accounts receivable                                            547,677,560.06                               322,884,254.40

     Account paid in advance                                        222,501,155.94                               248,747,945.46


                                                              68
                                                               Shandong Airlines Co., Ltd. Annual Report 2017

     Interest receivable

     Dividends receivable

     Other receivables                            399,100,432.09                             394,481,947.14

     Inventories                                   82,225,339.01                             120,965,243.56

     Assets held for sale

     Non-current assets maturing within
one year

     Other current assets                         185,778,982.56                              59,685,735.09

Total current assets                             1,953,499,839.69                          1,908,410,191.31

Non-current assets:

     Available-for-sale financial assets          337,378,099.40                             271,872,182.34

     Held-to-maturity investments

     Long-term receivables

     Long-term equity investments                 144,101,285.43                             106,000,685.43

     Investment property

     Fixed assets                                6,802,699,864.94                          7,000,694,540.06

     Construction in progress                    2,737,166,681.62                          2,250,424,462.35

     Project materials

     Disposal of fixed assets

     Productive biological assets

     Oil and natural gas assets

     Intangible assets                            102,780,313.61                             100,261,260.93

     Research and development costs

     Goodwill

     Long-term deferred expenses                  534,617,772.35                             475,562,660.08

     Deferred income tax assets                   782,457,009.29                             641,017,982.18

     Other non-current assets

Total non-current assets                     11,441,201,026.64                            10,845,833,773.37

Total assets                                 13,394,700,866.33                            12,754,243,964.68

Current liabilities:

     Short-term borrowings

     Financial liability measured by fair
value and with variation reckoned into              3,607,390.15                               1,155,815.80
current gains/losses

     Derivative financial liability
                                            69
                                                                 Shandong Airlines Co., Ltd. Annual Report 2017

       Notes payable

       Accounts payable                            1,979,178,746.67                          1,702,743,063.11

       Accounts received in advance                 611,805,531.91                             693,918,823.76

       Wage payable                                 558,628,059.49                             450,079,741.59

       Taxes payable                                160,844,683.77                             137,221,799.65

       Interest payable                               1,324,391.18                               2,430,456.90

       Dividend payable                                  11,940.00                                  11,940.00

       Other accounts payable                       449,038,723.36                             425,862,312.50

       Liability held for sale

       Non-current liabilities due within 1
                                                    622,127,224.77                             987,644,012.02
year

       Other current liabilities

Total current liabilities                          4,386,566,691.30                          4,401,067,965.33

Non-current liabilities:

       Long-term loans                             1,217,610,831.16                          1,799,601,767.54

       Bonds payable

         Including: preferred stock

                 Perpetual capital
securities

       Long-term account payable                   3,277,812,491.65                          2,534,202,090.26

       Long-term wages payable                      110,950,000.00                              94,130,651.51

       Special accounts payable

       Projected liabilities

       Deferred income                              111,638,302.81                              58,439,521.16

       Deferred income tax liabilities               62,256,499.85                              45,880,020.58

       Other non-current liabilities

Total non-current liabilities                      4,780,268,125.47                          4,532,254,051.05

Total liabilities                                  9,166,834,816.77                          8,933,322,016.38

Owners’ equity:

       Share capita                                 400,000,000.00                             400,000,000.00

       Other equity instrument

         Including: preferred stock

                 Perpetual capital
securities

       Capital public reserve                        86,911,168.71                              86,911,168.71


                                              70
                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017

     Less: Inventory shares

     Other comprehensive income                                     178,494,839.48                                 131,880,061.76

     Reasonable reserve

     Surplus reserve                                                470,796,555.46                                 422,763,623.11

     Retained profit                                               3,091,663,485.91                            2,779,367,094.72

Total owner’s equity                                              4,227,866,049.56                            3,820,921,948.30

Total liabilities and owner’s equity                           13,394,700,866.33                             12,754,243,964.68


Legal Representative: Sun Xiujiang                                       Person in charge of Accounting Works: Xu Guojian
Person in charge of Accounting Institution: Zhou Shoubin


3. Consolidated Profit Statement

                                                                                                                          In RMB

                   Item                                Current Period                                Last Period

I. Total operating income                                       16,484,713,152.23                             13,742,365,545.56

Including: Operating income                                     16,484,713,152.23                             13,742,365,545.56

     Interest income

     Insurance gained

     Commission charge and commission
income

II. Total operating cost                                        15,992,662,817.00                             13,216,283,996.73

Including: Operating cost                                       14,783,469,085.76                             11,890,173,404.59

     Interest expense

     Commission charge and commission
expense

     Cash surrender value

     Net amount of expense of
compensation

     Net amount of withdrawal of
insurance contract reserve

     Bonus expense of guarantee slip

     Reinsurance expense

     Operating tax and extras                                           32,856,813.17                               46,017,200.74

     Sales expenses                                                 781,723,562.39                                 674,961,176.53

     Administration expenses                                        395,391,062.69                                 333,943,862.70



                                                              71
                                                                    Shandong Airlines Co., Ltd. Annual Report 2017

         Financial expenses                              -1,229,260.20                            261,876,586.15

         Losses of devaluation of asset                    451,553.19                               9,311,766.02

         Add: Changing income of fair
                                                         -2,451,574.35                              2,214,631.82
value(Loss is listed with “-”)

         Investment income (Loss is listed
                                                         21,716,884.19                             17,359,703.12
with “-”)

         Including: Investment income on
affiliated company and joint venture

              Exchange income (Loss is
listed with “-”)

              Income from assets disposal
                                                             90,439.51                                 68,054.80
(Loss is listed with “-”)

           Other income                                 103,523,912.62

III. Operating profit      (Loss is listed with
                                                        614,929,997.20                            545,723,938.57
“-”)

         Add: Non-operating income                       38,574,150.90                            168,648,572.09

         Less: Non-operating expense                      2,582,901.73                              4,998,459.07

IV. Total Profit     (Loss is listed with “-”)        650,921,246.37                            709,374,051.59

         Less: Income tax expense                       160,567,838.22                            176,539,484.42

V. Net profit (Net loss is listed with “-”)           490,353,408.15                            532,834,567.17

          (i) Net profit of continuous
                                                        490,353,408.15                            532,834,567.17
operating (Net loss is listed with “-”)

          (ii) Net profit of business
termination (Net loss is listed with “-”)

         Net profit attributable to owners of
                                                        490,353,408.15                            532,834,567.17
parent company

         Minority shareholders’ gains and
losses

VI. Net after-tax of other comprehensive
                                                         46,614,777.72                             38,325,056.32
income

   Net after-tax of other comprehensive
income attributable to owners of parent                  46,614,777.72                             38,325,056.32
company

         (I) Other comprehensive income
items which will not be reclassified                     -2,514,660.07                                263,000.00
subsequently to profit of loss

                1. Changes as a result of
                                                         -2,514,660.07                                263,000.00
re-measurement of net defined benefit

                                                   72
                                                                Shandong Airlines Co., Ltd. Annual Report 2017

plan liability or asset

               2. Share of the other
comprehensive income of the investee
accounted for using equity method which
will not be reclassified subsequently to
profit and loss

     (II) Other comprehensive income
items which will be reclassified                     49,129,437.79                             38,062,056.32
subsequently to profit or loss

               1. Share of the other
comprehensive income of the investee
accounted for using equity method which
will be reclassified subsequently to profit
or loss

               2. Gains or losses arising
from changes in fair value of                        49,129,437.79                             38,062,056.32
available-for-sale financial assets

               3. Gains or losses arising
from reclassification of held-to-maturity
investment as available-for-sale financial
assets

               4. The effect hedging portion
of gains or losses arising from cash flow
hedging instruments

               5. Translation differences
arising on translation of foreign currency
financial statements

               6. Other

  Net after-tax of other comprehensive
income attributable to minority
shareholders

VII. Total comprehensive income                     536,968,185.87                            571,159,623.49

     Total comprehensive income
                                                    536,968,185.87                            571,159,623.49
attributable to owners of parent Company

     Total comprehensive income
attributable to minority shareholders

VIII. Earnings per share:

         (i) Basic earnings per share                         1.23                                      1.33

         (ii) Diluted earnings per share                      1.23                                      1.33


Legal Representative: Sun Xiujiang                    Person in charge of Accounting Works: Xu Guojian

                                               73
                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017

Person in charge of Accounting Institution: Zhou Shoubin


4. Profit Statement of Parent Company

                                                                                                                         In RMB

                      Item                            Current Period                                Last Period

I. Operating income                                             16,458,875,009.30                            13,715,153,317.42

         Less: Operating cost                                   14,787,294,207.29                            11,883,288,895.95

              Operating tax and extras                                 30,747,837.94                               44,130,493.73

              Sales expenses                                       780,907,566.52                                 674,961,176.53

              Administration expenses                              382,101,041.38                                 326,189,363.91

              Financial expenses                                       -1,152,997.41                              261,933,134.34

              Losses of devaluation of asset                             593,979.76                                 9,476,555.32

         Add: Changing income of fair
                                                                       -2,451,574.35                                2,214,631.82
value(Loss is listed with “-”)

            Investment income (Loss is
                                                                       21,716,884.19                               17,359,703.12
listed with “-”)

            Including: Investment income
on affiliated company and joint venture

           Income from assets disposal
                                                                          90,439.51                                    64,854.80
(Loss is listed with “-”)

           Other income                                            103,523,912.62

II. Operating profit      (Loss is listed
                                                                   601,263,035.79                                 534,812,887.38
with “-”)

         Add: Non-operating income                                     38,482,264.33                              168,645,784.21

         Less: Non-operating expense                                    2,489,883.38                                4,994,421.07

III. Total Profit     (Loss is listed with
                                                                   637,255,416.74                                 698,464,250.52
“-”)

         Less: Income tax expense                                  156,926,093.20                                 174,031,928.07

IV. Net profit (Net loss is listed with
                                                                   480,329,323.54                                 524,432,322.45
“-”)

          (i) Net profit of continuous
                                                                   480,329,323.54                                 524,432,322.45
operating (Net loss is listed with “-”)

          (ii) Net profit of business
termination (Net loss is listed with “-”)

V. Net after-tax of other comprehensive
                                                                       46,614,777.72                               38,325,056.32
income


                                                              74
                                                                            Shandong Airlines Co., Ltd. Annual Report 2017

     (I) Other comprehensive income
items which will not be reclassified                             -2,514,660.07                                263,000.00
subsequently to profit of loss

             1. Changes as a result of
re-measurement of net defined benefit                            -2,514,660.07                                263,000.00
plan liability or asset

             2. Share of the other
comprehensive income of the investee
accounted for using equity method
which will not be reclassified
subsequently to profit and loss

     (II) Other comprehensive income
items which will be reclassified                                 49,129,437.79                             38,062,056.32
subsequently to profit or loss

             1. Share of the other
comprehensive income of the investee
accounted for using equity method
which will be reclassified subsequently
to profit or loss

             2. Gains or losses arising
from changes in fair value of                                    49,129,437.79                             38,062,056.32
available-for-sale financial assets

             3. Gains or losses arising
from reclassification of held-to-maturity
investment as available-for-sale
financial assets

             4. The effect hedging
portion of gains or losses arising from
cash flow hedging instruments

             5. Translation differences
arising on translation of foreign
currency financial statements

             6. Other

VI. Total comprehensive income                                  526,944,101.26                            562,757,378.77

VII. Earnings per share:

      (i) Basic earnings per share

      (ii) Diluted earnings per share


Legal Representative: Sun Xiujiang                                Person in charge of Accounting Works: Xu Guojian
Person in charge of Accounting Institution: Zhou Shoubin



                                                           75
                                                                          Shandong Airlines Co., Ltd. Annual Report 2017

5. Consolidated Cash Flow Statement

                                                                                                                 In RMB

                   Item                       Current Period                                Last Period

I. Cash flows arising from operating
activities:

       Cash received from selling
commodities and providing labor                         17,832,002,542.55                            15,292,555,234.22
services

       Net increase of customer deposit
and interbank deposit

       Net increase of loan from central
bank

       Net increase of capital borrowed
from other financial institution

       Cash received from original
insurance contract fee

  Net cash received from reinsurance
business

    Net increase of insured savings and
investment

       Net increase of amount from
disposal financial assets that measured
by fair value and with variation
reckoned into current gains/losses

       Cash received from interest,
commission charge and commission

       Net increase of capital borrowed

       Net increase of returned business
capital

       Write-back of tax received                              20,098,154.49

       Other cash received concerning
                                                           205,329,949.93                                 250,348,958.09
operating activities

Subtotal of cash inflow arising from
                                                        18,057,430,646.97                            15,542,904,192.31
operating activities

       Cash     paid     for    purchasing
commodities       and     receiving   labor             12,576,516,821.83                             9,817,458,407.43
service

       Net increase of customer loans and


                                                      76
                                                                Shandong Airlines Co., Ltd. Annual Report 2017

advances

       Net increase of deposits in central
bank and interbank

       Cash paid for original insurance
contract compensation

       Cash paid for interest, commission
charge and commission

       Cash paid for bonus of guarantee
slip

       Cash paid to/for staff and workers         2,781,005,931.70                          2,335,621,670.49

       Taxes paid                                  503,938,323.16                             668,268,335.05

       Other    cash    paid    concerning
                                                   341,551,448.05                             294,499,790.92
operating activities

Subtotal of cash outflow arising from
                                              16,203,012,524.74                            13,115,848,203.89
operating activities

Net cash flows arising from operating
                                                  1,854,418,122.23                          2,427,055,988.42
activities

II. Cash flows arising from investing
activities:

       Cash received from recovering
investment

       Cash received from investment
                                                    22,740,535.94                              23,018,666.90
income

       Net cash received from disposal of
fixed, intangible and other long-term                3,413,604.19                               1,819,289.52
assets

       Net cash received from disposal of
subsidiaries and other units

       Other cash received concerning
investing activities

Subtotal of cash inflow from investing
                                                    26,154,140.13                              24,837,956.42
activities

       Cash paid for purchasing fixed,
                                                  2,261,448,480.03                          2,170,224,417.98
intangible and other long-term assets

       Cash paid for investment

       Net increase of mortgaged loans

       Net cash received from
                                                    25,120,772.78
subsidiaries and other units obtained


                                             77
                                                                   Shandong Airlines Co., Ltd. Annual Report 2017

     Other      cash   paid     concerning
                                                        1,023,651.75                               1,277,063.78
investing activities

Subtotal of cash outflow from investing
                                                    2,287,592,904.56                           2,171,501,481.76
activities

Net cash flows arising from investing
                                                    -2,261,438,764.43                         -2,146,663,525.34
activities

III. Cash flows arising from financing
activities

     Cash received from absorbing
investment

     Including: Cash received from
absorbing       minority      shareholders’
investment by subsidiaries

     Cash received from loans                         400,000,000.00                             296,000,000.00

     Cash received from issuing bonds

     Other cash received concerning
                                                    1,457,203,989.51                           1,221,674,080.70
financing activities

Subtotal of cash inflow from financing
                                                    1,857,203,989.51                           1,517,674,080.70
activities

     Cash paid for settling debts                   1,279,307,411.71                           2,074,680,400.72

     Cash paid for dividend and profit
                                                      188,645,086.06                             200,798,539.33
distributing or interest paying

     Including: Dividend and profit of
minority shareholder paid by
subsidiaries

     Other      cash   paid     concerning
                                                      202,020,573.31                             188,394,977.32
financing activities

Subtotal of cash outflow from financing
                                                    1,669,973,071.08                           2,463,873,917.37
activities

Net cash flows arising from financing
                                                      187,230,918.43                            -946,199,836.67
activities

IV. Influence on cash and cash
equivalents due to fluctuation in                     -27,881,042.58                              41,663,429.64
exchange rate

V. Net increase of cash and cash
                                                     -247,670,766.35                            -624,143,943.95
equivalents

     Add: Balance of cash and cash
                                                      791,255,686.65                           1,415,399,630.60
equivalents at the period -begin


                                               78
                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017

VI. Balance of cash and cash
                                                                    543,584,920.30                                791,255,686.65
equivalents at the period -end


Legal Representative: Sun Xiujiang                                      Person in charge of Accounting Works: Xu Guojian
Person in charge of Accounting Institution: Zhou Shoubin


6. Cash Flow Statement of Parent Company

                                                                                                                         In RMB

                  Item                                Current Period                                Last Period

I. Cash flows arising from operating
activities:

     Cash received from selling
commodities and providing labor                                 17,779,799,230.47                            15,258,749,693.82
services

     Write-back of tax received                                        19,910,796.38

     Other cash received concerning
                                                                    208,487,752.85                                249,661,725.51
operating activities

Subtotal of cash inflow arising from
                                                                18,008,197,779.70                            15,508,411,419.33
operating activities

     Cash paid for purchasing
commodities and receiving labor                                 12,560,793,216.10                             9,826,140,303.09
service

     Cash paid to/for staff and workers                            2,752,738,939.89                           2,315,580,568.87

     Taxes paid                                                     494,082,108.93                                661,815,142.14

     Other    cash     paid    concerning
                                                                    333,575,369.33                                294,240,359.26
operating activities

Subtotal of cash outflow arising from
                                                                16,141,189,634.25                            13,097,776,373.36
operating activities

Net cash flows arising from operating
                                                                   1,867,008,145.45                           2,410,635,045.97
activities

II. Cash flows arising from investing
activities:

     Cash received from recovering
investment

     Cash received from investment
                                                                       22,740,535.94                               23,018,666.90
income

     Net cash received from disposal of
                                                                        3,412,604.19                                1,816,869.52
fixed, intangible and other long-term

                                                              79
                                                                Shandong Airlines Co., Ltd. Annual Report 2017

assets

     Net cash received from disposal of
subsidiaries and other units

     Other cash received concerning
investing activities

Subtotal of cash inflow from investing
                                                    26,153,140.13                              24,835,536.42
activities

     Cash paid for purchasing fixed,
                                                 2,260,152,791.22                           2,169,865,832.31
intangible and other long-term assets

     Cash paid for investment

     Net      cash     received     from
                                                    36,763,414.09
subsidiaries and other units

     Other    cash     paid    concerning
                                                     1,023,651.75                               1,277,063.78
investing activities

Subtotal of cash outflow from investing
                                                 2,297,939,857.06                           2,171,142,896.09
activities

Net cash flows arising from investing
                                                 -2,271,786,716.93                         -2,146,307,359.67
activities

III. Cash flows arising from financing
activities

     Cash received from absorbing
investment

     Cash received from loans                      400,000,000.00                             296,000,000.00

     Cash received from issuing bonds

     Other cash received concerning
                                                 1,457,203,989.51                           1,221,674,080.70
financing activities

Subtotal of cash inflow from financing
                                                 1,857,203,989.51                           1,517,674,080.70
activities

     Cash paid for settling debts                1,279,307,411.71                           2,074,680,400.72

     Cash paid for dividend and profit
                                                   188,645,086.06                             200,798,539.33
distributing or interest paying

     Other    cash     paid    concerning
                                                   202,020,573.31                             188,394,977.32
financing activities

Subtotal of cash outflow from financing
                                                 1,669,973,071.08                           2,463,873,917.37
activities

Net cash flows arising from financing
                                                   187,230,918.43                            -946,199,836.67
activities

IV. Influence on cash and cash                     -27,881,042.58                              41,663,429.64

                                            80
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017

equivalents due to fluctuation in
exchange rate

V. Net increase of cash and cash
                                                                                 -245,428,695.63                                    -640,208,720.73
equivalents

     Add: Balance of cash and cash
                                                                                 761,645,065.66                                     1,401,853,786.39
equivalents at the period -begin

VI. Balance of cash and cash
                                                                                 516,216,370.03                                      761,645,065.66
equivalents at the period -end


Legal Representative: Sun Xiujiang                                                  Person in charge of Accounting Works: Xu Guojian
Person in charge of Accounting Institution: Zhou Shoubin


7. Statement of Changes in Owners’ Equity (Consolidated)

Current Period
                                                                                                                                               In RMB

                                                                                Current Period

                                                   Owners’ equity attributable to parent company

                                     Other equity
                                        instrument

                                          Perpet                     Less:       Other                         Provisio             Minorit    Total
       Item                                                                               Reason
                       Share                               Capital Invento compre                   Surplus      n of     Retaine      y      owners’
                                           ual
                                 Prefer                                                    able
                       capital            capita           reserve    ry        hensive             reserve general d profit interests equity
                                  red              Other                                  reserve
                                            l                        shares income                               risk
                                 stock
                                          securi
                                           ties

                       400,00                                                                                             2,805,4             3,836,1
I. Balance at the                                          75,410,              131,880             423,424
                       0,000.                                                                                             58,074.             72,828.
end of the last year                                       363.70               ,061.76              ,327.64
                           00                                                                                                  96                  06

     Add:
Changes of
accounting policy

            Error
correction of the
last period


Enterprise
combine under the
same control

            Other


                                                                           81
                                                        Shandong Airlines Co., Ltd. Annual Report 2017

II. Balance at the    400,00                                                2,805,4          3,836,1
                               75,410,        131,880     423,424
beginning of this     0,000.                                                58,074.          72,828.
                               363.70         ,061.76      ,327.64
year                     00                                                      96               06

III. Increase/
Decrease in this                              46,614,      48,032,         322,320           416,968
year (Decrease is                              777.72      932.35           ,475.80          ,185.87
listed with “-”)

(i) Total
                                              46,614,                      490,353           536,968
comprehensive
                                               777.72                       ,408.15          ,185.87
income

(ii) Owners’
devoted and
decreased capital

1.Common shares
invested by
shareholders

2. Capital invested
by holders of other
equity instruments

3. Amount
reckoned into
owners’ equity
with share-based
payment

4. Other

                                                                            -168,03          -120,00
(III) Profit                                               48,032,
                                                                            2,932.3          0,000.0
distribution                                               932.35
                                                                                  5                0

1. Withdrawal of                                           48,032,         -48,032,
surplus reserves                                           932.35            932.35

2. Withdrawal of
general risk
provisions

3. Distribution for                                                         -120,00          -120,00
owners (or                                                                  0,000.0          0,000.0
shareholders)                                                                     0                0

4. Other

(IV) Carrying
forward internal
owners’ equity

                                         82
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017

1. Capital reserves
conversed to
capital (share
capital)

2. Surplus reserves
conversed to
capital (share
capital)

3. Remedying loss
with surplus
reserve

4. Other

(V) Reasonable
reserve

1. Withdrawal in
the report period

2. Usage in the
report period

(VI)Others

IV. Balance at the 400,00                                                                                                 3,127,7              4,253,1
                                                           75,410,              178,494             471,457
end of the report      0,000.                                                                                             78,550.              41,013.
                                                           363.70               ,839.48              ,259.99
period                     00                                                                                                  76                   93

Last Period
                                                                                                                                                In RMB

                                                                                 Last Period

                                                   Owners’ equity attributable to parent company

                                     Other equity
                                        instrument
                                                                                                                                    Minorit
                                          Perpet                     Less:      Other                          Provisio                         Total
          Item                                                                                                                         y
                                                                                          Reason
                       Share                               Capital Invento compre                   Surplus      n of     Retaine              owners’
                                           ual                                                                                      interest
                                 Prefer                                                    able
                       capital                             reserve    ry        hensive             reserve general d profit                   equity
                                          capita                                                                                       s
                                  red              Other                                  reserve
                                            l                        shares income                               risk
                                 stock
                                          securi
                                           ties

                       400,00                                                                                             2,425,0              3,365,0
I. Balance at the                                          75,410,              93,555,             370,981
                       0,000.                                                                                             66,740.              13,204.
end of the last year                                       363.70                005.44              ,095.40
                           00                                                                                                  03                   57

     Add:
Changes of


                                                                           83
                                                        Shandong Airlines Co., Ltd. Annual Report 2017

accounting policy

            Error
correction of the
last period


Enterprise
combine under the
same control

            Other

II. Balance at the    400,00                                                2,425,0          3,365,0
                               75,410,        93,555,     370,981
beginning of this     0,000.                                                66,740.          13,204.
                               363.70         005.44       ,095.40
year                     00                                                      03               57

III. Increase/
Decrease in this                              38,325,      52,443,         380,391           471,159
year (Decrease is                             056.32       232.24           ,334.93          ,623.49
listed with “-”)

(i) Total
                                              38,325,                      532,834           571,159
comprehensive
                                              056.32                        ,567.17          ,623.49
income

(ii) Owners’
devoted and
decreased capital

1.Common shares
invested by
shareholders

2. Capital invested
by holders of other
equity instruments

3. Amount
reckoned into
owners’ equity
with share-based
payment

4. Other

                                                                            -152,44          -100,00
(III) Profit                                               52,443,
                                                                            3,232.2          0,000.0
distribution                                               232.24
                                                                                  4                0

1. Withdrawal of                                           52,443,         -52,443,
surplus reserves                                           232.24            232.24

2. Withdrawal of

                                         84
                                                                                 Shandong Airlines Co., Ltd. Annual Report 2017

general risk
provisions

3. Distribution for                                                                                  -100,00          -100,00
owners (or                                                                                           0,000.0          0,000.0
shareholders)                                                                                              0                0

4. Other

(IV) Carrying
forward internal
owners’ equity

1. Capital reserves
conversed to
capital (share
capital)

2. Surplus reserves
conversed to
capital (share
capital)

3. Remedying loss
with surplus
reserve

4. Other

(V) Reasonable
reserve

1. Withdrawal in
the report period

2. Usage in the
report period

(VI)Others

IV. Balance at the 400,00                                                                            2,805,4          3,836,1
                                                 75,410,        131,880            423,424
end of the report     0,000.                                                                         58,074.          72,828.
                                                  363.70        ,061.76             ,327.64
period                   00                                                                               96               06


Legal Representative: Sun Xiujiang                                  Person in charge of Accounting Works: Xu Guojian
Person in charge of Accounting Institution: Zhou Shoubin


8. Statement of Changes in Owners’ Equity (Parent Company)

Current Period
                                                                                                                       In RMB

          Item                                                  Current Period

                                                           85
                                                                                            Shandong Airlines Co., Ltd. Annual Report 2017

                                   Other equity instrument

                                             Perpetu                                     Other
                                                                              Less:                                                       Total
                        Share                   al               Capital                comprehe Reasonab Surplus            Retaine
                                  Preferre                                  Inventory                                                   owners’
                       capital               capital    Other    reserve                 nsive      le reserve    reserve    d profit
                                  d stock                                    shares                                                      equity
                                             securiti                                    income
                                               es

                                                                                                                             2,779,3
I. Balance at the      400,000,                                 86,911,16               131,880,0                422,763,6              3,820,921
                                                                                                                             67,094.
end of the last year    000.00                                       8.71                  61.76                     23.11                ,948.30
                                                                                                                                  72

       Add: Changes
of accounting
policy

            Error
correction of the
last period

            Other

II. Balance at the                                                                                                           2,779,3
                       400,000,                                 86,911,16               131,880,0                422,763,6              3,820,921
beginning of this                                                                                                            67,094.
                        000.00                                       8.71                  61.76                     23.11                ,948.30
year                                                                                                                              72

III. Increase/
Decrease in this                                                                        46,614,77                48,032,93 312,296 406,944,1
year (Decrease is                                                                            7.72                     2.35 ,391.19         01.26
listed with “-”)

(i) Total
                                                                                        46,614,77                            480,329 526,944,1
comprehensive
                                                                                             7.72                            ,323.54       01.26
income

(ii) Owners’
devoted and
decreased capital

1.Common shares
invested by
shareholders

2. Capital invested
by holders of other
equity instruments

3. Amount
reckoned into
owners’ equity
with share-based
payment


                                                                       86
                                                                                       Shandong Airlines Co., Ltd. Annual Report 2017

4. Other

                                                                                                                    -168,03
(III) Profit                                                                                            48,032,93             -120,000,
                                                                                                                    2,932.3
distribution                                                                                                 2.35               000.00
                                                                                                                          5

1. Withdrawal of                                                                                        48,032,93 -48,032,
surplus reserves                                                                                             2.35 932.35

2. Distribution to                                                                                                  -120,00
                                                                                                        -120,000,
owners (or                                                                                                          0,000.0
                                                                                                          000.00
shareholders)                                                                                                             0

3.Other

(IV) Carrying
forward internal
owners’ equity

1. Capital reserves
conversed to
capital (share
capital)

2. Surplus reserves
conversed to
capital (share
capital)

3. Remedying loss
with surplus
reserve

4. Other

(V) Reasonable
reserve

1. Withdrawal in
the report period

2. Usage in the
report period

(VI)Others

IV. Balance at the                                                                                                  3,091,6
                      400,000,                             86,911,16            178,494,8               470,796,5             4,227,866
end of the report                                                                                                   63,485.
                       000.00                                   8.71                   39.48                55.46               ,049.56
period                                                                                                                   91

Last period
                                                                                                                                In RMB

                                                                       Last period
          Item
                       Share     Other equity instrument    Capital    Less:         Other     Reasonab Surplus     Retaine     Total

                                                                  87
                                                                                          Shandong Airlines Co., Ltd. Annual Report 2017

                       capital               Perpetu             reserve    Inventory comprehe le reserve    reserve    d profit   owners’
                                                al                           shares     nsive                                       equity
                                  Preferre
                                             capital    Other                          income
                                  d stock
                                             securiti
                                               es

                                                                                                                        2,407,3
I. Balance at the      400,000,                                 86,911,16             93,555,00             370,320,3              3,358,164
                                                                                                                        78,004.
end of the last year    000.00                                       8.71                  5.44                 90.87                ,569.53
                                                                                                                             51

       Add: Changes
of accounting
policy

            Error
correction of the
last period

            Other

II. Balance at the                                                                                                      2,407,3
                       400,000,                                 86,911,16             93,555,00             370,320,3              3,358,164
beginning of this                                                                                                       78,004.
                        000.00                                       8.71                  5.44                 90.87                ,569.53
year                                                                                                                         51

III. Increase/
Decrease in this                                                                      38,325,05             52,443,23 371,989 462,757,3
year (Decrease is                                                                          6.32                  2.24 ,090.21         78.77
listed with “-”)

(i) Total
                                                                                      38,325,05                         524,432 562,757,3
comprehensive
                                                                                           6.32                         ,322.45       78.77
income

(ii) Owners’
devoted and
decreased capital

1.Common shares
invested by
shareholders

2. Capital invested
by holders of other
equity instruments

3. Amount
reckoned into
owners’ equity
with share-based
payment

4. Other


                                                                       88
                                                                               Shandong Airlines Co., Ltd. Annual Report 2017

                                                                                                           -152,44
(III) Profit                                                                                   52,443,23             -100,000,
                                                                                                           3,232.2
distribution                                                                                        2.24               000.00
                                                                                                                4

1. Withdrawal of                                                                               52,443,23 -52,443,
surplus reserves                                                                                    2.24 232.24

2. Distribution to                                                                                         -100,00
                                                                                                                     -100,000,
owners (or                                                                                                 0,000.0
                                                                                                                       000.00
shareholders)                                                                                                   0

3.Other

(IV) Carrying
forward internal
owners’ equity

1. Capital reserves
conversed to
capital (share
capital)

2. Surplus reserves
conversed to
capital (share
capital)

3. Remedying loss
with surplus
reserve

4. Other

(V) Reasonable
reserve

1. Withdrawal in
the report period

2. Usage in the
report period

(VI)Others

IV. Balance at the                                                                                         2,779,3
                      400,000,                             86,911,16       131,880,0           422,763,6             3,820,921
end of the report                                                                                          67,094.
                       000.00                                   8.71           61.76               23.11               ,948.30
period                                                                                                         72


Legal Representative: Sun Xiujiang                                     Person in charge of Accounting Works: Xu Guojian
Person in charge of Accounting Institution: Zhou Shoubin




                                                                 89
                                                                                              Shandong Airlines Co., Ltd. Annual Report 2017




                                                   Shandong Airlines Co., Ltd.
                                              Notes to the Financial Statements
                                          for the Year Ended 31 December 2017
                                         (All amounts are expressed in CNY unless otherwise stated)



Note 1 Corporation profile

Shandong Airlines Co., Ltd. (hereafter, the Company) is a foreign-invested limited liability company incorporated in the People’s Republic of China.

The Company was incorporated through the restructuring project jointly initiated by Shandong Airlines Group Co., Ltd. (hereafter, SDA Group),

Inspur Co., Ltd. (previously known as Inspur Electronic Information Industry Group Company (浪潮电子信息产业集团公司), Shandong Hualu

Group Co., Ltd, Shandong Group Corp. of Fisheries Enterprises and Luyin Investment Group (鲁银投资集团股份有限公司) following the

approval (LuTiGaiQiZi(1999)No.88 (鲁体改企字(1999)第 88 号)) granted by the Economic Reform Commission of Shandong Province (山东省

经济体制改革委员会) on July 29th, 1999.

Shandong Airlines Group Co., Ltd. acquired 259,204,000 state-owned corporate shares (国有法人股), with CNY 1.00 at par, of the Company by

transferring its air transportation operation and the related assets and liabilities to the Company on November 25th, 1999. Inspur Co., Ltd.,

Shandong Hualu Group Co., Ltd. and Shandong Group Corp. of Fisheries Enterprises each acquired 199,000 state-owned corporate shares, with

CNY 1.00 at par, by cash investment of CNY 200,000.00 each on November 26th, 1999. Luyin Investment Group acquired 199,000 domestic

corporate shares (国内法人股), with CNY 1.00 at par, by cash investment of CNY 200,000.00 on November 26th, 1999.

The Company issued 140,000,000 domestically listed shares denominated in foreign currency (境内上市外资股) (hereafter, B share(s)), with par

value at CNY 1.00 each and issue price at HKD 1.58 each, on August 28 th, 2000 upon the approval (ZhengJianFaXingZi[2000]No.116 (证监发行

字[2000]116 号)) granted by the China Securities Regulatory Commission on August 22nd, 2000; and, the Company was listed on the Shenzhen

Stock Exchange on September 12th, 2000. Immediately after the issuance of the B shares, the capital of the Company increased to CNY

400,000,000.00.

The Agreement of Share Transfer (《股份转让协议》) signed by SDA Group and China National Aviation Holding Company (hereafter, China

Aviation Group) on February 28th, 2004 authorised the transfer of 91,200,000 shares of the Company, equal to 22.8% shareholding, from SDA

Group to China Aviation Group. Immediately after the share transfer, SDA Group’s shareholding in the Company was 42.00%. In November 2004,

the Board of Directors of the Company, in accordance with the approval (GuoZiChanQuan[2004]No.956 (国资产权[2004]956 号:《关于中国航

空集团公司将受让山东航空股份有限公司国有股的合同实施转让有关问题的批复》)) issued by the State-owned Assets Supervision

and Administration Commission of the State Council, authorised China Aviation Group to transfer the state-owned corporate shares received from

SDA Group to Air China Co., Ltd. (hereafter, Air China). As so provided in GuoZiChanQuan[2004]No.956, the rights and obligation attributable to

China Aviation Group as specified in the Agreement of Share Transfer shall be afforded by Air China. The change of share ownership was

registered at the China Securities Depository and Clearing Corporation Limited Shenzhen Office by SDA Group and Air China on December 3 rd,

2004; And, 91,200,000 shares of the Company then became held by Air China.

Legal representative of the Company: SUN, Xiujiang


                                                                        90
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


Place of registration: Shandong Jinan Yaoqiang International Airport

Address of headquarter: Shandong Airlines Centre, 5746 – East 2nd Ring Road, Jinan, Shandong

The Company is permitted to undertake international and domestic passenger and cargo transportation, hotel and beverage related operation

(limited to operation through branch); provision of aircraft maintenance, training of civil aviation pilots and air crew, insurance brokerage; inter-airline

agenting, and principal operation related ground services; sales of airborne material and equipments, grocery, food, health food, art work, souvenir,

etc.; retailing of tobacco products (limited to Qingdao Red-Crowned Crane Hotel); lease of airborne material and equipments; venue rental, private

house rental, business services, hotel accommodation agents and ticket agents; conference services; transportation agency; air cargo storage; and

aviation pilot provision (for other domestic airlines). (The operating activities listed herein does not involve operation related to commodity that are

subject to State Administered Trading (国营贸易管理),but involve operation related to commodity that are subject to quotas , licence

requirements, which are restricted to obtain permission before the operation)(the project that subjects to the approval in accordance with the law,

can carry out business activities only after the approval of the relevant departments to carry out business activities).

The financial statements of the Company has been approved by the board of directors on 22 Mar 2018. 4 subsidiaries of the Company are included

in the consolidated financial statements in 2017, see Note 8 "The equity in other main entities". Scope of consolidation from last year has changed

with 2 subsidiaries increasing,

see Note 7 "Change of scope of consolidation".

The Company and the subsidiaries mainly operate in the industry of air transportation.



Note 2 Basis for preparation of the financial statements

1.   Bacis for preparation

The financial statements of company have been prepared on basis of going concern in conformity with Chinese Accounting Standards for Business

Enterprises and the Accounting Systems for Business Enterprises issued by the Ministry of Finance of People’s Republic of China (Ministry of

Finance issued order No.33, the Ministry of Finance revised order No.76) on15 February 2006, and revised Accounting Standards (order 42 of the

Ministry of Finance) and Compilation Rules for Information Disclosure by Companies Offering Securities to the Public No.15 – General Provisions

on Financial Reports (2014 Revision) issued by the China Securities Regulatory Commission (CSRC).

According to the relevant accounting regulations in Chinese Accounting Standards for Business Enterprises, the company has adopted the accrual

basis of accounting. Held-for-sale non-current assets are measured at the lower of its book value at its classification date and fair value minus

expected disposal costs. Where assets are impaired, provisions for asset impairment are made in accordance with relevant requirements.



Note 3 Statement of Compliance with Enterprise Accounting Standards

The financial statements of the company are recognized and measured in accordance with the regulations in the Chinese Accounting Standards for

Business Enterprises and they give a true and fair view of the financial position, business result and cash flow of the Company as of 31 December

2017. In addition, the financial statements of the company comply, in all material respects, with the revised disclosing requirements for financial

statements and the Compilation Rules for Information Disclosure by Companies Offering Securities to the Public No.15—General Provisions on

Financial Reports (2014 Revision) issued by China Securities Regulatory Commission (CSRC) in 2014.

                                                                            91
                                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017


Note 4 Important Accounting Principles and Accounting Estimates

      The Company and subsidiaries are principally engaged in air transportation. The company and subsidiaries formulate a number of specific

accounting policies and accounting estimates for the revenue recognition and other transactions in accordance with the actual features of

production and management, and the relevant provisions of the Accounting Standards. See Note 4.21 “Revenue” for the description. For

description of significant accounting judgments and estimates made by management, see Note 4.28 “Significant accounting judgments and

estimates”.

4.1 Accounting period

The accounting period of the Company is classified as interim period and annual period. Interim period refers to the reporting period shorter than a

complete annual period. The accounting period of the Company is the calendar year from January 1 to December 31.

4.2 Operating cycle

Normal business cycle is realized by the Company in cash or cash equivalents from the purchase of assets for processing until. The company has

a 12 -month operating cycle, and its assets and liabilities as liquidity criteria for the classification.

4.3 Monetary Unit

Yuan (CNY) is the currency of the primary economic environment in which the Company and its domestic subsidiaries operate. Therefore, the

Company and its domestic subsidiaries choose CNY as their functional currency. The Company adopts CNY to prepare its functional statements.

4.4 Business combination

A business combination is a transaction or event that brings together two or more separate entities into one reporting entity. Business combinations

are classified into business combinations involving enterprises under common control and business combinations not involving enterprises under

common control.

4.4.1 Business combination involving entities under common control

A business combination involving enterprises under common control is a business combination in which all of the combining enterprises are

ultimately controlled by the same party or parties both before and after the combination, and that control is not transitory.

For a business combination involving enterprises under common control, the party that, on the combination date, obtains control of another

enterprise participating in the combination is the absorbing party, while that other enterprise participating in the combination is a party being

absorbed. Combination date is the date on which the absorbing party effectively obtains control of the party being absorbed.

The assets and liabilities obtained are measured at the carrying amounts as recorded by the enterprise being combined at the combination date.

The difference between the carrying amount of the net assets obtained and the carrying amount of consideration paid for the combination (or the

total face value of shares issued) is adjusted to the capital premium (or share premium) in the capital reserve. If the balance of the capital premium

(or share premium) is insufficient, any excess is adjusted to retained earnings.

The cost of a combination incurred by the absorbing party includes any costs directly attributable to the combination shall be recognized as an

expense through profit or loss for the current period when incurred.

4.4.2 Business combination involving entities not under common control

A business combination involving enterprises not under common control is a business combination in which all of the combining enterprises are not
                                                                              92
                                                                                                     Shandong Airlines Co., Ltd. Annual Report 2017


ultimately controlled by the same party or parties both before and after the business combination.

For a business combination not involving enterprises under common control, the party that, on the acquisition date, obtains control of another

enterprise participating in the combination is the acquirer, while that other enterprise participating in the combination is the acquiree. Acquisition

date is the date on which the acquirer effectively obtains control of the acquiree.

For a business combination not involving enterprise under common control, the combination cost including the sum of fair value, at the acquisition

date, of the assets given, liabilities incurred or assumed, and equity securities issued by the acquirer. The intermediary expenses incurred by the

acquirer in respect of auditing, legal services, valuation and consultancy services etc and other associated administrative expenses attributable to

the business combination are recognized in profit or loss when they are incurred.

The transaction cost arose from issuing of equity securities or liability securities shall be initially recognized as equity securities or liability securities.

The contingent consideration related to the combination shall be booked as combination cost at the fair value at the acquisition date. If, within the

12 months after acquisition, additional information can prove the existence of related information at acquisition date and the contingent

consideration need to be adjusted, goodwill can be adjusted.

Combination cost of the acquirer’s interest and identifiable net assets of the acquirer acquired through the business combination shall be measured

by the fair value at the acquisition date. Where the cost of combination exceeds the acquirer’s interest in the fair value of the acquiree’s identifiable

net assets, the difference shall be recognized as goodwill. Where the cost of combination is less than the acquirer’s interest in the fair value of the

acquiree’s identifiable net assets, the difference shall be accounted for according to the following requirements: (i) the acquirer shall reassess the

measurement of the fair values of the acquiree’s identifiable assets, liabilities and contingent liabilities and measurement of the cost of combination;

(ii) if after that reassessment, the cost of combination is still less than the acquirer’s interest in the fair values of the acquiree’s identifiable net

assets, the acquirer shall recognize the remaining difference immediately in profit or loss for the current period.

Where the temporary difference obtained by the acquirer was not recognized due to inconformity with the conditions applied for recognition of

deferred income tax, if, within the 12 months after acquisition, additional information can prove the existence of related information at acquisition

date and the expected economic benefits on the acquisition date arose from deductible temporary difference by the acquiree can be achieved,

relevant income tax assets can be recognized, and goodwill offset. If the goodwill is not sufficient, the difference shall be recognized as profit of the

current period.

Apart from above, the differences shall be taken into profit or loss of the current period if the recognition of deferred income tax assets is related to

the combination.

For a business combination not involving enterprise under common control, which achieved in stages that involves multiple exchange transactions,

according to “The notice of the Ministry of Finance on the issuance of Accounting Standards Interpretation No. 5” (CaiKuai [2012] No. 19) and

Article55 of “Accounting Standards for Business Enterprises No.33 - Consolidated Financial Statements” on the “package deal” criterion (see Note

4.5.2), to judge the multiple transations whether they are the"package deal". If it belong to the “package deal” in reference to the preceding

paragraphs of this section and the Notes described in 4.13 “long-term investment” accounting treatment, if it does not belong to the “package deal”

to distinguish the individual financial statements and the consolidated financial statements related to the accounting treatment:

In the individual financial statements, the total value of the book valueoftheacquiree's equity investment before the acquisition date and the cost of


                                                                              93
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


new investment at the acquisition date, as the initial cost of the investment, the acquiree's equity investment before the acquisition date involved in

other comprehensive income, in the disposal of the investment will be in other comprehensive income associated with the use of infrastructure and

the acquiree directly related to the disposal of assets or liabilities of the same accounting treatment (that is, except in accordance with the equity

method of accounting in the defined benefit plan acquiree is remeasured net changes in net assets or liabilities other than in the corresponding

share of the lead, and the rest into the current investment income).

In the combination financial statements, the equity interest in the acquiree previously held before the acquisition date re-assessed at the fair value

at the acquisition date, with any difference between its fair value and its carrying amount is recorded as investment income.The previously-held

equity interest in the acquiree involved in other comprehensive income and other comprehensive income associated with the purchase of the

foundation should be used party directly related to the disposal of assets or liabilities of the same accounting treatment (that is, except in

accordance with the equity method of accounting in the acquiree is remeasured defined benefit plans other than changes in net liabilities or net

assets due to a corresponding share of the rest of the acquisition date into current investment income).

4.5 Preparation of the consolidated financial statements

4.5.1 The scope of consolidation

The scope of consolidation for the consolidated financial statements is determined on the basis of control. Control is the power to govern the

financial and operating policies of an enterprise so as to obtain benefits from its operating activities. The scope of consolidation includes the

Company and all of the subsidiaries. Subsidiary is an entity under the control of the Company.

Once the change in the relevant facts and circumstances leading to the definition of the relevant elements involved in the control of the change, the

company will be re-evaluated.

4.5.2 Preparation of the consolidated financial statements

The subsidiary of the Company is included in the consolidated financial statements from the date when the control over the net assets and business

decisions of the subsidiary is effectively obtained, and excluded from the date when the control ceases.

For a subsidiary disposed of by the Company, the operating results and cash flows before the date of disposal (the date when control is lost) are

included in the consolidated income statement and consolidated statement of cash flows, as appropriate. For a subsidiary disposed during the

period, no adjustment is made to the opening balance of the consolidated financial statements.

For a subsidiary acquired through a business combination not under common control, the operating results and cash flows from the acquisition (the

date when the control is obtained) are included in the consolidated income statement and consolidated statement of cash flows, as appropriated; no

adjustment is made to the opening balance and comparative figures in the consolidated financial statements.

Where a subsidiary and a party being absorbed in a merger by absorption was acquired during the reporting period, through a business

combination involving enterprises under common control, the financial statements of the subsidiary are included in the consolidated financial

statements. The results of operations and cash flow are included in the consolidated balance sheet and the consolidated income statement,

respectively, based on their carrying amounts, from the date that common control was established, and the opening balances and the comparative

figures of the consolidated financial statements are restated.

When the accounting period or accounting policies of a subsidiary are different from those of the Company, the Company makes necessary


                                                                         94
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


adjustments to the financial statements of the subsidiary based on the Company’s own accounting period or accounting policies. Where a

subsidiary was acquired during the reporting period through a business combination not under common control, the financial statements was

reconciliated on the basis of the fair value of identifiable net assets at the date of acquisition. Intra-Group balances and transactions, and any

unrealized profit or loss arising from intra-Group transactions, are eliminated in preparing the consolidated financial statements.

Minority interest and the portion in the net profit or loss not attributable to the Company are presented separately in the consolidated balance sheet

within shareholders’/ owners’ equity and net profit. Net profit or loss attributable to minority shareholders in the subsidiaries is presented separately

as minority interest in the consolidated income statement below the net profit line item.

When the amount of loss for the current period attributable to the minority shareholders of a subsidiary exceeds the minority shareholders’ portion

of the opening balance of shareholders’/equity of the subsidiary, the excess is allocated against the minority interests.

When the Company loses control of a subsidiary due to the disposal of a portion of an equity investment or other reasons, the remaining equity

investment is re-measured at its fair value at the date when control is lost. The difference between 1) the total amount of consideration received

from the transaction that resulted in the loss of control and the fair value of the remaining equity investment and 2) the carrying amounts of the

interest in the former subsidiary’s net assets immediately before the loss of the control is recognized as investment income for the current period

when control is lost. Other comprehensive income related to the former subsidiary's equity investment, using the foundation and the acquiree

directly related to the disposal of the same assets or liabilities are accounted when the control is lost(ie, in addition to the former subsidiary is

remeasured at the net defined benefit plan or changes in net assets and liabilities resulting from, the rest are transferred to the current investment

income). The retained interest is subsequently measured according to the rules stipulated in the - “Chinese Accounting Standards for Business

Enterprises No.2 - Long-term equity investment” or “Chinese Accounting Standards for Business Enterprises No.22 - Determination and

measurement of financial instruments”. See Note 4.13 Long-term equity investments and Note 4.9 Financial instruments for details.

The company through multiple transactions step deal with disposal of the subsidiary's equity investment until the loss of control, need to distinguish

between equity until the disposal of a subsidiary's loss of control over whether the transaction is package deal. Terms of the transaction disposition

of equity investment in a subsidiary, subject to the following conditions and the economic impact of one or more of cases, usually indicates that

several transactions should be accounted for as a package deal:①these transactions are considered simultaneously, or in the case of mutual

influence made, ②these transactions as a whole in order to achieve a complete business results; ③the occurrence of a transaction depends on

occurs at least one other transaction; ④a transaction look alone is not economical, but when considered together with other transaction is

economical. If they does not belong to the package deal, each of them separately, as the case of a transaction in accordance with “without losing

control over the disposal of a subsidiary part of a long-term equity investments“ (see Note 4.10.2, 4)) and “due to the disposal of certain equity

investments or other reasons lost control of a subsidiary of the original” (see previous paragraph) principles applicable accounting treatment. Until

the disposal of the equity investment loss of control of a subsidiary of the transactions belonging to the package deal, the transaction will be used

as a disposal of a subsidiary and the loss of control of the transaction. However, before losing control of the price of each disposal entitled to share

in the net assets of the subsidiary 's investment corresponding to the difference between the disposal, recognized in the consolidated financial

statements as other comprehensive income, loss of control over the transferred together with the loss of control or loss in the period.

4.6 Joint arrangement

A joint arrangement is an arrangement of which two or more partieshave joint control.A joint arrangement is either a joint operation or a joint venture,
                                                                           95
                                                                                                    Shandong Airlines Co., Ltd. Annual Report 2017


depending of the rights and obligation of the Company in the joint arrangement. A joint operation is a joint arrangement whereby the Company has

rights to the assets, andobligations for the liabilities, relating to the arrangement. A joint venture is a joint arrangement whereby the Company has

rights to the net assets of thearrangement.

The Company accounts for joint ventures using the equity method, see Note 4.13.2.2 for details.

The company, a joint operator, recognises in relation to its interest in a jointoperation:(a)its assets, including its share of any assets held jointly;(b)its

liabilities, including its share of any liabilities incurred jointly;(c)its revenue from the sale of its share of the output arising from thejoint

operation;(d)its share of the revenue from the sale of the output by the jointoperation; and (e)its expenses, including its share of any expenses

incurred jointly.

When the Company enters into a transaction with a joint operation in which it is ajoint operator, such as a sale or contribution of assets, the

Company, prior to disposal of the assets to a third party by the joint operation,recognises gains and losses resulting from such a transaction onlyto

the extent of the other parties's interests in the joint operation.When there is evidence of a reduction in the net realizable value of the assets to be

sold or contributed to the joint operation, or of animpairment loss of those assets which is in line with provision stipulated by CAS 8, those losses

arerecognized fully by the Company.When there is evidence of a reduction in the net realizable value of the assets to be purchased or of an

impairment loss of those assets, the Company shall recognise its share of those losses.

4.7 Cash equivalent

Cash and cash equivalents of the Company include cash on hand, ready usable deposits and investments having short holding term (normally will

be due within three months from the day of purchase), with strong liquidity and easy to be exchanged into certain amount of cash that can be

measured reliably and have low risks of change.

4.8 Foreign exchange

4.8.1 Translation in foreign exchange transactions

The foreign currency transactions are recorded, on initial recognition in the functional currency, by applying [the spot exchange rate on the date of

the transaction / an exchange rate that approximates the actual spot exchange rate on the date of transaction]. The exchange of foreign currency

and transactions related to the foreign exchange are translated at the spot exchange rate.

4.8.2 Translation of monetary foreign currency and non-monetary foreign currency

At the balance sheet date, foreign currency monetary items are translated using the spot exchange rate at the balance sheet date. All the exchange

differences thus resulted are taken to profit or loss, except for ①those relating to foreign currency borrowings specifically for construction and

acquisition of qualifying assets, which are capitalized in accordance with the principle of capitalization of borrowing costs, ②hedging accounting,

the exchange difference related to hedging instruments for the purpose of net oversea operating investment is recorded in the comprehensive

income till the date of disposal and recognized in profit or loss of the period; exchange difference from changes of other account balance of foreign

currency monetary items, ③available-for-trade is recorded into profit or loss except for amortized cost.

In the preparation of consolidated financial statements involving overseas operations, if there is a monetary item in foreign currency which

essentially constitutes a net investment in overseas operation, the exchange difference arising from exchange rate fluctuation will be included in

other comprehensive income. When disposal of overseas operations, it will be transferred to the current profit or loss.


                                                                             96
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


Non-monetary foreign currency items measured at historical cost shall still be translated at the spot exchange rate prevailing on the transaction

date, and the amount denominated in the functional currency is not changed. Non-monetary foreign currency items measured at fair value are

translated at the spot exchange rate prevailing at the date when the fair values are determined. The exchange difference thus resulted are

recognized in profit or loss for the current period or as capital reserve.

4.8.3 The translation of financial statement in foreign currency

When the consolidated financial statements include foreign operation(s), if there is a foreign currency monetary item constituting a net investment in

a foreign operation, exchange difference arising from changes in exchange rates are recognized as “exchange differences arising on translation of

financial statements denominated in foreign currencies” in owner’s equity, and in profit or loss for the period upon disposal of the foreign operation.

The Group translates the financial statements of its foreign operations into CNY by following rules.        Assets and liabilities in the balance sheet

are translated at the spot exchange rate prevailing at the balance sheet date; all equity items except for retained earnings are translated at the spot

exchange rates at the dates on which such items occur; income and expenses in income statement are translated at the spot exchange rates at the

date of transaction; the opening retained earnings is the closing retained earnings of the last period after translation; the closing balance of retained

earnings is calculates and presented in the basis of each translated income statements and profit distribution item; the difference arising between

the assets and liabilities and shareholders’ equity shall be booked as translation difference of foreign currency statements, and shall be presented

as a separate component of equity in the balance sheet. On a loss of control over Group’s oversea operation due to disposal, the Company

transfers the accumulated or proportionate share of the accumulated exchange difference arising on translation of financial statements of this

oversea operation attributable to the owners’ equity of the Company and presented under shareholders’ equity, to profit or loss in the period in

which the disposal occurs.

Foreign currency cash flows and cash flow of oversea subsidiaries are translated at the spot exchange rates on the date of cash flows.The effect of

exchange rate changes on cash is separately presented as an adjustment item in the cash flow statement.

The opening and actual amount of last year are presented in the financial statement after translation

At the disposal of all of the company's ownership interest in a foreign operation, or due to the disposal of part of the equity investment or other

reasons, the loss of control over a foreign operation, the project owner's equity in the balance sheet listed under the relevant overseas operations

attributable to statements of the parent company 's shareholders' equity of foreign currency translation differences, all transferred to the disposal of

the income statement.

At the disposal of part of the equity investment or other causes lower hold percentage overseas business interests, but does not lose control over a

foreign operation, and disposal of the foreign operation section related to foreign currency translation differences attributable to minority interests, is

not transferred to the income statement. At the disposal of a foreign operation as part of the equity joint venture or joint ventures, foreign currency

financial statements of the foreign operation and the associated translation difference in proportion to dispose of the foreign operation into the

disposal of the income statement.

4.9 Financial instruments

4.9.1 Determination of financial assets and liabilities’ fair value

Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm’s length

transaction. For a financial instrument which has an active market, the Company uses quoted price in the active market to establish its fair value.

                                                                             97
                                                                                                    Shandong Airlines Co., Ltd. Annual Report 2017


The quoted price in the active market refers to the price that can be regularly obtained from exchange market, agencies, industry associations,

pricing authorities; it represents the fair market trading price in the actual transaction.

For a financial instrument which does not have an active market, the Company establishes fair value by using a valuation technique. Valuation

techniques include using recent arm’s length market transactions between knowledgeable, willing parties, reference to the current fair value of

another instrument that is substantially the same, discounted cash flow analysis and option pricing models.

The Company measures initially and subsequently the fair value of an interest rate swap at the value of a competitor’s interest rate swap quoted by

a recognized financial institution as at the Company’s balance sheet date in accordance with the principle of consistency.

4.9.2 Classification, recognition and measurement of financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis. On initial recognition, the Company’s

financial assets are classified into one of the four categories, including financial assets at fair value though profit or loss, held-to maturity

investments, loans and receivables and available-for-trade financial assets. A financial asset is recognized initially at fair value. In the case of

financial assets at fair value through profit or loss, relevant transaction costs are immediately charged to the profit and loss of the current period;

transaction costs relating to financial assets of other categories are included in the amount initially recognized.

1) Financial assets at fair value through profit or loss:

Including financial assets held-for-trade and financial assets designated at fair value through profit or loss.

Financial asset held-for-trade is the financial asset that meets one of the following conditions:

A. the financial asset is acquired for the purpose of selling it in a short term;

B. the financial asset is a part of a portfolio of identifiable financial instruments that are collectively managed, and there is objective evidence

indicating that the enterprise recently manages this portfolio for the purpose of short-term profits;

C. the financial asset is a derivative, except for a derivative that is designated and effective hedging instrument, or a financial guarantee contract, or

a derivative that is linked to and must be settled by delivery of an unquoted equity instrument (without a quoted price from an active market) whose

fair value cannot be reliably measured. For such kind of financial assets, fair values are adopted for subsequent measurement.

Financial asset is designated on initial recognition as at fair value through profit or loss only when it meets one of the following conditions:

A. the designation eliminates or significantly reduces the inconsistency in the measurement or recognition of relevant gains or losses that would

otherwise arise from measuring the financial instruments on different bases.

B. a Group of financial instruments is managed and its performance is evaluated on a fair value basis, and is reported to the enterprise’s key

management personnel. Formal documentation regarding risk management or investment strategy has prepared.

Financial assets at fair value through profit or loss are subsequently measured at the fair value. Any gains or losses arising from changes in the fair

value and any dividends or interest income earned on the financial assets are recognized in the profit or loss.

2) Investment held-to maturity

Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturity that an entity has the

positive intention and ability to hold to maturity. Such kind of financial assets are subsequently measured at amortized cost using the effective

interest method. Gains or losses arising from derecognition, impairment or amortization are recognized in profit or loss for the current period.

Effective interest rate is the rate that exactly discounted estimated future cash flows through the expected life of the financial asset or financial


                                                                             98
                                                                                                     Shandong Airlines Co., Ltd. Annual Report 2017


liability or, where appropriate, a shorter period to the net carrying amount of the financial asset or financial liability.

When calculating the effective interest rate, the Company shall estimate future cash flow considering all contractual terms of the financial asset or

financial liability without considering future credit losses, and also consider all fees paid or received between the parties to the contract giving rise to

the financial asset and financial liability that are an integral part of the effective interest rate, transaction costs, and premiums or discounts, etc.

3) Loans and receivables

Loans and receivables are non-derivative financial assets with fixed determinable payment that are not quoted in an active market. Financial assets

classified as loans and receivables by the Company include note receivables, account receivables, interest receivable dividends receivable and

other receivables.

Loans and receivables are subsequently measured at amortized cost using the effective interest method. Gain or loss arising from derecognition,

impairment or amortization is recognized in profit or loss.

4) Financial assets available-for-trade

Financial assets available-for-trade include non-derivative financial assets that are designated on initial recognition as available for trade, and

financial assets that are not classified as financial assets at fair value through profit or loss, loans and receivables or investment held-to-maturity.

Financial assets available-for-trade are measured by amortization pricing method, which is that the beginning recognized amount minus the already

paid principal, plus or minus the accumulated amortization which is the amortization amount from the difference between the beginning recognized

amount and maturity amount using the actual interest rate method, and deduct the impairment losses. It’s ending cost of the period is its initial

acquisition cost.

Financial assets available-for-trade are subsequently measured at fair value, and gains or losses arising from changes in the fair value are

recognized as other comprehensive income and included in the capital reserve, except that impairment losses and exchange differences related to

amortized cost of monetary financial assets denominated in foreign currencies are recognized in profit or loss, until the financial assets are

derecognized, at which time the gains or losses are released and recognized in profit or loss.

Interests obtained and dividends declared by the investee during the period in which the financial assets available-for-trade are held, are

recognized in investment gains.

4.9.3 Impairment of financial assets

The Group assesses at the balance sheet date the carrying amount of every financial asset except for the financial assets that measured by the fair

value. If there is objective evidence indicating a financial asset may be impaired, a provision is provided for the impairment.

1) Impairment on held-to maturity investment, loans and receivables

The financial assets measured by cost or amortized cost write down their carrying value by the estimated present value of future cash flow. The

difference is recorded as impairment loss. If there is objective evidence to indicate the recovery of value of financial assets after impairment, and it

is related with subsequent event after recognition of loss, the impairment loss recorded originally can be reversed. The carrying value of financial

assets after impairment loss reversed shall not exceed the amortized cost of the financial assets without provisions of impairment loss on the

reserving date.

2) Impairment loss on available-for-trade financial assets

Where the fair value of the equity instrument investment drops significantly or not contemporarily according to the integrated relevant factors, an


                                                                              99
                                                                                                    Shandong Airlines Co., Ltd. Annual Report 2017


available-for-trade financial asset is impaired.

When an available-for-trade financial asset is impaired, the cumulative loss arising from declining in fair value that had been recognized in capital

reserve shall be removed and recognized in profit or loss. The amount of the cumulative loss that is removed shall be difference between the

acquisition cost with deduction of recoverable amount less amortized cost, current fair value and any impairment loss on that financial asset

previously recognized in profit or loss.

If, after an impairment loss has been recognized, there is objective evidence that the value of the financial asset is recovered, and it is objectively

related to an event occurring after the impairment loss was recognized, the initial impairment loss can be reversed and the reserved impairment

loss on available-for-trade equity instrument is recorded in the profit or loss, the reserved impairment loss on available-for-trade debt instrument is

recorded in the current profit or loss.

The equity instrument where there is no quoted price in an active market, and whose fair value cannot be reliably measured, or impairment loss on

a derivative asset that is linked to and must be settled by delivery of such an unquoted equity instrument shall not be reversed.

4.9.4 Recognition and measurement of financial assets transfer

The Group derecognizes a financial asset when one of the following conditions is met:

1) the rights to receive cash flows from the asset have expired;

2) the enterprise has transferred its rights to receive cash flows from the asset to a third party under a pass-through arrangement; or

3) the enterprise has transferred its rights to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewards

of the asset, or (b) has neither transferred norretained substantially all the risks and rewards of the asset, but has transferred control of the asset.

If the enterprise has neither retained all the risks and rewards from the financial asset nor control over the asset, the asset is recognized according

to the extent it exists as financial asset, and correspondent liability is recognized. The extent of existence refers the level of risk by the financial

asset changes the enterprise is facing.

For a transfer of a financial asset in its entirety that satisfies the derecognition criteria, (a). the carrying amount of the financial asset transferred;

and (b) the sum of the consideration received from the transfer and any cumulative gain or loss that had been recognized in other comprehensive

income, is recognized in profit or loss.

If a part of the transferred financial asset qualifies for derecognition, the carrying amount of the transferred financial asset is allocated between the

part that continues to be recognized and the part that is derecognized, based on the relative fair value of those parts. The difference between (a)

the carrying amount allocated to the part derecognized; and (b) the sum of the consideration received for the part derecognized and any cumulative

gain or loss allocated to the part derecognized which has been previously recognized in other comprehensive income, is recognized in profit or

loss.

4.9.5 Classification and measurement of financial liabilities

The Group’s financial liabilities are, on initial recognition, classified into financial liabilities at fair value through profit or loss and other financial

liabilities. For financial liabilities at fair value through profit or loss, relevant transaction costs are immediately recognized in profit or loss for the

current period, and transaction costs relating to other financial liabilities are included in the initial recognition amounts.

1) Financial liabilities measured by the fair value and the changes recorded in profit or loss

The classification by which financial liabilities held-for-trade and financial liabilities designed at the initial recognition to be measured by the fair


                                                                            100
                                                                                                     Shandong Airlines Co., Ltd. Annual Report 2017


value follows the same criteria as the classification by which financial assets held-for-trade and financial assets designed at the initial recognition to

be measured by the fair value and their changes are recorded in the current profit or loss.

For the financial liabilities measured by the fair value and changes recorded in the profit or loss, fair values are adopted for subsequent

measurement. All the gains or losses on the change of fair value and the expenses on dividends or interests related to these financial liabilities are

recognized in profit or loss for the current period.

2) Other financial liabilities

Derivative financial liabilities that linked with equity instruments, which do not have a quoted price in an active market and their fair value cannot be

measured reliably, is subsequently measured by cost Other financial liabilities are subsequently measured at amortized cost using the effective

interest method. Gains or losses arising from derecognition or amortization is recognized in profit or loss for the current period.

3) Financial guarantee contracts

For financial guarantee contracts that are not designated as at fair value through profit or loss,they are, after initial recognition, subsequently

measured at the higher of: (i) the amount determined according to the principles of Accounting Standards for Business Enterprises No. 13 -

Contingencies, and (ii) the amount initially recognized less the accumulated amortization determined according to the principles of Accounting

Standards for Business Enterprises No. 14 - Revenue.

4.9.6 Derecognition of financial liabilities

The Group derecognizes a financial liability (or part of it) when the underlying present obligation (or part of it) is discharged or cancelled or has

expired. An agreement between the Company (an existing borrower) and existing lender to replace original financial liability with a new financial

liability with substantially different terms is accounted for as an extinguishment of the original financial liability and the recognition of a new liability.

When the Company derecognizes a financial liability or a part of it, it recognizes the difference between the carrying amount of the financial liability

(or part of the financial liability) derecognized the consideration paid (including any non-cash assets transferred or new financial liabilities assumed)

in profit or loss.

4.9.7 Derivatives and embedded derivatives

Derivative financial instruments include derivatives are initially measured at fair value at the date when the derivative contracts are entered into and

are substantially re-measured at fair value. The resulting gain and loss is recognized in profit or loss.

An embedded derivative is separated from the hybrid instrument, where the hybrid instrument is not designated as a financial asset or financial

liability at fair value though profit or loss, and the treated as a standalone derivative if (a) the economic characteristics and risks of the embedded

derivative are not closely related to the economic characteristics and risks of the host contract; and (b) a separate instrument with the same terms

as the embedded derivative would meet the definition of a derivative. If the Company is unable to measure the embedded derivative separately

either at acquisition or at a subsequent balance sheet date, it designates the entire hybrid instrument as a financial asset or financial liability at fair

value through profit or loss.

4.9.8 Offsetting financial assets and financial liabilities

When the Company has a legal right that is currently enforceable to set off the recognized financial assets and financial liabilities, and intends either

to settle on a net basis, or to realize the financial asset and settle the financial liability simultaneously, a financial asset and a financial liability shall

be offset and the net amount is presented in the balance sheet. Except for the above circumstances, financial assets and financial liabilities shall be

                                                                             101
                                                                                                    Shandong Airlines Co., Ltd. Annual Report 2017


presented separately in the balance sheet and shall not be offset.

4.9.9 Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities. The

consideration received from issuing equity instruments, net of transaction costs, are added to shareholders’ equity. All types of distribution

(excluding stock dividends) made by the Company to holders of equity instruments are deducted from shareholders’ equity. The Group does not

recognize any changes in the fair value of equity instruments.

4.10 Receivables

The receivables by the Company include account receivables, and other receivables.

4.10.1 Criteria for recognition of bad debts:

The Company carries out an inspection on the balance sheet date. Where there is any objective evidence proving that the receivables have been

impaired, an impairment provision shall be made:

1) A serious financial difficulty occurs to the issuer or debtor;

2) The debtor breaches any of the contractual stipulations, for example, fails to pay or delays the payment of interests or the principal, etc.;

3) The debtor will probably become bankrupt or carry out other financial reorganizations;

4) Other objective evidences showing the impairment of the receivables.

4.10.2 Method for bad debts provision

1) Provisions of bad debts in account receivables that is individually significant.

Individual receivables equal to or higher than 5% of total receivables are classified as receivables of individual significance.

For an account receivable that is individually significant, the asset is individually assessed for impairment, the impairment loss is recognized at the

difference between the present value of future cash flow less the carrying amount, and provision is made accordingly.

2) Provisions of bad debts in account receivables that individually insignificant items with similar credit risk characteristics that have significant risk:

A.Evidence of credit risk characteristics

Whether the financial asset is individually significant or not individually significant, it is included in a group of financial assets with similar credit risk

characteristics and collectively assessed for impairment. Such credit risk reflects the repayment of all due amount under the contract, and is related

to the estimation of future cash flow expected to be derived from the assets.

Evidence of portfolios:

                               Item                                                                  Basis

                                                            Receivables not individually assessed for impairment are categorised on the basis

                                                            of credit risk. Provision for bad debts for each category of receivables is

          Categories by nature of receivables               recognized at the actual rate of loss for the previous year of the same or similar

                                                            category bearing similar credit risk characteristics after adjustment for the current

                                                            year circumstances.


                                                                             102
                                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017


B.Provision by credit risk characteristics

During the Company impairment test, the amount of bad debts provisions is determined by the assessed result from the experience of historical

loss and current economic status and the existing loss in the estimated account receivables according to the set of account receivables and credit

risk characteristic.

Provisions for difference portfolios:

                                      Item                                                                       Provision

 Categories by nature of receivables                                             Percentage of carrying amount

a.    Portfolio 1 by Aging analysis

                                                        Percentage of carrying amount for recognition of           Percentage of carrying amount for

                       Category                           allowance for bad debt applicable to accounts          recognition of allowance for bad debt

                                                                            receivable                               applicable to other receivables

Categories by nature of receivables                                             5%                                                 5%

3) Provisions of bad debts that is individually insignificant.

For the account receivables not individually significant, the Company assesses the account receivables individually for impairment when are of

following characteristics: if there is objective evidence indicating the impairment, the impairment loss is recognized at the difference between the

present value of future cash flow less the carrying amount, and provision is made accordingly. For examples: receivables of individual insignificance

bears differing credit risk characteristics to other receivables of individual insignificance account receivables with related parties; account

receivables under litigations or arbitrations, or account receivables with obvious indication that debtor cannot fulfill the obligation of repayment.

4.10.3 The reversal of bad debts provision

If there is objective evidence of recovery in value of account receivables, and the recovery can be related to an event occurring after the impairment

was recognized, the previously recognized impairment loss is reversed and recognized in profit or loss. However, the reversal shall not result in a

carrying amount that exceeds what the amortized cost would have been had the impairment loss not been recognized at the date the impairment is

reversed.

4.11 Inventories

4.11.1 Classification of inventory

The Company’s inventory mainly include air materials and low-value consumables.。

4.11.2 Valuation method of inventories upon delivery

Inventories are initially carried at the actual cost. The actual cost of inventories transferred out is assigned by using first-in, first out (FIFO) method.

4.11.3 Basis for determining net realizable value of inventories and provision methods for decline in value of inventories

Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion, the estimated costs

necessary to make the sale and relevant taxes. Net realizable value is determined on the basis of clear evidence obtained, and takes into

consideration the purpose of holding inventories and effect of post balance sheet events.

                                                                            103
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


At the balance sheet date, inventories are measured at the lower of the cost and net realizable value. If the net realizable value is below the cost of

inventories, a provision for decline in value of inventories is made. The provision for inventories decline in value is determined normally by the

difference of the cost of individual item less its realizable value. For large quantity and low value items of inventories, provision for decline in value

is made based on categories of inventories. For items of inventories relating to a product line that are produced and marketed in the same

geographical area, have the same or similar end users or purposes, and cannot be practicably evaluated separately from other items in that product

line provision for decline in value is determined on an aggregate basis.

After the provision for decline in value of inventories is made, if the circumstances that previously caused inventories to be written down below cost

no longer exist so that the net realizable value of inventories is higher than their cost, the original provision for decline in value is reversed and the

reversal is included in profit or loss for the period.

4.11.4 The perpetual inventory system is maintained for stock system.

4.11.5 Amortization method for low cost and short-lived consumable items and packaging materials.

Low cost and short-lived consumable items are amortized using immediate write-off method; packaging materials are amortized using immediate

write-off method.

4.12 Assets and disposal groups held for sale

 The company classify an asset or disposal group as held for sale if its carrying amount will be recovered principally through a sale transaction

rather than through continuing use. Specific standards are as follows, which should be satisfied at the same time: the asset is immediately sellable

at its current condition according to the practice; the company has completed official decision to dispose the asset and has acquired firm

purchasing commitments; and the sales will be completed within one year. The disposal group refers to a group of assets that are sold as a whole

or disposed of in a transaction as a whole, and the liabilities directly related to those assets transferred in the transaction at the same time. If the

assets group or asset group combination of the disposal group share the goodwill obtained in the business combination according to CAS 8 - Asset

Impairment, and the disposal group shall include the goodwill allocated to the disposal group.

Non-current assets held for sale and disposal group,which the company's initial measurement or remeasurement on the date of the balance sheet

divided into, if the book value is higher than the fair value deducting the sale cost, it’s book value will be witten down to the fair value deducting the

sale cost , in addition the reduced amount is recognized as impairment loss included in the current profits and losses, while accruing the provision

for impairment of assets held for sale. For the disposal group, confirmed asset impairment losses, will reduce the book value of the goodwill of a

disposal group first, then reduce the book value of the non-current assets proportionally applying to CAS 42 - Non-Current Assets Held For Sale,

the Disposal group and Discontinued Operations (hereinafter referred to as the "held for sale rule") . With the fair value deducting the sale cost of

the disposal assets held for sale increasing on the date of the balance sheet, the deducted amount shoud be recovered accordingly Within the

relevant scope. The recovering amount is included in the profits and losses of the current period, and the book value is increased proportionally

according to the proportion of the book value of the non-current assets stipulated in the rules for sale in addition to the goodwill in the disposal

group. The deductible book value of goodwill and the asset impairment losses that are applied to the standards of assets for sale shall not be

recovered before they are classified as holding assets for sale.

Depreciation or amortization of non- current assets held for sale or disposal group are not raised. The interest of liabilities and other expenses in


                                                                           104
                                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017


the disposal group held for sale will continue to be confirmed.                    When the non- current assets or disposal groups no longer meet the

conditions of assets held for sale categories, the company will no longer divide that into assets held for sale categories or will remove that from the

disposal of non- current assets held for sale, and measured by the lower amount: (1) the book value before being classified as held for sale

category, and adjusted of the depreciation, amortization or impairment according to the assumption not being classified as held for sale. (2)

recoverable amount.

4.13 Long-term equity investments

Long-term equity investments referred to in this section refer to the Company invested entity has control, joint control or significant influence over

the long-term equity investments. The Company invested does not have control, joint control or significant influence over the long-term equity

investments as financial assets available for sale or at fair value and the changes included financial assets through profit or loss, which refer to the

accounting policies in Note 4. 9 “financial Instruments”.

Joint control is the Company control over an arrangement in accordance with the relevant stipulations are common, related activities and the

arrangement must be after sharing control participants agreed to the decision-making. Significant influence is the Company s financial and

operating policies of the entity has the right to participate in decision-making, but can not control or with other parties joint control over those

policies.

4.13.1 Determination of Investment cost

The cost of a long-term equity investment acquired through business combination under common control is measured at the acquirer's share of the

combination date book value of the acquiree's net equity in the ultimate controller's consolidated financial statements. The difference between the

cost and book value of cash paid, non-monetary assets transferred and liabilities assumed is adjusted to capital reserves, and to retained earnings

if capital reserves is insufficient. If the consideration is transferred by way of issuing equity instruments, the face value of the equity instruments

issued is recognized in share capital and the difference between the cost of the face value of the equity instruments issued is adjusted to capital

reserves, and to retained earnings if capital reserves is insufficient. Where a business combination under common control is achieved by multiple

acquisition of the acquiree's shareholding, the multiple acquisitions shall be assessed to determine whether the multiple acquistions shall be viewed

as "a package deal". If the multiple acquistions shall be viewed as "a package deal", the multiple acquistions shall be accounted for as one single

transaction accordingly. If the multiple acquisitions shall not be viewed as "a package deal", the difference between the cost of combination and the

sum of the book value of the investment in the acquiree immediately before the combination and the book value of the consideration transferred to

acquire additional shareholding is adjusted to capital reserves, and retained earnings if capital reserves is insufficient. Cumulative other

comprehensive income associated with the investment recognized as a result of the treatment of equity method or available-for-sale financial

assets prior to the combination is not affected by the combination.

The cost of a long-term equity investment acquired through business combination not under common control is the fair value of the assets

transferred, liabilities incurred or assumed and equity instruments issued.

Through multiple transactions to obtain the shares of the merged party step by step, and ultimately the enterprise merger under the different control

is formed, which should be dealt with differently whether it belongs to "a package deal". If it belongs to "a package deal", all transactions should be

dealt as a transaction of acquiring the control. If not, the initial investment cost of the long-term equity investment which is changeably measured by

the cost method is calculated according to the sum of the book value of the original investor's equity plus the new investment cost. The original
                                                                           105
                                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017


ownership is measured by equity method, and the other comprehensive income is not carried on an accountancy processing. The difference

between the fair value and the book value of the original holding equity investment which is financial assets held for the sale, as well as the

accumulated change of the fair value which is entered into the other comprehensive income before, will be transferred into the current profit and

loss.

All expenses incurred directly associated with the acquisition by the acquirer, including expenditure of audit, legal services, valuation and

consultancy and other administrative expenses, are recognized in profit or loss for the period during which the acquisition occurs.

Long-term equity investments acquired not through business combination are measured at cost on initial recognition. Depending on the way of

acquisition, the cost of acquisition can be the total cash paid, the fair value of equity instrument issued, the contract price, the fair value or book

value of the assets given away in the case of non-monetary asset exchange, or the fair value of the relevant long-term equity investments. The cost

of acquisition of a long-term equity investment acquired not through business combination also includes all directly associated expenses, applicable

taxes and fees, and other necessary expenses. For the implementation of major influence or common control but failng to reach control through

additional investment over the invested entity, the cost of the long-term equity investment is the sum of fair value of the original equity investment in

accordance with "the accounting standards for Enterprises No. 22 - recognition and measurement of financial instruments" and the new investment

cost.

4.13.2 Subsequent Measurement

To be invested joint control ( except constitute common operator ) or long-term equity investments significant influence are accounted for using the

equity method. In addition, the Company's financial statements using the cost method of accounting for long-term equity can exercise control over

the investee.

1) Cost method of accounting for long-term equity investments

Under the cost method, a long-term equity investment is measured at initial investment cost. Except for cash dividends or profits declared but not

yet paid that are included in the price or consideration actually paid upon acquisition of the long-term equity investment, investment income is

recognized in the period in accordance with the attributable share of cash dividends or profit distributions declared by the investee.

2) Equity method of accounting for long-term equity investments

Where the initial investment cost of a long-term equity investment exceeds the investing enterprise’s interest in the fair values of the investee’s

identifiable net assets at the time of acquisition, no adjustment shall be made to the initial investment cost.

The carrying amount of an long-term equity investment measured using the equity method is adjusted by the Company's share of the investee's net

profit and other comprehensive income, which is recognized as investment income and other comprehensive income respectively. The carrying

amount of an long-term equity investment measured using the equity method is reduced by profit distribution or cash dividends announced by the

investee. The carrying amount of an long-term equity investment measured using the equity method is also adjusted by the investee's equity

movement other than net profit, other comprehensive income and profit distribution, which is adjusted to capital reserves. The net profit of the

investee is adjusted by the fair value of the investee's identifiable assets as at acquistion. The financial statements and hence the net profit and

other comprehensive income of an investee which does not adopt accounting policies or accounting period uniform with the Company is adjusted

by the Company's accounting policies and accounting period. The Company's share of unrealized profit or loss arising from related party


                                                                           106
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


transactions between the Company and an associate or joint venture is deducted from investment income. Unrealized loss arising from related

party transactions between the Company and an associate or joint venture which is associated with asset impairment is not adjusted. Where assets

transferred to an associate or joint venture which form part of the Company's investment in the investee but which does not enable the Company

obtain control over the investee, the cost of the additional investment acquired is measured at the fair value of assets transferred and the difference

between the cost of the additional investment and the book value of the assets transferred is recognized in profit or loss. Where assets transferred

to an associate or joint venture form an operation, the difference between the consideration received and the book value of the assets transferred in

recognized in profit or loss. Where assets transferred from an associate or joint venture form an operation, the transaction is accounted for in

accordance with CAS 20 - Business Combination, any gain or loss is reocgnised in profit or loss.

The Company's share of an investee's net loss is limited by the sum of the book value of the long-term equity investment and other net long-term

investments in the investees. Where the Company has obligation to share additional net loss of the investee, the estimated share of loss

recognized as accrued liabilities and investment loss. Where the Company has unrecognized share of loss of the investee when the investee

generates net profit, the Company's unrecognized share of loss is reduced by the Company's share of net profit and when the Company's

unrecognized share or loss is eliminated in full, the Company's share of net profit, if any, is recognized as investment income.

3) Acquisition of minority interest

The difference between newly increased equity investment due to acquisition of minority interests and portion of net asset cumulatively calculated

from the acquisition date is adjusted as capital reserve. If the capital reserve is not sufficient to absorb the difference, the excess are adjusted

against returned earnings.

4) Disposal of long-term equity investment

Where the parent company disposes long-term investment in a subsidiary without a change in control, the difference in the net asset between the

amount of disposed long-term investment and the amount of the consideration paid or received is adjusted to the owner’s equity. If the disposal of

long-term investment in a subsidiary involves loss of control over the subsidiary, the related accounting policies in Note 4.5.2 applies. For disposal

of long-term equity investments in any situation other than the fore-mentioned situation, the difference between the book value of the investment

disposed and the consideration received is recognized in profit or loss.

Where a long-term equity investment is measured by the equity method both before and after part disposal of the investment, cumulative other

comprehensive income relevant to the investment recognized prior to the acquistion is treated in the same manner that the investee disposes the

relevant assets or liabilities proportionate to the disposal. The investee's equity movement other than net profit, other comprehensive income and

profit distribution is reocgnised in profit or loss proportionate to the disposal.

Where a long-term equity investment is measured at cost both before and after part disposal of the investment, cumulative other comprehensive

income relevant to the investment recognized, as a result of accounting by equity method or recognition and measurement principles applicable to

financial instruments, prior to the Company's acquisition of control over the investee is treated in the same manner that the investee disposes the

relevant assets or liabilities and recognized in profit or loss proportionate to the disposal. The investee's equity movement other than net profit,

other comprehensive income and profit distribution, as a result of accounting by equity method, is reocgnised in profit or loss proportionate to the

disposal.


                                                                             107
                                                                                                Shandong Airlines Co., Ltd. Annual Report 2017


Where the Company's control over an investee is lost due to partial disposal of investment in the investee and the Company continues to have

significant influence over the investee after the partial disposal, the investment in measured by the equity method in the Company's separate

financial statements; where the Company's control over an investee is lost due to partial disposal of investment in the investee and the Company

ceases to have significant influence over the investee after the partial disposal, the investment in measured in accordance with the recognition and

measurement principles applicable to financial instruments in the Company's separate financial statements and the difference between the fair

value and the book value of the remaining investment at the date of loss of control is recognized in profit or loss. Cumulative other comprehensive

income relevant to the investment recognized, as a result of accounting by equity method or recognition and measurement principles applicable to

financial instruments, prior to the Company's acquisition of control over the investee is treated in the same manner that the investee disposes the

relevant assets or liabilities on the date of loss of control. The investee's equity movement other than net profit, other comprehensive income and

profit distribution, as a result of accounting by equity method, is reocgnised in profit or loss when control is lost. Where the remaining investment is

measured by equity method, the fore-mentioned other comprehensive income and other equity movement are recognized in profit or loss

proportionate to the disposal; Where the remaining investment is measured in accordance with the recognition and measurement principles

applicable to financial instruments, the fore-mentioned other comprehensive income and other equity movement are recognized in profit or loss in

full.

Where the Company's joint control or significant influence over an investee is lost due to partial disposal of investment in the investee, the

remaining investment in the investee is measured in accordance with the recognition and measurement principles applicable to financial

instruments, the difference between the fair value and the book value of the remaining investment at the date of loss of joint control or significant

influence is recognized in profit or loss.Cumulative other comprehensive income relevant to the investment recognized, as a result of accounting by

equity method, prior to the partial disposal is treated in the same manner that the investee disposes the relevant assets or liabilities on the date of

loss of joint control or significant influence. The investee's equity movement other than net profit, other comprehensive income and profit distribution

is reocgnised in profit or loss when joint control or significant influence is lost.

Where the Company's control over an investee is lost through multiple disposals and the multiple disposals shall be viewed as one single

transaction, the multiple disposals is accounted for one single transaction which result in the Company's loss of control over the investee. Each

difference between the consideration received and the book value of the investment disposed is recognized in other comprehensive income and

reclassified in full to profit or loss at the time when control over the investee is lost.

4.14 Fixed assets

4.14.1 The conditions of recognition

Fixed assets refers to the tangible assets that are held for the sake of producing commodities, rendering labor service, renting or business

management and their useful life is in excess of one fiscal year. Fixed assets are only confirmed when the related economic benefits are likely to

flow into the company and its cost can be reliably measured. The initial measurement is carried out on the basis of the cost of fixed assets and the

effect of the expected discarded cost.

4.14.2 The method for depreciation

Fixed assets are stated at cost and consider the impact of expected costs of abandoning the initial measurement. From the following month of state

of intended use, depreciation method of the straight-line method is used for different categories of fixed assets to take depreciation. The recognition
                                                                              108
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


of the classification, useful life and estimated residual rate are as follows:

                       Category                              Expected useful life          Estimated residual value(%)           Depreciation(%)

 Houses and building                                                             20-33                               5.00                     2.88-4.75

 Key components and power supports of aircraft
                                                                                 15-20                               5.00                     4.75-6.33
 engine

 Replacement parts of engine                                                         3-5                             0.00                      20-33.33

 Equipments, electronic devices and furniture                                       4-10                             5.00                     9.5-23.75

 High value rotables                                                             15-18                               0.00                     5.56-6.67

Expected net residual value of fixed assets is the balance of the Company currently obtained from the disposal of the asset less the estimated costs

of disposal amount, assuming the asset is out of useful life and state the expected service life in the end.

4.14.3 Measurement and recognition of fixed assets

Impairment and provisions of fixed assets are disclosed on Note 4..19 “Impairment of long-term assets”.

4.14.4 Fixed Assets under finance leases

A finance lease is a lease that transfers in substance all the risks and rewards incident to ownership of an asset. Title may or may not eventually be

transferred.

Fixed assets that are held under finance leases shall be depreciated by applying the same policy as that for the fixed assets owned by the

Company. If it can be reasonably determined that the ownership of the leased assets can be obtained at the end of the lease period, the leased

assets are depreciated over their useful lives; otherwise, the leased assets are depreciated over the shorter of the lease terms and the useful lives

of the leased assets.

4.14.5 Others

A fixed asset is recognized only when the economic benefits associated with the asset will probably flow to the Company and the cost of the asset

can be measured reliably. Subsequent expenditure incurred for a fixed asset that meet the recognition criteria shall be included in the cost of the

fixed asset, and the carrying amount of the component of the fixed asset that is replaced shall be derecognized. Otherwise, such expenditure shall

be recognized in profit or loss in the period in which they are incurred.

The revenue from selling or transferring, or disposing a fixed asset is booked into profit and loss after deduction of carrying value and related tax.

The Company conducts a review of useful life, expected net realizable value and depreciation methods of the fixed asset at least on an annual

base. Any change is regarded as change in accounting estimates.

4.15 Construction in progress

Construction in progress is measured at its actual cost. The actual costs include various construction expenditures during the construction period,

borrowing costs capitalized before it is ready for intended use and other relevant costs. Construction in progress is transferred to a fixed asset when

it is ready for intended use.


                                                                            109
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


Testing method for provision impairment of construction in progress and accrued method for provision impairment please refer to Note 4.19

“Impairment of long-term assets”.

4.16 Borrowing costs

Borrowing costs include interest, amortization of discounts or premiums related to borrowings, ancillary costs incurred in connection with the

arrangement of borrowings, and exchange differences arising from foreign currency borrowings.

The borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalized. The amounts of

other borrowing costs incurred are recognized as an expense in the period in which they are incurred. Qualifying assets are asset (fixed assets,

investment property and inventories, etc.) that necessarily take a substantial period of time for acquisition, construction or production to get ready

for their intended use or sale.

Where funds are borrowed for a specific-purpose, the amount of interest to be capitalized is the actual interest expense incurred on that borrowing

for the period less any bank interest earned from depositing the borrowed funds before being used on the asset or any investment income on the

temporary investment of those funds.

Where funds are borrowed for a general-purpose, the amount of interest to be capitalized on such borrowings is determined by applying a weighted

average interest rate to the weighted average of the excess amounts of accumulated expenditure on the asset over and above the amounts of

specific-purpose borrowings

During the capitalization period, exchange differences related to a specific-purpose borrowing denominating in foreign currency are all capitalized.

Exchange differences in connection with general-purpose borrowings are recognized in profit or loss in the period in which they are incurred.

Assets qualified for capitalization are the fixed assets, investment properties or inventories which need a long time of construction or production

activities before ready for intended used or sale.

Capitalization of borrowing costs is suspended during periods in which the acquisition, construction or production of a qualifying asset is interrupted

by activities other than those necessary to prepare the asset for its intended use or sale, when the interruption is for a continuous period of more

than 3 months. Borrowing costs incurred during these periods recognized as an expense for the current period until the acquisition, construction or

production is resumed.

4.17 Intangible assets

4.17.1 Intangible asset

The term “intangible asset” refers to the identifiable non-monetary assets without physical shape, possessed or controlled by enterprises.

The intangible assets are initially measured by its cost. Expenses related to intangible assets, if the economic benefits related to intangible assets

are likely to flow into the enterprise and the cost of intangible assets can be measured reliably, shall be recorded as cost of intangible assets. The

expenses other than this shall be booked in the profit or loss when they occur.

Land use rights that are purchased by the Company are accounted for as intangible assets. Buildings, such as plants that are developed and

constructed by the Company, and relevant land use rights and buildings, are accounted for as intangible assets and fixed assets, respectively.

Payments for the land and buildings purchased are allocated between the land use rights and the buildings; if they cannot be reasonably allocated,

all of the land use rights and buildings are accounted for as fixed assets.

                                                                          110
                                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017


When an intangible asset with a definite useful life is available for use, its original cost less net residual value and any accumulate impairment

losses is amortized over its estimated useful life using the straight-line method . An intangible asset with an indefinite useful life is not amortized.

For an intangible asset with a definite useful life, the Company reviews the useful life and amortization method at the end of the period, and makes

adjustment when necessary.. An additional review is also carried out for useful life of the intangible assets with indefinite useful life. If there is

evidence showing the foreseeable limit period of economic benefits generated to the enterprise by the intangible assets, then estimate its useful life

and amortize according to the policy of intangible assets with definite useful life.

4.17.2 the expenditure of research and development

The expenditures for                   its internal research and development projects of the                      Company shall                be classified

into research expenditures and developmentexpenditures.

The research expenditures shall be recorded into the profits and losses of the current period when they are incurred.

Development expenditures in internal research and development projects shall be recognized as intangible assets where they satisfy all of the

following conditions:

①Technical feasibility of completing the intangible asset so that it will be available for use or sale;

②Intention to complete the intangible asset and use or sell it;

③How the intangible asset will generate economic benefits, including the ability to demonstrate the existence of a market for the output of the

intangible asset or the intangible asset itself or, if it is to be used internally, the usefulness of the intangible asset;

④Availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset;

⑤Ability to measure reliably the expenditure that is attributable to the intangible asset during its development.

The expenses which can not be distinguished between research and development stage, shall be recorded into the profit or loss for the

current period.

4.17.3 Impairment testing methods and recognition of impairment provision of intangible assets

Impairment and provisions of intangible assets are disclosed on Note 4.19 “Impairment of long-term assets”.

4.18 Deferred charges

Deferred charges represent expenses incurred that should be borne and amortized over the current and subsequent period (together of more than

one year). Deferred charges are amortized by using straight line method. Such as expenses for pilots’ initial trainings, those expenses are

amortized at 10 years according to their benefit period respectively.

4.19 Impairment of long-term assets

Non-financial assets with non-current nature include fixed assets, construction in progress, intangible assets with definite useful lives, investment

properties measured by cost methods and long-term equity investment on subsidiaries, jointly operations. The Company assesses whether there

are any indicators of impairment for all non-financial assets at the balance sheet date, and impairment test is carried out and recoverable value is

estimated if such an indicator exits. Goodwill and intangible assets with indefinite useful lives, as well as intangible assets not ready for use, are

tested for impairment annually regardless of indicators of impairment.


                                                                              111
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


Impairment of loss is calculated and provisions taken by the difference if the recoverable value of the assets is lower than the book value. The

recoverable value is the higher of estimated present value of the future expected cash flows from the asset and net fair value of the asset less

disposed cost. The fair value of asset is determined by the sales agreement price within an arm’s length transaction. In case there is no sales

agreement, but there is active market of assets, the fair value can be determined by the selling price. If there is neither sales agreement nor active

market, the fair value of the asset can be estimated based on the best information obtained.

Disposal expenses include expenses related to the legislation, taxes, transportations and the direct expense for the asset to be ready for sale.

When calculating the present value of expected future cash flows from an asset or asset Group, the management shall estimate the expected

future cash flows from the asset or asset Group and choose a suitable discount rate in order to calculate the present value of those cash flows.

Provision for asset impairment is calculated and determined on the individual basis. If the recoverable of individual asset is hard to estimate, the

recoverable amount can be determined by the asset Group where subject asset belongs. Asset Group is the smallest set of assets that can have

cash flow in independently.

The Company determines whether goodwill is impaired at least on an annual basis. This requires an estimation of the present value of the future

expected cash flows from the asset Groups or sets of asset Groups to which the goodwill is allocated. Estimating the present value requires the

Company to make an estimate of the expected future cash flows from the asset Groups or sets of asset Groups and also choose a suitable

discount rate in order to calculate the present value of those cash flows. Once the loss from above asset impairment is recognized, the recoverable

part cannot be reserved in the subsequent periods.

4.20 Employee Benefits

The employee benefits of the company include short-term employee benefits, post-employment benefits, termination benefits and other long-term

employee benefits:

Short-term employee benefits includes wages, bonuses, allowances and subsidies, welfare, health insurance , maternity insurance, work injury

insurance, housing funds, labor union funds, employee education funds, non-monetary benefits and etc. Short-term employee benefits are

recognized as liabilities and profit or loss account or the costs associated with the asset during the accounting period when employees actually

provide services,. The non -monetary benefits are measured at fair value.

Post-employment benefits include defined contribution plans and defined benefit plans. Defined contribution plan which includes the basic pension,

unemployment insurance and annuities shall be recognized as cost of related assets or profit or loss. Projected unit credit cost method (“PUC”) was

used by independent actuaries engaged by the Company to determine the present value of the defined benefit obligations with unbiased and

consistent actuarial assumptions regarding population variables and financial variables. Defined benefit obligation was presented with the present

value and the related current service cost was accounted into current profit or loss.

When the Company terminates the labor relationship with employees prior to the employment contracts, or encourages employees to accept

voluntary redundancy compensation proposals in this company, a provision shall be recognized for the compensation arising from the termination of

employment relationship with employees at the time when the Company can not unilaterally withdraw layoff proposal termination benefits provided

due to termination of employment, or the company ensures the costs related to the payment for termination benefits related to the restructuring,

which one is early to confirm employee benefits liabilities, and recorded as profit or loss. However, if termination benefits can not be fully paid aftert


                                                                           112
                                                                                                 Shandong Airlines Co., Ltd. Annual Report 2017


welve months of the reporting date,, the liability shall be processed in accordance with other long-term employee benefits.

Retirement plan adopts the same principles as the termination benefits . The salaries and insurance to be paid from the date when employees stop

providing services to the date of normal retirementshall be recognized in profit or loss (termination benefits) when satisfying the requirements of a

provision..

Other long-term employee benefits provided by the company to employees that is in line with defined contribution plans shall adopt the accounting

treatment in accordance with defined contribution plans, otherwise the accounting treatment of defined benefit plans..

4.21 Revenue

4.21.1 Revenue from rendering of service

①    The Company recognise revenue from rendering of air service for carriage of passengers when the service is rendered or when an unused

ticket expires. The sale of a ticket does not constitute revenue. An unused ticket expires on the annual anniversary of its sale. Tickets sold but of

which the service is not yet rendered are recognized in current liabilities as Advances from customers. If service is rendered through code sharing,

revenue arising from the service provision is apportioned amongst parties to the code sharing agreement. The revenue arising from code sharing is

also recognized when the service is rendered.

② The Company company recognise air cargo revenue from rendering of air service for carriage of cargo when the service is rendered

③ Revenue arising from other air service rendering is recognized when the service rendering is completed.

4.21.2 Royalty Revenue

According to the contract or agreement, the revenue is recognized on an accrual basis.

4.21.3 Interest Income

The amount of interest revenue should be measured and confirmed in accordance with the length of time for which the enterprise's cash is used by

others and the actual interest rate.

4.22 Government Grants

Government grants are transfer of monetary assets and non-monetary assets from the government to the Company at no consideration, excluding

the capital invested by the government as equity owner. Government grant can be classified as grant related to the assets and grants related to the

income. Government grants obtained by the Company which are relevant to construction or acquisition of long-term assets are classified as

asset-related government grants; all other government grants are classified as revenue-related government grants. For government grants without

specified beneficiary, the Company performs classification in accordance with the following criteria.

4.22.1 Where a grant is obtained for a specified project, the grant is spitted into asset-related and revenue related portions proportionate to the

project's investment to expense ratio; the classification is reviewed on each balance sheet date and revised if necessary.

4.22.2 Where a grant is obtained for general purpose, the grant as a whole is classified as a revenue-related government grant. If a government

grant is in the form of a transfer of a monetary asset, it is measured at the amount received or receivable. If a government grant is in the form of a

non-monetary asset, it is measured at fair value. If the fair value cannot be reliably determined, it is measured at a nominal amount. A government

grant measured at a nominal amount is recognized immediately in profit or loss for the period.

The company's government subsidies are usually confirmed and measured by the actual amount when they are received. However for the end of

                                                                          113
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


the period, if there are conclusive evidence that the relevant conditions can be meet of the financial support policy and financial support funds are

expected to receive, it should be measured according to the amount receivable. The following conditions should be meet at the same time if the

subsidies are measured by the amount receivable: (1) the amount of subsidy receivable has been confirmed by the document inssued by the

government departments, or could be reasonably estimated in accordance with the relevant provisions of its own official release of financial

resources management approach, and the expected amount of a material uncertainty which does not exist; (2)it is based on the financial support

project and financial management measures which is released officially by the local finance department with active publicity according to the

provisions of the "Regulations on open government information". And the management measures should be inclusive (any enterprises complying

with the conditions may apply for that ), rather than specifically for specific enterprises; (3) The relevant subsidy has a clear commitment to the

allocation period, and guaranteed by corresponding financial budget, which can be received within the prescribed time limit with reasonable

guarantee; (4) other relevant conditions (if any) should be met in accordance with the specific circumstances of the company and the grant.

A government grant related to an asset is recognized as deferred income, and evenly amortized to profit or loss over the useful life of the related

asset according to a systematic and reasonable method. For a government grant related to income, if the grant is a compensation for related

expenses or losses to be incurred in subsequent period, the grant is recognized as deferred income, and recognized in profit or loss over the

periods in which the related costs are recognized. If the grant is a compensation for related expenses or losses already incurred, the grant is

recognized immediately in profit or loss for the period.

Government subsidies including both assets-related parts and income-related parts should be treated separately. If it is difficult to separate, the

government subsidies as a whole will be classified as income-related government grants.

The government subsidies related to daily activities of the company are included inother income and gain and expenses in accordance with the

essence of economic business; if it is not related to daily activities, it will be included in non-operating income and expense.

For repayment of a government grant already recognized, if there is a related deferred income, the repayment is offset against the carrying amount

of the deferred income, and any excess is recognized in profit or loss for the period. If there are other situations, the repayment is recognized

immediately in profit or loss for the period.

4.23 Deferred tax assets and deferred tax liabilities

4.23.1 Income tax for the current period

At the balance sheet date, deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset

is realized or the liability is settled, according to the requirements of tax laws. The measurement of deferred tax assets and deferred tax liabilities

reflects the tax consequences that would follow from the manner in which the Company expects at the balance sheet date, to recover the assets or

settle the liabilities.

At the balance sheet date, current income tax liabilities or assets for the current and prior periods, are measured at the amount expected to be paid

(or recovered) according to the requirements of tax laws. The calculation for income tax expenses in the current period is based on the taxable

income according to the related tax laws after adjustment to the accounting profit of the reporting period.

4.23.2 Deferred income tax assets and liabilities

For temporary differences between the carrying amount of certain assets or liabilities and their tax base, or between the nil carrying amount of

those items that are not recognized as assets or liabilities and their tax base that can be determined according to tax laws, deferred tax assets and

                                                                          114
                                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017


liabilities are recognized using the balance sheet liability method.

For temporary differences associated with the initial recognition of goodwill and the initial recognition of an asset or liability arising from a

transaction (not a business combination) that affects neither the accounting profit nor taxable profits (or deductible losses) at the time of transaction,

no deferred tax asset or liability is recognized.

For taxable temporary differences associated with investments in subsidiaries and associates, and interests in joint ventures, no deferred income

tax liability related is recognized except where the Company is able to control the timing of reversal of the temporary difference and it is probable

that the temporary difference will not reverse in the foreseeable future.

All deferred income tax liabilities arising from taxable temporary differences except the ones mentioned above are recognized.

For temporary deductible differences associated with the initial recognition of an asset or liability arising from a transaction (not a business

combination) that affects neither the accounting profit nor taxable profits (or deductible losses) at the time of transaction, no deferred tax asset is

recognized.

For taxable temporary deductible differences associated with investments in subsidiaries and associates, and interests in joint ventures, no

deferred income tax asset related is recognized if it is impossible to reversal the temporary difference in the foreseeable future, or it is not probable

to obtain taxable income which can be used for the deduction of the temporary difference in the future.

Except mentioned above, the Company recognizes other deferred income tax assets that can deduct temporary differences to the extent that it is

probable that taxable profits will be available against which the deductible temporary differences can be utilized.

For the deductible losses and tax credit that can be carried forward, deferred tax assets for deductible temporary differences are recognized to the

extent that it is probable that taxable profits will be available against which the deductible temporary differences can be utilized.

At the balance sheet date, deferred tax assets and liabilities are measured at the tax rates according to tax laws, that are expected to apply in the

period in which the asset is realized or the liability is settled.

At the balance sheet date, the Company reviews the carrying amount of deferred tax assets. If it is no longer probable that sufficient taxable profit

will be available in future periods to allow the benefits of the deferred tax assets to be used, the Company reduces the carrying amount of deferred

tax assets. The amount of such reduction is reversed when it becomes probable that sufficient taxable profit will be available

4.23.3 Income tax expenses

Income tax expenses consist of current income tax and deferred income tax.

The expenses from income tax and deferred income tax, as well as the revenue, shall be recorded into profit or loss in current accounting period,

except expense for income tax of the current period and deferred income tax that booked intoother income and gainor equity and adjusted carrying

value of deferred income tax goodwill arose from business combination.

4.23.4 Income tax offset

When we have the legal right, and have intended to, to make settlement with net amount, or through the asset acquisition and liability fulfillment

simultaneously, the Company shall present the net value from the offset between current income tax asset and current income tax liability in the

financial statement.

When the Company has the legal right to make a settlement with the current income tax asset and current income tax liability, and the deferred

                                                                            115
                                                                                                 Shandong Airlines Co., Ltd. Annual Report 2017


income tax asset and deferred income tax liability are related to the same taxable subject under the same tax payer, or related to different taxable

subject, but the intension of net value settlement in regard of the current income tax asset and current income tax liability, the Company shall

present net value after the offset of deferred income tax asset and deferred income tax liability.

4.24 Leases

A finance lease is a lease that transfers in substance all the risks and rewards incident to ownership of an asset. Title may or may not eventually be

transferred. An operating lease is a lease other than a finance lease.

4.24.1 The Company as Lessee under operating Lease

Lease payments under an operating lease are recognized by a lessee on a straight-line basis over the lease term, and either included in the cost of

the related asset or charged to profit or loss for the current period. The contingent rents shall be recorded in the profit or loss of the period in which

they actually arise.

4.24.2 The Company as Leasor under operating Lease

Lease income from operating leases shall be recognized by the leasor in profit or loss on a straight-line basis over the lease term. Initial direct cost

of significance in amount shall be capitalized when incurred. If another basis is more systematic and rational, that basis may be used. Contingent

rents are credited to profit or loss in the period in which they actually arise.

4.24.3 The Company as Lessee under financing Lease

For an asset that is held under a finance lease, at the lease commencement, the leased asset is recorded at the lower of its fair value at the lease

commencement and the present value of the minimum lease payments, and the minimum lease payment is recorded as the carrying amount of the

long-term payables; the difference between the recorded amount of the leased asset and the recorded amount of the payable is accounted for as

unrecognized finance charge, Initial direct costs incurred by the lessee during the process of negotiating and securing the lease agreement shall be

added to the amount recognized for the leased asset.

The net amount of minimum lease payment deducted by the unrecognized finance shall be separated into long-term liabilities and long-term liability

within one year for presentation.

Unrecognized finance charge shall be computed by the effective interest method during the lease term. Contingent rent shall be booked into profit

or loss when actually incurred.

4.24.4 In the case of the leasor of a financing lease

For an asset that is leased out under a finance lease, the aggregate of the minimum lease receipts at the inception of the lease and the initial direct

costs is recorded as a finance lease receivable, and unguaranteed residual value is recorded at the same time; the difference between the

aggregate of the minimum lease receipt, initial direct costs, and unguaranteed residual value, and the aggregate of their present values, is

recognized as unearned finance income, which is amortized using the effective interest rate method over each period during the lease term.

Finance lease receivable less unearned finance income shall be separated into long-term liabilities and long-term liability within one year for

presentation.

Unearned finance income shall be computed by the effective interest method during the lease term. Contingent rent shall be credited into profit or

loss in which actually incurred.

                                                                             116
                                                                                                Shandong Airlines Co., Ltd. Annual Report 2017


4.25 Regular repair and substantial repair

Regular repair expenditure of own aircrafts and aircrafts acquired under a financial lease is accounted for through profit or loss for the period in

which it is incurred. Substantial repair expenditure eligible for capitalisation is capitalised when incurred and recognized as replacement cost of

non-current assets and depreciated over a reasonable length of time. Substantial repair expenditure of aircrafts under an operating lease incurred

before the lease expiry date is amortised on the basis of air hours over the lease period.

4.26 Changes in major accounting policies and accounting estimates

4.26.1 change of accounting policies

4.26.1.1Changes of accounting policy resulting from the implementation of the new enterprise accounting standards

In 28 April, 2017, the Ministry of Finance issued the accounting standard for Enterprises No. 42 - non current assets held for sale, disposal group

and termination of operating, based on Accounting [2017] No.13, which was implemented since 28 May, 2017. In 10 May, 2017, the Ministry of

Finance issued the accounting standards for Enterprises No.16 - government subsidy (2017 Revision), based on accounting [2017] No.15, which

was implemented since 12 June, 2017. The company began to implement the aforementioned two accounting standards, which were passed by the

third meeting of the sixth board of directors of the company in 29, August 2017.

“Accounting standards for Enterprises No. 42 – non-current assets held for sale, disposal group and termination of operating” regulates the

classification, measurement and presentation of non current assets held for sale or disposal group. The presentation and disclosure of the

comparable annual financial statements has been adjusted according to the guidelines for the existing termination of operation on the

implementation date (28 May, 2017).

Before the implementation of " the accounting standards for Enterprises No. 16 - government subsidy (2017 Revision)", government subsidies the

company obtained were included in non-operating income; the government grants related to assets recognized as deferred income, which were

amortized averagely in the operational life of assets. After the implementation of " the accounting standards for Enterprises No. 16 - government

subsidy (2017 Revision)", the government subsidies related to daily activities took place after January 1, 2017 were included in other income and

gain, and the government subsidies which were not related to daily activities were included in non-operating income. This change in the accounting

policy led to an increase of CNY 103,523,912.62 inother income and gainin 2017, and a decrease of CNY 103,523,912.62 in non-operating income.

In 25 December, 2017, the Ministry of finance issued the notice of the ministry of finance on revising the form of general corporate financial

statements, based on accounting [2017] No.30 revised and issued, non-financial enterprise implementing the accounting standards should be in

accordance with the accounting standards for enterprises and the requirements of this notice for the financial statements of the year 2017 and

following years. In accordance with implementation of the notice of the ministry of finance on revising the form of general corporate financial

statements, the original presentation in the "non-operating income" and "non-operating expenses" of the disposal gains and losses of non-current

assets and the exchange gains and losses of non-monetary assets, is changed into “Asset disposal income ". The change of accounting policy

resulted in an increase of CNY 90,439.51 in 2017 and an increase of CNY 68,054.80 in 2016 in assets disposal income, and a decrease of CNY

90,439.51 in 2017 and a decrease of CNY 68,054.80 in 2016 in non-operating income.

4.26.1.2 Changes in other accounting policies

There is no significant change of other accounting policies for the company during the reporting period.


                                                                         117
                                                                                                 Shandong Airlines Co., Ltd. Annual Report 2017


4.26.2 change of accounting estimates

There is no significant change of accounting estimates for the company during the reporting period.

4.27 Correction of prior period errors

There is no significant change of previous accounting errors for the Company during the reporting period.

4.28 Significant account judgment and estimates

The Company is required to make judgments, estimates and assumptions about the carrying amounts of items in the financial statements that

cannot be measured accurately, due to the internal uncertainties of operation activities. These judgments, estimates and assumptions are based on

historical experiences of the Company’s management as well as other factors that are considered to be relevant. These judgments, estimates and

assumptions may affect value of the financial statements in revenue, expenses, assets and liabilities and the disclosure of contingency at the

balance sheet date. However, the actual result derived from those uncertainties in estimates may be different from the Management estimates,

which may lead significant adjustments to the carrying amounts of the assets or liabilities affected in the future.

The Company has reviewed the judgments, estimates and assumptions regularly on the basis of going concern. Where the changes in accounting

estimates only affect the period when changes occurred, and they are recognized within the same period. Where the changes in accounting

estimates affect both current period and future period, the changes are recognized within the period of change and future period.

At balance sheet date, the followings are the significant areas where the Company needs to make judgment, estimates and assumptions over the

value of items in the financial statements:

4.28.1 Classification of lease

The Company classifies leases as operating lease and financing lease according to the rule stipulated in the Accounting Standard for Business

Enterprises No. 21--Leasing-. The management shall make analysis and judgment on whether the risks and rewards related to the title of leased

assets has been transferred to the leaser, or whether the Company has substantially held the risks and rewards related to the ownership of leased

assets.

4.28.2 Allowance for bad debt

According to the relevant accounting policies of the Company in receivables, allowance method is used for bad debt’s calculation. The impairment

of receivables is calculated based on the assessment of recoverable of receivables. Assurance of receivable impairment needs judgments and

estimations from the management. The difference between actual results and original estimates shall have impact on the carrying amount of

receivables and receivable bad debt provisions or the reverse during the change of estimation.

4.28.3 Impairment of inventories

The Company measures inventories by the lower of cost and realizable net value according to the accounting policies in regard of inventories and

provisions for decline in value of inventories is made if the cost is higher than their net realizable value, and obsolete and slow-movement

inventories. Inventories decline in value to net realizable value is the estimated selling price in the ordinary course of business. Net realizable value

is determined on the basis of clear evidence obtained, and takes into consideration the purposes of holding inventories and effect of post balance

sheet events. The difference between the actual result and the original estimates shall have impact on reverse of the carrying amount of the

inventories and their decline in value or provisions during the period of change.

                                                                          118
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


4.28.4 The fair value of financial instruments

For a financial instrument which has no active market, the Company establishes fair value by using various valuation methods, including of

discounted cash flow analysis model. The Company needs to estimate future cash flow, credit risk, volatility and relationship during the valuation

and choose appropriate discount rate. Such assumptions have uncertainties and their changes shall have impact on the fair value of financial

instruments.

4.28.5 Impairment of non-financial, non-current assets

The Company assesses whether there are any indicators of impairment for all non-current assets other than financial assets at the balance sheet

date. For an intangible asset that has indefinite useful life, impairment test is made in addition to the annual impairment test if there is any indication

of impairment. For non-current assets other than financial assets, impairment test is made when there is any indication that its account balance

cannot be recovered.

Impairment exists when the recoverable amount of an asset is the higher of its fair value less cost of disposal and present value of the future cash

flows expected to be derived from the asset.

Net value between the difference of fair value and disposal cost is determined by reference of the price of similar product in a sale agreement in an

arm’s length transaction or an observable market price less the additional cost directly attributable to the disposal of the asset.

When estimating the present value of future cash flow, significant judgments are made over the asset’s production, selling price and relevant

operating expenses, and discount rate used to calculate present value. All available materials that are considered to be relevant shall be used in the

estimation of recoverable value. These materials include estimations of production, selling price and operating expenses based on reasonable and

supportable assumptions.

The Company makes an impairment test for goodwill at least at each year end. This requires an estimation of present value of future cash flow of

the assets or assets group where goodwill has been allocated. The Company shall makes estimation on the future cash flow derived from assets or

assets group and determine an appropriate discount rate for the present value of future cash flow when the estimation of present value of future

cash flow is made.

4.28.6 Depreciation and amortization

Investment property, fixed assets and intangible assets are depreciated and amortized using the straight-line method over their useful lives after

taking into account residual value. The useful lives are regularly reviewed to determine the depreciation and amortization costs charged in each

reporting period. The useful lives are determined based on historical experience of similar assets and the estimated technical changes. If there is

an indication that there has been a change in the factor used to determine the depreciation or amortization, the rate of depreciation or amortization

is revised.

4.28.7 Deferred tax assets

The Company shall recognize all unused tax losses as deferred tax assets to the extent that it is probable that future taxable profit will be available

against which the unused tax losses and unused tax credits can be utilized. This requires the management of the Company make a lot of

judgments over the estimation of time period, value and tax planning strategies when future taxable profit incurs so that the value of deferred tax

assets can be determined.


                                                                           119
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


4.28.8 Income tax

There are some transactions where ultimate tax treatments and calculations have uncertainties in the Company’s everyday operation. Whether it is

possible for some items to make expenditure before tax needs approval from competent tax authorities. If there is any difference between finalized

determination value and their initial estimations value, the difference shall have the impact on the income tax and deferred income tax of the current

period during the final determination.

4.28.9 Aircraft operating lease and engine overhaul expenses

Aircraft operating lease and engine overhaul expenses are accrued and charged to profit or loss in accordance with the expected maintenance

cycle, based on flight hours, flight cycles overhaul period and the amount of the cost of repairs which may occur. These estimates are largely based

on past historical data about the same or similar types of aircraft and engines repairance. The withholding amount and overhaul costs may be

affected by different judgments and estimates and affect current profit or loss.

4.28.10 Defined benefit plan

The defined benefit plan implemented and maintained by the Company includes post-employment benefits plan. The provided welfare costs under

the above defined benefit plan was calculated by expected cumulative unit credit method according to various actuarial assumptions, and were

recognized during the employee service providing period. Actuarial Assumptions include but not limited to discount rate, mortality rate, and etc.. The

discount rate is on the basis of management's review of national debt, and mortality rate depends on the mortality rate adopted by the China life

insurance industry. Supplemental information of defined benefit plan see

Note 6.26.



Note 5       Taxation

5.1 Major taxes and tax rate

                     Tax                                                                       Tax rate (%)

 Enterprise income tax                          Business tax is calculated according to the taxable income(note1)

                                                The VAT is calculated as the difference between output tax (11% of the taxable revenue) and

                                                deductible input tax for the period, and the tax rates are 6%, 11% or 17%. The output tax is
 Value added tax
                                                calculated using the sales of goods and taxable services income (including transportation and

                                                ground services revenue).

                                                Property tax is calculated by the nature of house property and is collected by ad valorem or
 Property tax
                                                specific duties according to the tax rules .

 Urban maintenance and construction tax         Urban maintenance and construction tax is calculated at 7% of turnover tax.

 Education surcharge                            Education surcharge is calculated at 3% of turnover tax.

 Local education Surcharge                      Local education Surcharge is calculated at 2% of turnover tax.

 Civil aviation development Fund                Civil aviation development fund shall be calculated using the collection standard of the relevant

                                                                          120
                                                                                                 Shandong Airlines Co., Ltd. Annual Report 2017


                     Tax                                                                      Tax rate (%)

 Enterprise income tax                         Business tax is calculated according to the taxable income(note1)

                                               The VAT is calculated as the difference between output tax (11% of the taxable revenue) and

                                               deductible input tax for the period, and the tax rates are 6%, 11% or 17%. The output tax is
 Value added tax
                                               calculated using the sales of goods and taxable services income (including transportation and

                                               ground services revenue).

                                               Property tax is calculated by the nature of house property and is collected by ad valorem or
 Property tax
                                               specific duties according to the tax rules .

 Urban maintenance and construction tax        Urban maintenance and construction tax is calculated at 7% of turnover tax.

                                               category of flight routes, maximum departure weight and flight distance adopted by the civil

                                               aviation industry. According to “Interim measures for the administration of the administration of civil

                                               aviation development fund” 《民航发展基金征收使用管理暂行办法》.



Note 1: According to the provision of National Development and Reform Commission ([2014]15) and Announcement of the State Administration of

Taxation on the enterprise income tax on the in-depth implementation of the development strategy of the western region of China"(《国家税务总

局关于深入实施西部大开发战略有关企业所得税问题的公告》) (State Administration of Taxation [2012]12), the Chongqing branch of the

company can get a reduced rate of 15% to pay corporate income tax, when its international and domestic air passenger and cargo transport

projects are in line with the " Catalogue of Encouraged Industries in Western Region”(《西部地区鼓励类产业目录》). All companies in mainland

China are subject to a corporate income tax rate of 25%.


5.2 Tax incentives

5.2.1. Zero VAT rate applies to entities and individuals within the Chinese territory that provide international transportation services, research and

development services and designing services provided to foreign entities, roundtrip transportation services between Hongkong, Marcau,and

Taiwan, as well as transportion services provided in Hongkong, Marcau, and Taiwan per the Notice of Pilot Conversion of Sales-tax-to-VAT for the

Transportation Sector and Certain Contemporary Service Sectors by the Ministry of Finance and State Administration of Taxation

(Caishui[2013]No.37)(财税[2013]37号《财政部、国家税务总局关于在全国开展交通运输业和部分现代服务业营业税改征增值税

试点税收政策的通知》)..

5.2.2. According to the Announcement of the State Administration of Taxation on the enterprise income tax on the in-depth implementation of the

development strategy of the western region of China"(《国家税务总局关于深入实施西部大开发战略有关企业所得税问题的公告》)

(State Administration of Taxation [2012]12), the Chongqing branch of the company Conforming to the conditions for the development and relief of

the western development, can get a reduced rate of 15% to pay corporate income tax in 2017.



Note 6       Notes to significant elements of the consolidated financial statements


                                                                         121
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017

Unless otherwise stated, the meaning of "B/f", "C/f", "Current year", "Prior year" in the following notes (incl. Notes to elements of the separate

financial statements) is "1st January 2017", "31st December 2017", "the year ended 31st December 2017", and "the year ended 31st December

2016" respectively.

6.1 Monetary funds

                               Item                                               C/f                                       B/f

 Cash at hand:                                                                                 372,046.44                            182,606.18

 Bank deposit:                                                                           543,212,873.86                           791,073,080.47

                               Total                                                     543,584,920.30                           791,255,686.65

 Including: the total amount of deposit abroad                                               2,495,063.57                           1,604,517.22

6.2 Notes receivables

                               Item                                              C/f                                        B/f

 Bank acceptance                                                                               115,000.00

                               Total                                                           115,000.00

6.3 Accounts receivables

6.3.1 Disclosure by category

                                                                                                      C/f

                                Category                            Carrying amount              Allowance for bad debt
                                                                                                                            Book value
                                                                    Amount              %           Amount           %

       Accounts receivable of individual significance and
                                                                354,888,680.81 62.18                                      354,888,680.81
       subject to individual impairment assessment

       Accounts receivable subject to impairment assessment
                                                                180,164,301.95 31.57                9,008,215.10 5.00 171,156,086.85
       by credit risk characteristics of a portfolio

       Accounts receivable of individual insignificance but
                                                                 35,683,549.52          6.25       10,823,117.90 30.33     24,860,431.62
       subject to individual impairment assessment

                                  Total                         570,736,532.28 100.00              19,831,333.00 3.47 550,905,199.28

(Continued)

                                                                                                      C/f

                                 Category                             Carrying amount            Allowance for bad debt
                                                                                                                           Book value
                                                                     Amount              %           Amount        %

       Accounts receivable of individual significance and
                                                                  228,116,251.34         67.45                             228,116,251.34
       subject to individual impairment assessment

                                                                      122
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                                            C/f

                                 Category                                Carrying amount             Allowance for bad debt
                                                                                                                                   Book value
                                                                         Amount            %            Amount          %

       Accounts receivable subject to impairment assessment
                                                                     92,078,562.91          27.23      4,603,928.14     5.00        87,474,634.77
       by credit risk characteristics of a portfolio

       Accounts receivable of individual insignificance but
                                                                     18,006,401.64           5.32     10,823,117.90 60.11             7,183,283.74
       subject to individual impairment assessment

                                   Total                            338,201,215.89         100.00     15,427,046.04     4.56       322,774,169.85

① Accounts receivable of individual significance and subject to individual impairment assessment

                                                                                                      C/f

                        Debtor                                              Allowance for Rate of allowance
                                                       Carrying amount                                                      Reason for allowance
                                                                                bad debt               (%)

                                                                                                                      No indication of impairment upon
Air China                                                 226,488,421.70
                                                                                                                            individual assessment

                                                                                                                      No indication of impairment upon
Accounting Center of China Aviation                        64,282,945.89
                                                                                                                            individual assessment

                                                                                                                      No indication of impairment upon
BSP-CHINA                                                  64,117,313.22
                                                                                                                            individual assessment

                        Total                             354,888,680.81

② Accounts receivable subject to impairment assessment by portfolio

                                                                                            C/f
            Portfolio
                                               Carrying amount                    Allowance for bad debt                      Rate of allowance(%)

 Portfolio by nature                                   180,164,301.95                               9,008,215.10                                     5.00

              Total                                    180,164,301.95                               9,008,215.10                                     5.00




                                                                          123
                                                                                              Shandong Airlines Co., Ltd. Annual Report 2017


③ Accounts receivable of individual insignificance but subject to individual impairment assessment

                                                                                             C/f

               Debtor                                                 Allowance for
                                           Carrying amount                                  Rate of allowance (%)           Reason for allowance
                                                                         bad debt

                                                                                                                    No indication of impairment upon
BSP-Other areas(notes)                            20,911,132.89
                                                                                                                    individual assessment

                                                                                                                    impairment upon individual
Debtor #1                                          8,057,209.85              8,057,209.85                  100.00
                                                                                                                    assessment

                                                                                                                    No indication of impairment upon
UATP                                               2,706,589.78
                                                                                                                    individual assessment

                                                                                                                    impairment upon individual
Kun Peng Airlines Co., Ltd.                        1,849,400.00              1,849,400.00                  100.00
                                                                                                                    assessment

                                                                                                                    Non recoverable upon individual
ARC                                                1,224,308.95
                                                                                                                    assessment

                                                                                                                    impairment upon individual
CR Airways                                           916,508.05               916,508.05                   100.00
                                                                                                                    assessment

Taikoo       (Shandong)        Aircraft                                                                             No indication of impairment upon
                                                       18,400.00
Engineering Company Limited                                                                                         individual assessment

                Total                             35,683,549.52           10,823,117.90                     30.33

Notes: BSP-Other areas(notes) includes Tai Wan、Korea、Japan、Hong Kong、Australia、Russia、Canada、Thailand、Germany、Cambodia、

Vietnam、Singapore、Indonesia、Philippines etc.

6.3.2 Recognisation, recovery or reversal of allowance for bad debt

The amount of allowance for bad debts increased during the year due to the business combination is CNY39,840.46. And the amount of allowance

for bad debts recognized during the year is CNY4,364,446.50. No recovery or return to bad debts during the year.

6.3.3 Top five accounts receivables by debtors

The total amount of top five accounts receivables summarised by debtors as at the end of current year is CNY 398,622,813.01, accounting for

69.84% of the total accounts receivable as at the end of current year, the total corresponding allowance for bad debts is CNY2,186,706.61.

6.4 Prepayments

6.4.1 Disclosure by age

             Age                                          C/f                                                         B/f



                                                                       124
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


                                             Amount                          %                          Amount                           %

Within 1 year                                   221,571,912.67                       99.50                    248,363,327.89                       99.69

1 to 2 years                                          343,453.93                      0.15                         50,862.40                        0.02

2 to 3 years                                           50,862.40                      0.02                       231,761.96                         0.09

Over 3 years                                          722,054.66                      0.33                       490,292.70                         0.20

               Total                            222,688,283.66                     100.00                     249,136,244.95                      100.00

6.4.2 Details of top five prepayments

The total amount of top five prepayments as at the end of current year is CNY 74,623,756.62, accounting for 33.51% of the total advance to

suppliers.

6.5 Other receivables

6.5.1 Disclosure by category

                                                                                                C/f

                       Category                           Carrying amount                       Allowance for bad debt
                                                                                                                                  Book value
                                                      Amount                 %                 Amount               %

       Other receivables of individual

       significance and subject to individual    397,069,459.88                   86.85      106,076,302.93              26.71   290,993,156.95

       impairment assessment

       Other receivables subject to subject

       to impairment assessment by credit          34,890,352.33                   7.63        1,744,517.62               5.00    33,145,834.71

       risk characteristics of a portfolio

       Other receivables of individual

       insignificance but subject to               25,213,889.75                   5.52                                           25,213,889.75

       individual impairment assessment

                         Total                   457,173,701.96                  100.00      107,820,820.55              23.58   349,352,881.41

(Continued)

                                                                                                B/f

                       Category                            Carrying amount                     Allowance for bad debt
                                                                                                                                 Book value
                                                        Amount               %                 Amount               %

        Other receivables of individual               353,220,633.95             76.34       108,431,670.15             30.70    244,788,963.80


                                                                       125
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                              B/f

                         Category                       Carrying amount                  Allowance for bad debt
                                                                                                                                        Book value
                                                     Amount               %              Amount                        %

       significance and subject to individual

       impairment assessment

       Other receivables subject to subject to

       impairment assessment by credit risk

       characteristics of a portfolio                65,822,034.03            14.22       3,291,101.71                       5.00        62,530,932.32

       Other receivables of individual

       insignificance but subject to individual

       impairment assessment                         43,680,428.66             9.44                                                      43,680,428.66

                           Total                    462,723,096.64           100.00     111,722,771.86                      24.14       351,000,324.78

① Other receivables of individual significance and subject to individual impairment assessment

                                                                                                     C/f

                        Debtor                                            Allowance for bad                Rate of
                                                    Carrying amount                                                                 Reason for allowance
                                                                                 debt                 allowance (%)

                                                                                                                            No indication of impairment upon
Debtor #1                                               205,026,036.71
                                                                                                                            individual assessment

                                                                                                                            impairment upon individual
Shandong Rainbow Commercial Jet Co., Ltd.               101,551,717.65         101,551,717.65                   100.00
                                                                                                                            assessment

                                                                                                                            impairment      assessment      by
Debtor #2                                                47,450,699.99           2,372,535.00                        5.00
                                                                                                                            portfolio

                                                                                                                            impairment      assessment      by
Debtor #3                                                43,041,005.53           2,152,050.28                        5.00
                                                                                                                            portfolio

                        Total                           397,069,459.88         106,076,302.93                    26.71

② Other receivables subject to impairment assessment by portfolio

                                                                                        C/f
            Portfolio
                                             Carrying amount                   Allowance for bad debt                           Rate of allowance(%)

 Portfolio by nature                                   34,890,352.33                                1,744,517.62                                         5.00

              Total                                    34,890,352.33                                1,744,517.62                                         5.00
                                                                       126
                                                                                             Shandong Airlines Co., Ltd. Annual Report 2017


③ Other receivables of individual insignificance but subject to individual impairment assessment

                                                                                               C/f

                   Debtor                                               Allowance for bad     Rate of allowance
                                                 Carrying amount                                                       Reason for allowance
                                                                              debt                   (%)

                                                                                                                  No indication of impairment upon
Air China                                               5,799,073.26
                                                                                                                  individual assessment

                                                                                                                  No indication of impairment upon
Debtor #1                                               4,482,461.20
                                                                                                                  individual assessment

                                                                                                                  No indication of impairment upon
Debtor #2                                               4,028,610.00
                                                                                                                  individual assessment

                                                                                                                  No indication of impairment upon
Shandong Air New Media Co., Ltd.                        2,952,004.83
                                                                                                                  individual assessment

                                                                                                                  No indication of impairment upon
Debtor #3                                               2,024,430.00
                                                                                                                  individual assessment

                                                                                                                  No indication of impairment upon
Debtor #4                                               1,463,660.80
                                                                                                                  individual assessment

                                                                                                                  No indication of impairment upon
Debtor #5                                               1,332,976.80
                                                                                                                  individual assessment

                                                                                                                  No indication of impairment upon
Debtor #6                                               1,136,562.31
                                                                                                                  individual assessment

                                                                                                                  No indication of impairment upon
Debtor #7                                                 784,104.00
                                                                                                                  individual assessment

                                                                                                                  No indication of impairment upon
Debtor #8                                                 553,166.41
                                                                                                                  individual assessment

Taikoo (Shandong) Aircraft Engineering                                                                            No indication of impairment upon
                                                          188,945.11
Company Limited                                                                                                   individual assessment

Shandong Airlines Rainbow Auto Service                                                                            No indication of impairment upon
                                                          158,590.09
Co., Ltd.                                                                                                         individual assessment

                                                                                                                  No indication of impairment upon
Shenzhen Airlines Co., Ltd.                               100,100.00
                                                                                                                  individual assessment



                                                                       127
                                                                                                Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                                 C/f

                    Debtor                                                Allowance for bad     Rate of allowance
                                                 Carrying amount                                                         Reason for allowance
                                                                                 debt                    (%)

                                                                                                                    No indication of impairment upon
Dalian airlines limited liability company                   97,611.00
                                                                                                                    individual assessment

                                                                                                                    No indication of impairment upon
Kunming Airlines Ltd                                       92,410.00
                                                                                                                    individual assessment

                                                                                                                    No indication of impairment upon
Debtor #9                                                   11,036.17
                                                                                                                    individual assessment

Aircraft Maintenance and Engineering                                                                                No indication of impairment upon
                                                             7,745.32
Corporation (Ameco Beijing)                                                                                         individual assessment

                                                                                                                    No indication of impairment upon
Shandong XiangYu Air Technology Co., Ltd.                        402.45
                                                                                                                    individual assessment

                     Total                             25,213,889.75

6.5.2 Recognization, recovery or reversal of allowance for bad debt

The amount of allowance for bad debts increased during the year due to business combination is CNY 10,942.00. The amount of allowance for

bad debts reversed during the current year is CNY 3,912,893.31. No recovery or provision to bad debts during the year.

6.5.3 Disclosure by nature

                    Category                                              C/f                                                B/f

Deposits                                                                              220,843,044.40                                   151,888,719.29

Others                                                                                236,330,657.56                                   310,834,377.35

                       Total                                                          457,173,701.96                                   462,723,096.64

6.5.4 Top five other receivables

                                                                                                                                    Allowance for bad
                       Debtor                           Nature                  C/f                    Aging             %
                                                                                                                                          debt

Debtor #1                                              Deposits            205,026,036.71        Within 1 year           44.85

Shandong Rainbow Commercial Jet Co., Ltd.               Others             101,551,717.65        Over 5 years            22.21         101,551,717.65

Debtor #2                                               Others              47,450,699.99        Within 3 years          10.38           2,372,535.00

Debtor #3                                               Others              43,041,005.53        Within 2 years              9.41        2,152,050.28



                                                                          128
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                                                                     Allowance for bad
                      Debtor                         Nature                   C/f                     Aging              %
                                                                                                                                           debt

Debtor #4                                            Others                  8,502,368.93       Over 5 years                 1.86           425,118.45

                       Total                                            405,571,828.81                                   88.71          106,501,421.38

6.6 Inventories

                                                                                                     C/f
                        Type
                                                     Gross carrying amount                Impairment allowance           Net carrying amount

 Consumable air quipements                                        78,296,670.06                                                         78,296,670.06

 Low-value consumables                                             2,644,918.01                                                          2,644,918.01

 Materials                                                         2,982,597.57                                                          2,982,597.57

                       Total                                      83,924,185.64                                                         83,924,185.64

(Continued)

                                                                                                     B/f
                       Type
                                                     Gross carrying amount                Impairment allowance           Net carrying amount

 Consumable air quipements                                       115,711,019.94                                                        115,711,019.94

 Low-value consumables                                             3,930,799.75                                                          3,930,799.75

 Materials                                                         1,323,423.87                                                          1,323,423.87

                       Total                                    120,965,243.56                                                         120,965,243.56

6.7 Other current assets

                      Type                                             C/f                                                   B/f

 VAT deductible                                                                     185,809,122.83                                      59,685,735.09

                      Total                                                         185,809,122.83                                      59,685,735.09

6.8 Financial assets available for sale

6.8.1 General information

                                                                 C/f                                                           B/f
                Category
                                          Carrying amount     Impairment Net carrying amount           Carrying amount   Impairment Net carrying amount

Available for sale equity instruments     337,378,099.40                       337,378,099.40          271,872,182.34                      271,872,182.34

Including: measured by fair value           255,715,999.40                          255,715,999.40     190,210,082.34                      190,210,082.34

                                                                       129
                                                                                                    Shandong Airlines Co., Ltd. Annual Report 2017


             measured by cost                       81,662,100.00                       81,662,100.00      81,662,100.00                          81,662,100.00

                   Total                           337,378,099.40                      337,378,099.40      271,872,182.34                        271,872,182.34

6.8.2 Financial assets available for sale measured by fair value at the end of current year

                                                                                  Available for sale equity
                                   Category                                                                                           Total
                                                                                          instruments

 Cost of equity instruments                                                                           6,690,000.00                             6,690,000.00

 Fair value                                                                                         255,715,999.40                           255,715,999.40

 Accumulated changes in the fair value recognized into
                                                                                                    249,025,999.40                           249,025,999.40
 other comprehensive income

 Impairment amount

6.8.3 Financial assets available for sale measured by cost at the end of current year

                                  Carrying amounts as at 31/12/2017                           Impairment
                                                                                                                                                   Cash
                                         Increas     Decreas                              Increas     Decreas              Shareholding
                                                                                                                                                  Dividend
   Investee                               e in          e in                      B/       e in          e in     C/            in
                            B/f                                       C/f                                                                         for current
                                         current     current                       f      current       current      f      investee(%)
                                                                                                                                                    year
                                          year          year                               year          year


Sichuan              35,000,000.0                               35,000,000.0                                                                    19,278,423.6
                                                                                                                                     10.00
Airlines                            0                                        0                                                                                7

Jinan
                     46,662,100.0                               46,662,100.0
International                                                                                                                         1.94        566,011.27
                                    0                                        0
Airport

                     81,662,100.0                               81,662,100.0                                                                    19,844,434.9
     Total
                                    0                                        0                                                                                4

6.9 Long-term equity investments

   Category                B/f          Allowance b/f                                    Currency year movement (+, -)




                                                                            130
                                                                                                             Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                                      Investment gains

                                                                                                            and losses            Other comprehensive          Other
                                                                 Additional         Investment
                                                                                                      recognized under                     income            changes
                                                             investment             reduction
                                                                                                             the equity                  adjustment           in equity

                                                                                                             method

     Associates

     Shandong

     Rainbow
                             22,500,000.00   22,500,000.00
     Commercial

     Jet Co., Ltd.

           Total             22,500,000.00   22,500,000.00

     (Continued)

                                                             Currency year movement (+, -)

                     Category                Declared cash dividends or            Allowance                                      C/f                 Allowance c/f
                                                                                                           Others
                                                       profits                     recognized

     Investment in associates

     Shandong Rainbow Commercial

     Jet Co., Ltd.                                                                                                               22,500,000.00           22,500,000.00

                       Total                                                                                                     22,500,000.00           22,500,000.00

     6.10 Fixed assets

     6.10.1 General information

                                               Houses and              Aircrafts and        High-value          Transportation
                     Items                                                                                                                 Others               Total
                                                 buildings               engines                rotables              vehicles

1. Cost:

1.1 Balance as at 31/12/2016                   359,270,176.86        10,490,391,354.44     718,326,376.78           68,932,416.61       190,971,693.13    11,827,892,017.82

1.2 Increased in current year                   21,702,140.55           562,901,103.11      67,554,642.39           16,558,578.34        19,911,048.75       688,627,513.14

(1) Purchase                                                            536,321,560.61      67,554,642.39            9,492,156.78        11,154,131.98       624,522,491.76

(2) Transferred from
                                                    76,000.00            26,579,542.50                                                                        26,655,542.50
construction in-progress


                                                                                   131
                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017


                                Houses and        Aircrafts and       High-value      Transportation
                   Items                                                                                  Others             Total
                                  buildings         engines            rotables          vehicles

(3) Transferred from merger
                                 21,626,140.55                                          7,066,421.56     8,756,916.77      37,449,478.88
and acquisitions

(4) Others

1.3 Decreased in
                                  3,377,505.67     130,467,836.52     94,740,873.31     9,510,179.48     3,646,447.27     241,742,842.25
current year

(1) Disposal or scrap                              130,467,836.52     94,740,873.31     9,510,179.48     3,646,447.27     238,365,336.58

(2) Others                        3,377,505.67                                                                               3,377,505.67

1.4 Balance as at 31/12/2017    377,594,811.74   10,922,824,621.03   691,140,145.86    75,980,815.47   207,236,294.61   12,274,776,688.71

2. Accumulated Depreciation

2.1 Balance as at 31/12/2016     81,895,705.86    4,216,709,384.42   282,875,021.63    38,349,151.75   102,004,728.85    4,721,833,992.51

2.2 Increased in current year    19,034,048.09     756,495,479.60     38,924,839.43    10,049,809.44    24,563,824.46     849,068,001.02

(1) Accrual                      11,849,610.23     756,495,479.60     38,924,839.43     5,046,840.33    16,735,806.61     829,052,576.20

(2) Transferred from merger
                                  7,184,437.86                                          5,002,969.11     7,828,017.85      20,015,424.82
and acquisitions

2.3 Decreased in current year                      130,467,836.52     60,861,648.05     3,068,903.31     8,596,532.15     202,994,920.03

(1) Disposal or scrap                              130,467,836.52     60,861,648.05     3,068,903.31     8,596,532.15     202,994,920.03

(2) Others

2.4. Balance as at 31/12/2017   100,929,753.95    4,842,737,027.50   260,938,213.01    45,330,057.88   117,972,021.16    5,367,907,073.50

3. Impairment allowance

3.1 Balance as at 31/12/2016                                          12,824,873.52                                        12,824,873.52

3.2 Increased in current year

(1) Accrual

(2) Transferred from merger

and acquisitions

3.3 Decreased in current year                                         10,598,526.45                                        10,598,526.45

(1) Disposal or scrap                                                 10,598,526.45                                        10,598,526.45



                                                              132
                                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017


                                              Houses and           Aircrafts and         High-value       Transportation
                   Items                                                                                                           Others              Total
                                                buildings            engines              rotables            vehicles

(2) Others

3.4 Balance as at 31/12/2017                                                              2,226,347.07                                                 2,226,347.07

4. Carrying amount

4.1 Carrying amount as at 31/12/2017         276,665,057.79        6,080,087,593.53    427,975,585.78      30,650,757.59       89,264,273.45       6,904,643,268.14

4.2 Carrying amount as at 31/12/2016         277,374,471.00        6,273,681,970.02    422,626,481.63      30,583,264.86       88,966,964.28       7,093,233,151.79

     6.10.2 Fixed assets acquired under financial leases

                  Category                        Cost               Accumulated Depreciation         Impairment allowance               Carrying amount

     Aircrafts and engines                       2,498,912,039.05              1,125,756,825.03                                              1,373,155,214.02

                    Total                        2,498,912,039.05              1,125,756,825.03                                              1,373,155,214.02

     6.10.3 Fixed assets pending ownership registration

                                     Item                                   Carrying amount                           Reason for pending

     Operational support building of Yantai Penglai International
                                                                                   58,150,699.13 Ownership registration in process
     Airport

                                                                                                   Land rented from Jinan Air Control, not eligible for
     Jinan cargo arrival and departure warehouses                                  12,390,805.95
                                                                                                   ownership registration

                                                                                                   Land use rights belonging to Shandong SDA Group, not
     Buildings of Jinping Food Co., Ltd.                                           14,121,679.79
                                                                                                   eligible for ownership registration

     Impairment allowance of fixed assets is CNY 2,226,347.07 as at 31/12/2017, with no additional amount of allowance for fixed assets impairment

     recognized during the year.

     6.11 Construction in progress

     6.11.1 General information

                                                            C/f                                                              B/f

               Items                                  Impairment                                                       Impairment
                               Carrying amount                       Net carrying amount       Carrying amount                           Net carrying amount
                                                      allowance                                                          allowance

         Factory building
                                    146,118,195.00                          146,118,195.00           137,792,677.66                            137,792,677.66
               project

             Prepayment            2,587,447,978.67                       2,587,447,978.67         2,110,159,957.73                          2,110,159,957.73

                                                                               133
                                                                                                           Shandong Airlines Co., Ltd. Annual Report 2017


                                                                  C/f                                                                 B/f

                 Items                                     Impairment                                                        Impairment
                                     Carrying amount                       Net carrying amount         Carrying amount                          Net carrying amount
                                                           allowance                                                         allowance

             for aircrafts

            Construction of
                                            3,600,507.95                             3,600,507.95           2,547,826.96                                  2,547,826.96
          information system

                 Total                2,737,166,681.62                           2,737,166,681.62       2,250,500,462.35                             2,250,500,462.35

     6.11.2 Significant projects

                                                                                                        Transferred to

               Project                 Budget                     B/f           Current year increase fixed assets in        Other decrease                   C/f

                                                                                                         current year

     Administrative office
                                     195,000,000.00            136,606,996.49           9,511,198.51                                                   146,118,195.00
     of Xiamen branch

     Aircraft asset
                                   15,004,922,602.00       2,110,159,957.73         1,925,085,790.81      26,579,542.50      1,421,218,227.37        2,587,447,978.67
     introduction project

               Total               15,199,922,602.00       2,246,766,954.22         1,934,596,989.32      26,579,542.50      1,421,218,227.37        2,733,566,173.67

     (Continued)

                    Weight of                                                                                             Including:

                         cost to    Stage of      Cumulative        Including:Transferred    Including:Transferred        interests         Capitalisation rate
                                                                                                                                                                     Source of
     Items               date in   completion      interests        into leaseback assets into fixed assets during       capitalized        applicable to the
                                                                                                                                                                      finance
                    budgeted                      capitalised      during the current year     the current year          during the            current year

                          cost                                                                                           current year



Administrative
                                    Not yet                                                                                                                         Circulating
office of                74.93
                                   completed                                                                                                                          funds
Xiamen branch



                                                                                                                                                                      Loans
Aircraft asset
                                      Not                                                                                                                              from
introduction             17.24                   28,294,668.90              42,437,633.77              4,777,192.60      -1,836,166.02 3.4177-3.5332
                                   Applicable                                                                                                                        financial
project
                                                                                                                                                                    institution


                                                                                     134
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


               Weight of                                                                                      Including:

                cost to     Stage of    Cumulative      Including:Transferred     Including:Transferred       interests      Capitalisation rate
                                                                                                                                                   Source of
Items           date in    completion    interests      into leaseback assets into fixed assets during       capitalized     applicable to the
                                                                                                                                                    finance
               budgeted                 capitalised     during the current year     the current year         during the         current year

                 cost                                                                                        current year

Total                                   28,294,668.90            42,437,633.77             4,777,192.60      -1,836,166.02

Note: The cumulative amount of interests capitalized as at 31/12/2016 is CNY77,345,661.29, the amount of current year is CNY -1,836,166.02,

including CNY 4,777,192.60 transferred into fixed assets and CNY 42,437,633.77 transferred into leaseback assets during the current year, the

cumulative amount of interests capitalized as at 31/12/2017 is CNY 28,294,668.90.

6.12 Intangible assets

6.12.1 General information

                           Items                                 Land rights                      Software                            Total

1. Cost:

1.1 Balance as at 31/12/2016                                           108,347,341.13                     28,857,996.52                 137,205,337.65

1.2 Increased in current year                                                                              9,176,423.11                    9,176,423.11

(1) Purchase

(2) Diversion of construction                                                                              9,176,423.11                    9,176,423.11

(3) Increased from business combination

1.3 Decreased in current year

(1) Disposal

1.4 Balance as at 31/12/2017                                           108,347,341.13                     38,034,419.63                 146,381,760.76

2. Accumulated amortization

2.1 Balance as at 31/12/2016                                            13,584,809.57                      9,416,774.88                  23,001,584.45

2.2 Increased in current year                                            2,403,582.86                      4,641,977.61                    7,045,560.47

(1) Accrual                                                              2,403,582.86                      4,641,977.61                    7,045,560.47

(2) Increased from business combination

2.3 Decreased in current year

(1) Disposal

2.4 Balance as at 31/12/2017                                            15,988,392.43                     14,058,752.49                  30,047,144.92


                                                                         135
                                                                                              Shandong Airlines Co., Ltd. Annual Report 2017


                          Items                                 Land rights                     Software                    Total

3. Impairment allowance

3.1 Balance as at 31/12/2016

3.2 Increased in current year

(1) Accrual

(2) Increased from business combination

3.3 Decreased in current year

(1) Disposal

3.4 Balance as at 31/12/2017

4. Carrying amount

4.1 Carrying amount as at 31/12/2017                                  92,358,948.70                  23,975,667.14            116,334,615.84

4.2 Carrying amount as at 31/12/2016                                  94,762,531.56                  19,441,221.64            114,203,753.20

6.12.2 Land rights with pending ownership registration

No case of land rights with pending ownership registration was identified as of 31/12/2017.

6.13 Goodwill

6.13.1 General information

                                                                     Current year                     Current year

                                                                         increase                       decrease
               Investee                      B/f                                                                                    C/f
                                                            From business
                                                                                                 Disposal
                                                             combination

Qingdao Feisheng                           10,220,816.22                                                                       10,220,816.22

Shandong Jinping Food Co., Ltd.                                  454,020.13                                                         454,020.13

                Total                      10,220,816.22         454,020.13                                                    10,674,836.35

6.13.2 Impairment allowance

                                                                     Current year                     Current year

               Investee                      B/f                         increase                       decrease                    C/f

                                                               Accrual                           Disposal

Qingdao Feisheng                           10,220,816.22                                                                       10,220,816.22



                                                                         136
                                                                                                    Shandong Airlines Co., Ltd. Annual Report 2017


                  Total                     10,220,816.22                                                                                   10,220,816.22




6.14 Deferred charges


                                                                                        Current year
                 Item                      B/f            Current year increase                               Other decrease                 C/f
                                                                                        amortization

Pilot training                         459,390,584.88           143,439,179.46             79,062,866.99                                  523,766,897.35

Decoration expenditure                  12,727,205.54                1,408,198.46            5,074,747.41                                    9,060,656.59

Modification costs for aircraft
                                          3,444,869.66                                        407,151.91                                     3,037,717.75
leasing

                 Total                 475,562,660.08           144,847,377.92             84,544,766.31                                  535,865,271.69

6.15 Deferred tax assets and deferred tax liabilities

6.15.1 Deferred tax assets


                                                                C/f                                                          B/f

                 Item                 Deductible temporary                                          Deductible temporary
                                                                       Deferred tax assets                                         Deferred tax assets
                                           difference                                                    difference

Allowance for bad debt                            127,652,153.55                    31,913,038.39           127,149,817.90                  31,787,454.48

Impairment allowance for fixed
                                                    2,226,347.07                      556,586.77             12,824,873.52                   3,206,218.38
  assets

Fair value movement of financial
                                                    3,607,390.15                      901,847.54              1,155,815.80                     288,953.95
liabilities held for trading

Provisions                                       2,951,741,214.11                737,935,303.53          2,398,351,341.80                 599,587,835.45

Employment benefits payable                        19,525,941.56                     4,881,485.39            13,339,322.51                   3,334,830.63

Deferred income                                    28,052,113.39                     7,013,028.35            14,319,523.98                   3,579,881.00

                 Total                        3,132,805,159.83                   783,201,289.97          2,567,140,695.51                 641,785,173.89

6.15.2 Deferred tax liabilities

                                                               C/f                                                         B/f
                 Item
                                  Taxable temporary differences          Deferred tax         Taxable temporary differences        Deferred tax liabilities


                                                                           137
                                                                                                 Shandong Airlines Co., Ltd. Annual Report 2017


                                                                        liabilities

asset evaluation increment from

Enterprise merger under the                      5,216,313.67                   1,304,078.422

different control

Changes in fair value of financial
                                               249,025,999.40               62,256,499.85                 183,520,082.34               45,880,020.58
assets available for sale

               Total                           254,242,313.07               63,560,578.27                 183,520,082.34               45,880,020.58

6.16 Financial liabilities measured by fair value with changes in fair value recognized in profit or loss

                        Item                                        Fair value c/f                                  Fair value b/f

Interest rate swaps                                                                       3,607,390.15                                   1,155,815.80

                        Total                                                             3,607,390.15                                   1,155,815.80

The immature interest rate swaps held by the Company had a principal amount of USD 40,641,525.20 as at 31/12/2017; Bankers confirmed that

the reporting date fair value of these interest rate swaps is CNY-552,078.32.

6.17 Accounts payable

6.17.1 General information

                        Item                                             C/f                                               B/f

Aircraft maintenance costs                                                             337,904,448.20                                 463,956,451.17

Fuel cost                                                                              261,755,113.61                                 197,231,462.72

Landing fee                                                                            465,414,727.22                                 333,773,372.93

Aircraft service cost                                                                  441,075,851.00                                 345,104,581.50

Flight catering                                                                        102,114,633.18                                  82,266,721.74

Computer booking fee                                                                    43,775,358.00                                  35,600,521.61

Lease rental                                                                              5,192,061.57                                   7,978,905.87

Others                                                                                 274,141,895.00                                 222,182,843.55

                        Total                                                         1,931,374,087.78                               1,688,094,861.09

6.17.2 No significant account payable due for more than 1 year as at the reporting date.

6.18 Advance from customers

                        Item                                             C/f                                               B/f

 Ticket clearing                                                                      596,872,012.37                                 671,930,813.96


                                                                        138
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


 Advanced payment for tickets                                                       4,622,618.61                                4,811,444.78

 Others                                                                            12,824,788.69                               22,577,294.31

                        Total                                                    614,319,419.67                               699,319,553.05

6.19 Employee benefits payable

6.19.1 Disclosure by classification

                                                                                Current year           Current year
                       Item                               B/f                                                                    C/f
                                                                                  increase               decrease

1. Short-term employee benefits                         454,375,029.19          2,647,624,660.90        2,534,893,808.09       567,105,882.00

2. Post-employment benefits                                                       229,808,117.45          229,808,117.45

3. Termination benefits                                                               550,296.28              550,296.28

4. Other long-term employee benefits within

one year

                       Total                            454,375,029.19          2,877,983,074.63        2,765,252,221.82       567,105,882.00

6.19.2 Disclosure by classification of short-term employee benefits

                                                                               Current year            Current year
                       Item                               B/f                                                                    C/f
                                                                                increase                decrease

1. Wages, salaries and subsidies                        413,228,272.68         2,369,621,368.07         2,266,797,540.66       516,052,100.09

2. Employee welfare                                                               16,999,847.93            16,999,847.93

3. Social insurance:                                                              78,628,667.26            78,628,667.26

Including: Medical insurance                                                      65,554,014.95            65,554,014.95

           Employment injury insurance                                              5,505,337.94            5,505,337.94

           Maternity insurance                                                      7,569,314.36            7,569,314.36

           Disabled security payments

4.Housing provident fund                                    147,434.00            81,237,275.22            81,371,961.22               12,748.00

5.Labour union fee and employee
                                                         13,339,322.51            69,680,325.42            63,435,791.02        19,583,856.91
education fee

6. Short-term paid absences                              27,660,000.00            31,457,177.00            27,660,000.00        31,457,177.00

7. Short-term profit-sharing plan

                       Total                            454,375,029.19         2,647,624,660.90         2,534,893,808.09       567,105,882.00

6.19.3 Disclosure by defined contribution plan
                                                                         139
                                                                                            Shandong Airlines Co., Ltd. Annual Report 2017


                   Item                        B/f          Current year increase             Current year decrease                    C/f

1. Basic pension                                                       144,359,830.39                      144,359,830.39

2.Unemployment insurance                                                   5,800,075.82                      5,800,075.82

3. Annuity payment                                                       79,648,211.24                      79,648,211.24

                   Total                                               229,808,117.45                      229,808,117.45

The company participated in basic pension and unemployment insurance in accordance with the regulations. Based on the insurance program, a

percentage of total wages of employees were paid to the account separately. Except for the fee paid, enterprise annuity was deposited to annuity

management institution by a percentage of monthly payment base, which was determined by seniority pay and post salary.

6.20 Taxes and fees payable

                           Tax (Fee)                                         C/f                                         B/f

VAT                                                                                   1,400,888.26                                     775,322.54

Urban construction and maintenance tax                                                    223,615.34                                   171,124.16

Education surcharge                                                                       159,477.76                                   123,863.13

Enterprise income tax                                                                15,769,670.61                                4,877,426.27

Property tax                                                                              181,408.07                                   170,078.07

Land tax                                                                                  205,460.75                                   221,139.00

Personal income tax                                                                  14,673,780.29                               22,838,989.34

stamp duty                                                                                799,542.22                              2,553,371.69

Civil aviation development fund                                                     130,966,878.62                              106,835,140.08

Others                                                                                    186,068.99                                    95,350.88

                             Total                                                  164,566,790.91                              138,661,805.16

6.21 Interests payable

                                       Item                                                       C/f                            B/f

Interest on long-term borrowings with repayment by installments                                         1,324,391.18              2,430,456.90

                                       Total                                                            1,324,391.18              2,430,456.90

6.22 Other payables

6.22.1 Disclosure by nature

                            Item                                            C/f                                          B/f


                                                                     140
                                                                                             Shandong Airlines Co., Ltd. Annual Report 2017


                         Item                                                C/f                                        B/f

Payable for construction projects                                                      18,457,305.62                                 30,515,708.94

Payable for down payments                                                            127,273,552.52                                  91,264,426.66

Payables associated with aircraft purchase                                              3,973,086.10                                  3,949,505.02

Taxes deducted at source                                                               83,689,966.95                                 80,231,680.37

Others                                                                               178,288,217.48                                 195,893,115.22

                         Total                                                        411,682,128.67                                401,854,436.21

6.22.2 Significant other payables due for more than 1 year

         Creditor                    Amount                                          Reason for pending settlement

Air China                              20,000,000.00 Security deposit has not been settled yet.

            Total                      20,000,000.00

6.23 Non-current liabilities due within one year

                                 Category                                                  C/f                                B/f

Long-term borrowings due within one year (Note 6.24)                                             433,674,928.00                     836,269,451.50

Long-term payables due within one year (Note 6.25)                                               180,371,296.77                     144,580,142.52

Long-term employee benefits payable due within one
                                                                                                    8,081,000.00                      6,794,418.00
year (Note 6.26)

                                    Total                                                        622,127,224.77                     987,644,012.02

6.24 Long-term borrowings

                                    Category                                                      C/f                          B/f

Secured loans                                                                                     1,553,926,179.16             2,027,940,287.04

Credit loans                                                                                            97,359,580.00               607,930,932.00

Less: Long-term borrowings due within one year (Note 6.23)                                          433,674,928.00                  836,269,451.50

                                      Total                                                       1,217,610,831.16             1,799,601,767.54

Note: ① Class and amount of mortgage assets see Note 6.50 assets with imposed restriction on ownership.

     ② Interest rates as at 31/12/2017 of the above-mentioned long-term borrowings range from 1.7136%-5.4883%.

6.25 Long-term payables

                                               Category                                                           C/f                 B/f

                                                                       141
                                                                                           Shandong Airlines Co., Ltd. Annual Report 2017


                                                 Category                                                   C/f                       B/f

Financial lease rental payables                                                                        1,065,062,917.10         921,300,803.04

Maintenance payables for aircrafts and engines held under operating lease                              2,717,062,560.74        2,217,672,688.43

Less: Financial lease rental payables due within one year (Note 6.23)                                    180,371,296.77         144,580,142.52

Less: Maintenance payables for aircrafts and engines held under

operating lease due within one                                                                           323,941,689.42         460,191,258.69

 year (Note 1)

                                                  Total                                                3,277,812,491.65        2,534,202,090.26

Note : Maintenance payables for aircrafts and engines held under operating lease due within one year had been included in accounts payable.

6.26 Long-term employee benefits payable

6.26.1 General information

                                                   Item                                                      C/f                      B/f

 Post-employment benefits-net defined benefit liability                                                  119,031,000.00        100,925,069.51

 Less: long-term staff remuneration payable due within one year (Note 6.23)                                 8,081,000.00          6,794,418.00

                                                   Total                                                 110,950,000.00         94,130,651.51

6.26.2 Movements

①    Defined benefit obligation

                                          Item                                                   C/f                            B/f

 (1) Net Defined Benefit Asset/(Liability) at End of Prior Period                                100,925,069.51                 90,145,000.00

 (2) Defined benefit costs recognized
                                                                                                  23,179,000.00                 17,918,069.51
 into current profit or loss

 1. Current Service Cost

 2. Past Service Cost                                                                             20,010,000.00                 15,302,069.51

 3. Settlement (Gain)/Loss

 4. Net Interest/(Income) on Net Defined Benefit Liability/(Asset)                                 3,169,000.00                   2,616,000.00

 (3) Defined benefit costs recognized
                                                                                                   -2,514,660.07                      263,000.00
 into other comprehensive income

 1. Actuarial gains/(losses)                                                                       -2,514,660.07                      263,000.00



                                                                        142
                                                                                                   Shandong Airlines Co., Ltd. Annual Report 2017


                                             Item                                                         C/f                              B/f

 (4) Other movements                                                                                        7,587,729.58                       6,875,000.00

 1. Settlement payment

 2. Benefits Paid Directly by Employer                                                                      7,587,729.58                       6,875,000.00

 (5) Net defined benefit asset/(liability) at end of current year                                         119,031,000.00                  100,925,069.51

②    Actuarial Assumptions

                                      Item                                          31st December, 2017                         31st December, 2016

 Discount Rate                                                                                4.00%                                   3.25%

                                                                                             China Life Insurance Mortality Rate 2010-2013
 Mortality Rate
                                                                                                                   (Annuity)

 Cost of Living Adjustments for Retired Cadres and
                                                                                                                    0.00%
 Retirees

 Cost of Living Adjustments for Internal Retirees                                                                   0.00%

 Cost of Living Adjustments for Dependants                                                                          0.00%

6.27 Government subsidiess

6.27.1The basic situation of the initial recognition of the government subsidies in 2017

                                               Assets Related                                      Income Related

                                                           Reducing                                                                               Whether or
                                                                                                                                    Reducing
     Item             Amount                                the book   Deferred    Other income and             Non-operating                     not actually
                                      Deferred income                                                                               cost and
                                                            value of   income               gain                   income                          received
                                                                                                                                    expense
                                                             assets

Designated

subsidy for

HUD and             15,630,000.00        15,630,000.00                                                                                                Yes

repackage

project

Airline subsidy     92,199,043.70                                                      92,199,043.70                                                  Yes

Other items           9,427,458.33                                                         9,427,458.33                                               Yes

     Total         117,256,502.03        15,630,000.00                               101,626,502.03

6.27.2 the government subsidies Included in current year profit and loss
                                                                         143
                                                                                             Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                                                       Reducing cost and
                  Item           Assets/Income Related      Other income and gain        Non-operating income
                                                                                                                           expense

Airline subsidy                     Income related                    92,199,043.70

Designated subsidy for HUD and
                                     Assets related                      421,410.47
repackage project

Designated subsidy for civil
                                     Assets related                      976,500.12
aviation energy-saving program

Designated subsidy for snow
                                     Assets related                      499,500.00
disaster

Other items                         Income related                      9,427,458.33

                  Total                                              103,523,912.62

6.28 Deferred income

                                                         Current year           Current year
 Item                                B/f                                                                   C/f                      Causes
                                                           increase              decrease

                                                                                                                           The aircraft
 Unrealized gains and
                                                                                                                           sale-leaseback
 losses of operating lease         44,119,997.18           43,884,202.02          4,418,009.78         83,586,189.42
                                                                                                                           disposal profits and
 from aircraft leaseback
                                                                                                                           losses

 Designated subsidy for
                                    1,490,458.34                                       499,500.00         990,958.34       Asset related subsidies
 snow disaster

 Designated subsidy for civil

 aviation energy-saving           12,829,065.64                                        976,500.12       11,852,565.52      Asset related subsidies

 program

 Designated subsidy for

 HUD and repackage                                         15,630,000.00               421,410.47      15,208,589.53       Asset related subsidies

 project

 Total                            58,439,521.16            59,514,202.02          6,315,420.37         111,638,302.81

Details of government grants:

                                                      Current year      Current year decrease (Other
              Item                  B/f                                                                          C/f         Asset /Income Related
                                                       increase                  benefits)


                                                                      144
                                                                                           Shandong Airlines Co., Ltd. Annual Report 2017


Designated subsidy for snow
                                    1,490,458.34                                          499,500.00         990,958.34 Asset related subsidies
disaster

Designated subsidy for civil

aviation energy-saving             12,829,065.64                                          976,500.12       11,852,565.52 Asset related subsidies

program

Designated subsidy for HUD
                                                      15,630,000.00                       421,410.47       15,208,589.53 Asset related subsidies
and repackage project

              Total                14,319,523.98      15,630,000.00                     1,897,410.59       28,052,113.39

6.29 Share capital

                                       B/f                         Currency year movement (+, -)                             C/f

                                                                           Coversion
            Category                                      Share Bonus
                                 Amount         %                            from      Others   Subtotal           Amount              %
                                                          issue   issue
                                                                           reserves

1. Shares with

restriction on

disposal

1.1 State-held shares

1.2 Shares held by
                               259,801,000.00   64.95                                                            259,801,000.00            64.95
 state-owned entities

1.3 Shares held by
                                  199,000.00       0.05                                                              199,000.00             0.05
other domestic investors

Including: Held by
                                  199,000.00       0.05                                                              199,000.00             0.05
institutional investors

  Held by non-institutional

investors

1.4 Shares held by foreign

investors

Including: Held by

institutional investors

            Held by


                                                                     145
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


                                         B/f                            Currency year movement (+, -)                          C/f

                                                                               Coversion
            Category                                          Share Bonus
                                   Amount            %                            from     Others        Subtotal     Amount               %
                                                              issue   issue
                                                                               reserves

  non-institutional investors

  Subtotal of shares with
                                 260,000,000.00      65.00                                                          260,000,000.00             65.00
  restriction on disposal

  2. Floating shares

  2.1 Ordianry shares issued

  in CNY

  2.2 Shares issued in

  domestic stock market in       140,000,000.00      35.00                                                          140,000,000.00             35.00

  foreign currency

  2.3 Shares issued in foreign

  market in foreign currency

  2.4 Others

  Subtotal of floating shares    140,000,000.00      35.00                                                          140,000,000.00             35.00

               Total             400,000,000.00 100.00                                                              400,000,000.00          100.00

  6.30 Capital reserves

                                                                      Current year                  Current year
            Category                     B/f                                                                                         C/f
                                                                       increase                      decrease

  Share premium                             67,618,282.54                                                                             67,618,282.54

  Other capital reserves                       7,792,081.16                                                                            7,792,081.16

               Total                        75,410,363.70                                                                             75,410,363.70

  6.31 Other comprehensive income

Item                   B/f                                                Total amount in current year                                                 C/f




                                                                         146
                                                                                                    Shandong Airlines Co., Ltd. Annual Report 2017


                                                            Less: previously

                                                             recognized in
                                                                                                                             After tax
                                                                 other                                   After tax
                                          Amount for the                             Less: Income                          attributable to
                                                            comprehensive                            attributable to the
                                          year before tax                            tax expense                              minority
                                                                income                                parent company
                                                                                                                           shareholders
                                                            transferred into
                                                             profit or loss

1.Other

comprehensive

income will be
                          -5,760,000.00   -2,514,660.07                                                 -2,514,660.07                           -8,274,660.07
reclassified into

income or loss in
the future

Including:

remeasurement of

net assets or net         -5,760,000.00   -2,514,660.07                                                 -2,514,660.07                           -8,274,660.07
liabilities of defined
benefit plans

2.Other

comprehensive

income

reclassifiable to        137,640,061.76   65,505,917.06                            16,376,479.27       49,129,437.79                           186,769,499.55
profit or loss in

subsequent
periods

Gains and losses

from changes in
fair value of            137,640,061.76   65,505,917.06                            16,376,479.27       49,129,437.79                           186,769,499.55
financial assets
available for sale

Total of other

comprehensive            131,880,061.76   62,991,256.99                            16,376,479.27       46,614,777.72                           178,494,839.48
income

             6.32 Surplus reserves

                                                                               Current year             Current year
                         Category                     B/f                                                                                C/f
                                                                                increase                  decrease

                                                                               147
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


                                                                           Current year                   Current year
            Category                               B/f                                                                                        C/f
                                                                             increase                      decrease

Statutory surplus reserve                     423,424,327.64                    48,032,932.35                                               471,457,259.99

               Total                          423,424,327.64                    48,032,932.35                                               471,457,259.99

Notes: according to the Company Law and the Articles of Association, 10% of net profit was transferred to statutory surplus reserve.

The company may make allocations to the discretionary surplus reserve from the after-tax profits after making allocations to the statutory surplus

reserve from the after-tax profits. Approved surplus reserves can be released to recover losses or for conversion into share capital.

6.33 Retained earnings

                                   Items                                                   Current year                               Prior year

Pre-adjustment balance brought forward                                                           2,805,458,074.96                           2,425,066,740.03

Total adjustment to retained earnings b/f (+, -)

Retained earnings b/f after adjustment                                                           2,805,458,074.96                           2,425,066,740.03

Add: Net profit attributable to shareholders of the parent                                         490,353,408.15                            532,834,567.17

Less: Appropriation to statutory surplus reserve                                                    48,032,932.35                             52,443,232.24

Appropriation to discretionary surplus reserve

General reserve

     Ordinary dividends declared                                                                   120,000,000.00                            100,000,000.00

     Bonus issue

Balance carrying forward                                                                         3,127,778,550.76                           2,805,458,074.96

6.34 Operating revenues and costs

                                                         Current year                                                    Prior year
         Category
                                    Operating revenues                  Operating costs          Operating revenues                    Operating costs

Principal business                         16,046,687,453.67             14,774,120,250.51                13,383,512,531.78               11,888,575,339.12

Other business                                438,025,698.56                   9,348,835.25                  358,853,013.78                     1,598,065.47

            Total                          16,484,713,152.23             14,783,469,085.76                13,742,365,545.56               11,890,173,404.59

6.35 Tax and surcharges

                         Item                                               Current year                                       Prior year

Business tax                                                                                                                                       4,633,662.56


                                                                            148
                                                                                          Shandong Airlines Co., Ltd. Annual Report 2017


Urban maintenance and construction tax                                              22,129,543.73                            18,430,505.70

Education surcharge and others                                                      10,727,269.44                            22,953,032.48

                        Total                                                       32,856,813.17                            46,017,200.74

Notes: Applicable rates for business tax and surcharges see Note 5 Taxation.

6.36 Sales expenses

                     Category                                     Current year                                 Prior year

Agency fees                                                                      258,971,906.80                             267,742,409.14

Employment benefits                                                              236,720,432.47                             178,332,207.47

Computer booking                                                                 139,678,642.23                             100,918,601.79

Online payment                                                                    34,049,310.56                              40,788,727.39

System and network                                                                28,021,600.45                               9,597,413.64

Lease rental                                                                      16,910,605.64                              16,362,885.25

Advertisement fees                                                                16,316,066.02                              20,250,896.90

Travel expenses                                                                    5,561,740.83                               5,202,704.24

BSP data processing                                                                5,438,596.42                               3,499,362.04

Administrative office expenses                                                     4,942,211.35                               3,862,339.59

Depreiciation                                                                      1,475,012.61                               1,599,442.92

Sales expense of annual tickets                                                    1,343,079.63                               1,047,985.94

Others                                                                            32,294,357.38                              25,756,200.22

                      Total                                                      781,723,562.39                             674,961,176.53

6.37 General and administrative expenses

                     Category                                     Current year                                 Prior year

Employment benefits                                                              244,164,428.28                             183,786,142.00

Lease rental                                                                      22,996,800.15                              19,625,100.23

Outsourcing fee                                                                   20,816,097.75                              21,970,938.61

Depreiciation                                                                     15,060,505.17                              14,628,022.94

Water, electricity charges                                                        11,442,234.06                              12,220,258.07

Amortisation of intangibles                                                        7,045,560.47                               5,863,228.47

                                                                      149
                                                                                            Shandong Airlines Co., Ltd. Annual Report 2017


                      Category                                    Current year                                      Prior year

Business entertainment costs                                                       6,037,192.32                                     4,937,359.74

Administrative office expenses                                                     5,408,399.05                                     4,709,058.67

Technology development costs                                                       5,134,384.86                                    11,007,809.25

Taxes and fees                                                                                                                      2,020,031.01

Others                                                                            57,285,460.58                                    53,175,913.71

                        Total                                                    395,391,062.69                                   333,943,862.70

Note: In accordance with "Vat accounting treatment provisions" (Accounting [2016]22), the tax is disclosed in Tax and surcharges since may 2016.

6.38 Financial costs

                      Category                                    Current year                                      Prior year

Interest expenses                                                                113,961,789.03                                   126,981,176.69

Less: Interest income                                                             10,272,441.70                                    17,637,929.77

Exchange difference                                                              -106,586,357.82                                  147,625,889.91

Bank charges and others                                                            1,667,750.29                                     4,907,449.32

                        Total                                                      -1,229,260.20                                  261,876,586.15

6.39 Loss on asset impairment

                      Category                                    Current year                                      Prior year

Allowance for bad debt                                                               451,553.19                                     9,311,766.02

                        Total                                                        451,553.19                                     9,311,766.02

6.40 Gain from changes in fair value

                      Source                                      Current year                                      Prior year

Interest rate swaps                                                                -2,451,574.35                                    2,214,631.82

                        Total                                                      -2,451,574.35                                    2,214,631.82

6.41 Investment income

                                             Category                                                   Current year              Prior year

Income from financial assets measured by fair value with changes in
                                                                                                              -1,023,651.75         -1,277,063.78
fair value recognized in profit or loss

Income from holding of financial assets available for sale                                                   22,740,535.94         18,636,766.90

                                                                      150
                                                                                            Shandong Airlines Co., Ltd. Annual Report 2017


                                              Category                                                   Current year                  Prior year

                                               Total                                                            21,716,884.19           17,359,703.12

6.42 Gain on disposal of non-current assets

                                                                                                Included in current year non-recurring
                   Item                       Current year               Prior year
                                                                                                              profit and loss

      Disposal of fixed assets                          90,439.51               68,054.80                                         90,439.51

               Total                                    90,439.51               68,054.80                                         90,439.51

6.43 Other income and gain

                                                                                                Included in current year non-recurring
                   Item                       Current year               Prior year
                                                                                                              profit and loss

 Airline subsidy                                  92,199,043.70                                                             92,199,043.70

 Designated subsidy for HUD and
                                                       421,410.47                                                                421,410.47
 repackage project

 Designated subsidy for civil
                                                       976,500.12                                                                976,500.12
 aviation energy-saving program

 Designated subsidy for snow
                                                       499,500.00                                                                499,500.00
 disaster

 Other items                                       9,427,458.33                                                                 9,427,458.33

               Total                            103,523,912.62                                                             103,523,912.62

6.44 Non-operating income

                                                                                                                          Included in current year
                          Category                                  Current year                 Prior year
                                                                                                                       non-recurring profit and loss

Gain on non-current asset disposals

Government grants (notes)                                                                          149,937,201.77

Others                                                                    38,574,150.90             18,711,370.32                       38,574,150.90

                            Total                                         38,574,150.90            168,648,572.09                       38,574,150.90

Note: Government grants are mainly referred to subsidy income received from government departments, which was used to support the

development of aviation business. As a result of the implementation of the new guidelines, the relevant government subsidies are reported in other

income and gain, as detailed in Note 6. 43.


                                                                      151
                                                                                             Shandong Airlines Co., Ltd. Annual Report 2017


6.45 Non-operating expenses

                                                                                                                         Included in current year
                      Category                                Current year                     Prior year
                                                                                                                       non-recurring profit and loss

Loss on non-current asset disposals                                  1,460,627.44                       3,459,280.00                   1,460,627.44

Others                                                               1,122,274.29                       1,539,179.07                   1,122,274.29

                        Total                                        2,582,901.73                       4,998,459.07                   2,582,901.73

6.46 Income tax expenses

6.46.1 Income tax expenses

                      Items                                        Current year                                        Prior year

Current income tax expense                                                        302,003,860.64                                     364,505,859.12

Deferred tax                                                                      -141,436,022.42                                    -187,966,374.70

Total                                                                             160,567,838.22                                     176,539,484.42

6.46.2 Reconciliation of account profit and income tax expenses

                                             Items                                                               Current year

Profit before tax                                                                                                                    650,921,246.37

Income tax computed in accordance with the applicable tax rate                                                                       162,730,311.59

Income tax computed in accordance with the applicable tax rate                                                                         -3,648,015.88

Impact of non-taxable income                                                                                                           -5,685,133.99

Impact of non-deductible costs, expenses and losses                                                                                    7,170,676.50

Income tax expenses                                                                                                                  160,567,838.22

6.47 Other comprehensive income

Please see Note 6. 31 for detail.

6.48 Notes to the consolidated statement of cash flows

6.48.1 Other cash receipts relating to operating activities

                        Category                                        Current year                                    Prior year

Government grants                                                                      101,626,502.03                                148,461,201.65

Interest income on bank deposit                                                         10,272,441.70                                 17,637,929.77

Cash receiptes from non-operating income                                                38,574,150.90                                 18,711,370.32


                                                                       152
                                                                                          Shandong Airlines Co., Ltd. Annual Report 2017


                        Category                                     Current year                                    Prior year

Cash receiptes from operating balance                                                54,856,855.30                                  65,538,456.35

                          Total                                                     205,329,949.93                                 250,348,958.09

6.48.2 Other cash payments relating to operating activities

                                            Category                                         Current year                   Prior year

Bank charges                                                                                         35,717,060.85                  45,696,176.71

Cash payments for non-operating expenses                                                              1,122,274.29                    1,539,179.07

Cash payments for operating balance                                                                  68,954,325.07                  33,184,794.98

Cash payments for sales and general and administrative expenses                                   235,757,787.84                   214,079,640.16

                                              Total                                               341,551,448.05                   294,499,790.92

6.48.3 Other cash payments relating to investing activities

                              Category                                       Current year                              Prior year

Cash payments of settlement of interest rate swaps                                          1,023,651.75                             1,277,063.78

                                  Total                                                     1,023,651.75                             1,277,063.78

6.48.4 Other cash receipts relating to financing activities

                                             Category                                          Current year                  Prior year

Cash receipts for aircraft transfer of sale and leaseback deals
                                                                                                 1,441,573,989.51                 1,221,674,080.70
(which became acquired under the sale and leaseback instead of purchase)

Cash receipts for asset related government subsidy                                                   15,630,000.00

                                               Total                                             1,457,203,989.51                 1,221,674,080.70

6.48.5 Other cash payments relating to financing activities

                                          Category                                       Current year                      Prior year

Cash payments for aircraft financial lease rental                                               202,020,573.31                     188,394,977.32

                                           Total                                                202,020,573.31                     188,394,977.32

6.49 Supplementary information to the consolidated statement of cash flows

6.49.1 Supplementary information to the statement of cash flows

                                                   Items                                          Current year                Prior year



                                                                   153
                                                                                          Shandong Airlines Co., Ltd. Annual Report 2017


                                             Items                                              Current year            Prior year

① Reconciliation of cash flows from operating activities to net profit:

Net profit                                                                                        490,353,408.15         532,834,567.17

Add: Loss on asset impairment                                                                         451,553.19           9,311,766.02

Depreciation of fixed assets, oil and gas assets, biological assets held for production           829,052,576.20         784,959,904.79

Amortisation of intangible assets                                                                   7,045,560.47           5,863,228.47

Amortisation of Long-term deferred expenditure                                                     84,544,766.31          82,194,972.24

Loss on non-current assets disposal (gain presented by "-" prefix)                                    -90,439.51              -68,054.80

Loss on scrap of fixed assets (gain presented by "-" prefix)                                        1,460,627.44           3,459,280.00

Loss on fair value changes (gain presented by "-" prefix)                                           2,451,574.35          -2,214,631.82

Financial costs (gain presented by "-" prefix)                                                     14,256,436.16         273,896,782.70

Investment loss (gain presented by "-" prefix)                                                    -21,716,884.19         -17,359,703.12

Decrease of deferred tax assets (increase presented by "-" prefix)                               -141,403,420.46        -187,966,374.70

Increase of deferred tax liabilities (increase presented by "-" prefix)                               -32,601.96

Decrease of inventories (increase presented by "-" prefix)                                         39,067,450.45          -8,657,802.57

Decrease of operating receivables (increase presented by "-" prefix)                             -221,353,078.89        -200,802,727.26

Increase of operating payables (decrease presented by "-" prefix)                                 757,908,324.10       1,143,177,781.30

Others                                                                                             12,422,270.42           8,427,000.00

Net cash flows generated from operating activities                                              1,854,418,122.23       2,427,055,988.42

②Significant investing and financing activities involve no cash:

     Debt-to-capital conversion

     Convertible loan due within one year

     Fixed assets acquired under financial lease

③    Movement of cash and cash equivalents:

Cash as at 31/12/2017                                                                             543,584,920.30         791,255,686.65

Less: Cash as at 31/12/2016                                                                       791,255,686.65       1,415,399,630.60

Add: Cash equivalents as at 31/12/2017

Less: Cash equivalents as at 31/12/2016

                                                                          154
                                                                                                Shandong Airlines Co., Ltd. Annual Report 2017


                                              Items                                                    Current year                Prior year

  Net increase of cash and cash equivalents                                                             -247,670,766.35             -624,143,943.95

6.49.2 Net cash paid for acquisition of subsidiary this year

                                                 Item                                                             Amount

  Cash or cash equivalents resulted from business combination                                                           36,763,414.09

  Including merger of jinping food                                                                                      36,763,414.09

  Less: cash and cash equivalents held by the subsidiary on the day of purchase                                         11,642,641.31

  Add: cash or cash equivalents of business combination in the previous period to be paid in this

  year

  Net cash payments made by subsidiaries                                                                                25,120,772.78

6.49.3 Composition of cash and cash equivalents

                                                  Items                                                           C/f                     B/f

①Cash                                                                                                        543,584,920.30            791,255,686.65

         Including: Cash at hand                                                                                  372,046.44               182,606.18

         Demand bank deposit                                                                                  543,212,873.86            791,073,080.47

         Demand other monetary funds

         Demand deposit in the Central Bank

         Deposit in peer firms

         Loan to peer firms

②Cash equivalents

Including: Debt instrument matured within three months

④    Cash and cash equivalents as at 31/12/2017                                                              543,584,920.30            791,255,686.65

Including: restricted cash and cash equivalents in parent company or subsidiary

Note: Cash and cash equivalents excluding restricted cash and cash equivalents in parent company or subsidiary.

6.50 Assets with imposed restriction on ownership

                        Item                                            C/f                                      Reason of restriction

Assets pledged as security                                                        3,359,123,224.93

      Aircrafts and engines                                                       3,359,123,224.93 Pledge as security for borrowings

                                                                        155
                                                                             Shandong Airlines Co., Ltd. Annual Report 2017


                       Item                          C/f                                       Reason of restriction

Other form of restriction:                                     1,373,155,214.02

     Aircrafts and engines                                     1,373,155,214.02 Assets acquired under financial lease

                      Total                                    4,732,278,438.95

6.51 Foreign currency monetary items

                                                                                                     Translated amount as at
                             Item      Original amount as at 31/12/2017 Foreign exchange rate
                                                                                                            31/12/2017

Monetary funds

Including:   -USD                                          35,924,036.88                  6.5342                  234,734,841.78

             -CAD                                                  10.00                  5.2010                              52.01

             -Hwan                                     118,463,845.00                     0.0061                         722,629.45

             -TWD                                           4,727,472.00                  0.2199                        1,039,571.09

             -HKD                                               8,000.00                  0.8359                            6,687.20

             -JPY                                           5,068,093.00                  0.0579                         293,442.58

             -THB                                           2,260,556.94                  0.1998                         451,659.28




Prepayments

Including:   -USD                                          29,747,294.83                  6.5342                  194,374,773.88




Other receivables

Including:   -USD                                          14,567,316.66                  6.5342                       95,185,760.52




Accounts payable

Including:   -USD                                          10,617,980.25                  6.5342                       69,380,006.55

             -EUR                                             18,037.64                   7.8023                         140,735.08

             -GBP                                               3,082.00                  8.7792                          27,057.49

             -JPY                                           5,780,407.00                  0.0579                         334,685.57




                                                      156
                                                                                                         Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                                                                     Translated amount as at
                              Item                            Original amount as at 31/12/2017 Foreign exchange rate
                                                                                                                                            31/12/2017

 Other payables

 Including:      -USD                                                                 1,312,178.77                        6.5342                     8,574,038.52

                 -EUR                                                                  121,086.48                         7.8023                       944,753.04




 Non-current liabilities due within one year

 Including:      -USD                                                                61,840,000.00                        6.5342                  404,074,928.00




 Long-term borrowings

 Including:      -USD                                                              149,308,382.23                         6.5342                  975,610,831.17




 Long-term payables

 Including:      -USD                                                                57,045,117.59                        6.5342                  372,744,207.36



 Note 7: Change of scope of consolidation

 7.1 The business combination under different control

 7.1.1 The business combination under different control this year

                                                                                                                        The income of The net profit of

                           Equity                           Equity                      The          The basis for       the purchaser    the purchaser
                                           Equity                       Acquisitio
Combined party           acquisition                      acquisition                 purchase       determining        from the date of from the date of
                                       acquisition cost                 n method
                            time                           ratio (%)                    date      purchase date purchase to the purchase to the

                                                                                                                        end of the year end of the year

Shandong Jinping
                                                                                                 The      time     of
aviation food Co.,
                                                                                     October 9, acquiring actual
Ltd. (hereinafter       October 2017    30,310,200.00      100.00       Purchase                                         12,920,690.75      2,723,070.17
                                                                                        2017     control of the
referred to as
                                                                                                 combined party
"Jinping food")

Shandong Airlines                                                                    October 9, The       time     of
                        October 2017     7,790,400.00      100.00       Purchase                                         10,051,641.68      1,257,170.58
Qingdao Food                                                                            2017     acquiring actual


                                                                                157
                                                                                                Shandong Airlines Co., Ltd. Annual Report 2017


Co., Ltd.                                                                                  control of the

(hereinafter                                                                               combined party

referred to as

"Qingdao food")

         Total                         38,100,600.00                                                          22,972,332.43       3,980,240.75

 7.1.2 Combined costs and goodwill

                                             Item                                                           Jinping food merger

 Combined costs

 -cash                                                                                                                        38,100,600.00

 -the fair value of Non cash assets

 -the fair value of the debt issued or undertaken

 -the fair value of the equity securities issued

 -the fair value of the contingent consideration

 -the fair value of the stock held before the purchase day on the day of purchase

 —others

 Total combined costs                                                                                                         38,100,600.00

 Less: the fair value share of the recognizable net assets                                                                    37,646,579.87

 The amount of goodwill / combined cost less than the fair value share of the
                                                                                                                                  454,020.13
 recognizable net assets

 Note: the company completed the M & A of Jinping food and Qingdao food in 9 October, 2017, and Jinping held 50.30% shares of Qingdao food on

 the M&A day. The company acquired 49.70% of the minority equity of Qingdao food on the day of M & A. The merger and acquisition of Jinping

 food and Qingdao food is a package deal. Please refer to the following notes about the fair value of the recognizable net assets of the combined

 party on the purchase date, note 7.1.3 Recognizable assets and liabilities of the combined party on the purchase date

 7.1.3 Recognizable assets and liabilities of the combined party on the purchase date

                                                                                           Jinping food merger

                              Item                            The fair value on the purchase        The book value on the purchase day

                                                              day

   Assets:

   Monetary funds                                                                   11,642,641.31                          11,642,641.31



                                                                         158
                                                                                                    Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                           Jinping food merger

                             Item                             The fair value on the purchase           The book value on the purchase day

                                                              day

 Account receivable                                                                 26,280,550.80                           26,280,550.80

 Inventory                                                                           2,026,392.53                             2,026,392.53

 Total current assets                                                               39,949,584.64                           39,949,584.64

 Fixed assets                                                                       17,434,054.06                           12,087,332.55

 Long-term deferred expense                                                          1,378,009.78                             1,378,009.78

 Deferred tax assets                                                                    12,695.62                               12,695.62

 Total non-current assets                                                           18,824,759.46                           13,478,037.95

 Total Assets                                                                       58,774,344.10                           53,427,622.59

 Liabilities:

 Accounts Payables                                                                  14,322,862.51                           14,322,862.51

 Payroll Payable                                                                     2,783,565.18                             2,783,565.18

 Dividends payable                                                                     784,733.67                              784,733.67

 Taxes payable                                                                       1,899,922.49                             1,899,922.49

 Total Current Liabilities                                                          19,791,083.85                           19,791,083.85

 Deferred Tax Liability                                                              1,336,680.38

 Total Non-current Liabilities                                                       1,336,680.38

 Total Liabilities                                                                  21,127,764.23                           19,791,083.85

 Net assets                                                                         37,646,579.87                           33,636,538.74



Note 8: The equity in other main entities

8.1 The equity in subsidiaries

8.1.1 The construction of the group


                                      Place of        Place             Nature           Holding proportion %
          Subsidiaries                                                                                                      Acquired method
                                      operation   of registration     of business        Directly       Indirectly

Shandong aviation Logistics Ltd Qingdao,          Qingdao,          Logistics    and
                                                                                         100.00                        acquired through investment
(hereafter, Qingdao Logistics)      Shandong      Shandong          storage

                                                                           159
                                                                                                           Shandong Airlines Co., Ltd. Annual Report 2017


                                        Place of          Place              Nature             Holding proportion %
            Subsidiaries                                                                                                                    Acquired method
                                       operation    of registration        of business          Directly       Indirectly

Qingdao Feisheng International
                                                                                                                                    Acquired through business
Aviation Training Technology     Qingdao,           Qingdao,
                                                                      Pilot training            100.00                           combination not under common
Development Co., Ltd             Shandong           Shandong
                                                                                                                                                control
(hereafter, Qingdao Feisheng)

                                                                                                                                    Acquired through business
                                 Jinnan,            Jinnan,           Aeronautical
Jinping food                                                                                    100.00                           combination not under common
                                 Shandong           Shandong          food processing
                                                                                                                                                control

                                                                                                                                    Acquired through business
                                 Qingdao,           Qingdao,          Aeronautical
Qingdao food                                                                                         49.70             50.30     combination not under common
                                 Shandong           Shandong          food processing
                                                                                                                                                control

8.2 The equity in joint ventures and associates

8.2.1 Significant joint ventures and associates

                                                                                                             Holding proportion %                 The accounting

                                                                                                                                                    treatment of
                                              Place of            Place                Nature
       joint ventures and associates                                                                                                            investments in joint
                                              operation       of registration      of business              Directly           Indirectly
                                                                                                                                                   ventures and

                                                                                                                                                    associates

Shandong Rainbow Commercial Jet                Jinan,             Jinan,                 Aero
                                                                                                                 45.00                            Equity method
Co., Ltd.                                     Shandong         Shandong           transportation

8.2.2 Key financial information of significant associate- Shandong Rainbow Commercial Jet Co., Ltd.

                                       Item                                               Dec 31th, 2017/Year 2017                   Dec 31th, 2016/Year 2016

Current assets                                                                                                1,819,652.14                                1,820,781.43

Non-current assets                                                                                               24,172.36                                    25,856.24

Total assets                                                                                                    1,843,824.5                               1,846,637.67

Current liabilities                                                                                         167,765,813.33                            167,765,813.33

Non-current liabilities

Total liabilities                                                                                           167,765,813.33                            167,765,813.33

Minority interests

                                                                                160
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


                                    Item                                           Dec 31th, 2017/Year 2017             Dec 31th, 2016/Year 2016

Equity attributable to shareholders of the parent                                               -165,921,988.83                       -165,919,175.66

Pro rata share of the net assets calculated

Adjusting events

- Goodwill

-Unrealized profits from internal transaction

-Others

Book value of equity investments in associates

Fair value of publicly quoted equity investments in associates

Operating income

Net profit                                                                                              -2,813.17                          -12,830.65

Net profit from discontinued operations

Other comprehensive income

Total comprehensive income

Dividends received from associates during the year

8.2.3 Excess loss occurred by joint ventures and associates

                                                                                       Unrecognized losses of current
                                                        Cumulative unrecognized                                             Cumulative unrecognized
             joint ventures and associates                                               year (Share of net profit of
                                                            losses of prior year                                             losses of current year
                                                                                                current year)

Shandong Rainbow Commercial Jet Co., Ltd.                            -74,663,608.80                             -1,265.93              -74,664,874.73



Note 9 The risk associated with financial instruments

The main financial instruments of the Company including equity investments, loans, accounts receivable, accounts payable etc., please see Note 6

for detail of related items. The risk associated with financial instruments, and risk management policies which the company use to reduce these

risks are described below. The management of the Company manages and supervises the risks to ensure that the risks can be controlled within a

limited range.

Sensitivity analysis techniques are adopted by the Company to analyze the impact of reasonable and possible changes of risk variables on the

profit and loss or shareholders' equity for the current period. While risk variables seldomly change in isolation, and the correlation among variables

will have a significant effect on the ultimate impact of the change of one risk variable. Therefore, the following content is based on the assumption

that changes in each variable is independent.

                                                                        161
                                                                                                Shandong Airlines Co., Ltd. Annual Report 2017


9.1 The targets and policies of risks management

The target of risks management is to obtain the proper balance between the risks and benefits, to reduce the negative impact that caused by the

risk of the Company to the lowest level, and to maximize the benefits of shareholders and other equity investors. Based on the targets of risk

management, the basic strategy of the Company’s risk management is to identify and analyze the risks which are faced by the Company, establish

suitable risk tolerance baseline and proceed the risk management, and supervise a variety of risks timely and reliably, and control the risk within a

limited range.

9.1.1 Market Risk

(1) Foreign exchange risk

Foreign exchange risk refers to the risk of loss due to exchange rate fluctuations generally. The company bears the foreign exchange risk primarily

concerned with USD, and uses USD for pricing or settlement in the field of main financing business, operating leases, financing leasing. On 31

December 2017, except the following assets or liabilities in Note 6.51 are recorded in foreign currency, the others are recorded in CNY. Foreign

exchange risk of the assets and liabilities in foreign currencies may have an impact on the Company's performance of operation.

(2) Interest rate risk - the risk of changes in cash flow

The risk of changes in cash flows of a financial instrument due to interest rate is mainly concerned with the floating rate of bank borrowings (see

Note 6.24,6.25). The company's policy is to maintain a floating interest rate on the borrowings.

 (3) Other price risk

Financial assets available for sale and financial assets held-for-trade held by the company should be measured at fair value on the balance sheet

date. For the reason that, the company bears the risk of changes in the stock market.

9.1.2. Credit Risk

As at the statement date, the maximum risk that could cause the Company’s financial losses mainly comes from default of the other party of the

contract, which includes:

The carrying amount of financial assets recognized in the Consolidated statement of financial position; for financial instruments measured by fair

value, the book value reflects its risk exposure but not the maximum risk exposure, which will vary with changes in the fair value in the future.

In order to reduce credit risk, the Company set up a team responsible for determination of credit limits, credit approvals and other monitoring

procedures to ensure that the necessary measures be taken to recover overdue debts. In addition, the Company reviews the recoverable amount of

each individual trade debt at each balance sheet date to ensure fully provision for bad debts recognized for the money that cannot be recovered.

Therefore the Company's management believes the Company’s credit risk has been greatly reduced.

The Company's circulating funds were deposited in banks with high credit ratings, so that the credit risk of circulating funds was low.

9.1.3 Liquidity risk

When managing liquidity risk,the Company’s management believes maintaining adequate cash and cash equivalents, and monitoring that at same

time, in order to meet the needs of operation of the Company, and to reduce the impact of fluctuations in cash flows.The management of the

Company monitors the use of bank borrowings and ensure to abide by loan agreements.



                                                                         162
                                                                                            Shandong Airlines Co., Ltd. Annual Report 2017


Note 10 Disclosure of the fair value

10.1 The fair value at the end of current year of assets and liabilities which are measured by fair value

                                                                                The fair value at the end of current year

                                                           The first level                                The third level
                         Item                                                    The second level
                                                          measured by fair                               measured by fair             Total
                                                                               measured by fair value
                                                               value                                           value

1. Continuous measurement by fair value

1.1 financial assets available for sale                     255,715,999.40                                                         255,715,999.40

(1) Equity instruments investment                           255,715,999.40                                                         255,715,999.40

Total     amount       of       assets     continuous
                                                            255,715,999.40                                                         255,715,999.40
measurement by fair value

2. Financial liabilities measured at fair value with
                                                                                        3,607,390.15                                  3,607,390.15
changes in fair value recognized in profit or loss

Interest rate swaps                                                                     3,607,390.15                                  3,607,390.15

Total amount of liabilities continuous
                                                                                        3,607,390.15                                  3,607,390.15
measurement by fair value

10.2 Determined on the basis of continuous and noncontinuous first level for fair value measurement of the market of project

Financial assets available for sale of continuous measurement by fair value is the investment in TravelSky Technology Limited, whose fair value

was determined based on the closing price for the stock market in Hong Kong Stock Exchange on balance sheet date.

10.3 Continuous and noncontinuous second level for fair value measurement of the market of project, the qualitative and quantitative

information of the valuation techniques and important parameters

Fair value measurement basis of interest rate swaps which was continuously measured by fair value is quotes from counterparty banks on the fair

value of interest rate swaps.



Note 11 Related parties and related party transaction

11.1 Major parent companies

                                                                                                        Shareholding in the    Voting right in the
                                            Place of
         parent companies                                Nature of operation      Registered capital         Company               Company
                                          registration
                                                                                                                (%)                   (%)

                                                           Investment and
SDA Group                                    Jinan                                     580,000,000.00                  42.00                  42.00
                                                         management of aero

                                                                        163
                                                                                            Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                                        Shareholding in the   Voting right in the
                                          Place of
         parent companies                                   Nature of operation   Registered capital        Company               Company
                                         registration
                                                                                                               (%)                      (%)

                                                              transportation

Air China                                  Beijing          Aero transportation     13,084,751,004.00                22.80                    22.80

Note: SDA Group and Air China is the first and second largest shareholder of the Company respectively. Air China is the largest shareholder of SDA

Group; Air China’s shareholding and voting right in SDA Group is 49.406% and 49.406% respectively.

11.2 Subsidiaries

See Note 8.1 for subsidiaries.

11.3 joint ventures and associates

See Note 8.2 for joint ventures and associates.

11.4 Other related parties

                                      Other related party                                               Relationship to the Company

Taikoo (Shandong) Aircraft Engineering Company Limited                                                  Controlled by major investors

Shandong XiangYu Air Technology Co., Ltd.                                                               Controlled by major investors

Shandong Rainbow Commercial Jet Co., Ltd.                                                               Controlled by major investors

Shandong Air New Media Co., Ltd.                                                                        Controlled by major investors

Air China Import & Export Co., Ltd.                                                                     Controlled by major investors

Zhejiang Aviation Service Co., Ltd.                                                                     Controlled by major investors

Air China Shanghai Aviation Service Co., Ltd.                                                           Controlled by major investors

Beijing Golden Phoenix Human Resources Service Co., Ltd.                                                Controlled by major investors

CATIC Industrial Co., Ltd.                                                                              Controlled by major investors

Air Macau                                                                                               Controlled by major investors

Air China Offshore Holding Company                                                                      Controlled by major investors

Air China Hongkong Development Limited                                                                  Controlled by major investors

Beijing Airlines Co., Ltd.                                                                              Controlled by major investors

China International Aviation Shantou Industrial Development Corporation                                 Controlled by major investors

Chengdu Fukai Aircraft Engineering Services Limited                                                     Controlled by major investors

Beijing Aircraft Maintenance and Engineering Corporation                                                Controlled by major investors

                                                                          164
                                                                                        Shandong Airlines Co., Ltd. Annual Report 2017


                                     Other related party                                           Relationship to the Company

Air China Cargo Co., Ltd.                                                                          Controlled by major investors

China Aviation Group Finance Co., Ltd.                                                             Controlled by major investors

Shenzhen Airlines Co., Ltd.                                                                        Controlled by major investors

Dalian Airlines Co., Ltd.                                                                          Controlled by major investors

China International Airlines Inner Mongolia Co., Ltd.                                              Controlled by major investors

Kunming Airlines Ltd                                                                               Controlled by major investors

Sichuan international aero engine maintenance Co., Ltd.                                         jointly operated by major investors

SkyWorks Capital Asia Ltd.                                                                      jointly operated by major investors

ACT Cargo (USA), Inc.                                                                           jointly operated by major investors

Shanghai Pudong International Airport West Public Cargo Terminal Co., Ltd.                      jointly operated by major investors

Ji'an Beijing Aviation Asset Management Co., Ltd.                                               jointly operated by major investors

Shanghai International Airport Ground Service Co., Ltd.                                         jointly operated by major investors

Shandong Airlines Rainbow Auto Service Co., Ltd.                                                jointly operated by major investors

Shandong Airlines Rainbow Auto Service Co., Ltd.                                                jointly operated by major investors

Shenzhen Airport Catering Company Limited                                                       jointly operated by major investors

11.5 Related party transactions

11.5.1 Purchase of goods and services

                Related party                               Transaction                  Current year                    Prior year

Beijing Aircraft Maintenance and
                                                            Repairment                           49,112,850.71                46,912,099.74
Engineering Corporation

Beijing Aircraft Maintenance and
                                               Purchase / lease of aircraft materials                                                 82,930.04
Engineering Corporation

Beijing Aircraft Maintenance and
                                                           Ground service                        26,770,323.67                28,354,445.95
Engineering Corporation


Beijing Golden Phoenix Human Resources
                                                           Ground service                         1,874,683.07                  1,802,736.00
Service Co., Ltd.


Chengdu Fukai Aircraft Engineering                          Repairment                            6,043,043.40                  6,765,978.17


                                                                          165
                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017


               Related party                                Transaction                Current year                Prior year

Services Limited

Air China Import & Export Co., Ltd.                  Taxes of aircraft materials                                                9,700.60

Shandong Air New Media Co., Ltd.            Aircraft offerings and advertising fees            10,069,312.24           14,165,444.80

Taikoo (Shandong) Aircraft Engineering
                                                       Aircraft maintenance                   111,390,230.75           53,489,045.18
Company Limited

Taikoo (Shandong) Aircraft Engineering            Measurement fee for measuring
                                                                                                  334,050.38
Company Limited                                             instruments

Taikoo (Shandong) Aircraft Engineering
                                                     Seat cover and carpet fee                  4,087,695.43
Company Limited

Shandong XiangYu Air Technology Co., Ltd.                   Repairment                         70,853,836.21           62,803,828.70

SDA Group                                         Office lease rental and catering             31,061,380.69           29,933,839.56

SDA Group                                         Airport take-off and landing fees               140,440.00

SDA Group                                                    Group fee                          5,548,659.72

Shenzhen Airlines Co., Ltd.                               Agency service                        2,506,826.67             1,778,151.48

Shenzhen Airlines Co., Ltd.                  Purchase / lease of aircraft materials                   77,366.20             23,980.28

Shenzhen Airlines Co., Ltd.                                   Catering                          1,322,605.55               930,225.00

Shenzhen Airlines Co., Ltd.                                Irregular flight                           63,169.82

Sichuan International Aero Engine
                                                            Repairment                         46,660,824.96          266,883,899.60
Maintenance Co., Ltd.

Air China                                                 Ground service                       15,476,556.88           27,902,903.35

Air China                                                   Repairment                            186,711.99               516,583.34

Air China                                    Purchase / lease of aircraft materials                                         65,317.62

Air China                                                 Agency service                       19,982,955.48           12,634,460.02

Air China                                           Irregular flight expenditure               28,038,113.58           14,336,654.51

Air China Cargo Co., Ltd.                                 Ground service                        7,089,769.02             3,051,710.01

Kunming Airlines Co., Ltd                                 Agency service                              33,323.92

                    Total                                                                    438,724,730.34           572,443,933.95

11.5.2 Sales of goods and vendering of services

                                                                          166
                                                                                     Shandong Airlines Co., Ltd. Annual Report 2017


                Related party                              Transaction               Current year                Prior year

Beijing Aircraft Maintenance and
                                                  Sale /rent of aircraft materials             532,205.65                 222,101.94
Engineering Corporation

Dalian Airlines Co., Ltd.                                Ground service                        277,453.85                     56,969.93

Dalian Airlines Co., Ltd.                          Irregular flight expenditure                141,998.06                 165,015.00

Kunming Airlines Co., Ltd                                Ground service                         90,283.02

Kunming Airlines Co., Ltd                          Locomotive service income                    64,320.76

Kunming Airlines Co., Ltd                                Agency service                         32,336.79

Shandong Air New Media Co., Ltd.                       Media resource fee                   11,991,452.99              17,193,467.69

Taikoo (Shandong) Aircraft Engineering
                                                    Sale of aircraft materials                 397,672.42                 279,891.59
Company Limited

Taikoo (Shandong) Aircraft Engineering
                                                          Trainning fee                         11,031.49
Company Limited

Shandong XiangYu Air Technology Co., Ltd.           Sale of aircraft materials                 334,132.98                 105,257.45

Shenzhen Airlines Co., Ltd.                              Agency service                      1,220,924.95                 636,161.44

Shenzhen Airlines Co., Ltd.                              Ground service                        250,754.71                 302,000.00

Shenzhen Airlines Co., Ltd.                       Sale /rent of aircraft materials              72,586.00                 392,823.37

Shenzhen Airlines Co., Ltd.                        Irregular flight expenditure                     5,982.90                   5,750.00

Air China                                                Ground service                      4,029,380.06               2,967,241.10

                                            Simulator maintenance / House rental
Air China                                                                                    4,402,183.15              10,283,400.00
                                                              income

Air China                                         Sale /rent of aircraft materials              12,906.84                     19,373.16

Air China                                          Irregular flight expenditure                 31,811.97                      5,410.00

Air China                                                Agency service                      4,286,956.10               6,406,068.26

Air China                                                    Catering                           34,241.26

Air China Cargo Co., Ltd.                           Warehouse rent income                                                      2,800.00

SDA Group                                                    Catering                               5,488.00

                     Total                                                                  28,226,103.95              39,043,730.93

11.5.3 Related Party borrowing funds demolition
                                                                          167
                                                                                             Shandong Airlines Co., Ltd. Annual Report 2017


                 Related Party                   Borrowing money            Beginning date                Due date                   Description

borrowing:

                                                                                                                           Balance             as      at

China National Aviation Finance Co., Ltd.         296,000,000.00                2016-6-20                2026-6-20         31/12/2017               CNY

                                                                                                                           251,600,000.00

11.5.4 Remuneration to key management personel

                                     Item                                           Current year                            Prior year

Remuneration to key management personel                                                CNY 13.5487 million                   CNY 11.1861 million

11.5.5 Other related party transactions



                Related party                         Transaction                        Current year                            Prior year


Air China                                              Wet lease                                136,598,092.82                        282,331,884.00

Air China                                            Code sharing                                       39,808.59                             -111,859.52

Air China                                   Frequent flyer cooperation                              54,000,000.00                     130,718,573.22

Air China Cargo Co., Ltd.                        Code sharing for cargo                              6,567,764.12                             712,369.96

                     Total                                                                      197,205,665.53                        413,650,967.66

11.6 Related party balances

11.6.1 Receivables

                                                                          C/f                                              B/f

                     Related party                                              Allowance for bad                                 Allowance for bad
                                                      Carrying amount                                    Carrying amount
                                                                                      debt                                               debt

Accounts receivable

Air China                                                  226,488,421.70                                    111,220,493.07

Taikoo (Shandong) Aircraft Engineering Company
                                                                18,400.00
Limited

                         Total                             226,506,821.70                                    111,220,493.07

Other receivables

Air China                                                    5,799,073.26                                      6,250,133.00



                                                                    168
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


                                                                            C/f                                              B/f

                    Related party                                                 Allowance for bad                                Allowance for bad
                                                          Carrying amount                                  Carrying amount
                                                                                        debt                                               debt

Shenzhen Airlines Co., Ltd.                                      100,100.00                                           468,173.37

Shandong Rainbow Commercial Jet Co., Ltd.                    101,551,717.65           101,551,717.65           101,551,717.65         101,551,717.65

Shandong XiangYu Air Technology Co., Ltd.                            402.45                                            15,444.48

Taikoo (Shandong) Aircraft Engineering Company
                                                                  188,945.11                                          198,526.00
Limited

Shandong Air New Media Co., Ltd.                                2,952,004.83                                     1,027,044.28

Beijing Aircraft Maintenance and
                                                                    7,745.32
Engineering Corporation

Dalian Airlines Co., Ltd.                                          97,611.00

Kunming Airlines Co., Ltd                                          92,410.00

Shandong Airlines Rainbow Auto Service Co., Ltd.                 157,830.09

                            Total                             110,947,839.71          101,551,717.65           109,511,038.78         101,551,717.65

11.6.2 Payables

                                    Related party                                               C/f                                 B/f

Accounts payable

Shandong XiangYu Air Technology Co., Ltd.                                                              3,448,051.17                        2,451,618.94

Taikoo (Shandong) Aircraft Engineering Company Limited                                                27,753,155.69                        1,279,779.59

Air China                                                                                         259,659,603.16                      190,287,022.82

Air China Cargo Co., Ltd.                                                                              1,306,550.93                         260,935.50

Beijing Golden Phoenix Human Resources Service Co., Ltd.                                                346,206.28                          161,838.00

Shenzhen Airlines Co., Ltd.                                                                             659,964.90                          208,826.20

Aircraft Maintenance and Engineering Corporation (Ameco Beijing)                                      15,130,561.55                       10,860,743.99

Sichuan International Aero Engine Maintenance Co., Ltd.                                                7,091,848.70                       64,482,126.00

Shandong Air New Media Co., Ltd.                                                                       1,339,801.63

Shandong Airlines Rainbow Auto Service Co., Ltd.                                                       4,538,560.00


                                                                      169
                                                                                         Shandong Airlines Co., Ltd. Annual Report 2017


                                  Related party                                           C/f                                 B/f

                                      Total                                                 321,274,304.01                      269,992,891.04

Other payables

Air China                                                                                       20,000,000.00                       20,000,000.00

SDA Group                                                                                        5,888,565.00                        6,041,798.09

Taikoo (Shandong) Aircraft Engineering Company Limited                                                484,291.74                      245,400.00

                                      Total                                                     26,372,856.74                       26,287,198.09



Note 12 Commitments

12.1 Signifcant commitments

12.1.1 Capital commitment

                                          Item                                                  C/f                            B/f

Firm contracts not recognized in the financial statements

- Commitment to acquire non-current assets                                                  17,159,340,532.55                 18,276,050,022.59

- large outsourcing contract

- External investment commitments

                                          Total                                             17,159,340,532.55                 18,276,050,022.59

12.1.2 Operating lease

Information of irrevocable operating lease contracts as at the reporting date:

                                          Item                                                  C/f                            B/f

Minimum lease rental for irrevocable operating lease contracts

Within one year from the reporting date                                                      2,566,886,865.79                  2,290,232,032.00

Within two years from the reporting date                                                     2,539,998,632.79                  2,155,144,647.15

Within three years from the reporting date                                                   2,464,366,482.24                  2,125,539,777.15

Subsequent years                                                                            11,109,059,067.92                 11,553,366,310.20

                                          Total                                             18,680,311,048.74                 18,124,282,766.50

Note: As of 31/12/2017, the balance of unexpired bond issued by this company is CNY 61.693.700.00, USD       97,491,000.00.

12.1.3 Other commitment

No other significant commitments of the Company need to be disclosed as at 31/12/2017.
                                                                         170
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


Note 13 Post balance sheet date events

13.1 Post balance sheet date profit appropriation

The Proposal for Profit Appropriation for the Year ended 31 December 2017 of distributing cash dividend of CNY 2.50 (gross) per 10 shares for the

400 million shares outstanding as at the reporting date, which in total amounts to CNY 100,000,000.00, was approved by the 3th Meeting of the 6th

Term of Board of Directors of the Company held on 22 March 2018; the Proposal was pending the approval of the General Meeting of stockholders

of the Company.



Note 14 Other significant events

14.1 Pension Plan

No significant change of the annuity program occurred for current year, see note 6.19, 6.26.



Note 15 Notes to elements of the separate financial statements

15.1 Accounts receivable

15.1.1 Disclosure by category

                                                                                                      C/f

                           Category                                Carrying amount                Allowance for bad debt
                                                                                                                                   Book value
                                                                  Amount             %            Amount             %

Accounts receivable of individual

significance and subject to individual                         354,831,772.34        62.85                                        354,831,772.34

impairment assessment

Accounts receivable subject to

impairment assessment by credit risk                           176,321,122.59        31.23       8,816,056.13              5.00   167,505,066.46

characteristics of a portfolio

Accounts receivable of individual

insignificance but subject to individual                        33,397,931.11          5.92      8,057,209.85          24.12       25,340,721.26

impairment assessment

                             Total                             564,550,826.04       100.00      16,873,265.98              2.99   547,677,560.06

(Continued)

                                                                                                      B/f
                            Category
                                                                     Carrying amount               Allowance for bad debt         Book value


                                                                        171
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


                                                                   Amount               %                Amount             %

Accounts receivable of individual significance and subject to

individual                                                        228,079,021.34           68.01                                        228,079,021.34

impairment assessment

Accounts receivable subject to

impairment assessment by credit risk                               88,170,349.23           26.29         4,408,517.46           5.00      83,761,831.77

characteristics of a portfolio

Accounts receivable of individual

insignificance but subject to individual                           19,100,611.14            5.70         8,057,209.85        42.18        11,043,401.29

impairment assessment

                                 Total                            335,349,981.71        100.00       12,465,727.31              3.83    322,884,254.40

① Accounts receivable of individual significance and subject to individual impairment assessment

                                                                                                   C/f

                         Debtor                                               Allowance for bad           Rate of
                                                      Carrying amount                                                        Reason for allowance
                                                                                    debt            allowance (%)

                                                                                                                        No indication of impairment upon
Air China                                                  226,431,513.23
                                                                                                                        individual assessment

                                                                                                                        No indication of impairment upon
Accounting Center of China Aviation                         64,282,945.89
                                                                                                                        individual assessment

                                                                                                                        No indication of impairment upon
BSP-CHINA                                                   64,117,313.22
                                                                                                                        individual assessment

                         Total                             354,831,772.34

② Accounts receivable subject to impairment assessment by portfolio

                                                                                             C/f
               Portfolio
                                              Carrying amount                   Allowance for bad debt                     Rate of allowance (%)

 Portfolio by nature                                 176,321,122.59                            8,816,056.13                                        5.00

                 Total                               176,321,122.59                            8,816,056.13                                        5.00




                                                                        172
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


③ Accounts receivable of individual insignificance but subject to individual impairment assessment

                                                                                               C/f

                     Debtor                                         Allowance for bad       Rate of allowance
                                              Carrying amount                                                             Reason for allowance
                                                                          debt                       (%)

                                                                                                                    No indication of impairment upon
   BSP-other areas                                 20,911,132.89
                                                                                                                    individual assessment

   Debtor #1                                        8,057,209.85          8,057,209.85                     100.00 impairment upon

                                                                                                                    No indication of impairment upon
   UATP                                             2,706,589.78
                                                                                                                    individual assessment

   Kunpeng Airlines Co.,Ltd                         1,849,400.00          1,849,400.00                     100.00 impairment upon

                                                                                                                    No indication of impairment upon
   ARC                                              1,224,308.95
                                                                                                                    individual assessment

   CR Airways                                         916,508.05              916,508.05                   100.00 impairment upon

   Taikoo (Shandong) Aircraft Engineering                                                                           No indication of impairment upon
                                                       18,400.00
   Company Limited                                                                                                  individual assessment

                      Total                        33,397,931.11          8,057,209.85                      24.12

15.1.2 Recognisation, recovery or reversal of allowance for bad debt

The amount of allowance for bad debts recognized during the year is CNY4,407,538.67. No recovery or return to bad debts during the year.

15.1.3 Top five accounts receivables by debtors

The total amount of top five accounts receivables summarized by debtors as at the end of current year is CNY 398,565,904.54, accounting for

70.60% of the total accounts receivable as at the end of current year, the total corresponding allowance for bad debts is CNY2,186,706.61.

15.2 Other receivables

15.2.1 Disclosure by category

                                                                                                            C/f

                          Category                                  Carrying amount                   Allowance for bad debt
                                                                                                                                            Book value
                                                                    Amount              %             Amount                 %

Other receivables of individual

significance and subject to individual                             447,153,532.78     88.21          106,076,302.93           23.72         341,077,229.85

impairment assessment

Other receivables subject to subject to                             34,509,238.33       6.81           1,725,461.92              5.00        32,783,776.41


                                                                        173
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                                          C/f

                           Category                                 Carrying amount                Allowance for bad debt
                                                                                                                                     Book value
                                                                    Amount             %            Amount               %

impairment assessment by credit risk

characteristics of a portfolio

Other receivables of individual

insignificance but subject to individual                            25,239,425.83       4.98                                           25,239,425.83

impairment assessment

                                 Total                           506,902,196.94       100.00       107,801,764.85          21.27      399,100,432.09

(Continued)

                                                                                                           B/f

                             Category                                  Carrying amount              Allowance for bad debt
                                                                                                                                     Book value
                                                                      Amount               %             Amount           %

Other receivables of individual

significance and subject to individual                               398,743,770.11        78.79     108,431,670.15       27.19       290,312,099.96

impairment assessment

Other receivables subject to subject to

impairment assessment by credit risk                                  63,673,072.13        12.58         3,183,653.61        5.00      60,489,418.52

characteristics of a portfolio

Other receivables of individual

insignificance but subject to individual                              43,680,428.66         8.63                                       43,680,428.66

impairment assessment

                                  Total                              506,097,270.90      100.00      111,615,323.76       22.05       394,481,947.14

① Other receivables of individual significance and subject to individual impairment assessment

                                                                                                   C/f

                                                                                                         Rate of
                        Debtor                           Carrying
                                                                          Allowance for bad debt allowance               Reason for allowance
                                                         amount
                                                                                                          (%)

                                                                                                                   No indication of impairment upon
Debtor #1                                               205,026,036.71
                                                                                                                   individual assessment


                                                                       174
                                                                                               Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                                    C/f

                                                                                                          Rate of
                        Debtor                           Carrying
                                                                           Allowance for bad debt allowance                     Reason for allowance
                                                           amount
                                                                                                           (%)

                                                                                                                         impairment upon individual
Shandong Rainbow Commercial Jet Co., Ltd.                101,551,717.65          101,551,717.65              100.00
                                                                                                                         assessment

                                                                                                                         impairment assessment by
Debtor #2                                                  47,450,699.99            2,372,535.00                  5.00
                                                                                                                         portfolio

                                                                                                                         impairment assessment by
Debtor #3                                                  43,041,005.53            2,152,050.28                  5.00
                                                                                                                         portfolio

                                                                                                                         No indication of impairment upon
Shandong Air Logistics Co., Ltd.                           50,084,072.90
                                                                                                                         individual assessment

                        Total                            447,153,532.78          106,076,302.93                  23.72




② Other receivables subject to impairment assessment by portfolio

                                                                                         C/f
            Portfolio
                                         Carrying amount                     Allowance for bad debt                           Rate of allowance (%)

 Portfolio by nature                                34,509,238.33                              1,725,461.92                                            5.00

             Total                                  34,509,238.33                              1,725,461.92                                            5.00

③ Other receivables of individual insignificance but subject to individual impairment assessment

                                                                                                     C/f

                         Debtor                                             Allowance for bad Rate of allowance
                                                       Carrying amount                                                           Reason for allowance
                                                                                  debt                     (%)

                                                                                                                           No indication of impairment upon
Air China                                                   5,799,073.26
                                                                                                                           individual assessment

                                                                                                                           No indication of impairment upon
Debtor #1                                                   4,482,461.20
                                                                                                                           individual assessment


                                                                       175
                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                            C/f

                        Debtor                                        Allowance for bad Rate of allowance
                                                   Carrying amount                                               Reason for allowance
                                                                            debt                  (%)

                                                                                                            No indication of impairment upon
Debtor #2                                              4,028,610.00
                                                                                                            individual assessment

                                                                                                            No indication of impairment upon
Shandong Air New Media Co., Ltd.                       2,952,004.83
                                                                                                            individual assessment

                                                                                                            No indication of impairment upon
Debtor #3                                              2,024,430.00
                                                                                                            individual assessment

                                                                                                            No indication of impairment upon
Debtor #4                                              1,463,660.80
                                                                                                            individual assessment

                                                                                                            No indication of impairment upon
Debtor #5                                              1,332,976.80
                                                                                                            individual assessment

                                                                                                            No indication of impairment upon
Debtor #6                                              1,136,562.31
                                                                                                            individual assessment

                                                                                                            No indication of impairment upon
Debtor #7                                                784,104.00
                                                                                                            individual assessment

                                                                                                            No indication of impairment upon
Debtor #8                                                553,166.41
                                                                                                            individual assessment

Taikoo (Shandong) Aircraft Engineering Company                                                              No indication of impairment upon
                                                         188,945.11
Limited                                                                                                     individual assessment

                                                                                                            No indication of impairment upon
Shandong Airlines Rainbow Auto Service Co., Ltd.         158,590.09
                                                                                                            individual assessment

                                                                                                            No indication of impairment upon
Shenzhen Airlines Co., Ltd.                              100,100.00
                                                                                                            individual assessment

                                                                                                            No indication of impairment upon
Dalian airlines limited liability company                 97,611.00
                                                                                                            individual assessment

                                                                                                            No indication of impairment upon
Kunming Airlines Ltd                                      92,410.00
                                                                                                            individual assessment

                                                                                                            No indication of impairment upon
Shandong Jinping aviation food Co., Ltd.                  25,536.08
                                                                                                            individual assessment

                                                                 176
                                                                                                  Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                                          C/f

                       Debtor                                                    Allowance for bad Rate of allowance
                                                         Carrying amount                                                    Reason for allowance
                                                                                       debt                     (%)

                                                                                                                       No indication of impairment upon
Debtor #9                                                       11,036.17
                                                                                                                       individual assessment

Aircraft Maintenance and Engineering                                                                                   No indication of impairment upon
                                                                 7,745.32
Corporation (Ameco Beijing)                                                                                            individual assessment

                                                                                                                       No indication of impairment upon
Shandong XiangYu Air Technology Co., Ltd.                          402.45
                                                                                                                       individual assessment

                           Total                            25,239,425.83

15.2.2 Recognisation, recovery or reversal of allowance for bad debt

The amount of allowance for bad debts reversed during the current year is CNY 3,813,558.91. No recovery or provision to bad debts during the

year.

15.2.3 Disclosure by nature

                    Category                                               C/f                                                B/f

Deposits                                                                             220,843,044.40                                   149,790,973.93

Others                                                                               286,059,152.54                                   356,306,296.97

                      Total                                                          506,902,196.94                                   506,097,270.90

15.2.4 Top five other receivables

                                                                                                                                     Allowance for bad
                  Debtor                       Nature               C/f                       Aging                    %
                                                                                                                                           debt

Debtor #1                                     Deposits          205,026,036.71            Within 1 year                     40.45

Shandong Rainbow Commercial Jet Co.,
                                               Others           101,551,717.65            Over 5 years                      20.03       101,551,717.65
Ltd.

Debtor #2                                      Others             47,450,699.99           Within 3 years                      9.36        2,372,535.00

Debtor #3                                      Others             43,041,005.53           Within 2 years                      8.49        2,152,050.28

Shandong aviation Logistics Ltd                Others             50,084,072.90           Over 5 years                        9.88

                   Total                                        447,153,532.78                                              88.21       106,076,302.93

15.3 Long-term equity investments


                                                                          177
                                                                                                    Shandong Airlines Co., Ltd. Annual Report 2017


15.3.1 Disclosure by category

                                                  C/f                                                                    B/f

      Item                                     Impairment           Net carrying                                   Impairment
                      Carrying amount                                                    Carrying amount                               Net carrying amount
                                                allowance                amount                                     allowance

Investments in
                          144,101,285.43                            144,101,285.43           106,000,685.43                                 106,000,685.43
subsidiaries

Investments in
                           22,500,000.00       22,500,000.00                                  22,500,000.00        22,500,000.00
associates

      Total               166,601,285.43       22,500,000.00        144,101,285.43           128,500,685.43        22,500,000.00            106,000,685.43

15.3.2 Investments in subsidiaries

                                                                                   Current
                                                             Current year                                                  Allowance           Year-end
        Investee                       B/f                                           year                   C/f
                                                               increase                                                   recognized          allowance
                                                                                   decrease

Shandong aviation

Logistics Ltd                        48,323,205.97                                                     48,323,205.97

Qingdao Feisheng

International Aviation

Training Technology

Development Co., Ltd                 57,677,479.46                                                     57,677,479.46

Shandong Jinping
                                                               30,310,200.00                           30,310,200.00
aviation food Co., Ltd.

Shandong Airlines
                                                                7,790,400.00                            7,790,400.00
Qingdao Food Co., Ltd.

             Total                 106,000,685.43              38,100,600.00                          144,101,285.43

15.3.3 Investments in joint ventures and associates

                                                                                             Currency year movement (+, -)

                                                                                            Investment gains
                                           Impairment
    Investee                B/f                             Additional      Investment         and losses         Other comprehensive       Other changes
                                           allowance
                                                            investment      reduction       recognized under       income adjustment           in equity

                                                                                            the equity method

Associates

                                                                            178
                                                                                                        Shandong Airlines Co., Ltd. Annual Report 2017


                                                                                                 Currency year movement (+, -)

                                                                                                Investment gains
                                           Impairment
     Investee                B/f                               Additional       Investment        and losses       Other comprehensive       Other changes
                                            allowance
                                                              investment         reduction   recognized under        income adjustment          in equity

                                                                                             the equity method

Shandong

Rainbow

Commercial Jet

Co., Ltd.              22,500,000.00       22,500,000.00

       Total           22,500,000.00       22,500,000.00

  (Continued)

                                                     Currency year movement (+, -)

            Investee                 Declared cash                                                                        C/f             Year-end allowance
                                                               Allowance recognized               Others
                                   dividends or profits

 Associates

 Shandong Rainbow
                                                                                                                          22,500,000.00        22,500,000.00
 Commercial Jet Co., Ltd.

               Total                                                                                                      22,500,000.00        22,500,000.00

 15.4 Operating revenues and costs

                                                          Current year                                                    Prior year
            Category
                                     Operating revenues                  Operating costs             Operating revenues                Operating costs

 Principal business                         16,022,208,389.76               14,777,997,386.71              13,356,300,303.64               11,881,690,830.48

 Other business                                 436,666,619.54                   9,296,820.58                  358,853,013.78                   1,598,065.47

              Total                         16,458,875,009.30               14,787,294,207.29              13,715,153,317.42               11,883,288,895.95

 15.5 Investment income

                                                 Category                                                           Current year              Prior year

 Income from financial assets measured by fair value with changes in
                                                                                                                          -1,023,651.75         -1,277,063.78
 fair value recognized in profit or loss

 Income from holding of financial assets available for sale                                                               22,740,535.94        18,636,766.90



                                                                                179
                                                                                                    Shandong Airlines Co., Ltd. Annual Report 2017


                                                Category                                                          Current year               Prior year

                                                  Total                                                                21,716,884.19          17,359,703.12

Note 16 Supplementary information

16.1 Non-recurring profit and loss

                                                      Category                                                            Current year         Description

      Gains from disposals of non-current assets after expending impairment provisions                                       -1,370,187.93

      Exceeded-authority approved, non-official approved or accidental tax repayment and relief

      Government grants recognized through profit or loss for the current reporting period, excluding grants

which are closely related to the Company’s operating activities and of which the quota or approval is eligible            103,523,912.62

for automatic renewal in accordance with relevant regulations

      Financial resource usage fees charged on non-financial institution recognized through profit or loss for

the current reporting period

      Gains arising from bargain purchase in business combination and investments in associates and joint

ventures

      Non-monetary asset exchange

      Consigned investment and asset management

      Impairment provision resulting from force majeure, eg. natural disasters

      Reorganization

      Reorganization expenditure

      Unfair transactions

      Net profits or losses achieved by an acquired under-common-control entity during the period from the

start of the period to the acquisition date

      Gains or losses arising from contingent events unconnected with the Company’s daily operating

activities

      Fair value changes of tradable financial assets and tradable financial liabilities held and gains or losses

arising from disposals of tradable financial assets, tradable financial liabilities and available-for-sale financial         -3,475,226.10

assets, excluding hedging contracts relevant to the Company’s daily operating activities

      Reversal of impairment provision for accounts receivables eligible for individual impairment assessment

      Gains or losses arising from consigned borrowings



                                                                            180
                                                                                                Shandong Airlines Co., Ltd. Annual Report 2017


                                                    Category                                                        Current year      Description

      Fair value changes of property investments subsequently measured at fair value

      One-off adjustment of profit or loss for the current reporting period in accordance with tax and

accounting laws and regulations

      Consignment income arising from consigned operations

      Income and expenses other than items listed above                                                               37,451,876.61

      Other gains or losses satisfying the definition of extraordinary gains or losses

                                                     Subtotal                                                        136,130,375.20

Less: Impact of income tax                                                                                            34,229,181.60

      Less: Impact on non-controlling interest

                                                      Total                                                          101,901,193.60

Note: Positive amounts and negative amounts in non-recurring categories mean income and expense or loss respectively.

The Company recognized non-recurring categories of activities in accodance with the Explanatory Announcement regarding Information Disclosure

by Publicly Listed Company No. 1 - Non-recurring Profit and Loss (Zhengjianhui Gonggao [2008] No.43).

16.2 Rate of return on net assets and earnings per share

                                                                                                                Earnings per share (CNY/share)
                        Profit catagory                              Weighted average rate of RONA
                                                                                                                Basic EPS          Diluted EPS

Net profit attributable to ordinary shareholders                                                     12.19                  1.23                 1.23

Recurring profit or loss attributable to ordinary shareholders                                           9.66               0.97                 0.97




                                                                          181
                                                                                      Shandong Airlines Co., Ltd. Annual Report 2017


                      Section XII. Documents available for Reference
1. Financial statements carrying the personal signatures and seals of Chairman of the Board, Chief Accountant and Person in Charge
of Accounting Department;
2. Original of Auditors’ Report carrying the seals of Certified Public Accountants as well as personal signatures and seals of certified
public accountants;
3. Originals of all documents and notices publicly disclosed on newspapers designated by CSRC in the report period in 2017;
4. The Company will offer above documents for reference timely provided that CSRC or Stock Exchange demands or shareholders
requires according to the regulations and Articles of Association.




                                                                                      Board of Director of Shandong Airlines Co., Ltd.
                                                                                                                         24 March 2018




                                                                     182