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山 航B:2009年年度报告(英文版)2010-03-25  

						Shandong Airlines Co., Ltd. 2009 Annual Report

    1

    山东航空股份有限公司

    2009 年年度报告

    SHANDONG AIRLINES CO., LTD.

    2009 ANNUAL REPORT

    March / Year 2010

    Jinan · P.R.C.Shandong Airlines Co., Ltd. 2009 Annual Report

    2

    Contents and Important Notes

    I. Company Profile -------------------------------------------------------------------------3

    II. Summary of Financial Highlight and Business Highlight -------------------------4

    III. Changes in Capital Shares and Particulars about Shareholders ------------------7

    IV. Particulars about Directors, Supervisors, Senior Executives and Employees ---11

    V. Administrative Structure -------------------------------------------------------------- --19

    VI. Brief Introduction to the Shareholders’ General Meeting ---------------------- ---22

    VII. Report of the Board of Directors -----------------------------------------------------23

    VIII. Report of the Supervisory Committee ----------------------------------------------33

    IX. Significant Events -----------------------------------------------------------------------35

    X. Financial Report --------------------------------------------------------------------------39

    XI. Documents for Reference --------------------------------------------------------------133

    Important Notes:

    The Board of Directors and the Supervisory Committee of Shandong Airlines Co., Ltd.

    (hereinafter referred to as the Company) and its directors, supervisors and senior

    executives hereby confirm that there are no any fictitious statements, misleading

    information 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.

    Director Mr.Wang Mingyuan was absent from the Board meeting and authorized

    Director Mr.Feng Gang to vote on his behalf.

    Reanda Certified Public Accountants issued the standard unqualified Auditors’ Report

    for the Company.

    Chairman of the Board Mr. Zhang Xingfu, General Manager Mr. Zeng Guoqiang, and

    Chief Accountant Mr. Xu Guojian of the Company hereby confirm that the Financial

    Report of the Annual Report is true and complete.

    Paraphrases:

    The Company: Shandong Airlines Co., Ltd.

    SDA: Shandong Aviation Group; the controlling shareholder of the Company

    Air China: Air China Limited, the actual controller of the Company

    Air China Group: China National Aviation Group Co., Ltd., the controlling

    shareholder of Air ChinaShandong Airlines Co., Ltd. 2009 Annual Report

    3

    I. Company Profile

    1. Legal Chinese Name of the Company: 山东航空股份有限公司

    Legal English Name of the Company: SHANDONG AIRLINES CO., LTD.

    2. Legal Representative: Zhang Xingfu

    3. Secretary of Board of Directors of the Company: Dong Qiantang

    Contact Address: SDA Bldg., No. 5746, Er Huan East Road, Jinan, Shandong

    Tel.: (86) 531-85698229

    E-mail: dongqt@shandongair.com.cn

    Authorized Securities Affairs Representative: Fan Peng

    E-mail: fanp@shandongair.com.cn

    Tel.: (86) 531-85698678

    Fax: (86) 531-85698679

    4. Registered Address: Yaoqiang International Airport, Jinan, Shandong

    Office Address: SDA Bldg., No. 5746, Er Huan East Road, Jinan, Shandong

    Post Code: 250014

    Company’s Website: http://www.shandongair.com.cn

    E-mail: zqb@shandongair.com.cn

    5. Newspapers for Disclosing the Information Designated by the Company:

    Domestic: China Securities Journal and Securities Times

    Overseas: Hong Kong Commcercial Daily

    Internet Website for Publishing the Annual Report: http://www.cninfo.com.cn

    The Place Where the Annual Report is Prepared and Placed: Office of the Board of the

    Company (Room 1920, SDA Bldg.)

    Liaison Tel: (86) 531-85698678

    6. Stock Exchange Listed with: Shenzhen Stock Exchange

    Short Form of the Stock: SHANHANG B

    Stock Code: 200152

    7. Other Relevant Information of the Company

    Initial registration date: Dec. 13, 1999

    Registration date after change: Sep. 16, 2009

    Registration address: Industrial and Commercial Administration Bureau of

    Shandong Province

    Registered number for enterprise corporation business license: 370000400002351

    Registered number for taxation: 370112720721201

    Name and address of certified public accountants engaged by the Company:Shandong Airlines Co., Ltd. 2009 Annual Report

    4

    Reanda Certified Public Accountants

    Address: Room 2008 on 20/F, East District of No.1 Building, No.100, Xili Street,

    Balizhuang, Chaoyang District, Beijing

    II. Summary of Financial Highlight and Business Highlight

    Unit: RMB

    (I)Main profit index of the Company as of the report year

    Items Amount

    Operating profit 261,760,990.12

    Total profit 403,361,305.82

    Net profit attributable to the shareholders of

    the listed company 302,282,325.68

    Net profit attributable to the shareholders of

    the listed company after deducting

    non-recurring losses/gains 203,597,306.19

    Net cash flow arising from operating activities

    1,317,347,150.42

    (II) Items of deducting non-recurring gains and losses and the involved amounts are

    as following:

    Items of non-recurring gains and losses Amount

    Net profit 302,743,202.40

    Add: (1) Gains and losses from the disposal of non-current asset, including

    the offsetting parts which was made accrual of provision for asset

    impairment -2,758,500.92

    (2) Governmental subsidy calculated into current gains and losses,

    while closely related with the business of the Company, excluding the

    fixed-amount or fixed-proportion governmental subsidy according to the

    unified national standard -135,213,761.47

    (3) 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 transaction financial liabilities and financial assets available for

    sales, excluded effective hedging business relevant with normal operations

    of the Company 10,020,739.69

    (4) Other non-operating income and expenditure except for the

    aforementioned items -3,628,053.31

    Subtotal -131,579,576.01

    Less: Influenced number of income tax of non-recurring losses/gains -32,894,894.00

    Net profit after deducting non-recurring gains and losses 204,058,520.39

    Less: Net profit deducted non-recurring losses/gains attributable to 461,214.20Shandong Airlines Co., Ltd. 2009 Annual Report

    5

    minority shareholder

    Net profit attributable to shareholder of parent company after deducting

    non-recurring losses/gains 203,597,306.19

    (III) Major accounting data and financial highlights over the previous three years as at

    the end of the report period

    1. Main accounting data

    2007

    Items 2009 2008

    Increase/decrea

    se in this year

    compared with

    that in last year

    (%)

    Before adjustment After adjustment

    Operating

    income

    5,366,113,363.

    68

    5,049,391,116.

    47

    6.27% 4,630,130,538.

    19

    4,630,130,538.

    19

    Total profit

    403,361,305.82 108,260,827.56

    272.58%

    57,546,814.19 98,768,111.17

    Net profit

    attributable

    to

    shareholder

    s of the

    listed

    company

    302,282,325.68 80,981,442.68

    273.27%

    37,255,985.51 68,171,958.24

    Net profit

    attributable

    to

    shareholder

    s of the

    listed

    company

    after

    deducting

    non-recurri

    ng gains

    and losses

    203,597,306.19 92,440,296.87 120.25% 50,392,077.82 53,689,781.57

    Net cash

    flow arising

    from

    operating

    activities

    1,317,347,150.

    42

    1,059,833,106.

    56

    24.30%

    734,571,420.98 734,571,420.98

    Items At the end of 2009 At the end of 2008 Increase/decrea At the end of 2007Shandong Airlines Co., Ltd. 2009 Annual Report

    6

    se at the end of

    this year

    compared with

    that at the end

    of last year (%)

    Before adjustment After adjustment

    Total assets 8,096,403,730.

    75

    7,844,104,901.

    47

    3.22% 7,039,689,367.

    94

    7,082,444,002.

    92

    Owners’

    equity( or

    Shareholder

    s’ equity)

    852,294,621.98

    550,012,296.30

    54.96%

    436,964,877.39 469,030,853.62

    2. Main financial indexes

    2007

    2009 2008

    Increase/decrease in this year

    compared with that in last year (%)

    Before

    adjustment

    After

    adjustment

    Basic earnings per share 0.76 0.20 280% 0.09 0.17

    Diluted earnings per share 0.76 0.20 280% 0.09 0.17

    Basic earnings per share

    after deducting non-recurring

    gains and losses

    0.51 0.23 121.74% 0.13 0.13

    Fully diluted return on equity 35.47% 14.72% Up20.75 percentage points 8.53% 14.53%

    Weighted average return on

    equity

    43.11% 15.89% Up27.22 percentage points 8.90% 15.67%

    Fully diluted return on equity

    after deducting non-recurring

    gains and losses

    23.89% 16.81% Up7.08percentage points 11.53% 11.45%

    Weighted average return on

    equity after deducting

    non-recurring gains and

    losses

    29.04% 18.14% Up10.9percentage points 12.04% 12.34%

    Net cash flow per share

    arising from operating

    activities(RMB)

    3.29 2.65 24.15% 1.84 1.84

    At the end of 2007

    At the end of

    2009

    At the end of 2008

    Increase/decrease at the end of this

    year compared with that at the end

    of last year (%)

    Before

    adjustment

    After

    adjustment

    Net asset per share attributable to

    shareholders of listed company

    2.13 1.38 54.35% 1.09 1.17Shandong Airlines Co., Ltd. 2009 Annual Report

    7

    (IV) The Company’s return on equity and earnings per share as of the year 2009 as

    calculated based on fully diluted method and weighted average method taking

    Requirements on the Information Disclosure of Companies Publicly Issuing Shares

    No. 9 as the reference

    1. Return on Equity

    Amount in this period Amount in same period

    Profit in the report of last report period

    Period Fully diluted

    Weighted

    average

    Fully diluted Weighted average

    Net profit attributable to common

    shareholders

    35.47% 43.11% 14.72% 15.89%

    Net profit attributable to common

    shareholders after deducting the

    non-recurring losses and gains

    23.89% 29.04% 16.81% 18.14%

    2. Earnings per Share

    Amount in this period Amount in same period of last report

    Profit in the report period

    period Basic earnings

    per share

    Diluted

    earnings per

    share

    Basic earnings

    per share

    Diluted earnings

    per share

    Net profit attributable to common

    shareholders

    0.76 0.76 0.20 0.20

    Net profit attributable to common

    shareholders after deducting the

    non-recurring losses and gains

    0.51 0.51 0.23 0.23

    III. Changes in Shares Capital and Particulars about the

    Shareholders

    (I) Statement of changes in share

    Unit: Shares

    Before

    change

    Increase/decrease in this time (+ , - )

    After

    change

    Rationed

    share

    Bonus

    share

    Conversion

    of capital

    public

    reserve

    Additional

    insurance

    Others Subtotal

    I. Unlisted shares 260000000 260000000

    1. Sponsor’s shares 168780100 168780100Shandong Airlines Co., Ltd. 2009 Annual Report

    8

    Including:

    State-owned shares 168581100 168581100

    Domestic legal

    person’s shares 199000 199000

    Foreign legal

    person’s shares

    Others

    2. Raised legal

    person’s shares

    3. Inner employees’

    shares

    4. Preference shares

    or other 91219900 91219900

    Total unlisted shares 260000000 260000000

    II. Listed shares 140000000 140000000

    1. RMB ordinary

    shares

    2.Domestically listed

    foreign shares 140000000 140000000

    3. Overseas listed

    foreign shares

    4. Other

    Total listed shares 140000000 140000000

    III. Total shares 400000000 400000000

    (II) Particulars about issuance and listing of shares

    1. Issuance and listing of shares

    The previous three year ended by the period-end, the Company did not issue shares

    and derivative securities for trading.

    2. During the report period, there were no changes in the number and structure of the

    Company’s shares due to bonus share, capital public reserve transferring into share

    capital, rationed share, additional issuance, share merger, convertible company’s

    bonds transferring shares, disinvestments, listing of inner employees’ shares or

    company’s employee’s shares, etc. There were no inner employees’ shares in the

    Company.

    (III) About Shareholders

    1. Total shareholders as at the end of the report period

    Up to Dec. 31, 2009, the Company had totally 20,162 shareholders, including 20,156

    ones of domestically listed foreign shares. The top ten shareholders of the CompanyShandong Airlines Co., Ltd. 2009 Annual Report

    9

    are as following:

    Unit: Share

    No. Shareholders’ name

    Number of

    shares held at

    the year-end

    Proportion

    (%)

    Type

    Number of shares

    pledged or frozen

    1

    SHANDONG

    AVIATION GROUP 168004000 42

    State-owned legal

    person’s share

    Naught

    2

    AIR CHINA

    LIMITED 91200000 22.8

    State-owned legal

    person’s share

    Naught

    3 CHEN TIAN MING 1769072 0.44 Circulation share Unknown

    4 CHEN CHUN PENG 1430000 0.36 Circulation share Unknown

    5 CHEN JING JIAN 1304200 0.33 Circulation share Unknown

    6 WU HAO YUAN 1062700 0.27 Circulation share Unknown

    7 LIU LI YA 904217 0.23 Circulation share Unknown

    8 JOHN POSS 700000 0.18 Circulation share Unknown

    9 DENG HONG WEI 650609 0.16 Circulation share Unknown

    10 FENG WU CHU 631700 0.16 Circulation share Unknown

    Note: 1. Shandong Aviation Group 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 Company on behalf of the State with unlisted shares; Air China is the

    first largest shareholder of SDA and the actual controller of the Company.

    3. Among the above the top ten shareholders, Air China, shareholders of state-owned

    legal person’s share, is the first largest shareholder of the SDA, and there exists no

    associated relationship between SDA and Air China and the other 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. The Company is not aware of their associated relationship among

    the other shareholders of circulation share, whether belongs to the consistent actionist

    regulated by the Management Regulation of Information Disclosure on Change of

    Shareholding for Listed Companies.

    2. The controlling shareholder of the Company

    Name of the controlling shareholder: Shandong Aviation Group

    Legal representative: Feng Gang

    Date of foundation: Feb. 9, 1995

    Place of SDA: No. 5746, Er Huan East Road, Lixia District, Jinan, Shandong

    Business scope: Investment and management on aviation transportation; maintaining

    of aerostat and ground facilities limited by permission; conference and exhibitionShandong Airlines Co., Ltd. 2009 Annual Report

    10

    service; working service; maintaining on vehicles of ground passenger transportation

    and ground transportation; the sales of general merchandise, handicraft and souvenir;

    the lodgings; the dining service; retail sales of the tobacco product; lease of house

    (limitedly managed by branches)

    Registered capital: RMB 580 million

    3. The actual controller of the Company

    Actual controller of the Company: Air China Limited.

    Place: 9F/Sky Mansion, No.28 Buliding Tianzhu Road, Block A of Tianzhu Airport

    Industrial Zone, Shunyi District, Beijing.

    Legal Representative: Kong Dong

    Registered capital: RMB 12.251 billion

    Business scope: It was engaged in the domestic and overseas transportation business

    such as periodic and aperiodic aviation passenger, cargo, letter and baggage; domestic

    and overseas official flight business; aeroplane 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.

    Main shareholders: China National Aviation Group Co., Ltd., which accounted for

    40.4% in total shares;

    Cathay Pacific Airways Ltd., which accounted for 18.1% in total shares.

    100%

    40.4%

    49.406%

    22.8%

    42%

    4. The Company has no shareholders holding over 10% of shares of the Company

    Air China Limited

    Shandong Aviation Group

    Shandong Airlines Co., Ltd.

    China National Aviation Group Co., Ltd.

    State-owned Assets Supervision & Administration Commission of State CouncilShandong Airlines Co., Ltd. 2009 Annual Report

    11

    except for the controlling shareholder SDA and actual controller Air China Limited.

    5. Particulars about the top ten shareholders of circulation share

    No. Name of shareholders

    Number of shares held at the

    year-end (share)

    Type of shares held

    1 CHEN TIAN MING 1769072 B-share

    2 CHEN CHUN PENG 1430000 B-share

    3 CHEN JING JIAN 1304200 B-share

    4 WU HAO YUAN 1062700 B-share

    5 LIU LI YA 904217 B-share

    6 JOHN POSS 700000 B-share

    7 DENG HONG WEI 650609 B-share

    8 FENG WU CHU 631700 B-share

    9 XU ZHAO HUAN 623400 B-share

    10 CHEN ZI XIANG 610700 B-share

    The Company is not aware of their associated relationship among the top ten

    shareholders of circulation share, and is unknown whether other circulation

    shareholders belong to the consistent actionist regulated by the Management

    Regulation of Information Disclosure on Change of Shareholding for Listed

    Companies.

    IV. Particulars about Directors, Supervisors, Senior Executives and

    Employees

    (I) Directors, Supervisors and Senior Executives

    Name Sex Birthday Title Office term

    Amounts

    at the

    year-begin

    Amounts

    at the

    year-end

    Zhang Xingfu Male Apr. 1955 Chairman

    June 26, 2009-

    June 25, 2012

    0 0

    Feng Gang Male Sep. 1963

    Vice

    Chairman

    June 26, 2009-

    June 25, 2012

    0 0

    Zeng Guoqiang Male Oct. 1953

    Director,

    General

    Manger

    June 26, 2009-

    June 25, 2012

    0 0

    Su Zhongmin Male March 1954 Director, June 26, 2009- 0 0Shandong Airlines Co., Ltd. 2009 Annual Report

    12

    Standing

    Deputy

    General

    Manager

    June 25, 2012

    Xiao Feng Male Oct. 1968 Director

    June 26, 2009-

    March 24, 2010

    0 0

    Wang Mingyuan Male Sep. 1965 Director

    June 26, 2009-

    June 25, 2012

    0 0

    Kou Zunxian Male Aug. 1955 Director

    June 26, 2009-

    June 25, 2012

    0 0

    Wang Jieming Female June 1958 Director

    June 26, 2009-

    June 25, 2012

    0 0

    Wei Jincai Male Feb. 1950

    Independent

    Director

    June 26, 2009-

    June 25, 2012

    0 0

    Li Chun male March 1957

    Independent

    Director

    June 26, 2009-

    June 25, 2012

    0 0

    Qu Wenzhou Male June 1972

    Independent

    Director

    June 26, 2009-

    June 25, 2012

    0 0

    Wang Fuzhu Male June 1953

    Chairman of

    the

    Supervisory

    Committee

    June 26, 2009-

    June 25, 2012

    0 0

    Xue Ruitao Male March 1961 Supervisor

    June 26, 2009-

    June 25, 2012

    0 0

    Zhang Kai Male May 1965 Supervisor

    June 26, 2009-

    June 25, 2012

    0 0

    Miao Liubin Male Feb. 1971

    Employee

    Supervisor,

    GM of

    Flight

    Depratment

    June 26, 2009-

    June 25, 2012

    0 0

    Zhou Qiaoyan Female Jan. 1975

    Employee

    Supervisor,

    Deputy Head

    June 26, 2009-

    June 25, 2012

    0 0Shandong Airlines Co., Ltd. 2009 Annual Report

    13

    of Cabin

    Service

    Department

    Yu Haitian Male Sep. 1969

    Deputy

    General

    Manager

    June 26, 2009-

    June 25, 2012

    0 0

    Song Yuxia Female Jan. 1956

    Deputy

    General

    Manager

    June 26, 2009-

    June 25, 2012

    0 0

    Li Qing’en Male Aug. 1955

    Deputy

    General

    Manager

    June 26, 2009-

    June 25, 2012

    0 0

    Xiao Feng Male Oct. 1968

    Deputy

    General

    Manager,

    Chief

    Accountant

    June 26, 2009-

    Jan. 26, 2010

    0 0

    Qiu Feng Male Jan. 1967

    Deputy

    General

    Manager

    June 26, 2009-

    June 25, 2012

    0 0

    Zhang Qingshe Male Oct. 1958 Chief Pilot

    June 26, 2009-

    June 25, 2012

    0 0

    Xiong Jianbo Male Jan. 1965

    General

    Engineer

    Dec. 1, 2009-

    June 25, 2012

    0 0

    Dong Qiantang Male Jan. 1962

    Secretary of

    the Board

    June 26, 2009-

    June 25, 2012

    0 0

    Note: 1. There was no change in the number of shares held by directors, supervisors

    and senior executives in the report period.

    2. Particulars about directors, supervisors holding the post in Shareholding Company

    Name

    Name of the

    Shareholding

    Company

    Position in the Shareholding Company

    Draw remuneration

    and allowance from

    the Shareholding

    Company

    (Yes or no)

    Feng Gang SDA

    Chairman, President, Vice-Secretary of

    Party Committee

    Yes

    Zhang Xingfu SDA

    Secretary of Party Committee,

    Vice-president

    Yes

    Wang Fuzhu SDA Chief Accountant Yes

    Xue Ruitao SDA General Manager of Financial Department YesShandong Airlines Co., Ltd. 2009 Annual Report

    14

    Wang

    Mingyuan

    Air China Director of Commerce Commission Yes

    Zhang Kai Air China

    Senior Management of Investment

    Enterprise Management of Assets

    Management Department

    Yes

    (II) Main work experiences in the near five years of the directors, supervisors and

    senior executives, as well as particulars of their full time or part time posts in other

    units other than the shareholding companies

    Name Main work experience

    Full-time or part-time posts in other units

    other than the shareholding companies

    Zhang Xingfu

    01/2004-12/2005, Deputy Mayor in Yantai;

    12/2005 till now, Party Secretary, Vice-president

    of SDA;

    03/2006 till now, Chairman of the Board of the

    Company.

    Chairman of Taikoo Shandong Aircraft

    Engineering Co., Ltd.

    Feng Gang

    01/2004-05/2007, General Manager and Party

    Secretary of China National Aviation Asset

    Management Co., Ltd.;

    05/2007 till now, Chairman, President and Vice

    Party Secretary of SDA;

    06/2007 till now, Vice-chairman of the

    Company.

    Zeng Guoqiang

    01/2004 till now, Director and General Manager

    of the Company.

    Su Zhongmin

    01/2004 till now, Director and Standing Deputy

    General Manager of the Company.

    Chairman of the Board of Qingdao

    International Logistics Centre Co., Ltd.

    Xiao Feng

    01/2004-08/2005, Deputy General Manager of

    Financial Department of Air China ;

    08/2005-01/2010, Chief Accountant of the

    Company;

    03/2009-01/2010, Deputy General Manager of

    the Company;

    04/2005 till now, Director of the Company.

    Wang

    Mingyuan

    01/2004-06/2005, Deputy General Manager of

    Sales & Marketing Department of Air China;

    06/2005-07/2008, Commissary of Commerce

    Commission, General Manager of Network

    Proceedings Department of Air China ;

    07/2008 till now, Director of Commerce

    Commission Air China;

    03/2006, Director of the Company.Shandong Airlines Co., Ltd. 2009 Annual Report

    15

    Kou Zunxian

    01/2004-03/2007, Director of Asset Management

    Department of Shandong Economic

    Development and Investment Company;

    03/2007 till now, Deputy General Manager of

    Shandong Economic Development and

    Investment Company;

    04/2005 till now, Director of the Company.

    Wang Jieming

    01/2004 till now, Director of Planning Financial

    Department of Shandong Economic

    Development and Investment Company;

    03/2006 till now, Director of the Company.

    Wei Jincai

    01/2004-10/2008, Party Secretary of Civil

    Aviation Management Institute of China;

    10/2008 till now, President of Civil Aviation

    Management Institute of China;

    03/2006 till now, Independent Director of the

    Company.

    President of Civil Aviation Management

    Institute of China

    Li Chun

    Now he is Chairman of Shenzhen Lawyers

    Association, Vice-director of Development

    Strategy Committee of Chinese National

    Lawyers Association, Finance and Securities

    Committee of National Counsel Association,

    Chief Researcher of Venture Investment Law

    Research Center and Managing Partner of

    Grandall Legal Group.

    06/2009 till now, Independent Director of the

    Company.

    Qu Wenzhou

    Once served as Manager of Investment Bank

    Department of Xiamen Jianfa Investment Trust

    Corporation, Post doctor of Tsinghua University,

    bonds researcher of Shenzhen Stock Exchange

    Workstation. Now he is in Xiamen University

    taking the positions of PhD Student Supervisor

    in School of Management, Deputy Dean of

    Department of Finance, chairman of China

    Capital Market Research Center;

    06/2009 till now, Independent Director of the

    Company.

    Concurrently serves as Independent

    Director of Xiamen International Airport

    Co.,Ltd, Meihua Umbrella Co., Ltd., Fujian

    Zhonghe Co., Ltd.

    Wang Fuzhu

    01/2004-04/2005, Director of the Company;

    01/2004 till now, Chief Accountant of SDA;

    05/2005 till now, Chairman of Supervisory

    Committee of the Company.

    Xue Ruitao

    2004-03/2009, Minister of the Finance

    Department of the Company;Shandong Airlines Co., Ltd. 2009 Annual Report

    16

    03/2009 till now, General Manager of Finance

    Department of Shandong Aviation Group.

    06/2009 till now, Supervisor of the Company.

    Zhang Kai

    07/2004-12/2005, Enterprise Management

    Department of Air China Limited;

    01/2006 till now, Senior Manager of Assets

    Management Department of Air China Limited;

    06/2009 till now, Employee Supervisor of the

    Company.

    Miao Liubin

    04/2004-08/2007, Captain of the First Flying

    Brigade;

    08/2007 till now, General Manager of the Flight

    Department of the Company;

    06/2009 till now, Employee Supervisor of the

    Company.

    Zhou Qiaoyan

    01/2004 till now, Deputy Head of Cabin Service

    Department of the Company;

    03/2006 till now, Employee Supervisor of the

    Company.

    Yu Haitian

    01/2004 till now, Deputy General Manager of

    the Company.

    Chairman of the Board of Shandong

    Airlines Rainbow Jets Co., Ltd.

    Song Yuxia

    01/2004-04/2005, Director of the Company;

    01/2004-05/2005, General Manager of Qingdao

    Branch of the Company;

    01/2004 till now, Deputy General Manager of

    the Company.

    Chairwoman of the Board of Shandong

    International Aero Training Co., Ltd.,

    Chairwoman of the Board of Qingdao

    Feisheng International Aero Technical

    Training Co., Ltd.

    Li Qing’en

    01/2004-08/2005, Chief Accountant of the

    Company;

    01/2005-03/2009, Secretary of Board of

    Directors of the Company;

    01/2005 till now, Deputy General Manager of

    the Company.

    Qiu Feng

    07/2005-03/2009, Deputy GM of Network

    Proceedings Department of Air China;

    03/2009 till now, Deputy GM of the Company.

    Zhang Qingshe 01/2004 till now, Chief Pilot of the Company.

    Xiong Jianbo

    01/2004-05/2008, Minister of Aircraft

    Engineering Department;

    05/2008-12/2009, General Manager of

    Engineering Technology Company of the

    Company;

    12/2009 till now, Chief Engineer of the

    Company.Shandong Airlines Co., Ltd. 2009 Annual Report

    17

    Dong Qiantang

    01/2003-02/2009, Minister of Enterprise

    Planning and Developmnet Department of

    Shandong Aviation Group;

    02/2009 till now, General Manager of Enterprise

    Management of the Company;

    06/2009 till now, Secretary of the Board of

    Directors.

    (II) Particulars about annual payment

    The payments of the directors, supervisors and senior executives of the Company

    were determined according to the performances and results salary system. The

    allowance for each independent director was RMB 50,000 per year as the basic

    number plus an extra allowance of RMB 600 for every working day.

    Name Title

    Total amount of annual

    remuneration in 2009

    (RMB’0000, before tax)

    Zeng Guoqiang Director, General Manager 65.65

    Su Zhongmin Director, Standing Deputy General Manager 56.41

    Xiao Feng

    Director, Deputy General Manager, Chief

    Accountant

    46.83

    Wei Jincai Independent Director 5.90

    Li Chun Independent Director 2.98

    Qu Wenzhou Independent Director 2.98

    Miao Liubin Employee Supervisor, GM of Flight Department 30.79

    Zhou Qiaoyan

    Employee Supervisor, Deputy Head of Cabin

    Service Department

    19.27

    Yu Haitian Deputy General Manager 54.82

    Song Yuxia Deputy General Manager 56.97

    Li Qing’en Deputy General Manager 53.70

    Qiu Feng Deputy General Manager 33.28

    Zhang Qingshe Chief Pilot 54.85

    Xiong Jianbo General Engineer 31.50

    Dong Qiantang Secretary of Board of Directors 23.21

    Total 539.14

    1. Director Mr. Zhang Xingfu and Director Mr. Feng Gang, together with Supervisor

    Mr. Wang Fuzhu and Supervisor Mr. Xue Ruitao drew their remunerations from SDA,

    the controlling shareholder, not from the Company; Director Mr. Wang Mingyuan,

    and Supervisor Mr. Zhang Kai drew their remunerations from Air China, not from the

    Company; Director Mr. Kou Zunxian and Director Ms. Wang Jieming drew their

    remunerations from Shandong Economic Development and Investment Company, notShandong Airlines Co., Ltd. 2009 Annual Report

    18

    from the Company.

    2. Independent Directors Mr. Li Chun and Mr. Qu Wenzhou were elected as

    Independent Directors of the Company on June 26, 2009, thus, the remuneration for

    second half of 2009 was delivered.

    3. Mr. Qiu Feng did not withdraw remuneration from the Company since May 2009;

    Mr. Dong Qiantang withdrew remuneration from the Company since March 2009.

    (III) Particulars about changes of directors, supervisors and senior executive

    1. On March 6, 2009, due to work change, Mr. Bai Weisan brought forward to resign

    his posts of Director and Deputy General Manager of the Company; Deputy General

    Manager Mr. Li Qing’en did not concurrently take the post of Secretary of the Board

    due to work arrangement; at the same time, Mr. Xiao Feng was engaged as the Deputy

    General Manager and Chief Accountant of the Company, Mr. Qiu Feng was engaged

    as Deputy General Manager of the Company.

    2. On June 26, 20009, the 2008 Annual Shareholders’ General Meeting of the

    Company elected Mr. Zhang Xingfu, Mr. Feng Gang, Mr. Zeng Guoqiang, Mr. Su

    Zhongmin, Mr. Kou Zunxian, Ms. Wang Jieming, Mr. Xiaofeng and Mr. Wang

    Mingyuan as the directors of the 4th board; elected Mr. Wei Jincai, Mr. Li Chun and

    Mr. Qu Wenzhou as the independent director of the 4th board; elected Mr. Wang Fuzhu,

    Mr. Xue Ruitao and Mr. Zhang Kai as the supervisors of the 4th supervisory

    committee, they formed the 4th Supervisory Committee of the Company with 2

    employee supervisors Mr. Miao Liubin and Ms. Zhou Qiaoyan elected in Employee

    Representative Conference.

    On the same day, the 1st meeting of the 4th board of the Company elected Mr. Zhang

    Xingfu as Chairman of the Company, Mr. Feng Gang as Vice-chairman of the

    Company; engaged Mr. Zeng Guoqiang as the General Manager of the Company, Mr.

    Su Zhongmin as the Standing Deputy General Manager; engaged Mr. Yu Haitian, Ms.

    Song Yuxia, Mr. Li Qing’en, Mr. Xiao Feng. Mr. Qiu Feng as General Managers of

    the Company; engaged Mr. Zhang Qingshe as Chief Pilot, Mr. Xiao Feng as Chief

    Accountant(concurrently-taking), Mr. Dong Qiantang as Secretary of the Board.

    On the same day, the 1st meeting of the 4th board of the Company elected Mr. Wang

    Fuzhu as the Chairman of the Supervisory Committee.

    3. In Dec. 2009, the 2nd Extraordinary Meeting of the 4th board of the Company

    engaged Mr. Xiong Jianbo as the Chief Pilot of the Company.

    4. On Jan. 26, 2010, Mr. Xiao Feng put forward to resign his posts of Deputy General

    Manager and Chief Accountant of the Company; on Jan. 29, 2010, the board engaged

    Mr. Xu Guo Jian as the Deputy General Manager and Chief Accountant of the

    Company.

    (IV) About staff

    By the end of the report period, the Company had 4,115 employees in total, including

    38 postgraduates (Master Degree and Doctor Degree) or above, 2,056 persons

    graduated from 3-years regular college or above. The staff structure is as follows:Shandong Airlines Co., Ltd. 2009 Annual Report

    19

    Type of employee Number

    Proportion to the total

    employees

    Flight personnel 475 11.5%

    Aircraft crew and maintenance personnel 654 15.9%

    Marketing personnel (market and freight) 824 20%

    Air host and hostess 940 22.8%

    Ground attendant 313 7.6%

    Financial personnel 143 3.5%

    Others 766 18.6%

    By the end of the report period, there were 31 retirees in the Company.

    V. Administration Structure of the Company

    (I) Particulars about Company Administration

    1. Particulars about the Company Administration in the report period

    In 2009, strictly according to Company Law, Securities Law and relevant laws and

    regulations promulgated by CSRC, the Company continuously perfected the

    Company’s corporate governance structure and standardized its operation. In the

    report period, the election on changes and appointment of the fourth board,

    supervisory committee and senior executives was accomplished; a series of internal

    control system and management system were modified and perfected, thus assuring

    orderly operation of the Company. Professional committees of the board of directors

    carried their work step by step, and the scientific decision-making level was further

    enhanced. On the basis of Articles of Association, Working System of Independent

    Directors and other regulations and systems, independent directors of the Company

    took an active part in board meetings and shareholders’ general meetings, deepened to

    know the development and operation status of the Company and expressed

    independent opinions on the significant events in a diligent and responsible way.

    Compared with the standard documents issued by CSRC on governance for listed

    companies, the Board of Directors thinks the actual administration of the Company

    was basically in accordance with regulations of Code of Corporate Governance for

    Listed Companies.

    The Company further fined and perfected the Company’s system construction,

    regulated governance and information disclosure of the Company, operated strictly in

    accordance with the laws and regulations and the rules of the Company, promoted

    regulated operation level, and advanced the sustainable, healthy and steady

    development of the Company.

    (II) Performance of Independent Directors

    Since the Independent Directors of the Company, Mr. Wei Jincai, Mr. Li Chun and Mr.Shandong Airlines Co., Ltd. 2009 Annual Report

    20

    Qu Wenzhou took their posts, they fulfilled their duties in an honest, diligent and

    responsible way, attended various meetings of the Board and Shareholders’ General

    Meeting on time and attended Supervisory Committee meetings as non-voting

    delegates; researched and studies actively the operation, business development and

    financial status of the Company, supervised stictly over and guided the normative

    operation of the Company, participated actively in the decision-making of the Board

    of Directors, and expressed independent and objective opinions on the nomination of

    Director, suggestion and engagement of certified public accountants and significant

    related transactions of the Company; during the process of preparing the periodical

    report, the management team of the Company had sufficient communication with

    accountants, earnestly fulfilled its duties of supervision and inspection, making

    tremendous contributions to the scientification and standardization of decisions,

    enhanced the gradual perfection of the administration structure, and defended

    corporate interest as well as legitimate interest of all the investors.

    1. Particulars about Independent Directors’ Attending the Board of Directors

    Name

    Present times for

    the Board of

    Directors this

    year

    Presenting

    in person

    (Times)

    Entrusted presence

    (Times)

    Absent

    (Times)

    Wei Jincai 8 8 0 0

    Li Chun 4 4 0 0

    Qu Wenzhou 4 4 0 0

    2. Objections on the related terms of the Company offered by the independent

    directors:

    In the report period, there was no objection made by independent directors on related

    matters.

    (III) Separation of the Company and holding shareholder in business, personal, assets,

    organization and finance.

    The Company and SDA, the controlling shareholder, have been made “Five

    Seperations” in business, personal, assets, organization and finance. The Company

    possesses the independent and complete business and operates independently.

    (IV) Evaluation and encouragement mechanism of senior executives

    According to the internal Regulation on the Integrated Evaluation and Management of

    Executives, the Company conducted the annual comprehensive evaluation on the

    senior executives and implemented the wage system where payment was linked with

    performances.

    (V) Particulars about establishment and perfection of the Company’s internal control

    systemShandong Airlines Co., Ltd. 2009 Annual Report

    21

    1. Self-assessment summary on implementation effectiveness of internal control

    system of the Company in this year from the board of directors:

    The Company had developed and effectively enforced a set of internal control system

    that is comparatively complete combining with self-operation characteristics,

    therefore, ensured the operational normality and order of the Company, protected the

    security and intactness of corporate assets and guaranteed the truthfulness, legality,

    accuracy and wholeness of information including accounting data. The inner control

    system on a whole has characteristic of entirety, reasonableness and validity. Taking

    Basic Standards for Internal Control of Business Enterprise and Guideline of Internal

    Control for the Listed Companies of Shenzhen Stock Exchange as the yardstick, the

    inner control of the Company was normative, strict, adequate and effective in the

    aspects of inner environment, goal-setting, event recognition, risk assessment and

    solution, controlling activities, information and communication and supervision and

    inspection, etc, which was in general in accordance with the relevant requirements of

    CSRC and SZSE.

    The Board of Directors of the Company made self-assessment on the aforesaid

    aspects of internal control of this year; no significant faults in internal control design

    or implementation were discovered. The Board of Directors of the Company thought

    the internal control system of the Company was integrated and implemented

    effectively from Jan. 1st of this year to the end of the report period.

    For details, please refer the Bord of Directors’ Self Assessment Report on Internal

    Control of Shandong Airlines Co., Ltd. (Year 2009)

    2. Opinions given by Supervisory Committee on S Self-assessment for The Company

    Internal Control

    According to Basic Standard for Enterprise Internal Control and the Guideline of

    Internal Control for the Listed Companies of Shenzhen Stock Exchange, The

    Company earnestly checked the internal control system of the Company in 2009, and

    drew conclusions that:

    (1) Complying with the relevant regulations promulgated by CSRC and SZSE,

    following the basic principles for internal control, and basing on the actual status of

    the Company, the Company had built a sound internal control system covering a wide

    range of link which maintained the normal operation and protected corporate

    properties.

    (2) Adequate and effective enforcement and supervision of major activities on

    internal-control was secured by the complete internal control mechanism. In 2009, the

    Company has no such status case which violated the Guideline of Internal Control for

    the Listed Companies of Shenzhen Stock Exchange or the internal control system of

    the Company.

    3. Independent Opinion given by Independent Board of Directors on Self-assessment

    for The Company Internal control

    In 2009, According to Basic Standard for Enterprise Internal Control and the

    Guideline of Internal Control for the Listed Companies of Shenzhen Stock Exchange,Shandong Airlines Co., Ltd. 2009 Annual Report

    22

    the Company checked the internal control system wholly and deeply; on the basis of

    independent judgment, independent directors made careful checkings on internal

    control of the Company in 2009 and made the following independent opinions:

    (1) In 2009, the Company further revised and improved a series of internal control

    and management systems, the internal control system was further improved, which

    comformed to the national laws and rules, requirements of supervisory organization

    and demands of the current production operations of the Company.

    (2) Important activities on internal control were carried out in compliance with the

    regulations regarding control systems; internal control exercised over subsidiaries,

    related transactions, external guarantee, significant investment and information

    disclosure was strict, full and effective, which played a satisfactory role in taking

    charging of each managerial processes and links and ensured normal operation of the

    Company, and presented qualities of rationality, entirety and effectiveness.

    VI. Brief introduction to the Shareholders’ General Meeting

    In the report period, the Company held one Shareholders’ General Meeting, which

    was the Annual Shareholders’ General Meeting of 2008.

    1. Notification, convening and holding of the Shareholders’ General Meeting

    On June 26, 2009, at time of 9:00, the Company held its 2008 Annual Shareholders’

    General Meeting on 31/F conference room of SDA Building. The Company notified

    the shareholders of the meeting by means of Public Notice, and the notification of the

    meeting was published in China Securities Journal, Securities Times and Hong Kong

    Wen Wei Po dated June 3, 2009. Totally 6 shareholders and shareholder’s proxies with

    authorization from shareholders representing 259,851,000 shares of the Company

    presented at the meeting, and Shandong Hualu Group Co., Ltd. entrusted the office of

    board to vote on its own voting will representing 199,000 shares of the Company,

    which totaled 260,050,000 shares taking 65.0125% in the total amount of shares with

    voting rights of the Company: including 259,801,000 state-owned legal person’s

    shares, taking 64.95% of total shares of the Company; 199,000 domestic legal

    person’s shares, taking 0.05% of total shares; 50,000 domestically listed foreign share

    (B share), taking 0.0125% of total shares of the Company. Chairman of the Board, Mr.

    Zhang Xingfu presided the meeting. The directors, supervisors and senior executives

    of the Company attended the meeting. The convening and holding of the Meeting

    accorded with the regulations of Company Law, Standardizing Opinions on

    Shareholders’ General Meeting of Listed Company and Articles of Association of the

    Company.

    2. The resolutions passed by the Shareholders’ General Meeting and the disclosure of

    public notice on resolutions

    Following proposals were examined item-by-item and approved by means of roll callShandong Airlines Co., Ltd. 2009 Annual Report

    23

    vote in the meeting:

    (1) Work Report 2008 of the Board of Directors of Shandong Airlines Co., Ltd.;

    (2) Work Report 2008 of the Supervisory Committee of Shandong Airlines Co., Ltd.;

    (3) Annual Report 2008 of Shandong Airlines Co., Ltd.;

    (4) Financial Settlement Report 2008 of Shandong Airlines Co., Ltd.;

    (5) Profit Distribution Plan 2008 of Shandong Airlines Co., Ltd.;

    (6) Proposal on Election of Changing Office Term of Board of Directors;

    (7) Proposal on Election of Changing Office Term of Supervisory Committee;

    (8) Proposal on Increasing Business Scope of Shandong Airlines Co., Ltd.;

    (9) Proposal on Revising Articles of Association of Shandong Airlines Co., Ltd.;

    (10) Proposal on Routine Related Transaction in 2009;

    (11) Proposal on Re-engaging Certified Public Accountants and its Remunerations.

    The resolutions of the meeting were published in China Securities Journal, Securities

    Times and Hong Kong Wen Wei Po dated June 27, 2009.

    VII. Report of the Board of Directors

    (I) Discussion and analysis to the operation

    Confronted with severe impact posed by international financial crisis, the Company

    thoroughly applied the Scientific Development Thought and implemented

    Crisis-Passing strategy actively under the right leadership of Shandong Provincial

    Party Committee, Shandong Provincial Government, and Civil Aviation

    Administration of China. The Company scientifically and practically adapted itself to

    the changing environment to turn crisis into opportunities; made coordinated

    arrangement for works involving reform, innovation and development; achieved the

    stable development of safe production; realized historic breakthrough in profit; had

    prominent improvement in service, positive change in overall management levels, a

    harmonious and stable staff; and successfully realized safe flights for 15 years.

    1. Safety: The Company kept zero human error-caused flying accident for two

    consecutive years and zero record of ground accident. The safety management level

    and safety control ability were reinforced further and the general security trend

    remained steady.

    2. Transportation index: In 2009, the Company totally had 151,000 hours for safety

    flights and 87,000 sorties, respectively 18.5% and 13.9% up compared to those of the

    same period of last year; overall transportation amounting to 971 million

    ton*kilometer was accomplished by the Company, 21.3% up compared to those of the

    same period of last year; and totally 7,817,000 passengers were safely conveyed,

    19.2% up compared to those of the same period of last year.

    3. Benefit: In 2009, the operating income realized by the Company totaled RMB

    5.302 billion,6.34 % up compared to that of the same period of the last year; total

    profit amounted to RMB403 million , increasing by RMB295 million compared to

    that of the same period of last year; ratio of debts to assets was reduces to below 90%.

    The Company received some promotions in its capabilities of profit-making,

    development and debts repayment.Shandong Airlines Co., Ltd. 2009 Annual Report

    24

    4. Service:

    The punctuality rate for the scheduled flight in the whole year of 2009 was 83.4%,

    ranking second among the national civil aviation; only 0.82 time complaints were

    received from every 10,000 passengers, 0.48 time/10,000 passenger down compared

    to that of the same period of last year; the satisfaction rate from passengers was

    89.82%, 0.62 percentage points up compared to that of the same period of last year;

    and the dilapidation error rate for baggage was 0.0238%, 0.0044% down compared to

    that of the same period of the last year. As the flight service partner for the Eleventh

    National Games, the Company successfully finished the service and assurance task

    during the session and was thus rewarded as “Advanced Collective for Preparing the

    Eleventh National Games” and “Award for Special Contributions for the Eleventh

    National Games” by Provincial Party Committee of Shandong, Shandong Provincial

    Government, and Organization Committee for National Games.

    (II) Operation in the report period

    1. Scope of main operations and their status

    The Company is mainly engaged in business of passenger and cargo civil aviation

    transportation and air traffic from home to its surrounding nations and districts, hotel

    and food service, air machine reparation, agency business for inter airlines, ground

    services related to main operation.

    2. Constitution of main business of the Company

    (1)Main business classified by industries

    Unit: RMB

    Industry Operation income Operation cost

    Operation income

    increased or

    decreased

    compared to last

    year (%)

    Operation cost

    increased or

    decreased compared

    to last year (%)

    Aviation transportation

    industry

    5,274,362,420.93 4,085,895,627.76 6.49% -0.38%

    Logistics transportation

    industry

    7,015,287.38 1,910,437.19 16.52% 45.48%

    Hotel and food industry 22,984,060.08 19,179,045.59 1.98% 22.83%

    (2)Main business classified by areas

    Unit: RMB

    Domestic International

    Industry

    Operation income

    Increased or

    decreased

    compared to

    last year

    Operation income

    Increased or

    decreased

    compared to

    last year

    Aviation transportation industry 5,129,904,072.85 7.41% 144,458,348.08 -18.33%

    Logistics transportation industry 7,015,287.38 16.52% - -Shandong Airlines Co., Ltd. 2009 Annual Report

    25

    Hotel and food industry 22,984,060.08 1.98% - -

    3. Operations and achievements of holding and share-join companies

    (1) Qingdao International Airlines Logistics Center Co., Ltd.

    Qingdao International Airlines Logistics Center Co., Ltd., whose shares are held by

    the Company, is mainly engaged in air cargo storage, ground dispatching,

    e-commerce, the 3rd party logistics design and implementation, logistics business

    consultation and other related services, with registered capital amounting to RMB 30

    million. In the report period, the company realized net profit amounting to RMB

    1,536,300. Till the end of the report period, the total assets were RMB 45,776,600 and

    RMB 43,439,400 for net assets.

    (2) Shandong Airlines Rainbow Jets Co., Ltd.

    Shandong Airlines Rainbow Jet Co., Ltd., which the Company joined shares in,

    realized net profit of RMB 585,000 by audited in the report period. Till the end of the

    report period, the total assets were RMB 89,010,000.

    (3)Sichuan Airlines Co., Ltd.

    Sichuan Airlines Co., Ltd., which the Company joined shares in, has not finished the

    2009 audit work till now.

    (4) Travelsky Technology Limited

    Travelsky Technology Limited, which the Company joined shares in, has not finished

    the 2009 audit work till now.

    (5) Jinan International Airport Co., Ltd.

    Jinan International Airport Co., Ltd., which the Company joined shares in, has not

    finished the 2009 audit work till now.

    4. Main suppliers and customers

    The total amount of purchase to the top five suppliers took up 43% of the total annual

    amount of purchases of the Company (mainly purchases of aviation fuel, aircraft

    materials, and machine offerings); the total amount of sales to the top five customers

    took up 13.08% of the total annual amount of sales of the Company.

    (III)Investment of the Company

    1. In the report period, there was no proceeds raised or application of proceeds raised

    in the previous period but lasted to this report period in the Company.

    2. In the report period, the Company had no investment with non-raised proceeds.

    (IV) Financial status of the Company in the report period

    1. Change of accounting policy and accounting estimation, and correction ofShandong Airlines Co., Ltd. 2009 Annual Report

    26

    accounting error

    With the changes on recent market condition and pilot mobility, the Company

    re-examined the beneficial years in accordance with the service years and resignations

    of the pilots. The 2010 First Extraordinary Meeting of the 4th Board of the Company

    examined and approved the Proposal on Changes to Accounting Estimation of

    Shandong Airlines Co., Ltd., which decided to adopt new accounting estimations

    since Oct. 1, 2009, and change the amortization periods of training expense on pilots

    from 20 years to 10 year. Thus, the changes of accounting estimation made the current

    net profit decrease amounting to RMB 24,159,590.99.

    The influences on net profit of 2009 by the aforementioned as follows: (Unit: RMB)

    2009

    Adjustment

    Item Amount

    Changes of the amortization periods Operating cost 32,212,787.99

    of training expense on pilots Income tax expense -8,053,197.00

    Total 24,159,590.99

    2. Assets constitution and reasons for the changes

    (1) Significant change in assets constitution of the Company compared to that of the

    same period of last year during the report period

    Unit: RMB

    Dec. 31st of 2009 Dec. 31st of 2008

    Items

    Amount

    Proportio

    n

    Amount Proportion

    Increase or

    decrease

    scope in

    amount

    compared to

    that of last

    year (%)

    Scope of change in

    proportion

    Transaction

    financial

    assets 11,341,846.48 0.14% 23,460,812.11 0.30% -52%

    Down 0.16 percentage points

    Construction

    in progress

    422,277,445.58 5.22%

    1,277,744,153.3

    2 16.29% -66.95%

    Down 11.07 percentage points

    Notes payable

    182,124,331.32 2.25% 10,000,000.00 0.13% 1721%

    Up 2.12 percentage points

    Accounts

    receivable in

    advance

    117,956,240.43

    1.46%

    87,735,493.54 1.12% 34.45%

    Up 0.34 percentage points

    Tax payable

    177,564,425.49

    2.19%

    111,337,241.37

    1.42% 59.48%

    Up 0.77 percentage pointsShandong Airlines Co., Ltd. 2009 Annual Report

    27

    Interest

    payable

    4,001,134.66

    0.05%

    9,634,990.00 0.12% -58.47%

    Down 0.07 percentage points

    Deferred

    income tax

    assets

    91,836,911.34

    1.13%

    68,774,158.11 0.88% 33.53%

    Up 0.25 percentage points

    Deferred

    income tax

    liabilities 2,835,461.62 0.04%

    19,816,576.46 0.25% -86%

    Down 0.21 percentage points

    (2)Reason for change

    Item Explanations

    Transaction financial

    assets

    Fair value of interest rate swap decreased.

    Construction in progress Purchased airplanes which were transferred into fixed assets.

    Notes payable Adopting notes financing method increased.

    Accounts receivable in

    advance

    The freight capacity of the Company was consolidated.

    Tax payable Tax payable in year-end increased.

    Interest payable Loan rate of foreign currency in year-end decreased.

    Deferred income tax

    assets

    Withdrawal in advance of heavy maintenance expense of assets increased.

    Deferred income tax

    liabilities

    Due to the decrease of fair values of transaction financial assets and adjustment of

    tax of exchange gains/losses.

    3. Changes on the main financial data of the Company occurred in the report period

    Unit: RMB

    Item 2009 2008

    Increase or

    decrease

    scope (%)

    Explanations for change reasons

    Investment

    income

    3,715,867.94 11,175,753.02 -67%

    Due to decrease in investment

    income which was actually

    delivered during holding the

    transaction financial assets in the

    report period.

    Sales expense 346,387,720.51 236,554,096.88 46%

    Due to expansion in scales of

    Company’s fleet and marketing

    network, and increases in

    computer reservation fees and

    agent commission fees.

    Non-operating 155,122,260.87 43,893,809.88 253% Due to the returns ofShandong Airlines Co., Ltd. 2009 Annual Report

    28

    income Construction Fund of Civil

    Aviation.

    Income tax

    expense

    100,618,103.42 26,622,215.36 278%

    Due to increase in total profit of

    this report year.

    4. Measurement attributes adopted for the main assets

    The Company started to implement the new Accounting Standard for Enterprise since

    Jan. 1st of 2007. In the report period, no significant change had happened to the

    measurement attributes adopted for the main assets of the Company. Details of the

    measurement attributes are available in Notes to Financial Report.

    5. Constitution of cash flow of the Company, and particulars about the items which

    received significant changes compared to those of last year and reasons for the

    changes

    (1) Constitution of the cash flow

    Unit: RMB

    Item 2009 2008

    Increase or decrease

    occurred in this year

    compared to that of last

    year (%)

    Net cash flow arising from operating

    activities 1,317,347,150.42 1,059,833,106.56 24%

    Net cash flow arising from

    investment activities -672,532,927.01 -1,285,932,710.29 -48%

    Net cash flow arising from financing

    activities -640,382,266.73 229,614,517.64 -379%

    Influence on cash and cash

    equivalents from change of exchange

    rate -35,585.75 -709,703.85 -95%

    Net increase in cash and cash

    equivalents 4,396,370.93 2,805,210.06 57%

    (2) Particulars about the significant changes in cash flow compared to that of last

    year and reasons for the changes during the report period

    Unit: RMB

    Item 2009 2008

    Increase or decrease

    occurred in this year

    compared to that of last

    year (%)

    Explanations for change

    reasons

    Other cash received

    concerning operating

    activities

    144,094,051.53 79,525,658.45

    81.19%

    Due to return of

    infrastructure fund of Civil

    Aviation in the report period.

    Cash received from

    investment income

    2,098,225.94 11,211,668.70

    -81.29%

    Due to decrease in

    investment income whichShandong Airlines Co., Ltd. 2009 Annual Report

    29

    was actually delivered during

    holding the transaction

    financial assets in the report

    period.

    Net cash received from

    disposal of fixed,

    intangible and other

    long-term assets

    327,572,914.09 23,995.00 1365071.55%

    Due to transfer the rights of

    purchasing airplanes.

    Net cash received from

    disposal of subsidiaries

    and other units

    0 912,019.23

    -100.00%

    Due to liquidate the

    Shandong Aviation Union

    Express Co., Ltd.

    Cash paid for dividend

    and profit distributing or

    interest paying

    195,890,585.87 262,317,177.48

    -25.32%

    Due to decrease in loan rate

    of foreign currency.

    Influence on cash and

    cash equivalents due to

    fluctuation in exchange

    rate

    -35,585.75 -709,703.85

    -94.99%

    Influenced comprehensively

    by the changes in deposit

    structure of foreign currency

    and exchange rate in the

    report period.

    (V) Influence on the Company brought by change in operation environment,

    macro-policy and laws and regulations

    1. Owing to the smooth and rapid growth of national economy, there will be an

    increase in the demand for civil aviation, especially for domestic civil aviation. The

    state will intensify adjustment on the economic structure, enlarge civil consumption

    demands, stabilize foreign trade, and implement the programs for adjusting and

    revitalizing key industries, fostered strategic and newly-emerging industries and

    promoted modern services industry, which will give a forceful push to the

    development of civil aviation.

    2. The impact of financial crisis has not yet been eliminated; the outside environment

    might change in a more complicated way and the economic trend seems obscure and

    unpredictable; the international aviation oil price is likely to be shocked to go up, he

    fluctuation on dollar exchange rate could be aggravated; the influences on civil

    aviation affected by the high-speed train is uncertain; and the operation cost of

    aviation company would be probably added by the low-carbon economy.

    (VI) Explanation of the Board of Directors on interpretative explanatory paragraph in

    the auditors’ report

    Reanda Certified Public Accountants audited Financial Report 2009 of the Company

    and presented standard unqualified Auditor’s Report.

    (VII) Prospects of the future development of the Company and work plan of theShandong Airlines Co., Ltd. 2009 Annual Report

    30

    Board of Directors for year 2010

    2010 is a crucial year for the comprehensive implementation of “the Eleventh

    Five-Year Plan” and the design for the “Twelfth Five-Year Plan”, while the period

    from 2010 to the “Twelfth Five-Year” will be a period of important strategic

    opportunities for the rapid progress of the Company. At this momentous turning point

    connecting the past and the future, the Company will stay sober-minded constantly to

    take into full consideration of both the current and the long-term, get hold of every

    opportunity and challenge, and integrate innovation with development, lay a solid

    foundation for the realization of new leap forward in scientific development by means

    of steady and effective endeavors.

    1. Continue to perfect corporate governance structure and strengthen the construction

    of internal control system

    Fully exert the functions of decide-making, audit and examination of each special

    committee of the Board of Directors; further ensure that independent directors, each

    special committee and supervisory committee fulfill their duties and actually provide

    necessary and convenient conditions for supervisory work; according to basic

    criterion and specific criterion of enterprises’ internal control issued by relevant

    department, continue to complete and perfect internal control system and improve

    management level of internal control.

    2. Several works will be focused on:

    (1) Strengthen the capability of safe management and control, ensure the lasting

    safety.

    (2) Enhance resources integration and the utilization efficiency guarantee sustainable

    profit-making.

    (3) Keep in line with the international standards for service, upgrade the service

    quality persistently

    (4) Promote managerial innovation in an all-round manner, shape the core

    competition strength.

    (5) Exert the advantages of political work, reinforce the rallying and combat spirit of

    the team.

    (VIII) Capital needs in realizing operation plan, using plan and capital source

    In 2010, the existed financial structure and loans arrangement from bank could satisfy

    capital need in normal operations of the Company.

    (IX) Routine work of the Board of Directors

    1. The Board of Directors of the Company totally held 8 meetings in 2009.

    (1) On Mar. 6, 2009, the Company held the 2009 1st Extraordinary Meeting of the 3rd

    Board of Director voting in communication. The public notice of the resolutions of

    the Meeting was published on China Securities Journal, Securities Times and Hong

    Kong Wen Wei Po dated Mar. 7, 2009.

    (2) On Mar. 27, 2009, the Company held the 14th meeting of the 3rd Board ofShandong Airlines Co., Ltd. 2009 Annual Report

    31

    Directors. The public notice of the resolutions of the Meeting was published on China

    Securities Journal, Securities Times and Hong Kong Wen Wei Po dated Mar. 31, 2009.

    (3) On April 28, 2009, the Company held the 15th meeting of the 3rd Board of

    Directors. The public notice of the resolutions of the Meeting was published on China

    Securities Journal, Securities Times and Hong Kong Wen Wei Po dated April 30,

    2009.

    (4) On June 2, 2009, the Company held the 16th meeting of the 3rd Board of Directors

    voting in communication. The public notice of the resolutions of the Meeting was

    published on China Securities Journal, Securities Times and Hong Kong Wen Wei Po

    dated June 3, 2009.

    (5) On June 26, 2009, the Company held the 1st meeting of the 4th Board of Directors.

    The public notice of the resolutions of the Meeting was published on China Securities

    Journal Securities Times and Hong Kong Wen Wei Po dated June 27, 2009.

    (6) On Aug. 21, 2009, the Company held the 2nd meeting of the 4th Board of Directors

    voting in communication. The public notice of the resolutions of the Meeting was

    published on China Securities Journal, Securities Times and Hong Kong Wen Wei Po

    dated Aug. 25, 2009.

    (7) On Oct. 29, 2009, the Company held the 3rd meeting of the 4th Board of Directors

    voting in communication. The public notice of the resolutions of the Meeting was

    published on China Securities Journal Securities Times and Hong Kong Wen Wei Po

    dated Oct. 30, 2009.

    (8) On Dec. 1, 2009, the Company held the 2009 2nd Extraordinary Meeting of the 4th

    Board of Directors voting in communication. The public notice of the resolutions of

    the Meeting was published on China Securities Journal, Securities Times and Hong

    Kong Wen Wei Po dated Dec. 2, 2009.

    2. The implementation of the resolutions of Shareholders’ General Meeting by the

    Board of Directors

    In the report period, according to the requirements of the relevant laws and

    regulations of Company Law, Securities Law and Articles of Association, the Board

    of Directors of the Company seriously implemented various resolutions approved by

    Shareholders’ General Meeting strictly in compliance with the resolutions and

    authorization of Shareholders’ General Meeting.

    (1) The implementation of profit distribution of the Company of 2008

    The main business of the Company was still in losses, in order to meet the demands of

    daily production operations, the Company didn’t carry out profit distribution in 2008.

    Particulars about the cash bonus of the Company in previous three years

    Unit: RMB

    Amount of cash bonus

    (tax included)

    Net profit attributable to

    shareholders of listed

    company in

    consolidated statement

    Ratio of net profit attributable to

    shareholders of listed company in

    consolidated statementShandong Airlines Co., Ltd. 2009 Annual Report

    32

    (2) The Board of Directors of the Company strictly implemented other various

    resolutions approved by Shareholders’ General Meeting, actively arranged the

    production and operation, investment disposal and fundamental construction etc..

    (X) Profit Distribution Preplan or Preplan on Converting Capital Public Reserve into

    Share Capital

    Audited by Reanda Certified Public Accountants, the Company realized net profit

    RMB300.8534 million in 2009. The undistributed profits of the beginning of the year

    was 33,9647 million,And the profit available for distribution of parent company till

    Dec. 31, 2009 was RMB334.8181 million.

    In order to return the shareholder’s supports for many years, and meanwhile, consider

    the long-term development of the Company, the Board plans to submit the 2009 profit

    distribution plan to the shareholders’ general meeting, as follows:

    1. Withdrawal of current statutory surplus reserve amounts to RMB30.0853 million.

    2. Plans to distribute cash bonus amounting to RMB80 million, taking the total shares

    400,000,000 of the Company ended as Dec. 31, 2009 as the base, the cash bonus for

    each 10 share is RMB2(Tax included).

    (XI) Duty implementation of the Audit Committee of the Board of Directors

    In the report period, the Audit Committee of the Board of Directors issued opinions

    on the various periodic reports and event about the reengagement of certified public

    accountant.

    The Audit Committee of the Board of Directors has done lots of work during the 2009

    auditing period of the Company. According to the requirements of Articles of

    Association, Work System of Annual Report for Independent Directors of Shandong

    Airlines Co., Ltd. and Work Rules of Audit Committee of Shandong Airlines Co., Ltd.,

    the Audit Committee makes the following summary on the 2009 auditing work:

    1. Ensured the general audit plan and examined the financial statements of the

    Company

    With negotiation among the independent directors of the Company, the Audit

    Committee and Reanda Certified Public Accountants, the audit work arrangement for

    2009 of the Company was confirmed. At the same time, the independent directors and

    the Audit Committee examined the 2009 financial statements formed by the Company

    and considered that: the Company made financial calculation in compliance with the

    regulation of the new accounting standards and no significant untrue contents was

    of bonus year

    2008 0.00 80,981,442.68 0.00%

    2007 0.00 68,171,958.24 0.00%

    2006 0.00 10,025,635.45 0.00%Shandong Airlines Co., Ltd. 2009 Annual Report

    33

    carried in the annual report materials; the 2009 financial statements preprared by the

    Company basically reflected the assets, liabilities and production and operation

    achievements of the Company till Dec. 31, 2009 and it was agreed to take this

    financial statement as the basis to carry out the 2009 financial audit work.

    2. Kept normal negotiations with the Certified Public Accountants and paid attention

    to the progress of auditing

    During the audit period, the Audit Committee consistently kept negotiations with the

    financial department and the Certified Public Accountants. Meanwhile, the

    Committee took close eyes to the progress of auditing and examines the financial

    reports.

    3. Called in the Audit Committee to examine and approve the proposals related to

    Annual Report

    Reanda Certified Public Accountants finished its auditing work in scheduled time and

    issued standard unqualified Auditor’s Report. The Audit Committee held meeting to

    examine and approve the following proposals: the 2009 Financial Settlement Report,

    the 2009 Profit Distribution Preplan, the 2009 Annual Report, and Reengagement of

    Certified Public Accountant.

    (XII) Duty implementation of the Remuneration Committee of the Board of Directors

    The Remuneration Committee made examination on the remuneration of the directors,

    supervisors and senior executives of the Company disclosed in the 2009 Annual

    Report and offered the following opinions: the present remuneration system of the

    Company was made according to the regulated decision-making procedure; the

    remuneration of the directors, supervisors and senior executives of the Company was

    in compliance with relevant regulations; the remuneration of relevant personnel

    disclosed in the 2009 Annual Report of the Company was real and accurate.

    VIII. Report of the Supervisory Committee

    (I) Particulars about the work of Supervisory Committee

    In 2009, the Supervisory Committee exerted the duties authorized by Company Law

    of the P.R.C. and the Articles of Association of the Company according to laws with

    assiduity and responsibility, actively implemented supervision functions on the

    Company’s operating decision-making, financial status, the responsibility and

    behaviors of directors and senior managers in the period and tried to safeguard the

    rights and interests of the shareholders.

    The Supervisory Committee had hold four meetings of the Supervisory Committee

    and attended all Shareholders’ General Meetings and meetings of the Board in 2009.

    In the report period, the Supervisory Committee totally held the following meetings:

    1. On Mar. 27th of 2009, the 9th Meeting of the 3rd Supervisory Committee was held inShandong Airlines Co., Ltd. 2009 Annual Report

    34

    the conference room of SDA Building. The meeting examined and approved the

    following proposals:

    (1) The 2008 Annual Report and Summary of Shandong Airlines Co., Ltd;

    (2) The 2008 Working Report of Shandong Airlines Co., Ltd.;

    (3) Proposal on Accounting Treatment of Errors Correction of Interest Rate Swap.

    The public notice of the resolutions was published on China Securities Journal,

    Securities Times and Hong Kong Wen Wei Po dated Mar. 31st of 2009.

    2. On April 28th of 2009, the 10th Meeting of the 3rd Supervisory Committee was held

    in the conference room of SDA Building. The meeting examined and approved the

    Proposal on Election of Changing Term of Supervisory Committee of Shandong

    Airlines Co., Ltd.

    The public notice of the resolutions was published on China Securities Journal,

    Securities Times and Hong Kong Wen Wei Po dated April 30th of 2009.

    3. On June 26th of 2009, the 1st Meeting of the 4th Supervisory Committee was held in

    the conference room of SDA Building. The meeting examined and approved Proposal

    on Election of Chairman of Supervisory Committee of Shandong Airlines Co., Ltd.

    The public notice of the resolutions was published on China Securities Journal,

    Securities Times and Hong Kong Wen Wei Po dated June 27th of 2009.

    4. On Aug. 21st of 2009, the Meeting of the Supervisory Committee was held in the

    conference room of SDA Building. The meeting examined and approved the 2009

    Semi-annual Report and its Summary of Shandong Airlines Co., Ltd.

    (II) Independent Opinions of the Supervisory Committee on relevant events in 2009

    The Supervisory Committee conducted serious inspection and supervision on such

    conditions as the Company’s finance, implementing resolutions of Shareholders’

    General Meeting, operating decision-making, operation according to laws, operating

    behaviors of directors, managers and senior executives and related transactions, etc;

    and believed that the operation management of the Company was in accordance with

    the relevant laws and regulations and the Articles of Association of the Company.

    1. Operation according to laws

    In the report period, the Company conducted regulated operation complying with

    Company Law, Securities Law, Articles of Association of the Company, and Rules for

    Shares Listed with Shenzhen Stock Exchange and other national relevant laws and

    regulations. It implemented effective internal control system inside the Company.

    Following the regulations and laws and being honest with faith and diligence,

    directors and senior executives of the Company carefully implemented every

    resolutions approved in Shareholders’ General Meeting with a view to protect the

    shareholders’ interests. There was no behaviors found that directors or senior

    executives broke the laws, regulations, or Articles of Association or harmed the

    interests of the Company in their office terms.Shandong Airlines Co., Ltd. 2009 Annual Report

    35

    2. Finance management of the Company

    The Supervisory Committee carefully examined the financing situation of the

    Company. In the opinion of the Supervisory Committee, 2009 Financial Report of the

    Company reflected the financial situation and operation results of the Company

    truthfully and fairly. The accounting vouchers, books and statements, and other

    accounting materials were genuine and standard.

    3. Related transaction

    The related transactions of the Company are done in accordance with the market

    principle, so they are of equality and reasonable price, and also maintain the interests

    of shareholders’ equity and the listed companies.

    IX. Significant Events

    (I) The Company has not been involved in significant lawsuits or arbitrations in the

    report period.

    (II) The Company has no bankruptcy and reforming in the report period.

    (III) The Company holds 8,697,000 shares of Chinese Information Network

    Incorporation of Civil Aviation which is listed in Hong Kong Exchanges and Clearing

    Limited. The nature of these shares is non-circulating domestic shares.

    The Company holds no share equity of other listed companies, or equity of financial

    enterprises such as joint stock commercial banks, securities companies, insurance

    companies, trust companies and futures companies.

    (IV) No purchase and sale of assets and merger of the Company in the report period.

    (V) The implementation of stock option incentive plan in the report period

    There is no implementation of stock option incentive plan of the Company in the

    report period.

    (VI) Significant related transaction

    The Company has some related transactions with its holding shareholders and their

    subordinate companies at present. These related transactions are necessity for the

    Company and are unavoidable. Before the transactions, the Company has already

    fully considered the quality, price and efficiency of the services and goods provided

    by the related parties and also made analysis and comparison on the market

    environment. The independent directors of the Company presented opinions on the

    related transactions which believed that the Company and the related parties made the

    deals with market principles of open, equality and justice, the transaction price was

    fair and there was no behaviour hurting profit of other shareholders.Shandong Airlines Co., Ltd. 2009 Annual Report

    36

    1. Purchasing and selling merchandise, providing and accepting service

    (1) In the report period, airplane maintaining fee of RMB 83.347 million has occurred

    between the Company and Taikoo (Shandong) Aircraft Engineering Co., Ltd. This

    transaction amount took proportion of 22.19% in the same kind transactions. The

    Company paid for this transaction in cash according to the market price.

    (2) The occurring amount on cooperation of the scheduled flights between Air China

    Limited and the Company was RMB 19.2 million, the transaction was collected based

    on the negotiated price by the two concerned parties.

    (3) The related transactions about the routine operations in 2009

    Unit: RMB’0000

    Classification of the

    related transactions

    Related parties

    Anticipated

    amount

    Actual

    amount

    Taikoo (Shandong) Aircraft Engineering Co., Ltd 8,151 8,334

    Shandong Xiangyu Aero Technical Services Co., Ltd. 1,200 1,935

    1. Maintenance of

    aircraft and fittings

    Subtotal 9,351 10,269

    Qingdao Feisheng International Aero Technical Training Co.,

    Ltd.

    703 410

    Shandong International Aero Training Co., Ltd. 1,172 793

    2. Training expense

    Subtotal 1,875 1,203

    Shandong Aviation Group(Rent for office land and daily

    accommodation)

    1,220 1,129

    3.Rent for office

    land, and daily

    accommodation Subtotal 1,220 1,129

    Air China Limited (aircraft lease) 57,184 62,323

    Air China Limited (joint owned operation) 1,000 1,920

    Air China Limited (labour service support) 1,074 1,020

    4. Aircraft lease and

    market cooperation

    Subtotal 59,258 65,263

    2. The Company and its controlling shareholder’s cooperative investment

    The Company had no cooperative investment with its controlling shareholders in the

    report period.

    3. Credits and liabilities between the Company and related parties

    There are no newly increased credits and liabilities between the Company and related

    parties in the report period.

    (VII) Significant contracts and implementation

    1. There are no assets entrustment, contract and lease in the report period.

    2. In the report period, the Company had no external significant guarantee.

    3. In the report period, the Company had no entrusted financing.Shandong Airlines Co., Ltd. 2009 Annual Report

    37

    4. Other significant contracts

    Up to the end of the report period, the accumulated amount of long-term and

    short-term borrowings of the Company amounted to RMB 4,142,571,600.

    The Company had no other significant contracts which were not disclosed.

    (VIII) The Company had not entrusted anyone to manage its cash assets in the report

    period.

    (IX) In the report period, there is no significant commitment.

    (X) Engagement of Certified Public Accountants

    In the report period, the Company continued to engage Reanda Certified Public

    Accountants as Auditing Organization of the Company. 2008 Annual Shareholders’

    General Meeting examined and approved the Proposal on Renewal of Engaging CPA

    and its Remunerations, the Company engaged Reanda Certified Public Accountants as

    2009 Auditing Organization of the Company. In the report period, the Company

    should pay the annual auditing fee of RMB 600,000. The aforesaid auditing

    organization has provided auditing services to the Company for the 6th year.

    (XI) In the report period, the Company and the Board of Directors have not received

    check, administrative punishment and notice of criticism from the CSRC, and public

    criticism from the securities exchange.

    (XII) In the report period, the received research and interview of the Company.

    In accordance with the principles of just, fair and publicity, further regulate the

    behaviors of information disclosure for the listed companies, the Company received

    the research and media interviews in standardized way according to the regulations of

    Guideline on Fair Information Disclosure for Listed Companies promulgated by

    Shenzhen Stock Exchange. In the report period, the Company received organization

    investors, analysts, investors of B-stock, and the research, visits and telephone

    communication from specialized media many times; the Company received them and

    replies strictly in accordance with relevant regulations; there occurred no such

    situations as selectively and privately reveal or leak non-public significant

    information to specific parties; and all these assure the fairness of information

    disclosure of the Company.

    Activities Form of Receiving Research,

    Communication and Interview in the Report Period

    The

    received

    date

    The

    received

    place

    The received

    way

    The received parties

    Contents discussed and materials

    supplied

    June 2009 Jinan Spot research News media, organization Financial status and operations planShandong Airlines Co., Ltd. 2009 Annual Report

    38

    investors and investors of

    B-share

    in 2009, provide the 2008 Annual

    Report of the Company

    Jan.-Dec.,

    2009

    Jinan

    Telephone

    interview,

    communication

    Organization investors

    and investors of B-share

    Operating situations and significant

    events of the Company

    X. Financial ReportShandong Airlines Co., Ltd. 2009 Annual Report

    39

    Auditors' Report

    REANDA SHEN ZI [2010] No. 1141

    To the Shareholders of Shandong Airlines Co., Ltd

    We have audited the accompanying financial statements of Shandong Airlines Co., Ltd. (“The

    Company”), which comprise the balance sheet and the consolidated balance sheet as at

    December 31, 2009, the income statement and the consolidated income statement, the

    statement of changes in equity and the consolidated statement of changes in equity and the

    cash flow statement and the consolidated cash flow statement for the year then ended, as well

    as a summary of significant accounting policies and other explanatory notes.

    Management’s Responsibility for the Financial Statements

    The Company’s management is responsible for the preparation of these financial statements

    in accordance with the Enterprises Accounting Standards of China. This responsibility

    includes: (1) designing, implementing and maintaining internal control relevant to the

    preparation of financial statements that are free from material misstatement, whether due to

    fraud or error; (2) selecting and applying appropriate accounting policies; (3) making

    accounting estimates that are reasonable in the circumstances.

    Auditor’s Responsibility

    our responsibility is to express an opinion on these financial statements based on our audit.

    We conducted our audit in accordance with the Chinese Certified Public Accountants'

    Auditing Standards. These standards require that we comply with ethical requirements and

    plan and perform the audit to obtain reasonable assurance whether the financial statements are

    free from material misstatement.

    An audit involves performing procedures to obtain audit evidence about the amount and

    disclosures in the financial statements. The procedures selected depend on the auditor’s

    judgment, including the assessment of the risks of material misstatement of the financial

    statements, whether due to fraud or error. In making those risk assessments, the auditorShandong Airlines Co., Ltd. 2009 Annual Report

    40

    considers internal control relevant to the entity’s preparation of the financial statements in

    order to design audit procedures that are appropriate in the circumstances, but not for the

    purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit

    also includes evaluating the appropriateness of accounting policies used and reasonableness

    of accounting estimates made by management, as well as evaluating the overall presentation

    of the financial statements.

    We believe that the audit evidence we have obtained is sufficient and appropriate to provide a

    basis for our audit opinion.

    Auditing opinion

    In our opinion, the financial statements have been prepared in accordance with the

    requirements of the Enterprises Accounting Standards promulgated by the People’s Republic

    of China, and present fairly, in all material respects, the financial position of Shandong

    Airlines Co., Ltd as at December 31, 2009, and the results of its operations and its cash flows

    for the year then ended.

    Reanda Certified Public Accountants Co., Ltd. Certified Public Accountant

    Certified Public Accountant

    Beijing, China March 24, 2010Shandong Airlines Co., Ltd. 2009 Annual Report

    41

    Consolidated Balance Sheet

    For the year ended December 31, 2009

    Name of the company: Shandong Airlines Co.,Ltd Monetary unit : ( RMB) Yuan

    Assets Notes 31/12/2009 31/12/2008

    Liabilities and Shareholders'

    equity

    Notes 31/12/2009 31/12/2008

    Current Assets: Current liabilities:

    Monetary funds

    Ⅴ.1 194,065,742.69

    71,872,933.88

    Short-term loans

    Ⅴ.16

    739,819,020.88 1,006,887,514.55

    Held for trading financial

    assets Ⅴ.2

    11,341,846.48

    23,460,812.11

    Held for trading financial

    liabilities

    Notes receivable

    Notes payables

    Ⅴ.17

    182,124,331.32

    10,000,000.00

    Accounts receivable

    Ⅴ.3 142,545,895.96 126,118,032.09

    Account payables

    Ⅴ.18

    812,032,950.07

    875,319,060.11

    Advances to suppliers

    Ⅴ.4

    22,504,262.48

    29,124,244.97

    Advances from customers

    Ⅴ.19

    117,956,240.43

    87,735,493.54

    Interests receivable

    Payroll payables

    Ⅴ.20

    135,033,537.40

    91,119,967.07

    Dividend receivable

    Ⅴ.5

    1,617,642.00

    Tax payable

    Ⅴ.21

    177,564,425.49

    111,337,241.37

    Other accounts receivable

    Ⅴ.6 160,552,013.99 144,978,136.24

    Interest payables

    Ⅴ.22

    4,001,134.66

    9,634,990.00

    Inventories Ⅴ.7 Dividend payablesShandong Airlines Co., Ltd. 2009 Annual Report

    42

    65,267,781.10 74,347,529.57 11,940.00 11,940.00

    Non-current assets due

    within one year

    Other account payables

    Ⅴ.23

    124,930,463.59

    161,736,748.70

    Other current assets

    Non-current liabilities due

    within one year Ⅴ.24

    535,108,457.71

    615,589,677.22

    Total Current Assets 597,895,184.70 469,901,688.86 Other current liabilities

    Non-current assets: Total current liabilities 2,828,582,501.55 2,969,372,632.56

    Available-for-sale financial

    assets

    Non-current liabilities:

    Held-to-maturity investments Long-term borrowings Ⅴ.25 3,402,752,588.39 3,159,333,277.39

    Long-term account

    receivables

    Bonds payable

    Long-term equity

    investments Ⅴ.9

    88,352,100.00

    88,352,100.00

    Long-term account payable

    Ⅴ.26

    968,968,451.94 1,114,459,905.38

    Investment properties Grants&Subsidies received

    Fixed assets Ⅴ.10 6,631,600,764.96 5,684,074,945.46 Accrued liabilities

    Construction in progress

    Ⅴ.11 422,277,445.58 1,277,744,153.32

    Deferred income tax liabilities

    Ⅴ.14

    2,835,461.62

    19,816,576.46

    Construction materials

    Other non-current liabilities

    Ⅴ.27

    27,718,573.00

    18,319,557.83

    Liquidation of fixed assets Total non-current liabilities 4,402,275,074.95 4,311,929,317.06

    Production biology assets Total liabilities 7,230,857,576.50 7,281,301,949.62

    Oil and gas assets Shareholders' equity:

    Intangible assets

    Ⅴ.12

    47,895,073.21

    46,945,074.17

    Share capital

    Ⅴ.28

    400,000,000.00

    400,000,000.00

    Development expenses Capital reserve Ⅴ.29Shandong Airlines Co., Ltd. 2009 Annual Report

    43

    84,050,162.84 84,050,162.84

    Goodwill Less: inventory shares

    Long-term deferred assets

    Ⅴ.13 216,546,250.96 208,312,781.55

    Appropriation of reserve

    fund

    Deferred income tax assets

    Ⅴ.14

    91,836,911.34

    68,774,158.11

    Surplus reserve

    Ⅴ.30

    59,576,069.03

    29,490,727.77

    Other non-current assets

    Appropriation of normal risk

    provision

    Total non-current assets

    7,498,508,546.05 7,374,203,212.61

    Undistributed profits

    Ⅴ.31

    308,668,390.11

    36,471,405.69

    Exchange difference of

    foreign currency financial

    statements translation

    Equity attributable to the

    shareholders of parent

    company

    852,294,621.98

    550,012,296.30

    Minority interests

    13,251,532.27

    12,790,655.55

    Total shareholders’

    equity

    865,546,154.25

    562,802,951.85

    Total assets

    8,096,403,730.75 7,844,104,901.47

    Total liabilities and

    shareholders’ equity 8,096,403,730.75 7,844,104,901.47

    Legal Representative: Zhang Xingfu Person in charge of accounting work: Xu Guojian Person in charge of accounting department:Wang WupingShandong Airlines Co., Ltd. 2009 Annual Report

    44

    Consolidated Income Statement

    For the year ended December 31, 2009

    Name of the company: Shandong Airlines Co.,Ltd Monetary unit : ( RMB) Yuan

    Items Notes For the year 2009 For the year 2008

    I. Total operating income

    Ⅴ.32

    5,366,113,363.68

    5,049,391,116.47

    Less: Operating costs

    Ⅴ.32

    4,110,033,275.19

    4,156,123,366.72

    Operating tax and surcharge

    Ⅴ.33

    158,797,763.77

    132,823,862.65

    Selling expenses

    Ⅴ.34

    346,387,720.51

    236,554,096.88

    Administrative expenses

    228,619,847.42

    187,022,654.78

    Financial costs

    Ⅴ.35

    251,871,219.83

    253,541,156.57

    Impairment loss of assets

    Ⅴ.36

    239,449.15

    -551,458.89

    Add: gains from the fair value changes (The loss is listed

    beginning with “-“) Ⅴ.37

    -12,118,965.63

    -19,293,822.87

    Investment income (The loss is listed beginning with “-“)

    Ⅴ.38

    3,715,867.94

    11,175,753.02

    Including: the investment income from associated and joint

    ventures enterprises

    Exchange gains(The loss is listed beginning with “-“)Shandong Airlines Co., Ltd. 2009 Annual Report

    45

    II. Operating profit(The loss is listed beginning with “-“)

    261,760,990.12

    75,759,367.91

    Add: non-operating income

    Ⅴ.39

    155,122,260.87

    43,893,809.88

    Less: non-operating expense

    Ⅴ.40

    13,521,945.17

    11,392,350.23

    Including: loss from disposal of non-current assets

    13,495,868.42

    10,915,236.47

    III. Total profits (The loss is listed beginning with “-“)

    403,361,305.82

    108,260,827.56

    Less: income tax expense

    Ⅴ.41

    100,618,103.42

    26,622,215.36

    IV. Net profits (the net loss is listed beginning with “-”)

    302,743,202.40

    81,638,612.20

    Net profits attributable to shareholders of the parent company

    302,282,325.68

    80,981,442.68

    Minority interests

    460,876.72

    657,169.52

    V. Earnings per share

    (Ⅰ) Basic earnings per share

    0.76

    0.20

    (Ⅱ) Diluted earnings per share

    0.76

    0.20

    VI . Other comprehensive gains

    VII. Total comprehensive gains

    302,743,202.40

    81,638,612.20Shandong Airlines Co., Ltd. 2009 Annual Report

    46

    Total comprehensive gains attributable to shareholders of

    the parent company

    302,282,325.68

    80,981,442.68

    Total comprehensive gains attributable to minority

    shareholders

    460,876.72

    657,169.52

    Legal Representative: Zhang Xingfu Person in charge of accounting work: Xu Guojian Person in charge of accounting department:Wang Wuping

    Consolidated Cash Flow Statement

    For the year ended December 31, 2009

    Name of the company: Shandong Airlines Co.,Ltd Monetary unit : ( RMB) Yuan

    Items Notes For the year 2009 For the year 2008

    I. Cash flows from operating activities:

    Cash received from sales of goods or rendering of services

    5,372,538,176.19

    5,142,461,900.44

    Refund of taxes and levies

    Cash received related to other operating activities

    Ⅴ.43(1)

    144,094,051.53

    79,525,658.45

    Subtotal of cash inflow from operating activities

    5,516,632,227.72

    5,221,987,558.89

    Cash paid for goods and services

    3,288,589,954.21

    3,362,644,381.56

    Cash paid to and on behalf of employees

    614,147,622.35

    543,461,203.22

    Payments of taxes and leviesShandong Airlines Co., Ltd. 2009 Annual Report

    47

    199,428,230.46 176,555,377.04

    Cash paid related to other operating activities

    Ⅴ.43(2)

    97,119,270.28

    79,493,490.51

    Subtotal of cash outflow from operating activities

    4,199,285,077.30

    4,162,154,452.33

    Net cash flow arising from operating activities

    1,317,347,150.42

    1,059,833,106.56

    II. Cash flow from investment activities:

    Cash received from investments

    Cash dividends received from investment

    2,098,225.94

    11,211,668.70

    Net cash received from disposal of fixed assets, intangible assets and other

    long-term assets

    327,572,914.09

    23,995.00

    Net cash received from disposal of subsidiaries and other business units

    912,019.23

    Cash received related to other investing activities

    Subtotal of cash inflow from investing activities

    329,671,140.03

    12,147,682.93

    Cash paid to acquire and construct fixed assets, intangible assets and other

    long-term assets

    1,002,204,067.04

    1,298,080,393.22

    Cash paid to acquire investments

    Net cash paid to acquire subsidiaries and other business units

    Cash paid related to other investing activities

    Subtotal of Cash outflow from investing activities

    1,002,204,067.04

    1,298,080,393.22

    Net cash flow arising from investing activitiesShandong Airlines Co., Ltd. 2009 Annual Report

    48

    -672,532,927.01 -1,285,932,710.29

    III. Cash flow from financing activities:

    Cash received from investments

    Including: Cash received from investment in subsidiaries from minority

    shareholders

    Cash received from loans

    2,228,373,619.53

    2,578,478,035.95

    Cash received from issuance of bonds

    Cash received related to other financing activities

    Subtotal of cash inflow from financing activities

    2,228,373,619.53

    2,578,478,035.95

    Repayment of loans or debts

    2,345,081,757.10

    1,812,750,241.19

    Cash payments for interest expenses and distribution of dividends or profits

    195,890,585.87

    262,317,177.48

    Including: Dividends and profits paid from subsidiary to minority shareholders

    Cash paid related to other financing activities

    Ⅴ.43(3)

    327,783,543.29

    273,796,099.64

    Subtotal of cash outflow from financing activities

    2,868,755,886.26

    2,348,863,518.31

    Net cash flow arising from finacing activities

    -640,382,266.73

    229,614,517.64

    IV. Effects on cash and cash equivalents for the change of foreign exchange

    rates

    -35,585.75

    -709,703.85

    V. Net increase in cash and cash equivalents

    4,396,370.93

    2,805,210.06Shandong Airlines Co., Ltd. 2009 Annual Report

    49

    Add: beginning balance of cash and cash equivalents

    44,937,058.88

    42,131,848.82

    VI .Ending balance of cash and cash equivalents

    Ⅴ.44(2)

    49,333,429.81

    44,937,058.88

    Legal Representative: Zhang Xingfu Person in charge of accounting work: Xu Guojian Person in charge of accounting department:Wang Wuping

    Consolidated Statement of Changes in Shareholders'Equity

    For the year ended December 31, 2009

    Name of the company: Shandong Airlines Co.,Ltd Monetary unit : ( RMB) Yuan

    For the year 2009

    Equity attributable to the shareholders of parent company

    Items

    Share capital

    Capital

    reserve

    minus:

    Inventory

    shares

    Reserve

    Funds

    Surplus

    reserve

    Normal

    risk

    provision

    Undistributed

    profits

    Others

    Minority

    interests

    Total

    shareholders’

    equity

    I. Balance at the end of previous year

    400,000,000.00

    84,050,162.84

    29,490,727.77

    36,471,405.69

    12,790,655.55

    562,802,951.85

    Add: Changes of accounting policies

    Correction of errors in prior

    years

    OthersShandong Airlines Co., Ltd. 2009 Annual Report

    50

    II. Balance at the beginning of the

    year

    400,000,000.00

    84,050,162.84

    29,490,727.77

    36,471,405.69

    12,790,655.55

    562,802,951.85

    III. Changes in equity in the year

    30,085,341.26

    272,196,984.42

    460,876.72

    302,743,202.40

    (I)Net profit for the year

    302,282,325.68

    460,876.72

    302,743,202.40

    (II)Other comprehensive gains

    Sub-total of above (I) and (II)

    302,282,325.68

    460,876.72

    302,743,202.40

    (III) Capital investment by the

    shareholders

    1.Capital investment by shareholders in

    the year

    2. Amount calculated into equity paid

    in shares

    3. Others

    (IV) Profit distribution in the year

    30,085,341.26

    -30,085,341.26

    1.Appropriation of surplus reserve

    30,085,341.26

    -30,085,341.26

    2.Appropriation of normal risk

    provision

    3.Distribution to shareholders

    4.Others

    (V) Internal settlement and transfer of

    shareholders' equityShandong Airlines Co., Ltd. 2009 Annual Report

    51

    1. Transfer of capital reserve to capital

    2. Transfer of surplus reserve to capital

    3. Surplus reserve makes up for the loss

    4. Others

    (VI) Reserve Funds

    1.Appropriated in current year

    2.Used in current year

    IV. Balance at the end of this period

    400,000,000.00

    84,050,162.84

    59,576,069.03

    308,668,390.11

    13,251,532.27

    865,546,154.25

    Consolidated Statement of Changes in Shareholders'Equity

    For the year ended December 31, 2008

    Name of the company: Shandong Airlines Co.,Ltd Monetary unit : ( RMB) Yuan

    For the year 2008

    Equity attributable to the shareholders of parent company

    Items

    Share capital

    Capital

    reserve

    minus:

    Inventory

    shares

    Reserve

    Funds

    Surplus

    reserve

    Normal

    risk

    provision

    Undistributed

    profits

    Others

    Minority

    interests

    Total

    shareholders’

    equity

    I. Balance at the end of previous year

    400,000,000.00

    84,050,162.84

    24,919,586.71

    -39,938,895.93

    12,133,486.03

    481,164,339.65

    Add: Changes of accounting policies

    Correction of errors in priorShandong Airlines Co., Ltd. 2009 Annual Report

    52

    years

    Others

    II. Balance at the beginning of the

    year

    400,000,000.00

    84,050,162.84

    24,919,586.71

    -39,938,895.93

    12,133,486.03

    481,164,339.65

    III. Changes in equity in the year (the

    decrease is listed beginning with “-”)

    4,571,141.06

    76,410,301.62

    657,169.52

    81,638,612.20

    (I)Net profit for the year 80,981,442.68

    657,169.52

    81,638,612.20

    (II)Other comprehensive gains

    Sub-total of above (I) and (II)

    80,981,442.68

    657,169.52

    81,638,612.20

    (III) Capital investment by the

    shareholders

    1.Capital investment by shareholders in

    the year

    2. Amount calculated into equity paid

    in shares

    3. Others

    (IV) Profit distribution in the year

    4,571,141.06

    -4,571,141.06

    1.Appropriation of surplus reserve

    4,571,141.06

    -4,571,141.06

    2.Appropriation of normal risk

    provision

    3.Distribution to shareholdersShandong Airlines Co., Ltd. 2009 Annual Report

    53

    4.Others

    (V) Internal settlement and transfer of

    shareholders' equity

    1. Transfer of capital reserve to capital

    2. Transfer of surplus reserve to capital

    3. Surplus reserve makes up for the loss

    4. Others

    (VI) Reserve Funds

    1.Appropriated in current year

    2.Used in current year

    IV. Balance at the end of this period

    400,000,000.00

    84,050,162.84

    29,490,727.77

    36,471,405.69

    12,790,655.55

    562,802,951.85

    Legal Representative: Zhang Xingfu Person in charge of accounting work: Xu Guojian Person in charge of accounting department:Wang WupingShandong Airlines Co., Ltd. 2009 Annual Report

    54

    Balance Sheet

    December 31st, 2009

    Name of the company : Shandong Airlines Co., Ltd Monetary unit : ( RMB) Yuan

    Asset Note 31/12/2009 31/12/2008

    Liabilities and Shareholders'

    equities Note 31/12/2009 31/12/2008

    Current assets: Current liability:

    Monetary funds

    179,813,989.83

    57,648,117.02

    Short-term loan

    739,819,020.88 1,006,887,514.55

    Tradable financial

    assets

    11,341,846.48

    23,460,812.11

    Tradable financial liabilities

    Note receivable Notes payable 182,124,331.32 10,000,000.00

    Accounts

    receivable

    Ⅺ.1

    140,731,572.47

    125,105,495.35

    Accounts payable

    810,639,584.15 873,297,361.73

    Advance to

    suppliers

    22,370,882.70

    28,986,600.63

    Advance from customers

    117,467,352.04 86,115,566.69

    Interests

    receivable

    Payroll payable

    135,018,545.42 91,114,079.09

    Dividend

    receivable

    1,617,642.00

    Tax payable

    177,319,512.46 111,270,281.82

    Other accounts

    receivables

    Ⅺ.2

    160,483,475.47

    145,198,107.29

    Interests payable

    4,001,134.66 9,634,990.00

    Inventories

    65,267,781.10

    74,347,529.57

    Dividend payable

    11,940.00

    11,940.00Shandong Airlines Co., Ltd. 2009 Annual Report

    55

    Non-current assets

    due within one

    year

    Other accounts payable

    124,872,192.44 161,909,084.49

    Other current

    assets

    Non-current liabilities due within

    one year 535,108,457.71 615,589,677.22

    Total current

    assets

    581,627,190.05

    454,746,661.97

    Other current liabilities

    Non-current

    assets:

    Total current liabilities

    2,826,382,071.08 2,965,830,495.59

    Available-for-sale

    financial assets

    Non-current liabilities:

    Held-to-maturity

    investment

    Long-term borrowings

    3,402,752,588.39 3,159,333,277.39

    Long-term

    accounts

    receivable

    Bonds payable

    Long-term equity

    investment

    Ⅺ.3

    112,165,305.97

    112,165,305.97

    Long-term accounts payable

    968,968,451.94 1,114,459,905.38

    Investment

    property

    Grants&Subsidies received

    Fixed assets 6,619,089,545.44 5,670,839,727.85 Accrued liabilties

    Construction in

    process

    422,277,445.58 1,277,744,153.32

    Deferred income tax liabilities

    2,835,461.62 19,816,576.46

    Construction

    materials

    Other non-current liabilities

    27,718,573.00 18,319,557.83Shandong Airlines Co., Ltd. 2009 Annual Report

    56

    Liquidation of

    fixed assets

    Total non-current liabilities

    4,402,275,074.95 4,311,929,317.06

    Production

    biology assets

    Total liabilities

    7,228,657,146.03 7,277,759,812.65

    Oil and gas assets Shareholders' equity:

    Intangible assets

    33,013,562.26

    32,028,907.27

    Share capital

    400,000,000.00 400,000,000.00

    Development

    expenses

    Capital reserve

    84,050,162.84 84,050,162.84

    Goodwill Less: inventory shares

    Long-term

    deferred assets

    216,370,254.46

    208,312,781.55

    Appropriation of reserve fund

    Deferred income

    tax assets

    91,812,136.84

    68,767,156.73

    Surplus reserve

    58,915,364.50 28,830,023.24

    Other non-current

    assets

    Appropriation of normal risk

    provision

    Total

    non-current

    assets 7,494,728,250.55 7,369,858,032.69

    Undistributed profits

    304,732,767.23 33,964,695.93

    Total shareholders’ equity 847,698,294.57 546,844,882.01

    Total assets

    8,076,355,440.60 7,824,604,694.66

    Total liabilities and

    shareholders’ equity 8,076,355,440.60 7,824,604,694.66

    Legal Representative: Zhang Xingfu Person in charge of accounting work: Xu Guojian Person in charge of accounting department:Wang WupingShandong Airlines Co., Ltd. 2009 Annual Report

    57

    Income Statement

    For the year 2009

    Name of the company : Shandong Airlines Co.,

    Ltd

    Monetary unit : ( RMB) Yuan

    Items Notes For the year 2009 For the year 2008

    I.Total operating income Ⅺ.4 5,362,673,481.18 5,043,370,423.20

    Less: operating cost Ⅺ.4 4,111,698,242.88 4,154,810,196.93

    Business taxes and surtax 158,446,999.40 132,521,572.99

    Selling expense 346,387,720.51 236,554,096.88

    Administration expense 225,696,583.77 185,216,685.46

    Financial expenses 252,180,082.66 253,847,227.41

    Impairment loss of assets

    196,362.15

    -607,469.89

    Add: profits from the fair value changes (The loss

    is listed beginning with “-“) -12,118,965.63 -19,293,822.87

    Investment income (The loss is listed beginning

    with “-“)

    Ⅺ.5

    3,715,867.94 11,632,849.93

    Including: the investment income from associated

    and joint ventures enterprises

    II. Operating profit(The loss is listed beginning

    with “-“) 259,664,392.12

    73,367,140.48Shandong Airlines Co., Ltd. 2009 Annual Report

    58

    Add: non-operating income 155,122,260.87 43,886,369.82

    Less: non-operating expense 13,520,445.27 11,392,350.23

    Including: loss from disposal of non-current assets 13,494,368.52 10,915,236.47

    III. Total profits (The loss is listed beginning

    with “-“) 401,266,207.72 105,861,160.07

    Less: income tax expense 100,412,795.16 26,309,550.15

    IV. Net profits (The net loss is listed beginning

    with “-”) 300,853,412.56

    79,551,609.92

    V. Earnings per share

    1.Basic earnings per share

    2.Diluted earnings per share

    Ⅵ.Other comprehensive gains

    Ⅶ.Total comprehensive gains

    300,853,412.56

    79,551,609.92

    Legal Representative: Zhang Xingfu Person in charge of accounting work: Xu Guojian Person in charge of accounting department:Wang WupingShandong Airlines Co., Ltd. 2009 Annual Report

    59

    Cash Flow Statement

    For the year 2009

    Name of the company : Shandong Airlines Co., Ltd Monetary unit : ( RMB) Yuan

    Items Notes For the year 2009 For the year 2008

    I. Cash flows from operating activities:

    Cash received from sales of goods or rendering of

    services

    5,371,074,050.51

    5,136,425,151.76

    Refund of taxes and levies

    Cash received related to other operating activities

    143,549,876.83

    79,162,652.85

    Subtotal of cash inflow from operating activities

    5,514,623,927.34

    5,215,587,804.61

    Cash paid for goods and services

    3,290,761,891.91

    3,362,102,687.66

    Cash paid to and on behalf of employees

    612,051,079.62

    542,037,899.11

    Payments of taxes and levies

    198,501,653.16

    174,869,903.11

    Cash paid related to other operating activities

    96,311,963.23

    79,146,006.44

    Subtotal of cash outflow from operating activities

    4,197,626,587.92

    4,158,156,496.32

    Net cash flow arising from operating activities

    1,316,997,339.42

    1,057,431,308.29Shandong Airlines Co., Ltd. 2009 Annual Report

    60

    II. Cash flow from investment activities:

    Cash received from investments

    Cash dividends received from investment

    2,098,225.94

    11,211,668.70

    Net cash received from disposal of fixed assets,

    intangible assets and other long-term assets

    327,572,914.09

    19,095.00

    Net cash received from disposal of subsidiaries and

    other business units

    912,019.23

    Cash received related to other investing activities

    Subtotal of cash inflow from investing activities

    329,671,140.03

    12,142,782.93

    Cash paid to acquire and construct fixed assets,

    intangible assets and other long-term assets

    1,001,881,192.04

    1,297,866,611.22

    Cash paid to acquire investments

    Net cash paid to acquire subsidiaries and other

    business units

    Cash paid related to other investing activities

    Subtotal of Cash outflow from investing activities

    1,001,881,192.04

    1,297,866,611.22

    Net cash flow arising from investing activities

    -672,210,052.01

    -1,285,723,828.29

    III. Cash flow from financing activities:

    Cash received from investments

    Cash received from loans

    2,228,373,619.53

    2,578,478,035.95Shandong Airlines Co., Ltd. 2009 Annual Report

    61

    Cash received related to other financing activities

    Subtotal of cash inflow from financing activities

    2,228,373,619.53

    2,578,478,035.95

    Repayment of loans or debts

    2,345,081,757.10

    1,812,750,241.19

    Cash payments for interest expenses and distribution

    of dividends or profits

    195,890,585.87

    262,317,177.48

    Cash paid related to other financing activities

    327,783,543.29

    273,796,099.64

    Subtotal of cash outflow from financing activities

    2,868,755,886.26

    2,348,863,518.31

    Net cash flow arising from finacing activities

    -640,382,266.73

    229,614,517.64

    IV. Effects on cash and cash equivalents for the

    change of foreign exchange rates

    -35,585.75

    -706,709.41

    V. Net increase in cash and cash equivalents

    4,369,434.93

    615,288.23

    Add: beginning balance of cash and cash

    equivalents

    30,712,242.02

    30,096,953.79

    VI .Ending balance of cash and cash equivalents

    35,081,676.95

    30,712,242.02

    Legal Representative: Zhang Xingfu Person in charge of accounting work: Xu Guojian Person in charge of accounting department:Wang WupingShandong Airlines Co., Ltd. 2009 Annual Report

    62

    Statement of changes in the shareholders' equity

    For the year 2009

    Name of the company : Shandong

    Airlines Co., Ltd

    Monetary unit : ( RMB)

    Yuan

    For the year 2009

    Items Notes

    Share capital

    Capital

    reserve

    minus:

    Inventory

    shares

    Reserve

    Funds

    Surplus

    reserve

    Normal risk

    provision

    Undistributed

    profits

    Total shareholders’ equity

    I. Balance at the end of previous year

    400,000,000.00

    84,050,162.84

    28,830,023.24 33,964,695.93 546,844,882.01

    Add: 1.Changes of accounting

    policies

    2.Correction of errors in

    prior years

    3.Others

    II. Balance at the beginning of the

    year

    400,000,000.00

    84,050,162.84

    28,830,023.24 33,964,695.93 546,844,882.01

    III. Changes in equity in the year (the

    decrease is listed beginning with “-”)

    30,085,341.26 270,768,071.30 300,853,412.56

    (I)Net profit for the year 300,853,412.56 300,853,412.56

    (II)Other comprehensive gains

    Sub-total of above (I) and (II) 300,853,412.56 300,853,412.56

    (III) Capital investment by the

    shareholdersShandong Airlines Co., Ltd. 2009 Annual Report

    63

    1.Capital investment by shareholders in

    the year

    2. Amount calculated into equity paid

    in shares

    3. Others

    (IV) Profit distribution in the year

    30,085,341.26 -30,085,341.26

    1.Appropriation of surplus reserve

    30,085,341.26 -30,085,341.26

    2.Appropriation of normal risk

    provision

    3.Distribution to shareholders

    4.Others

    (V) Internal settlement and transfer of

    shareholders' equity

    1. Transfer of capital reserve to capital

    2. Transfer of surplus reserve to capital

    3. Surplus reserve makes up for the loss

    4. Others

    (VI) Reserve Funds

    1.Appropriated in current year

    2.Used in current year

    IV. Balance at the end of current

    period

    400,000,000.00

    84,050,162.84

    58,915,364.50 304,732,767.23 847,698,294.57Shandong Airlines Co., Ltd. 2009 Annual Report

    64

    Statement of changes in the shareholders' equity

    Name of the company : Shandong Airlines Co., Ltd For the year 2008 Monetary unit : ( RMB) Yuan

    For the year 2008

    Items Notes

    Share capital

    Capital

    reserve

    minus:

    Inventory

    shares

    Reserve

    Funds

    Surplus

    reserve

    Normal risk

    provision

    Undistributed

    profits

    Total shareholders’ equity

    I. Balance at the end of previous year

    400,000,000.00

    84,050,162.84

    24,442,948.14 -41,199,838.89 467,293,272.09

    Add: 1.Changes of accounting

    policies

    2.Correction of errors in

    prior years

    3.Others

    II. Balance at the beginning of the

    year

    400,000,000.00

    84,050,162.84

    24,442,948.14 -41,199,838.89 467,293,272.09

    III. Changes in equity in the year (the

    decrease is listed beginning with “-”)

    4,387,075.10 75,164,534.82 79,551,609.92

    (I)Net profit for the year 79,551,609.92 79,551,609.92

    (II)Other comprehensive gains

    Sub-total of above (I) and (II) 79,551,609.92 79,551,609.92

    (III) Capital investment by the

    shareholders

    1.Capital investment by shareholders in

    the yearShandong Airlines Co., Ltd. 2009 Annual Report

    65

    2. Amount calculated into equity paid

    in shares

    3. Others

    (IV) Profit distribution in the year

    4,387,075.10 -4,387,075.10

    1.Appropriation of surplus reserve

    4,387,075.10 -4,387,075.10

    2.Appropriation of normal risk

    provision

    3.Distribution to shareholders

    4.Others

    (V) Internal settlement and transfer of

    shareholders' equity

    1. Transfer of capital reserve to capital

    2. Transfer of surplus reserve to capital

    3. Surplus reserve makes up for the loss

    4. Others

    (VI) Reserve Funds

    1.Appropriated in current year

    2.Used in current year

    IV. Balance at the end of current

    period

    400,000,000.00

    84,050,162.84

    28,830,023.24 33,964,695.93 546,844,882.01

    Legal Representative: Zhang Xingfu Person in charge of accounting work: Xu Guojian Person in charge of accounting department:Wang WupingShandong Airlines Co., Ltd. 2009 Annual Report

    66

    Shandong Airlines Co., Ltd.

    Notes to the financial statements

    As at 31st December 2009

    (All amounts are expressed in RMB Yuan unless otherwise stated)

    Ⅰ General

    Shandong Airlines Co., Ltd. (hereafter, the Company) is a foreign investment limited liability

    company incorporated in the People’s Republic of China (hereafter, the PRC) on 29th July 1999 as

    part of the reorganization of Shandong Airlines Group Co., Ltd., the holding company of the

    Company. The operation of the Company is subject to the supervision and regulation of the Civil

    Aviation Administration of China (hereafter, the CAAC), a regulatory body of the civil aviation

    industry in the PRC.

    The 140,000,000 B-shares of the Company have been listed the Shenzhen Stock Exchange

    (hereafter, the Stock Exchange) since 12th September 2000.

    The approved operating scope of the Company is the operation of international、domestic air

    services for the carriage of passengers and freight; hotel restaurants (Just limited to branch);

    aircraft repair and maintenance; civil aviation aircrew training; the agency business between

    airlines; ground services that relevant to the Company’s main business.

    Ⅱ Summary of significant accounting policies and estimates, and correction of errors

    1. Bases for preparation of the financial statements

    The (consolidated) financial statements of the Company (and the Group) have been prepared

    on the going concern basis with reference to the actual occurrence of transactions and events and

    in accordance with the China Enterprise Accounting Standards (CAS) issued by the Ministry of

    Finance on 15th February 2006 and the significant accounting policies and estimates as set out in

    Part Ⅱ.

    2. Declaration of Compliance with the Enterprise Accounting Standards

    The (consolidated) financial statements of the Company (and the Group) have been prepared

    in accordance with the Enterprise Accounting Standards to present truly and completely the

    financial position, result of operation and cash flow and the relevant information of the Company

    (and the Group).

    3. Accounting year

    The Company adopts the accounting year ending 31st December.

    4. Presentation (functional) currency

    The presentation (functional) currency of the Company is Renminbi (hereafter, CNY).Shandong Airlines Co., Ltd. 2009 Annual Report

    67

    5. Business acquisitions

    (1) Acquiring business under common control

    The Company measures the identifiable assets acquired and liabilities assumed at their

    acquisition-date book values in the accounts of the acquiree. The excess of the consideration

    transferred in the form of book value or shares issued over the acquisition-date book values in the

    acquiree’s accounts of the identifiable net assets acquired is debited to Capital reserves, and to

    Undistributed profits where the total value of Capital reserves is insufficient.

    (2) Acquiring business not under common control

    The Company measures the identifiable assets acquired and the liabilities assumed at their

    acquisition-date fair values. Goodwill as of the acquisition date measured as the excess of the

    amount of the total consideration paid for the acquisition measured in accordance with s11, Ch. 3,

    CAS 20 over the net of the acquisition-date amounts of the identifiable assets acquired and the

    liabilities assumed measured in accordance with s14, Ch.3, CAS 20 is recognised by the Company,

    if the later exceeds the former (ie. negative excess), the Company recognises the resulting gain in

    profit or loss on the acquisition date after reviewing their fair values and confirming the negative

    excess.

    6. Consolidated financial statements

    (1) Scope of consolidated financial statements

    Consolidated financial statements are prepared on the basis of control existence in

    accordance with CAS 33 issued by the Ministry of Finance in February 2006. The consolidated

    financial statements of the Company include all subsidiaries and the entities, which are established

    for specified purposes, either directly or indirectly controlled by the Company and the Company

    itself. The Company has control over an entity where the Company has the power to govern the

    financial and operating policies of the entity under a statute or an agreement and is able to obtain

    economic benefit from the entity’s operation by virtue of that power. Where it is clearly

    demonstrated that the Company’s investment in an entity does not constitute control over the

    entity, the Company excludes the entity from consolidation.

    (2) Purchase and sales of ordinary shares of subsidiaries

    The Company determines the date of purchase and sales of the ordinary shares of subsidiaries

    on the basis of the actual occurance of transfer of the risks attached to and proceeds associated

    with the shares respectively. The respective post- or pre-transaction-date operation results and cash

    flows of the subsidiary acquired or disposed in the course of the combination of businesses not

    under common control are accounted for in the consolidated income statement and cash flow

    statement. The operation results and cash flows of the subsidiary, which occur after the start date

    of the accounting period in which the subsidiary is acquired and prior to the disposal date,

    acquired in the course of the combination of businesses under common control are accounted forShandong Airlines Co., Ltd. 2009 Annual Report

    68

    and separately presented in the consolidated income statement and cash flow statement with

    comparables adjusted accordingly.

    The excess of the value of a long-term equity investment, recognised and measured in

    accordance with CAS 2, in a subsidiary arising from the purchase of small amount of the ordinary

    shares of the subsidiary over the Company’s share of the net fair value of the subsidiary’s

    identifiable assets and liabilities as from the purchase date is debited to Capital reserves, and to

    Undistributed profits where the total value of Capital reserves is insufficient.

    (3) Uniform accounting policies

    If a subsidiary uses accounting policies other than those adopted in the consolidated financial

    statements for like transactions and events in similar circumstances, appropriate adjustments are

    made to its financial statements in preparing the consolidated financial statements; the adjustments

    are conducted also with reference to the acquisition-date fair values of the identifiable assets

    acquired and the liabilities assumed from the subsidiary measured in accordance with s14, Ch.3,

    CAS 20 where the subsidiary is acquired in the course of the combination of businesses not under

    common control.

    (4) Consolidation procedures

    Intragroup balances and transactions are eliminated in full in the preparation of consolidated

    financial statements. Non-controlling interests in the net assets of consolidated subsidiaries are

    identified separately from the Company’s ownership interests in them. Non-controlling interests

    are debited by the excess, if any, of the loss attributable to non-controlling shareholders over their

    share of the net fair value of the subsidiary’s identifiable assets and liabilities where they are able

    and obliged to contribute to the excess; the excess is otherwise attributable to the Company.

    7. Cash equivalents

    Cash equivalents are short-term (usually with a maturity date within three months from the

    date of acquisition), highly liquid investments that are readily convertible to known amounts of

    cash and which are subject to an insignificant risk of changes in value.

    8. Foreign currency transactions and foreign currency translation

    (1) Foreign currency transactions

    The Company’s foreign currency transactions are recorded, on initial recognition in the

    reporting (functional) currency, by applying to the foreign currency amount the middle exchange

    rate quoted by the People’s Bank of China (hereafter, the (spot) exchange rate) between the

    reporting (functional) currency and the foreign currency at the date of the transaction.

    Foreign currency monetary items as at the balance sheet date are translated using the

    balance-sheet-date spot exchange rate; non-monetary items as at the balance sheet date that are

    measured in terms of historical cost in foreign currencies are translated using the transaction-date

    exchange rates with no adjustment made to the recorded amounts on initial recognition in theShandong Airlines Co., Ltd. 2009 Annual Report

    69

    reporting (functional) currency; non-monetary items as at the balance sheet date that are measured

    at fair value in foreign currencies are translated using the exchange rates at the dates when the fair

    values were determined. Exchange differences arising on translating monetary or non-monetary

    items at rates different from those at which they were translated on initial recognition during the

    period or in previous financial statements are recognised directly or as fair value adjustments in

    profit or loss in the period in which they arise except for monetary items that satisfy the criteria for

    borrowing costs capitalisation.

    (2) Foreign currency translation

    ① Assets, liabilities and all Shareholders’ equity items as at the balance sheet date except

    Undistributed profits are translated using the balance-sheet-date spot exchange rates.

    ② Income and expenses are translated using the transaction-date exchange rates.

    Exchange differences arising from the translation methods specified in paragraph 8(2)① and

    ② are separately presented in Shareholders’ equity.

    ③ The cash flows of a foreign subsidiary are translated at the exchange rates at the dates of

    the cash flows. The effect of exchange rate changes on cash and cash equivalents held or due in

    foreign currencies is reported in the cash flow statement by presenting separately the amount of

    the unrealised exchange differences arising from changes in foreign currency exchange rates

    9. Financial instruments

    (1) Categorisation of financial assets and financial liabilities

    The Company categorises its financial assets and financial liabilities, with reference to their

    objectives of investments and economic nature, as financial assets or financial liabilities at fair

    value through profit or loss, held-to-maturity investments, loans and receivables, available-for-sale

    financial assets, and other financial liabilities.

    ① Financial assets or financial liabilities at fair value through profit or loss include the

    financial assets or financial liabilities classified as held for trading and the financial assets or

    financial liabilities designated by the Company as at fair value through profit or loss on their

    initial recognition.

    A financial asset or financial liability is classified as held for trading if it meets either of

    the following conditions:

    a. it is acquired or incurred principally for the purpose of selling or repurchasing it in

    the near term;

    b. on initial recognition it is part of a portfolio of identified financial instruments that

    are managed together and for which there is evidence of a recent actual pattern of

    short-term profit-taking; or

    c. it is a derivative (except for a derivative that is a designated and effective hedging

    instrument, a financial guarantee contract, or linked to and only settled by delivery of an

    equity instrument that does not have a quoted market price in an active market and

    whose fair value cannot be reliably measured).Shandong Airlines Co., Ltd. 2009 Annual Report

    70

    A financial asset or financial liability is designated by the Company as at fair value

    through profit or loss if it meets either of the following conditions:

    a. the designation eliminates or significantly reduces a measurement or recognition

    inconsistency that would otherwise arise from measuring assets or liabilities or

    recognising the gains and losses on them on different bases; or

    b. a group of financial assets, financial liabilities or both is managed and its

    performance is evaluated on a fair value basis, in accordance with an officially

    documented risk management or investment strategy, and information about the group is

    provided internally on that basis to the Company’s key management personnel.

    ② Held-to-maturity investments are non-derivative financial assets with fixed or

    determinable payments and fixed maturity that the Company has the positive intention and ability

    to hold to maturity, which include principally fixed-rate treasury bonds and floating-rate corporate

    bonds that the Company has the positive intention and ability to hold to maturity.

    ③ Receivables are non-derivative financial assets with fixed or determinable payments that

    are not quoted in an active market, which include principally accounts receivables arising from

    sales of products and provisions of services by the Company and other receivables.

    ④ Available-for-sale financial assets are those non-derivative financial assets that are

    designated as available for sale on their initial recognition or are not categorised as either loans

    and receivables, held-to-maturity investments or financial assets at fair value through profit or

    loss.

    ⑤ Other financial liabilities are financial liabilities that are not categorised as financial

    liabilities at fair value through profit or loss.

    (2) Measurement of financial assets and financial liabilities

    When a financial asset or financial liability is recognised initially, the Company measures it

    at its fair value plus, in the case of a financial asset or financial liability not at fair value through

    profit or loss, transaction costs that are directly attributable to the acquisition or issue of the

    financial asset or financial liability; transaction costs attributable to the acquisition or issue of the

    financial asset or financial liability at fair value through profit or loss are accounted for through

    profit or loss for the current period.

    The Company subsequently measures financial assets and financial liabilities according to the

    following procedures:

    ① Financial assets or financial liabilities are subsequently measured at fair value through

    profit or loss at their fair value, with gains or losses arising from changes in fair value or

    de-recognistion accounted for through profit or loss for the current period.

    ② Held-to-maturity investments are subsequently measured at amortised cost using the

    effective interest method, with gains or losses arising from de-recognistion, impairment or

    amortisation accounted for through profit or loss for the current period.

    ③ Receivables are subsequently measured at amortised cost using the effective interest

    method, with gains or losses arising from de-recognistion, impairment or amortisation

    accounted for through profit or loss for the current period.Shandong Airlines Co., Ltd. 2009 Annual Report

    71

    ④ Available-for-sale financial assets are subsequently measured at their fair value, with

    gains or losses arising from changes in fair value recognised in Capital reserves. The

    difference between the disposal proceeds and carrying value of an available-for-sale financial

    asset on its disposal is recognised as investment gain or loss, with the cumulative gains or

    losses recognised in Capital reserves de-recognised from Capital reserves and re-recognised

    as investment gains or losses. Impairment losses and exchange differences of

    available-for-sale financial assets, if any, are accounted for through profit or loss for the

    current period. Interests and dividends arising from the possession of available-for-sale

    financial assets, if any, are recognised as investment gains.

    ⑤ Other financial liabilities and a instrument that is linked to and only settled by delivery of

    an equity instrument that does not have a quoted market price in an active market and whose

    fair value cannot be reliably measured are subsequently measured at cost.

    A financial guarantee contract or a loan that bears an off-market interest rate, which are

    not designated by the Company as at fair value through profit or loss, are subsequently

    measured at the higher of:

    a. the value specified by CAS 13 Contingencies; and

    b. the residual value after deducting the cumulative amortisation determined in

    accordance with CAS 14 Revenue from the value recognised on its initial recognition.

    Other financial liabilities are subsequently measured at amortised cost using the

    effective interest method, with gains or losses arising from de-recognistion, impairment or

    amortisation accounted for through profit or loss for the current period.

    ⑥ 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. The parties to an

    arm’s length transaction shall be going concerns, not subject to or intended to enter the

    procedures of liquidation or significant reduction in operating capacity, or forced to enter the

    transaction. The fair value of a financial asset or financial liability for which there is an active

    market shall be measured at the quoted market price in the active market; the fair value of a

    financial asset or financial liability for which there is not an active market shall be established

    by the Company using a valuation technique.

    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 recognised financial institution as

    at the Company’s balance sheet date in accordance with the principle of consistency.

    ⑦ The residual cost of a financial asset is the residual value after deducting the sum of

    impairment losses and the principal amount that has been repaid from the sum of its value

    measured on its initial recognition and the cumulative amortisation of the difference between

    its value measured on its initial recognition and its value on its maturity determined using the

    effective interest method. The residual cost of a financial liability is the residual value after

    deducting the sum of the principal amount that has been repaid and the cumulative

    amortisation of the difference between its value measured on its initial recognition and its

    value on its maturity determined using the effective interest method from its value measured

    on its initial recognition.Shandong Airlines Co., Ltd. 2009 Annual Report

    72

    ⑧ The effective interest rate method is a valuation method for determining the residual

    value and interest income or/and expense of a financial instrument (or a group of financial

    instruments) using the effective interest rate. An effective interest rate is the interest rate used

    to discount the cash flows of a financial instrument (or a group of financial instruments) over

    its expected life, or a shorter period if it is relevant, to determine its current carrying value.

    The effective interest rate applicable to a financial intrument (or a group of financial

    instruments) shall be determined with reference to its future cash flows estimated by taking

    into account the whole of its contract terms (including but not limited to early repayment

    rights, call options and option equivalents, but excluding future credit losses).

    (3) Transfer and de-recognition of financial assets

    ① The Company de-recognises a financial asset if it meets either of the following

    conditions:

    a. the contractual rights to the cash flows from the financial asset expire;

    b. the financial asset has been transferred and all the risks and rewards of ownership

    of the financial asset have been substantially transferred to the transferee; or

    c. the financial asset has been transferred and the Company has neither transferred nor

    retained substantially all the risks and rewards of ownership of the financial asset and

    not retained control of the financial asset.

    ② Where the transfer of the whole of a financial asset satisfies the conditions for

    de-recognition set out in paragraph 9(3)①, the Company recognises through profit or loss for

    the current period the difference between:

    a. the carrying value of the financial asset; and

    b. the sum of the proceeds from the transfer and the cumulative gains or losses

    recognised in Shareholders’ equity.

    ③ Where the transfer of a part of a financial asset satisfies the conditions for

    de-recognition set out in paragraph 9(3)①, the fair value of the whole of the financial asset is

    apportioned accordingly to the transferred part and the part not transferred; and, the Company

    recognizes through profit or loss for the current period the difference between:

    a. the carrying value of the transferred part of the financial asset; and

    b. the sum of the proceeds from the transfer and the cumulative gains or losses

    attributable to the transferred part of the financial asset recognised in Shareholders’

    equity.

    ④ If a transfer of a financial asset does not satisfy the conditions for de-recognition set out

    in paragraph 9(3)①, the Company continues to recognise the transferred asset in its entirety

    and recognises a financial liability for the consideration received. Where the Company is in

    continuing involvement in a transferred financial asset, the Company continues to recognise

    the financial asset to the extent of its continuing involvement, and recognises an associated

    financial liability.

    (4) Impairment assessment and impairment allowanceShandong Airlines Co., Ltd. 2009 Annual Report

    73

    ① The company recognises impairment of a financial asset if either of the following is

    objectively evidential:

    a. significant financial difficulty of the issuer or obligor;

    b. a breach of contract, such as a default or delinquency in interest or principal

    payments, by the obligor;

    c. the lender, for economic or legal reasons relating to the obligor’s financial difficulty,

    granting to the obligor a concession that the lender would not otherwise consider;

    d. it becoming probable that the obligor will enter bankruptcy or other financial

    reorganization;

    e. the disappearance of an active market for that financial asset because of significant

    financial difficulty of the issuer;

    f. observable data indicating that there is a measurable decrease in the estimated

    future cash flows from a group of financial assets since the initial recognition of those

    assets, although the decrease cannot yet be identified with the individual financial assets

    in the group;

    g. significant changes with an adverse effect that have taken place in the technological,

    market, economic or legal environment in which the obligor operates, and indicates that

    the cost of the investment in the equity instrument may not be recovered;

    h. a significant or prolonged decline in the fair value of an investment in an equity

    instrument; or

    i. other events of impairment.

    ② The Company assesses the occurrence of impairment of different categories of financial

    assets and recognises and measures impairment on the balance sheet date using different

    criteria.

    a. If there is objective evidence that an impairment loss on a held-to-maturity

    investments has been incurred as at the balance sheet date, the amount of the loss is

    measured as the difference between the asset’s carrying amount and the present value of

    its estimated future cash flows.

    b. If there is objective evidence that the fair value of an available-for-sale financial

    asset has experienced a significant decline and the decline is not temporary after

    considering all relevant information as at the balance sheet date, impairment loss on the

    available-for-sale financial asset is recognised and the cumulative loss recognised in

    Shareholders’ equity is reclassified from equity to profit or loss as impairment loss.

    10. Account receivables

    (1) Method of provision for bad debts for individual accounts receivable with significant

    amounts:

    The Company classifies receivables, other than intragroup receivables, of which the carrying

    values are individually not less than 5 per cent of the carrying value of total receivables as at the

    balance sheet date as receivables of individual significance. Receivables of individual significanceShandong Airlines Co., Ltd. 2009 Annual Report

    74

    are individually assessed for impairment loss. If there is objective evidence that a receivable of

    individual significance has been impaired as at the balance sheet date, the excess of the present

    value of its estimated future cash flows over its carrying value as at the balance sheet date is

    recognised as impairment loss through profit or loss for the current period and in Bad and doubtful

    debts.

    (2) Method of provision for bad debts for individual accounts receivable with nonsignificant

    amounts, but in according to the characteristics of credit risk portfolio, the risk of

    the portfolio is high:

    The Company classifies receivables of individual insignificance and non-impaired

    receivables of individual significance of which the ages are individually over three years as a

    group of receivables of significant credit risk.

    The Company recognises as bad and doubtful debt expense through profit or loss for the

    current period and in Bad and doubtful debts the higher of the following:

    ① 5 per cent of the carrying value of total receivables as at the balance sheet date; and

    ② the excess of the carrying value of receivables of individual insignificance over the

    amount estimated by analyses of age and the financial positions and cash flows of the

    obligors.

    (3) For other account receivable (including Notes receivable、Advances to suppliers、

    Interest receivables etc), the provision for bad debts recognized based on the difference of

    the book values higher than the present value of future cash flows.

    11. Inventories

    (1) Categorisation of inventories

    The Company’s inventories include materials or supplies to be consumed by the Company in the

    rendering of services during the Company’s ordinary operating activities. The Company

    categorises its inventories as air materials and low-value consumables.

    (2) Cost of inventories

    The cost of inventories at their acquisition is measured at their actual cost of purchase. The cost of

    inventories at their issue is determined using the first-in, first-out (FIFO) cost formula.

    (3) Net realisable value and impairment of inventories

    ① Determination of net realisable value of inventories

    The net realisable value of finished goods, products and sellable materials is measured

    as the residual value after deducting the estimated sales expense and related taxes and fees

    from the estimated selling price. The net realisable value of an item of inventories subject to

    further processing is measured as the residual value after deducting the sum of the estimated

    costs of completion, sales expense and related taxes and fees from the estimated selling price

    of the sellable item. The net realisable value of the quantity of inventories held to satisfy firmShandong Airlines Co., Ltd. 2009 Annual Report

    75

    sales or service contracts is based on the contract price. If the sales contracts are for less than

    the inventory quantities held, the net realisable value of the excess is based on general selling

    prices.

    ② Impairment of inventories

    The Company measures inventories at the lower of historical costs and net realisable

    values as at the balance sheet date. If the net realisable value is lower than the historical cost

    of an item of inventories as at the balance sheet date, an impairment allowance is recognised.

    An impairment allowance, if any, is generally individually recognised for each type of

    inventories except:

    a. an individual impairment allowance, if any, is recognised for the whole category of

    inventories of low value and large quantities; and

    b. an individual impairment allowance, if any, is recognised for a group of inventories,

    which are held for the production and sales of products of a single territory and for

    identical or similar usages or purposes, and which are indistinguishable from other types

    of inventories within the group.

    When the circumstances that previously caused inventories to be written down below

    cost no longer exist, the amount of the write-down is reversed and the associated impairment

    allowance de-recognised and re-recognised through profit or loss for the period in which the

    reversal occurs.

    (4) Stocktaking

    The Company adopts the perpetual stocktaking system.

    (5) Amortisation of low-value consumables and packaging materials

    The Company amortises consumables in full when they are issued for use.

    12. Long-term equity investments

    The Company’s long-term equity investments include the Company’s equity investments in

    an investee which constitute the Company’s control, joint control or significant influence over the

    investee and the Company’s equity investments in an investee which do not constitute the

    Company’s control, joint control or significant influence over the investee and of which the fair

    value is not quoted in an active market.

    (1) Initial measurement of long-term equity investments

    ① Initial measurement of long-term equity investments acquired through business

    combination

    a. The cost of a business under common control acquired by the Company by

    payment in cash, non-monetary asset transfer, or assuming the acquiree’s liabilities is

    initially measured at the carrying value of the equity instruments acquired as at the

    acquisition date, with the excess of the (carrying) value of cash paid, assets transferred,

    or liabilities assumed over the initially measured cost debited to Capital reserves, and toShandong Airlines Co., Ltd. 2009 Annual Report

    76

    Undistributed profits where the total value of Capital reserves is insufficient. The cost of

    a business under common control acquired by the Company by share issues is initially

    measured at the carrying value of the equity instruments acquired as at the acquisition

    date, with the excess of the total value at par of shares issued over the initially measured

    cost debited to Capital reserves, and to Undistributed profits where the total value of

    Capital reserves is insufficient. Expenses incurred directly for the acquisition, including

    but not limited to audit fees, valuation fees and legal fees, are recognised through profit

    or loss for the period in which the expenses are incurred.

    b. The cost of a business not under common control acquired by the Company is

    initially measured at the fair value of assets transferred, liabilities incurred or assumed,

    or shares issued for the acquisition as at the transaction date. The excess of the initially

    measured cost over the net of the carrying values of the identifiable assets acquired and

    the liabilities assumed as at the acquisition date is recognised as goodwill. The excess of

    the net of the carrying values of the identifiable assets acquired and the liabilities

    assumed as at the acquisition date over the initially measured cost is recognised through

    profit or loss for the current period in Non-operating revenue. Expenses incurred directly

    for the acquisition (excluding the expenses for bond issues and share issues) are

    recognised as part of the acquisition cost.

    ② Initial measurement of long-term equity investments acquired not through business

    combination

    a. The cost of a long-term equity investment acquired by the Company by payments

    in cash is initially measured at the sum of the consideration transferred and the fees,

    taxes and necessary expenses directly attributable to the acquisition, with the value of

    declared-but-unpaid cash dividends included in the consideration separately recognised

    as receivables.

    b. The cost of a long-term equity investment acquired by the Company by share issues

    is initially measured at the fair value of shares issued for the acquisition as at the

    issuance date.

    c. The cost of a long-term equity investment acquired by the Company by direct

    shareholder contribution is initially measured at the value agreed upon the investment

    contract or agreement, excluding a contract value or agreement value that is inconsistent

    with the definition of fair value.

    d. The cost of a long-term equity investment acquired by the Company by

    non-monetary asset transfer is initially measured at the sum of the fair values of the

    assets transferred to the transferee and the taxes directly attributable to the asset transfer,

    with the difference between the fair values of the assets transferred to the transferee and

    their carrying values as at the transaction date recognised through profit or loss for the

    current period, where the exchange of non-monetary assets for equity instruments is

    transacted on a commercial basis and the fair values of the assets transferred and equity

    instruments acquired can be reliably measured; or, at the sum of the carrying values of

    the assets transferred to the transferee and the taxes directly attributable to the assetShandong Airlines Co., Ltd. 2009 Annual Report

    77

    transfer, where the exchange of non-monetary assets for equity is not on a commercial

    basis or the fair values of the assets transferred or equity instruments acquired can not be

    reliably measured.

    e. The cost of a long-term equity investment acquired by the Company through the

    investee’s debt restructuring is initially measured at the fair values of the equity

    instruments acquired, with the difference between the initially measured cost and the

    carrying value of the original loans to the investee as at the restructuring date recognised

    through profit or loss for the current period.

    (2) Subsequent measurement and recognition and measurement of gains or losses

    Long-term equity investments in subsidiaries are subsequently measured at cost. In preparing

    consolidated financial statements, the long-term equity investments in subsidiaries are adjusted

    using the equity method.

    Long-term equity investments which do not constitute the Company’s joint control or significant

    influence over the investee, of which the fair value of equity instruments is not quoted in an active

    market and can not be measured reliably, are subsequently measured at cost.

    Long-term equity investments which constitute the Company’s joint control or significant

    influence over the investee are subsequently measured by the equity method.

    a. If a long-term equity investment is subsequently measured at cost, further acquisition or

    disposal of the investment increases or reduces the cost of the investment accordingly; dividends

    or share of profits, except those included in the consideration which has been declared but not

    received, are recognised through profit or loss for the current period.

    b. If a long-term equity investment is subsequently measured by the equity method, its carrying

    value is adjusted by the share of the investee’s net profit or loss.

    Gain or loss for the current period is measured at the share of the net profit or loss of the

    investee for the current period. When determining the net profit or loss of the investee, where the

    investee adopts different accounting policies, the net profit or loss reported by the investee is

    adjusted by the depreciation or amortisation calculated on the basis of the fair value of the

    investee’s fixed assets or intangible assets as at acquisition and the impairment provisions

    determined on the basis of the fair value of the relevant assets of the investee as at acquisition;

    transactions between the Company and associates or joint ventures are also eliminated. The losses

    arising from transactions between the Company and associates or joint ventures are wholly

    recognised as asset impairment if the losses meet the conditions set by CAS 9 – Asset Impairment.

    Losses of a long-term equity investment reduce the carrying value of the investment to zero

    as the furthest. If the cumulative value of subsequent profits of the investee becomes higher than

    the cumulative value of unrecognised losses, the excess of the cumulative profits over the

    cumulative unrecognised losses is recognised in the carrying value of the investment.

    Where a long-term equity investment existed prior to the first adoption of CAS, the excess of

    consideration over acquired net assets of the investee as at the adoption date, if any, is amortised

    over the remaining life determined at the acquisition using the straight line method; the

    amortisation is recognised through profit or loss for the current period.Shandong Airlines Co., Ltd. 2009 Annual Report

    78

    (3) Joint control and significant influence

    ① The Company has joint control over an investee if the investment meets one of the following

    conditions:

    a. neither of the investors can individually influence the operation of the investee;

    b. decisions of the investee’s must be approved by the general consensus of the investors; or

    c. an individual investor is authorised by an agreement of contract signed by each investor to

    manage the investee’s operation in accordance with the accounting and operation policies agreed

    by each investor.

    Investors may lose joint controls over an investee where the investee is in the procedures of

    legal administration or bankruptcy, or where the investee’s ability to transfer economic resource to

    investors is severely limited for a substantial length of time; however, if it is objectively evidential

    that the joint control exists, the investors shall continue to recognise and measure the investment

    using the equity method.

    ② The Company has significant influence over an investee if:

    a. the Company has delegates in the investee’s Board of Directors or similar body;

    b. the Company participates in the investee’s policy making process, including the policy

    making process for declaration of dividends;

    c. the Company has significant transactions with the investee;

    d. the Company has delegated personnel to the investee’s management; or

    e. the Company has provided key technology to the investee.

    (4) Impairment of long-term equity investments

    The Company assesses the operation policies, legal environment, market and industry

    conditions, and profitability each long-term equity investment individually on the balance sheet

    date to determine whether an investment is subject to impairment. If the net recoverable value of

    an investment is lower than its carrying value as at the balance sheet date, an impairment provision

    is recognised at the excess of its carrying value over te net recoverable value as at the balance

    sheet date. A recognised impairment loss of an investment is not recoverable in subsequent

    periods.

    13. Fixed Assets

    (1) Recognition

    A fixed asset is a tangible asset the Company holds for the purpose of production, service

    rendering, leasing and operation, of which the useful life is longer than one year and which has a

    relatively higher value. A fixed asset is measured at the cost of acquisition if it meets both of the

    following conditions:

    ① it is probable that the economic benefits associated with the asset will flow to the Company;

    and

    ② the cost of the asset can be measured reliably.Shandong Airlines Co., Ltd. 2009 Annual Report

    79

    Subsequent expense associated with the asset, which meets the above conditions, is

    recognised as parts of its cost; otherwise, through profit or loss for the period in which the expense

    is accrued.

    (2) Depreciation

    Fixed assets are depreciated using the straight line method. The useful life, residual value

    percentage and annual depreciation are listed below.

    Types

    Residual value

    percentage(%)

    Expected

    useful life(years)

    Annual

    depreciation rate(%)

    Houses and building 5.00 27-33 2.88-3.52

    Key components and power

    supports of aircraft engine 5.00 15-20 4.75-6.33

    Replacement parts of aircraft body 0.00 6-8 12.5-16.67

    Replacement parts of engine 0.00 3-5 20-33.33

    Equipments, electronic

    devices and furniture 0-5.00 4-10 9.5-23.75

    High value rotables 0.00 15-18 5.56-6.67

    Transportation vehicles 5.00 5-10 9.5-19.00

    (3) Impairment

    The Company assesses each non-current asset for impairment on the balance sheet date. If it

    is objectively evidential that the net recoverable value of a non-current asset is lower than its

    carrying value as at the balance sheet date, its carrying value is reduced to the net recoverable

    value and the reduction accounted for through profit for the current period and recognised as

    impairment provision. A recognised impairment loss of a non-current asset is not recoverable in

    subsequent periods. A non-current asset is impaired if one of the following is evidential:

    ① its fair value decreased significantly during the current period with a decrease rate

    significantly higher than the rate estimated on the basis of time or normal usage;

    ② the economic, technological or legal environment, in which the Company operates or in

    which the asset is located, changed during the current period or is going to change in the near

    future; and, e the change caused or is going to cause significant disadvantage to the Company;

    ③ the rate for discounting future cash flows, which has been affected by the increased interest

    rate or investment return rate, has led to a significant decrease of the asset’s recoverable value;

    ④ the asset is either obsolete or physically damaged;

    ⑤ the asset has been or is going to be retired, terminated for usage or disposed prior to the end

    of its use life;

    ⑥ the Company recognised internally that the asset’s associated economic benefit has been or is

    going to be below expectation, eg. the net cash flows or net profit or loss significantly lower than

    the expected value; or

    ⑦ there is other evidence which suggests the asset has been impaired.Shandong Airlines Co., Ltd. 2009 Annual Report

    80

    (4) Leased fixed assets

    If the Company acquired substantially the risks attached to and the economic benefits

    associated with a leased non-current asset, the asset is recognised. The asset is measured at the

    lower of the asset’s fair value as at the lease-commence date and the net present value of the

    minimum lease payment. The depreciation policies for owned non-current assets are applicable to

    leased non-current assets. The expected useful life of a leased asset, of which the ownership is

    reasonably transferrable to the Company after the expiry of the lease, is the asset’s own expected

    useful life; the expected useful life of a leased asset, of which the ownership is not reasonably

    transferrable to the Company, is the shorter of the lease life and the asset’s own expected useful

    life.

    14. Construction-in-progress

    (1) Categorisation

    The Company categorises construction-in-progress on the basis of project approval.

    (2) Conversion of construction -in-progress to fixed assets

    A construction-in-progress is recognised as a fixed asset when it satisfied the predetermined

    usable state. A converted construction-in-progress is initially measured at its full construction cost.

    A converted construction-in-progress of which the construction cost is not fully recognised is

    initially measured at a reasonable estimate; and, the initial measured cost is adjusted to its full

    construction cost when the construction is fully recognised; but, its recognised depreciation as at

    the full recognition is not adjusted.

    (3) Impairment

    The Company assesses each construction-in-progress for impairment on the balance sheet

    date. If it is objectively evidential that the net recoverable value of a construction-in-progress is

    lower than its carrying value as at the balance sheet date, its carrying value is reduced to the net

    recoverable value and the reduction accounted for through profit for the current period and

    recognised as impairment provision. A recognised impairment loss of a construction-in-progress is

    not recoverable in subsequent periods. A construction-in-progress is impaired if one or more of the

    following are evidential:

    ① the project has been suspended for a substantially long period of time and of which the

    construction is not to be re-activated within three years;

    ② either the capability or the technology of the project is obsolete and the economic benefit

    associated with the project is highly indeterminable; or

    ③ there is other evidence which suggests the project has been impaired.

    15. Borrowing costs

    (1) Capitalisation of borrowing costs

    The borrowing costs directly attributable to asset construction or production are capitalisedShandong Airlines Co., Ltd. 2009 Annual Report

    81

    into cost of asset when they meet the following conditions:

    ① the asset construction or production expense has been incurred;

    ② the borrowing costs have been incurred; and

    ③ the construction or production which directly contributes to the usable state of the asset has

    been activated.

    Other borrowing costs, discounts, premiums and exchange differences are accounted for

    through profit or loss of the period in which they are incurred.

    If the construction or production of an asset eligible for capitalisation has suspended not in

    accordance with schedule, where the suspension has lasted continuously for a period longer than

    three months, the capitalisation of relevant borrowing costs is suspended.

    The capitalisation of relevant borrowing costs is terminated when a constructed or produced

    asset reaches its usable or sellable state. Any subsequent borrowing cost associated with the asset

    is accounted for through profit or loss for the period in which it is incurred.

    (2) Measurement of capitalised borrowing costs

    The capitalised borrowing costs of a finance specifically raised for an asset construction or

    production are measured at the excess of the borrowing costs over the interests arising from the

    deposit of the unused part of the finance or the gains arising from the investment using the unused

    part of the finance for the relevant period.

    Where the value of an asset construction or product is higher than the finance specifically

    raised for the construction or production, the capitalised borrowing costs of the part of general

    finance used by the construction or production are measured by multiplying the weighted average

    of the excess of the asset value over the specific-raised finance with the capitalisation rate of

    general finance.

    16. Intangible assets

    (1) Measurement

    Intangible assets are initially measured at cost.

    (2) Useful life and amortization

    The period during which an intangible asset is reasonably capable of generating economic

    benefits for the Company with reference to its contractual rights and other legal rights, industry

    practice, historical experience, and professional evidence is determined as the asset’s useful life. If

    a period during which an intangible asset is reasonably capable of generating economic benefits

    for the Company is not determinable, the asset is categorised as with undeterminable useful life.

    ① The useful life of an intangible asset with useful life is determined on the basis of:

    a. the general useful life of products produced by the asset and the obtainable information in

    relation to the useful life of a similar asset;

    b. the current condition and estimated future trends of technology and techniques;

    c. the market demand for products produced or service rendered by the asset;Shandong Airlines Co., Ltd. 2009 Annual Report

    82

    d. the expected reaction of existing and potential competitors;

    e. the estimated maintenance expense for the continuance of the asset’s ability in generating

    economic benefits and the Company's estimated ability in maintaining the expense;

    f. the relevant law and regulation which regulate the ownership period of the asset, eg.

    chartered usage rights and lease rights; and

    g. the connection between the useful life of the asset and the useful life of the Company’s other

    assets.

    ② An intangible asset with undeterminable useful life is amortised using a reasonable method

    determined by the realisation process of the asset’s expected economic benefit. Where a

    reasonable amortisation method is undeterminable, the asset is amortised using the straight line

    method.

    (3) Impairment of intangible assets with undeterminable useful life

    ① The Company assesses the useful life of each intangible asset with undeterminable useful life

    on the balance sheet date. If the useful life of an asset remains undeterminable, the asset is

    assessed for impairment on the balance sheet date. If it is objectively evidential that the net

    recoverable value of an intangible asset with undeterminable useful life is lower than its carrying

    value as at the balance sheet date, its carrying value is reduced to the net recoverable value and the

    reduction accounted for through profit for the current period and recognised as impairment

    provision. A recognised impairment loss of an intangible asset with undeterminable useful life is

    not recoverable in subsequent periods. An intangible asset with undeterminable useful life is

    assessed for impairment if one or more of the following are evidential:

    a. the asset has been replaced by another new technology which renders its ability to generate

    economic benefit for the Company being significantly devastated;

    b. the asset’s fair value has decreased significantly during the period and it may not increase

    during the remaining life of the asset; or

    c. there is there is other evidence which suggests the asset has been impaired.

    (4) Research and development

    Research expenses associated with an internal development project are accounted for through

    profit or loss for the period in which they are incurred. Development expenses associated with an

    internal development project are recognised as intangible assets if the project meets all of the

    following:

    ① assets arising from the project are either for sale or for internal use and it is technically viable

    to complete the project;

    ② the Company has clear intention to complete the intangible asset and to use or sell the asset;

    ③ it is objectively evidential that products produced by the intangible or the intangible asset

    itself are marketable or that the intangible asset is employable if used internally;

    ④ it is practical, in terms of technology, finance and other resources, to complete the

    development of the intangible asset and to use or sell the intangible asset; and

    ⑤ development expenses of the development of the intangible asset can be measured reliably.Shandong Airlines Co., Ltd. 2009 Annual Report

    83

    17. 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 recognised 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

    using the straight line method or on the basis of air hours over the lease period.

    18. Long-term deferred assets

    The Company’s long-term deferred assets refer to expense which has been incurred but which

    generates economic benefit for the Company for a period of longer than one year, such as

    expenses for pilots’ initial trainings. Those expenses are amortized at 10 years according to their

    benefit period respectively. When a pilot is transferred from the Company, the cost of transfer is

    the unamortized part of the original expenditure.

    19. Accrued liabilities

    (1) Recognition of accrued liabilities

    The obligations related to some items that meet the following conditions at the same time

    will be confirmed as the liabilities:

    ①This obligation is the current obligation of the company;

    ②The performance of this obligation will probably cause the economic benefits to flow out

    of the company;

    ③The amount of this obligation can be reliably calculated.

    The Company should recognize accrued liabilities, when the Company’s loss contract and

    restructuring liabilities undertaken satisfied above conditions.

    (2) The measurement of accrued liabilities

    The accrued liabilities are initially measured in accordance with the best estimated outflow

    of economic benefits to fulfill the current obligation as well as related risks regarding the

    contingencies, uncertainties and time value of money. Significant impact on the time value of

    money the best estimation is determined through the related discounted future cash outflows. The

    increase of book value of accrued liability caused due to the passage of time is recognized as

    interest.

    (3) Optimum evaluation of accrued liabilities

    If the necessary payments have scopes, the optimum evaluation shall be determined based

    on the average amount between the upper and lower limit amount of scope ; if the necessary

    payments do not have such scopes, the optimum evaluation shall be determined in the following

    method:

    (a) If the contingent event is involved in an individual project, the optimum evaluation

    amount will be determined based on the possible amount;Shandong Airlines Co., Ltd. 2009 Annual Report

    84

    (b) If the contingent event is involved in some projects, the optimum evaluation amount shall

    be determined based on possible amount and occurrence probability. In case of all or part of

    payments about the confirmed liquidation liabilities are expected to be compensated by the third

    parties or other parties, and the compensation amounts are surely received, then such amounts

    shall be separately recognized. The confirmed compensation amounts shall not exceed book

    values of confirmed liabilities

    20. Revenue

    (1) Service rendering

    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 recognised 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 recognised when the service is rendered.

    ② If the service is rendered in conjunction with reward points, the amount arising from ticket

    sales and of receivables shall be apportioned between revenue and reward points. The amount

    apportioned to reward points is initially recognised as deferred income and subsequently

    accounted for through profit or loss for the period in which the reward points expire or are

    exchanged.

    ③ Revenue arising from other air service rendering is recognised when the service rendering is

    completed.

    (2) Transfer of asset use rights

    Revenue is recognised when the inflow of the economic benefit associated with the transfer is

    probable and when the amount of the inflow can be measured reliably. Revenue arising from

    transfer of asset use rights is recognised according to the income category:

    ① interest income is recognised on the basis of the length of time for which the Company’s

    monetary asset is used by other parties using the effective interest rates;

    ② use right income is recognised in accordance with the payment schedules and means agreed

    in the relevant contracts or agreements.

    21. Government grants

    (1) Recognition

    The Company meets the conditions attached to the grant; and

    the Company is probable to receive the grant.

    (2) Types of government grants and accounting for government grants

    ① A grant associated with an asset is recognised as deferred income when the grant is received.Shandong Airlines Co., Ltd. 2009 Annual Report

    85

    The grant is subsequently averaged over the useful life of the asset and the average is accounted

    for through profit or loss for subsequent periods during the asset’s useful life after the asset

    reaches its usable state. If the asset is disposed, transferred, scrapped or damaged prior to the end

    of its useful life, the whole of the remaining deferred income is accounted for through profit or

    loss for the period in which the asset is disposed, transferred, scrapped or damaged.

    ② A grant compensating expenditure or loss in subsequent periods is initially recognised as

    deferred income and subsequently accounted for through profit or loss for the period in which the

    relevant expenditure of loss is incurred. A grant compensating expenditure or loss already incurred

    is accounted for through profit or loss for the period in which the grant is received.

    (3) Measurement

    A grant that is in the form of monetary asset is measured at the amount of actual receipt or

    actual receivable. A grant that is in the form of non-monetary asset is measured at fair value, or at

    notional value if fair value can not be obtained.

    (4) Repayment of government grants

    ① If there is deferred income associated with the grant, the carrying value of the deferred

    income is reduced by the repayment. The excess of the repayment over the carrying value of the

    deferred income is accounted for through profit or loss for the period in which the repayment is

    incurred.

    ② If there is not deferred income associated with the grant, the repayment is accounted for

    through profit or loss for the period in which the repayment is incurred.

    22. Deferred income tax assets and deferred income tax liabilities

    The Company accounts for income taxes by the balance sheet approach.

    The Company calculates the value of a deferred income tax asset or deferred income tax

    liability on the basis of the difference between the carrying value of an asset or liability and its tax

    base and the income tax rates applicable to the period through which the asset or liability is

    recovered or settled.

    (1) Recognition of deferred income tax assets

    ① A deferred income tax asset is recognised for all deductible temporary differences to the

    extent that it is probable that taxable profit will be available against which the deductible

    temporary difference can be utilised, unless the deferred income tax asset arises from the initial

    recognition of an asset or liability in a transaction that:

    a. is not a business combination; and

    b. at the time of the transaction, affects neither accounting profit nor taxable profit (tax loss).

    ② A deferred income tax asset is recognised for all deductible temporary differences arising

    from investments in subsidiaries, branches and associates, and interests in joint ventures, to the

    extent that, and only to the extent that, it is probable that:

    a. the temporary difference will reverse in the foreseeable future; andShandong Airlines Co., Ltd. 2009 Annual Report

    86

    b. taxable profit will be available against which the temporary difference can be utilised.

    ③ A deferred income tax asset is recognised for all tax losses and tax credits eligible for being

    carried forward to the extent that it is probable that taxable profit will be available against which

    the tax losses and tax credits can be utilised.

    (2) Recognition of deferred income tax liabilities

    A deferred income tax liability is recognised for all taxable temporary differences, except to the

    extent that the deferred income tax liability arises from:

    ① the initial recognition of goodwill; or

    ② the initial recognition of an asset or liability in a transaction which:

    a. is not a business combination; and

    b. at the time of the transaction, affects neither accounting profit nor taxable profit (tax loss).

    ③ A deferred income tax liability is recognised for all taxable temporary differences associated

    with investments in subsidiaries, branches and associates, and interests in joint ventures, except to

    the extent that both of the following conditions are satisfied:

    a. the parent, investor or venturer is able to control the timing of the reversal of the temporary

    difference; and

    b. it is probable that the temporary difference will not reverse in the foreseeable future.

    (3) The carrying value of a deferred income tax asset is assessed on the balance sheet date. It is

    probable that there is not enough taxable profit in the future against which the deferred income tax

    asset can be utilised, the carrying value of the deferred income tax asset is written off; when it

    becomes probable again that there is enough taxable profit in the future against which the deferred

    income tax asset can be utilised, the write-off is reversed.

    23. Financial leases and operating leases

    (1) Operating leases

    ① When the Company is the leasee to a operating lease, the total lease expenditure is

    apportioned over the lease life using the straight line method or on the basis of the leased asset

    usage. The apportioned amount is recognised through profit or loss for the relevant period. Initial

    expenditure directly attributable to the acquisition of the lease is recognised in administrative

    expenses for the period in which the expenditure is incurred or recognised through profit of loss

    for the period in which the first lease payment is incurred. If a rent holiday is offered by the leasor,

    the total expenditure is apportioned over the whole life of the lease using the straight line method

    or on a reasonable basis; the lease expense during the rent holiday is accounted for through profit

    or loss for the relevant period and recognised as a liability on the balance sheet. If a part of the

    total lease expenditure is compensated by the leasor, the residual amount after deducting the

    compensation from the total lease expenditure is apportioned over the lease life.

    ② When the Company is the leasor to a operating lease, the total lease revenue is apportioned

    over the lease life. The apportioned amount is recognised through profit or loss for each year of

    the lease life. Initial expenditure directly attributable to the grant of the lease is recognised throughShandong Airlines Co., Ltd. 2009 Annual Report

    87

    profit or loss for the period in which it is incurred. If the initial expenditure is of significant value,

    it is capitalised and apportioned over the lease life using the same method adopted for the

    apportionment of lease revenue; the apportioned amount is recognised through profit or loss for

    each year of the lease life. The initial expenditure of significant value is recognised in full through

    profit or loss for the period in which the first lease income is accrued if the recognition is so

    provided by an agreement. If a rent holiday is offered, the total lease revenue is apportioned over

    the whole life of the lease using the straight line method or on a reasonable basis. The apportioned

    amount is recognised as lease income for each year of the lease life, including the years within the

    rent holiday. If a part the total lease expenditure is compensated by the leasor, the residual amount

    after deducting the compensation from the total lease revenue is apportioned over the lease life.

    (2) Financial leases

    ① When the Company is the leasee to a financial lease, the Company recognises on the lease

    start date the leased asset at the lower of its fair value as at the lease start date and the minimum

    total lease payments; the minimum total lease payments is recognised as long-term payables; and,

    the excess of the minimum total lease payments over the leased asset’s fair value as at the lease

    start date is accounted for as unrecognised financing cost and amortised over the life of the lease

    using the effective interest rate method with the amortised amount recognised in financial costs for

    the relevant period. Initial expenditure directly attributable to the acquisition of the lease is

    recognised as a part of the leased asset’s carrying value.

    The depreciation policies for owned depreciatable assets are applicable to an asset leased

    under a financial lease. The expected useful life of a leased asset, of which the ownership is

    reasonably transferrable to the Company after the expiry of the lease, is the asset’s own expected

    useful life; the expected useful life of a leased asset, of which the ownership is not reasonably

    transferrable to the Company, is the shorter of the lease life and the asset’s own expected useful

    life.

    ② When the Company the leasor to a financial lease, the Company recognises on the lease start

    date the sum of initial expenditure directly attributable to the grant of the lease and the minimum

    total lease revenue as long-term receivables; and, the unguaranteed residual value is recorded. The

    excess of the sum of the minimum total lease revenue, initial expenditure directly attributable to

    the grant of the lease and unguaranteed residual value over the leased asset’s fair value as at the

    least start date is accounted for as unrealised financing income and amortised over the lease life

    using the effective interest rate method with the amortised amount recognised as rental income for

    the relevant period.

    24. Significant changes of accounting policies and accounting estimates

    Resulting from changed market conditions and pilot mobility, the Company reviewed the benefit

    periods by considering pilot service length and pilot resignation, the first meeting of the 4th term of

    the Board of Directors held in 2010 publish a resolution which authorises the adoption of a new

    accounting estimate with effect from 1st October, 2009 which changes the length of amortisation

    period for pilot training fees from 20 years to 10 years. The change of accounting estimate reducesShandong Airlines Co., Ltd. 2009 Annual Report

    88

    the net profit for 2009 by CNY 24,159,590.00.

    The impact of the above change of accounting estimate on the net profit for 2009 is presented

    below:

    2009

    Change of accounting estimate

    Financial statement items Amount (CNY)

    Change of the length of amortisation period Operating costs 32,212,787.99

    for pilot training fees Income tax expense -8,053,197.00

    Total 24,159,590.99

    Ⅲ Taxation

    1. Major taxes and tax rates

    The major taxes and tax rates applicable to the Company are listed below:

    Tax Tax base Tax rate

    Operating tax Revenue from air service for carriage of goods and passengers and from commission or rental service 3% / 5%

    Enterprise income tax Taxable profit 25%

    Other taxes applicable to the Company are calculated in accordance with the relevant law and

    regulation.

    2. Infrastructure fund for civil aviation

    Infrastructure fund for civil aviation is calculated in accordance with the guidelines set out in

    the document (CaiZong[2004] No.38) issued by the Ministry of Finance.

    As authorised by the document (CaiJian[2009] No.4) jointly issued by the Ministry of Finance

    and Civil Aviation Administration of China, infrastructure funds for civil aviation payable by

    domestic air companies during the period from 1st July 2008 to 30th June 2009 are subsequently

    repaid to the tax payers after the tax collection.

    3. Tax incentives

    As authorised by the document (CaiShui[2008] No.178) jointly issued by the Ministry of

    Finance and State Administration of Taxation, fuel surcharges collected by air companies during

    the period from 1st January 2008 to 31st December 2010 are exempted from operating tax.

    Ⅳ Business combination and consolidated financial statements

    Subsidiaries acquired through incorporation or investment

    Subsidiary name Qingdao International Air Logistics Centre Co., Ltd

    Type of subsidiary Holding subsidiary

    Place of registration Qingdao

    Nature of business Transportation warehousing

    Registered capital CNY 30,000,000.00

    Business scope Warehousing and distribution of air cargo, E-commerce, etc

    Actual investment value as at December 31,2009 CNY 23,813,205.97Shandong Airlines Co., Ltd. 2009 Annual Report

    89

    Subsidiary name Qingdao International Air Logistics Centre Co., Ltd

    Ending balances of projects constituting net investment in the subsidiary CNY 0.00

    Shareholding 70%

    Voting right 70%

    Financial statement consolidation Yes

    Minority interest CNY 13,251,532.27

    Value of minority interest that utilized to write off the profits or losses attributed to

    minority shareholders

    CNY 0.00

    The balance of parent company’s equity, that is equal to the parent shareholders’

    equity less the subsidiary’s current loss undertaken by the minority shareholders

    according their share quotient at the beginning of the period

    CNY 0.00

    Ⅴ Main items of the consolidated financial statements

    1. Monetary fund

    Balance carried forward Balance brought forward

    Exchange Presentation Currency Original Exchange Presentation

    currency rate currency

    Original

    currency rate currency

    Cash on hand

    CNY 262,286.69 1.00 262,286.69 168,989.78 1.00 168,989.78

    HKD 386.60 0.8805 340.40 1,559.60 0.8819 1,375.43

    USD 1,057.92 6.8282 7,223.69 1,520.92 6.8346 10,394.89

    GBP 362.80 10.978 3,982.82 82.80 9.8798 818.04

    CAD 10.00 6.5171 65.17 10.00 5.6146 56.15

    JPY 0.00 0.0738 0.00 135,000.00 0.0757 10,219.50

    EUR 6,870.00 9.7971 67,306.08 2,970.00 9.659 28,687.23

    Subtotal 341,204.85 220,541.02

    Bank

    CNY 47,952,878.72 1.00 47,952,878.72 44,483,350.50 1.00 44,483,350.50

    USD 126,124.43 6.8282 861,202.83 34,115.73 6.8346 233,167.36

    KRW 30,317,123.00 0.005876 178,143.41 0.00 0.005446 0.00

    Subtotal 48,992,224.96 44,716,517.86

    Other monetary funds

    CNY 144,732,312.88 1.00 144,732,312.88 26,935,875.00 1.00 26,935,875.00

    Subtotal 144,732,312.88 26,935,875.00

    Total 194,065,742.69 71,872,933.88

    (1) The other limited monetary funds of CNY 144,732,312.99 as at 31st December 2009 is

    guarantee for letters of guarantee for aircrafts and aircraft engines, for bank draft acceptance and

    for short-term borrowings.

    (2) The increase of monetary funds of 1.7 times from the ending balance to the opening balance

    reflects the increased level of guarantee resulting from the increased usage of notes and increased

    amount of finance.Shandong Airlines Co., Ltd. 2009 Annual Report

    90

    2. Held for trading financial assets

    Item Fair value as at 09.12.31 (CNY) Fair value as at 09.01.01 (CNY)

    Derivative financial assets 11,341,846.48 23,460,812.11

    Total 11,341,846.48 23,460,812.11

    (1) The immature interest swaps held by the Company as at 31st December 2009 have a fair

    value as at acquisition of USD 196,386,577.11, within which the swaps containing redemption

    clauses have a fair value as at acquisition of USD 2,990,345.11, of which the fair value as at 31st

    December 2009 quoted by banks is CNY 11,341,846.48 (USD 1,661,030.21).

    (2) The decrease of tradable financial assets from the opening balance principally results from

    the decrease in fair value.

    3. Accounts receivables

    (1) Disclosure by classification

    Balance carried forward Balance brought forward

    Book value Provision for bad debts Book value Provision for bad debts

    Types

    Amount

    (CNY)

    Proportion

    (%)

    Amount

    (CNY)

    Proportion

    (%)

    Amount

    (CNY)

    Proportion

    (%)

    Amount

    (CNY)

    Proportion

    (%)

    Individual

    significant

    amounts

    130,379,296.86 91.06 0.00 0.00 115,826,770.70 91.46 0.00 0.00

    Non-significant

    in amount but

    in accordance

    with the

    characteristics

    of credit risk

    portfolio, the

    risk of the

    portfolio is high

    9,502.08 0.01 60.93 0.01 23,802.42 0.02 1,190.12 0.23

    Other

    non-significant

    receivables

    12,797,444.39 8.93 640,286.44 99.99 10,789,191.00 8.52 520,541.91 99.77

    Total 143,186,243.33 100.00 640,347.37 100.00 126,639,764.12 100.00 521,732.03 100.00

    Note: See paragraph Ⅱ10 for criteria for categorising individual significance and individual

    insignificance but significant portfolio credit risk.

    (2) Bad and doubtful debt provisions for account receivables that classified as individual

    significance amount or non-significant in amount but in accordance with the

    characteristics of credit risk portfolio, the risk of the portfolio is high:Shandong Airlines Co., Ltd. 2009 Annual Report

    91

    Details

    Book value

    (CNY)

    Bad and doubtful debt

    (CNY)

    Proportion

    (%)

    Comment

    BSP 48,494,454.43 0.00 0.00 Amount not due received prior to the statement date.

    China Civil Aviation

    Clearing Centre

    28,056,201.97 0.00 0.00 Amount not due received prior to the statement date.

    Air China Co., Ltd. 53,828,640.46 0.00 0.00 Amount not due received prior to the statement date.

    Total 130,379,296.86 0.00 0.00 Amount not due received prior to the statement date.

    (3) Aging analysis

    Balance carried forward Balance brought forward

    Book value

    Provision for bad

    debts

    Book value

    Provision for bad

    Age debts

    Amount

    (CNY)

    Proportion (%)

    Amount

    (CNY)

    Amount

    (CNY)

    Proportion (%)

    Amount

    (CNY)

    Within 1 year 142,119,187.40 99.25 593,424.08 125,431,572.82 99.05 445,258.73

    1 – 2 years 754,989.67 0.53 32,009.09 1,157,864.08 0.91 75,222.25

    2 – 3 years 302,564.18 0.21 14,853.27 26,524.80 0.02 60.93

    3 – 4 years 9,502.08 0.01 60.93 23,802.42 0.02 1,190.12

    4 – 5 years 0.00 0.00 0.00 0.00 0.00 0.00

    Over 5 years 0.00 0.00 0.00 0.00 0.00 0.00

    Total 143,186,243.33 100.00 640,347.37 126,639,764.12 100.00 521,732.03

    (4) Accounts receivables owed by shareholders with 5% or more voting right during the

    reporting period

    Balance carried forward Balance brought forward

    Shareholder Amount

    (CNY)

    Provision for bad debts

    (CNY)

    Amount

    (CNY)

    Provision for bad

    debts

    (CNY)

    Air China Co., Ltd. 53,828,640.46 0.00 55,089,147.43 0.00

    Total 53,828,640.46 0.00 55,089,147.43 0.00

    (5) The top five account receivables

    Name of company

    Relationship with the

    Company

    Amount

    (CNY)

    Age

    % of total accounts

    receivables

    Air China Co., Ltd. Related parties 53,828,640.46 Within 1 year 37.59

    BSP Non-related parties 48,494,454.43 Within 1 year 33.87

    China Civil Aviation Clearing Centre Non-related parties 28,056,201.97 Within 1 year 19.59

    Yantai Post Office Non-related parties 618,272.41 Within 1 year 0.43

    Linyi Civil Aviation Administration Non-related parties 554,599.95 Within 1 year 0.39

    Total 131,552,169.22 91.87

    (6) Accounts receivables owed by related parties

    Name Relationship with the Company Amount (CNY) % of total accounts receivables

    Air China Co., Ltd. Parent 53,828,640.46 37.59Shandong Airlines Co., Ltd. 2009 Annual Report

    92

    Total 53,828,640.46 37.59

    4. Advances to suppliers

    (1) Presentation by age

    Balance carried forward Balance brought forward

    Age

    Amount (CNY) Proportion (%) Amount (CNY) Proportion (%)

    Within 1 year 21,184,884.28 94.13 28,449,390.88 97.68

    1 – 2 years 1,304,378.20 5.80 674,854.09 2.32

    2 – 3 years 15,000.00 0.07 0.00 0.00

    Total 22,504,262.48 100.00 29,124,244.97 100.00

    (2) List the top five balance of advance to supplier

    Name of company

    Relationship with

    the Company

    Balance carried

    forward (CNY)

    Age Reasons for unsettlement

    RBS Aerospace Ltd. Non-related parties 6,542,090.17 Within 1 year Advanced rental

    Singapore Aircraft Leasing Enterprise Non-related parties 4,781,000.00 Within 1 year Advanced rental

    Beijing FuLaiTe Technology Development Co., Ltd. Non-related parties 3,015,019.31 Within 1 year Deposit for clearing

    Rainier Aircraft Leasing Ltd. Non-related parties 2,480,190.48 Within 1 year Advanced rental

    Pacific Brihar Corporation Ltd. Non-related parties 1,201,992.00 Within 1 year Advanced rental

    Total 18,020,291.96

    (3) There is no Advance to supplier balance due from shareholders who own five or over five

    percent voting rights as at December 31, 2009.

    5. Dividend receivables

    Item

    Balance brought

    forward

    (CNY)

    Increase in year

    (CNY)

    Decrease in

    year

    (CNY)

    Balance carried

    forward

    (CNY)

    Collection after

    balance sheet date

    Impairment

    Dividends receivable within 1 year

    China TravelSky Co.,

    Ltd.

    0.00 1,617,642.00 0.00 1,617,642.00 Yes No

    Total 0.00 1,617,642.00 0.00 1,617,642.00

    6. Other accounts receivables

    (1) Disclosure by classification

    Balance carried forward Balance brought forward

    Book value Provision for bad debts Book value Provision for bad debts

    Types

    Amount

    (CNY)

    Proportion

    (%)

    Amount

    (CNY)

    Proportion

    (%)

    Amount

    (CNY)

    Proportion

    (%)

    Amount

    (CNY)

    Proportion

    (%)Shandong Airlines Co., Ltd. 2009 Annual Report

    93

    Individual significant

    amounts

    209,239,407.19 77.02 109,051,717.65 98.14 203,908,540.13 79.66 109,051,717.65 98.25

    Non-significant in

    amount but in

    accordance with the

    characteristics of

    credit risk portfolio,

    the risk of the

    portfolio is high

    0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    Other non-significant

    receivables

    62,429,416.40 22.98 2,065,091.95 1.86 52,065,571.90 20.34 1,944,258.14 1.75

    Total 271,668,823.59 100.00 111,116,809.60 100.00 255,974,112.03 100.00 110,995,975.79 100.00

    Note: See paragraph Ⅱ10 for criteria for categorising individual significance and individual

    insignificance but significant portfolio credit risk.

    (2) Provision for bad debts of other account receivables that belong to individual significant

    amounts on the balance sheet date:

    Accounts receivables

    Book value

    (CNY)

    Bad and doubtful debt

    (CNY)

    Proportion

    (%)

    Comment

    Shandong Rainbow

    Commercial Jet Co., Ltd.

    109,051,717.65 109,051,717.65 100.00

    Significantly overdue debt resulting from

    deteriorated financial condition.

    CDB Leasing Co., Ltd. 41,354,563.28 0.00 0.00

    In accordance with accounting policies for

    bad and doubtful debt provision.

    Singapore Aircraft Leasing

    Enterprise

    19,118,960.00 0.00 0.00

    In accordance with accounting policies for

    bad and doubtful debt provision.

    Rainier Aircraft Leasing

    (Ireland) Ltd.

    16,331,211.00 0.00 0.00

    In accordance with accounting policies for

    bad and doubtful debt provision.

    Air China Co., Ltd. 23,382,955.26 0.00 0.00

    In accordance with accounting policies for

    bad and doubtful debt provision.

    Total 209,239,407.19 109,051,717.65

    (3) Aging analysis

    Balance carried forward Balance brought forward

    Book value Proportion

    Provision for bad

    debts

    Book value Proportion

    Provision for bad

    Age debts

    Amount

    (CNY) %

    Amount

    (CNY)

    Amount

    (CNY)

    %

    Amount

    (CNY)

    Within 1 year 51,941,469.78 19.12 1,142,919.16 42,992,690.15 16.80 2,038,542.29

    1 – 2 years 14,220,621.28 5.23 842,507.38 31,169,427.89 12.18 669,245.45

    2 – 3 years 25,446,259.18 9.37 872,347.11 17,263,584.49 6.74 10,698,669.47

    3 – 4 years 16,492,449.22 6.07 10,674,554.07 133,052,336.46 51.98 80,329,246.11

    4 – 5 years 133,038,338.06 48.97 80,329,246.11 23,398,644.42 9.14 17,195,422.39

    Over 5 years 30,529,686.07 11.24 17,255,235.77 8,097,428.62 3.16 64,850.08Shandong Airlines Co., Ltd. 2009 Annual Report

    94

    Total 271,668,823.59 100.00 111,116,809.60 255,974,112.03 100.00 110,995,975.79

    (4) Other accounts receivables owed by shareholders with 5% or more voting right during

    the reporting period

    Balance carried forward Balance brought forward

    Shareholder Amount

    (CNY)

    Provision for bad debts

    (CNY)

    Amount

    (CNY)

    Provision for bad

    debts (CNY)

    Air China Co., Ltd. 23,382,955.26 0.00 1,100.00 0.00

    Total 23,382,955.26 0.00 1,100.00 0.00

    (5) List the amount of top five other accounts receivable

    Name of company

    Relationship with the

    Company

    Amount

    (CNY)

    Age

    % of total accounts

    receivables

    Shandong Rainbow

    Commercial Jet Co., Ltd.

    Related parties 109,051,717.65 2 – 6 years 40.14

    CDB Leasing Co., Ltd. Non-related parties 41,354,563.28 4 – 5 years 15.22

    Air China Co., Ltd Related parties 23,382,955.26 Within 1 year 8.61

    Singapore Aircraft Leasing

    Enterprise

    Non-related parties 19,118,960.00 2 – 4 years 7.04

    Rainier Aircraft Leasing

    (Ireland) Ltd.

    Non-related parties 16,331,211.00 Over 4 years 6.01

    Total 209,239,407.19 77.02

    (6) Other accounts receivables owed by related parties

    Name of company

    Relationship with the

    Company

    Amount

    (CNY)

    % of total accounts

    receivables

    Air China Co., Ltd. Parent company 23,382,955.26 8.61

    Shandong XiangYu Air Technology

    Co., Ltd.

    Under common control 2,966,545.86 1.09

    Qingdao FeiSheng International Air

    Training Co., Ltd.

    Under common control 1,405,287.30 0.52

    Shandong Rainbow Commercial Jet

    Co., Ltd.

    Under common control 109,051,717.65 40.14

    Total 136,806,506.07 50.36

    7. Inventories

    (1) Classification

    Types Balance carried forward Balance brought forwardShandong Airlines Co., Ltd. 2009 Annual Report

    95

    Cost

    (CNY)

    Impairment

    provision

    (CNY)

    Carrying value

    (CNY)

    Cost

    (CNY)

    Impairment

    provision

    (CNY)

    Carrying value

    (CNY)

    Consumable air equipments 63,025,085.14 353,539.79 62,671,545.35 73,263,438.33 353,539.79 72,909,898.54

    Low-value consumables 1,814,143.03 0.00 1,814,143.03 762,731.56 0.00 762,731.56

    Materials 270,642.83 0.00 270,642.83 605,146.87 0.00 605,146.87

    Others 511,449.89 0.00 511,449.89 69,752.60 0.00 69,752.60

    Total 65,621,320.89 353,539.79 65,267,781.10 74,701,069.36 353,539.79 74,347,529.57

    (2) Impairment

    Decrease in year

    Type

    Balance brought forward

    (CNY)

    Provision in year

    (CNY)

    Reversal

    (CNY)

    Write off

    (CNY)

    Balance carried forward

    (CNY)

    Consumable air

    equipments

    353,539.79 0.00 0.00 0.00 353,539.79

    Total 353,539.79 0.00 0.00 0.00 353,539.79

    8. Investment in associates

    Associate Shandong Rainbow Commercial Jet Co., Ltd.

    Type of registration Limited liability company

    Place of registration Jinan, Shandong

    Legal representative YU, Haitian

    Nature of business Air transportation

    Register capital CNY 50,000,000.00

    Shareholding 45.00%

    Voting right 45.00%

    Total assets carried forward CNY 89,014,514.23

    Total liabilities carried forward CNY 207,114,051.11

    Net assets carried forward CNY -118,099,536.88

    Total operating income for the reporting period CNY 9,951,954.75

    Net profits for the reporting period CNY 584,983.70

    9. Long-term equity investments

    (1) Disclosure

    Name of investee

    Balance

    brought

    forward

    (CNY)

    Changes

    in year

    (CNY)

    Balance

    carried

    forward

    (CNY)

    Accumulated

    impairment

    provision

    (CNY)

    Impairment

    provision

    in year

    (CNY)

    Ⅰ. Long-term equity investments measured

    at cost method

    China TravelSky Co., Ltd. 6,690,000.00 0.00 6,690,000.00 0.00 0.00Shandong Airlines Co., Ltd. 2009 Annual Report

    96

    Name of investee

    Balance

    brought

    forward

    (CNY)

    Changes

    in year

    (CNY)

    Balance

    carried

    forward

    (CNY)

    Accumulated

    impairment

    provision

    (CNY)

    Impairment

    provision

    in year

    (CNY)

    Sichuan Airlines Co., Ltd. 35,000,000.00 0.00 35,000,000.00 0.00 0.00

    Jinan Yaoqiang International Airport Co.,

    Ltd 46,662,100.00 0.00 46,662,100.00 0.00 0.00

    Subtotal 88,352,100.00 0.00 88,352,100.00 0.00 0.00

    Ⅱ. Long-term equity investments measured

    by the equity method

    Shandong Rainbow Commercial Jet Co., Ltd 22,500,000.00 0.00 22,500,000.00 22,500,000.00 0.00

    Subtotal 22,500,000.00 0.00 22,500,000.00 22,500,000.00 0.00

    Total 110,852,100.00 0.00 110,852,100.00 22,500,000.00 0.00

    Continued:

    Name of investee

    Initial investment

    cost

    (CNY)

    Shareholding

    Voting

    right

    Reasons for

    discrepancy

    between

    shareholding

    and

    voting right

    Cash

    dividends

    in year

    (CNY)

    Ⅰ. Long-term equity investments measured

    at cost method

    6,690,000.00 0.45% 0.45% n/a 1,617,642.00

    Sichuan Airlines Co., Ltd. 35,000,000.00 10.00% 10.00% n/a 0.00

    Jinan Yaoqiang International Airport Co.,

    Ltd 46,662,100.00 14.00% 14.00% n/a 0.00

    Subtotal 88,352,100.00 1,617,642.00

    Ⅱ. Long-term equity investments measured

    by the equity method

    Shandong Rainbow Commercial Jet Co., Ltd 22,500,000.00 45.00% 45.00% n/a 0.00

    Subtotal 22,500,000.00 0.00

    Total 110,852,100.00 1,617,642.00

    (2) Long-term equity investments held as at 31st December 2009 have no limitation on disposal

    imposed.

    10. Fixed assets and accumulated depreciation

    (1) ClassificationShandong Airlines Co., Ltd. 2009 Annual Report

    97

    Types

    Balance brought

    forward

    (CNY)

    Increased

    (CNY)

    Decreased

    (CNY)

    Balance carried

    forward

    (CNY)

    ① Total historical cost 7,472,780,209.13 1,469,494,704.84 57,378,155.96 8,884,896,758.01

    Houses and buildings 141,400,628.79 82,191,694.51 0.00 223,592,323.30

    Aircrafts and aircraft engine 6,801,818,456.15 1,336,146,595.98 47,550,000.00 8,090,415,052.13

    High-value rotables 401,057,334.04 34,208,785.91 4,141,745.89 431,124,374.06

    Transportation vehicles 34,555,729.63 6,452,025.61 2,810,648.11 38,197,107.13

    Machinery, equipments and others 93,948,060.52 10,495,602.83 2,875,761.96 101,567,901.39

    ② Total accumulated depreciation 1,788,705,263.67 517,592,568.89 53,001,839.51 2,253,295,993.05

    Houses and buildings 22,393,646.58 4,301,143.36 0.00 26,694,789.94

    Aircrafts and aircraft engine 1,584,732,713.81 476,608,312.35 47,085,525.44 2,014,255,500.72

    High-value rotables 119,773,454.99 24,274,952.37 965,915.31 143,082,492.05

    Transportation vehicles 18,294,678.86 2,787,131.42 2,408,258.32 18,673,551.96

    Machinery, equipments and others 43,510,769.43 9,621,029.39 2,542,140.44 50,589,658.38

    ③ Total carrying value 5,684,074,945.46 6,631,600,764.96

    Houses and buildings 119,006,982.21 196,897,533.36

    Aircrafts and aircraft engine 5,217,085,742.34 6,076,159,551.41

    High-value rotables 281,283,879.05 288,041,882.01

    Transportation vehicles 16,261,050.77 19,523,555.17

    Machinery, equipments and others 50,437,291.09 50,978,243.01

    Note: ①Depreciation increase in year totals CNY 517,592,568.89. The total value of construction

    projects completed and recognised as non-current assets in year is CNY 1,348,817,938.64. ②

    Total value of non-current assets pledged as security for borrowings and leased aircraft engines

    with limitation imposed is CNY 5,615,349,974.29.

    (2) Leased fixed assets under financial leases

    Type

    Historical cost

    (CNY)

    Accumulated depreciation

    (CNY)

    Impairment

    (CNY)

    Balance as at 2009.12.31

    (CNY)

    Aircrafts and aircraft engines 2,512,216,335.42 891,592,319.11 0.00 1,620,624,016.31

    Total 2,512,216,335.42 891,592,319.11 0.00 1,620,624,016.31

    (3) Fixed assets pending ownership registration

    Types

    Balance as at 2009.12.31

    (CNY)

    Reasons for pending ownership registration

    Jinan cargo arrival and departure warehouses 18,901,312.01

    Land rented from Jinan Air Control, not eligible for

    ownership registration

    Qingdao aircraft maintenance workshops 42,181,000.00

    Construction completed in December 2009, ownership

    registration in process

    Yantai terminal building 20,345,000.00

    Construction completed in December 2009, ownership

    registration in process

    Total 81,427,312.01

    (4) Impairment

    No impairment provision was provided as at 31st December 2009 as no evidence suggestsShandong Airlines Co., Ltd. 2009 Annual Report

    98

    assets has impaired.

    11. Construction in progress

    (1) Details of construction in progress

    Balance carried forward Balance brought forward

    Types Book value

    (CNY)

    Impairment

    provision

    (CNY)

    Carrying value

    (CNY)

    Book value

    (CNY)

    Impairment

    provision

    (CNY)

    Carrying value

    (CNY)

    B737-800 aircrafts 340,589,155.31 0.00 340,589,155.31 1,174,964,394.73 0.00 1,174,964,394.73

    ARJ21-700 aircrafts 60,778,195.00 0.00 60,778,195.00 60,778,195.00 0.00 60,778,195.00

    B737NG simulated

    aircrafts

    19,435,867.69 0.00 19,435,867.69 0.00 0.00 0.00

    Maintenance workshops,

    terminal buildings

    and arrival and departure

    warehouses

    0.00 0.00 0.00 39,287,553.61 0.00 39,287,553.61

    Other construction

    projects

    1,474,227.58 0.00 1,474,227.58 2,714,009.98 0.00 2,714,009.98

    Total 422,277,445.58 0.00 422,277,445.58 1,277,744,153.32 0.00 1,277,744,153.32

    (2) Changes of significant construction in progress

    Types

    Balance

    brought forward

    (CNY)

    Increase in year

    (CNY)

    Transferred

    to

    fixed assets

    (CNY)

    Other decreased

    (CNY)

    Balance

    carried forward

    (CNY)

    B737-800 aircrafts 1,174,964,394.73 749,667,802.22 1,266,904,021.63 317,139,020.01 340,589,155.31

    ARJ21-700 aircrafts 60,778,195.00 0.00 0.00 0.00 60,778,195.00

    B737NG simulated

    aircrafts

    0.00 19,435,867.69 0.00 0.00 19,435,867.69

    Maintenance workshops,

    terminal buildings and

    arrival and departure

    warehouses

    39,287,553.61 42,139,758.40 81,427,312.01 0.00 0.00

    Other construction

    projects

    2,714,009.98 461,696.00 486,605.00 1,214,873.40 1,474,227.58

    Total 1,277,744,153.32 811,705,124.31 1,348,817,938.64 318,353,893.41 422,277,445.58

    (3) Capitalisation of construction progress

    Projects

    Balance brought

    forward

    (CNY)

    Increase in year

    (CNY)

    Transferred to

    fixed assets

    (CNY)

    Other decrease

    (CNY)

    Balance carried

    forward

    (CNY)

    Source of finance

    B737-800 10,435,598.27 19,782,529.30 24,501,059.43 859,347.13 4,857,721.01 Loans from financialShandong Airlines Co., Ltd. 2009 Annual Report

    99

    aircrafts institutions

    ARJ21-700

    aircrafts 487,587.70 0.00 0.00 0.00 487,587.70

    Total 10,923,185.97 19,782,529.30 24,501,059.43 859,347.13 5,345,308.71

    (4) Assets pledged as security

    The corresponding carrying value of aircraft purchase rights pledged as security for

    borrowings in construction in progress as at 31st December 2009 is 340,822,347.97.

    (5) Impairment

    No impairment provision is provided as at 31st December 2009 as no evidence suggests

    construction project impairment.

    (6) Value decrease of construction in progress

    The 66.95% decrease from the balance brought forward to the balance carried forward

    principally results from the conversion of purchased aircrafts to non-current assets.

    12. Intangible assets

    (1) Details of intangible assets

    Types

    Balance brought

    forward

    (CNY)

    Increase in year

    (CNY)

    Decrease in year

    (CNY)

    Balance carried

    forward

    (CNY)

    A. Total historical cost 49,044,696.49 1,763,436.64 0.00 50,808,133.13

    Land use rights 49,044,696.49 1,763,436.64 0.00 50,808,133.13

    B. Total accumulated

    amortization

    2,099,622.32 813,437.60 0.00 2,913,059.92

    Land use rights 2,099,622.32 813,437.60 0.00 2,913,059.92

    C. Total net value 46,945,074.17 0.00 0.00 47,895,073.21

    Land use rights 46,945,074.17 0.00 0.00 47,895,073.21

    D. Total accumulated

    impairment loss

    0.00 0.00 0.00 0.00

    Land use rights 0.00 0.00 0.00 0.00

    E. Total carrying value 46,945,074.17 0.00 0.00 47,895,073.21

    Land use rights 46,945,074.17 0.00 0.00 47,895,073.21

    (2) Impairment

    No impairment provision was provided as at 31st December 2009 as no evidence suggests

    intangible asset has impaired.

    13. Long-term deferred assets

    Type

    Balance

    Brought

    forward

    Increase

    in year

    (CNY)

    Amortisation

    in year

    (CNY)

    Other decreased

    (CNY)

    Balance

    carried forward

    (CNY)

    Reasons for other

    decreaseShandong Airlines Co., Ltd. 2009 Annual Report

    100

    (CNY)

    Pilot recruitment

    and training

    expenditure

    208,312,781.55 65,708,936.20 48,353,314.82 9,122,151.97 216,546,250.96

    Training fee loss

    resulting from closure

    of CAPT Pilot

    Academy

    Total 208,312,781.55 65,708,936.20 48,353,314.82 9,122,151.97 216,546,250.96

    14. Deferred income tax assets and deferred income tax liabilities

    (1) Recognised deferred income tax assets and deferred income tax liabilities

    Types

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Deferred income tax assets

    Deductable temporary difference resulting from impairment provision 27,939,289.24 27,865,424.20

    Impairment provision for inventories 88,384.95 88,384.95

    Provision for asset substantial repair 60,683,229.57 39,207,218.58

    Provision for wages and salaries due 3,126,007.58 1,606,129.00

    Amortisation of pre-incorporation expenses 0.00 7,001.38

    Total 91,836,911.34 68,774,158.11

    Deferred income tax liabilities

    Fair value changes of tradable financial assets 2,835,461.62 5,865,203.03

    Unrealised exchange surplus 0.00 13,951,373.43

    Total 2,835,461.62 19,816,576.46

    (2) Corresponding temporary differences to assets and liabilities causing temporary

    differences

    Types

    Temporary difference balance carried

    forward( CNY)

    Corresponding temporary differences to assets causing temporary

    differences

    Deductable temporary difference resulting from impairment provision 111,757,156.97

    Impairment provision for inventories 353,539.79

    Provision for substantial asset repair 242,732,918.26

    Provision for wages and salaries due 12,504,030.31

    Total 367,347,645.33

    Corresponding temporary differences to liabilities causing temporary

    differences

    Fair value changes of tradable financial assets 11,341,846.48

    Total 11,341,846.48

    (3) Increase of deferred income tax assets in year and decrease of deferred income tax

    liabilities in year

    Deferred income tax assets increase in year of 33.53% principally results from the in-year increase

    of provision for substantial asset repair; deferred income tax liabilities decrease in year of 85.69%Shandong Airlines Co., Ltd. 2009 Annual Report

    101

    principally results from tax adjustments for fair value changes of tradable financial assets and

    unrealised exchange difference.

    15. Impairment provisions

    Decrease in year

    Types

    Balance

    brought

    forward

    (CNY)

    Increase in

    year

    (CNY)

    Reversal

    (CNY)

    Write off

    (CNY)

    Balance carried

    forward

    (CNY)

    (1) Impairment provision for accounts

    receivables

    521,732.03 118,615.34 0.00 0.00 640,347.37

    (2) Impairment provision for other

    accounts receivables

    110,995,975.79 120,833.81 0.00 0.00 111,116,809.60

    (3) Impairment provision for

    inventories

    353,539.79 0.00 0.00 0.00 353,539.79

    (4) Impairment provision for long-term

    equity investments

    22,500,000.00 0.00 0.00 0.00 22,500,000.00

    Total 134,371,247.61 239,449.15 0.00 0.00 134,610,696.76

    16. Short-term loans

    Types

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Hypothecated loans 71,537,020.88 0.00

    Credits 0.00 70,503,800.00

    Collaterals 0.00 126,383,714.55

    Guaranteed loans 668,282,000.00 810,000,000.00

    Total 739,819,020.88 1,006,887,514.55

    17. Notes payables

    (1) Details of notes payables

    Types

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Trade acceptances 0.00 10,000,000.00

    Bank acceptances 182,124,331.32 0.00

    Total 182,124,331.32 10,000,000.00

    (2) The 17.21 times in-year increase of notes payables from the balance brought forward

    principally results from the increased usage of bill financing in the period.Shandong Airlines Co., Ltd. 2009 Annual Report

    102

    18. Accounts payable

    (1) Aging analysis

    Age

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Within 1 year 804,837,986.14 866,216,091.36

    Over 1 year 7,194,963.93 9,102,968.75

    Total 812,032,950.07 875,319,060.11

    (2) Accounts payables owed to shareholders or related parties with 5% or more voting

    right as at 31st December 2009

    Companies Nature of liability

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Shandong International Air

    Training Co., Ltd.

    Taining fees 1,816,020.00 0.00

    Qingdao FeiSheng International

    air training Co., Ltd.

    Taining fees 3,750,453.00 0.00

    Air China Co., Ltd.

    Ground services, delay and claim for lossed

    baggage

    3,962,987.26 0.00

    Shandong TaiGu Aircraft

    Projecting Co., Ltd.

    Maintenance expense and air route

    subscription

    13,641,513.24 717,414.49

    Total 23,170,973.50 717,414.49

    (3) There is no accounts payable of significant value of which the age is over 1 year.

    19. Advances from customers

    (1) Aging analysis

    Type

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Within 1 year 117,859,114.71 87,709,493.54

    Over 1 year 97,125.72 26,000.00

    Total 117,956,240.43 87,735,493.54

    (2) The 34.45% in-year increase of advances from customers from the balance brought forward

    principally results from the increased transportation capacity.

    20. Payroll payablesShandong Airlines Co., Ltd. 2009 Annual Report

    103

    Types

    Balance brought

    forward

    (CNY)

    Increase in year

    (CNY)

    Payments in year

    (CNY)

    Balance carried

    forward

    (CNY)

    (1) Wages and salaries, bonuses, subsidies and

    allowances

    84,396,042.97 482,451,434.17 444,310,116.29 122,537,360.85

    (2) Employee benefits 0.00 25,631,021.22 25,631,021.22 0.00

    (3) Social insurance fee 251.24 63,616,490.48 63,616,741.72 0.00

    Within: ① Medical insurance 0.00 222,504.55 222,504.55 0.00

    ②Basic retirement insurance 251.24 34,254,984.51 34,255,235.75 0.00

    ③Annuity fee 0.00 23,584,727.98 23,584,727.98 0.00

    ④Unemployment fee 0.00 3,455,154.75 3,455,154.75 0.00

    ⑤ Work injury insurance 0.00 885,837.83 885,837.83 0.00

    ⑥Pregnancy insurance 0.00 1,213,280.86 1,213,280.86 0.00

    (4) Housing accumulation fund 3,042.24 74,802,210.61 74,793,106.61 12,146.24

    (5) Labor union fee and employee education fee 6,720,630.62 10,497,256.42 4,713,856.73 12,504,030.31

    (6) Non-monetary benefits 0.00 0.00 0.00 0.00

    (7) Redemption of termination of labor contract 0.00 62,358.00 62,358.00 0.00

    (8) Others 0.00 1,020,421.78 1,020,421.78 0.00

    Within: Share-based payments settled by cash 0.00 0.00 0.00 0.00

    Total 91,119,967.07 658,081,192.68 614,147,622.35 135,033,537.40

    Note: (1) There is no payroll in arrears within payroll payables.

    (2) The 48.19% in-year increase of payroll payables from the balance brought forward principally

    results from the increased number of employees and effectiveness of the Company’s operation.Shandong Airlines Co., Ltd. 2009 Annual Report

    104

    21. Tax payables

    Types of Tax

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    VAT and customs 0.00 42,093,679.29

    Business Tax 13,493,990.29 4,783,260.78

    Enterprise income tax 102,676,537.26 7,878,180.11

    Property tax 1,818,917.29 1,174,020.58

    Tenure tax 114,655.77 3,468.00

    Personal income tax 1,594,343.92 1,846,373.79

    Stamp duty 3,567,551.64 3,099,249.32

    Infrastructure fund for civil aviation 11,478,774.38 9,223,996.01

    Construction fund for civil airports 34,178,042.00 26,114,804.00

    Withholding income tax 8,641,320.63 15,119,191.76

    Others 292.31 1,017.73

    Total 177,564,425.49 111,337,241.37

    Note: The 59.48% in-year increase of tax payables from the balance brought forward principally

    results from the increased income tax payables at the year end.

    22. Interest payables

    Type

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Interest on borrowings 4,001,134.66 9,634,990.00

    Total 4,001,134.66 9,634,990.00

    Note: The 58.47% in-year decrease of interest payables from the balance brought forward

    principally results from the decreased interest rates on foreign currency borrowings at the year

    end.

    23. Other accounts payable

    (1) Aging analysis

    Age

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Within 1 year 78,664,291.44 117,844,706.36

    Over 1 year 46,266,172.15 43,892,042.34

    Total 124,930,463.59 161,736,748.70

    (2) Other accounts payables owed to shareholders or related parties with 5% or more

    voting right as at 31st December 2009

    Companies Nature of liability

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)Shandong Airlines Co., Ltd. 2009 Annual Report

    105

    Shandong Airlines Group Co., Ltd. Account balance 4,051,799.74 5,551,323.91

    Air China Co., Ltd. Quality margin 20,000,000.00 20,000,000.00

    Shandong International Air Training Co., Ltd. Account balance 3,465,953.82 0.00

    Total 27,517,753.56 25,551,323.91

    (3) Other accounts payables of significant value due for more than one year

    Company Balance (CNY) Age Reasons for unsettlement

    Air China Co., Ltd. 20,000,000.00 2 – 3 years Wet lease not yet expired, guarantee unsettled

    Total 20,000,000.00

    24. Non-current liabilities due within one year

    (1) Types

    Types

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Long-term borrowings due within 1 year 393,832,752.98 487,168,908.19

    Long-term accounts payables due with 1 year 209,832,453.69 227,593,094.74

    Subtotal 603,665,206.67 714,762,002.93

    Less: Unrecognised financial lease expenditure 68,556,748.96 99,172,325.71

    Total 535,108,457.71 615,589,677.22

    (2) Long-term borrowings due within one year

    ① Types

    Types

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Collaterals 393,832,752.98 415,084,540.74

    Guaranteed loans 0.00 72,084,367.45

    Total 393,832,752.98 487,168,908.19

    ② Details of the top five balances of long-term borrowings due within one year

    Balance carried forward Balance brought forward

    Companies Start date Due date Currency Amount

    in foreign currency

    Amount

    in reporting

    currency

    (CNY)

    Amount

    in foreign

    currency

    Amount

    in reporting

    currency

    (CNY)Shandong Airlines Co., Ltd. 2009 Annual Report

    106

    Balance carried forward Balance brought forward

    Companies Start date Due date Currency Amount

    in foreign currency

    Amount

    in reporting

    currency

    (CNY)

    Amount

    in foreign

    currency

    Amount

    in reporting

    currency

    (CNY)

    USD account, Jinan

    ShiZhong Branch

    China Construction

    Bank

    2007-8-29 2010-8-28 USD $12,000,000.00 81,938,400.00 $0.00 0.00

    USD account,

    Shandong Branch

    China Development

    Bank

    2008-9-2

    Installment

    repayment

    USD $7,481,350.00 51,084,154.07 $0.00 0.00

    CNY account, Jinan

    Branch

    China Minsheng

    Banking Corp., Ltd.

    2005-4-7

    Installment

    repayment CNY 50,000,000.00 50,000,000.00 0.00 0.00

    USD account, Jinan

    Branch

    Bank of China

    2005-7-15

    Installment

    repayment

    USD $6,461,066.40 44,117,453.59 $0.00 0.00

    USD account,

    DongJiao Branch

    Industrial and

    Commercial Bank

    of China

    2009-6-30

    Installment

    repayment USD $4,000,000.00 27,312,800.00 $0.00 0.00

    Total 254,452,807.66 0.00

    Note: The interest rates applicable to the above long-term borrowings as at 31st December 2009

    are between 1.7825% and 5.9400%.

    (3) Borrowings remained unsettled after the due dates

    There is no borrowing remained unsettled after the due date as at 31st December 2009.

    (4) Long-term accounts payables due within one year

    Companies

    Credit

    term

    Original amount

    (CNY)

    Interest rate

    (%)

    Interest

    accrued

    (CNY)

    Balance carried

    forward

    (CNY)

    Conditions of

    borrowing

    New York Branch,

    Commerzbank

    Twelve

    months

    43,039,462.58 6.01%-6.025 734,518.35 42,304,944.23

    Financial lease

    for aircraft

    CDB Leasing Co.,

    Ltd.

    Twelve

    months

    166,792,991.11 6.4872 67,822,230.61 98,970,760.50

    Financial lease

    for aircraft

    25. Long-term borrowingsShandong Airlines Co., Ltd. 2009 Annual Report

    107

    (1) Types

    Type

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Hypothecated loans 162,717,904.24 0.00

    Collaterals 2,024,291,990.60 1,157,489,900.59

    Guaranteed loans 1,215,742,693.55 2,001,843,376.80

    Total 3,402,752,588.39 3,159,333,277.39

    (2) Details of the top five balances of long-term borrowings

    Balance carried forward Balance brought forward

    Company Start date Due date Currency Amount in foreign

    currency

    Amount in

    reporting currency

    (CNY)

    Amount in foreign

    currency

    Amount in reporting

    currency

    (CNY)

    CNY account,

    Jinan Branch

    China

    Minsheng

    Banking

    Corp., Ltd.

    2005-4-7

    Installment

    repayment

    CNY 227,000,000.00 227,000,000.00 270,000,000.00 270,000,000.00

    USD account,

    DongJiao

    Branch

    Industrial and

    Commercial

    Bank of China

    2009-6-30

    Installment

    repayment

    USD $34,491,654.64 235,515,916.21 0.00 0.00

    USD account,

    Jinan Branch

    Bank of China

    2005-12-21

    Installment

    repayment

    USD $26,213,260.00 178,989,381.93 $26,213,260.00 179,157,146.80

    USD account,

    Jinan Branch

    Bank of China

    2005-10-19

    Installment

    repayment

    USD $26,071,798.00 178,023,451.10 $26,071,798.00 178,190,310.61

    USD account,

    Jinan Branch

    Bank of China

    2005-7-15

    Installment

    repayment

    USD $19,195,533.60 131,070,942.53 $25,656,600.00 175,352,598.36

    Total 950,599,691.77 802,700,055.77

    Note: The interest rates applicable to the above long-term borrowings as at 31st December 2009

    are between 1.7825% and 5.9400%.

    26. Long-term accounts payables

    (1) The top five balances of long-term accounts payablesShandong Airlines Co., Ltd. 2009 Annual Report

    108

    Company Credit term

    Original amount

    (CNY)

    Interest rate

    (%)

    Interest accrued

    (CNY)

    Balance carried

    forward

    (CNY)

    Conditions of

    borrowing

    CDB Leasing Co.,

    Ltd.

    114 months 1,300,175,375.58 6.4872 331,206,923.64 968,968,451.94 Financial lease

    Total 1,300,175,375.58 331,206,923.64 968,968,451.94

    (2) Details of financial lease payables within long-term accounts payables

    Balance carried forward Balance brought forward

    Companies

    Amount in

    original currency

    Currency

    Amount in

    reporting currency

    (CNY)

    Amount in original

    currency

    Currency

    Amount in

    reporting currency

    (CNY)

    CDB Leasing Co., Ltd 968,968,451.94 CNY 968,968,451.94 1,071,020,669.93 CNY 1,071,020,669.93

    New York Branch,

    Commerzbank

    0.00 USD 0.00 $6,355,783.14 USD 43,439,235.45

    Total 968,968,451.94 1,114,459,905.38

    27. Other non-current liabilities

    Items

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Gains from CRJ post-sale buy-back 2,087,462.11 3,479,150.11

    Gains from reward points 19,891,652.55 9,840,407.72

    Subsidy exclusively for post-disaster rehabitation 4,739,458.34 5,000,000.00

    SMS fund 1,000,000.00 0.00

    Total 27,718,573.00 18,319,557.83

    (1) Asset-connected government grants

    Items

    Balance brought

    forward (CNY)

    Increase in year

    (CNY)

    Decrease in year

    (CNY)

    Balance carried

    forward (CNY)

    Subsidy exclusively for post-disaster rehabitation 5,000,000.00 0.00 260,541.66 4,739,458.34

    SMS fund 0.00 1,000,000.00 0.00 1,000,000.00

    Total 5,000,000.00 1,000,000.00 260,541.66 5,739,458.34

    (2) The 51.31% in-year increase of other non-current liabilities from the balance brought forward

    principally results from the increased reward points.Shandong Airlines Co., Ltd. 2009 Annual Report

    109

    28. Share capital

    Change of number of shares in year (+/–)

    Items

    Balance

    brought forward

    (Unit:Shares)

    Share

    allotment

    Bonus issue

    Shares converted

    from accumulated

    fund

    Others Subtotal

    Balance

    carried forward

    (Unit:Shares)

    (1) Unlisted floating shares

    ① Promoter’s shares 260,000,000.00 0.00 0.00 0.00 0.00 0.00 260,000,000.00

    Including:

    State-owned shares 259,801,000.00 0.00 0.00 0.00 0.00 0.00 259,801,000.00

    Shares held by domestic legal

    persons

    199,000.00 0.00 0.00 0.00 0.00 0.00 199,000.00

    Shares held by foreign legal

    persons

    0.00 0.00 0.00 0.00 0.00 0.00 0.00

    Others 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    ② Private placement of legal

    person’s shares

    0.00 0.00 0.00 0.00 0.00 0.00 0.00

    ③ Staff shares 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    ④ Preferred shares 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    Within: Transferred allotted shares 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    Total unlisted floating shares 260,000,000.00 0.00 0.00 0.00 0.00 0.00 260,000,000.00

    (2) Listed floating shares

    ① Domestic shares 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    Within: shares held by the

    management

    0.00 0.00 0.00 0.00 0.00 0.00 0.00

    ② Domestic shares in foreign

    currency

    140,000,000.00 0.00 0.00 0.00 0.00 0.00 140,000,000.00

    Total listed floating shares 140,000,000.00 0.00 0.00 0.00 0.00 0.00 140,000,000.00

    (3) Floating shares with imposed

    limitation on sales

    0.00 0.00 0.00 0.00 0.00 0.00 0.00

    (4) Total 400,000,000.00 0.00 0.00 0.00 0.00 0.00 400,000,000.00

    Note: ① The par value of the above shares is CNY 1.00. ② The above shares have been verified

    by the Report on the Verification of Capital (YanQianZi[2000]NO.27) issued by Shandong Yantai

    QianJu Certified Public Accountants Co., Ltd.

    29. Capital reserveShandong Airlines Co., Ltd. 2009 Annual Report

    110

    Type

    Balance brought forward

    (CNY)

    Increase in year

    (CNY)

    Decrease in year

    (CNY)

    Balance carried forward

    (CNY)

    Share premium 76,258,081.68 0.00 0.00 76,258,081.68

    Other capital

    reserve

    7,792,081.16 0.00 0.00 7,792,081.16

    Total 84,050,162.84 0.00 0.00 84,050,162.84

    30. Surplus reserve

    Type

    Balance brought forward

    (CNY)

    Increase in year

    (CNY)

    Decrease in year

    (CNY)

    Balance carried forward

    (CNY)

    Statutory surplus reserve 29,490,727.77 30,085,341.26 0.00 59,576,069.03

    Total 29,490,727.77 30,085,341.26 0.00 59,576,069.03

    31. Undistributed profits

    Type

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Balance brought forward 36,471,405.69 -39,938,895.93

    Add: Profits for the year 302,282,325.68 80,981,442.68

    Add: Other transfers 0.00 0.00

    Less: Statutory surplus reserve 30,085,341.26 4,571,141.06

    Less: Employee bonus and benefit fund 0.00 0.00

    Less: Reserve fund 0.00 0.00

    Less: Enterprise development fund 0.00 0.00

    Less: Repaid investments 0.00 0.00

    Less: Preferred dividends 0.00 0.00

    Less: Discretionary surplus reserve 0.00 0.00

    Less: Ordinary dividends 0.00 0.00

    Less: Ordinary dividends converted to

    capital

    0.00 0.00

    Balance carried forward 308,668,390.11 36,471,405.69

    32. Operating income and operating costs

    (1) Operating income and operating costsShandong Airlines Co., Ltd. 2009 Annual Report

    111

    Items

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Income from principal activities 5,301,584,923.05 4,985,950,205.16

    Income from other activities 64,528,440.63 63,440,911.31

    Total operating income 5,366,113,363.68 5,049,391,116.47

    Principal activity costs 4,106,686,199.09 4,122,612,353.88

    Other activity costs 3,347,076.10 33,511,012.84

    Total operating costs 4,110,033,275.19 4,156,123,366.72

    (2) Operating income and operating costs by segment

    Current reporting period Last reporting period

    Segment Operating income

    (CNY)

    Operating costs

    (CNY)

    Operating income

    (CNY)

    Operating costs

    (CNY)

    Air transportation 5,274,362,420.93 4,085,895,627.76 4,953,048,164.35 4,101,665,962.58

    Cargos and logistics 7,015,287.38 1,910,437.19 6,020,693.27 1,313,169.79

    Hospitality 22,984,060.08 19,179,045.59 22,538,565.66 15,614,100.05

    Rental services 854,642.06 30,000.00 31,801,807.87 35,128,834.04

    Others 60,896,953.23 3,018,164.65 35,981,885.32 2,401,300.26

    Total 5,366,113,363.68 4,110,033,275.19 5,049,391,116.47 4,156,123,366.72

    (3) Details of operating revenues from top five clients

    Clients Operating income(CNY) % of total operating income

    Air China Co., Ltd. 642,432,367.01 11.97

    Beijing DeLong Travel Service Co., Ltd. 30,286,076.69 0.56

    Inner-Mongolia Civil Airport Co., Ltd. 16,550,030.87 0.31

    WuYiShan LianHang Travel Service Co., Ltd. 10,447,830.50 0.19

    Shenzhen HengLu Logistics Co., Ltd. 2,576,000.00 0.05

    Total 702,292,305.07 13.08

    33. Business tax and surtax

    Item

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Rate

    Business tax 158,797,763.77 132,823,862.65 3%、5%

    Total 158,797,763.77 132,823,862.65Shandong Airlines Co., Ltd. 2009 Annual Report

    112

    34. Selling expense

    The increase of 46.43% from the previous reporting period to current reporting period mainly due

    to increased the scale of the Company’s aircraft team and sales, as well as increased the computer

    ticket reservation fees and agency fees.

    35. Financial costs

    Items Current reporting period (CNY) Last reporting period (CNY)

    Interest expenses 248,349,435.60 328,596,797.15

    Less: Interest income 1,107,957.64 5,839,812.54

    Exchange differences -781,979.99 -78,963,306.70

    Bank charges and others 5,411,721.86 9,747,478.66

    Total 251,871,219.83 253,541,156.57

    36. Impairment loss

    Item

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Bad and doubtful debt expenses 239,449.15 -551,458.89

    Total 239,449.15 -551,458.89

    37. Gains from fair value changes

    Source of fair value changes

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Tradable financial assets -12,118,965.63 -19,293,822.87

    Total -12,118,965.63 -19,293,822.87

    38. Investment income

    (1) Details of investment income

    Items

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Income from long-term equity investments measured at cost 1,617,642.00 1,130,610.00

    Income from long-term equity investments measured by the equity

    method

    0.00 -35,915.68

    Gains from disposals of long-term equity investments 0.00 0.00

    Gains from possession of tradable financial assets 2,098,225.94 10,081,058.70

    Others 0.00 0.00

    Total 3,715,867.94 11,175,753.02Shandong Airlines Co., Ltd. 2009 Annual Report

    113

    (2) Income from long-term equity investments measured at cost

    Investee

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Reasons for change

    China TravelSky Co., Ltd. 1,617,642.00 1,130,610.00 Increase in cash dividends

    Total 1,617,642.00 1,130,610.00

    (3) As at 31st December 2009, there is no investment of which income remittance is imposed

    with limitation.

    (4) The 66.75% decrease of investment income from last reporting period principally results

    from the decreased gains from settlement of tradable financial assets.

    39. Non-operating income

    (1) Details of non-operating income

    Items

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Gains from disposals of non-current assets 16,254,369.34 0.00

    Including: Gains from disposals of non-current assets 16,254,369.34 0.00

    Government grants 135,213,761.47 42,232,215.00

    Others 3,654,130.06 1,661,594.88

    Total 155,122,260.87 43,893,809.88

    (2) Government grants

    Items

    Current reporting

    period

    (CNY)

    Last reporting period

    (CNY)

    Comment

    Repayment of infrastructure fund for civil

    aviation

    114,488,319.75 0.00 CaiJian[2009]No.4 issued by

    Subsidies for branch line aviation 15,910,000.00 37,409,700.00

    Subsidies granted by local Civil

    Aviation Administration

    Subsidies for earthquake assistance 0.00 3,000,000.00 Civil Aviation Administration of China

    Others 4,815,441.72 1,822,515.00

    Air route subsidies granted by local

    governments

    Total 135,213,761.47 42,232,215.00

    (3) The 2.53 times increase of non-operating income from last reporting period principally

    results from the increased gains from repayment of infrastructure fund for civil aviation.Shandong Airlines Co., Ltd. 2009 Annual Report

    114

    40. Non-operating expenses

    Items

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Total losses from disposals of non-current assets 13,495,868.42 10,915,236.47

    Within: Losses from disposals of non-current assets 4,373,716.45 10,915,236.47

    Others 26,076.75 477,113.76

    Total 13,521,945.17 11,392,350.23

    41. Income tax expenses

    Items

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Income tax for current period computed in accordance with

    tax laws and regulations

    140,661,971.49 13,279,231.57

    Adjustments of deferred income tax -40,043,868.07 13,342,983.79

    Total 100,618,103.42 26,622,215.36

    Note: The 2.78 times increase of income tax expenses from last reporting period principally results

    from the increased total profits.

    42. Computation of basic earnings per share and diluted earnings per share

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Profits for the reporting period

    Basic earnings

    per share

    Diluted earnings

    per share

    Basic earnings

    per share

    Diluted earnings

    per share

    Net profits attributable to ordinary shareholders 0.76 0.76 0.20 0.20

    Net profits attributable to ordinary shareholders after

    deducting extraordinary gains or losses

    0.51 0.51 0.23 0.23

    Basic earnings per share = P0 ÷ S

    S = S0 + S1 + Si × Mi ÷ M0 - Sj × Mj ÷ M0 - Sk

    P0: net profits attributable to ordinary shareholders or net profits attributable to ordinary

    shareholders after deducting extraordinary gains or losses

    S: weighted average of number of listed ordinary shares

    S0: number of ordinary shares brought forward

    S1: number of shares increased in the reporting period resulting from conversion of

    accumulated fund or dividends

    Si: number of shares increased in the reporting period resulting from share issues or

    convertible bond issues

    Sj: number of shares decreased in the reporting period resulting from share buy-backs

    Sk: number of shares decreased in the reporting period resulting from share contractionShandong Airlines Co., Ltd. 2009 Annual Report

    115

    M0: number of months in the reporting period

    Mi: cumulative number of months from the second month of the share number increase

    month to the last month of the reporting period

    Mj: cumulative number of months from the second month of the share number decrease

    month to the last month of the reporting period

    Diluted earnings per share = P1 / (S0 + S1 + Si × Mi ÷ M0 - Sj × Mj ÷ M0 - Sk +

    the weighted average of number of ordinary shares increased by share warrants, share options

    and convertible bonds)

    P1: net profits attributable to ordinary shareholders or net profits attributable to ordinary

    shareholders after deducting extraordinary gains or losses adjusted for dilutive impact in

    accordance with CAS and relevant regulations

    43. Notes to the consolidated cash flow statement

    (1) Cash received related to other operating activities

    Items

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Government grants 135,213,761.47 47,232,215.00

    Interest income from bank deposits 1,107,957.64 5,839,812.54

    Cash received from non-operating activities 3,654,130.06 1,661,594.88

    Cash received from accounts balances 4,118,202.36 24,792,036.03

    Total 144,094,051.53 79,525,658.45

    (2) Cash paid related to other operating activities

    Items

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Bank charges 10,533,288.71 9,747,478.66

    Cash paid from non-operating activities 26,076.75 477,113.76

    Cash paid from accounts balances 13,080,052.93 4,898,582.20

    Cash paid from selling expenses and administrative

    expenses

    73,479,851.89 64,370,315.89

    Total 97,119,270.28 79,493,490.51

    (3) Cash paid related to other financing activities

    Items

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Cash paid to guarantee hypothecated loans 71,537,020.88 0.00Shandong Airlines Co., Ltd. 2009 Annual Report

    116

    Cash paid to guarantee bank acceptance 46,259,417.00 0.00

    Cash paid for financial leases of aircrafts 209,987,105.41 273,796,099.64

    Total 327,783,543.29 273,796,099.64

    44. Supplements to the consolidated cash flow statement

    (1) Supplements to the consolidated cash flow statement

    (1) Cash flows adjusted from net profits

    Current reporting

    period

    (CNY)

    Last reporting period

    (CNY)

    Net profits 302,743,202.40 81,638,612.20

    Add: Impairment losses 239,449.15 -551,458.89

    Add: Depreciation of non-current assets and productive biological assets and losses

    of fuel

    517,592,568.89 436,398,118.13

    Add: Amortisation of intangible assets 813,437.60 662,098.25

    Add: Amortisation of long-term deferred assets 48,353,314.82 13,699,336.63

    Add: Losses on disposals of non-current assets, intangible assets and long-term

    assets (minus sign representing gains)

    -6,132,054.93 -19,700.00

    Add: Losses arising from scrapping non-current assets (minus sign representing

    gains)

    3,373,554.01 10,915,236.47

    Add: Losses arising from fair value changes (minus sign representing gains) 12,118,965.63 19,293,822.87

    Add: Financial costs (minus sign representing income) 248,224,796.69 252,838,009.68

    Add: Investment losses (minus sign representing income) -3,715,867.94 -11,175,753.02

    Add: Decrease of deferred income tax assets (minus sign representing increase) -23,062,753.23 4,215,066.07

    Add: Increase of deferred income tax liabilities (minus sign representing decrease) -16,981,114.84 9,127,917.72

    Add: Decrease of inventories (minus sign representing increase) 9,079,748.47 -22,109,390.20

    Add: Decrease of operating accounts receivables (minus sign representing increase) -18,730,591.77 83,801,585.12

    Add: Increase of operating accounts payables (minus sign representing decrease) 243,430,495.47 181,099,605.53

    Add: Others 0.00 0.00

    Net cash flows from operating activities 1,317,347,150.42 1,059,833,106.56

    (2) Non-cash-flow related significant investing and financing activities

    Conversion of debt to equity 0.00 0.00

    Conversion debt instruction of maturity less than 1 year 0.00 0.00Shandong Airlines Co., Ltd. 2009 Annual Report

    117

    (1) Cash flows adjusted from net profits

    Current reporting

    period

    (CNY)

    Last reporting period

    (CNY)

    Non-current assets under financial leases 0.00 0.00

    (3) Net change of cash and cash equivalents

    Cash carried forward 49,333,429.81 44,937,058.88

    Less: Cash brought forward 44,937,058.88 42,131,848.82

    Add: Cash equivalents carried forward 0.00 0.00

    Less: Cash equivalents brought forward 0.00 0.00

    Net increase of cash and cash equivalents 4,396,370.93 2,805,210.06

    (2) Composition of cash and cash equivalents

    Items

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Ⅰ. Cash 49,333,429.81 44,937,058.88

    Including: Cash on hand 341,204.85 220,541.02

    Bank deposit capable of immediate payments 48,992,224.96 44,716,517.86

    Other monetary assets capable of immediate payments 0.00 0.00

    Ⅱ. Cash equivalents 0.00 0.00

    Including: Debt instruments matured with three months 0.00 0.00

    Ⅲ. Balance of cash and cash equivalents 49,333,429.81 44,937,058.88

    Including: Cash and cash equivalents with imposed usage limitation 0.00 0.00

    Ⅵ Related party relationships and transactions

    1. Details of the Company’s parent company

    Name Shandong Airlines Group Co., Ltd.

    Relationship Parent

    Type of registration State-owned company

    Place of registration Jinan, Shandong

    Legal representative FENG, Gang

    Nature of business Air transportation

    Registered capital CNY 580,000,000.00

    Shareholding in the Company 42.00%

    Voting right in the Company 42.00%

    Ultimate parent of the Company Air China Co., Ltd.

    Institution code 61407164-7Shandong Airlines Co., Ltd. 2009 Annual Report

    118

    2. Details of the Company’s subsidiaries

    Name Qingdao International Air Logistics Centre Co., Ltd.

    Relationship Subsidiary

    Type of registration Sino-foreign joint venture

    Place of registration Qingdao, Shandong

    Legal representative SU, Zhongmin

    Nature of business Transportation warehousing

    Registered capital CNY 30,000,000.00

    Shareholding 70.00%

    Voting right 70.00%

    Institution code 73349654-1

    3. Details of the company’s associated companies

    Name Shandong Rainbow Commercial Jet Co., Ltd

    Type of registration Limited liability company

    Place of registration Jinan, Shandong

    Legal representative YU, Haitian

    Nature of business Air transportation

    Registered capital CNY 50,000,000.00

    Shareholding 45.00%

    Voting right 45.00%

    Total assets carried forward CNY 89,014,514.23

    Total liabilities carried forward CNY 207,114,051.11

    Net assets carried forward CNY -118,099,536.88

    Total operating income for the reporting period CNY 9,951,954.75

    Net profits for the reporting period CNY 584,983.70

    Relationship Associate

    Institution code 72497146

    4. Other related parties

    Name of company Relationships Institution code

    Shandong TaiGu Aircraft Projecting Co., Ltd. Under common control 70588297-1

    Shandong Airlines House Management Co., Ltd. Under common control 77741596-9

    Shandong XiangYu Air Technology Co., Ltd. Under common control 720736454

    Qingdao FeiSheng International Air Training Co., Ltd. Under common control 72557262-0

    Shandong International Air Training Co., Ltd. Under common control 72755322-0

    Shandong Rainbow Commercial Jet Co., Ltd. Associate 72497146

    5. Transactions with related parties

    (1) Acceptance of goods and serviceShandong Airlines Co., Ltd. 2009 Annual Report

    119

    Current reporting period Last reporting period

    Related parties

    Type of

    transaction

    Transaction

    description

    Pricing

    and

    decision making

    process

    Amount

    (CNY)

    % of

    transaction

    within

    Same type

    Amount

    (CNY)

    % of transaction

    within

    same type

    Shandong TaiGu

    Aircraft Projecting

    Co., Ltd.

    Receipt of

    service

    Aircraft

    maintenance fees

    Market price 83,347,029.89 22.19 61,209,045.29 17.68

    Shandong Airlines

    Group Co., Ltd.

    Receipt of

    service

    Rental fees and

    food and

    accommodation

    fees

    Market price 11,294,563.03 23.70 10,969,949.61 21.43

    Qingdao FeiSheng

    International Air

    Training Co., Ltd.

    Receipt of

    service

    Training fees Market price 4,097,421.00 4.64 5,010,748.92 6.17

    Shandong

    International Air

    Training Co., Ltd.

    Receipt of

    service

    Training fees Market price 7,927,892.00 8.98 10,917,712.53 13.48

    Shandong XiangYu

    Air Technology

    Co., Ltd.

    Receipt of

    service

    Repair

    expenditure

    Market price 19,350,032.57 5.15 11,073,497.62 3.63

    Total 126,016,938.49 99,180,953.97

    (2) Supply of goods and service

    Current reporting period Last reporting period

    Related parties

    Type

    of transaction

    Transaction

    description

    Pricing

    and

    decision making

    process

    Amount

    (CNY)

    % of

    transaction

    within same

    type

    Amount

    (CNY)

    % of

    transaction

    Within same

    type

    Air China Co.,

    Ltd.

    Supply of

    service

    Service fees Agreed price 10,200,000.00 79.01 5,950,000.00 43.44

    Total 10,200,000.00 79.01 5,950,000.00 43.44

    (3) Guarantee

    Name of Guarantor Secured party

    Secured amount

    (CNY)

    Start date Expiry date

    Completion of

    guarantee

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd. 40,000,000.00 2009-11-2 2010-11-9 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 40,000,000.00 2009-11-10 2010-11-9 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 40,000,000.00 2009-11-17 2010-11-16 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 50,000,000.00 2009-11-24 2010-11-23 NoShandong Airlines Co., Ltd. 2009 Annual Report

    120

    Name of Guarantor Secured party

    Secured amount

    (CNY)

    Start date Expiry date

    Completion of

    guarantee

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 40,000,000.00 2009-1-7 2010-1-6 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 40,000,000.00 2009-1-14 2010-1-13 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 40,000,000.00 2009-1-21 2010-1-20 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 40,000,000.00 2009-7-7 2010-7-6 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 40,000,000.00 2009-7-14 2010-7-13 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 40,000,000.00 2009-7-22 2010-7-21 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 40,000,000.00 2009-7-27 2010-7-26 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 50,000,000.00 2009-2-12 2010-2-11 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 6,828,200.00 2009-9-1 2010-8-31 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 8,193,840.00 2009-9-8 2010-8-31 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 27,312,800.00 2009-9-22 2010-8-31 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 25,947,160.00 2009-10-12 2010-8-31 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 100,000,000.00 2009-6-29 2010-6-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 27,600,000.00 2007-12-3 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 83,000,000.00 2008-1-2 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 54,000,000.00 2008-3-3 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 53,000,000.00 2008-4-1 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 26,500,000.00 2008-4-29 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 52,300,000.00 2008-6-2 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 51,500,000.00 2008-7-1 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 120,000,000.00 2008-7-15 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 114,000,000.00 2009-4-21 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 41,236,865.44 2007-3-29 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 25,604,384.36 2007-4-30 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 46,197,006.48 2007-5-31 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 122,599,101.93 2007-7-2 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 25,604,384.36 2007-8-1 2022-3-28 NoShandong Airlines Co., Ltd. 2009 Annual Report

    121

    Name of Guarantor Secured party

    Secured amount

    (CNY)

    Start date Expiry date

    Completion of

    guarantee

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 101,800,950.98 2007-9-28 2022-3-28 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 100,000,000.00 2006-12-18 2018-12-17 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 2,200,000.00 2008-6-5 2018-12-17 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 2,100,000.00 2008-6-18 2018-12-17 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 123,000,000.00 2008-6-19 2018-12-17 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 13,500,000.00 2008-7-1 2018-12-17 No

    Shandong Airlines Group Co., Ltd. Shandong Airlines Co., Ltd 30,000,000.00 2008-8-19 2018-12-17 No

    Total 1,884,024,693.55

    (4) Reorganisation and assets transfer between related parties

    Current reporting period Last reporting period

    Related parties

    Type

    of

    transaction

    Transaction

    description

    Pricing

    policy

    Amount

    (CNY)

    % of transaction

    within same

    type

    Amount

    (CNY)

    % of transaction

    within

    same type

    Air China Co., Ltd. Sales

    Aircraft

    purchase right

    Agreed

    price

    333,393,389.35 100.00 0.00 0.00

    Shandong XiangYu

    Air Technology Co.,

    Ltd.

    Sales

    High-value

    rotables

    Agreed

    price

    2,871,828.77 100.00 0.00 0.00

    Total 336,265,218.12 0.00

    (5) Other transactions with related parties

    Current reporting period Last reporting period

    Related parties

    Transaction

    description

    Pricing

    policy

    Amount

    (CNY)

    % of transaction

    within same

    type

    Amount

    (CNY)

    % of transaction

    within

    same type

    Shandong Rainbow Commercial

    Jet Co., Ltd.

    Wet lease Agreed price 623,229,927.00 100.00 600,186,086.00 94.97

    Shandong Rainbow Commercial

    Jet Co., Ltd

    Debt

    compensation

    0.00 0.00 84,834.50 0.00

    Shandong Airlines Group Co., Ltd. Guarantee fee Agreed price 2,740,500.00 100.00 4,445,800.00 100.00

    Air China Co., Ltd. Route sharing Agreed price 19,202,440.01 100.00 96,046,056.93 100.00

    Total 645,172,867.01 700,762,777.43

    6. The balance of accounts payables and receivables among related parties:Shandong Airlines Co., Ltd. 2009 Annual Report

    122

    Items Related party

    Balance carried forward

    (CNY)

    Balance brought forward

    (CNY)

    Accounts receivable

    Air China Co., Ltd. 53,828,640.46 55,089,147.43

    Total 53,828,640.46 55,089,147.43

    Other accounts

    receivable

    Air China Co., Ltd. 23,382,955.26 1,100.00

    Shandong International Air Training Co.,

    Ltd.

    0.00 780,969.77

    Qingdao FeiSheng International Air

    Training Co., Ltd.

    1,405,287.30 0.00

    Shandong XiangYu Air Technology Co.,

    Ltd.

    2,966,545.86 706,431.65

    Shandong Rainbow Commercial Jet Co.,

    Ltd

    109,051,717.65 109,051,717.70

    Total 136,806,506.07 110,540,219.12

    Accounts payable

    Shandong International Air Training Co.,

    Ltd.

    1,816,020.00 0.00

    Qingdao FeiSheng International Air

    Training Co., Ltd.

    3,750,453.00 0.00

    Air China Co., Ltd. 3,962,987.26 0.00

    Shandong TaiGu Aircraft Projecting Co.,

    Ltd.

    13,641,513.24 717,414.49

    Total 23,170,973.50 717,414.49

    Other accounts payable

    Air China Co., Ltd. 20,000,000.00 20,000,000.00

    Shandong Airlines Group Co., Ltd. 4,051,799.74 5,551,323.91

    Qingdao FeiSheng International Air

    Training Co., Ltd.

    0.00 3,827,607.16

    Shandong TaiGu Aircraft Projecting Co.,

    Ltd.

    0.00 24,756,728.86

    Shandong International Air Training Co.,

    Ltd.

    3,465,953.82 0.00

    Total 27,517,753.56 54,135,659.93

    Ⅶ Contingencies

    1. Contingent liabilities resulting from unsettled litigation and arbitration and their

    financial impact

    No contingent liabilities resulting from unsettled litigation and arbitration as at the balance

    sheet date.Shandong Airlines Co., Ltd. 2009 Annual Report

    123

    2. Contingent liabilities resulting from guarantee provision and their financial impact

    No contingent liabilities resulting from guarantee provision as at the balance sheet date.

    3. Other contingent liabilities and their financial impact

    No other contingent liabilities as at the balance sheet date.

    Ⅷ Commitment

    Signed commitments of which the performance was in process as at 31st December 2009 are listed

    below:

    Carrying value carried forward

    Items Within 1 year

    (CNY)

    1 – 2 years

    (CNY)

    2 – 3 years

    (CNY)

    Over 3 years

    (CNY)

    Total

    (CNY)

    Operating lease 389,429,440.00 461,712,580.00 404,109,640.00 2,124,748,150.00 3,379,999,810.00

    Capital 868,160,870,00 1,340,006,700.00 1,755,662,090.00 1,015,688,090.00 4,979,517,750.00

    Total 1,257,590,310.00 1,801,719,280.00 2,159,771,730.00 3,140,436,240.00 8,359,517,560.00

    Ⅸ Post balance sheet date events

    1. Significant post balance sheet date events

    A share transfer agreement which authorises the transfer of 100% shareholding in Shandong

    International FeiSheng Air Training Co., Ltd. from Shandong Airlines Group Co., Ltd. to the

    Company for CNY 50,740,053.00 was sign between Shandong Airlines Group Co., Ltd. and the

    Company on March 1st, 2010. The agreement has verified by Shanghai United Assets and Equity

    Exchange on March 11, 2010.

    2. Post balance sheet date profit distribution

    A proposal for a cash dividend of CNY 2.00 per 10 shares for the 40,000 shares as at the year

    end of 2009 was passed by a resolution of the Fourth term meeting of the Fourth Board of

    Directors Meeting held on March 24, 2010.

    3. Other post balance sheet date events

    No other post balance sheet date events as at the report date.

    Ⅹ Other significant events

    No other significant events as at the balance sheet date.

    Ⅺ Main notes to financial statements of parent company

    1. Accounts receivablesShandong Airlines Co., Ltd. 2009 Annual Report

    124

    (1) Disclosure by classification

    Balance carried forward Balance brought forward

    Book value Provision for bad debts Book value Provision for bad debts

    Types

    Amount

    (CNY)

    Proportion

    (%)

    Amount

    (CNY)

    Proportion

    (%)

    Amount

    (CNY)

    Proportion

    (%)

    Amount

    (CNY)

    Proporti

    on (%)

    Individual significant

    amounts 130,379,296.86 92.29 0.00 0.00 115,826,770.70 92.24 0.00 0.00

    Non-significant in

    amount but in

    accordance with the

    characteristics of credit

    risk portfolio, the risk of

    the portfolio is high

    9,502.08 0.01 60.93 0.01 23,802.42 0.02 1,190.12 0.25

    Other non-significant

    receivables 10,887,630.19 7.70 544,795.73 99.99 9,724,095.16 7.74 467,982.81 99.75

    Total 141,276,429.13 100.00 544,856.66 100.00 125,574,668.28 100.00 469,172.93 100.00

    Note: See paragraph Ⅱ10 for criteria for categorising individual significance and individual

    insignificance but significant portfolio credit risk.

    (2) Provision for bad debts of account receivables which classified as individual significant

    amount or non-significant in amount but execute impairment loss test individually

    Items

    Book value

    (CNY)

    Bad and doubtful debt

    (CNY)

    Proportion

    (%)

    Comment

    BSP 48,494,454.43 0.00 0.00 Amount not due received prior to the statement date.

    China Civil Aviation

    Clearing Centre

    28,056,201.97 0.00 0.00 Amount not due received prior to the statement date.

    Air China Co., Ltd. 53,828,640.46 0.00 0.00 Amount not due received prior to the statement date.

    Total 130,379,296.86 0.00 0.00 Amount not due received prior to the statement date.

    (3) Aging analysis

    Balance carried forward Balance brought forward

    Book value Proportion

    Provision for

    bad debts

    Book value Proportion

    Provision for

    Age bad debts

    Amount

    (CNY) %

    Amount

    (CNY)

    Amount

    (CNY)

    %

    Amount

    (CNY)

    Within 1 year 140,732,293.60 99.61 524,079.39 124,366,476.98 99.04 392,699.63

    1 – 2 years 232,069.27 0.16 5,863.07 1,157,864.08 0.92 75,222.25

    2 – 3 years 302,564.18 0.22 14,853.27 26,524.80 0.02 60.93

    3 – 4 years 9,502.08 0.01 60.93 23,802.42 0.02 1,190.12Shandong Airlines Co., Ltd. 2009 Annual Report

    125

    Balance carried forward Balance brought forward

    Book value Proportion

    Provision for

    bad debts

    Book value Proportion

    Provision for

    Age bad debts

    Amount

    (CNY) %

    Amount

    (CNY)

    Amount

    (CNY)

    %

    Amount

    (CNY)

    4 – 5 years 0.00 0.00 0.00 0.00 0.00 0.00

    Over 5 years 0.00 0.00 0.00 0.00 0.00 0.00

    Total 141,276,429.13 100.00 544,856.66 125,574,668.28 100.00 469,172.93

    (3) Accounts receivable owed by shareholders with 5% or more voting right during the

    reporting period

    Balance carried forward Balance brought forward

    Shareholder Amount

    (CNY)

    Provision for bad debts

    (CNY)

    Amount

    (CNY)

    Provision for bad debts

    (CNY)

    Air China Co., Ltd. 53,828,640.46 0.00 55,089,147.43 0.00

    Total 53,828,640.46 0.00 55,089,147.43 0.00

    (5) The balance of top five accounts receivable

    Name of company

    Relationship with

    the Company

    Amount

    (CNY)

    Age

    Nature

    of accounts receivable

    % of total

    accounts

    receivables

    Air China Co., Ltd. Related party 53,828,640.46 Within 1 year

    Settlement of wet

    lease

    38.10

    BSP Non-related party 48,494,454.43 Within 1 year Air ticket 34.33

    China Civil Aviation

    Clearing Centre

    Non-related party 28,056,201.97 Within 1 year Air ticket 19.86

    Yantai Post Office Non-related party 618,272.41 Within 1 year Aircraft charter fees 0.44

    Linyi Civil Aviation

    Administration

    Non-related party 554,599.95 Within 1 year Aircraft charter fees 0.39

    Total 131,552,169.22 93.12

    (6) Accounts receivables owed by related parties

    Name Relationship with the Company Amount (CNY) % of total accounts receivables

    Air China Co., Ltd. Parent 53,828,640.46 38.10Shandong Airlines Co., Ltd. 2009 Annual Report

    126

    Total 53,828,640.46 38.10

    2. Other accounts receivables

    (1) Disclosure by classification

    Balance carried forward Balance brought forward

    Book value Provision for bad debts Book value Provision for bad debts

    Types

    Amount

    (CNY)

    Proportion

    (%)

    Amount

    (CNY)

    Proportion

    (%)

    Amount

    (CNY)

    Proportion

    (%)

    Amount

    (CNY)

    Proportion

    (%)

    Individual

    significant

    amounts

    209,239,407.19 77.04 109,051,717.65 98.14 203,908,540.13 79.59 109,051,717.65 98.25

    Non-significant in

    amount but in

    accordance with

    the characteristics

    of credit risk

    portfolio, the risk

    of the portfolio is

    high

    0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

    Other

    non-significant

    receivables

    62,357,270.59 22.96 2,061,484.66 1.86 52,282,091.05 20.41 1,940,806.24 1.75

    Total 271,596,677.78 100.00 111,113,202.31 100.00 256,190,631.18 100.00 110,992,523.89 100.00

    Note: See paragraph Ⅱ10 for Criteria for categorising individual significance and individual

    insignificance but significant portfolio credit risk.

    (2) Provision for bad debts of other account receivables which classified as individual

    significant amount or non-significant in amount but execute impairment loss test

    individually

    Accounts receivables

    Book value

    (CNY)

    Bad and doubtful debt

    (CNY)

    Proportion

    (%)

    Comment

    Shandong Rainbow Commercial Jet Co.,

    Ltd.

    109,051,717.65 109,051,717.65 100.00

    Significantly overdue debt resulting

    from deteriorated financial condition.

    CDB Leasing Co., Ltd. 41,354,563.28 0.00 0.00

    In accordance with accounting policies

    for bad and doubtful debt provision.

    Singapore Aircraft Leasing Enterprise 19,118,960.00 0.00 0.00

    In accordance with accounting policies

    for bad and doubtful debt provision.

    Rainier Aircraft Leasing (Ireland) Ltd. 16,331,211.00 0.00 0.00

    In accordance with accounting policies

    for bad and doubtful debt provision.

    Air China Co., Ltd. 23,382,955.26 0.00 0.00

    In accordance with accounting policies

    for bad and doubtful debt provision.

    Total 209,239,407.19 109,051,717.65Shandong Airlines Co., Ltd. 2009 Annual Report

    127

    (3) Aging analysis

    Balance carried forward Balance brought forward

    Book value Proportion Provision for bad debts Book value Age Proportion Provision for bad debts

    Amount

    (CNY) %

    Amount

    (CNY)

    Amount

    (CNY)

    %

    Amount

    (CNY)

    Within 1 year 51,876,423.97 19.11 1,139,666.87 43,209,209.30 16.87 2,035,090.39

    1 – 2 years 14,213,521.28 5.23 842,152.38 31,169,427.89 12.17 669,245.45

    2 – 3 years 25,446,259.18 9.37 872,347.11 17,263,584.49 6.74 10,698,669.47

    3 – 4 years 16,492,449.22 6.07 10,674,554.07 133,052,336.46 51.93 80,329,246.11

    4 – 5 years 133,038,338.06 48.98 80,329,246.11 23,398,644.42 9.13 17,195,422.39

    Over 5 years 30,529,686.07 11.24 17,255,235.77 8,097,428.62 3.16 64,850.08

    Total 271,596,677.78 100.00 111,113,202.31 256,190,631.18 100.00 110,992,523.89

    (4) Other accounts receivables owed by shareholders with 5% or more voting right during

    the reporting period

    Balance carried forward Balance brought forward

    Shareholder Amount

    (CNY)

    Bad and doubtful debt provision

    (CNY)

    Amount

    (CNY)

    Bad and doubtful debt provision

    (CNY)

    Air China Co., Ltd. 23,382,955.26 0.00 1,100.00 0.00

    Total 23,382,955.26 0.00 1,100.00 0.00

    (5) List the top five balance of other accounts receivables

    Name of company

    Relationship with

    the Company

    Amount

    (CNY)

    Nature of

    other accounts

    receivable

    Age

    % of total

    accounts

    receivables

    Shandong Rainbow Commercial Jet Co., Ltd. Related party 109,051,717.65 Account balance 2 – 6 years 40.14

    CDB Leasing Co., Ltd. Non-related party 41,354,563.28 Guarantee 4 – 5 years 15.22

    Air China Co., Ltd Related party 23,382,955.26 Guarantee Within 1 year 8.61

    Singapore Aircraft Leasing Enterprise Non-related party 19,118,960.00 Guarantee 2 – 4 years 7.04

    Rainier Aircraft Leasing (Ireland) Ltd. Non-related party 16,331,211.00 Guarantee Over 4 years 6.01

    Total 209,239,407.19 77.02

    (6) Other accounts receivables owed by related parties

    Name of company

    Relationship with the

    Company

    Amount

    (CNY)

    % of total accounts

    receivablesShandong Airlines Co., Ltd. 2009 Annual Report

    128

    Air China Co., Ltd. Parent 23,382,955.26 8.61

    Shandong XiangYu Air Technology Co., Ltd. Under common control 2,966,545.86 1.09

    Qingdao FeiSheng International Air Training Co., Ltd. Under common control 1,405,287.30 0.52

    Shandong Rainbow Commercial Jet Co., Ltd. Associate 109,051,717.65 40.15

    Total 136,806,506.07 50.37

    3. Long-term equity investments

    Name of investee

    Balance

    brought

    forward

    (CNY)

    Changes

    in year

    (CNY)

    Balance

    carried

    forward

    (CNY)

    Accumulated

    impairment

    provision

    (CNY)

    Impairment

    provision

    in year

    (CNY)

    Long-term equity investments measured at cost:

    Qingdao International

    Air Logistics Co., Ltd.

    23,813,205.97 0.00 23,813,205.97 0.00 0.00

    China TravelSky Co., Ltd. 6,690,000.00 0.00 6,690,000.00 0.00 0.00

    Sichuan Airlines Co., Ltd. 35,000,000.00 0.00 35,000,000.00 0.00 0.00

    Jinan Yaoqiang

    International Airport Co., Ltd

    46,662,100.00 0.00 46,662,100.00 0.00 0.00

    Subtotal 112,165,305.97 0.00 112,165,305.97 0.00 0.00

    Long-term equity investments measured by the equity method:

    Shandong Rainbow

    Commercial Jet Co., Ltd

    22,500,000.00 0.00 22,500,000.00 22,500,000.00 0.00

    Subtotal 22,500,000.00 0.00 22,500,000.00 22,500,000.00 0.00

    Total 134,665,305.97 0.00 134,665,305.97 22,500,000.00 0.00

    Continued:

    Name of investee

    Initial investment

    cost

    (CNY)

    Shareholding

    (%)

    Voting

    right

    (%)

    Reasons for

    discrepancy

    between

    shareholding

    and

    voting right

    Cash

    dividends

    in year

    (CNY)

    Long-term equity investments measured at cost:

    Qingdao International

    Air Logistics Co., Ltd.

    23,813,205.97 70.00 70.00 n/a 0.00

    China TravelSky Co., Ltd. 6,690,000.00 0.45 0.45 n/a 1,617,642.00

    Sichuan Airlines Co., Ltd. 35,000,000.00 10.00 10.00 n/a 0.00

    Jinan Yaoqiang

    International Airport Co., Ltd 46,662,100.00

    14.00 14.00 n/a 0.00Shandong Airlines Co., Ltd. 2009 Annual Report

    129

    Subtotal 112,165,305.97 1,617,642.00

    Long-term equity investments measured by the equity method:

    Shandong Rainbow

    Commercial Jet Co., Ltd

    22,500,000.00 45.00 45.00 n/a 0.00

    Subtotal 22,500,000.00 0.00

    Total 134,665,305.97 1,617,642.00

    4. Operating income and operating costs

    (1) Operating income and operating costs

    Items

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Income from principal activities 5,298,145,040.55 4,979,929,511.89

    Income from other activities 64,528,440.63 63,440,911.31

    Total operating income 5,362,673,481.18 5,043,370,423.20

    Principal activity costs 4,108,351,166.78 4,121,299,184.09

    Other activity costs 3,347,076.10 33,511,012.84

    Total operating costs 4,111,698,242.88 4,154,810,196.93

    (2) Operating income and operating costs by segment

    Current reporting period Last reporting period

    Segment Operating income

    (CNY)

    Operating costs

    (CNY)

    Operating income

    (CNY)

    Operating costs

    (CNY)

    Air transportation 5,277,937,825.81 4,089,471,032.64 4,953,048,164.35 4,101,665,962.58

    Hospitality 22,984,060.08 19,179,045.59 22,538,565.66 15,614,100.05

    Rental services 854,642.06 30,000.00 31,801,807.87 35,128,834.04

    Others 60,896,953.23 3,018,164.65 35,981,885.32 2,401,300.26

    Total 5,362,673,481.18 4,111,698,242.88 5,043,370,423.20 4,154,810,196.93

    (3) Details of operating revenues from top five clients

    Clients Operating income (CNY) % of total operating income

    Air China Co., Ltd. 642,432,367.01 11.98

    Beijing DeLong Travel Service Co., Ltd. 30,286,076.69 0.56

    Inner-Mongolia Civil Airport Co., Ltd. 16,550,030.87 0.31

    WuYiShan LianHang Travel Service Co.,

    Ltd.

    10,447,830.50 0.19Shandong Airlines Co., Ltd. 2009 Annual Report

    130

    Shenzhen HengLu Logistics Co., Ltd. 2,576,000.00 0.05

    Total 702,292,305.07 13.09

    5. Investment income

    (1) Details of investment income

    Items

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Income from long-term equity investments measured at

    cost

    1,617,642.00 1,130,610.00

    Gains from disposals of long-term equity investments 0.00 421,181.23

    Gains from possession of tradable financial assets 2,098,225.94 10,081,058.70

    Total 3,715,867.94 11,632,849.93

    (2) Income from long-term equity investments measured at cost

    Investee

    Current reporting period

    (CNY)

    Last reporting period

    (CNY)

    Reasons for change

    China TravelSky Co., Ltd. 1,617,642.00 1,130,610.00 Increase in cash dividends

    (3) As at 31st December 2009, there is no investment of which income remittance is imposed

    with limitation.

    Ⅻ Supplemental information

    1. Details of extraordinary gains and losses for the current reporting period

    Items Amount (CNY) Comment

    Gains from disposals of non-current assets after expending impairment

    provisions

    2,758,500.92

    Disposals of non-current assets

    and contracts of

    construction in process; losses

    resulting from

    closure of CAPT Pilot School

    Exceeded-authority approved, non-official approved or accidental tax

    repayment and relief

    0.00

    Government grants recognised 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 for automatic renewal in accordance with relevant regulations

    135,213,761.47

    Repayment of infrastructure fund

    for civil aviation

    and route subsidies

    Financial resource usage fees charged on non-financial institution

    recognised through profit or loss for the current reporting period

    0.00

    Gains arising from bargain purchase in business combination and

    investments in associates and joint ventures

    0.00Shandong Airlines Co., Ltd. 2009 Annual Report

    131

    Items Amount (CNY) Comment

    Non-monetary asset exchange 0.00

    Consigned investment and asset management 0.00

    Impairment provision resulting from force majeure, eg. natural desasters 0.00

    Reorganisation 0.00

    Reorganisation expenditure 0.00

    Unfair transactions 0.00

    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

    0.00

    Gains or losses arising from contingent events unconnected with the

    Company’s daily operating activities

    0.00

    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

    assets, excluding hedging contracts relevant to the Company’s daily

    operating activities

    -10,020,739.69

    Gains or losses arising from

    settlement of interest

    swaps and fair value changes

    Reversal of impairment provision for accounts receivables eligible for

    individual impairment assessment

    0.00

    Gains or losses arising from consigned borrowings 0.00

    Fair value changes of property investments subsequently measured at fair

    value

    0.00

    One-off adjustment of profit or loss for the current reporting period in

    accordance with tax and accounting laws and regulations

    0.00

    Consignment income arising from consigned operations 0.00

    Income and expenses other than items listed above 3,628,053.31

    Other gains or losses satisfying the definition of extraordinary gains or

    losses

    0.00

    Subtotal 131,579,576.01

    Less: Impact of income tax 32,894,894.00

    Less: Impact on non-controling interest -337.48

    Total 98,685,019.49

    2. Yield rate of net assets and earnings per share

    Earnings per share

    Net profits for the current reporting period

    Weighted average

    of returns on equity (%) Basic earnings per share (%) Diluted earnings per share (%)Shandong Airlines Co., Ltd. 2009 Annual Report

    132

    Net profits attributable to ordinary shareholders 43.11 0.76 0.76

    Net profits attributable to ordinary shareholders

    after deducting extraordinary gains or losses

    29.04 0.51 0.51

    Computation of earnings per share:

    (1) Basic earnings per share

    Current reporting period Last reporting period

    Items Computation

    Amount

    After deducting

    extraordinary

    gains or losses

    Amount

    After deducting

    extraordinary

    gains or losses

    Net profits attributable to

    ordinary shareholders

    (1)

    CNY

    302,282,325.68

    CNY 203,597,306.19 CNY 80,981,442.68 CNY 92,440,296.87

    Number of listed ordinary

    shares brought forward

    (2) 400,000,000.00 400,000,000.00 400,000,000.00 400,000,000.00

    Number of listed ordinary

    share equivalents increased

    in year

    (3) 0.00 0.00 0.00 0.00

    Number of listed ordinary

    share equivalents decreased

    in year

    (4) 0.00 0.00 0.00 0.00

    Weighted average of listed

    ordinary shares

    (5)=(2)+(3)-(4

    )

    400,000,000.00 400,000,000.00 400,000,000.00 400,000,000.00

    Basic earnings per share (6)=(1)÷(5) CNY 0.76 CNY 0.51 CNY 0.20 CNY 0.23

    (2) Diluted earnings per share

    Current reporting period Last reporting period

    Items Computation

    Amount

    After deducting

    extraordinary

    gains or losses

    Amount

    After deducting

    extraordinary

    gains or losses

    Net profits attributable to ordinary

    shareholders

    (1)

    CNY

    302,282,325.68

    CNY

    203,597,306.19

    CNY 80,981,442.68 CNY 92,440,296.87

    Potential dilutive ordinary

    dividends recognised as expenses

    (2) 0.00 0.00 0.00 0.00

    Potential dilutive ordinary share

    conversion expenses

    (3) 0.00 0.00 0.00 0.00

    Income tax rate (4) 25.00% 25.00% 25.00% 25.00%

    Net profits attributable to ordinary

    shareholders after adjustment

    (5)=(1)+[(2)-(3

    )]×[1-(4)]

    CNY

    302,282,325.68

    CNY

    203,597,306.19

    CNY 80,981,442.68 CNY 92,440,296.87Shandong Airlines Co., Ltd. 2009 Annual Report

    133

    Current reporting period Last reporting period

    Items Computation

    Amount

    After deducting

    extraordinary

    gains or losses

    Amount

    After deducting

    extraordinary

    gains or losses

    Weighted average of ordinary

    shares for basic earnings per share

    computation

    (6) 400,000,000.00 400,000,000.00 400,000,000.00 400,000,000.00

    Weighted average of dilutive

    ordinary share conversion

    (7) 0.00 0.00 0.00 0.00

    Weighted average of ordinary

    shares for diluted earnings per

    share

    (8)=(6)+(7) 400,000,000.00 400,000,000.00 400,000,000.00 400,000,000.00

    Diluted earnings per share (9)=(5)÷(8) CNY 0.76 CNY 0.51 CNY 0.20 CNY 0.23

    ⅩⅢ Approval of financial statements

    This financial statement is approved and authorized for issuance by the Board of Directors on

    March 24, 2010.

    XI. 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 2009;

    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 Directors of Shandong Airlines Co., Ltd.

    March 24, 2010