Shandong Airlines Co., Ltd. Summary of Annual Report 2010 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 §1. Important Notice 1.1 Board of Directors, Supervisory Committee, all directors, supervisors and senior executives of Shandong Airlines Co., Ltd. (hereinafter referred to as the Company) hereby confirm that there are no any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of the whole contents. The summary of Annual Report 2010 is abstracted from the Annual Report; and full text of the Annual Report is published on Internet website http://www.cninfo.com.cn in the mean time. The investors are suggested to read the full text of annual report to get more details. 1.2 Other directors all attend the meeting except the followed list: Name of absent Entrusted Position of absentee Reasons for absent director person Ma Chonxian Deputy Chairman Business Zhang Xingfu Wang Mingyuan Director Business Xu Guojian 1.3 Reanda Certified Public Accountants has audited the Annual Financial Report and issued standard unqualified Auditors’ Report for the Company. 1.4 Zhang Xingfu, Principal of the Company; Xu Guojian, Person in Charge of Accounting Works; Wang Wuping, Person in Charge of Accounting Organ(Accounting Supervisor) hereby confirm that the Financial Report of the Annual Report is true and complete. §2. Company Profile 2.1 Basic information Short form of the stock Shanhang B Stock code 200152 Listed stock exchange Shenzhen Stock Exchange Registered address Yaoqiang International Airport, Jinan, Shandong Post code of registered 250107 address Office address SDA Building, No. 5746, Er Huan East Road, Jinan, Shandong Post code of office address 250014 Internet web site of the http://www.shandongair.com.cn Company E-mail zqb@shandongair.com.cn 2.2 Contact person and method Authorized Representative in Secretary of the Board of Directors Charge of Securities Affairs Name Dong Qiantang Fan Peng 19/F, SDA Building, No. 5746, Er 19/F, SDA Building, No. 5746, Er Contact address Huan East Road, Jinan, Shandong Huan East Road, Jinan, Shandong Telephone 0531-85698229 0531-85698678 Fax 0531-85698679 0531-85698679 E-mail dongqt@shandongair.com.cn fanp@shandongair.com.cn §3. Summary of Accounting Data and Financial Indexes 3.1 Major accounting data 1 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 Unit: RMB Increase/decrease in this 2010 2009 year compared with that 2008 of last year (%) Operating income (RMB) 7,292,615,957.10 5,366,113,363.68 35.90% 5,049,391,116.47 Total profit (RMB) 844,544,446.68 403,361,305.82 109.38% 108,260,827.56 Net profit attributable to shareholders of the listed 634,364,547.92 302,282,325.68 109.86% 80,981,442.68 company (RMB) Net profit attributable to shareholders of the listed company after deducting 625,449,962.16 203,597,306.19 207.20% 92,440,296.87 non-recurring gains and losses (RMB) Net cash flow arising from 1,675,078,629.81 1,317,347,150.42 27.16% 1,059,833,106.56 operating activities (RMB) Increase/decrease at the At the end of end of this year compared At the end of 2009 At the end of 2008 2010 with that at the end of last year (%) Total assets (RMB) 8,923,799,368.85 8,096,403,730.75 10.22% 7,844,104,901.47 Owners’ equity attributable to 1,406,659,169.90 852,294,621.98 65.04% 550,012,296.30 shareholders of the listed company (RMB) Share capital (RMB) 400,000,000.00 400,000,000.00 0.00% 400,000,000.00 3.2 Major financial indexes Unit: RMB Increase/decrease this 2010 2009 year compared with 2008 that last year (%) Basic earnings per share (RMB/Share) 1.59 0.76 109.86% 0.20 Diluted earnings per share (RMB/Share) 1.59 0.76 109.86% 0.20 Basic earnings per share after deducting non-recurring gains and 1.56 0.51 207.20% 0.23 losses (RMB/Share) Weighted average return Up13.73 percentage on equity (%) 56.84% 43.11% 15.89% points Weighted average return 29.04% Up27.00percentage on equity after deducting non-recurring gains and 56.04% 18.14% points losses (%) Net cash flow arising from operating activities 4.19 3.29 27.16% 2.65 per share (RMB/Share) Increase/decrease at the end of this year At the end of 2010 At the end of 2009 compared with that at At the end of 2008 the end of last year (%) Net asset per share attributable to shareholders of 3.52 2.13 65.04% 1.38 2 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 listed company (RMB/Share) Items of non-recurring gains and losses √Applicable □Inapplicable Unit: RMB Notes Items of non-recurring gains and losses Amount (If applicable) Gains and losses from the disposal of non-current asset -7,700,920.17 Governmental subsidy calculated into current gains and losses, while closely related with the business of the Governmental Company, excluding the fixed-amount or fixed-proportion 16,013,518.70 subsidies for airlines, governmental subsidy according to the unified national etc standard 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 -8,872,312.71 financial liabilities and financial assets available for sales, excluded effective hedging business relevant with normal operations of the Company Governmental subsidies for airlines 12,545,837.53 and other non Other non-operating income and expenditure except for the operating revenue and aforementioned items expenditure Effect of income tax -3,071,587.08 Effect of equity of minority shareholders 49.49 Total 8,914,585.76 - 3.3 Differences between CAS and IAS □Applicable √Inapplicable §4. Changes in Share Capital and Particulars about Shareholders 4.1 Statement of change in share capital Unit: Share Before the change Increase/Decrease of this time (+, -) After the change Capitaliza New Proportio Bonus tion of Proportio Amount shares Others Subtotal Amount n shares public n issued reserve 260,000,0 260,000,0 I. Unlisted shares 65.00% 65.00% 00 00 1. Sponsor’s 168,601,0 168,601,0 42.15% 42.15% shares 00 00 Including: 168,402,0 168,402,0 State-owned 42.10% 42.10% 00 00 shares Domestic legal 199,000 0.05% 199,000 0.05% person’s shares Foreign legal person’s shares Others 2. Raised legal person’s shares 3. Inner 3 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 employees’ shares 4. Preference 91,399,00 91,399,00 22.85% 22.85% shares or other 0 0 140,000,0 140,000,0 II. Listed shares 35.00% 35.00% 00 00 1. RMB ordinary shares 2. Domestically 140,000,0 140,000,0 listed foreign 35.00% 35.00% 00 00 shares 3. Overseas listed foreign shares 4. Other 400,000,0 400,000,0 III. Total shares 100.00% 100.00% 00 00 4.2 Statement of shares held by the top ten shareholders and the top ten shareholders of circulation share Unit: Share Total shareholders at the 17,748 end of report Particulars about shares held by the top ten shareholders Number of share Nature of Non-circulating Full name of Shareholders Proportion Shares held pledged/ shareholders shares frozen SHANDONG AVIATION State-owned 42.00% 168,004,000 168,004,000 0 GROUP legal person State-owned AIR CHINA LIMITED 22.80% 91,200,000 91,200,000 0 legal person Foreign CHEN TIAN MING 0.49% 1,976,072 0 0 natural person Foreign CHEN JING JIAN 0.34% 1,352,200 0 0 natural person Foreign ZENG YU HUI 0.28% 1,110,330 0 0 natural person GUOTAI JUNAN Foreign legal SECURITIES(HONGKO 0.24% 952,000 0 0 person NG) LIMITED Foreign LIU LI YA 0.23% 918,917 0 0 natural person Domestic BAO XIU ZHEN 0.22% 879,950 0 0 natural person Domestic OU YAN PING 0.21% 834,210 0 0 natural person Domestic YAO MING 0.21% 824,000 0 0 natural person Particulars about shares held by the top ten shareholders of circulation share Full name of the shareholders Circulating shares held Type of shares CHEN TIAN MING 1,976,072 Domestically listed foreign share CHEN JING JIAN 1,352,200 Domestically listed foreign share ZENG YU HUI 1,110,330 Domestically listed foreign share GUOTAI JUNAN 952,000 Domestically listed foreign share SECURITIES(HONGKONG) LIMITED LIU LI YA 918,917 Domestically listed foreign share BAO XIU ZHEN 879,950 Domestically listed foreign share OU YAN PING 834,210 Domestically listed foreign share YAO MING 824,000 Domestically listed foreign share 4 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 YE QU FA 809,600 Domestically listed foreign share WU CHI LI 750,000 Domestically listed foreign share 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. Explanation on associated 3. Among the above the top ten shareholders, Air China, shareholders of state-owned relationship or accordant legal person’s share, is the first largest shareholder of the SDA, and there exists no action among the aforesaid associated relationship between SDA and Air China and the other shareholders, and shareholders 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. 4.3 Particulars about controlling shareholders and actual controller of the Company 4.3.1 Particulars about change in controlling shareholders and actual controller of the Company □Applicable √Inapplicable 4.3.2 Introduction of especial situation for controlling shareholder and actual controller Actual controller of the Company: Air China Limited. Place: 9F/Sky Mansion, No.28 Building Tianzhu Road, Block A of Tianzhu Airport Industrial Zone, Shunyi District, Beijing. Legal Representative: Kong Dong Registered capital: RMB 12.892 billion Business scope: It was engaged in the domestic and overseas transportation business such as periodic and un-periodic aviation passenger, cargo, letter and baggage; domestic and overseas official flight business; airplane management business; repairing of aerostat; business agent among air companies; ground service and air courier services related with the main operations (excluding letter and articles with the nature of letters); tax-free commodities in airplane. Main shareholders: China National Aviation Group Co., Ltd., which accounted for 39.88% in total shares; Cathay Pacific Airways Ltd., which accounted for 18.54% in total shares. 4. 3. 3 Property right and controlling relationships between the actual controller of the Company and the Company is as follows: State-owned Assets Supervision & Administration Commission of State Council 会 100% China National Aviation Holding Company 39.88% Air China Limited 49.406% Shandong Aviation Group 22.8% 42% Shandong Airlines Co., Ltd. 5 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 §5. Particulars about Directors, Supervisors, Senior Executives 5.1 Particulars about changes in shares held by directors, supervisors and senior executives and their remunerations Total Drawing remunera remuner tion ation Share drawn from s Shares Reaso from the sharehol Begin date of End date of office held held at n for Company Name Title Sex Age ders’ office term term at year chang in the units or year- -end e report other begin period related (RMB’00 units or 00)(befor not e tax) ZHAN G Chairma Male 1955-4 2009-06-26 2012-06-25 0 0 0.00 Yes XING n FU MA Vice CHON Chairma Male 1965-6 2010-04-22 2012-06-25 0 0 0.00 Yes G n XIAN ZENG Director, GUO General Male 1953-10 2009-06-26 2012-06-25 0 0 99.69 No QIANG Manager Director, SU Standing JIAN Deputy Male 1954-3 2009-06-26 2012-06-25 0 0 81.19 No MIN General Manager Director, Vice XU General GUO Manager Male 1964-11 2010-01-29 2012-06-25 0 0 50.88 No JIAN , chief accounta nt WANG MING Director Male 1965-9 2009-06-26 2012-06-25 0 0 0.00 Yes YUAN KOU ZUN Director Male 1955-8 2009-06-26 2012-06-25 0 0 0.00 Yes XIAN WANG JIE Director Female 1958-6 2009-06-26 2012-06-25 0 0 0.00 Yes MING Independ WEI ent Male 1950-2 2009-06-26 2012-06-25 0 0 5.90 No JIN CAI Director Independ LI ent Male 1957-3 2009-06-26 2012-06-25 0 0 5.90 No CHUN Director QU Independ Male 1972-6 2009-06-26 2012-06-25 0 0 5.90 No WEN ent 6 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 ZHOU Director Chairma WANG n of FU board of Male 1953-6 2009-06-26 2012-06-25 0 0 0.00 Yes ZHU supervis ors XUE Supervis RUI Male 1961-3 2009-06-26 2012-06-25 0 0 0.00 Yes or TAO ZHAN Supervis Male 1965-5 2009-06-26 2012-06-25 0 0 0.00 Yes G KAI or Employe e supervis MIAO or, LIU general Male 1971-2 2009-06-26 2012-06-25 0 0 46.73 No BIN manager of flight departme nt Employe e supervis ZHOU or, vice QIAO general Female 1975-1 2009-06-26 2012-06-25 0 0 28.15 No YAN manager of cabin departme nt YU vice HAI general Male 1969-9 2009-06-26 2012-06-25 0 0 78.29 No TIAN manager SONG vice YU general Female 1956-1 2009-06-26 2012-06-25 0 0 81.08 No XIA manager LI vice QING general Male 1955-8 2009-06-26 2012-06-25 0 0 74.19 No EN manager vice QIU general Male 1967-1 2009-06-26 2012-06-25 0 0 63.20 No FENG manager ZHAN Chief G flight Male 1958-10 2009-06-26 2012-06-25 0 0 88.39 No QING trainer SHE XIONG Chief JIAN Male 1965-1 2009-12-01 2012-06-25 0 0 60.30 No engineer BO DONG Secretar QIAN y of the Male 1962-1 2009-06-26 2012-06-25 0 0 37.86 No TANG Board Total - - - - - 0 0 - 807.65 - Stocks option of the directors, supervisors and senior executives bestowed in the report period □Applicable √Inapplicable 5.2 Presences at the meetings of the Board by the directors 7 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 Whether Attending attending the the meeting Due Presence in meeting in Name of the in way of Entrusted Absence Positions Presence person person in directors communicat presence (times) (times) (times) successive ion two times or (times) not Zhang Xingfu Chairman 9 3 6 0 0 No Feng Gang Vice Chairman 6 2 4 0 0 No Director, General Zeng Guoqiang 9 3 6 0 0 No Manger Director, Su Zhongmin Standing Deputy 9 3 6 0 0 No General Manager Director, Deputy General Xu Guojian 6 2 4 0 0 No Manager, Chief Accountant Wang Mingyuan Director 9 2 6 1 0 No Kou Zunxian Director 9 3 6 0 0 No Wang Jieming Director 9 3 5 1 0 No Independent Wei Jincai 9 3 6 0 0 No director Independent Li Chun 9 3 6 0 0 No director Independent Qu Wenzhou 9 3 6 0 0 No director Explanations on not attending the meeting of the Board in person in successive two times Naught Meetings of the Board held 9 during the year (times) Of which: site meetings 3 (times) Meetings held in way of 6 communication (times) Meetings held in way of both site and communication 0 (times) §6. Report of the Board of Directors 6.1 Discussion and analysis by the management team 2010 was the key transition period breaking new ground for the future. Under support and leadership of various shareholder units, the Company deeply conducted scientific thought of development, overarched guideline to entire work, enhanced leading of strategy, seized management one hand and development another hand, made overall arrangements and gave top priority to what is the most important, scientifically and carefully decided, strongly promoted the arrange of fixed work, successfully realized fabulous operation and management performance which ensured 16 years of safe flight, made historic breakthrough in safe operation, comprehensive interest and innovated development etc. 1. Situation of safe production kept stable, safe management improved in stability In 2010, the Company ensured safe flight 172,000 hours plus 94,700 flights, respectively up 14.2% 8 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 and 8.9% over the same period of last year, no insecurity events beyond transport accidents symptom arising from the Company; smoothly passed the SMS supplementary appraisal of civil aviation administration, and became the first series of airline companies which got SMS operating standards; for the second time awarded with the Top Reliability Award for Mission CRJ-200 Fleet in Bombardier Asian Area, and put an end to parking in air of engine for 9 years; realized safe flight for 16 years and got the One Star of Safe Flight of national civil aviation. 2. Scientifically organized production, and the interest level climbed on a historic height In 2010, the Company completed total traffic mileage 1.178 billion kilometers, passengers transport volume 9.346 million persons, goods and mail transport volume 99,800 tons, respectively up 21.4%, 19.6% and 22.7% over the same period of last year; realized operating income of RMB 7.293 billion, up 35.90% over the same period of last year; total profit amount of RMB 0.845 billion, up 109.38% over the same period of last year 3. Started construction of service system of entire procedure, and the service quality was constantly improved On-schedule rate of flights in 2010 was 79.02%, ranking the 3rd position of the entire civil aviation; degree of satisfaction of passengers was 89.78%, upper than average level of the industry; complaint rate of passengers was 0.021 time per 10,000 persons, down 0.003 time over the same period of last year; luggage error rate was 0.362 time per 1,000 pieces, down 0.07 time over the same period of last year; successfully accomplished service guarantee tasks of World Expo, Asian Games and Asian Games for Disabled; ranked the 150th in evaluation of the 500 Most Valuable Brands in China, up 10 positions comparing with last year. 4. Completed main projects of organization transformation, internal control and management was preliminarily built Comprehensively completed installation of personnel and posts as well as payment reform, set up and completed order installation of posts, realized multiple channels development of staffs. On basis of increment reform, regulated optimization of remuneration structure, gave prominence to value of posts, enhanced remuneration motivation effect. Conducted and organized innovated looking back activities, further divided and defined responsibility of function department. 6.2 Statement of main operations classified according to industries or products Unit: RMB’0000 Main operations classified according to industries Increase/decre Increase/decre Increase/decrea ase in income ase in cost of se in gross Classified according Gross profit from Income from Cost of operations profit ratio to industries or ratio operations operations operations over the last over the last products (%) over the last year year year (%) (%) (%) Aviation transportation 717,330.54 545,972.00 23.89% 36.00% 33.62% Up 1.36 percentage point services Logistics transportation 1,337.88 246.53 81.57% 90.71% 29.05% Up 8.8 percentage point services Hotel and food 2,541.41 2,081.58 18.09% 10.57% 8.53% Up 1.54 services percentage point Main operations classified according to products Aviation transportation 717,330.54 545,972.00 23.89% 36.00% 33.62% Up 1.36 percentage point services Logistics transportation 1,337.88 246.53 81.57% 90.71% 29.05% Up 8.8 9 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 services percentage point Hotel and food 2,541.41 2,081.58 18.09% 10.57% 8.53% Up 1.54 services percentage point 6.3 Particulars about main operations classified according to areas Unit: RMB’0000 Increase/decrease in income Areas Income from operations from operations over last year (%) Domestic 694,311.49 34.56% Overseas 12,942.22 45.66% Area 13,956.12 150.98% 6.4 Items measured by adopting fair value √Applicable □Inapplicable Unit: RMB Change of Gains and loss accumulated Provision for Amount of Amount of Items form change fair value impairment of period-begin period-end of fair value calculated in this period equity Financial assets: 1. financial assets calculated with fair value and whose 11,341,846.48 -2,050,999.86 0.00 0.00 9,290,846.62 change was calculated in current gains and loss Including: derivative 11,341,846.48 -2,050,999.86 0.00 0.00 9,290,846.62 financial assets 2. Financial assets available for sale Subtotal of financial 11,341,846.48 -2,050,999.86 0.00 0.00 9,290,846.62 assets Financial liability 0.00 -3,865,809.52 0.00 0.00 3,865,809.52 Investment real estate Productive biological assets Other Total 11,341,846.48 13,156,656.14 6.5 Application of the raised proceeds □Applicable √Inapplicable Particulars about the changed projects with funds raised □Applicable √Inapplicable 6.6 Application of the proceeds not raised through shares offering □Applicable √Inapplicable 10 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 6.7 Explanation of the Board of Directors on changes to the accounting policy and accounting estimates, or reasons of modification of material accounting errors and the influences □Applicable √Inapplicable 6.8 Explanation of the Board of Directors on the “Qualified Opinion” made by the CPAs □Applicable √Inapplicable 6.9 The preplan of the profit distribution and capitalization of capital public reserve of the Board of Directors Audited by Reanda Certified Public Accountants accordance with Accounting Standards for Business Enterprise, the Company realized net profit of RMB 633.69 million in 2010.Till end of the December 31, 2010, profit of RMB 858.42 million was available for distribution for parent company. 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 2010 profit distribution plan to the shareholders’ general meeting, as follows: 1. Withdrawal of current statutory surplus reserve amounts to RMB 63.37 million. 2. Plans to distribute cash bonus amounting to RMB 120.00 million , taking the total shares 400,000,000 of the Company ended as Dec. 31, 2010 as the base, the cash bonus for each 10 share is RMB 3.00(Tax included). The profit distribution preplan would be handed into the 2010 Shareholders’ General Meeting of the Company for examination and discussion. Particulars about the cash bonus of the Company in previous three years Unit: RMB Net profit attributable Ratio of net profit to shareholders of attributable to Year for bonus Amount of cash bonus Distributable profit listed company in shareholders of listed distribution (tax included) during the year consolidated statement company in of bonus year consolidated statement 2009 80,000,000.00 302,282,325.68 26.47% 308,668,390.11 2008 0.00 80,981,442.68 0.00% 36,471,405.69 2007 0.00 68,171,958.24 0.00% -39,938,895.93 The proportion of accumulative cash bonus during recent three 53.16% years in latest annual average net profit (%) The Company didn’t put forward cash profit distribution preplan though the Company achieved the profit in the report period □Applicable √Inapplicable §7. Significant Events 7.1 Purchase of assets √Applicable □Inapplicable Unit: RMB’0000 Net profit Net profit Assets Credit The contributed contributed rights and related to the to the concer The other liabilit relation Company Company Related Princip ned party of y ship(ap Assets Purchase Purchase from the from the transact le of transfe transactio concer plicabl purchased date price purchase year-begin to ion or price rred n or final ned e for date to the the not setting owner controller shifted related year-end(app year-end(app ship fully transact licable for licable for fully or not ion) enterprise enterprise or not 11 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 merger under merger under the the common uncommon control) control) 100% Whethe equity of r the Qingdao related Feisheng party Shangdon Internatio was the g Airline nal Airline Auctio 2010-11-29 5,074.01 -45.49 Yes Yes Yes biggest Group Technolog n shareho Co., Ltd y lder of Developm the ent Compa Training ny Co., Ltd 7.2 Sales of assets □Applicable √Inapplicable Influences on the business continuity and stability of management of the Company by the matters 7.1 and 7.2 concerned Naught 7.3 Significant guarantees □Applicable √Inapplicable 7.4 Significant related transaction 7.4.1 Related transaction connected to routine operations √Applicable □Inapplicable Unit: RMB’0000 Sell products and supply labor force to Purchase products and accept labor the related parties force from related parties Related parties Proportion in the Proportion in the Transaction amount amount of the same Transaction amount amount of the same transaction transaction Taikoo (Shandong) Aircraft 0.00 0.00% 7,833.80 16.75% Engineering Co., Ltd Shandong Aviation Group 0.00 0.00% 1,180.41 28.98% Air China Limited 1,300.00 76.70% 1,411.84 2.14% Shandong Xiangyu Aero 0.00 0.00% 2,994.29 6.40% Technical Services Co., Ltd. Total 1,300.00 76.70% 13,420.34 54.27% Of which: In the report period, the related transaction amount the listed companies sold products or supplied labor forced for the controlling shareholders and its subsidiaries was RMB 00.00. The above mentioned related transaction exceed the predicted amount mainly due to that with recover and constantly increased demands of civil aviation the actual flight time of airplanes of the Company rented Explanation on difference from predicted temporary by China Airline and ground service provided disclosure of year-begin exceeded the prediction, however, the transaction price was in a fair value way and do no harm to the adverse effects of the operational structure and harmless to the interest of shareholders of the Company. 7.4.2 Related current credits and liabilities 12 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 □Applicable √Inapplicable 7.4.3 Occupation and its progress of paying off on non-operational funds by largest shareholder and its affiliated enterprises □Applicable √Inapplicable 7.5 Entrusted assets management □Applicable √Inapplicable 7.6 Implementation of commitments Commitments made by the listed company and its directors, supervisors, senior executives, the shareholders with holding above 5% shares and its actual controller in the report period or lasting until the report period. √Applicable □Inapplicable Commitment event Promisee Content of commitment Fulfillment Share reform commitment Commitments made in purchase report and equity change report Commitments made when assets reorganization Commitments made when issuing When the Company competed to purchase 100% equity of Qingdao Feisheng, the biggest shareholder of Shangdong Airlines After appraisal, Group made compensation committee for the profit of the profit prediction in accordance with the first year of Appraisal Report: the net profit of Qingdao Qingdao Feisheng in future 3 years were respectively Shangdong Feisheng reached Other commitment (appended 4804900yuan, 5361400 yuan and 5778400 Airlines Group the committed commitments included) yuan with calculation method of equity. If Co., Ltd target, thus the future operation performance of Shangdong Qingdao Feisheng doesn’t reach the Airlines needn’t predicted profit under the insisting of base cash of estimation, and the difference does harm compensation. to the interests of the Company, Shangdong Airlines made committee to make cash compensation for the difference. 7.7 Significant lawsuit and arbitrations □ Applicable √Inapplicable 7.8 Other significant events and analysis on their influences and solutions 7.8.1 Particulars about securities investment □Applicable √Inapplicable 7.8.2 Equity of other listed companies held □Applicable √Inapplicable 7.8.3 Equities of companies to be listed and unlisted financial enterprises held □Applicable √Inapplicable 7.8.4 Particulars about the purchases and sales on equities of other listed company □Applicable √Inapplicable 7.8.5 Other consolidated incomes Unit: RMB Amount occurred in the Amount occurred in last Items report period report period 1. Gains/losses from financial assets available for sales 13 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 Less: Income tax influences from financial assets available for sales Net amount reckoned into other consolidated income in previous period but transferred into gains/losses in current period Subtotal 2. Shares in the other consolidated income of the investee calculated based on equity method Less: Income tax influences of shares in the other consolidated income of the investee calculated based on equity method Net amount reckoned into other consolidated income in previous period but transferred into gains/losses in current period Subtotal 3. Gains/losses from cash flow hedge instrument Less: Income tax influences from cash flow hedge Net amount reckoned into other consolidated income in previous period but transferred into gains/losses in current period Adjusted amount transferred to initial confirmed amount of the arbitraged items Subtotal 4. Differences from translating foreign currency financial statements Less: Net amount of disposing overseas business transferred to current gains/losses Subtotal 5. Others Less: Income tax influences by others reckoned into other consolidated income Net amount reckoned into other consolidated income in previous period but transferred into gains/losses in current period Subtotal 0.00 0.00 Total 0.00 0.00 §8. Report of the Supervisory Committee √Applicable □Inapplicable (I) Particulars about the work of Supervisory Committee In 2010, 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 14 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 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 five meetings of the Supervisory Committee and attended all Shareholders’ General Meetings and meetings of the Board in 2010. In the report period, particular about the Meetings of Supervisory Committee and comments: 1. On January 8, 2010, the Supervisory Committee held a meeting to comment on the Proposal of Accounting Estimation Alteration of Shandong Airlines Co., Ltd., which was proposed by the 1 st Extraordinary Shareholders’ General Meeting 2010 of the 4th session of the Board. 2. The 2nd meeting of the 4th session of Supervisory Committee was held by the Company on March 24, 2010. The meeting examined and approved the following proposals: (1) The 2009 Working Report of Supervisory Committee of Shandong Airlines Co., Ltd.; (2) The 2009 Annual Report and Summary of Shandong Airlines Co., Ltd; (3) Self-Evaluation Report on Internal Control of the Company (2009) Announcement resolutions of the meeting were published at China Securities Journal, Securities Times and Hong Kong Commercial Daily dated March 26, 2010. 3. The meeting of Supervisory Committee was held by the Company on April 22, 2010, and approved the 1st Quarterly Report 2010 of Shandong Airlines Co., Ltd. 4. The meeting of Supervisory Committee was held by the Company on August 28, 2010, and approved the Semi-Annual Report 2010 of Shandong Airlines Co., Ltd and its Summary. 5. The meeting of Supervisory Committee was held by the Company on October 25, 2010, and approved the 3rd Quarterly Report 2010 of Shandong Airlines Co., Ltd. (II) Independent Opinions of the Supervisory Committee on relevant events in 2010 1. Operation according to laws In 2010 the Company operated according to relevant national laws and rules, provision of Company Charter as well as decision and authorization of Shareholders’ General Meeting and the Board of Directors; major decision was scientific and reasonable, deciding process was lawful; directors and senior executives were diligent and responsible when performing their duties, and no behaviors against law, rules as well as company charter or doing harm to interest of the Company and shareholders were found; operators of the Company carefully performed various decisions of the Board of Directors, tightly seized opportunity, got over various difficulties, exceedingly completed production and operation plan made at year-begin and profiting goals, and no behaviors against rules was found in operation. 2. Finance management of the Company In 2010, the board of supervisors carefully investigated finance system, internal control system and financial condition of the Company, and audited accounting statement and financial information of the Company, believed: compiling of the financial statement conformed to relevant rules of the Corporate Accounting System and the Corporate Accounting Rules, the internal control system of financial accounting was complete, no major information was left out and no false information was recorded. The financial condition and operating performance as well as cash flow were in a better situation, the 2010 annual report could truthfully reflect financial condition and operation performance of the Company. 3. Particular about external guarantee and fund occupation In 2010, the Company no external guarantee occurred, and no fund occupation on non-operating capitals by largest shareholders and no other violation of shareholders’ interest occurred either. 4. Opinions on self-evaluation on internal control of the Company from Supervisory Committee The Supervisory Committee believes that: a perfection internal control system was established by the Company with an effective-ness execution. The self-evaluation report on the internal control of the Company shows a true and objective situation on the establishment and execution of the internal control system of the Company. 15 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 §9. Financial Report 9.1 Auditor’s opinions Audited or not Yes Auditor’s opinions Standard unqualified auditor’s opinions Ref. No. of auditor’s Reanda SZi No.[2011]1193 report Title of auditor’s report Auditor’s Report Receiver of auditor’s Shareholders of Shanhang Airlines Co., Ltd. report We have audited the accompanying financial statements of Shandong Airlines Co., Ltd. (“the Company”), including balance sheet and consolidated balance sheet of 31 December 2010, and profit statement and consolidated profit statement, and cash flow statement and Introduction paragraph consolidated cash flow statement, and statement on changes of owners’ equity and consolidated statement on changes of owners’ equity for the year ended, and notes to the financial statements for the year ended. The Company's management is responsible for the preparation and fair presentation of the financial statements in accordance with the Enterprises Accounting Standards and Responsibilities Enterprises Accounting System. The responsibility includes: (1) designing, performing paragraph of the and maintaining internal control related to the preparation and fair presentation of the management on the financial statements, which are free from material misstatements whether due to frauds or financial statements errors; (2) choosing and applying right accounting policies; (3) making reasonable accounting estimates. Our responsibility is to express an audit opinion on these financial statements based on our audit. We performed our audit in accordance with Chinese Certified Public Accountants Auditing Standards. Those standards require us to comply with professional ethics, and to plan and perform our audit so as to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures of the financial statements. The selective audit procedures depend on auditor’s Responsibilities judgment, including the evaluation of the risk of material misstatement of the paragraph of the CPA consolidated financial statements due to frauds or errors. When evaluating risk, we consider internal control related to financial statements, in order to design auditing procedures, but not for the purpose of expressing an opinion on the internal control’s effectiveness. An audit also includes assessing the appropriateness of the accounting policies adopted and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that we have obtained sufficient and appropriate audit evidences to provide a basis for our audit opinion. In our opinion, the Company’s financial statements have been prepared in accordance Paragraph of auditor’s with the Enterprises Accounting Standards and Enterprises Accounting System, and they opinions fairly present, in all material respects, the financial position of the Company as of December 31, 2010, and its operation results and cash flows for the year ended. Non-standard opinions Name of audit institution Reanda Certified Public Accountants Address of audit Room 2008 on 20/F, East District of No.1 Building, No.100, Xili Street, Balizhuang, institution Chaoyang District, Beijing Date of auditor’s report 2011-03-25 Name of the Certified Accountants Sun Yibin/ Yang Yunhui 9.2 Financial statement 9.2.1 Balance Sheet Prepared by Shandong Airlines Co., Ltd. December 31, 2010 Unit: RMB Balance at period-end Balance at year-begin Items Consolidation Parent Company Consolidation Parent Company 16 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 Current assets: Monetary funds 333,572,647.76 328,897,146.25 194,065,742.69 179,813,989.83 Settlement provisions Capital lent Transaction finance asset 9,290,846.62 9,290,846.62 11,341,846.48 11,341,846.48 Notes receivable Accounts receivable 192,444,914.49 185,873,337.88 142,545,895.96 140,731,572.47 Accounts paid in advance 28,353,455.80 28,201,391.84 22,504,262.48 22,370,882.70 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Interest receivable 1,409,528.13 1,409,528.13 Dividend receivable 1,617,642.00 1,617,642.00 Other receivables 224,905,440.68 225,345,428.46 160,552,013.99 160,483,475.47 Purchase restituted finance asset Inventories 77,787,249.46 77,787,249.46 65,267,781.10 65,267,781.10 Non-current asset due within one year Other current assets Total current assets 867,764,082.94 856,804,928.64 597,895,184.70 581,627,190.05 Non-current assets: Granted loans and advances Finance asset available for sales Held-to-maturity securities Long-term account receivable Long-term equity investment 88,352,100.00 169,842,785.43 88,352,100.00 112,165,305.97 Investment property Fixed assets 6,616,497,360.85 6,551,672,655.53 6,631,600,764.96 6,619,089,545.44 Construction in progress 937,253,250.34 925,773,327.54 422,277,445.58 422,277,445.58 Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 47,146,366.53 32,299,511.53 47,895,073.21 33,013,562.26 Expense on Research and Development Goodwill 10,220,816.22 Long-term expenses to be 229,830,196.19 229,493,082.25 216,546,250.96 216,370,254.46 apportioned Deferred income tax asset 126,735,195.78 126,425,389.96 91,836,911.34 91,812,136.84 Other non-current asset Total non-current asset 8,056,035,285.91 8,035,506,752.24 7,498,508,546.05 7,494,728,250.55 Total assets 8,923,799,368.85 8,892,311,680.88 8,096,403,730.75 8,076,355,440.60 Current liabilities: Short-term loans 1,001,269,036.73 1,001,269,036.73 739,819,020.88 739,819,020.88 17 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Transaction financial 3,865,809.52 3,865,809.52 liabilities Notes payable 135,042,835.33 135,042,835.33 182,124,331.32 182,124,331.32 Accounts payable 1,008,600,051.49 1,009,216,769.85 812,032,950.07 810,639,584.15 Accounts received in 202,453,668.78 200,972,965.98 117,956,240.43 117,467,352.04 advance Selling financial asset of repurchase Commission charge and commission payable Wage payable 236,150,660.44 236,130,188.66 135,033,537.40 135,018,545.42 Taxes payable 170,115,170.97 169,899,177.32 177,564,425.49 177,319,512.46 Interest payable 9,656,528.23 9,569,756.23 4,001,134.66 4,001,134.66 Dividend payable 11,940.00 11,940.00 11,940.00 11,940.00 Other accounts payable 140,733,981.14 141,469,803.57 124,930,463.59 124,872,192.44 Reinsurance payables Insurance contract reserve Security trading of agency Security sales of agency Non-current liabilities due 476,767,879.05 464,467,879.05 535,108,457.71 535,108,457.71 within 1 year Other current liabilities Total current liabilities 3,384,667,561.68 3,371,916,162.24 2,828,582,501.55 2,826,382,071.08 Non-current liabilities: Long-term loans 3,180,283,177.55 3,180,283,177.55 3,402,752,588.39 3,402,752,588.39 Bonds payable Long-term account payable 863,013,847.54 863,013,847.54 968,968,451.94 968,968,451.94 Special accounts payable Projected liabilities Deferred income tax 2,322,711.66 2,322,711.66 2,835,461.62 2,835,461.62 liabilities Other non-current liabilities 73,390,628.74 73,390,628.74 27,718,573.00 27,718,573.00 Total non-current liabilities 4,119,010,365.49 4,119,010,365.49 4,402,275,074.95 4,402,275,074.95 Total liabilities 7,503,677,927.17 7,490,926,527.73 7,230,857,576.50 7,228,657,146.03 Owner’s equity (or shareholders’ equity): Paid-in capital (or share 400,000,000.00 400,000,000.00 400,000,000.00 400,000,000.00 capital) Capital public reserve 84,050,162.84 84,050,162.84 84,050,162.84 84,050,162.84 Less: Inventory shares Reasonable reserve Surplus public reserve 122,944,754.89 122,284,050.36 59,576,069.03 58,915,364.50 Provision of general risk Retained profit 799,664,252.17 795,050,939.95 308,668,390.11 304,732,767.23 Balance difference of foreign currency translation 18 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 Total owner’s equity attributable to parent 1,406,659,169.90 1,401,385,153.15 852,294,621.98 847,698,294.57 company Minority interests 13,462,271.78 13,251,532.27 Total owner’s equity 1,420,121,441.68 1,401,385,153.15 865,546,154.25 847,698,294.57 Total liabilities and owner’s 8,923,799,368.85 8,892,311,680.88 8,096,403,730.75 8,076,355,440.60 equity 9.2.2 Profit Statement Prepared by Shandong Airlines Co., Ltd. January-December, 2010 Unit: RMB Amount in this period Amount in last period Items Consolidation Parent Company Consolidation Parent Company I. Total operating income 7,292,615,957.10 7,284,474,069.23 5,366,113,363.68 5,362,673,481.18 Including: Operating income 7,292,615,957.10 7,284,474,069.23 5,366,113,363.68 5,362,673,481.18 Interest income Insurance gained Commission charge and commission income II. Total operating cost 6,461,293,024.92 6,454,275,861.75 5,095,949,275.87 5,094,605,991.37 Including: Operating cost 5,487,590,890.83 5,484,462,677.17 4,110,033,275.19 4,111,698,242.88 Interest expense Commission charge and commission expense Cash surrender value Net amount of expense of compensation Net amount of withdrawal of insurance contract reserve Bonus expense of guarantee slip Reinsurance expense Operating tax and extras 205,209,128.98 204,810,196.58 158,797,763.77 158,446,999.40 Sales expenses 480,347,949.12 480,347,949.12 346,387,720.51 346,387,720.51 Administration expenses 136,465,813.62 133,056,074.42 228,619,847.42 225,696,583.77 Financial expenses 150,515,922.36 150,659,261.66 251,871,219.83 252,180,082.66 Losses of devaluation of 1,163,320.01 939,702.80 239,449.15 196,362.15 asset Add: Changing income of fair value(Loss is listed with -5,916,809.38 -5,916,809.38 -12,118,965.63 -12,118,965.63 “-”) Investment income (Loss is -1,720,112.18 -1,720,112.18 3,715,867.94 3,715,867.94 listed with “-”) Including: Investment income on affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss 823,686,010.62 822,561,285.92 261,760,990.12 259,664,392.12 is listed with “-”) Add: Non-operating income 29,012,243.89 29,012,243.84 155,122,260.87 155,122,260.87 Less: Non-operating expense 8,153,807.83 8,068,071.01 13,521,945.17 13,520,445.27 Including: Disposal loss of 7,708,562.86 7,622,991.01 13,495,868.42 13,494,368.52 non-current asset 19 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 IV. Total Profit (Loss is 844,544,446.68 843,505,458.75 403,361,305.82 401,266,207.72 listed with “-”) Less: Income tax 209,969,159.25 209,818,600.17 100,618,103.42 100,412,795.16 V. Net profit (Net loss is 634,575,287.43 633,686,858.58 302,743,202.40 300,853,412.56 listed with “-”) Net profit attributable to owner’s equity of parent 634,364,547.92 633,686,858.58 302,282,325.68 300,853,412.56 company Minority shareholders’ gains 210,739.51 0.00 460,876.72 0.00 and losses VI. Earnings per share i. Basic earnings per share 1.59 0.76 ii. Diluted earnings per share 1.59 0.76 VII. Other consolidated income VIII. Total consolidated 634,575,287.43 633,686,858.58 302,743,202.40 300,853,412.56 income Total consolidated income attributable to owners of 634,364,547.92 633,686,858.58 302,282,325.68 300,853,412.56 parent company Total consolidated income attributable to minority 210,739.51 0.00 460,876.72 0.00 shareholders As for combination of enterprise under the same control in this period, the combined party realized net profit before consolidation: RMB 0.00. 9.2.3 Cash Flow Statement Prepared by Shandong Airlines Co., Ltd. January-December, 2010 Unit: RMB Amount in this period Amount in last period Items Consolidation Parent Company Consolidation Parent Company I. Cash flows arising from 7,352,842,476.95 7,338,125,353.04 5,372,538,176.19 5,371,074,050.51 operating activities: Cash received from selling commodities and providing labor services Net increase of customer deposit and interbank deposit Net increase of loan from central bank Net increase of capital borrowed from other financial institution Cash received from original insurance contract fee Net cash received from reinsurance business Insured savings and net increase of investment Net increase of disposal of transaction financial asset Cash received from interest, commission charge and commission Net increase of capital borrowed 20 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 Net increase of returned business capital Write-back of tax received 97,024,882.28 100,423,221.27 144,094,051.53 143,549,876.83 Other cash received concerning operating 7,449,867,359.23 7,438,548,574.31 5,516,632,227.72 5,514,623,927.34 activities Subtotal of cash inflow arising from operating 4,295,519,127.79 4,291,454,969.98 3,288,589,954.21 3,290,761,891.91 activities Cash paid for purchasing commodities and receiving labor service Net increase of customer loans and advances Net increase of deposits in central bank and interbank Cash paid for original insurance contract compensation Cash paid for interest, commission charge and commission Cash paid for bonus of 827,331,854.08 824,315,034.77 614,147,622.35 612,051,079.62 guarantee slip Cash paid to/for staff and 497,696,065.27 496,457,992.65 199,428,230.46 198,501,653.16 workers Taxes paid 154,241,682.28 154,456,869.48 97,119,270.28 96,311,963.23 Other cash paid concerning 5,774,788,729.42 5,766,684,866.88 4,199,285,077.30 4,197,626,587.92 operating activities Subtotal of cash outflow arising from operating 1,675,078,629.81 1,671,863,707.43 1,317,347,150.42 1,316,997,339.42 activities Net cash flows arising from operating activities II. Cash flows arising from investing activities: Cash received from 2,853,033.15 2,853,033.15 2,098,225.94 2,098,225.94 recovering investment Cash received from 26,880.00 26,880.00 327,572,914.09 327,572,914.09 investment income Net cash received from disposal of fixed, intangible and other long-term assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing 2,879,913.15 2,879,913.15 329,671,140.03 329,671,140.03 activities Subtotal of cash inflow from 1,085,247,694.21 1,073,446,055.08 1,002,204,067.04 1,001,881,192.04 investing activities Cash paid for purchasing fixed, intangible and other long-term assets Cash paid for investment 21 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 Net increase of 43,095,223.17 50,740,053.00 mortgaged loans Net cash received from 15,902,881.83 15,902,881.83 subsidiaries and other units Other cash paid concerning 1,144,245,799.21 1,140,088,989.91 1,002,204,067.04 1,001,881,192.04 investing activities Subtotal of cash outflow -1,141,365,886.06 -1,137,209,076.76 -672,532,927.01 -672,210,052.01 from investing activities Net cash flows arising from investing activities III. Cash flows arising from financing activities Cash received from absorbing investment Including: Cash received from absorbing 1,619,256,428.26 1,619,256,428.26 2,228,373,619.53 2,228,373,619.53 minority shareholders’ investment by subsidiaries Cash received from loans Cash received from 11,459,417.00 11,459,417.00 issuing bonds Other cash received concerning financing 1,630,715,845.26 1,630,715,845.26 2,228,373,619.53 2,228,373,619.53 activities Subtotal of cash inflow from 1,543,956,930.32 1,535,656,930.32 2,345,081,757.10 2,345,081,757.10 financing activities Cash paid for settling debts 228,396,529.91 228,062,165.48 195,890,585.87 195,890,585.87 Cash paid for dividend and profit distributing or interest paying Including: Dividend and profit of minority 292,679,544.51 292,679,544.51 327,783,543.29 327,783,543.29 shareholder paid by subsidiaries Other cash paid concerning 2,065,033,004.74 2,056,398,640.31 2,868,755,886.26 2,868,755,886.26 financing activities Subtotal of cash outflow -434,317,159.48 -425,682,795.05 -640,382,266.73 -640,382,266.73 from financing activities Net cash flows arising from -122,729.57 -122,729.57 -35,585.75 -35,585.75 financing activities IV. Influence on cash due to 99,272,854.70 108,849,106.05 4,396,370.93 4,369,434.93 fluctuation in exchange rate V. Net increase of cash and 49,333,429.81 35,081,676.95 44,937,058.88 30,712,242.02 cash equivalents Add: Balance of cash and cash equivalents at the period 148,606,284.51 143,930,783.00 49,333,429.81 35,081,676.95 -begin VI. Balance of cash and cash 7,352,842,476.95 7,338,125,353.04 5,372,538,176.19 5,371,074,050.51 equivalents at the period -end 22 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 9.2.4 Consolidated Statement on Changes of Owners’ Equity Prepared by Shandong Airlines Co., Ltd. 2010 Unit: RMB Amount in this report period Amount in last year Owners’ equity attributable to the parent company Owners’ equity attributable to the parent company Genera Minorit Total Paid-up Genera Minorit Total Items Paid-up Capital Less: Reason Surplus l risk Retaine y’s owners’ capital Capital Less: Reason Surplus l risk Retaine y’s owners’ capital reserve Treasur able reserve Others reserve Treasur able reserve Others (Share provisi d profit equity equity (Share provisi d profit equity equity s y Stock capital) reserve s s y Stock reserve s on capital) on 400,00 308,66 865,54 400,00 562,80 I. Balance at the end of the 84,050, 59,576, 13,251, 84,050, 29,490, 36,471, 12,790, 0,000.0 8,390.1 6,154.2 0,000.0 2,951.8 last year 162.84 069.03 532.27 162.84 727.77 405.69 655.55 0 1 5 0 5 Add: Changes of accounting policy Error correction of the last period Others 400,00 308,66 865,54 400,00 562,80 II. Balance at the beginning 84,050, 59,576, 13,251, 84,050, 29,490, 36,471, 12,790, 0,000.0 8,390.1 6,154.2 0,000.0 2,951.8 of this year 162.84 069.03 532.27 162.84 727.77 405.69 655.55 0 1 5 0 5 III. Increase/ Decrease in this 490,99 554,57 272,19 302,74 63,368, 210,73 30,085, 460,87 year (Decrease is listed with 5,862.0 5,287.4 6,984.4 3,202.4 685.86 9.51 341.26 6.72 “-”) 6 3 2 0 634,36 634,57 302,28 302,74 210,73 460,87 (I) Net profit 4,547.9 5,287.4 2,325.6 3,202.4 9.51 6.72 2 3 8 0 (II) Other consolidated 23 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 income 634,36 634,57 302,28 302,74 210,73 460,87 Subtotal of (I) and (II) 4,547.9 5,287.4 2,325.6 3,202.4 9.51 6.72 2 3 8 0 (III) Owners’ devoted and decreased capital 1. Owners’ devoted capital 2. Amount calculated into owners’ equity paid in shares 3. Others -143,36 63,368, -80,000 30,085, -30,085 (IV) Profit distribution 8,685.8 685.86 ,000.00 341.26 ,341.26 6 1. Withdrawal of surplus 63,368, -63,368 30,085, -30,085 reserves 685.86 ,685.86 341.26 ,341.26 2. Withdrawal of general risk provisions 3. Distribution for owners -80,000 -80,000 (shareholders) ,000.00 ,000.00 4. Others (V) Carrying forward internal owners’ equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 24 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 3. Remedying loss with surplus reserve 4. Others (VI) Reasonable reserve 1. Withdrawal in the report period 2. Usage in the report period (VII) Other 400,00 122,94 799,66 1,420,1 400,00 308,66 865,54 IV. Balance at the end of the 84,050, 13,462, 84,050, 59,576, 13,251, 0,000.0 4,754.8 4,252.1 21,441. 0,000.0 8,390.1 6,154.2 report period 162.84 271.78 162.84 069.03 532.27 0 9 7 68 0 1 5 9.2.5 Statement on Changes of Owners’ Equity of Parent Company Prepared by Shandong Airlines Co., Ltd. 2010 Unit: RMB Amount in this report period Amount in last year Paid-up Paid-up Less: General Total Less: General Total Items capital Capital Reasonab Surplus Retained capital Capital Reasonab Surplus Retained Treasury risk owners’ Treasury risk owners’ (Share reserves le reserve reserves profit (Share reserves le reserve reserves profit Stock provision equity Stock provision equity capital) capital) I. Balance at the end of the 400,000,0 84,050,16 58,915,36 304,732,7 847,698,2 400,000,0 84,050,16 28,830,02 33,964,69 546,844,8 last year 00.00 2.84 4.50 67.23 94.57 00.00 2.84 3.24 5.93 82.01 Add: Changes of accounting policy Error correction of the last period Others 25 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 II. Balance at the beginning 400,000,0 84,050,16 58,915,36 304,732,7 847,698,2 400,000,0 84,050,16 28,830,02 33,964,69 546,844,8 of this year 00.00 2.84 4.50 67.23 94.57 00.00 2.84 3.24 5.93 82.01 III. Increase/ Decrease in this 63,368,68 490,318,1 553,686,8 30,085,34 270,768,0 300,853,4 year (Decrease is listed with 5.86 72.72 58.58 1.26 71.30 12.56 “-”) 633,686,8 633,686,8 300,853,4 300,853,4 (I) Net profit 58.58 58.58 12.56 12.56 (II) Other consolidated income 633,686,8 633,686,8 300,853,4 300,853,4 Subtotal of (I) and (II) 58.58 58.58 12.56 12.56 (III) Owners’ devoted and decreased capital 1. Owners’ devoted capital 2. Amount calculated into owners’ equity paid in shares 3. Others 63,368,68 -143,368, -80,000,0 30,085,34 -30,085,3 (IV) Profit distribution 5.86 685.86 00.00 1.26 41.26 1. Withdrawal of surplus 63,368,68 -63,368,6 30,085,34 -30,085,3 reserves 5.86 85.86 1.26 41.26 2. Withdrawal of general risk provisions 3. Distribution for owners -80,000,0 -80,000,0 (shareholders) 00.00 00.00 4. Others 26 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 (V) Carrying forward internal owners’ equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with profit surplus 4. Others (VI) Reasonable reserve 1. Withdrawal in the report period 2. Usage in the report period (VII) Other IV. Balance at the end of the 400,000,0 84,050,16 122,284,0 795,050,9 1,401,385 400,000,0 84,050,16 58,915,36 304,732,7 847,698,2 report period 00.00 2.84 50.36 39.95 ,153.15 00.00 2.84 4.50 67.23 94.57 27 Shandong Airlines Co., Ltd. Summary of Annual Report 2010 9.3 Explanation on changes of accounting policy, accounting estimation and settlement method compared with the latest annual report □Applicable √Inapplicable 9.4 Contents, correction amount, reason and its influence of significant accounting errors □Applicable √Inapplicable 9.5 Explanation on change of consolidated scope compared with the latest annual report √Applicable □Inapplicable On November 29, 2010, the Company purchased equity of Qingdao Feisheng held by Shangdong Airlines, thus Qingdao Feisheng became the wholly-owned subsidiary of the Company. Besides for the change, the consolidated financial statement in reporting period was the same with that of last year. Board of Directors of Shandong Airlines Co., Ltd. March 25, 2011 28