Shandong Airlines Co., Ltd. Summary of Annual Report for 2011 Shandong Airlines Co., Ltd. Summary of Annual Report 2011 §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 2011 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 Wang Mingyuan Director Business Ma Chonxian 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 2.2 Contact person and method Authorized Representative in Charge Secretary of the Board of Directors of Securities Affairs Name Dong Qiantang Fan Peng 19/F, SDA Building, No. 5746, Er 8/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 Unit: RMB Increase/decrease in this 2011 2010 year compared with that 2009 of last year (%) Total operating 9,666,969,745.20 7,292,615,957.10 32.56% 5,366,113,363.68 income (RMB) Operation profit 993,953,929.71 823,686,010.62 20.67% 261,760,990.12 (RMB) Total profit (RMB) 1,031,016,217.61 844,544,446.68 22.08% 403,361,305.82 Net profit 771,225,549.05 634,364,547.92 21.57% 302,282,325.68 1 Shandong Airlines Co., Ltd. Summary of Annual Report for 2011 attributable to shareholders of the listed company (RMB) Net profit attributable to shareholders of the listed company 751,635,820.83 625,449,962.16 20.18% 203,597,306.19 after deducting non-recurring gains and losses (RMB) Net cash flow arising from 2,245,050,664.90 1,675,078,629.81 34.03% 1,317,347,150.42 operating activities (RMB) Increase/decrease at the end of this year compared At the end of 2011 At the end of 2010 At the end of 2009 with that at the end of last year (%) Total assets (RMB) 9,772,985,545.97 8,923,799,368.85 9.52% 8,096,403,730.75 Total liability 7,723,740,626.16 7,503,677,927.17 2.93% 7,230,857,576.50 (RMB) Owners’ equity attributable to shareholders of the 2,049,244,919.81 1,406,659,169.90 45.68% 852,294,621.98 listed company (RMB) Total share capital 400,000,000.00 400,000,000.00 0.00% 400,000,000.00 (Share) 3.2 Major financial indexes Unit: RMB Increase/decrease this 2011 2010 year compared with 2009 that last year (%) Basic earnings per share 1.93 1.59 21.57% 0.76 (RMB/Share) Diluted earnings per share 1.93 1.59 21.57% 0.76 (RMB/Share) Basic earnings per share after deducting 1.88 1.56 20.18% 0.51 non-recurring gains and losses (RMB/Share) Weighted average return 11.79 percentage d 45.05% 56.84% 43.11% on equity (%) own Weighted average return on equity after deducting 12.14 percentage 43.90% 56.04% 29.04% non-recurring gains and down losses (%) Net cash flow arising from operating activities 5.61 4.19 34.03% 3.29 per share (RMB/Share) Increase/decrease at At the end of 2011 At the end of 2010 the end of this year At the end of 2009 compared with that at the end of last year 2 Shandong Airlines Co., Ltd. Summary of Annual Report for 2011 (%) Net asset per share attributable to shareholders of 5.12 3.52 45.68% 2.13 listed company (RMB/Share) 5.06 percentage Asset-liability ratio(%) 79.03% 84.09% 89.31% down 3.3 Items of non-recurring gains and losses √Applicable □Inapplicable Unit: RMB Note(If Items of non-recurring gains and losses Amount of 2011 Amount of 2010 Amount of 2009 applicable) Gains and losses from the disposal of -9,599,890.07 -7,700,920.17 2,758,500.92 non-current asset Governmental subsidy calculated into Government route current gains and losses, while closely subsidy and others related with the business of the Company, excluding the fixed-amount 21,698,008.50 16,013,518.70 135,213,761.47 or fixed-proportion governmental subsidy according to the unified national 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 -10,862,464.69 -8,872,312.71 -10,020,739.69 assets and transaction financial liabilities and financial assets available for sales, excluded effective hedging business relevant with normal operations of the Company Other non-operating income and Other non-operating expenditure except for the 24,964,169.47 income/expenditure 12,545,837.53 3,628,053.31 aforementioned items Effect of income tax -6,751,319.93 -3,071,587.08 -32,894,894.00 Effect of equity of minority shareholders 141,224.94 49.49 337.48 Total 19,589,728.22 8,914,585.76 98,685,019.49 §4. Particulars about Shareholders and controlling block diagram 4.1 Statement of shares held by top 10 shareholders and top 10 circulated shareholders Unit: Share Total shareholders at one Total shareholders at 18,512 month-earlier of the date for 18,318 year-end of 2011 annual report disclosed 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 Domestic Yao Ming 0.57% 2,288,700 0 0 natural person 3 Shandong Airlines Co., Ltd. Summary of Annual Report for 2011 GUOTAI JUNAN Foreign legal SECURITIES(HONGKO 0.56% 2,250,532 0 0 person NG) LIMITED Foreign Chen Tianming 0.40% 1,590,322 0 0 natural person Domestic Chen Jingjian 0.34% 1,378,200 0 0 natural person Foreign HUANG LIU LIA 0.23% 918,917 0 0 natural person Domestic Ou Yanping 0.23% 903,343 0 0 natural person WANXIANG INTERNATIONAL Foreign legal 0.21% 833,300 0 0 INVESTMENT person CORPORATION Domestic Ye Qufa 0.20% 809,600 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 Yao Ming 2,288,700 Domestically listed foreign share GUOTAI JUNAN 2,250,532 Domestically listed foreign share SECURITIES(HONGKONG) LIMITED Chen Tianming 1,590,322 Domestically listed foreign share Chen Jingjian 1,378,200 Domestically listed foreign share HUANG LIU LIA 918,917 Domestically listed foreign share Ou Yanping 903,343 Domestically listed foreign share WANXIANG INTERNATIONAL 833,300 Domestically listed foreign share INVESTMENT CORPORATION Ye Qufa 809,600 Domestically listed foreign share Bao Xiuzhen 800,000 Domestically listed foreign share JOHN POSS 748,300 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. 4.2 Property right and controlling relationships between the actual controller of the Company and the Company is as follows: 4 Shandong Airlines Co., Ltd. Summary of Annual Report for 2011 Shandong Aviation Group 42% Shandong Airlines Co., Ltd. §5. Report of the Board of Directors 5.1 Discussion and analysis by the management team The year 2011 represented a key period for the Company, during which, the Company was dedicated to consolidating its foundation and fostering its new advantage in scientific development. During the reporting period, with extensive supports from its shareholders, the Company adopted adequate measures to reflect both changes in internal and external environment when managing the implementation of its eight strategies, focusing on upgrade of abilities in five aspects. Particularly, the Company made overall planning with layout on a systematic basis, conducted coordinative progresses, carried out each of its strategies in full, maintained stable safety production, continued to improve operation quality, realized a new record as to its efficiency, achieved positive service development, and strengthened infrastructure management steadily, representing a good opening for its developing strategy capitalizing the opportunities brought by the 12th Five-Year Plan. 1. Executed the safety management system and kept flat safety production In 2011, the safety flight amounted to 199,000 hours and 107,200 flights, representing increases of 15.8% and 13.2% respectively as compared to the same period of last year. The Company continued to maintain the overall safety on a stable basis, without any safety threat arising from transportation accident due to the carelessness of the Company. In addition, the Company also reinforced application of SMS platform, improved data process procedure on such platform, and expressly standardized date category and process procedure thereof. Supervision and review on date feedback were also stressed, making the data feedback rate reaching 96.4%. The Company focused on management over core segments and safety monitor, so as to strengthen monitor on flight quality. The flight legs under monitor were 107,000 in aggregate, with monitor rate of 99.8%, representing an increase of 0.51 percentage points. Besides, the Company completed the supplementary review (CCAR-121-R4) conducted by Civil Aviation Administration of China, the 3rd IOSA review and the safety audit on wet lease operation of Air China. 2. Reinforced system management and continued to improve operation quality The Company conducted further special reform on flight delay, aiming to improve management of flight punctuality. In specific, it was clearly determined on the classification for major airports and relevant reforming standards, and on establishment of flight alarming system and coordination working mechanism. Moreover, the Company even prepared the rehearsal scheme in case of vast flight delay, so as to get more capable of dealing with delay issues. In 2011, the average flight punctuality rate was 79.68%, ranking the second among all civil aviation operators. Dedicated efforts were also made in increasing operational foundation security and improving management on operation control. By application of new technologies, the Company successfully commenced construction for nine operation control projects. By application of remote release system, the Company increased 22 new remote release airports, making the coverage of such kind of airports amounting to 82%. The Company increased guarantee on flight intelligence by upgrading the service system for flight intelligence. 3. Optimized allocation for core assets and achieved a new record as to its efficiency In 2011, the transportation turnover volume provided by the Company totaled to 1,444,000,000 ton-kilometer, carrying passengers of 11,186,000 people and freights of 114,300 tons in total, representing increases of 22.6%, 19.7% and 14.5% as compared to the same period of last year. The 5 Shandong Airlines Co., Ltd. Summary of Annual Report for 2011 Company recorded operation income of RMB 9.667 billion (representing an increase of 32.56% as compared to the same period of last year), total profit of RMB 1.031 billion (representing an increase of 22.08% as compared to the same period of last year), net profit of RMB 0.771 billion (representing an increase of 21.46% as compared to the same period of last year) and total assets of RMB 9.773 billion (representing an increase of 9.52% as compared to the same period of last year), respectively. 4. Established healthy service management system, bringing normal operation for service development Through improving service management system and upgrading service management capability, the Company realized stable operation of each of its service indexes and obvious improvement in several key service indexes. In addition, the Company stressed on construction of service standard system, under which, it prepared the service standards in respect of 11 aspects on customer level and conducted overall business management procedure on its management level. It issued 15 detailed provisions on inter-group procedures and 5 procedure documents such as Supervision and Review on Service Quality. The Company also emphasized on brand building and brand connotation. Particularly, the Company made a painting aircraft under the name of “Air Asian Beach” by virtue of the cooperation platform provided by the material partner Asian Beach Games, so as to carry out its sports marketing. Besides, the Company also participated in shooting the film Recovery of Beichuan, successfully making the brand of Shandong Airlines being familiar by TV audiences. The Company was awarded again as the Top 500 Most Valued Brands in China by virtue of its brand value of RMB 8655 million, ranking 147 of such 500 brands (representing 3 positions upward as compared to the last ranking and an increase of RMB 2617 million in brand value). 5.2 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 Gross profit from Classified according Income from Cost of operations profit ratio ratio operations to industries operations operations over the last over the last (%) over the last year year year (%) (%) (%) Aviation transportation Up 0.2 percentage service 952,367.52 722,898.47 24.09% 32.77% 32.41% point Logistics transportation Down 16.18 service 801.19 277.32 65.39% -40.11% 12.49% percentage point Down Hotel and food service 12.76percentage 2,308.14 2,185.00 5.33% -9.18% 4.97% point Down Training service 6.01percentage 1,733.33 703.24 59.43% 277.47% 343.13% point Main operations classified according to products Increase/decre Increase/decre Increase/decrea ase in income ase in cost of se in gross Gross profit from Classified according Income from Cost of operations profit ratio ratio operations to products operations operations over the last over the last (%) over the last year year year (%) (%) (%) Aviation transportation Up 0.2 percentage service 952,367.52 722,898.47 24.09% 32.77% 32.41% point Logistics transportation Down 16.18 service 801.19 277.32 65.39% -40.11% 12.49% percentage point 6 Shandong Airlines Co., Ltd. Summary of Annual Report for 2011 Down Hotel and food service 12.76percentage 2,308.14 2,185.00 5.33% -9.18% 4.97% point Down Training service 6.01percentage 1,733.33 703.24 59.43% 277.47% 343.13% point 5.3 Reasons for major changes on profit constitution, main business and structures as well as profitability for main business compare with year-earlier period □Applicable √Inapplicable §6. Financial Report 6.1 Explanation on changes on accounting policies, accounting estimation and calculation compare with latest annual report □Applicable √Inapplicable 6.2 Content of fundamental accounting errors, amount changed as well as their reasons and influence □Applicable √Inapplicable 6.3 Explanation on changes of consolidation range compare with latest annual report □Applicable √Inapplicable 6.4 Explanation on “Qualified Opinion” from the Certified Public Accountants in the report period by the Board of Directors and Supervisory Committee □Applicable √Inapplicable Board of Directors of Shandong Airlines Co., Ltd. March 21, 2012 7