ANNUAL REPORT 2014 March 2015 Shandong Airlines Co., Ltd. Annual Report 2014 Contents Section I Important Notice and Paraphrase .................................................................................. 1 Section II Company Profile............................................................................................................... 4 Section III Accounting data and summary of financial indexes .................................................. 6 Section IV Report of the Board of Directors ..................................................................................9 Section V Important Events .......................................................................................................... 22 Section VI Changes in shares and particular about shareholders............................................... 27 Section VII Preferred Stock……………………………………………………………………….32 Section VIII Particulars about Directors, Supervisors,Senior Executives and Employees.......33 Section IX Corporate Governance..................................................................................................40 Section X Internal Control.............................................................................................................. 45 Section XI Financial Report............................................................................................................ 48 Section XII Documents available for reference........................................................................... 162 Shandong Airlines Co., Ltd. Annual Report 2014 Section I. Important Notice and Paraphrase Board of Directors, Supervisory Committee, all directors, supervisors and senior executives of Shandong Airlines Co., Ltd. (hereinafter referred to as the Company) hereby confirm that there are no any fictitious statements, misleading statements, or important omissions carried in this report, and shall take all responsibilities, individual and/or joint, for the reality, accuracy and completion of the whole contents. Other directors attending the Meeting for annual report deliberation except for the followed: Name of director absent Title for absent director Reasons for absent Attorney Wang Mingyuan Director Work schedule conflict Ma chongxian Submitted application Wang Kaiyuan Independent director for resignation The profit distribution plan that deliberated and approved by the Board is: based on total stock issued 400,000,000 shares, distributed 2.00 Yuan (tax included) bonus in cash for every 10-share hold by all shareholders, 0 shares bonus issued (tax included) and no capitalizing of common reserves carried out. Yu Haitian, Principal of the Company, Xu Guojian, person in charger of accounting works and Sun Jingping, person in charge of accounting organ (accounting principal) hereby confirm that the Financial Report of 2014 Annual Report is authentic, accurate and complete. 1 Shandong Airlines Co., Ltd. Annual Report 2014 Paraphrase Items Refers to Contents The Company, Company Refers to Shandong Airlines Co., Ltd. Shandong Aviation Group; the first largest shareholder and controlling SDA Refers to shareholder of the Company Air China Refers to Air China Limited, the second largest shareholder of the Company 2 Shandong Airlines Co., Ltd. Annual Report 2014 Major Risk Warning China Securities Journal, Securities Times, Hong Kong Commercial Daily and Juchao Website (www.cninfo.com.cn) are the media for information disclosure appointed by the Company, all information under the name of the Company disclosed on the above said media shall prevail, and Investors are advised to exercise caution of investment risks. 3 Shandong Airlines Co., Ltd. Annual Report 2014 Section II Company profile I. Company information Short form of the stock Shanhang-B Stock code 200152 Stock exchange for listing Shenzhen Stock Exchange Name of the Company (in 山东航空股份有限公司 Chinese) Short form of the Company 山东航空 (in Chinese) Foreign name of the SHANDONG AIRLINES CO.,LTD. Company(if applicable) Short form of foreign name of SDA the Company(if applicable) Legal representative Yu Haitian Registrations add. Yaoqiang International Airport, Jinan, Shandong Code for registrations add 250107 Offices add. SDA Bldg., No. 5746, Er Huan East Road, Jinan, Shandong Codes for office add. 250014 Company website http://www.shandongair.com.cn Email zqb@shandongair.com.cn II. Person/Way to contact Secretary of the Board Rep. of security affairs Name Dong Qiantang Fan Peng 19/F, SDA Bldg., No. 5746, Er Huan East 8/F, SDA Bldg., No. 5746, Er Huan East Contacts add. Road, Jinan, Shandong Road, Jinan, Shandong Tel. 0531-85698229 0531-85698678 Fax. 0531-85698767 ext.8679 0531-85698767 ext.8679 Email dongqt@shandongair.com.cn fanp@shandongair.com.cn III. Information disclosure and preparation place In China: China Securities Journal, Securities Times Newspaper appointed for information disclosure overseas: Hong Kong Commercial Daily 4 Shandong Airlines Co., Ltd. Annual Report 2014 Website for annual report publish appointed by CSRC http://www.cninfo.com.cn Office of Board (8/F, SDA Bldg., No. 5746, Er Huan East Road, Jinan, Preparation place for annual report Shandong) IV. Registration changes of the Company Registration NO. for No. of taxation Date for registration Place for registration enterprise legal Organization code registration license Shandong Administration for Initial registration 1999-12-13 370000400002351 370112720721201 72072120-1 Industry & Commerce Shandong Registration at end Administration for 2014-03-26 370000400002351 370112720721201 72072120-1 of report period Industry & Commerce V. Other relevant information CPA engaged by the Company Name of CPA Ruihua Certified Public Accountants (LLP) 5-11/F, West Tower, China Oversea Property Plaza, West Binhe Rd., Dongcheng District, Offices add. for CPA Beijing Signing Accountants Yang Ganlin, Wu Xiaolei Sponsor engaged by the Company for performing continuous supervision duties in reporting period □ Applicable √ Not applicable Financial consultant engaged by the Company for performing continuous supervision duties in reporting period □ Applicable √ Not applicable 5 Shandong Airlines Co., Ltd. Annual Report 2014 Section III. Accounting data and summary of financial indexes I. Main accounting data and financial indexes Whether it has retroactive adjustment or re-statement on previous accounting data for accounting policy changed and accounting error correction or not √ Yes □No Changes over 2013 2012 last year 2014 Before the After the After the Before the After the adjustment adjustment adjustment adjustment adjustment 11,570,296,757 11,427,157,933 11,427,157,933 10,993,024,914 10,993,024,914 Operating income (RMB) 1.25% .48 .15 .15 .41 .41 Net profit attributable to shareholders of the listed 287,851,542.09 389,081,811.72 390,121,811.72 -26.21% 589,810,932.47 589,810,932.47 company(RMB) Net profit attributable to shareholders of the listed company after deducting 146,403,043.43 137,850,318.37 138,890,318.37 5.41% 490,146,637.15 490,146,637.15 non-recurring gains and losses(RMB) Net cash flow arising from 1,459,828,215. 1,411,186,522. 1,411,186,522. 1,726,317,500. 1,726,317,500. 3.45% operating activities(RMB) 31 15 15 75 75 Basic earnings per share 0.72 0.97 0.98 -26.53% 1.47 1.47 (RMB/Share) Diluted earnings per share 0.72 0.97 0.98 -26.53% 1.47 1.47 (RMB/Share) 5.09 percentage Weighted average ROE 10.33% 15.08% 15.42% 26.36% 26.36% points down Changes over End of 2013 End of 2012 end of last year End of 2014 Before the After the After the Before the After the adjustment adjustment adjustment adjustment adjustment 12,118,867,620 11,403,124,428 11,474,898,669 11,261,341,430 11,298,444,116 Total assets (RMB) 5.61% .51 .82 .33 .03 .84 Net assets attributable to 2,878,120,380. 2,708,137,664. 2,692,517,344. 2,479,055,852. 2,429,050,867. shareholder of listed company 6.89% 35 00 38 28 39 (RMB) 6 Shandong Airlines Co., Ltd. Annual Report 2014 II. Difference of the accounting data under accounting rules in and out of China 1. Difference of the net profit and net assets disclosed in financial report, under both IAS (International Accounting Standards) and Chinese GAAP (Generally Accepted Accounting Principles) In RMB Net profit attributable to shareholders of listed Net assets attributable to shareholders of listed company company Current period Last period Period-end Period-begin Chinese GAAP 287,851,542.09 390,121,811.72 2,878,120,380.35 2,692,517,344.38 Items and amount adjusted by IAS 2. Difference of the net profit and net assets disclosed in financial report, under both foreign accounting rules and Chinese GAAP (Generally Accepted Accounting Principles) In RMB Net profit attributable to shareholders of listed Net assets attributable to shareholders of listed company company Current period Last period Period-end Period-begin Chinese GAAP 287,851,542.09 390,121,811.72 2,878,120,380.35 2,692,517,344.38 Items and amount adjusted by foreign accounting rules III. Items and amounts of extraordinary profit (gains)/loss In RMB Item 2014 2013 2012 Note Gains/losses from the disposal of non-current asset (including the write-off -5,392,037.39 68,990,941.57 -6,848,192.53 that accrued for impairment of assets) Governmental subsidy reckoned into current gains/losses (not including the subsidy enjoyed in quota or ration according to 161,105,606.12 22,465,841.77 52,137,058.47 national standards, which are closely relevant to enterprise’s business) Losses/gains from changes of fair values occurred in holding transaction financial assets and transaction financial liabilities, -3,363,887.84 4,292,356.41 -6,906,114.54 and investment income obtaining from the disposal of transaction financial assets and transaction financial liabilities and financial 7 Shandong Airlines Co., Ltd. Annual Report 2014 assets available for sales, excluded effective hedging business relevant with normal operations of the Company Reversal of impairment reserve for account 7,500,000.00 receivable with separate impairment testing Other non-operating income and expenditure 36,398,186.39 165,501,423.87 94,505,753.93 except for the aforementioned items Other gains/losses satisfied definition of 67,342,734.17 extraordinary profit (gains)/loss Less: Impact on income tax 47,299,368.62 84,861,804.44 33,224,210.01 Total 141,448,498.66 251,231,493.35 99,664,295.32 -- In reporting period, the Company has no particular about items defined as recurring profit (gain)/loss according to the lists of extraordinary profit (gain)/loss in Q&A Announcement No.1 on Information Disclosure for Companies Offering Their Securities to the Public --- Extraordinary Profit/loss 8 Shandong Airlines Co., Ltd. Annual Report 2014 Section IV. Report of the Board of Directors I. Introduction Against the severe and complicated safety benefit situation since 2014, the Company adherence to stable operation, line with “innovative controlling, quality and efficiency achieved”; aggressively implemented structural adjustment of strategy resources; as a whole, the safety, operation, benefit and services achieved intended target; the Company maintains stable operation trends and gains a better operation results. (I) Thorough going efforts to promote innovation upgrade of safety controlling system, maintains stable safety trends In 2014, the Company’s transportation core business guaranteed a safety flight of 275,200 hours and 145,200 sorties, respectively increased by 6.83% and 5.23% year on year, and no safety incidents as transport and aviation accident proneness or above caused by the Company and sub-contractor occurred. The security quality evalutiaon index is10.74 with a stabile safety position owned. By end of 2014, the Company achieved a safety flight of 2,090,000 hours, horned the civil aviation “Flight Safety-Two Star Award” and smoothly realized the 20 anniversary of safety flight. Continued to strengthen safety responsibility, breaking in safety supervision system, made the safety foundation firm and achieved a fruitful specific governance in key link. (II) Optimize flight normal controlling mechanism, flight operating efficiency enhance continuously The Company’s average flight punctuality rate was 80.92% at all year round, a 2.64 percentage points up y-o-y; guarantee 62 flights of important mission and expert III (included) or above; the prosponed flight over 4 hours takes 0.83% in total flights, a 0.74 percentage points declined y-o-y; the rates of flight alternating and returning was 2.90%, a 1.18 permillage points down y-o-y. Vigorously focus on source management and process management, on time performance is rising steadily. (III) Improve production organization efficiency, benefit standards largely in line with the expectation In 2014, the Company completed total transport turnover volume of 1,940 million tons km, the passenger transport volume of 15,320,000 person-time, mail volume was 141,400 tons(including wet lease services), respectively increased by 10.38%, 9.14% and 8.03% year on year; achieved operating income of 11.57 billion Yuan, net profit of 398 million Yuan; affected by a slowdown in demand and faster growth of transport capacity, the passenger load factor turns to 77.21% with 0.55 percentage points down on a y-o-y basis, and the cargo and mail load factor turns to 42.67%, a 4.02 percentage points down year on year. Continued to improve acquire ability for resources and its use efficiency, the competitive advantage in market has been consolidated. Promoted innovation of marketing mode with great efforts and the e-Commerce stay ahead of the curve. (IV) Promote five-star obtained plans, service quality enhance continuously The overall passenger satisfaction survey score reached 91.69, increased 2.16 scores year on year, media authority is fifth-rated on average; the valid customer complaint rate was 0.2028 per ten thousand person-times, lower than the index carried out at beginning of the year. Won the title of “China 500 Most Valuable Brands” for the seventh consecutive year, brand value achieving 18,272 million Yuan with 298,600 million Yuan added over last year in value, rose 9 places to 112nd. Operation data summary: Index 2014 2013 Changes Total t-km load rate (10 thousand t-km) 193984.88 175746.71 10.38% Volume of passenger traffic (10 1531.87 1403.58 9.14% thousand passengers) Cargo & mail traffic volume (10 14.14 13.08 8.03% thousand tons) 9 Shandong Airlines Co., Ltd. Annual Report 2014 Flying km (one million km) 155.64 145.29 7.13% Flying hours(10 thousand hours) 27.52 25.76 6.83 Number of flight (10 thousand times) 14.52 13.8 5.23 PLF(passenger load factor) 77.21% 77.76% 0.55 percentage points down Cargo&Mail OLF (overall load factor) 42.67% 46.69% 4.02 percentage points down In the Period, totally ten B737-800aircrafts are introduced by the Company and two B737-300 aircrafts are out of services. Up to 31 December 2014, the Company operates 80 aircrafts in total and the fleet distribution below: Model Numbers Average service age (Year) 737-700 3 737-800 70 CRJ-200 5 4.7-year CRJ-700 2 II. Main business analysis 1. Introduction Reasons for difference of actual operation performance has 20% lower or higher than profit forecast of the Year disclosed □ Applicable √ Not applicable 2. Revenue Changes of revenue for year of 2014 In RMB Item 2014 2013 +,- (%) Air transport service 11,373,090,243.66 11,246,302,839.28 1.13% Logistics freight service 20,643,816.23 8,642,617.01 138.86% Hotel & catering service 42,594,968.97 32,879,987.03 29.55% Training service 20,667,812.43 22,194,939.18 -6.88% Major clients of the Company in sales Total top five clients in sales (RMB) 742,923,412.56 Proportion in total annual sales volume for top five clients 6.42% Top five clients of the Company Serial Name Sales (RMB) Proportion in total annual sales 1 Client 1 547,581,022.48 4.73% 2 Client 2 106,213,617.45 0.92% 3 Client 3 37,721,612.63 0.33% 4 Client 4 27,850,000.00 0.24% 5 Client 5 23,557,160.00 0.20% 10 Shandong Airlines Co., Ltd. Annual Report 2014 Total -- 742,923,412.56 6.42% Other situation of main clients Air China is the second largest shareholder of the Company. 3. Cost Industry classification In RMB 2014 2013 Industry Item Ratio in operation Ratio in operation Y-o-y changes classification Amount Amount cost cost Aviation fuel 3,702,466,137.94 36.96% 3,854,933,435.85 39.87% -3.96% consumption Take-off & 1,264,745,117.58 12.63% 1,155,209,250.95 11.95% 9.48% landing fees Employee’s 1,196,174,819.27 11.94% 1,077,378,712.69 11.15% 11.03% salary Depreciation of Air transport aircraft and 634,776,512.79 6.34% 723,612,575.70 7.49% -12.28% service engine Other 3,217,824,624.63 32.13% 2,855,740,816.76 29.54% 12.68% 10,015,987,212.2 Total 100.00% 9,666,874,791.95 100.00% 3.61% 1 Employee’s 9,324,062.17 55.19% 2,072,808.90 31.91% 349.83% salary Logistics freight Other 7,569,168.33 44.81% 4,423,145.29 68.09% 71.13% service Total 16,893,230.50 100.00% 6,495,954.19 100.00% 160.06% Raw materials 13,127,597.01 37.31% 16,936,712.26 58.01% -22.49% Employee’s 4,722,408.33 13.42% 4,840,025.55 16.58% -2.43% salary Hotel & catering Depreciation 1,630,743.02 4.63% 976,617.70 3.35% 66.98% service Other 15,710,406.62 44.64% 6,438,210.38 22.06% 144.02% Total 35,191,154.98 100.00% 29,191,565.89 100.00% 20.55% Depreciation 4,848,538.46 51.40% 4,849,087.29 69.68% -0.01% Training service Other 4,583,654.65 48.60% 2,109,547.19 30.32% 117.28% Total 9,432,193.11 100.00% 6,958,634.48 100.00% 35.55% 11 Shandong Airlines Co., Ltd. Annual Report 2014 Main suppliers of the Company Total purchase amount from top five suppliers (RMB) 2,755,442,799.49 Proportion in total annual purchase amount for top five 39.21% suppliers Top five suppliers of the Company Serial Name Purchases (RMB) Proportion in total annual purchase East China Branch of China Aviation Fuel 1 1,521,218,623.84 21.65% Co., Ltd. Qingdao Branch of China Aviation Fuel 2 655,149,291.92 9.32% Co., Ltd. Xi’an Branch of China Aviation Fuel Co., 3 217,906,507.79 3.10% Ltd. China National Aviation Fuel Yantai Co., 4 208,534,997.29 2.97% Ltd. Chongqing Branch of China Aviation Fuel 5 152,633,378.65 2.17% Co., Ltd. Total -- 2,755,442,799.49 39.21% 4. Expenses Changes of expenses for year of 2014 In RMB Item 2014 2013 +,- (%) Reason for changes Sales expenses 789,909,342.97 775,204,419.75 1.90% Administrative 234,028,777.30 221,433,947.49 5.69% expenses Mainly due to the exchange losses arising Financial 200,729,150.28 145,665,611.58 37.80% from Yuan/Dollar rate devalued; same period expenses of last year due to the exchange gains. 5. Cash flow In RMB Item 2014 2013 Y-o-y changes Subtotal of cash in-flow from 13,084,238,469.29 12,120,664,358.85 7.95% operation activity Subtotal of cash out-flow from 11,624,410,253.98 10,709,477,836.70 8.54% operation activity Net cash flow from operation 1,459,828,215.31 1,411,186,522.15 3.45% 12 Shandong Airlines Co., Ltd. Annual Report 2014 activity Subtotal of cash in-flow from 89,351,151.43 177,128,657.92 -49.56% investment activity Subtotal of cash out-flow from 1,882,464,644.58 1,725,696,472.77 9.08% investment activity Net cash flow from investment -1,793,113,493.15 -1,548,567,814.85 15.79% activity Subtotal of cash in-flow from 2,292,448,748.00 2,611,008,010.20 -12.20% financing activity Subtotal of cash out-flow from 1,944,987,512.97 2,183,736,323.48 -10.93% financing activity Net cash flow from financing 347,461,235.03 427,271,686.72 -18.68% activity Net increased amount of cash 16,219,065.14 289,134,528.24 -94.39% and cash equivalent Reasons for y-o-y relevant data with over 30% changes In RMB Item 2014 2013 +,- (%) Reason for changes Affected by decreased profit and tax burden reduction due to implementation of “business tax changed to Taxes paid 416,630,299.89 687,341,028.75 -39.39% Value-added tax”, relevant taxes paid actually in the Year declined Cash received from Received dividend from Jinan International Airport 15,149,770.75 2,447,115.15 519.09% investment income Co., Ltd. and Sichuan Airlines Co., Ltd. in the Year. Net cash received from disposal of fixed assets, 74,201,380.68 174,681,542.77 -57.52% Related to disposal of old planes assets intangible assets and other long-term assets Net cash paid for acquiring subsidiary 26,000,000.00 Investment in Qingdao Airlines Co., Ltd. in the Year and other operation unit Impact on cash and cash equivalent Exchange rate of RMB against foreign currency 2,043,107.95 -755,865.78 370.30% from changes of changed exchange rate Reasons of major difference between the cash flow of operation activity in report period and net profit of the Company □Applicable √Not applicable 13 Shandong Airlines Co., Ltd. Annual Report 2014 III. Composition of main business In RMB Increase/decrease Increase/decreas Increase/decrease Operating revenue Operating cost Gross profit ratio of operating e of operating of gross profit revenue y-o-y cost y-o-y ratio y-o-y According to industries Air transport 2.12 percentage 11,358,457,336.52 10,015,838,231.61 11.82% 1.12% 3.61% service points down Hotel & catering 7.45 percentage 42,594,968.97 35,191,154.98 17.38% 40.29% 28.68% service points up 14.29 percentage Training service 20,667,812.43 9,432,193.11 54.36% -6.88% 35.55% points down Logistics freight 6.67 percentage 20,643,816.23 16,893,230.50 18.17% 138.86% 160.06% service points down According to region 2.41 percentage In China 10,796,193,625.02 9,559,822,048.40 11.45% -1.25% 1.52% points down H.K., Macao 5.32 percentage 241,918,800.63 196,968,077.63 18.58% 15.57% 23.64% and Taiwan points down 7.35 percentage International 404,251,508.50 320,564,684.17 20.70% 166.51% 143.91% points up Under circumstances of adjustment in reporting period for statistic scope of main business data, adjusted main business based on latest one year’s scope of period-end □ Applicable √ Not applicable IV. Assets and liability analysis 1. Major changes of assets In RMB End of 2014 End of 2013 Ratio Ratio in total Ratio in total Notes of major changes Amount Amount changes assets assets 0.07 perce 460,741,336.3 Monetary fund 3.80% 444,522,271.21 3.87% ntage point 5 s down 0.39 perce Account 217,039,947.4 1.79% 250,524,757.67 2.18% ntage point receivable 0 s down 14 Shandong Airlines Co., Ltd. Annual Report 2014 0.01 perce 112,151,772.4 Inventory 0.93% 107,973,473.35 0.94% ntage point 5 s down 1.43 perce Long-term equity 173,410,020.1 Investment in Qingdao Airlines Co., 1.43% 0.00% ntage point investment 2 Ltd in the year s up 8.79 perce 6,923,262,003. 7,564,658,140. Fix assets 57.13% 65.92% ntage point 49 23 s down 5.75 perce Construction in 2,437,585,905. 1,647,915,995. Interim payment for purchasing 20.11% 14.36% ntage point progress 29 78 planes paid in the Year s up 0.38 perce Plane leasing increased in the Year, 138,893,259.4 Advance payment 1.15% 88,182,040.98 0.77% ntage point and rent paid in advance increased 0 s up correspondingly 0.1 percent Dividends The dividend from Sichuan Airlines 1,826,370.00 0.02% 14,325,586.06 0.12% age points receivable for year of 2012 was received down 0.27 perce Other current 108,805,651.2 The pending deduct VAT input tax 0.90% 71,828,962.65 0.63% ntage point assets 1 increased in the Year s up 2. Major changes of liability In RMB 2014 2013 Ratio Ratio in Ratio in Notes of major changes Amount Amount changes total assets total assets 3.78 percentag Short-term loans 0.00% 434,137,220.00 3.78% Short-term loans are due in the Period e points down 4.15 percentag Long-term loans 3,219,443,999.28 26.57% 3,525,047,206.06 30.72% e points down Financial liability 0.01 measured by fair percentag Fair value of the interest rate swaps value and with 1,559,710.77 0.01% 296,902.47 0.00% e points held in the Year changed variation up reckoned into 15 Shandong Airlines Co., Ltd. Annual Report 2014 current gains/losses 1.34 Subsidy with assets disposal related is Other account percentag 367,285,868.35 3.03% 193,868,858.34 1.69% received in the Year, and the assets are payable e points not disposed completed up 9.68 Non-current The bond payable, long-term loans and percentag liabilities due 1,741,517,725.20 14.37% 538,030,658.42 4.69% long-term payables returned next year e points within 1 year increased up 4.36 The MTN issued by the Company are percentag expired on 13th June 2015, such parts Bonds payable 0.00% 500,000,000.00 4.36% e points are re-classify to non-current liability down due within one year 3.72 The finance lease for planes are Long-term percentag 2,079,557,697.82 17.16% 1,542,515,998.39 13.44% increased, than the rent payable for account payable e points planes growth correspondingly up 3. Assets and liability measure by fair value In RMB Accumulative Gains/losses of Impairment Amount Opening changes in fair Closing Item changes in fair accrual in this purchased in Sale amount amount value reckoned amount value period this period into equity Financial assets 3.Available-for 78,464,240.51 7,779,325.17 79,553,565.68 86,243,565.68 -sale financial assets Subtotal of 78,464,240.51 7,779,325.17 79,553,565.68 86,243,565.68 financial assets The above total 78,464,240.51 7,779,325.17 79,553,565.68 86,243,565.68 Financial 296,902.47 1,262,808.30 1,559,710.77 1,559,710.77 liability Whether there have major changes on measurement attributes for main assets of the Company in report period or not □ Yes √No 16 Shandong Airlines Co., Ltd. Annual Report 2014 V. Investment analysis 1. Foreign equity investment Invested company Proportion of equity in invested company Name Main business for listed company Qingdao International Aviation Logistics Air cargo warehousing, ground delivery 100.00% Center Co., Ltd. Qingdao Feisheng International Aviation Technology Development Training Co., Pilot training 100.00% Ltd. Shandong Rainbow Corporate Aircraft Co., Air transport 45.00% Ltd. Qingdao Airlines Co., Ltd. Air transport 20.00% Sichuan Airlines Co., Ltd. Air transport 10.00% Jinan International Airport Co., Ltd. Civil airport 2.53% Civil aviation information technology TravelSky Technology Limited 0.45% service 2. Use of fund raised In reporting period, there are no funds raised. 3. Main subsidiaries and stock-jointly companies Particular about main subsidiaries and stock-jointly companies In RMB Main Company Register Operating Operating Type Industries products or Total assets Net Assets Net profit name capital revenue profit service Qingdao Air cargo Internationa Transportati warehousin l Aviation on and 30,000,000. 125,219,59 43,234,302. 34,780,012. Subsidiary g, ground 964,762.74 685,540.32 Logistics warehousin 00 9.04 02 90 delivery; Center Co., g industry E-business Ltd. Qingdao Feisheng Pilot Pilot 51,545,500. 71,899,691. 71,004,114. 9,963,272.8 Subsidiary 799,210.24 574,304.25 Internationa training training 00 00 90 1 l Aviation 17 Shandong Airlines Co., Ltd. Annual Report 2014 Technology Developme nt Training Co., Ltd. Shandong Rainbow Air Stock-jointly Air 50,000,000. 1,903,849.0 -165,861,96 Corporate transport -53,218.82 -53,218.82 company transport 00 2 4.31 Aircraft industry Co., Ltd. Qingdao Air Stock-jointly Air 1,000,000,0 1,133,386,9 798,971,88 229,712,98 -172,839,30 -171,868,23 Airlines transport company transport 00.00 75.84 0.58 1.25 9.05 4.30 Co., Ltd. industry Particular about subsidiaries obtained or disposed in report period □ Applicable √ Not applicable VI. Estimated performance for year of 2015 (From January to March) Estimation on accumulative net profit from the beginning of the year to the end of next report period to be loss probably or the warning of its material change compared with the corresponding period of the last year and explanation on reason □ Applicable √ Not applicable VII. Special purpose vehicle controlled by the Company No special purpose vehicle controlled by the Company VIII. Prospect for future development of the Company 2015 is both a “12th Five-Year” planning ending, and a crucial year for laying the foundation of “13th Five-Year”. Currently, national economic development is good on the whole, characteristic of “middle high speed, mode-transfer, structure-optimized and emerging motion” is increasingly apparent. Under the influence of keen competition in and out of the industry and lower level in mainstream passenger source, civil aviation enters a generation of “popularization” and “meager profit” with characteristic of “low prices” and “lower discount”. Promoted business mode innovation and product differentiation, strengthen cost controlling will be crucial for achieving profit and stays sustainable development in civil aviation enterprise. Fleet of the Company will reach nearly 100 planes by the end of 2015, and officially entered to major airlines ranks. During the crucial period of a connecting link, the Company will, rapid up strategy planning and controlling mechanism promotion, constantly improving operation management standards and comprehensive competitive strength, enhancing core team building and ideological style building, focus on strategic guidance and moving ahead on implementation issues; In 2015, the Company will insist on innovation and change to fit the new situation, strive to consolidated and expand comprehensive competitive advantage, achieving a stable development for the Company. 18 Shandong Airlines Co., Ltd. Annual Report 2014 IX. Explanation from the Board and Supervisory Committee for “Qualified Opinion” from the CPA In reporting period, the Ruihua Certified Public Accountants (LLP) issued a standard unqualified auditors’ report for the Company. X. Comparing with last year’s financial report, explain changes in aspect of accounting policy, accounting estimates and calculation measures The fourth extraordinary meeting 2014 of the 5th session of the Board was held on 23 October 2014, deliberated and passed the “proposal of acounting policy change”. A serial accounting rules were promulgated successively or revised in 2014 by Ministry of Finance, and part of the rules are come itno effect dated 1 July 2014. Relevant accounting policies have been changed by the Company in line with requirements. Found more details in “Section III. Important Event” carried in 3Q Report of 2014 published on China Securities Journal, Securities Times, Hong Kong Commercial Daily and Juchao Website (http://www.cninfo.com.cn). XI. Particular about major accounting errors correction that needs retroactive re-statement in reporting period No major accounting errors correction that needs retroactive re-statement in reporting period. XII. Compare with last year’s financial report, explain changes in consolidation statement’s scope No changes in consolidation statement’s scope in reporting period. XIII. Profit and dividend distribution The Company implemented a positive profit distribution plan, and also attaches importance to the reasonable return for investors as well as taking sustainable development of the Company into consideration. In accordance with requirement of “Notice on Further Implementation of Matters with Cash Dividend Concerned for Listed Company” from CSRC and “Letter of Regulation of Establishment & Improvement of Cash Dividend Mechanism for Listed Company in Province-controlled District” from Shandong Securities Regulatory Bureau, relevant clauses with profit distribution concerned in Article of Association were revised by the Company on First Extraordinary Shareholders General Meeting of 2013 held on 5 March 2013. Decision-making procedure and mechanism of profit distribution was well-defined after revised, and fully listening to the opinions from independent directors and minority shareholders. The profit distribution plan and capitalizing of common reserves plan in reporting period are meet a relevant regulations of Article of Association. Specific statement of cash bonus Whether or not it corresponds to regulation of Article of Y Association or requirement of AGM: Whether or not the bonus standards and ratio are clear and Y well-defined: Whether or not relevant decision-making procedures and Y mechanism are perfect: Whether or not independent directors fulfill their duties and play Y corresponding roles: 19 Shandong Airlines Co., Ltd. Annual Report 2014 Whether or not minority shareholders have opportunity to express their views and demands, legal interest of minority has Y been protected or not: As for the cash bonus policy adjusted or changed, conditions and Y procedures whether exercise regulated and transparency or not: Profit distribution plan and capitalizing of common reserves plan in latest three years (including the reporting period): 2012: distributed 4.00Yuan (tax included) bonus for every 10 shares in cash based on total stock issued 400,000,000 shares ended as 31 December 2012; 2013: distributed 2.5Yuan (tax included) bonus for every 10 shares in cash based on total stock issued 400,000,000 shares ended as 31 December 2013; 2014: distributed 2.0Yuan (tax included) bonus for every 10 shares in cash based on total stock issued 400,000,000 shares ended as 31 December 2014; Cash dividend in latest three years In RMB Net profit Ratio in net profit attributable to attributable to shareholders of shareholders of Proportion of the Year for bonus Amount for cash Amount reckoned amount reckoned listed company in listed company into cash bonus from shares bonus (tax included) into cash bonus from consolidation contained in cash repurchase cash repurchase statement for bonus consolidation year statement 2014 80,000,000.00 287,851,542.09 27.79% 0.00 0.00% 2013 100,000,000.00 390,121,811.72 25.63% 0.00 0.00% 2012 160,000,000.00 589,810,932.47 27.13% 0.00 0.00% XIV. Profit distribution plan and capitalizing of common reserves plan for the Period Bonus shares for every 10-share (Share) 0 Dividends for every 10-share (RMB) (Tax 2.00 included) Shares transferred from every 10 shares (Share) 0 Equity base of distribution plan (Share) 400,000,000 Total cash dividend(RMB) (Tax included) 80,000,000.00 Distributable profits (RMB) 2,041,386,334.25 Ratio of cash dividend in total profit distribution 100.00% Cash dividend policy: The Company is in a development stage and has the arrangement of major capital expenses, ratio of cash dividend in profit distribution should reach a minimum of 20% while the profit distributed 20 Shandong Airlines Co., Ltd. Annual Report 2014 XV. Social responsibility As a listed company, to protect the interest of shareholders, minority shareholders in particular, is the basic social responsibility for the Company. According to laws and regulations from Company Law, Security Law and Code of Corporate Governance for Listed Company, the Company continues to improved its governance structure, established and perfected internal control system, created a decision-making and operation system with core of shareholders’ general meeting, board of directors, supervisory committee and management levels, to protect legal interest of all shareholders, minority shareholders in particular. In reporting period, the Company vigorously promoted vary energy-saving measures, completed the energy efficiency target. The Company timely submitted the energy consumption data and the energy conservation and emission reduction summary to the higher units such as the municipal government, Civil Aviation Authority monthly, and regularly supervised the completion the energy saving index. The Company summarized the energy saving and emission reduction work and compiled “Handbook of energy saving and emission reduction” as the company-level manual for management, which provided support for the company to carry out the policy of energy conservation. In 2014, the assessment performance of energy saving and emission reduction are implemented in a good condition. During the "Twelfth Five-Year", the company was listed in the low-carbon action organized by hundreds of companies in Jinan City, the overall goal of energy saving and emission reduction was to save 25,000 tons of standard coal, and signed the goal responsibility of energy saving with People's Government of Jinan. By making the most of “Air Superiority”, the Company makes great efforts on Shandong image recommendation. In works of the service safeguard for 2014 Qingdao World Horticultural Exposition, the Company offering the most approachable services and caring on behalf of the Shandong people to the distinguished guest from all over the world, smoothly completed the service safeguard mission, and the Company have made their due contributions to the Shandong’s economic & cultural construction and image presentation. Meanwhile, further raised the Company’s public awareness and the brand influence of SDA have been improved. In 2015, the Company will continue to focus on fulfilling their social responsibility. In process of the manufacture operation and business development, at the same of creating value for shareholders, conform to the integrated development of the Country and society, vigorously assume more social responsibilities, realized a healthy and harmonious development between the Company and employees, the society and environment. XVI. In the report period, reception of research, communication and interview Contents discussed and Time Place Way Type Reception material provided Telephone Operation of the Company Jan.- Dec. 2014 Jinan Individual Individual investor communication and no material required News media, legal person’s Operation of the Company 2014-06-27 Jinan Field research Other shareholders and and annual report required individual investor 21 Shandong Airlines Co., Ltd. Annual Report 2014 Section V. Important Events I. Significant lawsuits and arbitrations of the Company No significant lawsuits and arbitration in reporting period II. Question from media No universal questioned by media in reporting period III. Controlling shareholder’s and its related party’s non-business capital occupying There are no controlling shareholder and its related party occupying non-business capital of the Company in Period IV. Bankruptcy reorganization No bankruptcy reorganization occurred in reporting period V. Assets transaction The Company had no acquisition of assets, sales of assets or enterprise mergers undisclosed in the Period. VI. Implementation of the Company’s equity incentive and the effects Equity incentive has not been implemented by the Company in the Period VII. Material related transactions 1. Related transaction with routine operation concerned Proportio Market Trading n in the price of Type of Content amount Related Related related of related Pricing Dealing amount of Means of similar Date of Index of relationsh (in 10 party transactio transactio principles price the same payments transactio disclosure disclosure ip thousand n n transactio n Yuan) n available Rent of Controllin Labor office and g Market 29,085,60 Cash 29,085,60 2014-03- SDA service board&lo 2,908.56 31.22% 2014-05 sharehold price 4.61 settlement 4.61 22 received dging er expenses Shandong Subsidiar Labor Airplane Market 75,512,10 7,551.21 10.08% Cash 75,512,10 2014-03- 2014-05 22 Shandong Airlines Co., Ltd. Annual Report 2014 Taikoo y of service maintena price 4.46 settlement 4.46 22 Aircraft controllin received nce Engineeri g charge ng Co., sharehold Ltd. er Shandong Subsidiar Xiangyu y of Air Labor Maintena controllin Market 22,747,90 Cash 22,747,90 2014-03- Technolo service nce 2,274.79 2.89% 2014-05 g price 7.54 settlement 7.54 22 gy received charge sharehold Service er Co., ltd 2nd Labor Ground largest Market 18,484,87 Cash 18,484,87 2014-03- Air China service service 1,848.49 1.50% 2014-05 sharehold price 1.15 settlement 1.15 22 received expenses er 2nd Labor Maintena largest Market 39,671,05 Cash 39,671,05 2014-03- Air China service nce 3,967.11 5.05% 2014-05 sharehold price 0.51 settlement 0.51 22 received charge er Beijing Subsidiar Aircraft y of 2nd Labor Ground Maintena Market 10,334,41 Cash 17,172,87 2014-03- largest service service 1,033.44 0.82% 2014-05 nce price 2.87 settlement 1.84 22 sharehold received expenses Engine er Co., Ltd Sichuan Internatio Subsidiar nal y of 2nd Labor Maintena Airlines Market 50,060,08 Cash 144,373,7 2014-03- largest service nce 5,006.01 6.37% 2014-05 Engine price 7.93 settlement 56.70 22 sharehold received charge maintena er nce Co., Ltd. 2nd Other largest related Agreeme 607,814,9 Cash 607,814,9 2014-03- Air China Wet lease 60,781.49 100.00% 2014-05 sharehold transactio nt price 35.00 settlement 35.00 22 er n 2nd Other Frequent largest related passenger Agreeme 35,000,00 Cash 35,000,00 2014-03- Air China 3,500 100.00% 2014-05 sharehold transactio cooperati nt price 0.00 settlement 0.00 22 er n on 23 Shandong Airlines Co., Ltd. Annual Report 2014 Total -- -- 88,871.1 -- -- -- -- -- Details of return of sales in significant N/A amount Necessity and continuity of related The above said transactions are necessary related transaction with normal operation transaction, and reason for entering into activity concerned; board of director of the Company guarantee the fair value pricing related transaction with related parties and reasonable for the related transactions from the point of protecting investors’ (other than other participants in the market) interest and the Company Affect of related transaction on No influence on independence of the Company; main business of the Company shows independence of listed company no dependency with related party(or being control) Dependence of the Company on related N/A party and relevant measures (if any) Report the actual implementation of the normal related transactions which were Implemented by the agreement, no amount exceed the budget approved in general projected about their total amount by types meeting during the reporting period (if any) Reasons for major difference between trading price and market reference price (if N/A applicable) 2. Other related transaction Approval by 6th meeting of 5th session of the Board dated on 30 May 2014, which agreed to lease two CRJ-700 aircraft put into operation from Qingdao Airlines by way of operation lease. (Found more in Notice No.: 2014-13) Disclosure information for related transaction temporary disclosed Temporary notice Dated disclosed Website for disclosure Announcement of Related Transaction of Operation lease of Two CRJ-700 Aircraft for 2014-05-30 Juchao Website(http://www.cninfo.com.cn) SDA VIII. Major contract and implantation 1. Trusteeship, contract and leasing No trusteeship, contract and leasing occurred in reporting period 2. Guarantee No external guarantee occurred in reporting period 3. Other material contracts 24 Shandong Airlines Co., Ltd. Annual Report 2014 No other material contracts undisclosed 4. Other material transaction The Company entered into an agreement with Boeing Company dated 21 April 2014 for planning to purchase 50 Boeing 737 aircrafts during the "Thirteenth Five-Year", the transaction was non-affiliated transaction and does not constitute a material assets reorganization; and has been deliberated and approved by annual general meeting of 2013. (Found more in Notice No.: 2014-10) IX. Implementation of commitments Commitments made by the Company or shareholders holding above 5% shares of the Company in reporting period or extending to reporting period. Commitment Commitmen Implementa Commitments Accepter Contents time t period tion In February 2004, China National Aviation Holding Company (CNAHC) entered into a equity transfer agreement with SDA , that is promise “to avoiding horizontal competition with Commitments in report Strictly the Company through reasonable business Long-term of acquisition or Air China 2004-12-06 implement arrangement”; in December, being approved, the effective equity change timely equity assignee was replaced by Air China, and all rights and obligations under the agreement was transfer to Air China as the party who implemented the commitments Controlling shareholder—SDA provide a Commitments make in Strictly commitment letter of avoiding horizontal Long-term initial public offering or SDA 2000-09-12 implement competition to the Company in year of 2000 when effective re-financing timely the Company initial public offering shares Completed on time Y (Y/N) X. Appointment and non-reappointment (dismissal) of CPA Accounting firm appointed Name of domestic accounting firm Ruihua CPAs (LLP) Remuneration for domestic accounting firm (in 10 130 thousand Yuan) Continuous life of auditing service for domestic 2 accounting firm Name of domestic CPA Yang Ganlin, Wu Xiaolei Whether re-appointed accounting firms in this period or not 25 Shandong Airlines Co., Ltd. Annual Report 2014 □Yes √ No Appointment of internal control auditing accounting firm, financial consultant or sponsor Take consistency into consideration, the Company also engaged Ruihua CPAs (LLP) as the audit institution for internal control for year of 2014, and auditing efficiency of internal control and issued the audit report of internal control of 2014 for the Company. The auditing charge for internal control was RMB 0.4 million. XI. Penalty and rectification No penalty or rectification for the Company in the period. XII. Explanation on other significant events Significant events of the Company and announcement are published on China Securities Journal, Securities Times, Hong Kong Commercial Daily and Juchao Website (http: //www.cninfo.com.cn) , more details can be found in the above said media. 26 Shandong Airlines Co., Ltd. Annual Report 2014 Section VI. Changes in Shares and Particulars about Shareholders 1. Changes in shares In Share Before change Increase/decrease in this time (+ , - ) After change Capitalizat Bonus ion of Amount Ratio New issue Other Subtotal Amount Ratio share public reserve 260,000,0 260,000,0 I. Unlisted shares 65.00% 65.00% 00 00 168,601,0 168,601,0 1. Sponsor’s shares 42.15% 42.15% 00 00 Including: State-owned 168,402,0 168,402,0 42.10% 42.10% shares 00 00 Domestic legal 199,000 0.05% 199,000 0.05% person’s shares 4. Preference shares or 91,399,00 91,399,00 22.85% 22.85% other 0 0 140,000,0 140,000,0 II. Listed shares 35.00% 35.00% 00 00 2. Domestically listed 140,000,0 140,000,0 35.00% 35.00% foreign shares 00 00 400,000,0 400,000,0 III. Total shares 100.00% 100.00% 00 00 II. Securities issue and listing The previous three year ended by the period-end, the Company has no securities and derivative securities issued for listing Changes of total shares and shareholders structure as well as explanation on changes of assets and liability structure During the report period, there were no changes in the total 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 27 Shandong Airlines Co., Ltd. Annual Report 2014 III. Shareholders and actual controller 1. Number of shareholders of the Company and share-holding In Share Total preference shareholders Total common shareholders at Total common shareholders with voting rights recovered at 15,879 end of the 5th trading day 15,924 0 in reporting period-end end of reporting period (if before annual report disclosed applicable) (found in note8) Particulars about shares held above 5% by shareholders or top 10 shareholding Number of shares Proporti Shares held Amount of Amount of Changes in pledged/frozen Nature of on of Shareholders at end of un-listed listed shares shareholder shares report period State of held Period shares held held Amount share State-owned Shandong Aviation Group 42.00% 168,004,000 0 168,004,000 0 legal person State-owned Air China Limited 22.80% 91,200,000 0 91,200,000 0 legal person Domestic Yao Ming nature 0.62% 2,486,308 1,559,308 0 2,486,308 person WANXIANG INTERNATIONAL Foreign 0.56% 2,250,983 445,458 0 2,250,983 INVESTMENT legal person CORPORATION BOCI SECURITIES Foreign 0.38% 1,530,744 971,323 0 1,530,744 LIMITED legal person Domestic Chen Jingjian nature 0.37% 1,481,800 43,000 0 1,481,800 person GUOTAI JUNAN Foreign SECURITIES(HONGKONG) 0.35% 1,410,678 -2,127,095 0 1,410,678 legal person LIMITED Domestic Xie Qingjun nature 0.28% 1,103,379 1,103,379 0 1,103,379 person NAV CANADA PENSION Foreign 0.26% 1,052,295 531,000 0 1,052,295 PLAN legal person CREDIT SUISSE (HONG Foreign 0.25% 999,962 999,962 0 999,962 KONG) LIMITED legal person 28 Shandong Airlines Co., Ltd. Annual Report 2014 1. Shandong Aviation Group(SDA) is the first largest shareholder of the Company, who holds the shares of the Company on behalf of the State with unlisted shares; 2. Air China Limited is the second largest shareholder of the Company, who holds the Explanation on related relationship or shares of the Company on behalf of the State with unlisted shares; concerted action among the 3. Among the above top ten shareholders, Air China Limited is the first largest abovementioned shareholders 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. Shareholding of top 10 circulated shareholders Type of shares Shareholders Amount of listed shares held at end of the Period Type Amount Domestically Yao Ming 2,486,308 listed foreign shares Domestically WANXIANG INTERNATIONAL 2,250,983 listed foreign INVESTMENT CORPORATION shares Domestically BOCI SECURITIES LIMITED 1,530,744 listed foreign shares Domestically Chen Jingjian 1,481,800 listed foreign shares GUOTAI JUNAN Domestically SECURITIES(HONGKONG) 1,410,678 listed foreign LIMITED shares Domestically Xie Qingjun 1,103,379 listed foreign shares Domestically NAV CANADA PENSION PLAN 1,052,295 listed foreign shares Domestically CREDIT SUISSE (HONG KONG) 999,962 listed foreign LIMITED shares Domestically Ye Qufa 913,300 listed foreign shares Ou Yanping 893,000 Domestically 29 Shandong Airlines Co., Ltd. Annual Report 2014 listed foreign shares Explanation on related relationship or concerted action among the top The Company is not aware of their associated relationship among the top ten shareholders of ten shareholders with un-restricted circulation share, and is unknown whether other circulation shareholders belong to the consistent shares held and between the top ten shareholders with un-restricted actionist regulated by the Management Regulation of Information Disclosure on Change of shares held and top ten Shareholding for Listed Companies. shareholders 2. Controlling shareholders and actual controller of the Company Legal rep. / Date of Controlling shareholders Organization code Register capital Main operation business unit leader foundation General business: investment and management of air transport industry and aviation maintenance industry; conference and exhibition services; Shandong Aviation office services; daily necessities, Ma Chongxian 1995-02-09 61407164-7 RMB 580 million Group handicrafts, sales of souvenirs, rental housing; pre-licensed business: lodging, food and beverage services, retail of tobacco products (restricted to be operated only by the branches) Air carrier focus, aviation maintenance and relevant industries spreading; building a trine network structure around Shandong, Xiamen and Chongqing, achieve a leap forward from medium airlines to Future development major airlines, from regional airlines to national airlines and from traditional business model to modern strategy business mode. And dedicated to becoming a regional-leading, national-competitiveness and world-influential airline enterprise. Operation results: revenue achieved as 48 million Yuan in 2014 with 4.38% declined y-o-y; profit in operation shows 18 million Yuan, a y-o-y down of 59.08%; net profit gains 75 million Yuan with 48.72% down on a y-o-y basis and the ROE was 9.33%, declined 9.44 percentage points y-o-y. Operation result, Financial status: total assets amounting to 867 million Yuan up to 31 December 2014, net assets financial status, cash amounting to 805 million Yuan, asset-liability ratio was 7.20%, up 1.54 percentage point y-o-y. flow etc. Cash flow: the net cash flow arising from operation activities in 2014 amounting to 49 million Yuan, net cash flow arising from investment activity shows 45 million Yuan and the net cash flow arising from financial activity amounted as -80 million Yuan. (Above data unaudited) Controlling shareholder of the Company has no changed Property right and controlling relationship between the actual controller and the Company is as follow: 30 Shandong Airlines Co., Ltd. Annual Report 2014 Shandong Aviation Group 42% Shandong Airlines Co., Ltd. 3. Second largest shareholder of the Company Legal rep. / Date of Organization Register Main operation business or management Corporate shareholder unit leader foundation code capital activities 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 RMB13.085 Air China Limited Cai Jianjiang 2004-09-30 71787100-6 business; repairing of aerostat; business billion 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. 31 Shandong Airlines Co., Ltd. Annual Report 2014 Section VII. Preferred Stock The Company had no preferred stock in the reporting. 32 Shandong Airlines Co., Ltd. Annual Report 2014 Section VIII. Particulars about Directors, Supervisors, Senior Executives and Employees I. Changes of shares held by directors, supervisors and senior executives Increasing Decreasing Shares Shares shares held shares held Working Start dated End date held at held at Title Sex Age of office of office in this in this Name status period-beg period-end term term period period in (Share) (Share) (Share) (Share) Currently 2014-03-2 2015-06-2 Yu Haitian Chairman M 46 0 0 0 0 in office 0 7 Ma Chong Deputy Currently 2012-06-2 2015-06-2 M 50 0 0 0 0 Xian Chairman in office 8 7 Zhang Currently 2012-06-2 2015-06-2 Director M 60 0 0 0 0 Xingfu in office 8 7 Sun Currently 2013-10-2 2015-06-2 Director M 53 0 0 0 0 Xiujiang in office 8 7 Director, deputy Xu Currently 2012-06-2 2015-06-2 GM & M 51 0 0 0 0 Guojian in office 8 7 Chief accountant Wang Currently 2012-06-2 2015-06-2 Director M 50 0 0 0 0 Mingyuan in office 8 7 Wang Currently 2012-06-2 2015-06-2 Director F 57 0 0 0 0 Jieming in office 8 7 Currently 2012-06-2 2015-06-2 Li Xiuqing Director F 52 0 0 0 0 in office 8 7 Wang Independe Currently 2012-06-2 2015-06-2 M 72 0 0 0 0 Kaiyuan nt director in office 8 7 Ping Independe Currently 2012-06-2 2015-06-2 M 66 0 0 0 0 Xiaofeng nt director in office 8 7 Independe Currently 2012-06-2 2015-06-2 Li Chun M 58 0 0 0 0 nt director in office 8 7 Qu Independe Currently 2012-06-2 2015-06-2 M 43 0 0 0 0 Wenzhou nt director in office 8 7 Wang Chairman Currently 2013-10-2 2015-06-2 M 50 0 0 0 0 Wuping of in office 8 7 33 Shandong Airlines Co., Ltd. Annual Report 2014 Supervisor y Committee Xue Currently 2012-06-2 2015-06-2 Supervisor M 54 0 0 0 0 Ruitao in office 8 7 Currently 2012-06-2 2015-06-2 Zhang Kai Supervisor M 50 0 0 0 0 in office 8 7 Dong Employee Currently 2012-06-2 2015-06-2 M 46 0 0 0 0 Jianmin supervisor in office 8 7 Zhou Employee Currently 2012-06-2 2015-06-2 F 40 0 0 0 0 Qiaoyan supervisor in office 8 7 Miao Currently 2014-03-2 2015-06-2 GM M 44 0 0 0 0 Liubin in office 0 7 Deputy Zhang Currently 2013-10-2 2015-06-2 GM, chief M 57 0 0 0 0 Qingshe in office 8 7 pilot Deputy Wang GM, Currently 2014-03-2 2015-06-2 M 50 0 0 0 0 Xianlin Safety in office 0 7 Director Zhou Deputy Currently 2013-07-3 2015-06-2 M 51 0 0 0 0 Lixin GM in office 1 7 Secretary Dong Currently 2012-06-2 2015-06-2 of the M 53 0 0 0 0 Qiantang in office 8 7 Board Chief Currently 2014-10-2 2015-06-2 Yu Bo M 42 0 0 0 0 engineer in office 3 7 Deputy Office 2012-06-2 2014-11-0 Li Qing’en M 60 0 0 0 0 GM leaving 8 7 Xiong Deputy Office 2013-10-2 2014-03-2 M 50 0 0 0 0 Jianbo GM leaving 8 5 Total -- -- -- -- -- -- 0 0 0 0 II. Post-holding Major working experience of directors, supervisors and senior executive at the present in latest five years Name Main working experience Yu Haitian 2003.03-2011.03 Deputy GM of the Company 2011.03-2014.03 GM of the Company 2012.06-2014.03 Director of the Company 34 Shandong Airlines Co., Ltd. Annual Report 2014 2014.03-present Chairman of the Company Ma Chong 2006.07-2009.06 GM and CPC deputy secretary of Zhejiang Branch of Air China Xian 2009.06-2010.04 GM and CPC deputy secretary of Hubei Branch of Air China 2010.04-present Member of CPC and Vice President of Air China, and Chairman, President and CPC Vice Secretary of Shandong Airlines Group 2010.04-present Deputy Chairman of the Company Zhang Xingfu 2006.03-2014.03 Chairman of the Company 2005.12-present Party Secretary and deputy president of SDA 2014.03-present Director of the Company Sun Xiujiang 2005.05-2011.07 Director of Hualu Holdings Co., Ltd, Deputy GM and Member of CPC Committee of Hualu Holdings Co., Ltd. and Chairman of Shandong Hualu Lihua Real Estate Co., Ltd. 2011.07-2013.08 Director, Deputy GM and Member of CPC Committee of Hualu Holdings Co., Ltd., Chairman of Shandong Hualu Lihua Real Estate Co., Ltd. and Director of Shandong Hualu Hengsheng Group Co., Ltd. 2013.08-present Deputy Party Secretary and Secretary of Committee for Discipline Inspection of SDA 2013.10-present Director of the Company Xu Guojian 2007.10-2010.01 General Manager of Financial Dividend in Engineer Technology Branch of Air China 2010.01-present Deputy GM and Chief Accountant of the Company 2010.04-present Director, Deputy GM and chief accountant of the Company Wang 2008.07-2011.02 Director of Commerce Commission of Air China Mingyuan 2011.02-present Member of the Party Committee and Deputy Chairman of Air China 2006.03-present Director of the Company Wang Jieming 2003.02-present Director of Planning Financial Department of Shandong Economic Development and Investment Company 2006.03-present Director of the Company Li Xiuqing 2010.03-present Director of Assets Management Department of Shandong Economic Development and Investment Company 2012.06-present Director of the Company Wang Kaiyuan He successively served as vice director of secretariat of political dept. of Civil Aviation, vice political commissar and political commissar of 22nd fighter Group of Civil Aviation, CPC secretary of Civil Aviation Shenyang Repair Shop, director of political dept. of Civil Aviation Administration of Shenyang, director of Shenyang Administration, General Manager of China Northern Airlines, vice director of CAAC, President of Air China and General Manager of China National Aviation Holding Company. 2012.06-present Independent director of the Company Ping Xiaofeng He successively served as cadre and vice director of Office in Jianan Farm Tools Plant, secretary, vice director and director of Office in Jinan Engineering Bureau, vice director of General Office of Jinan Municipal Government, vice secretary of Jinan People’s Government, CPC secretary and director of Local Taxation Bureau of Jinan City. 2012.06-present Independent director of the Company Li Chun He was Chairman of Shenzhen Lawyers Association; Now he is Vice-director of Development Strategy Committee of Chinese National Lawyers Association; Chief Researcher of Venture Investment Law Research Center; Chief Jurist and executive director of Grandall Institution; Executive Partner of Grandall Laws Firm. 2009.06 -present Independent director of the Company Qu Wenzhou He successively served as Manager of Investment Bank Department of Xiamen Jianfa Investment Trust 35 Shandong Airlines Co., Ltd. Annual Report 2014 Corporation, GM of Xiamen Boyi Investment Consultancy Co., Ltd.; researcher of Shenzhen Stock Exchange. He is teaches in Xiamen University since 2005; taking the positions of professor of management institution, Xiamen University; doctorial tutor and vice director of financial dept.; vice dean of financial management and accounting institution and director of research center of Chinese capital market. 2009.06 -present Independent director of the Company Wang Wuping 2009.02-2013.09 GM of Financial Dept. of the Company 2013.09-present Chief Accountant and GM of Financial Dept of SDA 2013.10-present Chairman of Supervisory Committee of the Company Xue Ruitao 2009.03-2013.09 GM of Financial Dept of SDA 2013.09-present GM of Planning & Investment Management Dept. of SDA 2009.06-present Supervisor of the Company Zhang Kai 2006.01-present Senior Manager of Assets Management Dept. of Air China 2009.06-present Supervisor of the Company Dong Jianmin 2007.08-2012.05 Deputy GM of Flight Dept. of the Company 2012.05-present GM of Flight Dept. of the Company 2012.06-present Employee supervisor of the Company Zhou Qiaoyan 2003.03-2012.05 Deputy GM of Cabin Service Dept. of the Company 2012.05-present Secretary of Party General Branch of Cabin Dept. of the Company 2006.03-present Employee supervisor of the Company Miao Liubin 2007.08-2011.03 GM of Flight Dept. of the Company 2011.03-2014.03 Deputy GM of the Company 2013.10-2014.03 Safety Director of the Company 2014.03-present GM of the Company Zhang Qingshe 2001.10-present Chief Pilot of the Company 2013.10-present Deputy GM of the Company Wang Xianlin 2009.02-2013.10 Safety Director of the Company 2013.10-present Deputy GM of the Company 2014.03-present Safety Director of the Company Zhou Lixin 2007.11-2013.07 Deputy GM of Centralized Purchasing Dept. of Air China and Member of the Party Committee 2013.07-present Deputy GM of the Company Dong Qiantang 2003.01-2009.02 Minister of Enterprise Planning and Development Department of SDA 2009.02-2011.03 General Manager of Enterprise Management of the Company 2011.03-present Director of the General Office of the Company 2009.06-present Secretary of the Board of the Company Yu Bo 2013.09-2014.10 Vice chief engineer 2010.01-present GM of Engineering Technology enterprise of the Company 2014.10-present Chief engineer of the Company Post-holding in shareholder’s unit Receiving remuneration from Name Name of shareholder’s units Position shareholder’s units (Y/N) Ma Chong Xian Air China Member of the Party Committee, Deputy Y 36 Shandong Airlines Co., Ltd. Annual Report 2014 President Chairman, President and Deputy Party Y SDA Secretary Zhang Xingfu SDA Party Secretary, Deputy President Y Yu Haitian SDA Deputy Party Secretary N Deputy Party Secretary, Secretary of Y Sun Xiujiang SDA Committee for Discipline Inspection Member of the Party Committee, Chief Y Wang Wuping SDA Accountant GM of Planning & Investment Management Y Xue Ruitao SDA Dept. Member of the Party Committee, Deputy Y Wang Mingyuan Air China President Senior Manager of Assets Management Dept. Y Zhang Kai Air China of Investment Enterprise Management Post-holding in other unit Receiving Office turn Name Name of other units Position Office turn ended remuneration from from other units(Y/N) Director of Shandong Economic Development finance & Wang Jieming Y Investment Company accounting division Director of Shandong Economic Development Assets Li Xiuqing Y Investment Company Management Dept. III. Remuneration for directors, supervisors and senior executives The remuneration for directors, supervisors and senior management is paid according to relevant rules on time, and the remuneration of directors and supervisors holding a post in shareholder units or other units is paid by relevant units; allowances standard for independent directors is deliberated and approved by shareholders’ general meeting and will determine based on actual working days; Remuneration of the senior management is approved by the remuneration and appraisal committee of the board, the Company will pay to senior management with their owned working situation and performance appraisal results based on the evaluation on individual performance from internal “temporary method of performance appraisal” of the Company. Director Mr. Zhang Xingfu, Mr. Sun Xiujiang, Chairman of Supervisory Committee Mr. Wang Wuping together with Supervisor Mr. Xue Ruitao drew their remunerations from Shandong Aviation Group (SDA), the controlling shareholder of the Company, not from the Company; Deputy Chairman Mr. Ma Chong Xian, Director Mr. Wang Mingyuan and Supervisor Mr. Zhang Kai received remuneration from Air China instead of the Company; Director Ms. Wang Jieming, Ms. Li Xiuqing drew their remunerations from Shandong Economic Development Investment Company instead of the Company. 37 Shandong Airlines Co., Ltd. Annual Report 2014 Remuneration for directors, supervisors and senior executives in reporting period In ten thousand Yuan Total Total Remuneration remuneration Post-holding remuneration actually Name Title Sex Age obtained from status obtained from obtained at shareholder’s the Company period-end unit Currently in Yu Haitian Chairman M 46 92.54 0 92.54 office Director, Deputy GM Currently in Xu Guojian M 51 74.24 0 74.24 and Chief office Accountant Independent Currently in Li Chun M 58 7.1 0 7.1 director office Independent Currently in Qu Wenzhou M 43 7.1 0 7.1 director office Employee Currently in Dong Jianmin M 46 50.27 0 50.27 supervisor office Employee Currently in Zhou Qiaoyan F 40 39.81 0 39.81 supervisor office Currently in Miao Liubin GM M 44 92.05 0 92.05 office Deputy GM, Currently in Zhang Qingshe M 57 92.92 0 92.92 Chief Pilot office Deputy GM, Currently in Wang Xianlin M 50 80.59 0 80.59 Safety Director office Currently in Zhou Lixin Deputy GM M 51 70.72 0 70.72 office Secretary of Currently in Dong Qiantang M 53 63.65 0 63.65 the Board office Currently in Yu Bo Chief engineer M 42 51 0 51 office Li Qing’en Deputy GM M 60 Office leaving 84.09 0 84.09 Xiong Jianbo Deputy GM M 50 Office leaving 19.71 0 19.71 Total -- -- -- -- 825.79 0 825.79 Delegated equity incentive for directors, supervisors and senior executives in reporting period □ Applicable √ Not applicable 38 Shandong Airlines Co., Ltd. Annual Report 2014 IV. Position changes for Directors, Supervisor and Senior Executives Name Title Type Date Reasons Zhang Xingfu Chairman Office leaving 2014-03-20 Age Yu Haitian Chairman Appoint and remove 2014-03-20 Job turnover Miao Liubin GM Appoint and remove 2014-03-20 Job turnover Wang Xianlin Safety Director Appointment 2014-03-20 Job turnover Xiong Jianbo Deputy GM Dismissal 2014-03-25 Work units changed Yu Bo Chief engineer Appointment 2014-10-23 Job turnover Li Qing’en Deputy GM Dismissal 2014-11-07 Age V. Employees of the Company By the end of this report period, the Company had 7860 employees in total, including 241 persons of postgraduates (Master Degree and Doctor Degree) or above, 6870 persons graduated from 3-years regular college or above. Ended as report period, there were 113 retirees in the Company. The staff structure is as follows: Type Number Ratio in total employees Flight personnel 1006 12.8% Steward 1656 21.1% Security guard 323 4.1% Maintenance personnel 790 10.1% Transport control personnel 100 1.3% Salesman 871 11.1% Freight personnel 297 3.8% Ground attendant 434 5.5% Financial personnel 160 2.0% Others 2223 23.2% 39 Shandong Airlines Co., Ltd. Annual Report 2014 Section IX. Corporate Governance I. Corporate governance of the Company During the report period, the Company constantly completes the corporate governance structure, standardize the company operation in accordance with “Corporation Law”, “Security Law”, “Governance Principles of Listed Company”, “Listing Rules of Shenzhen Stock Exchange”, “Basic Norms of Enterprise internal control” and requirements of other related laws and regulations, feasibly gives play to guidance and supervisory role of “Three meetings” in corporate governance and information disclosure so as to further improve the corporate governance level. (I) Shareholders and general meeting In reportingperiod, the Annual General Meeting 2013 held by the Company for deliberating 50 Boeing 737 airplanes purchased proposal and other nine proposals, and all the proposals submitted in the meetings are being passed. The Company strictly follows the procedures ruled by the Articles of Association and Rules of Procedure for General Meeting to convene the general meeting of stockholders, deliberate the motion and make policy, and ensure all shareholders, especially the medium and small shareholders, can enjoy equal status and fully exercise their rights. And attorney was appointed by general meeting to witness the meeting and issued legal opinion for its validity. (II) Directors and the board of directors (BOD) During the report period, BOD convoked regular and interim meetings to deliberate the company’s major issues by taking the principles of being responsible for the stockholders' meeting and actively maintaining the shareholders’ benefits and strictly following the relevant laws and regulations and the procedures ruled by the Articles of Association and Rules of Procedure for Board of Directors. In 2014, the company totally convoked 6 board meetings, deliberated 21 motions in total including the relevant financial reports, the profit distribution, the related transactions, top management turnover, of which the convening, holding and voting procedures were legitimate and effective, and timely made announcement of the resolution of the BOD, protected the rights to know and to supervise of the Company's shareholders, and promoted the Company's standard operation. (III) Supervisors and board of supervisors During the report period, the board of supervisors of the Company convoked two meetings and attended all the general meetings of stockholders and board meetings the Company convoked in 2014. The convening, convoking and motion consideration and decision-making of the supervisor meeting were implemented in strict accordance with the procedures ruled by the Articles of Association and Rules of Procedure for Board of Supervisors, all supervisors attended the board of supervisors as required, seriously performed their duties, supervised and made opinions on the major events, related transaction and financial situation of the Company, and maintained the legitimate rights and interests of the Company and the shareholders. (IV) System construction To ensure smoothly production and management, promote institutionalization and standardization of the business management, improve scientific decision-making and managerial & administrative expertise, enhance governance procedures of the Company, in accordance with regulation of Company Law and Article of Association, the Company revised the “Working Instruction of General Manager” linking with real situtation of the Company. (V) Information disclosure managment The Company attached great importance to the information disclosure, strictly supervised all layers to disclose information timely 40 Shandong Airlines Co., Ltd. Annual Report 2014 and fairly as required so as to ensure that the disclosure is true, accurate and complete, the Company totally disclosed 4 regular reports and 18 interim announcements. The Company is the first train units for information disclosure of Shenzhen Stock Exchange, continued to maintain the good information disclosure quality, and successfully completed the information disclosure of 2014 without any violation disclosure occurred. (VI) The development of special activities for corporate governance, and establishment and implementation of registration and management system for inside information insider In accordance with the “Rules about establishing registration and management system for inside information insider in listed companies” issued by the China Securities Regulatory Commission in October 2011 and the requirements of “Regulatory circulars about further accomplishing the registration and management system for inside information insider” issued by Shandong Securities Regulatory Bureau in November 2011, and combining with actual situation of the Company, the Company formulated “Management system for report of inside information insider and submission of external information”. The board of directors of the Company fully realized the seriousness and complexity of preventing insider trading, took various measures to implement the regulatory requirement, comprehensively strengthened the management to inside information, completed the registration and management system for inside information, and feasibly and effectively prevented relevant personnel from insider trading at the very beginning. In reporting period, the Company recording lists of person with knowledge of inside information completely as it stands and relevant file of the time for knowing inside information etc., relevant lists of person with knowledge of inside information are reported to Shandong Security Regulatory Bureau of CSRC and Shenzhen Stock Exchange for the record. No person with knowledge of inside information conduct insider trading with such information or advise others conduct such insider trading; no inside information being disclosed and caused the Company and investor a bad influence or damage; and no situation of a regulatory approach by supervision department being found. II. Annual General Meeting (AGM) and extraordinary general meeting held in reporting period 1. AGM Session of Date of Index of Date Name of meeting motion Situation meeting disclosure disclosure 1. “Work Report of the Board for year of 2013” 2. “Debriefing Report of Independent Directors for year of 2013” 3.’”Work Report of Supervisory Committee for year of 2013” 4. “Annual Report of 2013” and its Summary Annual 5. “Financial Result for year of 2013” All has been General 2014-06-2 No.: 6.”Profit Distribution Plan for year of 2013” deliberated 2014-06-28 Meting for 7 2014-15 7.”Daily Related Transaction for year of 2014” and passed year of 2013 8.”Aircraft Acquisition Plan for year of 2014” 9. “Purchasing 50 Boeing 737 Airplanes” 10. “Re-engagement of Accounting Firm and their Remuneration” III. Responsibility performance of independent directors in report period 1. The attendance of Board meetings and general meeting for independent directors 41 Shandong Airlines Co., Ltd. Annual Report 2014 Attendance of Board meetings for independent directors Times of Board Absent the meeting Times of Times of Times of present Times of Meeting for the Independent director supposed to attending by entrusted in person Absence second time in a attend in the communication presence row (Y/N) report period Wang Kaiyuan 6 0 0 0 6Y Ping Xiaofeng 6 1 5 0 0N Li Chun 6 1 5 0 0N Qu Wenzhou 6 1 5 0 0N Times presented in general meeting by 1 independent directors Explanation on absent the Meeting for the second time in a row Independent director Mr. Wang Kaiyuan has applied for his resignation in March 2014 先 2. Objection for relevant events from independent directors Independent directors have no objection about company’s relevant matters in reporting period 3. Other explanation about responsibility performance of independent directors During the reporting period, four independent directors of the company conscientiously fulfilled the responsibilities given by the laws and regulations, "Articles of Association" and the " Working System of the Independent Directors", checked and guided the company’s production and operation, attended the board meetings the general meeting of stockholders, made independent opinion on the relevant motions such as the related transactions, changes in accounting policies, and the impairment of assets, diligently fulfilled their duties in the daily work and important decision-making of the board of directors, dutifully and earnestly maintained the interests of the company and all shareholders. IV. Responsibility performance of subordinate special committee of the Board in reporting period The 5th session of the Board set up three specialized committees: the Audit Committee, the Remuneration and Appraisal Committee, and the Strategy and Nomination Committee. In 2014, all specialized committees held seven meetings, thereinto, four meetings of the Audit Committee, one meeting of the Remuneration and Appraisal Committee, and two meetings of the Strategy and Nomination Committee. The specialized committees of the board of directors performed their duties by strictly following the requirements of China Securities Regulatory Commission and Shenzhen Stock Exchange, the "Articles of Association", and the rules of procedure of the committees, and played an important role in the scientific decision-making of the board of directors. (I) Duty performing of the audit committee of the board During the reporting period, the audit committee of the board paid close attention to the internal control system construction and the related transaction; made opinion on changing and reappointing the accounting firm; regularly checked the financial report of the company; the audit committee of the board of directors effectively performed the responsibilities, diligently did their duties in the annual financial report audit work, gave full play to the supervisory role, and maintained the independence of audit in auditing of the 42 Shandong Airlines Co., Ltd. Annual Report 2014 2014 annual financial report. (II) Duty performing of the remuneration and appraisal committee of the board During the reporting period, the remuneration and appraisal committee of the board investigated the remuneration policy and program for the directors and senior management, did annual performance appraisal to the duty performing of directors and senior management according to related assessment criterion; checked and approved the 2014 annual report about the remuneration disclosure of the directors and the senior management, and thought the remuneration amount of relevant personnel disclosed in the 2014 annual report was true and accurate. (III) Duty performing of the strategy and nomination committee of the board During the reporting period, the strategy and nomination committee of the board made opinions on changes of the directors and senior executive members, verified the qualification of related personnel, and did not find directors or senior management whose qualifications don’t comply with laws, regulations or requirements of the Articles of Association. V. Works from Supervisory Committee Whether the Company has risks or not in reporting period that found in supervisory activity from supervisory committee □ Yes √ No Supervisory committee has no objections for the supervise matters in reporting period VI. Independency of the Company relative to controlling shareholders’ in aspect of businesses, personnel, assets, institution and finance The company and its controlling shareholders Shandong Aviation Group has been separated totally in business, personnel, assets, institution and finance, possessing independent complete business and independent operation ability. (I) In business aspect: The Company’s business has difference with its controlling shareholder’s. The Company engaged in manufacturing management independently without dependency with controlling shareholders and other related enterprise. (II) In personnel aspect: The Company is totally independent with its controlling shareholders in labor, personnel and salary management. Directors, supervisors and senior management in accordance with the Articles of Association and relevant laws and regulations, and through the legal procedures of election or employment, no situation of the controlling shareholders in accordance with legal procedures intervention Company’s personnel appointment and removing. The senior management is not in double office performance in the listed company and the controlling shareholders and they all get salaries from the Company. (III) In asset aspect: The property right relationship between the Company and controlling shareholders is clear and the assets of a corporation are totally independent of the controlling shareholders. The Company has full control and domination without assets and funds occupied by controlling shareholders and interests of the Company being damaged. (IV) In institution aspect: The Company established an organization totally independent with the controlling shareholders, the board of directors and the supervisory committee operated independently without superior and subordinate relationship with the organization established in controlling shareholders and affiliate enterprises. Controlling shareholder has no intervention in operation activities of the Company. (V) In finance aspect: The Company has an independent financial department and independent financial accounting system. Owns standard and independent accounting mechanism and financial management system as well as independent bank account, furthermore, paying tax in accordance with the law. 43 Shandong Airlines Co., Ltd. Annual Report 2014 VII. Horizontal competition There is no horizontal competition between the Company and controlling shareholder VIII. Appraisal and incentive mechanism for senior executives In accordance with the “temporary method of performance appraisal”, the Company checks and evaluated the individual performance, and paid merit based on appraisal results to enhance the incentive efficiency. 44 Shandong Airlines Co., Ltd. Annual Report 2014 Section X. Internal control I. The Construction of Internal Control (“IC”) The Company started the IC system construction in March 2012, systemized whole business processes related to the internal control, identified the risks, constructed the control matrix, raised specific control measures, established internal control manual by taking risk control as guidance and responsibility process as principal line. Established an internal control system, supervised system and file system, rectified and eliminated relevant defects via rectification notice and system meeting, comprehensively evaluated the operation of the Company’s whole IC system, issued self-evaluation report of internal control and obtained a standard and unqualified opinion from auditing institution outside in first IC auditing of the Company. In 2014, the Company further improved the organization system of internal control management and the functional distribution of internal control by taking the elaboration, perfection and effectiveness of implementation as the goal, and gradually deepened the risk management and the elaboration of the internal control system at the headquarters level after elaborating and clarifying the responsibilities of the board of directors, the board of supervisors and all functional departments, the rules of procedure and the working procedures in the internal control construction. II. Statement of the Board of Directors on Responsibility of Internal Control In accordance with the provisions to the normative system of internal control, it is the responsibility of the Board of Directors of the Company to establish and improve and effectively implement the internal control, and evaluate its effectiveness and truthfully disclose the internal control evaluation report. The Board of Supervisors supervises the establishment of the board of directors and the implementation of internal control. The managers take responsible for organizing and leading the daily operation of the internal control. The Board of Supervisors and Directors, the directors, supervisors and senior management ensure that the contents of this report do not contain any false records, misleading statements or material omissions, and take individual and joint legal responsibility for the authenticity, accuracy and completeness of the contents of the report. Target of the Company’s internal control is reasonably guarantee the validity and legality of operation, assets safety and authenticity and completeness of financial report and the relevant information, improve the operating efficiency and effects, promote and achieve the strategy of development. III. Basis of establishing internal control for financial report In accordance with “Basic Norms of Enterprise Internal Control” jointly issued by five ministries and commissions including ministry of finance and the requirements of supporting guidelines, and in premise of carrying out “Accounting Standards for Business Enterprises” and other rules, the Company has established a series of provisions for financial management system and has effectively implemented them in the practical work, so that the Company has completed and strengthened the function and authority of financial accounting and financial management. Regarding to the job setting, manning and major accounting procedures, the Company has established independent accounting department, the personnel in accounting department faithfully implement the national financial policies and all laws and regulations, and manage the accounting events by strictly following relevant regulations of the “Accounting Law” and “Accounting Standards for Business Enterprises” IV. Evaluation report of internal control Details of major defects in evaluation report that found in reporting period 45 Shandong Airlines Co., Ltd. Annual Report 2014 According to the identification to the significant defects about the internal control over the company's financial reporting, on the base day of the evaluation report over internal control, there is no significant defects existed in the internal control over financial reporting, the Company has kept effective internal control over financial reporting in all the significant aspects in accordance with the requirements of the normative system of enterprise internal control system and the relevant provisions. According to the identification to the significant defects about the internal control over the company's non-financial reporting, on the base day of the evaluation report over internal control, the Company found no significant defects in the internal control over non-financial reporting Date of evaluation report of internal 2015-03-21 control (full-text) disclosed Index of evaluation report of Published on Juchao Website (http://www.cninfo.com.cn) dated 21 March 2015 internal control (full-text) disclosed V. Auditing report and authentication report of internal control Auditing report of IC Deliberation section of auditing report of IC To the Shareholders of Shandong Airlines Co., Ltd.: We have audited the effectiveness of internal control of financial report under the name of Shandong Airlines Co., Ltd. (“the Company”) dated 31 December 2014 in accordance with relevant requirements of “Internal Control Audit Guideline for Enterprises” and China Standards on Auditing and Quality Control I. Company's responsibility for internal control The Company is responsible for the establishment & perfection and efficiency implementation of internal control as well as evaluated its effectiveness, regulated by “Basic Standard of Internal Control for Enterprises”, “Application Guidelines of Internal Control for Enterprises” and “Evaluation Guidelines of Internal Control for Enterprises”. II. Auditor's responsibility Our responsibility is to express an audit opinion on effectiveness of internal control of financial report based on our audit. And disclosed the major defects noted in internal control of non-financial report. III. Inherent limitations of internal control Internal control has an inherent limitations, and there is possibility of in-prevention and false reported. Furthermore, internal control will comes to inappropriate due to the changes of circumstances, or the controlling policy and procedure maintenance will fail in implementation; there has a certain risk in presuming the efficiency of future internal control based on internal control’s audit results. IV. Audit opinions on internal control of financial report In our opinion, Shandong Airlines Co., Ltd. maintain an efficiency of internal control of financial report, in all major aspects, as of 31 December 2014 based on relevant regulations and “Basic Standard of Internal Control for Enterprises”. Ruihua CPAs (LLP) Chinese CPA: Yang Ganlin BeijingChina Chinese CPA: Wu Xiaolei 46 Shandong Airlines Co., Ltd. Annual Report 2014 19 March 2015 Date of audit report of internal 2015-03-21 control (full-text) disclosed Index of audit report of internal Published on Juchao Website (http://www.cninfo.com.cn) dated 21 March 2015 control (full-text) disclosed Whether CPA carries out qualified opinion for audit report of internal control or not □Yes √No Whether the opinions are consistent in audit report of internal control carrying out by CPA and the self-evaluation report of the Board √Yes □ No VI. Establishment and enforcement of Accountability Mechanism for Major Errors in Annual Report In accordance with the laws, regulations and normative documents such as “Company Law”, “Accounting Law”, “Management method of listed company for information disclosure”, etc., the Company has formulated “Accountability system for significant errors in information disclosure”, defined the confirmation of responsibility and accountability of significant errors in information disclosure for the periodical reports, and stipulated that the Company will seriously handle the person in charge in accordance with this system once there are significant accounting errors or information disclosure omission. During the report period, there is no correction for significant accounting errors, supplement for significant information omission or revision for earnings preannouncement. 47 Shandong Airlines Co., Ltd. Annual Report 2014 Section XI. Financial Report I. Audit report Type of audit opinion Standard unqualified Date for audited report signed 2015-03-19 Name of audit institution Ruihua Certified Public Accountants (LLP) Reference number Ruihua Shen Zi [2015] No. 48390004 CPA Yang Ganlin, Wu Xiaolei Auditor’s Report To the Shareholders of Shandong Airlines Co., Ltd.: We have audited the accompanying financial statements of Shandong Airlines Co., Ltd. (hereinafter as “the Group”), including balance sheet as of 31st December 2014 and the related consolidated balance sheet, profit statement of 2014 and related consolidated profit statement, cash flow statement and related consolidated cash flow statement, statement on changes of owners’ equity and related consolidated statement on changes of shareholders’ equity and other explanatory notes. I. Management’s responsibility for the financial statements Management of the Company is responsible for prepare and present financial statement of the Company, which including: (1) Prepare financial statements with fair presentation in line with Accounting Standards for Business Enterprises; (2) Designing, executed and maintaining necessary internal control in order to prevent fundamental miscarrying in financial statement from fraudulent or errors. II. Auditor's responsibility Our responsibility is to express an audit opinion on these financial statements based on our audit. We performed our audit in accordance with the Standards on Accounting for Certified Public Accountants. Those standards require that we comply with ethical requirements, and to plan and perform our audit so as to obtain reasonable assurance whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to frauds or errors. In making those risk assessments, the CPA will take relevant internal control into consideration which has concerned with the preparation and fair presentation of financial statements, in order to design audit procedures that are appropriated 48 Shandong Airlines Co., Ltd. Annual Report 2014 in the circumstances. An audit also includes evaluating the appropriateness of 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 the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. III. Auditing opinion In our opinion, the aforesaid financial statements, in major aspects, give a fair presentation of consolidated financial status and consolidated operation results and consolidated cash flow of Shandong Airlines Co., Ltd. ended as 31 December 2014 Ruihua CPAs (LLP) Chinese CPA: Yang Ganlin BeijingChina Chinese CPA: Wu Xiaolei 19 March 2015 II. Financial Statement Statement in Financial Notes are carried in RMB/CNY 1. Consolidated Balance Sheet Prepared by Shandong Airlines Co., Ltd 2014-12-31 In RMB Item Closing balance Opening balance Current assets: Monetary funds 460,741,336.35 444,522,271.21 Settlement provisions Capital lent Financial liability measured by fair value and with variation reckoned into current gains/losses Derivative financial liability 49 Shandong Airlines Co., Ltd. Annual Report 2014 Notes receivable Accounts receivable 217,039,947.40 250,524,757.67 Accounts paid in advance 138,893,259.40 88,182,040.98 Insurance receivable Reinsurance receivables Contract reserve of reinsurance receivable Interest receivable Dividend receivable 1,826,370.00 14,325,586.06 Other receivables 239,160,662.84 236,105,804.44 Purchase restituted finance asset Inventories 112,151,772.45 107,973,473.35 Divided into assets held for sale 91,522,334.40 Non-current asset due within one year Other current assets 108,805,651.21 71,828,962.65 Total current assets 1,370,141,334.05 1,213,462,896.36 Non-current assets: Loans and payments on behalf Finance asset available for sales 167,905,665.68 160,126,340.51 Held-to-maturity investment Long-term account receivable Long-term equity investment 173,410,020.12 Investment property Fixed assets 6,923,262,003.49 7,564,658,140.23 Construction in progress 2,437,585,905.29 1,647,915,995.78 Engineering material Disposal of fixed asset Productive biological asset Oil and gas asset Intangible assets 120,544,428.04 101,127,636.82 Expense on Research and Development Goodwill Long-term expenses to be 397,258,983.43 347,945,540.61 apportioned Deferred income tax asset 470,104,638.00 439,662,119.02 50 Shandong Airlines Co., Ltd. Annual Report 2014 Other non-current asset 58,654,642.41 Total non-current asset 10,748,726,286.46 10,261,435,772.97 Total assets 12,118,867,620.51 11,474,898,669.33 Current liabilities: Short-term loans 434,137,220.00 Loan from central bank Absorbing deposit and interbank deposit Capital borrowed Financial liability measured by fair value and with variation reckoned into 1,559,710.77 296,902.47 current gains/losses Derivative financial liability Notes payable 58,412,417.22 Accounts payable 890,345,747.24 1,132,126,690.25 Accounts received in advance 278,057,859.34 343,468,052.97 Selling financial asset of repurchase Commission charge and commission payable Wage payable 393,428,573.70 338,866,981.54 Taxes payable 88,141,153.44 110,064,437.61 Interest payable 15,379,074.56 16,064,294.43 Dividend payable 11,940.00 11,940.00 Other accounts payable 367,285,868.35 193,868,858.34 Reinsurance payables Insurance contract reserve Security trading of agency Security sales of agency Divided into liability held for sale Non-current liabilities due within 1 1,741,517,725.20 538,030,658.42 year Other current liabilities Total current liabilities 3,834,140,069.82 3,106,936,036.03 Non-current liabilities: Long-term loans 3,219,443,999.28 3,525,047,206.06 Bonds payable 500,000,000.00 Including: preferred stock 51 Shandong Airlines Co., Ltd. Annual Report 2014 Perpetual capital securities Long-term account payable 2,079,557,697.82 1,542,515,998.39 Long-term wages payable 70,445,557.60 64,571,000.00 Special accounts payable Projected liabilities Deferred income 17,271,524.22 25,367,524.34 Deferred income tax liabilities 19,888,391.42 17,943,560.13 Other non-current liabilities Total non-current liabilities 5,406,607,170.34 5,675,445,288.92 Total liabilities 9,240,747,240.16 8,782,381,324.95 Owner’s equity: Share capital 400,000,000.00 400,000,000.00 Other equity instrument Including: preferred stock Perpetual capital securities Capital public reserve 75,410,363.70 75,410,363.70 Less: Inventory shares Other comprehensive income 58,923,174.26 61,171,680.38 Reasonable reserve Surplus public reserve 318,250,857.40 289,670,385.70 Provision of general risk Retained profit 2,025,535,984.99 1,866,264,914.60 Total owner’s equity attributable to 2,878,120,380.35 2,692,517,344.38 parent company Minority interests Total owner’s equity 2,878,120,380.35 2,692,517,344.38 Total liabilities and owner’s equity 12,118,867,620.51 11,474,898,669.33 Legal Representative: Yu Haitian Person in charge of Accounting Works: Xu Guojian Person in charge of Accounting Institution: Sun Jingping 2. Balance Sheet of Parent Company In RMB Item Closing balance Opening balance 52 Shandong Airlines Co., Ltd. Annual Report 2014 Current assets: Monetary funds 444,628,245.82 421,826,370.62 Financial liability measured by fair value and with variation reckoned into current gains/losses Derivative financial liability Notes receivable Accounts receivable 215,447,973.81 243,767,591.18 Account paid in advance 137,871,249.15 87,961,234.82 Interest receivable Dividends receivable 1,826,370.00 14,325,586.06 Other receivables 281,409,048.94 278,365,290.97 Inventories 112,151,772.45 107,972,423.35 Divided into assets held for sale 91,522,334.40 Non-current assets maturing within one year Other current assets 107,929,044.49 71,828,962.65 Total current assets 1,392,786,039.06 1,226,047,459.65 Non-current assets: Available-for-sale financial assets 167,905,665.68 160,126,340.51 Held-to-maturity investments Long-term receivables Long-term equity investments 279,410,705.55 106,000,685.43 Investment property Fixed assets 6,817,495,030.89 7,454,288,584.97 Construction in progress 2,434,596,341.61 1,647,839,995.78 Project materials Disposal of fixed assets Productive biological assets Oil and natural gas assets Intangible assets 105,836,196.37 86,384,749.30 Research and development costs Goodwill Long-term deferred expenses 397,258,983.43 347,945,540.61 Deferred income tax assets 469,311,960.57 439,209,204.04 53 Shandong Airlines Co., Ltd. Annual Report 2014 Other non-current assets 58,654,642.41 Total non-current assets 10,730,469,526.51 10,241,795,100.64 Total assets 12,123,255,565.57 11,467,842,560.29 Current liabilities: Short-term borrowings 434,137,220.00 Financial liability measured by fair value and with variation reckoned into 1,559,710.77 296,902.47 current gains/losses Derivative financial liability Notes payable 58,412,417.22 Accounts payable 893,928,672.81 1,130,120,671.84 Accounts received in advance 269,901,234.14 338,572,262.93 Wage payable 389,889,657.63 338,104,603.04 Taxes payable 87,579,618.94 109,369,269.33 Interest payable 15,379,074.56 16,064,294.43 Dividend payable 11,940.00 11,940.00 Other accounts payable 382,237,985.57 195,015,301.41 Divided into liability held for sale Non-current liabilities due within 1 1,741,517,725.20 538,030,658.42 year Other current liabilities Total current liabilities 3,840,418,036.84 3,099,723,123.87 Non-current liabilities: Long-term loans 3,219,443,999.28 3,525,047,206.06 Bonds payable 500,000,000.00 Including: preferred stock Perpetual capital securities Long-term account payable 2,079,557,697.82 1,542,515,998.39 Long-term wages payable 70,445,557.60 64,571,000.00 Special accounts payable Projected liabilities Deferred income 17,271,524.22 25,367,524.34 Deferred income tax liabilities 19,888,391.42 17,943,560.13 Other non-current liabilities 54 Shandong Airlines Co., Ltd. Annual Report 2014 Total non-current liabilities 5,406,607,170.34 5,675,445,288.92 Total liabilities 9,247,025,207.18 8,775,168,412.79 Owners’ equity: Share capita 400,000,000.00 400,000,000.00 Other equity instrument Including: preferred stock Perpetual capital securities Capital public reserve 86,911,168.71 86,911,168.71 Less: Inventory shares Other comprehensive income 58,923,174.26 61,171,680.38 Reasonable reserve Surplus reserve 317,590,152.87 289,009,681.17 Retained profit 2,012,805,862.55 1,855,581,617.24 Total owner’s equity 2,876,230,358.39 2,692,674,147.50 Total liabilities and owner’s equity 12,123,255,565.57 11,467,842,560.29 Legal Representative: Yu Haitian Person in charge of Accounting Works: Xu Guojian Person in charge of Accounting Institution: Sun Jingping 3. Consolidated Profit Statement In RMB Item Current Period Last Period I. Total operating income 11,570,296,757.48 11,427,157,933.15 Including: Operating income 11,570,296,757.48 11,427,157,933.15 Interest income Insurance gained Commission charge and commission income II. Total operating cost 11,336,738,980.62 11,173,194,367.33 Including: Operating cost 10,079,128,803.74 9,709,865,647.38 Interest expense Commission charge and commission expense Cash surrender value 55 Shandong Airlines Co., Ltd. Annual Report 2014 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 31,770,430.48 238,665,537.66 Sales expenses 789,909,342.97 775,204,419.75 Administration expenses 234,028,777.30 221,433,947.49 Financial expenses 200,729,150.28 145,665,611.58 Losses of devaluation of asset 1,172,475.85 82,359,203.47 Add: Changing income of fair -1,262,808.30 6,901,881.12 value(Loss is listed with “-”) Investment income (Loss is listed -26,040,504.73 14,163,176.50 with “-”) Including: Investment income on -26,589,979.88 affiliated company and joint venture Exchange income (Loss is listed with “-”) III. Operating profit (Loss is listed with 206,254,463.83 275,028,623.44 “-”) Add: Non-operating income 207,191,726.99 270,407,969.61 Including: Disposal gains of 9,115,183.68 78,847,533.50 non-current asset Less: Non-operating expense 15,079,971.87 13,449,762.40 Including: Disposal loss of 14,507,221.07 9,856,591.93 non-current asset IV. Total Profit (Loss is listed with “-”) 398,366,218.95 531,986,830.65 Less: Income tax expense 110,514,676.86 141,865,018.93 V. Net profit (Net loss is listed with “-”) 287,851,542.09 390,121,811.72 Net profit attributable to owner’s of 287,851,542.09 390,121,811.72 parent company Minority shareholders’ gains and losses VI. Net after-tax of other comprehensive -2,248,506.12 33,344,665.27 income Net after-tax of other comprehensive -2,248,506.12 33,344,665.27 56 Shandong Airlines Co., Ltd. Annual Report 2014 income attributable to owners of parent company (I) Other comprehensive income items which will not be reclassified -8,083,000.00 7,341,000.00 subsequently to profit of loss 1. Changes as a result of re-measurement of net defined benefit -8,083,000.00 7,341,000.00 plan liability or asset 2. Share of the other comprehensive income of the investee accounted for using equity method which will not be reclassified subsequently to profit and loss (II) Other comprehensive income items which will be reclassified 5,834,493.88 26,003,665.27 subsequently to profit or loss 1. Share of the other comprehensive income of the investee accounted for using equity method which will be reclassified subsequently to profit or loss 2. Gains or losses arising from changes in fair value of 5,834,493.88 26,003,665.27 available-for-sale financial assets 3. Gains or losses arising from reclassification of held-to-maturity investment as available-for-sale financial assets 4. The effect hedging portion of gains or losses arising from cash flow hedging instruments 5. Translation differences arising on translation of foreign currency financial statements 6. Other Net after-tax of other comprehensive income attributable to minority shareholders VII. Total comprehensive income 285,603,035.97 423,466,476.99 Total comprehensive income 285,603,035.97 423,466,476.99 attributable to owners of parent Company 57 Shandong Airlines Co., Ltd. Annual Report 2014 Total comprehensive income attributable to minority shareholders VIII. Earnings per share: (i) Basic earnings per share 0.72 0.98 (ii) Diluted earnings per share 0.72 0.98 Legal Representative: Yu Haitian Person in charge of Accounting Works: Xu Guojian Person in charge of Accounting Institution: Sun Jingping 4. Profit Statement of Parent Company In RMB Item Current Period Last Period I. Operating income 11,550,383,115.23 11,411,894,387.57 Less: Operating cost 10,071,516,012.48 9,701,412,394.23 Operating tax and extras 31,611,429.24 238,106,240.18 Sales expenses 789,909,342.97 780,085,329.96 Administration expenses 226,098,278.90 214,597,884.21 Financial expenses 200,786,373.33 145,719,515.27 Losses of devaluation of asset -734,192.83 70,348,934.03 Add: Changing income of fair -1,262,808.30 6,901,881.12 value(Loss is listed with “-”) Investment income (Loss is -26,040,504.73 14,163,176.50 listed with “-”) Including: Investment income -26,589,979.88 on affiliated company and joint venture II. Operating profit (Loss is listed 203,892,558.11 282,689,147.31 with “-”) Add: Non-operating income 207,191,526.94 270,405,947.11 Less: Non-operating expense 15,079,971.87 13,435,099.03 Including: Disposal loss of 14,507,221.07 9,841,928.56 non-current asset III. Total Profit (Loss is listed with 396,004,113.18 539,659,995.39 “-”) Less: Income tax expense 110,199,396.17 141,552,131.44 IV. Net profit (Net loss is listed with 285,804,717.01 398,107,863.95 “-”) 58 Shandong Airlines Co., Ltd. Annual Report 2014 V. Net after-tax of other comprehensive -2,248,506.12 33,344,665.27 income (I) Other comprehensive income items which will not be reclassified -8,083,000.00 7,341,000.00 subsequently to profit of loss 1. Changes as a result of re-measurement of net defined benefit -8,083,000.00 7,341,000.00 plan liability or asset 2. Share of the other comprehensive income of the investee accounted for using equity method which will not be reclassified subsequently to profit and loss (II) Other comprehensive income items which will be reclassified 5,834,493.88 26,003,665.27 subsequently to profit or loss 1. Share of the other comprehensive income of the investee accounted for using equity method which will be reclassified subsequently to profit or loss 2. Gains or losses arising from changes in fair value of 5,834,493.88 26,003,665.27 available-for-sale financial assets 3. Gains or losses arising from reclassification of held-to-maturity investment as available-for-sale financial assets 4. The effect hedging portion of gains or losses arising from cash flow hedging instruments 5. Translation differences arising on translation of foreign currency financial statements 6. Other VI. Total comprehensive income 283,556,210.89 431,452,529.22 VII. Earnings per share: (i) Basic earnings per share (ii) Diluted earnings per share Legal Representative: Yu Haitian Person in charge of Accounting Works: Xu Guojian 59 Shandong Airlines Co., Ltd. Annual Report 2014 Person in charge of Accounting Institution: Sun Jingping 5. Consolidated Cash Flow Statement In RMB Item Current Period Last Period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor 12,710,297,864.57 11,821,940,861.03 services Net increase of customer deposit and interbank deposit Net increase of loan from central bank Net increase of capital borrowed from other financial institution Cash received from original insurance contract fee Net cash received from reinsurance business Net increase of insured savings and investment Net increase of amount from disposal financial assets that measured by fair value and with variation reckoned into current gains/losses Cash received from interest, commission charge and commission Net increase of capital borrowed Net increase of returned business capital Write-back of tax received Other cash received concerning 373,940,604.72 298,723,497.82 operating activities Subtotal of cash inflow arising from 13,084,238,469.29 12,120,664,358.85 operating activities Cash paid for purchasing commodities and receiving labor 9,517,670,026.99 8,296,965,395.58 service 60 Shandong Airlines Co., Ltd. Annual Report 2014 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 guarantee slip Cash paid to/for staff and workers 1,410,482,218.24 1,491,076,519.28 Taxes paid 416,630,299.89 687,341,028.75 Other cash paid concerning 279,627,708.86 234,094,893.09 operating activities Subtotal of cash outflow arising from 11,624,410,253.98 10,709,477,836.70 operating activities Net cash flows arising from operating 1,459,828,215.31 1,411,186,522.15 activities II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment 15,149,770.75 2,447,115.15 income Net cash received from disposal of fixed, intangible and other long-term 74,201,380.68 174,681,542.77 assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing 89,351,151.43 177,128,657.92 activities Cash paid for purchasing fixed, 1,854,363,565.04 1,723,086,948.06 intangible and other long-term assets Cash paid for investment Net increase of mortgaged loans Net cash received from 26,000,000.00 61 Shandong Airlines Co., Ltd. Annual Report 2014 subsidiaries and other units obtained Other cash paid concerning 2,101,079.54 2,609,524.71 investing activities Subtotal of cash outflow from investing 1,882,464,644.58 1,725,696,472.77 activities Net cash flows arising from investing -1,793,113,493.15 -1,548,567,814.85 activities III. Cash flows arising from financing activities Cash received from absorbing investment Including: Cash received from absorbing minority shareholders’ investment by subsidiaries Cash received from loans 1,415,568,000.00 1,707,943,187.26 Cash received from issuing bonds Other cash received concerning 876,880,748.00 903,064,822.94 financing activities Subtotal of cash inflow from financing 2,292,448,748.00 2,611,008,010.20 activities Cash paid for settling debts 1,493,180,860.91 1,664,222,540.40 Cash paid for dividend and profit 270,771,019.31 343,574,678.36 distributing or interest paying Including: Dividend and profit of minority shareholder paid by subsidiaries Other cash paid concerning 181,035,632.75 175,939,104.72 financing activities Subtotal of cash outflow from financing 1,944,987,512.97 2,183,736,323.48 activities Net cash flows arising from financing 347,461,235.03 427,271,686.72 activities IV. Influence on cash and cash equivalents due to fluctuation in 2,043,107.95 -755,865.78 exchange rate V. Net increase of cash and cash 16,219,065.14 289,134,528.24 equivalents Add: Balance of cash and cash 444,522,271.21 155,387,742.97 62 Shandong Airlines Co., Ltd. Annual Report 2014 equivalents at the period -begin VI. Balance of cash and cash 460,741,336.35 444,522,271.21 equivalents at the period -end Legal Representative: Yu Haitian Person in charge of Accounting Works: Xu Guojian Person in charge of Accounting Institution: Sun Jingping 6. Cash Flow Statement of Parent Company In RMB Item Current Period Last Period I. Cash flows arising from operating activities: Cash received from selling commodities and providing labor 12,681,462,417.76 11,804,162,169.30 services Write-back of tax received Other cash received concerning 387,683,169.97 284,668,066.98 operating activities Subtotal of cash inflow arising from 13,069,145,587.73 12,088,830,236.28 operating activities Cash paid for purchasing commodities and receiving labor 9,517,170,943.75 8,294,746,672.13 service Cash paid to/for staff and workers 1,401,684,370.73 1,486,359,737.00 Taxes paid 412,690,376.73 685,735,029.36 Other cash paid concerning 277,261,323.97 237,896,956.32 operating activities Subtotal of cash outflow arising from 11,608,807,015.18 10,704,738,394.81 operating activities Net cash flows arising from operating 1,460,338,572.55 1,384,091,841.47 activities II. Cash flows arising from investing activities: Cash received from recovering investment Cash received from investment 15,149,770.75 2,447,115.15 income Net cash received from disposal of 74,200,980.68 174,669,237.27 63 Shandong Airlines Co., Ltd. Annual Report 2014 fixed, intangible and other long-term assets Net cash received from disposal of subsidiaries and other units Other cash received concerning investing activities Subtotal of cash inflow from investing 89,350,751.43 177,116,352.42 activities Cash paid for purchasing fixed, 1,848,290,712.22 1,706,500,870.09 intangible and other long-term assets Cash paid for investment Net cash received from 26,000,000.00 subsidiaries and other units Other cash paid concerning 2,101,079.54 2,609,524.71 investing activities Subtotal of cash outflow from investing 1,876,391,791.76 1,709,110,394.80 activities Net cash flows arising from investing -1,787,041,040.33 -1,531,994,042.38 activities III. Cash flows arising from financing activities Cash received from absorbing investment Cash received from loans 1,415,568,000.00 1,707,943,187.26 Cash received from issuing bonds Other cash received concerning 876,880,748.00 903,064,822.94 financing activities Subtotal of cash inflow from financing 2,292,448,748.00 2,611,008,010.20 activities Cash paid for settling debts 1,493,180,860.91 1,664,222,540.40 Cash paid for dividend and profit 270,771,019.31 343,574,678.36 distributing or interest paying Other cash paid concerning 181,035,632.75 175,939,104.72 financing activities Subtotal of cash outflow from financing 1,944,987,512.97 2,183,736,323.48 activities Net cash flows arising from financing 347,461,235.03 427,271,686.72 activities 64 Shandong Airlines Co., Ltd. Annual Report 2014 IV. Influence on cash and cash equivalents due to fluctuation in 2,043,107.95 -755,865.78 exchange rate V. Net increase of cash and cash 22,801,875.20 278,613,620.03 equivalents Add: Balance of cash and cash 421,826,370.62 143,212,750.59 equivalents at the period -begin VI. Balance of cash and cash 444,628,245.82 421,826,370.62 equivalents at the period -end Legal Representative: Yu Haitian Person in charge of Accounting Works: Xu Guojian Person in charge of Accounting Institution: Sun Jingping 7. Statement of Changes in Owners’ Equity (Consolidated) This Period In RMB This Period Owners’ equity attributable to parent company Other equity instrument Item Less: Other Provisio Minorit Total Perpet Reason Share ual Capital Invento compre Surplus n of Retaine y owners’ able interests equity capital Prefer capita reserve ry hensive reserve general d profit red Other reserve l shares income risk stock securi ties 400,00 1,866,2 2,692,5 I. Balance at the 75,410, 61,171, 289,670 0,000. 64,914. 17,344. end of the last year 363.70 680.38 ,385.70 00 60 38 Add: Changes of accounting policy Error correction of the last period Enterprise combine under the same control Other II. Balance at the 400,00 1,866,2 2,692,5 75,410, 61,171, 289,670 beginning of this 0,000. 64,914. 17,344. 363.70 680.38 ,385.70 year 00 60 38 65 Shandong Airlines Co., Ltd. Annual Report 2014 III. Increase/ Decrease in this -2,248,5 28,580, 159,271 185,603 year (Decrease is 06.12 471.70 ,070.39 ,035.97 listed with “-”) (i) Total -2,248,5 287,851 285,603 comprehensive 06.12 ,542.09 ,035.97 income (ii) Owners’ devoted and decreased capital 1.Common shares invested by shareholders 2. Capital invested by holders of other equity instruments 3. Amount reckoned into owners equity with share-based payment 4. Other -128,58 -100,00 (III) Profit 28,580, 0,471.7 0,000.0 distribution 471.70 0 0 1. Withdrawal of 28,580, -28,580, surplus reserves 471.70 471.70 2. Withdrawal of general risk provisions 3. Distribution for -100,00 -100,00 owners (or 0,000.0 0,000.0 shareholders) 0 0 4. Other (IV) Carrying forward internal owners’ equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserve 66 Shandong Airlines Co., Ltd. Annual Report 2014 4. Other (V) Reasonable reserve 1. Withdrawal in the report period 2. Usage in the report period (VI)Others IV. Balance at the 400,00 2,025,5 2,878,1 75,410, 58,923, 318,250 end of the report 0,000. 35,984. 20,380. 363.70 174.26 ,857.40 period 00 99 35 Last Period In RMB Last Period Owners’ equity attributable to the parent Company Other equity instrument Minorit Item Less: Other Provisio Total Perpet Reason y Share ual Capital Invento compre Surplus n of Retaine interest owners’ able equity capital Prefer capita reserve ry hensive reserve general d profit s red Other reserve l shares income risk stock securi ties 400,00 1,675,9 2,429,0 I. Balance at the 75,410, 27,827, 249,859 0,000. 53,889. 50,867. end of the last year 363.70 015.11 ,599.31 00 27 39 Add: Changes of accounting policy Error correction of the last period Enterprise combine under the same control Other II. Balance at the 400,00 75,410, 27,827, 249,859 1,675,9 2,429,0 beginning of this 0,000. 53,889. 50,867. 363.70 015.11 ,599.31 year 00 27 39 III. Increase/ Decrease in this 33,344, 39,810, 190,311 263,466 year (Decrease is 665.27 786.39 ,025.33 ,476.99 listed with “-”) 67 Shandong Airlines Co., Ltd. Annual Report 2014 (i) Total 33,344, 390,121 423,466 comprehensive 665.27 ,811.72 ,476.99 income (ii) Owners’ devoted and decreased capital 1.Common shares invested by shareholders 2. Capital invested by holders of other equity instruments 3. Amount reckoned into owners equity with share-based payment 4 Other -199,81 -160,00 (III) Profit 39,810, 0,786.3 0,000.0 distribution 786.39 9 0 1. Withdrawal of 39,810, -39,810, surplus reserves 786.39 786.39 2. Withdrawal of general risk provisions 3. Distribution for -160,00 -160,00 owners (or 0,000.0 0,000.0 shareholders) 0 0 4. Other (IV) Carrying forward internal owners’ equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserve 4. Other (V) Reasonable reserve 68 Shandong Airlines Co., Ltd. Annual Report 2014 1. Withdrawal in the report period 2. Usage in the report period (VI)Others IV. Balance at the 400,00 1,866,2 2,692,5 75,410, 61,171, 289,670 end of the report 0,000. 64,914. 17,344. 363.70 680.38 ,385.70 period 00 60 38 Legal Representative: Yu Haitian Person in charge of Accounting Works: Xu Guojian Person in charge of Accounting Institution: Sun Jingping 8. Statement of Changes in Owners’ Equity (Parent Company) This Period In RMB This Period Other equity instrument Other Total Item Perpetu Less: Share Capital comprehe Reasonab Surplus Retaine Inventory owners’ capital Preferre al reserve nsive le reserve reserve d profit capital Other shares equity d stock income securiti es 1,855,5 I. Balance at the 400,000, 86,911,16 61,171,68 289,009,6 2,692,674 81,617. end of the last year 000.00 8.71 0.38 81.17 ,147.50 24 Add: Changes of accounting policy Error correction of the last period Other II. Balance at the 1,855,5 400,000, 86,911,16 61,171,68 289,009,6 2,692,674 beginning of this 81,617. 000.00 8.71 0.38 81.17 ,147.50 year 24 III. Increase/ Decrease in this -2,248,50 28,580,47 157,224 183,556,2 year (Decrease is 6.12 1.70 ,245.31 10.89 listed with “-”) (i) Total -2,248,50 285,804 283,556,2 comprehensive 6.12 ,717.01 10.89 income 69 Shandong Airlines Co., Ltd. Annual Report 2014 (ii) Owners’ devoted and decreased capital 1.Common shares invested by shareholders 2. Capital invested by holders of other equity instruments 3. Amount reckoned into owners equity with share-based payment 4. Other -128,58 (III) Profit 28,580,47 -100,000, 0,471.7 distribution 1.70 000.00 0 1. Withdrawal of 28,580,47 -28,580, surplus reserves 1.70 471.70 2. Distribution for -100,00 -100,000, owners (or 0,000.0 000.00 shareholders) 0 3. Other (IV) Carrying forward internal owners’ equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserve 4. Other (V) Reasonable reserve 1. Withdrawal in the report period 2. Usage in the report period (VI)Others 70 Shandong Airlines Co., Ltd. Annual Report 2014 IV. Balance at the 400,000, 2,012,8 86,911,16 58,923,17 317,590,1 2,876,230 end of the report 05,862. 000.00 8.71 4.26 52.87 ,358.39 period 55 Last period In RMB Last period Other equity instrument Other Total Item Share Perpetu Less: Retaine Capital comprehe Reasonab Surplus Inventory owners’ capital Preferre al reserve nsive le reserve reserve d profit capital Other shares equity d stock income securiti es 1,657,2 I. Balance at the 400,000, 86,911,16 27,827,01 249,198,8 2,421,221 84,539. end of the last year 000.00 8.71 5.11 94.78 ,618.28 68 Add: Changes of accounting policy Error correction of the last period Other II. Balance at the 1,657,2 400,000, 86,911,16 27,827,01 249,198,8 2,421,221 beginning of this 84,539. 000.00 8.71 5.11 94.78 ,618.28 year 68 III. Increase/ Decrease in this 33,344,66 39,810,78 198,297 271,452,5 year (Decrease is 5.27 6.39 ,077.56 29.22 listed with “-”) (i) Total 33,344,66 398,107 431,452,5 comprehensive 5.27 ,863.95 29.22 income (ii) Owners’ devoted and decreased capital 1.Common shares invested by shareholders 2. Capital invested by holders of other equity instruments 3. Amount reckoned into owners equity with share-based 71 Shandong Airlines Co., Ltd. Annual Report 2014 payment 4. Other -199,81 (III) Profit 39,810,78 -160,000, 0,786.3 distribution 6.39 000.00 9 1. Withdrawal of 39,810,78 -39,810, surplus reserves 6.39 786.39 2. Distribution for -160,00 -160,000, owners (or 0,000.0 000.00 shareholders) 0 3. Other (IV) Carrying forward internal owners’ equity 1. Capital reserves conversed to capital (share capital) 2. Surplus reserves conversed to capital (share capital) 3. Remedying loss with surplus reserve 4. Other (V) Reasonable reserve 1. Withdrawal in the report period 2. Usage in the report period (VI)Others IV. Balance at the 400,000, 1,855,5 86,911,16 61,171,68 289,009,6 2,692,674 end of the report 81,617. 000.00 8.71 0.38 81.17 ,147.50 period 24 Legal Representative: Yu Haitian Person in charge of Accounting Works: Xu Guojian Person in charge of Accounting Institution: Sun Jingping 72 Shandong Airlines Co., Ltd. Annual Report 2014 Shandong Airlines Co., Ltd. Notes to the Financial Statements for the Year Ended 31 December 2014 (All amounts are expressed in CNY unless otherwise stated) Note 1 Corporation profile Shandong Airlines Co., Ltd. (hereafter, the Company) is a foreign-invested limited liability company incorporated in the People’s Republic of China. The Company was incorporated through the restructuring project jointly initiated by Shandong Airlines Group Co., Ltd. (hereafter, SDA Group), Inspur Co., Ltd. (previously known as Inspur Electronic Information Industry Group Company (浪潮电子信息 产业集团公司), Shandong Hualu Group Co., Ltd, Shandong Group Corp. of Fisheries Enterprises and Luyin Investment Group (鲁银 投资集团股份有限公司) following the approval (LuTiGaiQiZi(1999)No.88 (鲁体改企字(1999)第 88 号)) granted by the Economic Reform Commission of Shandong Province (山东省经济体制改革委员会) on July 29th, 1999. Shandong Airlines Group Co., Ltd. acquired 259,204,000 state-owned corporate shares (国有法人股), with CNY 1.00 at par, of the Company by transferring its air transportation operation and the related assets and liabilities to the Company on November 25th, 1999. Inspur Co., Ltd., Shandong Hualu Group Co., Ltd. and Shandong Group Corp. of Fisheries Enterprises each acquired 199,000 state-owned corporate shares, with CNY 1.00 at par, by cash investment of CNY 200,000.00 each on November 26th, 1999. Luyin Investment Group acquired 199,000 domestic corporate shares ( 国 内 法 人 股 ), with CNY 1.00 at par, by cash investment of CNY 200,000.00 on November 26th, 1999. The Company issued 140,000,000 domestically listed shares denominated in foreign currency ( 境 内 上 市 外 资 股 ) (hereafter, B share(s)), with par value at CNY 1.00 each and issue price at HKD 1.58 each, on August 28th, 2000 upon the approval (ZhengJianFaXingZi[2000]No.116 (证监发行字[2000]116 号)) granted by the China Securities Regulatory Commission on August 22nd, 2000; and, the Company was listed on the Shenzhen Stock Exchange on September 12th, 2000. Immediately after the issuance of the B shares, the capital of the Company increased to CNY 400,000,000.00. The Agreement of Share Transfer ( 股份转让协议》 signed by SDA Group and China National Aviation Holding Company (hereafter, China Aviation Group) on February 28th, 2004 authorised the transfer of 91,200,000 shares of the Company, equal to 22.8% shareholding, from SDA Group to China Aviation Group. Immediately after the share transfer, SDA Group’s shareholding in the Company was 42.00%. In November 2004, the Board of Directors of the Company, in accordance with the approval (GuoZiChanQuan[2004]No.956 (国资产权[2004]956 号:《关于中国航空集团公司将受让山东航空股份有限公司国有股的合同实施转让有关问题的批 复》)) issued by the State-owned Assets Supervision and Administration Commission of the State Council, authorised China Aviation Group to transfer the state-owned corporate shares received from SDA Group to Air China Co., Ltd. (hereafter, Air China). As so provided in GuoZiChanQuan[2004]No.956, the rights and obligation attributable to China Aviation Group as specified in the Agreement of Share Transfer shall be afforded by Air China. The change of share ownership was registered at the China Securities Depository and Clearing Corporation Limited Shenzhen Office by SDA Group and Air China on December 3rd, 2004; And, 91,200,000 shares of the 73 Shandong Airlines Co., Ltd. Annual Report 2014 Company then became held by Air China. Legal representative of the Company: YU, Haitian Place of registration: Shandong Jinan Yaoqiang International Airport Address of headquarter: Shandong Airlines Centre, 5746 – East 2nd Ring Road, Jinan, Shandong The Company is permitted to undertake international and domestic passenger and cargo transportation, hotel and beverage related operation (limited to operation through branch); provision of aircraft maintenance, training of civil aviation pilots and air crew, insurance brokerage (limited to air accident insurance, with period of operation valid until September 3rd, 2015); inter-airline agenting, and principal operation related ground services; sales of airborne material and equipments, non-food grocery, art work, souvenir, etc.; retailing of tobacco products (limited to Qingdao Red-Crowned Crane Hotel); lease of airborne material and equipments; business services; conference services; transportation agency; air cargo storage; and aviation pilot provision (for other domestic airlines). The operating activities listed herein does not involve operation related to commodity that are subject to State Administered Trading ( 国营 贸易 管 理 ),but involve operation related to commodity that are subject to quotas , licence requirements, which are restricted to obtain permission before the operation. The financial statements of the Company has been approved by the board of directors on 19 Mar 2015. 2 subsidiaries of the Company are included in the consolidated financial statements in 2014, see Note 8 "The equity in other main entities". No change of scope of consolidation from last year. The Company operates in the industry of transportation. Note 2 Basis for preparation of the financial statements The financial statements of company have been prepared on basis of going concern in conformity with Chinese Accounting Standards for Business Enterprises and the Accounting Systems for Business Enterprises issued by the Ministry of Finance of People’s Republic of China (Ministry of Finance issued order No.33, the Ministry of Finance revised order No.76) on15 February 2006, and revised Accounting Standards (order 41 of the Ministry of Finance) and Compilation Rules for Information Disclosure by Companies Offering Securities to the Public No.15 – General Provisions on Financial Reports (2014 Revision) issued by the China Securities Regulatory Commission (CSRC). According to the relevant accounting regulations in Chinese Accounting Standards for Business Enterprises, the company has adopted the accrual basis of accounting. Held-for-sale non-current assets are measured at the lower of its book value at its classification date and fair value minus expected disposal costs. Where assets are impaired, provisions for asset impairment are made in accordance with relevant requirements. Note 3 Statement of Compliance with Enterprise Accounting Standards The financial statements of the company are recognized and measured in accordance with the regulations in the Chinese Accounting Standards for Business Enterprises and they give a true and fair view of the financial position, business result and cash flow of the Company as of 31 December 2014. In addition, the financial statements of the company comply, in all material respects, with the revised disclosing requirements for financial statements and the Compilation Rules for Information Disclosure by Companies Offering Securities 74 Shandong Airlines Co., Ltd. Annual Report 2014 to the Public No.15—General Provisions on Financial Reports (2014 Revision) issued by China Securities Regulatory Commission (CSRC) in 2014. Note 4 Important Accounting Principles and Accounting Estimates The Company and subsidiaries are principally engaged in air transportation. The Company and subsidiaries in accordance with the actual production and management features, according to the relevant provisions of Accounting Standards, to make a number of specific accounting policies and accounting estimates for other transactions and events of revenue recognition, see Note 4.21 “Revenue” for the description. For description of significant accounting judgments and estimates made by management, see Note 4.28 “Significant accounting judgments and estimates”. 4.1 Accounting period The accounting period of the Company is classified as interim period and annual period. Interim period refers to the reporting period shorter than a complete annual period. The accounting period of the Company is the calendar year from January 1 to December 31. 4.2 Operating cycle Normal business cycle is realized by the Company in cash or cash equivalents from the purchase of assets for processing until. The company has a 12 -month operating cycle, and its assets and liabilities as liquidity criteria for the classification. 4.3 Monetary Unit Yuan (CNY) is the currency of the primary economic environment in which the Company and its domestic subsidiaries operate. Therefore, the Company and its domestic subsidiaries choose CNY as their functional currency. The Company adopts CNY to prepare its functional statements. 4.4 Business combination A business combination is a transaction or event that brings together two or more separate entities into one reporting entity. Business combinations are classified into business combinations involving enterprises under common control and business combinations not involving enterprises under common control. 4.4.1 Business combination involving entities under common control A business combination involving enterprises under common control is a business combination in which all of the combining enterprises are ultimately controlled by the same party or parties both before and after the combination, and that control is not transitory. For a business combination involving enterprises under common control, the party that, on the combination date, obtains control of another enterprise participating in the combination is the absorbing party, while that other enterprise participating in the combination is a party being absorbed. Combination date is the date on which the absorbing party effectively obtains control of the party being absorbed. The assets and liabilities obtained are measured at the carrying amounts as recorded by the enterprise being combined at the combination date. The difference between the carrying amount of the net assets obtained and the carrying amount of consideration paid for the combination (or the total face value of shares issued) is adjusted to the capital premium (or share premium) in the capital reserve. If the balance of the capital premium (or share premium) is insufficient, any excess is adjusted to retained earnings. 75 Shandong Airlines Co., Ltd. Annual Report 2014 The cost of a combination incurred by the absorbing party includes any costs directly attributable to the combination shall be recognized as an expense through profit or loss for the current period when incurred. 4.4.2 Business combination involving entities not under common control A business combination involving enterprises not under common control is a business combination in which all of the combining enterprises are not ultimately controlled by the same party or parties both before and after the business combination. For a business combination not involving enterprises under common control, the party that, on the acquisition date, obtains control of another enterprise participating in the combination is the acquirer, while that other enterprise participating in the combination is the acquiree. Acquisition date is the date on which the acquirer effectively obtains control of the acquiree. For a business combination not involving enterprise under common control, the combination cost including the sum of fair value, at the acquisition date, of the assets given, liabilities incurred or assumed, and equity securities issued by the acquirer. The intermediary expenses incurred by the acquirer in respect of auditing, legal services, valuation and consultancy services etc and other associated administrative expenses attributable to the business combination are recognized in profit or loss when they are incurred. The transaction cost arose from issuing of equity securities or liability securities shall be initially recognized as equity securities or liability securities. The contingent consideration related to the combination shall be booked as combination cost at the fair value at the acquisition date. If, within the 12 months after acquisition, additional information can prove the existence of related information at acquisition date and the contingent consideration need to be adjusted, goodwill can be adjusted. Combination cost of the acquirer’s interest and identifiable net assets of the acquirer acquired through the business combination shall be measured by the fair value at the acquisition date. Where the cost of combination exceeds the acquirer’s interest in the fair value of the acquiree’s identifiable net assets, the difference shall be recognized as goodwill. Where the cost of combination is less than the acquirer’s interest in the fair value of the acquiree’s identifiable net assets, the difference shall be accounted for according to the following requirements: (i) the acquirer shall reassess the measurement of the fair values of the acquiree’s identifiable assets, liabilities and contingent liabilities and measurement of the cost of combination; (ii) if after that reassessment, the cost of combination is still less than the acquirer’s interest in the fair values of the acquiree’s identifiable net assets, the acquirer shall recognize the remaining difference immediately in profit or loss for the current period. Where the temporary difference obtained by the acquirer was not recognized due to inconformity with the conditions applied for recognition of deferred income tax, if, within the 12 months after acquisition, additional information can prove the existence of related information at acquisition date and the expected economic benefits on the acquisition date arose from deductible temporary difference by the acquiree can be achieved, relevant income tax assets can be recognized, and goodwill offset. If the goodwill is not sufficient, the difference shall be recognized as profit of the current period. Apart from above, the differences shall be taken into profit or loss of the current period if the recognition of deferred income tax assets is related to the combination. For a business combination not involving enterprise under common control, which achieved in stages that involves multiple exchange 76 Shandong Airlines Co., Ltd. Annual Report 2014 transactions, according to “The notice of the Ministry of Finance on the issuance of Accounting Standards Interpretation No. 5” (CaiKuai [2012] No. 19) and Article55 of “Accounting Standards for Business Enterprises No.33 - Consolidated Financial Statements” on the “package deal” criterion (see Note 4.5.2), to judge the multiple exchange transations whether they are the"package deal". If it belong to the “package deal” in reference to the preceding paragraphs of this section and the Notes described in 4.13 “long-term investment” accounting treatment, if it does not belong to the “package deal” to distinguish the individual financial statements and the consolidated financial statements related to the accounting treatment: In the individual financial statements, the total value of the book valueoftheacquiree's equity investment before the acquisition date and the cost of new investment at the acquisition date, as the initial cost of the investment, the acquiree's equity investment before the acquisition date involved in other comprehensive income, in the disposal of the investment will be in other comprehensive income associated with the use of infrastructure and the acquiree directly related to the disposal of assets or liabilities of the same accounting treatment (that is, except in accordance with the equity method of accounting in the defined benefit plan acquiree is remeasured net changes in net assets or liabilities other than in the corresponding share of the lead, and the rest into the current investment income). In the combination financial statements, the equity interest in the acquiree previously held before the acquisition date re-assessed at the fair value at the acquisition date, with any difference between its fair value and its carrying amount is recorded as investment income.The previously-held equity interest in the acquiree involved in other comprehensive income and other comprehensive income associated with the purchase of the foundation should be used party directly related to the disposal of assets or liabilities of the same accounting treatment (that is, except in accordance with the equity method of accounting in the acquiree is remeasured defined benefit plans other than changes in net liabilities or net assets due to a corresponding share of the rest of the acquisition date into current investment income). 4.5 Preparation of the consolidated financial statements 4.5.1 The scope of consolidation The scope of consolidation for the consolidated financial statements is determined on the basis of control. Control is the power to govern the financial and operating policies of an enterprise so as to obtain benefits from its operating activities. The scope of consolidation includes the Company and all of the subsidiaries. Subsidiary is an enterprise or entity under the control of the Company. Once the change in the relevant facts and circumstances leading to the definition of the relevant elements involved in the control of the change, the company will be re-evaluated. 4.5.2 Preparation of the consolidated financial statements The subsidiary of the Company is included in the consolidated financial statements from the date when the control over the net assets and business decisions of the subsidiary is effectively obtained, and excluded from the date when the control ceases. For a subsidiary disposed of by the Company, the operating results and cash flows before the date of disposal (the date when control is lost) are included in the consolidated income statement and consolidated statement of cash flows, as appropriate. For a subsidiary disposed during the period, no adjustment is made to the opening balance of the consolidated financial statements. For a subsidiary acquired through a business combination not under common control, the operating results and cash flows from the 77 Shandong Airlines Co., Ltd. Annual Report 2014 acquisition (the date when the control is obtained) are included in the consolidated income statement and consolidated statement of cash flows, as appropriated; no adjustment is made to the opening balance and comparative figures in the consolidated financial statements. Where a subsidiary and a party being absorbed in a merger by absorption was acquired during the reporting period, through a business combination involving enterprises under common control, the financial statements of the subsidiary are included in the consolidated financial statements. The results of operations and cash flow are included in the consolidated balance sheet and the consolidated income statement, respectively, based on their carrying amounts, from the date that common control was established, and the opening balances and the comparative figures of the consolidated financial statements are restated. When the accounting period or accounting policies of a subsidiary are different from those of the Company, the Company makes necessary adjustments to the financial statements of the subsidiary based on the Company’s own accounting period or accounting policies. Where a subsidiary was acquired during the reporting period through a business combination not under common control, the financial statements was reconciliated on the basis of the fair value of identifiable net assets at the date of acquisition. Intra-Group balances and transactions, and any unrealized profit or loss arising from intra-Group transactions, are eliminated in preparing the consolidated financial statements. Minority interest and the portion in the net profit or loss not attributable to the Company are presented separately in the consolidated balance sheet within shareholders’/ owners’ equity and net profit. Net profit or loss attributable to minority shareholders in the subsidiaries is presented separately as minority interest in the consolidated income statement below the net profit line item. When the amount of loss for the current period attributable to the minority shareholders of a subsidiary exceeds the minority shareholders’ portion of the opening balance of shareholders’/equity of the subsidiary, the excess is allocated against the minority interests. When the Company loses control of a subsidiary due to the disposal of a portion of an equity investment or other reasons, the remaining equity investment is re-measured at its fair value at the date when control is lost. The difference between 1) the total amount of consideration received from the transaction that resulted in the loss of control and the fair value of the remaining equity investment and 2) the carrying amounts of the interest in the former subsidiary’s net assets immediately before the loss of the control is recognized as investment income for the current period when control is lost. Other comprehensive income related to the former subsidiary's equity investment, using the foundation and the acquiree directly related to the disposal of the same assets or liabilities are accounted when the control is lost(ie, in addition to the former subsidiary is remeasured at the net defined benefit plan or changes in net assets and liabilities resulting from, the rest are transferred to the current investment income). The retained interest is subsequently measured according to the rules stipulated in the - “Chinese Accounting Standards for Business Enterprises No.2 - Long-term equity investment” or “Chinese Accounting Standards for Business Enterprises No.22 - Determination and measurement of financial instruments”. See Note 4.13 Long-term equity investments and Note 4.9 Financial instruments for details. The company through multiple transactions step deal with disposal of the subsidiary's equity investment until the loss of control, need to distinguish between equity until the disposal of a subsidiary's loss of control over whether the transaction is package deal. Terms of the transaction disposition of equity investment in a subsidiary, subject to the following conditions and the economic impact of one or more of cases, usually indicates that several transactions should be accounted for as a package deal:①these transactions are considered 78 Shandong Airlines Co., Ltd. Annual Report 2014 simultaneously, or in the case of mutual influence made, ②these transactions as a whole in order to achieve a complete business results; ③the occurrence of a transaction depends on occurs at least one other transaction; ④a transaction look alone is not economical, but when considered together with other transaction is economical. If they does not belong to the package deal, each of them separately, as the case of a transaction in accordance with “without losing control over the disposal of a subsidiary part of a long-term equity investments“ (see Note 4.10.2, 4)) and “due to the disposal of certain equity investments or other reasons lost control of a subsidiary of the original” (see previous paragraph) principles applicable accounting treatment. Until the disposal of the equity investment loss of control of a subsidiary of the transactions belonging to the package deal, the transaction will be used as a disposal of a subsidiary and the loss of control of the transaction. However, before losing control of the price of each disposal entitled to share in the net assets of the subsidiary 's investment corresponding to the difference between the disposal, recognized in the consolidated financial statements as other comprehensive income, loss of control over the transferred together with the loss of control or loss in the period. 4.6 Joint arrangement A joint arrangement is an arrangement of which two or more partieshave joint control.A joint arrangement is either a joint operation or a joint venture, depending of the rights and obligation of the Company in the joint arrangement. A joint operation is a joint arrangement whereby the Company has rights to the assets, andobligations for the liabilities, relating to the arrangement. A joint venture is a joint arrangement whereby the Company has rights to the net assets of thearrangement. The Company accounts for joint ventures using the equity method, see Note 4.13.2.2 for details. The company, a joint operator, recognises in relation to its interest in a jointoperation:(a)its assets, including its share of any assets held jointly;(b)its liabilities, including its share of any liabilities incurred jointly;(c)its revenue from the sale of its share of the output arising from thejoint operation;(d)its share of the revenue from the sale of the output by the jointoperation; and (e)its expenses, including its share of any expenses incurred jointly. When the Company enters into a transaction with a joint operation in which it is ajoint operator, such as a sale or contribution of assets, the Company, prior to disposal of the assets to a third party by the joint operation,recognises gains and losses resulting from such a transaction onlyto the extent of the other parties's interests in the joint operation.When there is evidence of a reduction in the net realisablevalue of the assets to be sold or contributed to the joint operation, or of animpairment loss of those assets which is in line with provision stipulated by CAS 8, those losses arerecognised fully by the Company.When there is evidence of a reduction in the net realisablevalue of the assets to be purchased or of an impairment loss of those assets, the Company shall recognise its share of those losses. 4.7 Cash equivalent Cash and cash equivalents of the Company include cash on hand, ready usable deposits and investments having short holding term (normally will be due within three months from the day of purchase), with strong liquidity and easy to be exchanged into certain amount of cash that can be measured reliably and have low risks of change. 4.8 Foreign exchange 4.8.1 Translation in foreign exchange transactions 79 Shandong Airlines Co., Ltd. Annual Report 2014 The foreign currency transactions are recorded, on initial recognition in the functional currency, by applying [the spot exchange rate on the date of the transaction / an exchange rate that approximates the actual spot exchange rate on the date of transaction]. The exchange of foreign currency and transactions related to the foreign exchange are translated at the spot exchange rate. 4.8.2 Translation of monetary foreign currency and non-monetary foreign currency At the balance sheet date, foreign currency monetary items are translated using the spot exchange rate at the balance sheet date. All the exchange differences thus resulted are taken to profit or loss, except for ①those relating to foreign currency borrowings specifically for construction and acquisition of qualifying assets, which are capitalized in accordance with the principle of capitalization of borrowing costs, ②hedging accounting, the exchange difference related to hedging instruments for the purpose of net oversea operating investment is recorded in the comprehensive income till the date of disposal and recognized in profit or loss of the period; exchange difference from changes of other account balance of foreign currency monetary items, ③available-for-trade is recorded into profit or loss except for amortized cost. Non-monetary foreign currency items measured at historical cost shall still be translated at the spot exchange rate prevailing on the transaction date, and the amount denominated in the functional currency is not changed. Non-monetary foreign currency items measured at fair value are translated at the spot exchange rate prevailing at the date when the fair values are determined. The exchange difference thus resulted are recognized in profit or loss for the current period or as capital reserve. 4.8.3 The translation of financial statement in foreign currency When the consolidated financial statements include foreign operation(s), if there is a foreign currency monetary item constituting a net investment in a foreign operation, exchange difference arising from changes in exchange rates are recognized as “exchange differences arising on translation of financial statements denominated in foreign currencies” in owner’s equity, and in profit or loss for the period upon disposal of the foreign operation. The Group translates the financial statements of its foreign operations into CNY by following rules. Assets and liabilities in the balance sheet are translated at the spot exchange rate prevailing at the balance sheet date; all equity items except for retained earnings are translated at the spot exchange rates at the dates on which such items occur; income and expenses in income statement are translated at the spot exchange rates at the date of transaction; the opening retained earnings is the closing retained earnings of the last period after translation; the closing balance of retained earnings is calculates and presented in the basis of each translated income statements and profit distribution item; the difference arising between the assets and liabilities and shareholders’ equity shall be booked as translation difference of foreign currency statements, and shall be presented as a separate component of equity in the balance sheet. On a loss of control over Group’s oversea operation due to disposal, the Company transfers the accumulated or proportionate share of the accumulated exchange difference arising on translation of financial statements of this oversea operation attributable to the owners’ equity of the Company and presented under shareholders’ equity, to 80 Shandong Airlines Co., Ltd. Annual Report 2014 profit or loss in the period in which the disposal occurs. Foreign currency cash flows and cash flow of oversea subsidiaries are translated at the spot exchange rates on the date of cash flows.The effect of exchange rate changes on cash is separately presented as an adjustment item in the cash flow statement. The opening and actual amount of last year are presented in the financial statement after translation At the disposal of all of the company's ownership interest in a foreign operation, or due to the disposal of part of the equity investment or other reasons, the loss of control over a foreign operation, the project owner's equity in the balance sheet listed under the relevant overseas operations attributable to statements of the parent company 's shareholders' equity of foreign currency translation differences, all transferred to the disposal of the income statement. At the disposal of part of the equity investment or other causes lower hold percentage overseas business interests, but does not lose control over a foreign operation, and disposal of the foreign operation section related to foreign currency translation differences attributable to minority interests, is not transferred to the income statement. At the disposal of a foreign operation as part of the equity joint venture or joint ventures, foreign currency financial statements of the foreign operation and the associated translation difference in proportion to dispose of the foreign operation into the disposal of the income statement. 4.9 Financial instruments 4.9.1 Determination of financial assets and liabilities’ fair value Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm’s length transaction. For a financial instrument which has an active market, the Company uses quoted price in the active market to establish its fair value. The quoted price in the active market refers to the price that can be regularly obtained from exchange market, agencies, industry associations, pricing authorities; it represents the fair market trading price in the actual transaction. For a financial instrument which does not have an active market, the Company establishes fair value by using a valuation technique. Valuation techniques include using recent arm’s length market transactions between knowledgeable, willing parties, reference to the current fair value of another instrument that is substantially the same, discounted cash flow analysis and option pricing models. The Company measures initially and subsequently the fair value of an interest rate swap at the value of a competitor’s interest rate swap quoted by a recognised financial institution as at the Company’s balance sheet date in accordance with the principle of consistency. 4.9.2 Classification, recognition and measurement of financial assets All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis. On initial recognition, the Company’s financial assets are classified into one of the four categories, including financial assets at fair value though profit or loss, held-to maturity investments, loans and receivables and available-for-trade 81 Shandong Airlines Co., Ltd. Annual Report 2014 financial assets. A financial asset is recognized initially at fair value. In the case of financial assets at fair value through profit or loss, relevant transaction costs are immediately charged to the profit and loss of the current period; transaction costs relating to financial assets of other categories are included in the amount initially recognized. 1) Financial assets at fair value through profit or loss: Including financial assets held-for-trade and financial assets designated at fair value through profit or loss. Financial asset held-for-trade is the financial asset that meets one of the following conditions: A. the financial asset is acquired for the purpose of selling it in a short term; B. the financial asset is a part of a portfolio of identifiable financial instruments that are collectively managed, and there is objective evidence indicating that the enterprise recently manages this portfolio for the purpose of short-term profits; C. the financial asset is a derivative, except for a derivative that is designated and effective hedging instrument, or a financial guarantee contract, or a derivative that is linked to and must be settled by delivery of an unquoted equity instrument (without a quoted price from an active market) whose fair value cannot be reliably measured. For such kind of financial assets, fair values are adopted for subsequent measurement. Financial asset is designated on initial recognition as at fair value through profit or loss only when it meets one of the following conditions: A. the designation eliminates or significantly reduces the inconsistency in the measurement or recognition of relevant gains or losses that would otherwise arise from measuring the financial instruments on different bases. B. a Group of financial instruments is managed and its performance is evaluated on a fair value basis, and is reported to the enterprise’s key management personnels. Formal documentation regarding risk management or investment strategy has prepared. Financial assets at fair value through profit or loss are subsequently measured at the fair value. Any gains or losses arising from changes in the fair value and any dividends or interest income earned on the financial assets are recognized in the profit or loss. 2) Investment held-to maturity Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturity that an entity has the positive intention and ability to hold to maturity. Such kind of financial assets are subsequently measured at amortized cost using the effective interest method. Gains or losses arising from derecognition, impairment or amortization are recognized in profit or loss for the current period. Effective interest rate is the rate that exactly discounted estimated future cash flows through the expected life of the financial asset or financial liability or, where appropriate, a shorter period to the net carrying amount of the financial asset or financial liability. When calculating the effective interest rate, the Company shall estimate future cash flow considering all contractual terms of the financial asset or financial liability without considering future credit losses, and also consider all fees paid 82 Shandong Airlines Co., Ltd. Annual Report 2014 or received between the parties to the contract giving rise to the financial asset and financial liability that are an integral part of the effective interest rate, transaction costs, and premiums or discounts, etc. 3) Loans and receivables Loans and receivables are non-derivative financial assets with fixed determinable payment that are not quoted in an active market. Financial assets classified as loans and receivables by the Company include note receivables, account receivables, interest receivable dividends receivable and other receivables. Loans and receivables are subsequently measured at amortized cost using the effective interest method. Gain or loss arising from derecognition, impairment or amortization is recognized in profit or loss. 4) Financial assets available-for-trade Financial assets available-for-trade include non-derivative financial assets that are designated on initial recognition as available for trade, and financial assets that are not classified as financial assets at fair value through profit or loss, loans and receivables or investment held-to-maturity. Financial assets available-for-trade are subsequently measured at fair value, and gains or losses arising from changes in the fair value are recognized as other comprehensive income and included in the capital reserve, except that impairment losses and exchange differences related to amortized cost of monetary financial assets denominated in foreign currencies are recognized in profit or loss, until the financial assets are derecognized, at which time the gains or losses are released and recognized in profit or loss. Interests obtained and dividends declared by the investee during the period in which the financial assets available-for-trade are held, are recognized in investment gains. 4.9.3 Impairment of financial assets The Group assesses at the balance sheet date the carrying amount of every financial asset except for the financial assets that measured by the fair value. If there is objective evidence indicating a financial asset may be impaired, a provision is provided for the impairment. 1) Impairment on held-to maturity investment, loans and receivables The financial assets measured by cost or amortized cost write down their carrying value by the estimated present value of future cash flow. The difference is recorded as impairment loss. If there is objective evidence to indicate the recovery of value of financial assets after impairment, and it is related with subsequent event after recognition of loss, the impairment loss recorded originally can be reversed. The carrying value of financial assets after impairment loss reversed shall not exceed the amortized cost of the financial assets without provisions of impairment loss on the reserving date. 2) Impairment loss on available-for-trade financial assets Where the fair value of the equity instrument investment drops significantly or not contemporarily according to the integrated relevant factors, an available-for-trade financial asset is impaired. When an available-for-trade financial asset is impaired, the cumulative loss arising from declining in fair value that 83 Shandong Airlines Co., Ltd. Annual Report 2014 had been recognized in capital reserve shall be removed and recognized in profit or loss. The amount of the cumulative loss that is removed shall be difference between the acquisition cost with deduction of recoverable amount less amortized cost, current fair value and any impairment loss on that financial asset previously recognized in profit or loss. If, after an impairment loss has been recognized, there is objective evidence that the value of the financial asset is recovered, and it is objectively related to an event occurring after the impairment loss was recognized, the initial impairment loss can be reversed and the reserved impairment loss on available-for-trade equity instrument is recorded in the profit or loss, the reserved impairment loss on available-for-trade debt instrument is recorded in the current profit or loss. The equity instrument where there is no quoted price in an active market, and whose fair value cannot be reliably measured, or impairment loss on a derivative asset that is linked to and must be settled by delivery of such an unquoted equity instrument shall not be reversed. 4.9.4 Recognition and measurement of financial assets transfer The Group derecognizes a financial asset when one of the following conditions is met: 1) the rights to receive cash flows from the asset have expired; 2) the enterprise has transferred its rights to receive cash flows from the asset to a third party under a pass-through arrangement; or 3) the enterprise has transferred its rights to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewards of the asset, or (b) has neither transferred norretained substantially all the risks and rewards of the asset, but has transferred control of the asset. If the enterprise has neither retained all the risks and rewards from the financial asset nor control over the asset, the asset is recognized according to the extent it exists as financial asset, and correspondent liability is recognized. The extent of existence refers the level of risk by the financial asset changes the enterprise is facing. For a transfer of a financial asset in its entirety that satisfies the derecognition criteria, (a). the carrying amount of the financial asset transferred; and (b) the sum of the consideration received from the transfer and any cumulative gain or loss that had been recognized in other comprehensive income, is recognized in profit or loss. If a part of the transferred financial asset qualifies for derecognition, the carrying amount of the transferred financial asset is allocated between the part that continues to be recognized and the part that is derecognized, based on the relative fair value of those parts. The difference between (a) the carrying amount allocated to the part derecognized; and (b) the sum of the consideration received for the part derecognized and any cumulative gain or loss allocated to the part derecognized which has been previously recognized in other comprehensive income, is recognized in profit or loss. 4.9.5 Classification and measurement of financial liabilities The Group’s financial liabilities are, on initial recognition, classified into financial liabilities at fair value through profit or 84 Shandong Airlines Co., Ltd. Annual Report 2014 loss and other financial liabilities. For financial liabilities at fair value through profit or loss, relevant transaction costs are immediately recognized in profit or loss for the current period, and transaction costs relating to other financial liabilities are included in the initial recognition amounts. 1) Financial liabilities measured by the fair value and the changes recorded in profit or loss The classification by which financial liabilities held-for-trade and financial liabilities designed at the initial recognition to be measured by the fair value follows the same criteria as the classification by which financial assets held-for-trade and financial assets designed at the initial recognition to be measured by the fair value and their changes are recorded in the current profit or loss. For the financial liabilities measured by the fair value and changes recorded in the profit or loss, fair values are adopted for subsequent measurement. All the gains or losses on the change of fair value and the expenses on dividends or interests related to these financial liabilities are recognized in profit or loss for the current period. 2) Other financial liabilities Derivative financial liabilities that linked with equity instruments, which do not have a quoted price in an active market and their fair value cannot be measured reliably, is subsequently measured by cost Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Gains or losses arising from derecognition or amortization is recognized in profit or loss for the current period. 3) Financial guarantee contracts For financial guarantee contracts that are not designated as at fair value through profit or loss,they are, after initial recognition, subsequently measured at the higher of: (i) the amount determined according to the principles of Accounting Standards for Business Enterprises No. 13 - Contingencies, and (ii) the amount initially recognized less the accumulated amortization determined according to the principles of Accounting Standards for Business Enterprises No. 14 - Revenue. 4.9.6 Derecognition of financial liabilities The Group derecognizes a financial liability (or part of it) when the underlying present obligation (or part of it) is discharged or cancelled or has expired. An agreement between the Company (an existing borrower) and existing lender to replace original financial liability with a new financial liability with substantially different terms is accounted for as an extinguishment of the original financial liability and the recognition of a new liability. When the Company derecognizes a financial liability or a part of it, it recognizes the difference between the carrying amount of the financial liability (or part of the financial liability) derecognized the consideration paid (including any non-cash assets transferred or new financial liabilities assumed) in profit or loss. 4.9.7 Derivatives and embedded derivatives Derivative financial instruments include derivatives are initially measured at fair value at the date when the derivative contracts are entered into and are substantially re-measured at fair value. The resulting gain and loss is recognized in profit or loss. An embedded derivative is separated from the hybrid instrument, where the hybrid instrument is not designated as a financial asset or 85 Shandong Airlines Co., Ltd. Annual Report 2014 financial liability at fair value though profit or loss, and the treated as a standalone derivative if (a) the economic characteristics and risks of the embedded derivative are not closely related to the economic characteristics and risks of the host contract; and (b) a separate instrument with the same terms as the embedded derivative would meet the definition of a derivative. If the Company is unable to measure the embedded derivative separately either at acquisition or at a subsequent balance sheet date, it designates the entire hybrid instrument as a financial asset or financial liability at fair value through profit or loss. 4.9.8 Offsetting financial assets and financial liabilities When the Company has a legal right that is currently enforceable to set off the recognized financial assets and financial liabilities, and intends either to settle on a net basis, or to realize the financial asset and settle the financial liability simultaneously, a financial asset and a financial liability shall be offset and the net amount is presented in the balance sheet. Except for the above circumstances, financial assets and financial liabilities shall be presented separately in the balance sheet and shall not be offset. 4.9.9 Equity instruments An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities. The consideration received from issuing equity instruments, net of transaction costs, are added to shareholders’ equity. All types of distribution (excluding stock dividends) made by the Company to holders of equity instruments are deducted from shareholders’ equity. The Group does not recognize any changes in the fair value of equity instruments. 4.10 Receivables The receivables by the Company include account receivables, and other receivables. 4.10.1 Criteria for recognition of bad debts: The Company carries out an inspection on the balance sheet date. Where there is any objective evidence proving that the receivables have been impaired, an impairment provision shall be made: 1) A serious financial difficulty occurs to the issuer or debtor; 2) The debtor breaches any of the contractual stipulations, for example, fails to pay or delays the payment of interests or the principal, etc.; 3) The debtor will probably become bankrupt or carry out other financial reorganizations; 4) Other objective evidences showing the impairment of the receivables. 4.10.2 Method for bad debts provision 1) Provisions of bad debts in account receivables that is individually significant. Individual receivables equal to or higher than 5% of total receivables are classified as receivables of individual significance. For an account receivable that is individually significant, the asset is individually assessed for impairment, the impairment loss is recognized at the difference between the present value of future cash flow less the carrying amount, and provision is made accordingly. 2) Provisions of bad debts in account receivables that individually insignificant items with similar credit risk characteristics that have 86 Shandong Airlines Co., Ltd. Annual Report 2014 significant risk: A.Evidence of credit risk characteristics Whether the financial asset is individually significant or not individually significant, it is included in a group of financial assets with similar credit risk characteristics and collectively assessed for impairment. Such credit risk reflects the repayment of all due amount under the contract, and is related to the estimation of future cash flow expected to be derived from the assets. Evidence of portfolios: Item Basis Receivables not individually assessed for impairment are categorised on the basis of credit risk. Provision for bad debts for each category of receivables is recognised at the Categorisation by nature of receivables actual rate of loss for the previous year of the same or similar category bearing similar credit risk characteristics after adjustment for the current year circumstances. B.Provision by credit risk characteristics During the Company impairment test, the amount of bad debts provisions is determined by the assessed result from the experience of historical loss and current economic status and the existing loss in the estimated account receivables according to the set of account receivables and credit risk characteristic. Provisions for difference portfolios: Item Provision Categorisation by nature of receivables Percentage of carrying amount a. Portfolio 1 by Aging analysis Percentage of carrying amount for recognition Percentage of carrying amount for Category of allowance for bad debt applicable to recognition of allowance for bad debt accounts receivable applicable to other receivables Categorisation by nature of receivables 5% 5% 3) Provisions of bad debts that is individually insignificant. For the account receivables not individually significant, the Company assesses the account receivables individually for impairment when are of following characteristics: if there is objective evidence indicating the impairment, the impairment loss is recognized at the difference between the present value of future cash flow less the carrying amount, and provision is made accordingly. For examples: receivables of individual insignificance bears differing credit risk characteristics to other receivables of individual insignificance account receivables with related parties; account receivables under litigations or arbitrations, or account receivables with obvious indication that debtor cannot fulfill the obligation of repayment. 4.10.3 The reversal of bad debts provision If there is objective evidence of recovery in value of account receivables, and the recovery can be related to an event occurring after the impairment was recognized, the previously recognized impairment loss is reversed and recognized in profit or loss. However, the reversal shall not result in a carrying amount that exceeds what the amortized cost would have been had the impairment loss not been recognized 87 Shandong Airlines Co., Ltd. Annual Report 2014 at the date the impairment is reversed. 4.11 Inventories 4.11.1 Classification of inventory The Company’s inventory mainly include air materials and low-value consumables.。 4.11.2 Valuation method of inventories upon delivery Inventories are initially carried at the actual cost. The actual cost of inventories transferred out is assigned by using first-in, first out (FIFO) method. 4.11.3 Basis for determining net realizable value of inventories and provision methods for decline in value of inventories Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion, the estimated costs necessary to make the sale and relevant taxes. Net realizable value is determined on the basis of clear evidence obtained, and takes into consideration the purpose of holding inventories and effect of post balance sheet events. At the balance sheet date, inventories are measured at the lower of the cost and net realizable value. If the net realizable value is below the cost of inventories, a provision for decline in value of inventories is made. The provision for inventories decline in value is determined normally by the difference of the cost of individual item less its realizable value. For large quantity and low value items of inventories, provision for decline in value is made based on categories of inventories. For items of inventories relating to a product line that are produced and marketed in the same geographical area, have the same or similar end users or purposes, and cannot be practicably evaluated separately from other items in that product line provision for decline in value is determined on an aggregate basis. After the provision for decline in value of inventories is made, if the circumstances that previously caused inventories to be written down below cost no longer exist so that the net realizable value of inventories is higher than their cost, the original provision for decline in value is reversed and the reversal is included in profit or loss for the period. 4.11.4 The perpetual inventory system is maintained for stock system. 4.11.5 Amortization method for low cost and short-lived consumable items and packaging materials. Low cost and short-lived consumable items are amortized using immediate write-off method; packaging materials are amortized using immediate write-off method. 4.12 Held-for-sale assets A non-current asset is classified as held-for-sale if all of the following conditions are satisfied: a. the asset is immediately sellable at its current condition per usual sales term applicable to the type of assets to which it belongs; b. the Company's has completed official decision to dispose the asset; c. the Company has entered into irrevokable sales contract with the purchaser; and d. the sales will be completed within one year. Amortization or depreciation of the held-for-sale asset ceases at the time of classification. The asset is measured at the lower of its book value and its classification date fair value minus disposal costs upon classification. Held-for-sale non-current assets include individual 88 Shandong Airlines Co., Ltd. Annual Report 2014 assets and disposal groups. If a disposal group satisfy the conditions of the asset group defined by CAS 8 - Asset Impairment and includes goodwill arising from business combination allocated in accordance with CAS 8 or the disposal group is an operation with an asset group, the disposal group include goodwill arising from business combination. Individual non-current assets held for sale and assets of disposal groups held for sale are collectively presented on the (consolidated) statement of financial position as a line item of current assets. Liabilities of disposal groups held for sale are collectively presented on the (consolidated) statement of financial position as a line item of current liabilities. A held-for-sale asset or held-for-sale disposal group is reclassified from held-for-sale when the conditions for classification of the asset (disposal group) as held-for-sale are no longer satisfied and is measured at the lower of its classification date book value minus cumulative depreciation, amortization and impairment as if it has not been reclassified as held-for-sale and it recoverable amount as of the date on which the conditions for classification of the asset (disposal group) as held-for-sale are no longer satisfied. 4.13 Long-term equity investments Long-term equity investments referred to in this section refer to the Company invested entity has control, joint control or significant influence over the long-term equity investments. The Company invested does not have control, joint control or significant influence over the long-term equity investments as financial assets available for sale or at fair value and the changes included financial assets through profit or loss, which refer to the accounting policies in Note 4. 9 “financial Instruments”. Joint control is the Company control over an arrangement in accordance with the relevant stipulations are common, related activities and the arrangement must be after sharing control participants agreed to the decision-making. Significant influence is the Company s financial and operating policies of the entity has the right to participate in decision-making, but can not control or with other parties joint control over those policies. 4.13.1 Determination of Investment cost The cost of a long-term equity investment acquired through business combination under common control is measured at the acquirer's share of the combination date book value of the acquiree's net equity in the ultimate controller's consolidated financial statements. The difference between the cost and book value of cash paid, non-monetary assets transferred and liabilities assumed is adjusted to capital reserves, and to retained earnings if capital reserves is insufficient. If the consideration is transferred by way of issuing equity instruments, the face value of the equity instruments issued is recognised in share capital and the difference between the cost of the face value of the equity instruments issued is adjusted to capital reserves, and to retained earnings if capital reserves is insufficient. The cost of a long-term equity investment acquired through business combination not under common control is the fair value of the assets transferred, liabilities incurred or assumed and equity instruments issued. All expenses incurred directly associated with the acquisition by the acquirer, including expenditure of audit, legal services, valuation and consultancy and other administrative expenses, are recognised in profit or loss for the period during which the acquisition occurs. Long-term equity investments acquired not through business combination are measured at cost on initial recognition. Depending on the way of acquisition, the cost of acquisition can be the total cash paid, the fair value of equity instrument issued, the contract price, the fair value or book value of the assets given away in the case of non-monetary asset exchange, or the fair value of the relevant long-term 89 Shandong Airlines Co., Ltd. Annual Report 2014 equity investments. The cost of acquisition of a long-term equity investment acquired not through business combination also includes all directly associated expenses, applicable taxes and fees, and other necessary expenses. 4.13.2 Subsequent Measurement To be invested joint control ( except constitute common operator ) or long-term equity investments significant influence are accounted for using the equity method. In addition, the Company's financial statements using the cost method of accounting for long-term equity can exercise control over the investee. 1) Cost method of accounting for long-term equity investments Under the cost method, a long-term equity investment is measured at initial investment cost. Except for cash dividends or profits declared but not yet paid that are included in the price or consideration actually paid upon acquisition of the long-term equity investment, investment income is recognized in the period in accordance with the attributable share of cash dividends or profit distributions declared by the investee. 2) Equity method of accounting for long-term equity investments Where the initial investment cost of a long-term equity investment exceeds the investing enterprise’s interest in the fair values of the investee’s identifiable net assets at the time of acquisition, no adjustment shall be made to the initial investment cost. The carrying amount of an long-term equity investment measured using the equity method is adjusted by the Company's share of the investee's net profit and other comprehensive income, which is recognised as investment income and other comprehensive income respectively. The carrying amount of an long-term equity investment measured using the equity method is reduced by profit distribution or cash dividends announced by the investee. The carrying amount of an long-term equity investment measured using the equity method is also adjusted by the investee's equity movement other than net profit, other comprehensive income and profit distribution, which is adjusted to capital reserves. The net profit of the investee is adjusted by the fair value of the investee's identifiable assets as at acquistion. The financial statements and hence the net profit and other comprehensive income of an investee which does not adopt accounting policies or accounting period uniform with the Company is adjusted by the Company's accounting policies and accounting period. The Company's share of unrealised profit or loss arising from related party transactions between the Company and an associate or joint venture is deducted from investment income. Unrealised loss arising from related party transactions between the Company and an associate or joint venture which is associated with asset impairment is not adjusted. Where assets transferred to an associate or joint venture which form part of the Company's investment in the investee but which does not enable the Company obtain control over the investee, the cost of the additional investment acquired is measured at the fair value of assets transferred and the difference between the cost of the additional investment and the book value of the assets transferred is recognised in profit or loss. Where assets transferred to an associate or joint venture form an operation, the difference between the consideration received and the book value of the assets transferred in recognised in profit or loss. Where assets transferred from an associate or joint venture form an operation, the transaction is accounted for in accordance with CAS 20 - Business Combination, any gain or loss is reocgnised in profit or loss. The Company's share of an investee's net loss is limited by the sum of the book value of the long-term equity investment and other net long-term investments in the investees. Where the Company has obligation to share additional net loss of the investee, the estimated 90 Shandong Airlines Co., Ltd. Annual Report 2014 share of loss recognised as accrued liabilities and investment loss. Where the Company has unrecognised share of loss of the investee when the investee generates net profit, the Company's unrecognised share of loss is reduced by the Company's share of net profit and when the Company's unrecognised share or loss is eliminated in full, the Company's share of net profit, if any, is recognised as investment income. For long-term equity investments in associates and joint ventures which had been held by the Company before its first time adoption of Accounting Standards for Business Enterprises as of Jan 1 2007, where the initial investment cost of a long-term equity investment exceeds the Company’s interest in the investee’s net assets at the time of acquisition, the excess is amortized and is recognized in profit or loss on a straight line basis over the original remaining life. 3) Acquisition of minority interest The difference between newly increased equity investment due to acquisition of minority interests and portion of net asset cumulatively calculated from the acquisition date is adjusted as capital reserve. If the capital reserve is not sufficient to absorb the difference, the excess are adjusted against returned earnings. 4) Disposal of long-term equity investment Where the parent company disposes long-term investment in a subsidiary without a change in control, the difference in the net asset between the amount of disposed long-term investment and the amount of the consideration paid or received is adjusted to the owner’s equity. If the disposal of long-term investment in a subsidiary involves loss of control over the subsidiary, the related accounting policies in Note 4.5.2 applies. For disposal of long-term equity investments in any situation other than the fore-mentioned situation, the difference between the book value of the investment disposed and the consideration received is recognised in profit or loss. Where a long-term equity investment is measured by the equity method both before and after part disposal of the investment, cumulative other comprehensive income relevant to the investment recognised prior to the acquistion is treated in the same manner that the investee disposes the relevant assets or liabilities proportionate to the disposal. The investee's equity movement other than net profit, other comprehensive income and profit distribution is reocgnised in profit or loss proportionate to the disposal. Where a long-term equity investment is measured at cost both before and after part disposal of the investment, cumulative other comprehensive income relevant to the investment recognised, as a result of accounting by equity method or recognition and measurement principles applicable to financial instruments, prior to the Company's acquisition of control over the investee is treated in the same manner that the investee disposes the relevant assets or liabilities and recognised in profit or loss proportionate to the disposal. The investee's equity movement other than net profit, other comprehensive income and profit distribution, as a result of accounting by equity method, is reocgnised in profit or loss proportionate to the disposal. Where the Company's control over an investee is lost due to partial disposal of investment in the investee and the Company continues to have significant influence over the investee after the partial disposal, the investment in measured by the equity method in the Company's separate financial statements; where the Company's control over an investee is lost due to partial disposal of investment in the investee and the Company ceases to have significant influence over the investee after the partial disposal, the investment in measured in accordance with the recognition and measurement principles applicable to financial instruments in the Company's separate financial 91 Shandong Airlines Co., Ltd. Annual Report 2014 statements and the difference between the fair value and the book value of the remaining investment at the date of loss of control is recognised in profit or loss. Cumulative other comprehensive income relevant to the investment recognised, as a result of accounting by equity method or recognition and measurement principles applicable to financial instruments, prior to the Company's acquisition of control over the investee is treated in the same manner that the investee disposes the relevant assets or liabilities on the date of loss of control. The investee's equity movement other than net profit, other comprehensive income and profit distribution, as a result of accounting by equity method, is reocgnised in profit or loss when control is lost. Where the remaining investment is measured by equity method, the fore-mentioned other comprehensive income and other equity movement are recognised in profit or loss proportionate to the disposal; Where the remaining investment is measured in accordance with the recognition and measurement principles applicable to financial instruments, the fore-mentioned other comprehensive income and other equity movement are recognised in profit or loss in full. Where the Company's joint control or significant influence over an investee is lost due to partial disposal of investment in the investee, the remaining investment in the investee is measured in accordance with the recognition and measurement principles applicable to financial instruments, the difference between the fair value and the book value of the remaining investment at the date of loss of joint control or significant influence is recognised in profit or loss.Cumulative other comprehensive income relevant to the investment recognised, as a result of accounting by equity method, prior to the partial disposal is treated in the same manner that the investee disposes the relevant assets or liabilities on the date of loss of joint control or significant influence. The investee's equity movement other than net profit, other comprehensive income and profit distribution is reocgnised in profit or loss when joint control or significant influence is lost. Where the Company's control over an investee is lost through multiple disposals and the multiple disposals shall be viewed as one single transaction, the multiple disposals is accounted for one single transaction which result in the Company's loss of control over the investee. Each difference between the consideration received and the book value of the investment disposed is recognised in other comprehensive income and reclassified in full to profit or loss at the time when control over the investee is lost. 4.14 Fixed assets 4.14.1 The conditions of recognition Fixed assets refers to the tangible assets that are held for the sake of producing commodities, rendering labor service, renting or business management and their useful life is in excess of one fiscal year. 4.14.2 The method for depreciation Fixed assets are stated at cost and consider the impact of expected costs of abandoning the initial measurement. From the following month of state of intended use, depreciation method of the straight-line method is used for different categories of fixed assets to take depreciation. The recognition of the classification, useful life and estimated residual rate are as follows: Estimated residual Category Expected useful life Depreciation(%) value(%) Houses and building 27-33 5.00 2.88-3.52 Key components and power supports of 15-20 5.00 4.75-6.33 aircraft engine 92 Shandong Airlines Co., Ltd. Annual Report 2014 Estimated residual Category Expected useful life Depreciation(%) value(%) Replacement parts of aircraft body 6-8 0.00 12.5-16.67 Replacement parts of engine 3-5 0.00 20-33.33 Equipments, electronic devices and furniture 4-10 0-5.00 9.5-23.75 High value rotables 15-18 0.00 5.56-6.67 Transportation vehicles 5-10 5.00 9.5-19.00 Expected net residual value of fixed assets is the balance of the Company currently obtained from the disposal of the asset less the estimated costs of disposal amount, assuming the asset is out of useful life and state the expected service life in the end. 4.14.3 Measurement and recognition of fixed assets Impairment and provisions of fixed assets are disclosed on Note 4.16. 4.14.4 Fixed Assets under finance leases A finance lease is a lease that transfers in substance all the risks and rewards incident to ownership of an asset. Title may or may not eventually be transferred. Fixed assets that are held under finance leases shall be depreciated by applying the same policy as that for the fixed assets owned by the Company. If it can be reasonably determined that the ownership of the leased assets can be obtained at the end of the lease period, the leased assets are depreciated over their useful lives; otherwise, the leased assets are depreciated over the shorter of the lease terms and the useful lives of the leased assets. 4.14.5 Others A fixed asset is recognized only when the economic benefits associated with the asset will probably flow to the Company and the cost of the asset can be measured reliably. Subsequent expenditure incurred for a fixed asset that meet the recognition criteria shall be included in the cost of the fixed asset, and the carrying amount of the component of the fixed asset that is replaced shall be derecognized. Otherwise, such expenditure shall be recognized in profit or loss in the period in which they are incurred. The revenue from selling or transferring, or disposing a fixed asset is booked into profit and loss after deduction of carrying value and related tax. The Company conducts a review of useful life, expected net realizable value and depreciation methods of the fixed asset at least on an annual base. Any change is regarded as change in accounting estimates. 4.15 Construction in progress Construction in progress is measured at its actual cost. The actual costs include various construction expenditures during the construction period, borrowing costs capitalized before it is ready for intended use and other relevant costs. Construction in progress is transferred to a fixed asset when it is ready for intended use. Testing method for provision impairment of construction in progress and accrued method for provision impairment please refer to Note 4.19. 93 Shandong Airlines Co., Ltd. Annual Report 2014 4.16 Borrowing costs Borrowing costs include interest, amortization of discounts or premiums related to borrowings, ancillary costs incurred in connection with the arrangement of borrowings, and exchange differences arising from foreign currency borrowings. The borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalized. The amounts of other borrowing costs incurred are recognized as an expense in the period in which they are incurred. Qualifying assets are asset (fixed assets, investment property and inventories, etc.) that necessarily take a substantial period of time for acquisition, construction or production to get ready for their intended use or sale. Where funds are borrowed for a specific-purpose, the amount of interest to be capitalized is the actual interest expense incurred on that borrowing for the period less any bank interest earned from depositing the borrowed funds before being used on the asset or any investment income on the temporary investment of those funds. Where funds are borrowed for a general-purpose, the amount of interest to be capitalized on such borrowings is determined by applying a weighted average interest rate to the weighted average of the excess amounts of accumulated expenditure on the asset over and above the amounts of specific-purpose borrowings During the capitalization period, exchange differences related to a specific-purpose borrowing denominating in foreign currency are all capitalized. Exchange differences in connection with general-purpose borrowings are recognized in profit or loss in the period in which they are incurred. Assets qualified for capitalization are the fixed assets, investment properties or inventories which need a long time of construction or production activities before ready for intended used or sale. Capitalization of borrowing costs is suspended during periods in which the acquisition, construction or production of a qualifying asset is interrupted by activities other than those necessary to prepare the asset for its intended use or sale, when the interruption is for a continuous period of more than 3 months. Borrowing costs incurred during these periods recognized as an expense for the current period until the acquisition, construction or production is resumed. 4.17 Intangible assets 4.17.1 Intangible asset The term “intangible asset” refers to the identifiable non-monetary assets without physical shape, possessed or controlled by enterprises. The intangible assets are initially measured by its cost. Expenses related to intangible assets, if the economic benefits related to intangible assets are likely to flow into the enterprise and the cost of intangible assets can be measured reliably, shall be recorded as cost of intangible assets. The expenses other than this shall be booked in the profit or loss when they occur. Land use rights that are purchased by the Company are accounted for as intangible assets. Buildings, such as plants that are developed and constructed by the Company, and relevant land use rights and buildings, are accounted for as intangible assets and fixed assets, respectively. Payments for the land and buildings purchased are allocated between the land use rights and the buildings; if they cannot be reasonably allocated, all of the land use rights and buildings are accounted for as fixed assets. When an intangible asset with a definite useful life is available for use, its original cost less net residual value and any accumulate 94 Shandong Airlines Co., Ltd. Annual Report 2014 impairment losses is amortized over its estimated useful life using the straight-line method . An intangible asset with an indefinite useful life is not amortized. For an intangible asset with a definite useful life, the Company reviews the useful life and amortization method at the end of the period, and makes adjustment when necessary.. An additional review is also carried out for useful life of the intangible assets with indefinite useful life. If there is evidence showing the foreseeable limit period of economic benefits generated to the enterprise by the intangible assets, then estimate its useful life and amortize according to the policy of intangible assets with definite useful life. 4.17.2 the expenditure of research and development The expenditures for its internal research and development projects of the Company shall be classified into research expenditures and developmentexpenditures. The research expenditures shall be recorded into the profits and losses of the current period when they are incurred. Development expenditures in internal research and development projects shall be recognized as intangible assets where they satisfy all of the following conditions: ①Technical feasibility of completing the intangible asset so that it will be available for use or sale; ②Intention to complete the intangible asset and use or sell it; ③How the intangible asset will generate economic benefits, including the ability to demonstrate the existence of a market for the output of the intangible asset or the intangible asset itself or, if it is to be used internally, the usefulness of the intangible asset; ④Availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; ⑤Ability to measure reliably the expenditure that is attributable to the intangible asset during its development. The expenses which can not be distinguished between research and development stage, shall be recorded into the profit or loss for the current period. 4.17.3 Impairment testing methods and recognition of impairment provision of intangible assets Impairment and provisions of intangible assets are disclosed on Note 4.19. 4.18 Deferred charges Deferred charges represent expenses incurred that should be borne and amortized over the current and subsequent period (together of more than one year). Deferred charges are amortized by using straight line method. Such as expenses for pilots’ initial trainings, those expenses are amortized at 10 years according to their benefit period respectively. When a pilot is transferred from the Company, the cost of transfer is the unamortized part of the original expenditure. 4.19 Impairment of long-term assets Non-financial assets with non-current nature include fixed assets, construction in progress, intangible assets with definite useful lives, investment properties measured by cost methods and long-term equity investment on subsidiaries, jointly operations. The Company assesses whether there are any indicators of impairment for all non-financial assets at the balance sheet date, and impairment test is carried out and recoverable value is estimated if such an indicator exits. Goodwill and intangible assets with indefinite useful lives, as well 95 Shandong Airlines Co., Ltd. Annual Report 2014 as intangible assets not ready for use, are tested for impairment annually regardless of indicators of impairment. Impairment of loss is calculated and provisions taken by the difference if the recoverable value of the assets is lower than the book value. The recoverable value is the higher of estimated present value of the future expected cash flows from the asset and net fair value of the asset less disposed cost. The fair value of asset is determined by the sales agreement price within an arm’s length transaction. In case there is no sales agreement, but there is active market of assets, the fair value can be determined by the selling price. If there is neither sales agreement nor active market, the fair value of the asset can be estimated based on the best information obtained. Disposal expenses include expenses related to the legislation, taxes, transportations and the direct expense for the asset to be ready for sale. When calculating the present value of expected future cash flows from an asset or asset Group, the management shall estimate the expected future cash flows from the asset or asset Group and choose a suitable discount rate in order to calculate the present value of those cash flows. Provision for asset impairment is calculated and determined on the individual basis. If the recoverable of individual asset is hard to estimate, the recoverable amount can be determined by the asset Group where subject asset belongs. Asset Group is the smallest set of assets that can have cash flow in independently. The Company determines whether goodwill is impaired at least on an annual basis. This requires an estimation of the present value of the future expected cash flows from the asset Groups or sets of asset Groups to which the goodwill is allocated. Estimating the present value requires the Company to make an estimate of the expected future cash flows from the asset Groups or sets of asset Groups and also choose a suitable discount rate in order to calculate the present value of those cash flows. Once the loss from above asset impairment is recognized, the recoverable part cannot be reserved in the subsequent periods. 4.20 Employee Benefits The employee benefits of the company include short-term employee benefits, post-employment benefits, termination benefits and other long-term employee benefits: Short-term employee benefits includes wages, bonuses, allowances and subsidies, welfare, health insurance , maternity insurance, work injury insurance, housing funds, labor union funds, employee education funds, non-monetary benefits and etc. Short-term employee benefits are recognised as liabilities and profit or loss account or the costs associated with the asset during the accounting period when employees actually provide services,. The non -monetary benefits are measured at fair value. Post-employment benefits include defined contribution plans and defined benefit plans. Defined contribution plan which includes the basic pension, unemployment insurance and annuities shall be recognised as cost of related assets or profit or loss. Projected unit credit cost method (“PUC”) was used by independent actuaries engaged by the Company to determine the present value of the defined benefit obligations with unbiased and consistent actuarial assumptions regarding population variables and financial variables. Defined benefit obligation was presented with the present value and the related current service cost was accounted into current profit or loss. When the Company terminates the labor relationship with employees prior to the employment contracts, or encourages employees to accept voluntary redundancy compensation proposals in this company, a provision shall be recognised for the compensation arising from the termination of employment relationship with employees at the time when the Company can not unilaterally withdraw layoff proposal 96 Shandong Airlines Co., Ltd. Annual Report 2014 termination benefits provided due to termination of employment, or the company ensures the costs related to the payment for termination benefits related to the restructuring, which one is early to confirm employee benefits liabilities, and recorded as profit or loss. However, if termination benefits can not be fully paid aftert welve months of the reporting date,, the liability shall be processed in accordance with other long-term employee benefits. Retirement plan adopts the same principles as the termination benefits . The salaries and insurance to be paid from the date when employees stop providing services to the date of normal retirementshall be recognised in profit or loss (termination benefits) when satisfying the requirements of a provision.. Other long-term employee benefits provided by the company to employees that is in line with defined contribution plans shall adopt the accounting treatment in accordance with defined contribution plans, otherwise the accounting treatment of defined benefit plans.. 4.21 Revenue 4.21.1 Revenue from rendering of service ① The Company recognise revenue from rendering of air service for carriage of passengers when the service is rendered or when an unused ticket expires. The sale of a ticket does not constitute revenue. An unused ticket expires on the annual anniversary of its sale. Tickets sold but of which the service is not yet rendered are 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 The Company company recognise air cargo revenue from rendering of air service for carriage of cargo when the service is rendered ③ Revenue arising from other air service rendering is recognised when the service rendering is completed. 4.21.2 Royalty Revenue According to the contract or agreement, the revenue is recognized on an accrual basis. 4.21.3 Interest Income The amount of interest revenue should be measured and confirmed in accordance with the length of time for which the enterprise's cash is used by others and the actual interest rate. 4.22 Government Grants Government grants are transfer of monetary assets and non-monetary assets from the government to the Company at no consideration, excluding the capital invested by the government as equity owner. Government grant can be classified as grant related to the assets and grants related to the income. Government grants obtained by the Company which are relevant to construction or acquisition of long-term assets are classified as asset-related government grants; all other government grants are classified as revenue-related government grants. For government grants without speficied beneficiary, the Company performs classification in accordance with the following criteria. 4.22.1 Where a grant is obtained for a specified project, the grant is spitted into asset-related and revenue related portions proportionate to the project's investment to expense ratio; the classification is reviewed on each balance sheet date and revised if necessary. 4.22.2 Where a grant is obtained for general purpose, the grant as a whole is classified as a revenue-related government grant. 97 Shandong Airlines Co., Ltd. Annual Report 2014 If a government grant is in the form of a transfer of a monetary asset, it is measured at the amount received or receivable. If a government grant is in the form of a non-monetary asset, it is measured at fair value. If the fair value cannot be reliably determined, it is measured at a nominal amount. A government grant measured at a nominal amount is recognized immediately in profit or loss for the period. A government grant related to an asset is recognized as deferred income, and evenly amortized to profit or loss over the useful life of the related asset. For a government grant related to income, if the grant is a compensation for related expenses or losses to be incurred in subsequent period, the grant is recognized as deferred income, and recognized in profit or loss over the periods in which the related costs are recognized. If the grant is a compensation for related expenses or losses already incurred, the grant is recognized immediately in profit or loss for the period. For repayment of a government grant already recognized, if there is a related deferred income, the repayment is offset against the carrying amount of the deferred income, and any excess is recognized in profit or loss for the period. If there is no related deferred income, the repayment is recognized immediately in profit or loss for the period. 4.23 Deferred tax assets and deferred tax liabilities 4.23.1 Income tax for the current period At the balance sheet date, deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, according to the requirements of tax laws. The measurement of deferred tax assets and deferred tax liabilities reflects the tax consequences that would follow from the manner in which the Company expects at the balance sheet date, to recover the assets or settle the liabilities. At the balance sheet date, current income tax liabilities or assets for the current and prior periods, are measured at the amount expected to be paid (or recovered) according to the requirements of tax laws. The calculation for income tax expenses in the current period is based on the taxable income according to the related tax laws after adjustment to the accounting profit of the reporting period. 4.23.2 Deferred income tax assets and liabilities For temporary differences between the carrying amount of certain assets or liabilities and their tax base, or between the nil carrying amount of those items that are not recognized as assets or liabilities and their tax base that can be determined according to tax laws, deferred tax assets and liabilities are recognized using the balance sheet liability method. For temporary differences associated with the initial recognition of goodwill and the initial recognition of an asset or liability arising from a transaction (not a business combination) that affects neither the accounting profit nor taxable profits (or deductible losses) at the time of transaction, no deferred tax asset or liability is recognized. For taxable temporary differences associated with investments in subsidiaries and associates, and interests in joint ventures, no deferred income tax liability related is recognized except where the Company is able to control the timing of reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. All deferred income tax liabilities arising from taxable temporary differences except the ones mentioned above are recognized. For temporary deductible differences associated with the initial recognition of an asset or liability arising from a transaction (not a 98 Shandong Airlines Co., Ltd. Annual Report 2014 business combination) that affects neither the accounting profit nor taxable profits (or deductible losses) at the time of transaction, no deferred tax asset is recognized. For taxable temporary deductible differences associated with investments in subsidiaries and associates, and interests in joint ventures, no deferred income tax asset related is recognized if it is impossible to reversal the temporary difference in the foreseeable future, or it is not probable to obtain taxable income which can be used for the deduction of the temporary difference in the future. Except mentioned above, the Company recognizes other deferred income tax assets that can deduct temporary differences to the extent that it is probable that taxable profits will be available against which the deductible temporary differences can be utilized. For the deductible losses and tax credit that can be carried forward, deferred tax assets for deductible temporary differences are recognized to the extent that it is probable that taxable profits will be available against which the deductible temporary differences can be utilized. At the balance sheet date, deferred tax assets and liabilities are measured at the tax rates according to tax laws, that are expected to apply in the period in which the asset is realized or the liability is settled. At the balance sheet date, the Company reviews the carrying amount of deferred tax assets. If it is no longer probable that sufficient taxable profit will be available in future periods to allow the benefits of the deferred tax assets to be used, the Company reduces the carrying amount of deferred tax assets. The amount of such reduction is reversed when it becomes probable that sufficient taxable profit will be available 4.23.3 Income tax expenses Income tax expenses consist of current income tax and deferred income tax. The expenses from income tax and deferred income tax, as well as the revenue, shall be recorded into profit or loss in current accounting period, except expense for income tax of the current period and deferred income tax that booked into other income or equity and adjusted carrying value of deferred income tax goodwill arose from business combination. 4.23.4 Income tax offset When we have the legal right, and have intended to, to make settlement with net amount, or through the asset acquisition and liability fulfillment simultaneously, the Company shall present the net value from the offset between current income tax asset and current income tax liability in the financial statement. When the Company has the legal right to make a settlement with the current income tax asset and current income tax liability, and the deferred income tax asset and deferred income tax liability are related to the same taxable subject under the same tax payer, or related to different taxable subject, but the intension of net value settlement in regard of the current income tax asset and current income tax liability, the Company shall present net value after the offset of deferred income tax asset and deferred income tax liability. 4.24 Leases A finance lease is a lease that transfers in substance all the risks and rewards incident to ownership of an asset. Title may or may not eventually be transferred. An operating lease is a lease other than a finance lease. 4.24.1 The Company as Lessee under operating Lease 99 Shandong Airlines Co., Ltd. Annual Report 2014 Lease payments under an operating lease are recognized by a lessee on a straight-line basis over the lease term, and either included in the cost of the related asset or charged to profit or loss for the current period. The contingent rents shall be recorded in the profit or loss of the period in which they actually arise. 4.24.2 The Company as Leasor under operating Lease Lease income from operating leases shall be recognized by the leasor in profit or loss on a straight-line basis over the lease term. Initial direct cost of significance in amount shall be capitalized when incurred. If another basis is more systematic and rational, that basis may be used. Contingent rents are credited to profit or loss in the period in which they actually arise. 4.24.3 The Company as Lessee under financing Lease For an asset that is held under a finance lease, at the lease commencement, the leased asset is recorded at the lower of its fair value at the lease commencement and the present value of the minimum lease payments, and the minimum lease payment is recorded as the carrying amount of the long-term payables; the difference between the recorded amount of the leased asset and the recorded amount of the payable is accounted for as unrecognized finance charge, Initial direct costs incurred by the lessee during the process of negotiating and securing the lease agreement shall be added to the amount recognized for the leased asset. The net amount of minimum lease payment deducted by the unrecognized finance shall be separated into long-term liabilities and long-term liability within one year for presentation. Unrecognized finance charge shall be computed by the effective interest method during the lease term. Contingent rent shall be booked into profit or loss when actually incurred. 4.24.4 In the case of the leasor of a financing lease For an asset that is leased out under a finance lease, the aggregate of the minimum lease receipts at the inception of the lease and the initial direct costs is recorded as a finance lease receivable, and unguaranteed residual value is recorded at the same time; the difference between the aggregate of the minimum lease receipt, initial direct costs, and unguaranteed residual value, and the aggregate of their present values, is recognized as unearned finance income, which is amortized using the effective interest rate method over each period during the lease term. Finance lease receivable less unearned finance income shall be separated into long-term liabilities and long-term liability within one year for presentation. Unearned finance income shall be computed by the effective interest method during the lease term. Contingent rent shall be credited into profit or loss in which actually incurred. 4.25 Regular repair and substantial repair Regular repair expenditure of own aircrafts and aircrafts acquired under a financial lease is accounted for through profit or loss for the period in which it is incurred. Substantial repair expenditure eligible for capitalisation is capitalised when incurred and 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 on the basis of air hours over the lease period. 4.26 Changes in major accounting policies and accounting estimates 100 Shandong Airlines Co., Ltd. Annual Report 2014 4.26.1 change of accounting policies (1) Accounting policies due to the implementation of new accounting standards result in changes CAS 39 - Fair Value Measurement, CAS 30 - Financial Reporting (Revised in 2014), CAS 9 - Employment Benefits (Revised in 2014), CAS 33 - Consolidated Financial Statements (Revised in 2014), CAS 40 - Joint Arrangement, CAS 2 - Long-term Equity Investments (Revised in 2014) and CAS 41 - Interests in Other Entities were issued by the Ministry of Finance in early 2014 by CaiKuai[2014]6, CaiKuai[2014]7, CaiKuai[2014]8,CaiKuai[2014]10,CaiKuai[2014]11,CaiKuai[2014]14,and CaiKuai[2014]16 which order adoption of the above standards as from 1 July 2014 by all entities currently adopting CAS with encouraged early adoption by entities with overseas listing.CAS 37 - Financial Instrument Disclosure (Revised in 2014) was issued by the Ministry by CaiKuai[2014]23 which orders presentation of financial instruments in accordance with CAS 37 as from the year ended 31 December 2014. As approved by the fourth interim board meeting of the fifth session of the Board of Directors, which was held on 23th October, 2014, the Company adopted CAS 39, CAS 30 (Revised), CAS9 (Revised), CAS 33 (Revised), CAS 40, CAS 2 (Revised) and CAS 41 on 1 July 2014 and adopted CAS 37 (Revised) during the preparation of the financial statement for the year ended 31 December 2014. The financial statements are adjusted in accordance with the relevant transitional provisions required by the new or revised CAS. Impacts of adoption the new or revised CAS are as follow. Impact on the financial statements as at 1 January 2014/ during 2013 Year CAS Change of accounting policies and the associated impact Amount Line item Increase (+) / Decrease (-) Based on CAS 2 - Long-term Equity Investments Long-term equity (Revised in 2014), for a long-term equity investment investments where the investing enterprise does not have common control or significant influence over the investee shall be -88,352,100.00 accounted as financial assets available for sale and Financial assets retroactive adjustment should be made on the basis of available for sale 160,126,340.51 CAS 2 - Long-term relevant policies. Equity Other Cost method was adopted in investment of the Investments(Revised in comprehensive shareholding of TravelSky Technology Limited from 2001, 2014) income 53,830,680.38 Sichuan Airlines from 2002, Jinan Yaoqiang International Airport from 2004. As at 31/12/2004, the equity of stock Deferred tax holdings were not changed. Taking effect of CAS 2 liabilities 17,943,560.13 (Revised in 2014), the above long-term equity were Gains and losses recorded as financial assets available for sale. The from changes in fair change of accounting policy is applied retrospectively. value of financial assets available for sale 26,003,665.27 101 Shandong Airlines Co., Ltd. Annual Report 2014 Impact on the financial statements as at 1 January 2014/ during 2013 Year CAS Change of accounting policies and the associated impact Amount Line item Increase (+) / Decrease (-) Non-current liabilities due within one year 4,880,000.00 Long-term employee benefits payable 64,571,000.00 Retained earnings Prior to the adoption of CAS 9 - Employee Benefits -69,112,800.00 (revised 2014), post-employment benefits besides social welfare program were recorded by actual occurrence. As Surplus reserves -7,679,200.00 from the adoption of CAS 9 (Revised), post-employment Other CAS 9 - Employee benefits besides social welfare program belonging to comprehensive Benefits (revised 2014) defined benefit plan, should be recorded in the employee income 7,341,000.00 service period. Accounting policy of termination benefits see Note 4.20. The change of accounting policy is applied General and retrospectively. administrative expenses -3,886,000.00 Financial costs 2,846,000.00 Changes from remeasurement of defined benefit plans net liabilities or net assets 7,341,000.00 Deferred income 25,367,524.34 Other non-current liabilities -25,367,524.34 On the implementation of CAS 30 - Financial Reporting Trading financial CAS 30 - Financial (Revised in 2014), deferred income and financial liabilities liabilities -296,902.47 Reporting (Revised in measured by fair value with changes in fair value 2014) recognised in profit or loss should be presented Financial liabilities separately. measured by fair value with changes in fair value recognised in profit or loss 296,902.47 102 Shandong Airlines Co., Ltd. Annual Report 2014 CAS 2 - Long-term Equity Investments (Revised in 2014) Prior to the adoption of CAS 2 (Revised), an investment which does not enable the Company has joint control or significant influence over the investee and is not quoted in active markets and of which the fair value cannot be reliably measured is recognized as a long-term equity investment and measured by cost. As from the adoption of CAS 2 (Revised), such investments are recognised as financial assets available-for-sale. The change of accounting policy is applied retrospectively. Prior to the adoption of CAS 2 (Revised), due to acceptance of unilateral capital injection by other shareholders of joint ventures and associates, equity ratio shared by the Company was diluted but equity share was increased, and the Company still maintain joint control or significant influence. The situation should be deemed as partial disposal of the stake in the joint ventures and associates under equity method. The difference between the Company's increased share in the net assets of the investees proportionate to the Company's new shareholding in the investees and the book value of the long-term equity investments relevant with the decreased shareholding is charged to profit or loss. Upon the adoption of CAS 2 (Revised), The Company's increased share in the net assets of the investees is recognised in capital reserves and reclassified to profit or loss proportionately when the Company investments in the investees are partially or fully disposed. The change in accounting policy has no impact on the financial statements. CAS 9 - Employee Benefits (revised 2014) Prior to the adoption of CAS 9 - Employee Benefits (revised 2014), post-employment benefits besides social welfare program were recorded by actual occurrence. As from the adoption of CAS 9 (Revised), post-employment benefits besides social welfare program belong to defined benefit plan and should be recorded in the employee service period. Accounting policy of termination benefits see Note 4.20. The change of accounting policy is applied retrospectively. CAS 37 - Financial Instrument Disclosure (Revised in 2014) CAS 37 - Financial Instrument Disclosure (Revised in 2014) introduces requirements and disclosures in relation to set-off, additional disclosures in relation to transfer of financial assets, and additional disclosures in relation to due date analysis of financial assets and financial liabilities. Change in accounting policy has no effect on the Company. CAS 30 - Financial Reporting (Revised in 2014) CAS 30 - Financial Reporting (Revised in 2014) distinguishes other comprehensive income into two categories: other comprehensive income not reclassifiable to profit or loss in subsequent periods and other comprehensive income reclassifiable to profit or loss in subsequent periods upon satisfaction of specific conditions; it also standardises the disclosure of held-for-sale items. The financial statements are presented in accordance with the CAS and disclosures of comparatives have been adjusted. CAS 39 - Fair Value Measurement standardises measurement and disclosure of fair value. The adoption of the CAS does not have material impact on the measurement of the line items of the financial statements; the adoption, however, results in more comprehensive disclosure in relation to fair value in the notes to the financial statements. The financial statements are presented in accordance with the CAS. CAS 41 - Interests in other entities: CAS 41 - Interests in other entities applies to the disclosures in relation to the Company's interests in subsidiaries, joint arrangements, 103 Shandong Airlines Co., Ltd. Annual Report 2014 associates and organised entities not within the scope consolidated. The adoption of the CAS results in more comprehensive disclosure in the notes to the financial statements. The financial statements are presented in accordance with the CASand disclosures of comparatives have been adjusted. 4.26.2 change of accounting estimates There is no significant change of accountingestimates for the company during the reporting period. 4.27 Correction of prior period errors There is no significant change of previous accounting errors for the Company during the reporting period. 4.28 Significant account judgment and estimates The Company is required to make judgments, estimates and assumptions about the carrying amounts of items in the financial statements that cannot be measured accurately, due to the internal uncertainties of operation activities. These judgments, estimates and assumptions are based on historical experiences of the Company’s management as well as other factors that are considered to be relevant. These judgments, estimates and assumptions may affect value of the financial statements in revenue, expenses, assets and liabilities and the disclosure of contingency at the balance sheet date. However, the result derived from those uncertainties in estimates may lead significant adjustments to the carrying amounts of the assets or liabilities affected in the future. The Company has reviewed the judgments, estimates and assumptions regularly on the basis of going concern. Where the changes in accounting estimates only affect the period when changes occurred, and they are recognized within the same period. Where the changes in accounting estimates affect both current period and future period, the changes are recognized within the period of change and future period. At balance sheet date, the followings are the significant areas where the Company needs to make judgment, estimates and assumptions over the value of items in the financial statements: 4.28.1 Classification of lease The Company classifies leases as operating lease and financing lease according to the rule stipulated in the Accounting Standard for Business Enterprises No. 21--Leasing-. The management shall make analysis and judgment on whether the risks and rewards related to the title of leased assets has been transferred to the leaser, or whether the Company has substantially held the risks and rewards related to the ownership of leased assets. 4.28.2 Allowance for bad debt According to the relevant accounting policies of the Company in receivables, allowance method is used for bad debt’s calculation. The impairment of receivables is calculated based on the assessment of recoverable of receivables. Assurance of receivable impairment needs judgments and estimations from the management. The difference between actual results and original estimates shall have impact on the carrying amount of receivables and receivable bad debt provisions or the reverse during the change of estimation. 4.28.3 Impairment of inventories The Company measures inventories by the lower of cost and realizable net value according to the accounting policies in regard of inventories and provisions for decline in value of inventories is made if the cost is higher than their net realizable value, and obsolete and slow-movement inventories. Inventories decline in value to net realizable value is the estimated selling price in the ordinary course of 104 Shandong Airlines Co., Ltd. Annual Report 2014 business. Net realizable value is determined on the basis of clear evidence obtained, and takes into consideration the purposes of holding inventories and effect of post balance sheet events. The difference between the actual result and the original estimates shall have impact on reverse of the carrying amount of the inventories and their decline in value or provisions during the period of change. 4.28.4 The fair value of financial instruments For a financial instrument which has no active market, the Company establishes fair value by using various valuation methods, including of discounted cash flow analysis model. The Company needs to estimate future cash flow, credit risk, volatility and relationship during the valuation and choose appropriate discount rate. Such assumptions have uncertainties and their changes shall have impact on the fair value of financial instruments. 4.28.5 Impairment of non-financial, non-current assets The Company assesses whether there are any indicators of impairment for all non-current assets other than financial assets at the balance sheet date. For an intangible asset that has indefinite useful life, impairment test is made in addition to the annual impairment test if there is any indication of impairment. For non-current assets other than financial assets, impairment test is made when there is any indication that its account balance cannot be recovered. Impairment exists when the recoverable amount of an asset is the higher of its fair value less cost of disposal and present value of the future cash flows expected to be derived from the asset. Net value between the difference of fair value and disposal cost is determined by reference of the price of similar product in a sale agreement in an arm’s length transaction or an observable market price less the additional cost directly attributable to the disposal of the asset. When estimating the present value of future cash flow, significant judgments are made over the asset’s production, selling price and relevant operating expenses, and discount rate used to calculate present value. All available materials that are considered to be relevant shall be used in the estimation of recoverable value. These materials include estimations of production, selling price and operating expenses based on reasonable and supportable assumptions. The Company makes an impairment test for goodwill at least at each year end. This requires an estimation of present value of future cash flow of the assets or assets group where goodwill has been allocated. The Company shall makes estimation on the future cash flow derived from assets or assets group and determine an appropriate discount rate for the present value of future cash flow when the estimation of present value of future cash flow is made. 4.28.6 Depreciation and amortization Investment property, fixed assets and intangible assets are depreciated and amortized using the straight-line method over their useful lives after taking into account residual value. The useful lives are regularly reviewed to determine the depreciation and amortization costs charged in each reporting period. The useful lives are determined based on historical experience of similar assets and the estimated technical changes. If there is an indication that there has been a change in the factor used to determine the depreciation or amortization, the rate of depreciation or amortization is revised. 4.28.7 Deferred tax assets 105 Shandong Airlines Co., Ltd. Annual Report 2014 The Company shall recognize all unused tax losses as deferred tax assets to the extent that it is probable that future taxable profit will be available against which the unused tax losses and unused tax credits can be utilized. This requires the management of the Company make a lot of judgments over the estimation of time period, value and tax planning strategies when future taxable profit incurs so that the value of deferred tax assets can be determined. 4.28.8 Income tax There are some transactions where ultimate tax treatments and calculations have uncertainties in the Company’s everyday operation. Whether it is possible for some items to make expenditure before tax needs approval from competent tax authorities. If there is any difference between finalized determination value and their initial estimations value, the difference shall have the impact on the income tax and deferred income tax of the current period during the final determination. 4.28.9 Aircraft operating lease and engine overhaul expenses Aircraft operating lease and engine overhaul expenses are accrued and charged to profit or loss in accordance with the expected maintenance cycle, based on flight hours, flight cycles overhaul period and the amount of the cost of repairs which may occur. These estimates are largely based on past historical data about the same or similar types of aircraft and engines repairance. The withholding amount and overhaul costs may be affected by different judgments and estimates and affect current profit or loss. 4.28.10 Defined benefit plan The defined benefit plan implemented and maintained by the Company includes post-employment benefits plan. The provided welfare costs under the above defined benefit plan was calculated by expected cumulative unit credit method according to various actuarial assumptions, and were recognized during the employee service providing period. Actuarial Assumptions include but not limited to discount rate, mortality rate, and etc.. The discount rate is on the basis of management's review of national debt, and mortality rate depends on the mortality rate adopted by the China life insurance industry. Supplemental information of defined benefit plan see Note 6.31. Note 5 Taxation 5.1 Major taxes and tax rate Tax Tax rate (%) The VAT is calculated as the difference between output tax (11% of the taxable revenue) Value Added Tax and deductible input tax for the period. Business Tax Business tax is calculated as 3%-5% of taxable turnover. Enterprise income tax Income tax is calculated as 25% of taxable profits. Civil aviation development fund shall be calculated using the rates set out within applicable Civil Aviation Development Fund to the relevant category of flight routes, maximum departure weight and flight distance adopted by the civil aviation industry. Prior to 1 August 2013, revenue arising from air transportation was taxable for business tax at the rate of 3%. As from 1 August 2013, f revenue arising from air transportation become VAT taxable per the Notice of Pilot Conversion of 106 Shandong Airlines Co., Ltd. Annual Report 2014 Sales-tax-to-VAT for the Transportation Sector and Certain Contemporary Service Sectors by the Ministry of Finance and State Administration of Taxation (Caishui[2013]37Hao). 5.2 Tax incentives 5.2.1. Revenue earned by entities and individuals within the territory of the People's Republic of China (hereafter, the Chinese territory) for the provision of international transportation services is exempted from business tax as from January 1st, 2010 per the Notice of Exemption of Business Tax on Internation Transportation Service by the Ministry of Finance and State Administration of Taxation (Caishui[2010]No.8) (财税〔2010〕8 号《财政部、国家税务总局关于国际运输劳务免征营业税的通知》). 5.2.2. Zero VAT rate applies to entities and individuals within the Chinese territory that provide international transportation services, research and development services and designing services provided to foreign entities, roundtrip transportation services between Hongkong, Marcau,and Taiwan, as well as transportion services provided in Hongkong, Marcau, and Taiwan per the Notice of Pilot Conversion of Sales-tax-to-VAT for the Transportation Sector and Certain Contemporary Service Sectors by the Ministry of Finance and State Administration of Taxation (Caishui[2013]No.37)(财税[2013]37号《财政部、国家税务总局关于在全国开展交通运输业和 部分现代服务业营业税改征增值税试点税收政策的通知》).. 5.2.3. Per the Notice of Continuous Implementation of Transitional Business Tax Exemption Policy for Cross-boarder Lease Contracts of Equipment and Machinery(CaiShui[2011]No.48) (财税[2011]48号《关于跨境设备租赁合同继续实行过渡性营业税免税政策的 通知》) jointly issued by the Ministry of Finance and the State Adnimistration of Taxation on June 30, 2011 and approved by the State Council, the transitional operating tax exemption applicable to revenue received by overseas leasor(s) to lease contracts (applicable to both financing lease and operating lease) of machinery and equipment import leasing involving domestic leasee(s) and overseas leasor(s) entered into prior to and remaining in force as at December 31, 2008 continues to apply from January 1, 2010 to the expiry date of the relevant contract. Note 6 Notes to significant elements of the consolidated financial statements Unless otherwise stated, the meaning of "B/f", "C/f", "Current year", "Prior year" in the following notes (incl. Notes to elements of the separate financial statements) is "1st January 2014", "31st December 2014", "the year ended 31st December 2014", and "the year ended 31st December 2013" respectively. 6.1 Monetary funds Item C/f B/f Cash at hand: 241,603.21 348,205.99 Bank deposit: 460,499,733.14 444,168,730.31 Other monetary funds: 5,334.91 Total 460,741,336.35 444,522,271.21 Including: the total amount of deposit abroad 1,289,441.33 428,062.65 6.2 Accounts receivables 107 Shandong Airlines Co., Ltd. Annual Report 2014 6.2.1 Disclosure by category C/f Category Carrying amount Allowance for bad debt Book value Amount % Amount % Accounts receivable of individual significance and subject to individual impairment assessment 139,181,872.21 62.23 139,181,872.21 Accounts receivable subject to impairment assessment by credit risk characteristics of a portfolio 76,830,269.16 34.35 3,841,513.46 5.00 72,988,755.70 Accounts receivable of individual insignificance but subject to individual impairment assessment 7,635,227.54 3.42 2,765,908.05 36.23 4,869,319.49 Total 223,647,368.91 100.00 6,607,421.51 2.95 217,039,947.40 (Continued) B/f Category Carrying amount Allowance for bad debt Book value Amount % Amount % Accounts receivable of individual significance and subject to individual impairment assessment 179,936,813.57 70.72 179,936,813.57 Accounts receivable subject to impairment assessment by credit risk characteristics of a portfolio 60,090,747.20 23.62 3,004,537.36 5.00 57,086,209.84 Accounts receivable of individual insignificance but subject to individual impairment assessment 14,418,242.31 5.66 916,508.05 6.36 13,501,734.26 Total 254,445,803.08 100.00 3,921,045.41 1.54 250,524,757.67 ① Accounts receivable of individual significance and subject to individual impairment assessment C/f Debtor Allowance for bad Rate of Carrying amount Reason for allowance debt allowance (%) No indication of impairment upon Air China 51,318,792.65 individual assessment No indication of impairment upon Accounting Center of China Aviation 48,929,027.68 individual assessment 108 Shandong Airlines Co., Ltd. Annual Report 2014 No indication of impairment upon BSP-CHINA 38,934,051.88 individual assessment Total 139,181,872.21 ② Accounts receivable subject to impairment assessment by portfolio C/f Portfolio Carrying amount Allowance for bad debt Rate of allowance Portfolio by nature 76,830,269.16 3,841,513.46 5.00 Total 76,830,269.16 3,841,513.46 5.00 ③ Accounts receivable of individual insignificance but subject to individual impairment assessment C/f Rate of Debtor Allowance for bad Carrying amount allowance Reason for allowance debt (%) No indication of impairment BSP-TAIWAN 2,029,229.24 upon individual assessment No indication of impairment UATP 1,860,556.49 upon individual assessment Non recoverable upon Kun Peng Airlines Co., Ltd. 1,849,400.00 1,849,400.00 100.00 individual assessment Non recoverable upon CR Airways 916,508.05 916,508.05 100.00 individual assessment China Cargo Airlines LTD. 650,407.70 Related party No indication of impairment BSP-JAPAN 303,926.06 upon individual assessment Taikoo Shandong Aircraft Engineering Related party Company Limited 25,200.00 Total 7,635,227.54 2,765,908.05 36.23 6.2.2 Recognisation, recovery or reversal of allowance for bad debt The amount of allowance for bad debts recognised during the year is CNY2,686,376.10. 6.2.3 Top five accounts receivables by debtors The total amount of top five accounts receivables summarised by debtors as at the end of current year is CNY 152,664,082.06, accounting for 68.27% of the total accounts receivable as at the end of current year, the total corresponding allowance for bad debts is CNY 674,110.49. 109 Shandong Airlines Co., Ltd. Annual Report 2014 6.3 Prepayments 6.3.1 Disclosure by age C/f B/f Age Amount % Amount % Within 1 year 137,797,577.92 99.21 87,515,232.08 99.24 1 to 2 years 572,308.78 0.41 87,000.00 0.10 2 to 3 years 12,263.00 0.01 2,315.50 0.00 Over 3 years 511,109.70 0.37 577,493.40 0.66 Total 138,893,259.40 100.00 88,182,040.98 100.00 6.3.2 Details of top five prepayments The total amount of top five prepayments as at the end of current year is CNY 48,423,797.97, accounting for 34.86% of the total advance to suppliers. 6.4 Dividends receivable 6.4.1 Disclosure by item Item C/f B/f TravelSky Technology Limited 1,826,370.00 - Sichuan Airlines 14,325,586.06 Total 1,826,370.00 14,325,586.06 6.5 Other receivables 6.5.1 Disclosure by category C/f Carrying amount Allowance for bad debt Category Book value Amount % Amount % Other receivables of individual significance and subject to individual impairment assessment 230,651,294.53 66.89 101,551,717.65 44.03 129,099,576.88 Other receivables subject to subject to impairment assessment by credit risk characteristics of a portfolio 81,969,259.55 23.77 4,098,462.98 5.00 77,870,796.57 Other receivables of individual insignificance but subject to individual impairment assessment 32,190,289.39 9.34 32,190,289.39 110 Shandong Airlines Co., Ltd. Annual Report 2014 C/f Carrying amount Allowance for bad debt Category Book value Amount % Amount % Total 344,810,843.47 100.00 105,650,180.63 30.64 239,160,662.84 (Continued) Category B/f Carrying amount Allowance for bad debt Book value Amount % Amount % Other receivables of individual significance and subject to individual impairment assessment 178,108,064.87 51.89 101,551,717.65 57.02 76,556,347.22 Other receivables subject to subject to impairment assessment by credit risk characteristics of a portfolio 112,247,264.53 32.70 5,612,363.23 5.00 106,634,901.30 Other receivables of individual insignificance but subject to individual impairment assessment 52,914,555.92 15.41 52,914,555.92 Total 343,269,885.32 100.00 107,164,080.88 31.22 236,105,804.44 ① Other receivables of individual significance and subject to individual impairment assessment C/f Debtor Allowance for bad Rate of allowance Carrying amount Reason for allowance debt (%) Impaired collectibility identified Shandong Rainbow Commercial Jet Co., Ltd. 101,551,717.65 101,551,717.65 100.00 upon individual assessment No indication of impairment upon Beijing Capital International Airport Customs 46,131,325.25 individual assessment No indication of impairment upon Debtor #1 17,300,360.00 individual assessment No indication of impairment upon 41,354,563.28 CBD-leasing Co., Ltd. individual assessment No indication of impairment upon 24,313,328.35 SDA Group individual assessment Total 230,651,294.53 101,551,717.65 ② Other receivables subject to impairment assessment by portfolio Portfolio C/f 111 Shandong Airlines Co., Ltd. Annual Report 2014 Carrying amount Allowance for bad debt Rate of allowance(%) Portfolio by nature 81,969,259.55 4,098,462.98 5.00 Total 81,969,259.55 4,098,462.98 5.00 ③ Other receivables of individual insignificance but subject to individual impairment assessment C/f Rate of Debtor Allowance for Carrying amount allowance Reason for allowance bad debt (%) No indication of impairment upon Shandong XiangYu Air Technology Co., Ltd. 16,867,219.43 individual assessment No indication of impairment upon Air China 5,932,722.00 individual assessment No indication of impairment upon Debtor #1 5,462,388.20 individual assessment No indication of impairment upon Debtor #2 1,226,900.00 individual assessment Taikoo (Shandong) Aircraft Engineering Company No indication of impairment upon Limited 860,829.14 individual assessment No indication of impairment upon Debtor #3 490,736.00 individual assessment No indication of impairment upon Debtor #4 469,581.20 individual assessment No indication of impairment upon Debtor #5 368,454.00 individual assessment No indication of impairment upon Debtor #6 185,361.00 individual assessment No indication of impairment upon Debtor #7 166,824.90 individual assessment No indication of impairment upon Qingdao Airlines Co. 100,000.00 individual assessment No indication of impairment upon Jinan Customs 59,273.52 individual assessment Total 32,190,289.39 6.5.2 Recognisation, recovery or reversal of allowance for bad debt The amount of allowance for bad debts recovered or reversed during the current year is CNY 1,513,900.25. 6.5.3 Disclosure by nature 112 Shandong Airlines Co., Ltd. Annual Report 2014 Category C/f B/f Deposits 113,601,336.27 116,630,553.83 Others 231,209,507.20 226,639,331.49 Total 344,810,843.47 343,269,885.32 6.5.4 Top five other receivables Allowance for bad Debtor Nature C/f Aging % debt Shandong Rainbow Commercial Others 101,551,717.65 Over 3 years 29.45 101,551,717.65 Jet Co., Ltd. Debtor #1 Others 49,803,933.02 Within 1 year 14.44 2,490,196.65 Beijing Capital International Deposits 46,131,325.25 Within 1 year 13.38 Airport Customs CBD-leasing Co., Ltd. Deposits 41,354,563.28 Over 3 years 11.99 SDA Group Others 24,313,328.35 Within 1 year 7.05 Total 263,154,867.55 76.31 104,041,914.30 6.6 Inventories 6.6.1 Disclosure by type C/f Type Gross carrying amount Impairment allowance Net carrying amount Consumable air quipements 108,651,656.49 108,651,656.49 Low-value consumables 2,619,600.31 2,619,600.31 Materials 880,515.65 880,515.65 Total 112,151,772.45 112,151,772.45 (Continued) B/f Type Gross carrying amount Impairment allowance Net carrying amount Consumable air quipements 104,936,631.52 104,936,631.52 Low-value consumables 2,075,509.92 2,075,509.92 Materials 961,331.91 961,331.91 Total 107,973,473.35 107,973,473.35 113 Shandong Airlines Co., Ltd. Annual Report 2014 6.7 Held-for-sale assets Type Net carrying amount Fair value Estimated disposal costs Estimated disposal time Held-for-sale non-current assets 91,522,334.40 94,278,439.36 1,305,444.92 Year 2015 Including: fixed assets 91,522,334.40 94,278,439.36 1,305,444.92 Year 2015 Total 91,522,334.40 94,278,439.36 1,305,444.92 Note: the Company has entered into irrevocable sales contract with the purchaser in December in connection with B-3005, B-3006, B-3007, B-3008, B-3009. The sales will be completed within one year. As a consequence, the above 5 aircrafts and relating air equipments are classified as held-for-sale assets. 6.8 Other current assets Type C/f B/f VAT deductible 74,727,216.44 13,184,687.03 Income tax overpaid 27,913,022.04 58,644,275.62 Others 6,165,412.73 Total 108,805,651.21 71,828,962.65 6.9 Financial assets available for sale 6.9.1 General information C/f B/f Category Net carrying Net carrying Carrying amount Impairment Carrying amount Impairment amount amount Available for sale equity instruments Including: measured by fair 86,243,565.68 86,243,565.68 78,464,240.51 78,464,240.51 value measured by cost 81,662,100.00 81,662,100.00 81,662,100.00 81,662,100.00 Total 167,905,665.68 167,905,665.68 160,126,340.51 160,126,340.51 6.9.2 Financial assets available for sale measured by fair value at the end of current year Available for sale equity Category Total instruments Cost of equity instruments 6,690,000.00 6,690,000.00 114 Shandong Airlines Co., Ltd. Annual Report 2014 Available for sale equity Category Total instruments Fair value 86,243,565.68 86,243,565.68 Accumulated changes in the fair value recognised into other comprehensive income 79,553,565.68 79,553,565.68 Impairment amount 6.9.3 Financial assets available for sale measured by cost at the end of current year Carrying amounts as at 31/12/2014 Impairment Shareholding Cash Increase Increase Decrease Decrease Investee in in in dividend for B/f in current C/f B/f in current C/f current current investee(%) current year year year year year Sichuan Airlines 35,000,000.00 35,000,000.00 10.00 Jinan Yaoqiang International Airport 46,662,100.00 46,662,100.00 2.53 Total 81,662,100.00 81,662,100.00 6.10 Long-term equity investments Currency year movement (+, -) Investment gains Other Investme Other Category B/f Allowance b/f Additional and losses comprehensiv nt changes investment recognised under e income reduction in equity the equity method adjustment Associates Shandong Rainbow 22,500,000.00 22,500,000.00 Commercial Jet Co., Ltd. Qingdao Airlines Co. 200,000,000.00 -26,589,979.88 Total 22,500,000.00 22,500,000.00 200,000,000.00 -26,589,979.88 (Continued) Currency year movement (+, -) Category C/f Allowance c/f Declared cash Allowance recognised Others 115 Shandong Airlines Co., Ltd. Annual Report 2014 dividends or profits Investment in associates Shandong Rainbow Commercial Jet Co., Ltd. 22,500,000.00 22,500,000.00 Qingdao Airlines Co. 173,410,020.12 Total 195,910,020.12 22,500,000.00 6.11 Fixed assets 6.11.1 General information Houses and Transportation Items Aircrafts and engines High-value rotables Others Total buildings vehicles 1. Cost: 1.1 Balance as at 31/12/2013 310,004,180.85 10,906,977,450.41 687,974,621.37 60,759,168.36 160,500,360.31 12,126,215,781.30 1.2 Increased in current year 146,000.00 350,418,969.12 56,543,089.00 4,928,372.93 13,210,678.75 425,247,109.80 (1) Purchase 350,418,969.12 56,543,089.00 4,928,372.93 13,210,678.75 425,101,109.80 (2) Transferred from construction in-progress (3) Transferred from merger and acquisitions (4) Others 146,000.00 146,000.00 1.3 Decreased in current year 17,874,528.24 1,841,781,421.74 104,881,261.30 1,641,747.00 4,046,794.13 1,970,225,752.41 (1) Disposal or scrap 1,577,701.50 741,457,586.54 23,474,760.04 1,641,747.00 4,046,794.13 772,198,589.21 (2) Others 16,296,826.74 1,100,323,835.20 81,406,501.26 1,198,027,163.20 1.4 Balance as at 31/12/2014 292,275,652.61 9,415,614,997.79 639,636,449.07 64,045,794.29 169,664,244.93 10,581,237,138.69 2. Accumulated Depreciation 2.1 Balance as at 53,776,323.92 3,846,899,823.57 245,237,815.60 27,115,565.84 69,524,872.20 4,242,554,401.13 116 Shandong Airlines Co., Ltd. Annual Report 2014 Houses and Transportation Items Aircrafts and engines High-value rotables Others Total buildings vehicles 31/12/2013 2.2 Increased in current year 9,395,363.00 639,625,051.25 36,993,357.57 6,199,376.41 13,506,455.69 705,719,603.92 (1) Accrual 9,395,363.00 639,625,051.25 36,993,357.57 6,199,376.41 13,506,455.69 705,719,603.92 2.3 Decreased in current year 2,018,411.58 1,232,392,819.75 65,024,244.38 1,475,826.07 3,380,843.35 1,304,292,145.13 (1) Disposal or scrap 1,577,701.50 383,783,079.65 11,382,552.39 1,475,826.07 3,380,843.35 401,600,002.96 (2) Others 440,710.08 848,609,740.10 53,641,691.99 902,692,142.17 2.4. Carrying amount 61,153,275.34 3,254,132,055.07 217,206,928.79 31,839,116.18 79,650,484.54 3,643,981,859.92 3. Impairment allowance 3.1 Balance as at 31/12/2013 288,245,487.96 30,757,751.98 319,003,239.94 3.2 Increased in current year (1) Accrual 3.3 Decreased in current year 288,245,487.96 16,764,476.70 305,009,964.66 (1) Disposal or scrap 114,710,049.10 2,343,345.59 117,053,394.69 (2) Others 173,535,438.86 14,421,131.11 187,956,569.97 3.4 Carrying amount 13,993,275.28 13,993,275.28 4. Carrying amount 4.1 Carrying amount as at 31/12/2014 231,122,377.27 6,161,482,942.72 408,436,245.00 32,206,678.11 90,013,760.39 6,923,262,003.49 4.2 Carrying amount as at 31/12/2013 256,227,856.93 6,771,832,138.88 411,979,053.79 33,643,602.52 90,975,488.11 7,564,658,140.23 6.11.2 Fixed assets acquired under financial leases Accumulated Category Cost Impairment allowance Carrying amount Depreciation 117 Shandong Airlines Co., Ltd. Annual Report 2014 Accumulated Category Cost Impairment allowance Carrying amount Depreciation Aircrafts and engines 2,094,255,983.89 783,502,957.28 1,310,753,026.61 Total 2,094,255,983.89 783,502,957.28 1,310,753,026.61 6.11.3 Fixed assets pending ownership registration Item Carrying amount Reason for pending Land rented from Jinan Air Control, not eligible for Jinan cargo arrival and departure warehouses 13,781,982.69 ownership registration Qingdao aircraft maintenance workshops 43,441,714.04 Ownership registration in process Yantai terminal building 23,198,201.95 Ownership registration in process Impairment allowance of fixed assets is CNY 13,993,275.28 as at 31/12/2014, with no additional amount of allowance for fixed assets impairment recognised during the year. 6.12 Construction in progress 6.12.1 General information C/f B/f Items Impairment Impairment Carrying amount Net carrying amount Carrying amount Net carrying amount allowance allowance Factory building project 118,727,408.52 118,727,408.52 34,532,194.69 34,532,194.69 Prepayment for aircrafts 2,316,606,410.34 2,316,606,410.34 1,611,984,965.18 1,611,984,965.18 Construction of information system 2,252,086.43 2,252,086.43 1,398,835.91 1,398,835.91 Total 2,437,585,905.29 2,437,585,905.29 1,647,915,995.78 1,647,915,995.78 6.12.2 Significant projects Transferred to Project Budget B/f Current year increase fixed assets in Other decrease C/f current year Administrative office of Xiamen branch 89,590,000.00 28,938,462.61 44,927,012.51 73,865,475.12 Operation guarantee building program of Yantai Penglai internationnal airport 63,270,000.00 807,431.08 34,702,201.66 35,509,632.74 118 Shandong Airlines Co., Ltd. Annual Report 2014 Prepayment for aircrafts 20,944,720,102.00 1,611,984,965.18 1,621,269,672.98 916,648,227.82 2,316,606,410.34 Total 21,097,580,102.00 1,641,730,858.87 1,700,898,887.15 916,648,227.82 2,425,981,518.20 (Continued) Weight of cost Including: Stage of Cumulative Including:Transferred Capitalisation rate to date in interests Source of Items completion interests into leaseback assets applicable to the budgeted cost capitalized during finance (%) capitalised during the current year current year (%) (%) the current year Administrative office In progress Liquidity of Xiamen branch 82.45 Operation guarantee building program of In progress Liquidity Yantai Penglai internationnal airport 56.12 Loans from Prepayment for Not applicable 2.44-4.04 financial aircrafts 11.06 17,966,767.14 4,250,299.95 24,182,805.31 institutions Total 17,966,767.14 4,250,299.95 24,182,805.31 Note: The cumulative amount of interests capitalized as at 31/12/2013 is -1,965,738.22, which is mainly affected by foreign exchange gains and losses, the amount of current year is 24,182,805.31, including ¥4,250,299.95 transferred into leaseback assets during the current year, the cumulative amount of interests capitalized as at 31/12/2014 is 17,966,767.14. 6.12.3 Recognization of impairment allowance for construction in progress No sign of construction in progress impairment occurred as of December 31, 2014, no impairment provision shall be recognised. 6.13 Intangible assets 6.13.1 General information Items Land rights Software Total 1. Cost: 1.1 Balance as at 31/12/2013 84,663,933.13 24,196,624.41 108,860,557.54 1.2 Increased in current year 23,678,530.00 23,678,530.00 (1) Purchase 23,678,530.00 23,678,530.00 (2) Internal R & D (3) Increased from business combination 1.3 Decreased in current year 119 Shandong Airlines Co., Ltd. Annual Report 2014 Items Land rights Software Total (1) Disposal 1.4 Balance as at 31/12/2014 108,342,463.13 24,196,624.41 132,539,087.54 2. Accumulated amortization 2.1 Balance as at 31/12/2013 7,277,301.45 455,619.27 7,732,920.72 2.2 Increased in current year 1,510,983.08 2,750,755.70 4,261,738.78 (1) Accrual 1,510,983.08 2,750,755.70 4,261,738.78 2.3 Decreased in current year (1) Disposal 2.4 Balance as at 31/12/2014 8,788,284.53 3,206,374.97 11,994,659.50 3. Impairment allowance 3.1 Balance as at 31/12/2013 3.2 Increased in current year (1) Accrual 3.3 Decreased in current year (1) Disposal 3.4 Balance as at 31/12/2014 4. Carrying amount 4.1 Carrying amount as at 31/12/2014 99,554,178.60 20,990,249.44 120,544,428.04 4.2 Carrying amount as at 31/12/2013 77,386,631.68 23,741,005.14 101,127,636.82 6.13.2 Land rights with pending ownership registration No case of land rights with pending ownership registration was identified as of 31/12/2014. 6.14 Goodwill 6.14.1 General information Current year Current year increase decrease Investee B/f C/f From business …… Disposal …… combination 120 Shandong Airlines Co., Ltd. Annual Report 2014 Qingdao Feisheng 10,220,816.22 10,220,816.22 Total 10,220,816.22 10,220,816.22 6.14.1 Impairment allowance Current year Current year Investee B/f increase decrease C/f Accrual …… Disposal …… Qingdao Feisheng 10,220,816.22 10,220,816.22 合 计 10,220,816.22 10,220,816.22 6.15 Deferred charges Current year Current year Item B/f Other decrease C/f increase amortization Pilot training 333,657,141.80 111,169,326.79 58,722,519.83 386,103,948.76 Decoration expenditure 14,288,398.81 1,427,447.18 4,560,811.32 11,155,034.67 Total 347,945,540.61 112,596,773.97 63,283,331.15 397,258,983.43 6.16 Deferred tax assets and deferred tax liabilities 6.16.1 Without offsetting deferred tax assets C/f B/f Item Deductible temporary Deductible temporary Deferred tax assets Deferred tax assets difference difference Allowance for bad debt 112,257,602.14 28,064,400.54 111,085,126.29 27,771,281.57 Impairment allowance for fixed assets 201,949,845.25 50,487,461.31 319,003,239.94 79,750,809.99 Fair value movement of financial liabilities held for trading 1,559,710.77 389,927.69 296,902.47 74,225.62 Provisions 1,164,590,211.97 291,147,552.99 970,243,460.92 242,560,865.24 Employment benefits payable 382,789,657.63 95,697,414.41 332,104,603.04 83,026,150.77 Deferred income 17,271,524.22 4,317,881.06 25,367,524.34 6,341,881.10 Tax loss carried forwards 547,618.90 136,904.73 Total 1,880,418,551.98 470,104,638.00 1,758,648,475.90 439,662,119.02 6.16.2 Without offsetting deferred tax liabilities 121 Shandong Airlines Co., Ltd. Annual Report 2014 C/f B/f Item Deductible temporary Deductible temporary Deferred tax liabilities Deferred tax liabilities difference difference Changes in fair value of financial assets available for sale 79,553,565.68 19,888,391.42 71,774,240.51 17,943,560.13 Total 79,553,565.68 19,888,391.42 71,774,240.51 17,943,560.13 6.17 Other non-current assets Item C/f B/f Unrealized gains and losses of operating 58,654,642.41 lease from aircraft leaseback Total 58,654,642.41 6.18 Short-term borrowings 6.18.1 Disclosure by category Type C/f B/f Credit loans 434,137,220.00 Total 434,137,220.00 6.19 Financial liabilities measured by fair value with changes in fair value recognised in profit or loss Item Fair value c/f Fair value b/f Interest rate swaps 1,559,710.77 296,902.47 Total 1,559,710.77 296,902.47 The immature interest rate swaps held by the Company had a principal amount of USD 97,924,540.00 as at the reporting date; bankers confirmed that the reporting date fair value of these interest rate swaps is CNY-1,559,710.77. 6.20 Notes payable Type C/f B/f Bankers' acceptance Commercial acceptance 58,412,417.22 Total 58,412,417.22 6.21 Accounts payable 6.21.1 General information Item C/f B/f 122 Shandong Airlines Co., Ltd. Annual Report 2014 Item C/f B/f Aircraft maintenance costs 86,251,950.81 311,997,652.43 Fuel cost 220,563,961.43 281,866,639.72 Landing fee 274,164,827.42 225,666,680.33 Aircraft service cost 134,348,464.33 140,675,798.19 Flight catering 65,643,540.55 61,129,425.69 Computer booking fee 28,923,595.38 42,333,567.66 Lease rental 3,052,136.16 3,950,584.37 Others 77,397,271.16 64,506,341.86 Total 890,345,747.24 1,132,126,690.25 6.21.2 No significant account payable due for more than 1 year as at the reporting date. 6.22 Advance from customers 6.22.1 General information Item C/f B/f Ticket clearing 257,886,010.75 318,907,952.74 Advanced payment for tickets 7,131,963.14 15,493,312.51 Others 13,039,885.45 9,066,787.72 Total 278,057,859.34 343,468,052.97 6.23 Employee benefits payable 6.23.1 Disclosure by classification Current year Current year Item B/f C/f increase decrease 1. Short-term employee benefits 338,866,981.54 1,537,559,504.70 1,482,997,912.54 393,428,573.70 2. Post-employment benefits 121,285,235.98 121,285,235.98 3. Termination benefits 605,720.33 605,720.33 4. Other long-term employee benefits within one year Total 338,866,981.54 1,659,450,461.01 1,604,888,868.85 393,428,573.70 6.23.2 Disclosure by classification of short-term employee benefits Current year Current year Item B/f C/f increase decrease 1. Wages, salaries and subsidies 294,699,755.84 1,361,787,739.20 1,306,398,565.33 350,088,929.71 123 Shandong Airlines Co., Ltd. Annual Report 2014 Current year Current year Item B/f C/f increase decrease 2. Employee welfare 34,742,576.93 34,742,576.93 3. Social insurance: 52,904,383.00 52,904,383.00 Including: Medical insurance 41,980,836.58 41,980,836.58 Employment injury insurance 3,389,859.48 3,389,859.48 Maternity insurance 4,433,873.37 4,433,873.37 Disabled security payments 3,099,813.57 3,099,813.57 4.Housing provident fund 12,032.40 52,701,741.30 52,522,645.30 191,128.40 5.Labour union fee and employee education fee 28,008,193.30 16,363,064.27 20,282,741.98 24,088,515.59 6. Short-term paid absences 16,147,000.00 19,060,000.00 16,147,000.00 19,060,000.00 7. Short-term profit-sharing plan Total 338,866,981.54 1,537,559,504.70 1,482,997,912.54 393,428,573.70 6.23.3 Disclosure by defined contribution plan Current year Current year Item B/f C/f increase decrease 1. Basic pension 80,092,941.73 80,092,941.73 2. Unemployment insurance 4,553,737.47 4,553,737.47 3. Annuity payment 36,638,556.78 36,638,556.78 Total 121,285,235.98 121,285,235.98 The company participated in basic pension and unemployment insurance in accordance with the regulations. Based on the insurance program, a percentage of total wages of employees were paid to the account separately. Except for the fee paid, enterprise annuity was deposited to annuity management institution by a percentage of monthly payment base, which was determined by seniority pay and post salary. 6.24 Taxes and fees payable Tax (Fee) C/f B/f 124 Shandong Airlines Co., Ltd. Annual Report 2014 Tax (Fee) C/f B/f VAT 20,884.78 23,173,422.56 Business tax 430,525.03 517,483.64 Urban construction and maintenance tax 12,681.07 1,131,299.11 Education surcharge 9,731.38 799,023.02 Enterprise income tax 178,633.46 321,144.21 Property tax 1,326,161.87 1,313,944.58 Land tax 142,738.11 142,738.11 Personal income tax 6,573,418.52 5,178,599.23 Stamp duty 1,289,143.66 4,456,114.47 Civil aviation development fund 75,532,041.96 70,197,348.09 Provision for income tax deducted at source 1,377,524.44 1,886,243.81 Sales tax deducted at source 1,235,557.81 779,876.14 Others 12,111.35 167,200.64 Total 88,141,153.44 110,064,437.61 6.25 Interests payable Item C/f B/f Interest on long-term borrowings with repayment by 2,468,241.23 3,538,461.10 installments Interest on corporate bond 12,910,833.33 12,035,833.33 Interest on short-term borrowings 490,000.00 Total 15,379,074.56 16,064,294.43 6.26 Other payables 6.26.1 Disclosure by nature Item C/f B/f Payable for construction projects 22,199,277.52 19,941,754.75 Payable for down payments 79,372,211.02 68,715,061.67 Payables associated with aircraft purchase 7,753,134.23 3,949,505.02 Taxes deducted at source 38,400,741.17 36,330,461.25 Others 219,560,504.41 64,932,075.65 Total 367,285,868.35 193,868,858.34 125 Shandong Airlines Co., Ltd. Annual Report 2014 6.26.2 Significant other payables due for more than 1 year Creditor Amount Reason for pending settlement Margin deposit to be settled upon expiry of immature Air China 20,000,000.00 wet lease Total 20,000,000.00 6.27 Non-current liabilities due within one year Category C/f B/f Long-term borrowings due within one year (Note 6.28) 1,103,409,047.69 443,609,292.12 Bonds payable due within one year (Note 6.29) 500,000,000.00 Long-term payables due within one year (Note 6.30) 132,716,235.11 89,541,366.30 Long-term employee benefits payable due within one year (Note 6.31) 5,392,442.40 4,880,000.00 Total 1,741,517,725.20 538,030,658.42 6.28 Long-term borrowings Category C/f B/f Mortgage loan Secured loans 2,906,304,546.97 3,502,121,710.18 Guaranteed loans Credit loans 1,416,548,500.00 466,534,788.00 Less: Long-term borrowings due within one year (Note 6.27) 1,103,409,047.69 443,609,292.12 Total 3,219,443,999.28 3,525,047,206.06 Note: ① Class and amount of mortgage assets see Note 6.52 assets with imposed restriction on ownership. ② Interest rates of the above-mentioned long-term borrowings range from 1.0217%-5.8950%. 6.29 Bonds payable 6.29.1 General information Category C/f B/f Medium-term bond 500,000,000.00 Total 500,000,000.00 6.29.2 Movement 126 Shandong Airlines Co., Ltd. Annual Report 2014 Balance at the Overflow Year Accrued interest Bond Face value Issue date Term Amount issued beginning of discount Repayment C/f issued at par year amortization Medium-term 500,000,000.00 2012-6-12 3 Year 500,000,000.00 500,000,000.00 21,450,000.00 21,450,000.00 500,000,000.00 bond Subtotal 500,000,000.00 500,000,000.00 500,000,000.00 21,450,000.00 21,450,000.00 500,000,000.00 Less: Long-term borrowings due 500,000,000.00 within one year Note 6.27) Total 500,000,000.00 500,000,000.00 500,000,000.00 21,450,000.00 21,450,000.00 - 6.30 Long-term payables Category C/f B/f Financial lease rental payables 1,103,663,159.96 890,403,647.93 Maintenance payables for aircrafts and engines held under 1,164,590,211.97 961,121,308.95 operating lease Less: Financial lease rental payables due within one year 132,716,235.11 89,541,366.30 (Note 6.27) Less: Maintenance payables for aircrafts and engines held 55,979,439.00 219,467,592.19 under operating lease due within one year (Note 1) Total 2,079,557,697.82 1,542,515,998.39 Note : Maintenance payables for aircrafts and engines held under operating lease due within one year had been included in accounts payable. 6.31 Long-term employee benefits payable 6.31.1 General information Item C/f B/f Post-employment benefits-net defined benefit liability 75,838,000.00 69,451,000.00 Less: long-term staff remuneration payable due within one year (Note 6.27) 5,392,442.40 4,880,000.00 Total 70,445,557.60 64,571,000.00 6.31.2 Movements 1 Defined benefit obligation 127 Shandong Airlines Co., Ltd. Annual Report 2014 Item C/f B/f (1) Net Defined Benefit Asset/(Liability) at End of Prior Period 69,451,000.00 77,832,000.00 (2) Defined benefit costs recognised into current profit or loss 1. Current Service Cost 2. Past Service Cost 3. Settlement (Gain)/Loss 4. Net Interest/(Income) on Net Defined Benefit Liability/(Asset) 3,184,000.00 2,846,000.00 (3) Defined benefit costs recognised into other comprehensive income 1. Actuarial gains/(losses) -8,083,000.00 7,341,000.00 (4) Other movements 1. Settlement payment 2. Benefits Paid Directly by Employer 4,880,000.00 3,886,000.00 (5) Net defined benefit asset/(liability) at end of current year 75,838,000.00 69,451,000.00 2 Actuarial Assumptions Item 2012-12-31 2013-12-31 2014-12-31 Discount Rate 3.75% 4.75% 3.75% China Life Insurance Mortality Rate 2000-2003 Mortality Rate (Annuity) Cost of Living Adjustments for Retired Cadres and 0.00% Retirees Cost of Living Adjustments for 0.00% Internal Retirees Cost of Living Adjustments for 0.00% Dependants Medical Expense Inflation Rate 7.00% 6.32 Deferred income 128 Shandong Airlines Co., Ltd. Annual Report 2014 Current year Current year Item B/f C/f increase decrease Subsidy for RNP airborne equipment retrofit projects 6,620,000.00 6,620,000.00 Designated subsidy for snow disaster 2,988,958.34 499,500.00 2,489,458.34 Designated subsidy for civil aviation energy-saving program 15,758,566.00 976,500.12 14,782,065.88 Total 25,367,524.34 8,096,000.12 17,271,524.22 Details of government grants: the amount included in Current year Item B/f non-operating income for Other changes C/f increase current year Subsidy for RNP airborne equipment retrofit projects 6,620,000.00 6,620,000.00 Designated subsidy for snow disaster 2,988,958.34 499,500.00 2,489,458.34 Designated subsidy for civil aviation energy-saving program 15,758,566.00 976,500.12 14,782,065.88 Total 25,367,524.34 8,096,000.12 17,271,524.22 6.33 Share capital B/f Currency year movement (+, -) C/f Coversion Category Share Bonus Amount % from Others Subtotal Amount % issue issue reserves 1. Shares with restriction on disposal 1.1 State-held shares 1.2 Shares held by 259,801,000.00 64.95 259,801,000.00 64.95 state-owned entities 1.3 Shares held by other 199,000.00 0.05 199,000.00 0.05 domestic investors Including: Held by 199,000.00 0.05 199,000.00 0.05 institutional investors 129 Shandong Airlines Co., Ltd. Annual Report 2014 B/f Currency year movement (+, -) C/f Coversion Category Share Bonus Amount % from Others Subtotal Amount % issue issue reserves Held by non-institutional investors 1.4 Shares held by foreign investors Including: Held by institutional investors Held by non-institutional investors Subtotal of shares with 260,000,000.00 65.00 260,000,000.00 65.00 restriction on disposal 2. Floating shares 2.1 Ordianry shares issued in CNY 2.2 Shares issued in domestic stock market 140,000,000.00 35.00 140,000,000.00 35.00 in foreign currency 2.3 Shares issued in foreign market in foreign currency 2.4 Others Subtotal of floating 140,000,000.00 35.00 140,000,000.00 35.00 shares Total 400,000,000.00 100.00 400,000,000.00 100.00 6.34 Capital reserves Category B/f Current year Current year C/f 130 Shandong Airlines Co., Ltd. Annual Report 2014 increase decrease Share premium 67,618,282.54 67,618,282.54 Other capital reserves 7,792,081.16 7,792,081.16 Total 75,410,363.70 75,410,363.70 6.35 Other comprehensive income Total amount in current year Less: previously After tax After tax Amount for recognised in other Item B/f Less: Income attributable to attributable to C/f the year comprehensive tax expense the parent minority before tax income transferred company shareholders into profit or loss 1.Other comprehensive income will be reclassified into income or loss in the future 7,341,000.00 -8,083,000.00 -8,083,000.00 -742,000.00 Including: remeasurement of net assets or net liabilities of defined benefit plans 7,341,000.00 -8,083,000.00 -8,083,000.00 -742,000.00 2.Other comprehensive income reclassifiable to profit or loss in subsequent periods 53,830,680.38 7,779,325.17 1,944,831.29 5,834,493.88 59,665,174.26 Gains and losses from changes in fair value of financial assets available for sale 53,830,680.38 7,779,325.17 1,944,831.29 5,834,493.88 59,665,174.26 Total of other comprehensive income 61,171,680.38 -303,674.83 1,944,831.29 -2,248,506.12 58,923,174.26 6.36 Surplus reserves 131 Shandong Airlines Co., Ltd. Annual Report 2014 Current year Current year Category B/f C/f increase decrease Statutory surplus reserve 289,670,385.70 28,580,471.70 318,250,857.40 Total 289,670,385.70 28,580,471.70 318,250,857.40 Notes: according to the Company Law and the Articles of Association, 10% of net profit was transferred to statutory surplus reserve. The company may make allocations to the discretionary surplus reserve from the after-tax profits after making allocations to the statutory surplus reserve from the after-tax profits. Approved surplus reserves can be released to recover losses or for conversion into share capital. 6.37 Retained earnings Items Current year Prior year Pre-adjustment balance brought forward 1,866,264,914.60 1,675,953,889.27 Total adjustment to retained earnings b/f (+, -) Retained earnings b/f after adjustment 1,866,264,914.60 1,675,953,889.27 Add: Net profit attributable to shareholders of the parent 287,851,542.09 390,121,811.72 Other transfer Less: Appropriation to statutory surplus reserve 28,580,471.70 39,810,786.39 Appropriation to discretionary surplus reserve General reserve Ordinary dividends declared 100,000,000.00 160,000,000.00 Bonus issue Balance carrying forward 2,025,535,984.99 1,866,264,914.60 6.38 Operating revenues and costs 6.38.1 General information Current year Prior year Category Operating revenues Operating costs Operating revenues Operating costs Principal business 11,442,363,934.15 10,077,354,810.20 11,293,341,843.56 9,707,677,991.58 Other business 127,932,823.33 1,773,993.54 133,816,089.59 2,187,655.80 Total 11,570,296,757.48 10,079,128,803.74 11,427,157,933.15 9,709,865,647.38 6.39 Business tax and surcharges Item Current year Prior year Business tax 7,148,331.96 198,024,183.56 132 Shandong Airlines Co., Ltd. Annual Report 2014 Urban maintenance and construction tax 13,286,772.81 22,330,168.35 Education surcharge and others 11,335,325.71 18,311,185.75 Total 31,770,430.48 238,665,537.66 Notes: Applicable rates for business tax and surcharges see Note 5 Taxation. 6.40 Sales expenses Category Current year Prior year Agency fees 451,489,391.04 440,471,809.02 Employment benefits 142,485,006.21 129,956,447.17 Computer booking 77,900,227.82 76,514,767.74 Online payment 28,464,805.79 27,857,792.92 Sales expense of annual tickets 15,972,346.77 27,304,337.80 Lease rental 18,274,913.68 15,777,216.30 Advertisement 6,550,566.36 13,358,997.77 Office 5,541,835.18 7,658,213.49 Travel 4,000,474.93 4,804,272.39 System and network 10,181,647.75 4,457,230.85 BSP data processing 2,568,462.82 2,124,907.23 Depreiciation 1,662,419.39 1,923,549.14 Others 24,817,245.23 22,994,877.93 Total 789,909,342.97 775,204,419.75 6.41 General and administrative expenses Category Current year Prior year Employment benefits 114,177,550.09 110,033,300.03 Lease rental 18,422,232.82 16,265,877.85 Entertainment 8,255,858.90 12,185,173.59 Depreiciation 12,263,673.56 10,294,628.87 Taxes and fees 11,554,770.47 9,157,436.31 Office 9,288,651.11 9,073,671.10 Technology development 4,924,479.33 3,342,852.73 Amortisation of intangibles 4,261,738.78 1,883,759.21 133 Shandong Airlines Co., Ltd. Annual Report 2014 Category Current year Prior year Others 50,879,822.24 49,197,247.80 Total 234,028,777.30 221,433,947.49 6.42 Financial costs Category Current year Prior year Interest expenses 180,638,783.36 257,036,451.00 Less: Interest income 7,116,632.02 4,362,149.98 Exchange difference 24,748,406.46 -109,295,243.48 Bank charges and others 2,458,592.48 2,286,554.04 Total 200,729,150.28 145,665,611.58 6.43 Loss on asset impairment Category Current year Prior year Allowance for bad debt 1,172,475.85 -6,976,431.41 Impairment allowance for fixed assets 79,114,818.66 Impairment allowance for goodwill 10,220,816.22 Total 1,172,475.85 82,359,203.47 6.44 Gain from changes in fair value Source Current year Prior year Interest rate swaps -1,262,808.30 6,901,881.12 Total -1,262,808.30 6,901,881.12 6.45 Investment income Category Current year Prior year Income from holding of financial assets available for sale 2,650,554.69 16,772,701.21 Income from long-term equity investment income of equity method -26,589,979.88 Income from financial assets measured by fair value with changes in fair value recognised in profit or loss -2,101,079.54 -2,609,524.71 Total -26,040,504.73 14,163,176.50 6.46 Non-operating income Included in current year Category Current year Prior year non-recurring profit and loss 134 Shandong Airlines Co., Ltd. Annual Report 2014 Included in current year Category Current year Prior year non-recurring profit and loss Gain on non-current asset disposals 9,115,183.68 78,847,533.50 9,115,183.68 Including: Gain on fixed asset disposals 9,115,183.68 78,847,533.50 9,115,183.68 Government grants (See details of government grants below) 161,105,606.12 175,163,283.77 161,105,606.12 Others 36,970,937.19 16,397,152.34 36,970,937.19 Total 207,191,726.99 270,407,969.61 207,191,726.99 Details of government grants: related to the assets/ related Government assitance Current year Prior year to the income Airline subsidies 102,611,406.00 154,007,442.00 related to the income Interest subsidies for civil aviation 28,000,000.00 related to the income Energy-saving reward from ministry of finance 21,010,000.00 related to the income Subsidy for RNP airborne equipment retrofit projects 6,620,000.00 related to the assets Designated subsidy for snow disaster 499,500.00 499,500.00 related to the assets Designated subsidy for civil aviation 976,500.12 976,500.12 related to the assets energy-saving program Subsidy for 12-5 construction of IT system 4,709,541.65 related to the income Others 1,388,200.00 14,970,300.00 related to the income Total 161,105,606.12 175,163,283.77 Note: Government grants are mainly referred to subsidy income received from government departments, which was used to support the development of aviation business. 6.47 Non-operating expenses Included in current year Category Current year Prior year non-recurring profit and loss Loss on non-current asset disposals 14,507,221.07 9,856,591.93 14,507,221.07 Including: Loss on fixed asset disposals 14,507,221.07 9,856,591.93 14,507,221.07 Loss on intangible asset disposals Loss on debt restructuring Others 572,750.80 3,593,170.47 572,750.80 Total 15,079,971.87 13,449,762.40 15,079,971.87 6.48 Income tax expenses 6.43.1 Income tax expenses 135 Shandong Airlines Co., Ltd. Annual Report 2014 Items Current year Prior year Current income tax calculated in accordance with relevant tax law 140,957,195.84 130,641,826.52 Deferred tax -30,442,518.98 11,223,192.41 Total 110,514,676.86 141,865,018.93 6.43.2 Reconciliation of account profit and income tax expenses Items Current year Profit before tax 398,366,218.95 Income tax computed in accordance with the applicable tax rate 99,591,554.74 Impact of adjustment for prior period tax expenses 2,781,965.96 Impact of non-taxable income 5,984,856.30 Impact of non-deductible costs, expenses and losses 2,156,299.86 Income tax expenses 110,514,676.86 6.49 Other comprehensive income Please see Note 6. 35 for detail. 6.50 Notes to the consolidated statement of cash flows 6.50.1 Other cash receipts relating to operating activities Category Current year Prior year Government grants 153,009,606.00 22,900,300.00 Interest income on bank deposit 7,116,632.02 4,362,149.98 Cash receiptes from non-operating income 36,970,937.19 152,647,494.34 Cash receiptes from operating balance 176,843,429.51 118,813,553.50 Total 373,940,604.72 298,723,497.82 6.50.2 Other cash payments relating to operating activities Category Current year Prior year Bank charges 30,923,398.27 30,144,346.96 Cash payments for non-operating expenses 572,750.80 3,593,170.47 Cash payments for operating balance 66,766,074.58 17,260,954.51 Cash payments for sales and general and administrative expenses 181,365,485.21 183,096,421.15 136 Shandong Airlines Co., Ltd. Annual Report 2014 Category Current year Prior year Total 279,627,708.86 234,094,893.09 6.50.3 Other cash payments relating to investing activities Category Current year Prior year Cash payments of settlement of interest rate swaps 2,101,079.54 2,609,524.71 Total 2,101,079.54 2,609,524.71 6.50.4 Other cash receipts relating to financing activities Category Current year Prior year Cash receipts for disposal of purchase rights on aircrafts (which became acquired under operating lease instead of purchase) 876,880,748.00 903,064,822.94 Total 876,880,748.00 903,064,822.94 6.50.5 Other cash payments relating to financing activities Category Current year Prior year Cash payments for aircraft financial lease rental 181,035,632.75 175,939,104.72 Total 181,035,632.75 175,939,104.72 6.51 Supplementary information to the consolidated statement of cash flows 6.51.1 Supplementary information to the statement of cash flows Items Current year Prior year ① Reconciliation of cash flows from operating activities to net profit: Net profit 287,851,542.09 390,121,811.72 Add: Loss on asset impairment 1,172,475.85 82,359,203.47 Depreciation of fixed assets, oil and gas assets, biological assets held for production 705,719,603.92 787,573,958.19 Amortisation of intangible assets 4,261,738.78 1,883,759.14 Amortisation of Long-term deferred expenditure 63,283,331.15 52,249,182.09 Loss on non-current assets disposal (gain presented by "-" prefix) 5,392,037.39 -71,764,546.71 Loss on scrap of fixed assets (gain presented by "-" prefix) - 2,773,605.14 Loss on fair value changes (gain presented by "-" prefix) -1,262,808.30 -6,901,881.12 Financial costs (gain presented by "-" prefix) 202,203,189.82 148,244,330.64 Investment loss (gain presented by "-" prefix) 26,040,504.73 -14,163,176.50 Decrease of deferred tax assets (increase presented by "-" prefix) -30,442,518.98 11,223,192.41 137 Shandong Airlines Co., Ltd. Annual Report 2014 Items Current year Prior year Increase of deferred tax liabilities (increase presented by "-" prefix) - - Decrease of inventories (increase presented by "-" prefix) -4,178,299.10 8,971,440.54 Decrease of operating receivables (increase presented by "-" prefix) -88,491,843.08 -114,011,884.25 Increase of operating payables (decrease presented by "-" prefix) 289,975,261.04 133,667,527.39 Others -1,696,000.00 -1,040,000.00 Net cash flows generated from operating activities 1,459,828,215.31 1,411,186,522.15 ②Significant investing and financing activities involve no cash: Debt-to-capital conversion Convertible loan due within one year Fixed assets acquired under financial lease 342,855,221.91 ③Movement of cash and cash equivalents: Cash as at 31/12/2014 460,741,336.35 444,522,271.21 Less: Cash as at 31/12/2013 444,522,271.21 155,387,742.97 Add: Cash equivalents as at 31/12/2014 Less: Cash equivalents as at 31/12/2013 Net increase of cash and cash equivalents 16,219,065.14 289,134,528.24 6.51.2 Composition of cash and cash equivalents Items Current year Prior year ①Cash 460,741,336.35 444,522,271.21 Including: Cash at hand 241,603.21 348,205.99 Demand bank deposit 460,499,733.14 444,168,730.31 Demand other monetary funds 5,334.91 Demand deposit in the Central Bank Deposit in peer firms Loan to peer firms ②Cash equivalents 138 Shandong Airlines Co., Ltd. Annual Report 2014 Items Current year Prior year Including: Debt instrument matured within three months …… ③Cash and cash equivalents as at 31/12/2014 460,741,336.35 444,522,271.21 Including: restricted cash and cash equivalents in parent company or subsidiary Note: Cash and cash equivalents excluding restricted cash and cash equivalents in parent company or subsidiary. 6.52 Assets with imposed restriction on ownership Category C/f Reason of restriction Assets pledged as security 3,154,851,053.22 Aircrafts and engines 3,154,851,053.22 Pledge as security for borrowings Other form of restriction: 1,310,753,026.61 Aircrafts and engines 1,310,753,026.61 Assets acquired under financial lease Total 4,465,604,079.83 6.53 Foreign currency monetary items 6.53.1 Foreign currency monetary items Original amount as at Translated amount as at Item Foreign exchange rate 31/12/2014 31/12/2014 Monetary funds Including: -USD 2,069,495.98 6.1190 12,663,245.91 -EUR 625.00 7.4556 4,659.75 -GBP 208.55 9.5437 1,990.34 -CAD 10.00 5.2755 52.76 -Hwan 60,422,593.00 0.0057 341,871.03 -TWD 4,832,077.00 0.1961 947,570.30 Prepayments Including: -USD 13,685,562.48 6.1190 83,741,956.82 139 Shandong Airlines Co., Ltd. Annual Report 2014 Original amount as at Translated amount as at Item Foreign exchange rate 31/12/2014 31/12/2014 Other receivables Including: -USD 4,910,220.38 6.1190 30,045,638.51 Other payables Including: -USD 20,513,867.35 6.1190 125,524,354.31 Non-current liabilities due within one year Including: -USD 179,770,045.54 6.1190 1,100,012,908.66 Long-term borrowings Including: -USD 493,520,603.74 6.1190 3,019,852,574.29 Long-term payables Including: -USD 76,307,821.45 6.1190 466,927,559.42 Note 7: Change of scope of consolidation No change of scope of consolidation from last year. Note 8: The equity in other main entities 8.1 The equity in subsidiaries 8.1.1 The construction of the group Place of Place Nature Holding proportion % Subsidiaries Acquired method operation of registration of business Directly Indirectly Qingdao International Air Qingdao, Qingdao, Logistics and acquired through invest Logistics Centre Co., Ltd 100.00 Shandong Shandong storage ment (hereafter, Qingdao Logistics) Qingdao Feisheng International Qingdao, Qingdao, Acquired through Pilot training 100.00 Aviation Training Technology Shandong Shandong business 140 Shandong Airlines Co., Ltd. Annual Report 2014 Place of Place Nature Holding proportion % Subsidiaries Acquired method operation of registration of business Directly Indirectly Development Co., Ltd combination not under (hereafter, Qingdao Feisheng) common control 8.2 The equity in associates 8.2.1 Significant associates Holding proportion % The accounting Place of Place Nature treatment of Associates operation of registration of business Directly Indirectly investments in associates Shandong Rainbow Jinan, Jinan, Aero 45.00 Equity method Shandong Shandong Commercial Jet Co., Ltd. transportation Jinan, Jinan, Aero Qingdao Airlines Co. 20.00 Equity method Shandong Shandong transportation 8.2.2 Key financial information of significant associates 2014.12.31/Year 2014 2013.12.31/Year 2013 Shandong Rainbow Item Shandong Rainbow Qingdao Airlines Co. Commercial Jet Co., Qingdao Airlines Co. Commercial Jet Co., Ltd. Ltd. Current assets 335,429,606.46 1,858,246.62 462,367,677.66 2,028,248.84 Non-current assets 797,957,369.38 45,602.40 309,904,177.50 83,970.00 Total assets 1,133,386,975.84 1,903,849.02 772,271,855.16 2,112,218.84 Current liabilities 116,415,095.26 167,765,813.33 1,431,740.28 167,931,418.33 Non-current liabilities 218,000,000.00 Total liabilities 334,415,095.26 167,765,813.33 1,431,740.28 167,931,418.33 Minority interests Equity attributable to shareholders of the 798,971,880.58 -165,861,964.31 770,840,114.88 -165,819,199.49 141 Shandong Airlines Co., Ltd. Annual Report 2014 2014.12.31/Year 2014 2013.12.31/Year 2013 Shandong Rainbow Item Shandong Rainbow Qingdao Airlines Co. Commercial Jet Co., Qingdao Airlines Co. Commercial Jet Co., Ltd. Ltd. parent Pro rata share of the net assets calculated 159,794,376.12 Adjusting events - Goodwill 13,615,644.00 -Unrealized profits from internal transaction -Others Book value of equity investments in associates 173,410,020.12 Fair value of publicly quoted equity investments in associates Operating income 229,712,981.25 Net profit -171,868,234.30 -53,218.82 -29,159,885.12 -2,317,786.73 Net profit from discontinued operations Other comprehensive income Total comprehensive income -171,868,234.30 -29,159,885.12 Dividends received from associates during the year 8.2.3 Excess loss occurred by associates 142 Shandong Airlines Co., Ltd. Annual Report 2014 Unrecognized losses of current Cumulative unrecognized Cumulative unrecognized Associates year (Share of net profit of losses of prior year losses of current year current year) Shandong Rainbow Commercial Jet Co., Ltd. -74,618,639.77 -19,244.17 -74,637,883.94 Note 9 The risk associated with financial instruments The main financial instruments of the Company including equity investments, loans, accounts receivable, accounts payable etc., please see Note 6 for detail of related items. The risk associated with financial instruments, and risk management policies which the company use to reduce these risks are described below. The management of the Company manages and supervises the risks to ensure that the risks can be controlled within a limited range. Sensitivity analysis techniques are adopted by the Company to analyse the impact of reaonsable and possible changes of risk variables on the profit and loss or shareholders' equity for the current period. While risk variables seldomly change in isolation, and the correlation among variables will have a significant effect on the ultimate impact of the change of one risk variable. Therefore, the following content is based on the assumption that changes in each variable is independent. 9.1 The targets and policies of risks management The target of risks management is to obtain the proper balance between the risks and benefits, to reduce the negative impact that caused by the risk of the Company to the lowest level, and to maximize the benefits of shareholders and other equity investors. Based on the targets of risk management, the basic strategy of the Company’s risk management is to identify and analyse the risks which are faced by the Company, establish suitable risk tolerance baseline and proceed the risk management, and supervise a variety of risks timely and reliably, and control the risk within a limited range. 9.1.1 Market Risk (1) Foreign exchange risk Foreign exchange risk refers to the risk of loss due to exchange rate fluctuations generally. The company bears the foreign exchange risk primarily concerned with USD, and uses USD for pricing or settlement in the field of main financing business, operating leases, financing leasing. On 31 December 2014, except the following assets or liabilities in Note 6.54 are recorded in foreign currency, the others are recorded in CNY. Foreign exchange risk of the assets and liabilities in foreign currencies may have an impact on the Company's performance of operation. (2) Interest rate risk - the risk of changes in cash flow The risk of changes in cash flows of a financial instrument due to interest rate is mainly concerned with the floating rate of bank borrowings (see Note 6.28). The company's policy is to maintain a floating interest rate on the borrowings. (3) Other price risk Financial assets available for sale and financial assets held-for-trade held by the company should be measured at fair value on the balance sheet date. For the reason that, the company bears the risk of changes in the stock market. 143 Shandong Airlines Co., Ltd. Annual Report 2014 9.1.2. Credit Risk As at the statement date, the maximum risk that could cause the Company’s financial losses mainly comes from default of the other party of the contract, which includes: The carrying amount of financial assets recognised in the Consolidated statement of financial position; for financial instruments measured by fair value, the book value reflects its risk exposure but not the maximum risk exposure, which will vary with changes in the fair value in the future. In order to reduce credit risk, the Company set up a team responsible for determination of credit limits, credit approvals and other monitoring procedures to ensure that the necessary measures be taken to recover overdue debts. In addition, the Company reviews the recoverable amount of each individual trade debt at each balance sheet date to ensure fully provision for bad debts recognised for the money that cannot be recovered. Therefore the Company's management believes the Company’s credit risk has been greatly reduced. The Company's circulating funds were deposited in banks with high credit ratings, so that the credit risk of circulating funds was low. 9.1.3 Liquidity risk When managing liquidity risk,the Company’s management believes maintaining adequate cash and cash equivalents, and monitoring that at same time, in order to meet the needs of operation of the Company, and to reduce the impact of fluctuations in cash flows.The management of the Company monitors the use of bank borrowings and ensure to abide by loan agreements. Bank loans are major sources of the fund for the Company. Bank borrowing limit that has not been used as of 31 December 2014 is CNY 9.8 billion yuan. Note 10 Disclosure of the fair value 10.1 The fair value at the end of current year of assets and liabilities which are measured by fair value The fair value at the end of current year The first level The second level The third level Item measured by fair measured by fair measured by Total value value fair value 1. Continuous measurement by fair value 1.1 financial assets available for sale 86,243,565.68 86,243,565.68 (1) Equity instruments investment 86,243,565.68 86,243,565.68 Total amount of assets continuous 86,243,565.68 86,243,565.68 measurement by fair value 2. Financial liabilities measured at fair value with changes in fair value recognised in profit 1,559,710.77 1,559,710.77 or loss 144 Shandong Airlines Co., Ltd. Annual Report 2014 The fair value at the end of current year The first level The second level The third level Item measured by fair measured by fair measured by Total value value fair value Interest rate swaps 1,559,710.77 1,559,710.77 Total amount of liabilities continuous 1,559,710.77 1,559,710.77 measurement by fair value 10.2 Determined on the basis of continuous and noncontinuous first level for fair value measurement of the market of project Financial assets available for sale of continuous measurement by fair value is the investment in TravelSky Technology Limited, whose fair value was determined based on the closing price for the stock market in Hong Kong Stock Exchange on balance sheet date. 10.3 Determined on the basis of continuous and noncontinuous second level for fair value measurement of the market of project Fair value measurement basis of interest rate swaps which was continuously measured by fair value is quotes from counterparty banks on the fair value of interest rate swaps. Note 11 Related parties and related party transaction 11.1 Major investors Shareholding in Voting right in the Place of Investor Nature of operation Registered capital the Company Company registration (%) (%) Investment and SDA Group Jinan management of aero transportation 580,000,000.00 42.00 42.00 Air China Beijing Aero transportation 13,084,751,004.00 22.80 22.80 Note: SDA Group and Air China is the first and second largest shareholder of the Company respectively. Air China is the largest shareholder of SDA Group; Air China’s shareholding and voting right in SDA Group is 49.406% and 49.406% respectively. 11.2 Subsidiaries See Note 8.1 for subsidiaries. 11.3 Associates See Note 8.2 for associates. 11.4 Other related parties Other related party Relationship to the Company Taikoo (Shandong) Aircraft Engineering Company Limited Controlled by major investors Shandong XiangYu Air Technology Co., Ltd. Controlled by major investors 145 Shandong Airlines Co., Ltd. Annual Report 2014 Shenzhen Airlines Co., Ltd. Controlled by major investors Air China Cargo Co., Ltd. Controlled by major investors China National Aviation Finance Co., Ltd. Controlled by major investors Sichuan International Aero Engine Maintenance Co., Ltd. Controlled by major investors Aircraft Maintenance and Engineering Corporation (Ameco Controlled by major investors Beijing) Chengfu FuKai Aircraft Engineering Co., Ltd. Controlled by major investors 11.5 Related party transactions 11.5.1 Purchase of goods and services Related party Transaction Current year Prior year SDA Group Office lease rental and catering 29,085,604.61 28,893,592.73 Taikoo (Shandong) Aircraft Engineering Aircraft maintenance Company Limited 75,512,104.46 83,756,980.25 Shandong XiangYu Air Technology Co., Repairment Ltd. 22,747,907.54 39,708,456.88 Air China Ground service 18,484,871.15 17,077,551.66 Air China Repairment 39,671,050.51 38,441,791.87 Air China Agency service 9,167,008.57 8,517,578.17 Shenzhen Airlines Co., Ltd. Training service 2,436,000.00 - Shenzhen Airlines Co., Ltd. Agency service 738,347.76 726,162.08 Air China Cargo Co., Ltd. Ground service 3,208,625.98 2,140,251.90 Beijing Aircraft Maintenance and Engineer Repairment ing Corporation 2,468,009.66 11,178,133.31 Beijing Aircraft Maintenance and Engineer Ground service ing Corporation 10,334,412.87 17,172,871.84 Sichuan International Aero Engine Repairment Maintenance Co., Ltd. 50,060,087.93 144,373,756.70 Chengfu FuKai Aircraft Engineering Co., Repairment Ltd. 2,857,811.64 3,970,264.20 Total 266,771,842.68 395,957,391.59 11.5.2 Sales of goods and vendering of services Related party Transaction Current year Prior year Air China Flight support 713,251.80 6,899,922.00 146 Shandong Airlines Co., Ltd. Annual Report 2014 Air China Ground service 394,756.70 230,332.10 Air China Agency service 3,076,989.28 1,783,584.94 Shenzhen Airlines Co., Ltd. Agency service 663,195.48 721,460.00 Shenzhen Airlines Co., Ltd. Ground service 206,400.00 215,482.08 Qingdao Airlines Co. Flight support 3,616,450.03 - Total 8,671,043.29 9,850,781.12 11.5.3 Lease between related parties The Company as leasee Lease rental recognized for Lease rental recognized for Leasor Leased asset current year current year Air China Engines 1,458,293.72 6,771,605.19 Air China Simulators 829,000.00 855,000.00 Qingdao Airlines Co. Aircrafts 16,100,000.00 Total 18,387,293.72 7,626,605.19 11.5.4 Asset transfer between related parties Related party Type of transaction Current year Prior year Shandong XiangYu Air Technology Co., Aero materials sales Ltd. 102,732.90 Total 102,732.90 11.5.5 Remuneration to key management personel Item Current year Prior year Remuneration to key management personel CNY 8.2579 million CNY 10.1505 million 11.5.6 Other related party transactions Related party Transaction Current year Prior year Air China Wet lease 607,814,935.00 601,828,380.56 Air China Code sharing -1,119,319.06 -1,538,289.97 Air China Frequent flyer cooperation 35,000,000.00 29,000,000.00 Air China Cargo Co., Ltd. Code sharing for cargo 1,875,601.67 3,098,201.89 147 Shandong Airlines Co., Ltd. Annual Report 2014 Related party Transaction Current year Prior year Air China Reward Points Transfer 93,860,000.00 Total 643,571,217.61 726,248,292.48 11.6 Related party balances 11.6.1 Receivables C/f B/f Related party Allowance for bad Allowance for bad Carrying amount Carrying amount debt debt Accounts receivable Air China 51,318,792.65 123,439,238.90 Shenzhen Airlines Co., Ltd. 3,448,445.83 172,422.29 Air China Cargo Co., Ltd. 650,407.70 2,585,423.47 129,271.17 Taikoo (Shandong) Aircraft Engineering Company Limited 25,200.00 6,300.00 315.00 Total 51,994,400.35 129,479,408.20 302,008.46 Other receivables SDA Group 24,313,328.35 Air China 5,932,722.00 13,047,895.61 Shenzhen Airlines Co., Ltd. 2,500.00 125.00 75,900.00 3,795.00 Shandong Rainbow Commercial Jet Co., Ltd. 101,551,717.65 101,551,717.65 101,551,717.65 101,551,717.65 Shandong XiangYu Air Technology Co., Ltd. 16,867,219.43 5,862.79 293.14 Qingdao Airlines Co. 105,672.00 283.60 Taikoo (Shandong) Aircraft Engineering Company Limited 860,829.14 Total 149,633,988.57 101,552,126.25 114,681,376.05 101,555,805.79 11.6.2 Payables Related party C/f B/f Accounts payable 148 Shandong Airlines Co., Ltd. Annual Report 2014 Related party C/f B/f Shandong XiangYu Air Technology Co., Ltd. 66,596.12 5,868,612.81 Taikoo (Shandong) Aircraft Engineering Company Limited 15,125,622.47 22,893,378.90 Air China 72,690,966.64 42,636,103.76 Air China Cargo Co., Ltd. 259,067.19 2,571.66 Shenzhen Airlines Co., Ltd. 5,360.12 Aircraft Maintenance and Engineering Corporation (Ameco Beijing) 1,059,354.42 2,415,571.68 Sichuan International Aero Engine Maintenance Co., Ltd. 8,871,093.40 275,714.73 Chengfu FuKai Aircraft Engineering Co., Ltd. 460,000.00 Total 98,072,700.24 74,557,313.66 Notes payable SDA Group 898,021.66 Air China 20,000,000.00 20,000,000.00 Shenzhen Airlines Co., Ltd. 1,983,960.60 1,850,144.00 Taikoo (Shandong) Aircraft Engineering Company Limited 245,400.00 245,400.00 Total 22,229,360.60 22,993,565.66 Note 12 Commitments 12.1 Signifcant commitments 12.1.1 Capital commitment Item C/f B/f Firm contracts not recognized in the financial statements - Commitment to acquire non-current assets 18,701,359,576.58 4,362,887,276.54 -large outsourcing contract -External investment commitments Total 18,701,359,576.58 4,362,887,276.54 12.1.2 Operating lease 149 Shandong Airlines Co., Ltd. Annual Report 2014 Information of irrevocable operating lease contracts as at the reporting date: Item C/f B/f Minimum lease rental for irrevocable operating lease contracts Within one year from the reporting date 1,368,087,024.48 1,072,181,014.56 Within two years from the reporting date 1,347,682,200.48 1,059,880,518.81 Within three years from the reporting date 1,245,295,690.02 1,059,880,518.81 Subsequent years 6,864,607,194.13 5,552,796,027.63 Total 10,825,672,109.11 8,744,738,079.81 12.1.3 Other commitment No other significant commitments of the Company need to be disclosed as at 31/12/2014. Note 13 Post balance sheet date events 13.1 Post balance sheet date profit appropriation The Proposal for Profit Appropriation for the Year ended 31 December 2014 of distributing cash dividend of CNY 2.00 (gross) per 10 shares for the 400 million shares outstanding as at the reporting date, which in total amounts to CNY 80 million, was approved by the 7th Meeting of the 5th Term of Board of Directors of the Company held on 19 March 2015; the Proposal was pending the approval of the General Meeting of stockholders of the Company. Note 14 Other significant events 14.1 Pension Plan No significant change of the annuity program occurred for current year, see note 6.23, 6.31. Note 15 Notes to elements of the separate financial statements 15.1 Accounts receivable 15.1.1 Disclosure by category C/f Category Carrying amount Allowance for bad debt Book value Amount % Amount % Accounts receivable of individual significance and subject to individual impairment assessment 139,181,872.21 63.58 139,181,872.21 Accounts receivable subject to impairment assessment by credit risk characteristics of a 69,032,792.75 31.54 3,451,639.64 5.00 65,581,153.11 150 Shandong Airlines Co., Ltd. Annual Report 2014 portfolio Accounts receivable of individual insignificance but subject to individual impairment assessment 10,684,948.49 4.88 10,684,948.49 Total 218,899,613.45 100.00 3,451,639.64 1.58 215,447,973.81 (Continued) B/f Category Carrying amount Allowance for bad debt Book value Amount % Amount % Accounts receivable of individual significance and subject to individual impairment assessment 179,936,813.57 73.02 179,936,813.57 Accounts receivable subject to impairment assessment by credit risk characteristics of a portfolio 52,977,940.37 21.50 2,648,897.02 5.00 50,329,043.35 Accounts receivable of individual insignificance but subject to individual impairment assessment 13,501,734.26 5.48 13,501,734.26 Total 246,416,488.20 100.00 2,648,897.02 1.07 243,767,591.18 ① Accounts receivable of individual significance and subject to individual impairment assessment C/f Rate of Debtor Allowance for bad Carrying amount allowance Reason for allowance debt (%) No indication of impairment upon Air China 51,318,792.65 individual assessment No indication of impairment upon Accounting Center of China Aviation 48,929,027.68 individual assessment No indication of impairment upon BSP-CHINA 38,934,051.88 individual assessment Total 139,181,872.21 ② Accounts receivable subject to impairment assessment by portfolio Portfolio C/f 151 Shandong Airlines Co., Ltd. Annual Report 2014 Carrying amount Rate of allowance (%) Allowance for bad debt Portfolio by nature 69,032,792.75 3,451,639.64 5.00 Total 69,032,792.75 3,451,639.64 5.00 ③ Accounts receivable of individual insignificance but subject to individual impairment assessment C/f Rate of Debtor Allowance for bad Carrying amount allowance Reason for allowance debt (%) No indication of impairment BSP-JAPAN 303,926.06 upon individual assessment No indication of impairment BSP-TAIWAN 2,029,229.24 upon individual assessment No indication of impairment UATP 1,860,556.49 upon individual assessment Related party China Cargo Airlines LTD. 650,407.70 Related party Taikoo Shandong Aircraft Engineering Company Limited 25,200.00 Qingdao International Air Logistics Centre Wholly owned subsidiary Co., Ltd 5,815,629.00 Total 10,684,948.49 15.1.2 Recognisation, recovery or reversal of allowance for bad debt The amount of allowance for bad debts recognised during the year is CNY802,742.62. 15.1.3 Top five accounts receivables by debtors The total amount of top five accounts receivables summarized by debtors as at the end of current year is CNY 152,664,082.06, accounting for 69.74% of the total accounts receivable as at the end of current year, the total corresponding allowance for bad debts is CNY 674,110.49. 15.2 Other receivables 15.2.1 Disclosure by category C/f Category Carrying amount Allowance for bad debt Book value Amount % Amount % Other receivables of individual significance 273,283,309.34 70.61 101,551,717.65 37.16 171,731,591.69 152 Shandong Airlines Co., Ltd. Annual Report 2014 and subject to individual impairment assessment Other receivables subject to subject to impairment assessment by credit risk 81,670,703.01 21.10 4,083,535.15 5.00 77,587,167.86 characteristics of a portfolio Other receivables of individual insignificance but subject to individual impairment 32,090,289.39 8.29 32,090,289.39 assessment Total 387,044,301.74 100.00 105,635,252.80 27.29 281,409,048.94 (Continued) B/f Category Carrying amount Allowance for bad debt Book value Amount % Amount % Other receivables of individual significance and subject to individual impairment assessment 185,011,727.43 47.99 101,551,717.65 54.89 83,460,009.78 Other receivables subject to subject to impairment assessment by credit risk characteristics of a portfolio 112,409,411.93 29.16 5,620,470.60 5.00 106,788,941.33 Other receivables of individual insignificance but subject to individual impairment assessment 88,116,339.86 22.86 88,116,339.86 Total 385,537,479.22 100.00 107,172,188.25 27.80 278,365,290.97 ① Other receivables of individual significance and subject to individual impairment assessment C/f Rate of Debtor Allowance for bad Carrying amount allowance Reason for allowance debt (%) Impaired collectibility identified Shandong Rainbow Commercial Jet Co., Ltd. 101,551,717.65 101,551,717.65 100.00 upon individual assessment No indication of impairment upon Beijing Capital International Airport Customs 46,131,325.25 individual assessment No indication of impairment upon Debtor #1 17,300,360.00 individual assessment No indication of impairment upon CBD-leasing Co., Ltd. 41,354,563.28 individual assessment 153 Shandong Airlines Co., Ltd. Annual Report 2014 C/f Rate of Debtor Allowance for bad Carrying amount allowance Reason for allowance debt (%) No indication of impairment upon SDA Group 24,313,328.35 individual assessment No indication of impairment upon Qingdao International Air Logistics Centre individual assessment Co., Ltd 42,632,014.81 Total 273,283,309.34 101,551,717.65 ② Other receivables subject to impairment assessment by portfolio C/f Portfolio Carrying amount Rate of allowance (%) Allowance for bad debt Portfolio by nature 81,670,703.01 4,083,535.15 5.00 Total 81,670,703.01 4,083,535.15 5.00 ③ Other receivables of individual insignificance but subject to individual impairment assessment C/f Rate of Debtor Allowance for bad Carrying amount allowance Reason for allowance debt (%) No indication of impairment upon Shandong XiangYu Air Technology Co., Ltd. 16,867,219.43 individual assessment No indication of impairment upon Air China 5,932,722.00 individual assessment No indication of impairment upon Debtor #1 5,462,388.20 individual assessment No indication of impairment upon Debtor #2 1,226,900.00 individual assessment No indication of impairment upon Taikoo (Shandong) Aircraft Engineering individual assessment Company Limited 860,829.14 No indication of impairment upon Debtor #3 490,736.00 individual assessment No indication of impairment upon Debtor #4 469,581.20 individual assessment 154 Shandong Airlines Co., Ltd. Annual Report 2014 No indication of impairment upon Debtor #5 368,454.00 individual assessment No indication of impairment upon Debtor #6 185,361.00 individual assessment No indication of impairment upon Debtor #7 166,824.90 individual assessment No indication of impairment upon Jinan Customs 59,273.52 individual assessment Total 32,090,289.39 15.5.2 Recognisation, recovery or reversal of allowance for bad debt The amount of allowance for bad debts recovered or reversed during the current year is CNY 1,536,935.45. 15.5.3 Disclosure by nature Category C/f B/f Deposits 113,297,038.91 116,456,056.47 Others 273,747,262.83 269,081,422.75 Total 387,044,301.74 385,537,479.22 15.5.4 Top five other receivables Allowance for bad Debtor Nature C/f Aging % debt Shandong Rainbow 26.24 Commercial Jet Co., Ltd. Others 101,551,717.65 Over 3 years 101,551,717.65 Debtor #1 Others 49,803,933.02 Within 1 year 12.87 2,490,196.65 Beijing Capital International 11.92 Airport Customs Deposits 46,131,325.25 Within 1 year CBD-leasing Co., Ltd. Deposits 41,354,563.28 Over 3 years 10.68 SDA Group Others 24,313,328.35 Within 1 year 6.28 Total 263,154,867.55 67.99 104,041,914.30 15.3 Long-term equity investments 15.3.1 Disclosure by category C/f B/f Item Impairment Net carrying Impairment Net carrying Carrying amount Carrying amount allowance amount allowance amount 155 Shandong Airlines Co., Ltd. Annual Report 2014 C/f B/f Item Impairment Net carrying Impairment Net carrying Carrying amount Carrying amount allowance amount allowance amount Investments in subsidiaries 106,000,685.43 106,000,685.43 106,000,685.43 106,000,685.43 Investments in associates 195,910,020.12 22,500,000.00 173,410,020.12 22,500,000.00 22,500,000.00 - Total 301,910,705.55 22,500,000.00 279,410,705.55 128,500,685.43 22,500,000.00 106,000,685.43 15.3.2 Investments in subsidiaries Current Current year Allowance Year-end Investee B/f year C/f decrease recognized allowance increase Qingdao International Air Logistics Centre Co., Ltd 48,323,205.97 48,323,205.97 Qingdao Feisheng International Aviation Training Technology Development Co., Ltd 57,677,479.46 57,677,479.46 Total 106,000,685.43 106,000,685.43 15.3.3 Investments in associates Currency year movement (+, -) Investment gains and Other Other Investee B/f Additional Investment losses recognized comprehensive changes in investment reduction under the equity income equity method adjustment Shandong Rainbow Commercial Jet Co., Ltd. 22,500,000.00 Qingdao Airlines Co. 200,000,000.00 -26,589,979.88 Total 22,500,000.00 200,000,000.00 -26,589,979.88 156 Shandong Airlines Co., Ltd. Annual Report 2014 (Continued) Currency year movement (+, -) Investee Declared cash C/f Year-end allowance Allowance recognized Others dividends or profits Shandong Rainbow Commercial Jet Co., Ltd. 22,500,000.00 22,500,000.00 Qingdao Airlines Co. 173,410,020.12 Total 195,910,020.12 22,500,000.00 15.4 Operating revenues and costs Current year Prior year Category Operating revenues Operating costs Operating revenues Operating costs Principal business 11,422,450,291.90 10,069,742,018.94 11,278,078,297.98 9,699,224,738.43 Other business 127,932,823.33 1,773,993.54 133,816,089.59 2,187,655.80 Total 11,550,383,115.23 10,071,516,012.48 11,411,894,387.57 9,701,412,394.23 15.5 Investment income Category Current year Prior year Income from long-term equity investments measured at cost 2,650,554.69 16,772,701.21 Income from long-term equity investment income of equity method -26,589,979.88 Income from long-term equity investment income of equity method -2,101,079.54 -2,609,524.71 Total -26,040,504.73 14,163,176.50 Note 16 Supplementary information 16.1 Non-recurring profit and loss Category Current year Description Gains from disposals of non-current assets after expending impairment provisions -5,392,037.39 Exceeded-authority approved, non-official approved or accidental tax repayment and relief - 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 161,105,606.12 Financial resource usage fees charged on non-financial institution recognised through profit - 157 Shandong Airlines Co., Ltd. Annual Report 2014 Category Current year Description or loss for the current reporting period Gains arising from bargain purchase in business combination and investments in associates and joint ventures - Non-monetary asset exchange - Consigned investment and asset management - Impairment provision resulting from force majeure, eg. natural desasters - Reorganisation - Reorganisation expenditure - Unfair transactions - Net profits or losses achieved by an acquired under-common-control entity during the period from the start of the period to the acquisition date - Gains or losses arising from contingent events unconnected with the Company’s daily operating activities - Fair value changes of tradable financial assets and tradable financial liabilities held and gains or losses arising from disposals of tradable financial assets, tradable financial liabilities and available-for-sale financial assets, excluding hedging contracts relevant to the Company’s daily operating activities -3,363,887.84 Reversal of impairment provision for accounts receivables eligible for individual impairment assessment - Gains or losses arising from consigned borrowings - Fair value changes of property investments subsequently measured at fair value - One-off adjustment of profit or loss for the current reporting period in accordance with tax and accounting laws and regulations - Consignment income arising from consigned operations - Income and expenses other than items listed above 36,398,186.39 Other gains or losses satisfying the definition of extraordinary gains or losses - Subtotal 188,747,867.28 Less: Impact of income tax 47,299,368.62 Less: Impact on non-controlling interest - Total 141,448,498.66 Note: Positive amounts and negative amounts in non-recurring categories mean income and expense or loss respectively. The Company recognised non-recurring categories of activities in accodance with the Explanatory Announcement regarding Information Disclosure by Publicly Listed Company No. 1 - Non-recurring Profit and Loss (Zhengjianhui Gonggao [2008] No.43). 16.2 Rate of return on net assets and earnings per share 158 Shandong Airlines Co., Ltd. Annual Report 2014 Earnings per share (CNY/share) Profit catetory Weighted average rate of RONA Basic EPS Diluted EPS Net profit attributable to ordinary shareholders 10.33 0.72 0.72 Recurring profit or loss attributable to ordinary shareholders 5.25 0.37 0.37 16.3 Supplementary information related to changes in accounting policies Based on changes of accounting policies due to the implementation of 8 accounting standards such as CAS 2 - Long-term Equity Investments (Revised in 2014) issued by ministry of finance in 2014, comparative financial statements have been retroactively restated. Restated consolidated balance sheets as at 01/01/2013, 31/12/2013 are as follows: In RMB Item 2013-1-1 2013-12-31 2014-12-31 Current assets: Monetary funds 155,417,742.97 444,522,271.21 460,741,336.35 Accounts receivable 186,090,177.17 250,524,757.67 217,039,947.40 Accounts paid in advance 56,927,205.61 88,182,040.98 138,893,259.40 Dividend receivable 14,325,586.06 1,826,370.00 Other receivables 252,147,802.11 236,105,804.44 239,160,662.84 Inventories 116,944,913.89 107,973,473.35 112,151,772.45 Divided into assets held for 91,522,334.40 sale Other current assets 71,828,962.65 108,805,651.21 Total current assets 767,527,841.75 1,213,462,896.36 1,370,141,334.05 Non-current assets: Finance asset available for 125,454,786.81 160,126,340.51 167,905,665.68 sales Long-term equity 173,410,020.12 investment Fixed assets 8,132,786,866.22 7,564,658,140.23 6,923,262,003.49 Construction in progress 1,430,885,814.11 1,647,915,995.78 2,437,585,905.29 Intangible assets 78,814,771.55 101,127,636.82 120,544,428.04 Goodwill 10,220,816.22 Long-term expenses to be 301,867,908.75 347,945,540.61 397,258,983.43 159 Shandong Airlines Co., Ltd. Annual Report 2014 apportioned Deferred income tax asset 450,885,311.43 439,662,119.02 470,104,638.00 Other non-current asset 58,654,642.41 Total non-current asset 10,530,916,275.09 10,261,435,772.97 10,748,726,286.46 Total assets 11,298,444,116.84 11,474,898,669.33 12,118,867,620.51 Current liabilities: Short-term loans 321,378,829.28 434,137,220.00 Financial liability measured by fair value and with 7,198,783.59 296,902.47 1,559,710.77 variation reckoned into current gains/losses Notes payable 100,000.00 58,412,417.22 Accounts payable 950,968,778.60 1,132,126,690.25 890,345,747.24 Accounts received in 215,107,573.13 343,468,052.97 278,057,859.34 advance Wage payable 343,703,794.71 338,866,981.54 393,428,573.70 Taxes payable 229,684,478.03 110,064,437.61 88,141,153.44 Interest payable 16,466,095.25 16,064,294.43 15,379,074.56 Dividend payable 11,940.00 11,940.00 11,940.00 Other accounts payable 210,075,013.94 193,868,858.34 367,285,868.35 Non-current liabilities due 396,459,521.87 538,030,658.42 1,741,517,725.20 within 1 year Total current liabilities 2,691,154,808.40 3,106,936,036.03 3,834,140,069.82 Non-current liabilities: Long-term loans 3,854,676,638.03 3,525,047,206.06 3,219,443,999.28 Bonds payable 500,000,000.00 500,000,000.00 Long-term account payable 1,554,204,331.04 1,542,515,998.39 2,079,557,697.82 Long-term wages payable 73,946,000.00 64,571,000.00 70,445,557.60 Deferred income 186,135,800.28 25,367,524.34 17,271,524.22 Deferred income tax 9,275,671.70 17,943,560.13 19,888,391.42 liabilities Other non-current liabilities 6,178,238,441.05 5,675,445,288.92 5,406,607,170.34 Total liabilities 8,869,393,249.45 8,782,381,324.95 9,240,747,240.16 Owner’s equity: Share capital) 400,000,000.00 400,000,000.00 400,000,000.00 160 Shandong Airlines Co., Ltd. Annual Report 2014 Capital public reserve 75,410,363.70 75,410,363.70 75,410,363.70 Other comprehensive 27,827,015.11 61,171,680.38 58,923,174.26 income Surplus public reserve 249,859,599.31 289,670,385.70 318,250,857.40 Retained profit 1,675,953,889.27 1,866,264,914.60 2,025,535,984.99 Total owner’s equity attributable 2,429,050,867.39 2,692,517,344.38 2,878,120,380.35 to parent company Total owner’s equity 2,429,050,867.39 2,692,517,344.38 2,878,120,380.35 Total liabilities and owner’s 11,298,444,116.84 11,474,898,669.33 12,118,867,620.51 equity 161 Shandong Airlines Co., Ltd. Annual Report 2014 Section XII. Documents available for Reference 1. Financial statements carrying the personal signatures and seals of Chairman of the Board, Chief Accountant and Person in Charge of Accounting Department; 2. Original of Auditors’ Report carrying the seals of Certified Public Accountants as well as personal signatures and seals of certified public accountants; 3. Originals of all documents and notices publicly disclosed on newspapers designated by CSRC in the report period in 2014; 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. 162