i
C
h
n
a
S
o
u
t
h
e
r
n
A
i
r
l
i
n
e
s
C
o
m
p
a
n
y
L
m
i
i
t
e
d
中
國
南
方
航
空
股
份
有
限
公
司
2
0
1
4
A
n
n
u
a
l
R
e
p
o
r
t
www.csair.com
Mobile App
WeChat App
2014 ANNUAL REPORT
H Share Stock Code: 1055
A Share Stock Code: 600029
ADR Coder ZNH
Contents
About Us
Important Information
Definitions
Company Profile
Corporate Information
Operating Results
Principal Accounting Information and Financial Indicators
Summary of Operating Data
Summary of Fleet Data
Highlights of the Year
Chairman’s Statement
Management Discussion and Analysis
Corporate Governance
Report of Directors
Changes in the Share Capital, Shareholders’ Profile and
Disclosure of Interests
Directors, Supervisors, Senior Management and Employees
Corporate Governance Report
Significant Events
Internal Control
Social Responsibility
Financial Statements
Prepared under International Financial Reporting Standards
Independent Auditor’s Report
Consolidated Income Statement
Consolidated Statement of Comprehensive Income
Consolidated Balance Sheet
Balance Sheet
Consolidated Statement of Changes in Equity
Consolidated Cash Flow Statement
Notes to the Financial Statements
Supplementary Financial Information
Five Year Summary
2
3
4
7
12
14
18
24
26
34
60
71
76
90
100
107
108
112
113
114
115
117
119
120
121
201
204
Important Information
I.
II.
The board of directors (the “Board”) and the supervisory committee (the "Supervisory Committee") of the Company and
its directors (the “Directors”), supervisors (the "Supervisors") and senior management warrant the truthfulness, accuracy
and completeness of the content contained in this annual report, and the annual report does not contain inaccurate or
misleading statements or have any material omission, and jointly and severally accept full legal responsibility.
This annual report was considered and approved at the sixth meeting of the seventh session of the Board on 30 March
2015. 10 Directors were required to attend the meeting and 9 of them attended in person. Director Zhang Zi Fang did
not attend the meeting because of business reason, and authorized Director Tan Wan Geng to attend and vote on his
behalf.
III.
PricewaterhouseCoopers issued the audit report with unqualified audit opinions to the Company.
IV.
Mr. Si Xian Min (Chairman), the responsible person of the Company, Mr. Tan Wan Geng (President of the Company),
the responsible person of the finance work, and the responsible person of the accounting department, Mr. Xiao Li Xin
(Chief Financial Officer of the Company) warrant the truthfulness, accuracy and completeness of the financial statements
contained in this annual report.
V.
The profit distribution proposal was proposed by the Board as follows:
The Board recommends the payment of a final dividend of RMB0.4 (inclusive of applicable tax) per 10 shares for the year
ended 31 December 2014, totalling approximately RMB393 million based on the Company’s 9,817,567,000 issued shares.
A resolution for the dividend payment will be submitted for consideration at the 2014 annual general meeting of the
Company. The dividend will be denominated and declared in RMB and payable in RMB to holders of A shares, and in HKD
to holders of H shares. The profit distribution proposal is subject to shareholders’ approval at the general meeting, and if
approved, the final dividend is expected to be paid to the shareholders on or around Thursday, 6 August 2015.
Forward-looking statements included in this report, including future plans and development strategies, do not constitute
a guarantee of the Company to investors. Investors shall be aware of the risks of investment.
During the reporting period, neither the controlling shareholder of the Company, nor any of its connected persons has
utilized the non-operating funds of the Company.
During the reporting period, the Company did not provide external guarantees in violation of any specified decision-
making procedures.
During the reporting period, the Company did not have any issued or outstanding preference shares and convertible
bonds.
VI.
VII.
VIII.
IX.
X.
During the reporting period, there had been no changes to the registration of the Company.
002
China Southern Airlines Company Limited
Annual Report 2014
Definitions
Unless the context otherwise requires, the following terms should have the following meanings in this report:
Company
Group
CSAHC
Xiamen Airlines
Guizhou Airlines
Zhuhai Airlines
Shantou Airlines
China Southern Airlines Company Limited
China Southern Airlines Company Limited and its subsidiaries
China Southern Air Holding Company
Xiamen Airlines Company Limited
Guizhou Airlines Company Limited
Zhuhai Airlines Company Limited
Shantou Airlines Company Limited
Chongqing Airlines
Chongqing Airlines Company Limited
Henan Airlines
Hebei Airlines
Finance Company
SAIETC
GSC
SACC
SACM
China Southern Airlines Henan Airlines Company Limited
Hebei Airlines Company Limited
Southern Airlines Group Finance Company Limited
Southern Airlines (Group) Import and Export Trading Company Limited
China Southern Airlines Group Ground Services Co., Ltd., formerly known as China
Southern Airlines Group Passenger and Cargo Agent Company Limited (“PCACL”)
Shenzhen Air Catering Co., Ltd.
Southern Airlines Culture and Media Co., Ltd.
CSAGPMC
China Southern Airlines Group Property Management Company Limited
Available Seat Kilometers or “ASK”
the number of seats made available for sale multiplied by the kilometers flown
Available Tonne Kilometers or “ATK”
the tonnes of capacity available for the transportation of revenue load (passengers
and cargo) multiplied by the kilometers flown
Revenue Passenger Kilometers or “RPK”
i.e. passengers traffic volume, the number of passengers carried multiplied by the
kilometers flown
Revenue Tonne Kilometers or “RTK”
i.e. total traffic volume, the load (passengers and cargo) in tonnes multiplied by the
kilometers flown
Revenue Tonne Kilometers – cargo or
“RFTK”
i.e. cargo and mail traffic volume or revenue tonne kilometers for cargo, the load (cargo)
in tonnes multiplied by the kilometers flown
Revenue Tonne Kilometers – passenger
the load (passenger) in tonnes multiplied by the kilometers flown
Passenger Load Factor
RPK expressed as a percentage of ASK
Overall Load Factor
RTK expressed as a percentage of ATK
Yield per RPK
Yield per RFTK
revenue from passenger operations divided by RPK
revenue from cargo operations divided by RFTK
Articles of Association
Articles of Association of China Southern Airlines Company Limited
Stock Exchange or Hong Kong Stock
Exchange
The Stock Exchange of Hong Kong Limited
Listing Rules
Model Code
The Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong
Limited
The Model Code for Securities Transactions by Directors of Listed Issuers as set out in
Appendix 10 of the Listing Rules
Corporate Governance Code
Corporate Governance Code as set out in Appendix 14 of the Listing Rules
SFO
PRC
Securities and Futures Ordinance (Chapter 571 of the laws of Hong Kong)
The People’s Republic of China
Annual Report 2014
China Southern Airlines Company Limited
003
Company Profile
The Group is one of the largest airlines in the PRC.
In 2014, the Group ranked first among
all Chinese airlines in terms of its fleet,
network and volume of passenger. As
at 31 December 2014, the Group had
a fleet of 612 passenger and cargo
aircraft, including the Boeing 787, 777
and 737 series, as well as the Airbus 380,
330 and 320 series, ranking first in Asia.
The general strategic goal of the Group
is to establish itself into an influential
international airlines with an extensive
network; to form a developed route
network covering China, and the rest of
Asia, and effectively connecting Europe,
America, Australasia and Africa. As at 31
December 2014, the Group operated
more than 2000 flights daily flying to
210 destinations in nearly 40 countries
and regions around the world. Through
close cooperation with members from
the SKYTEAM, the Group connected
1,052 destinations in 177 countries and
regions. In 2014, the Group’s volume of
passenger traffic exceeded 100 million
for the first time, and became the first
airlines in China with the annual number
of passengers carried exceeding 100
million, which has put the Group in a
leading position among Chinese airlines
for 36 consecutive years, and also to
secure the top position in Asia.
Based in Guangzhou, the Group has 15
branches, including Xinjiang, Beifang,
Beijing, Shenzhen, Hainan, Heilongjiang,
Jilin, Dalian, Hubei, Hunan, Guangxi,
X i ’ a n , T a i w a n , Z h u h a i H e l i c o p t e r ,
Shanghai and 6 major subsidiaries,
including Xiamen Airlines, Shantou
Airlines, Zhuhai Airlines, Guizhou Airlines,
Chongqing Airlines and Henan Airlines.
The Group has set up 25 domestic
offices in cities including Chengdu,
Hangzhou and Nanjing. It also maintains
64 overseas offices including Tokyo,
Los Angeles, New York, London, Paris,
Sydney, Auckland, Singapore, Moscow
and Vancouver. Apart from the above,
the Company has equity interests in
Sichuan Airlines Co., Ltd.
004
China Southern Airlines Company Limited
Annual Report 2014
005
Annual Report 2014China Southern Airlines Company LimitedCompany Profile 006
Annual Report 2014China Southern Airlines Company LimitedCompany Profile Chinese Name
中国南方航空股份有限公司
Chinese Short Name
南方航空
English Name
China Southern Airlines Company Limited
English Short Name
CSN
Legal Representative
Si Xian Min
Company Secretary
Xie Bing
Securities Affairs Representative
Xu Yang
Shareholder Enquiry
Company Secretary Office
Telephone
+86-20-86124462
Fax
+86-20-86659040
E-mail
ir@csair.com
Address
278 Ji Chang Road, Guangzhou,
Guangdong Province, PRC
Corporate Information
Joint Company Secretaries
Xie Bing and Liu Wei
Address of the Joint Company Secretaries
17th Floor, Edinburgh Tower, The Landmark,
15 Queen’s Road Central, Hong Kong
Registered Address
House 203, No. 233 Kaifa Avenue, Guangzhou Economic
& Technology Development Zone, Luogang District,
Guangzhou, Guangdong Province, PRC
Place of Business
278 Ji Chang Road, Guangzhou,
Guangdong Province, PRC
Place of Business in Hong Kong
Unit B1, 9th Floor, United Centre, 95 Queensway,
Hong Kong
Website of the Company
www.csair.com
E-mail
webmaster@csair.com
Authorized Pepresentatives under the
Listing Rules
Tan Wan Geng and Liu Wei
Controlling Shareholder
China Southern Air Holding Company
Principal Bankers
China Development Bank
Bank of China
China Construction Bank
The Export-Import Bank of China
Agricultural Bank of China
Industrial & Commercial Bank of China
Annual Report 2014
China Southern Airlines Company Limited
007
Corporate Information
Designated Newspapers for Information
Disclusoure (A Shares)
China Securities Journal
Shanghai Securities News
Securities Times
Designated Website for Information
Disclosure (A Shares)
www.sse.com.cn
Designated Website for Information
Disclosure (H Shares)
www.hkexnews.hk
Place of Listing of H Shares
Hong Kong Stock Exchange
Short Name of H Shares
CHINA SOUTH AIR
Stock Code of H Shares
01055
H Share Registrar
Hong Kong Registrars Limited
17M Floor, Hopewell Centre, 183 Queen’s Road East,
Wanchai, Hong Kong
Annual Report Aavailable for Inspection
Company Secretary Office
Place of Listing of N Shares
New York Stock Exchange
Place of Listing of A Shares
Shanghai Stock Exchange
Short Name of A Shares
南方航空
Stock Code of A Shares
600029
A Share Registrar
China Securities Depository and Clearing Corporation Limited
Shanghai Branch
Floor 36, China Insurance Building, 166 Lu Jia Zui East Road,
Shanghai, PRC
Short Name of N Shares
China Southern Air
Stock Code of N Shares
ZNH
N Share Registrar
BNY Mellon Shareowner Services
P.O.Box 30170, College Station
TX 77842-3170, U.S.A
Date of the Company’s First Registration
25 March 1995
Place of the Company’s First Registration
Guangzhou Baiyun International Airport
008
China Southern Airlines Company Limited
Annual Report 2014
Corporate Information
Registration Number of the Business
Licence of Legal Entity
440000400012565
Organisation Code
10001760-0
Tax registration number
Yue Guo Shui Zi:
Yue Di Shui Zi:
440101100017600
440191100017600
Domestic Legal Adviser
Z&T Law Firm
Overseas Legal Adviser
DLA Piper Hong Kong
Domestic Auditors
PricewaterhouseCoopers Zhong Tian LLP
11/F PricewaterhouseCoopers Center, 2 Corporate Avenue,
202 Hu Bin Road, Huangpu District, Shanghai, PRC
Signing Accountants of Domestic Auditors
Wang Bin and Du Wei Wei
Overseas Auditors
PricewaterhouseCoopers
22/F, Prince’s Building Central, 10 Chater Road,
Hong Kong
Annual Report 2014
China Southern Airlines Company Limited
009
Guangzhou
19 February 2014, the Company launched the Boeing 787
service between Guangzhou and Vancouver, the third
international long-haul service after the service between
Guangzhou and London and that between Guangzhou
and Auckland.
Vancouver
Principal Accounting Information and Financial Indicators
Principal Accounting Information
Operating revenue
(RMB million)
90,395
99,514
98,547
108,584
76,495
2010
2011
2012
2013
2014
Total assets
(RMB million)
189,688
165,207
142,454
129,412
111,335
2010
2011
2012
2013
2014
120000
100000
80000
60000
40000
20000
0
200000
175000
150000
125000
100000
75000
50000
25000
0
Profit attributable to equity
shareholders of the Company
(RMB million)
5,792
5,110
2,619
1,986
1,777
2010
2011
2012
2013
2014
Earnings per share attributable to
equity shareholders of the Company
(RMB/share)
0.70
0.52
0.27
0.20
0.18
2010
2011
2012
2013
2014
6000
5000
4000
3000
2000
1000
0
0.8
0.7
0.6
0.5
0.4
0.3
0.2
0.1
0.0
2010
76,495
2011
90,395
2012
99,514
2013
98,547
2014
108,584
5,792
5,110
2,619
1,986
1,802
Operating revenue (RMB million)
Profit attributable to equity
shareholders of the Company
(RMB million)
Total assets (RMB million)
111,335
129,412
142,454
165,207
0.70
0.52
0.27
0.20
0.18
5,792
5,110
2,619
1,986
1,777
189,688
Earnings per share attributable to
equity shareholders of the
Company (RMB/share)
0.70
0.52
0.27
0.20
0.18
012
China Southern Airlines Company Limited
Annual Report 2014
Principal Accounting Information and Financial Indicators
Principal Accounting Information
Operating revenue
Profit attributable to equity shareholders of the Company
2014
RMB million
2013
RMB million
Increase/
(decrease) %
108,584
1,777
98,547
1,986
10.18
(10.52)
Net asset attributable to Equity shareholders of the Company
Total asset
Basic earnings per share
Diluted earnings per share
31 December
2014
RMB million
31 December
2013
RMB million
35,748
189,688
34,329
165,207
Increase/
(decrease) %
4.13
14.82
2014
RMB/share
2013
RMB/share
Increase/
(decrease) %
0.18
0.18
0.20
0.20
(10.00)
(10.00)
Annual Report 2014
China Southern Airlines Company Limited
013
Summary of Operating Data
Traffic
Revenue passenger kilometers (RPK) (million)
Domestic
Hong Kong, Macau and Taiwan
International
Total
Revenue tonne kilometers (RTK) (million)
Domestic
Hong Kong, Macau and Taiwan
International
Total
RTK – Passenger (million)
Domestic
Hong Kong, Macau and Taiwan
International
Total
RTK – Cargo and mail (million)
Domestic
Hong Kong, Macau and Taiwan
International
Total
Passengers carried (thousand)
Domestic
Hong Kong, Macau and Taiwan
International
Total
RPK
(million)
200,000
150,000
100,000
50,000
0
2010
2011
2012
2013
2014
014
China Southern Airlines Company Limited
Annual Report 2014
For the year ended
31 December
2014
2013
Increase/
(decrease)
%
127,681.88
116,105.71
3,214.52
35,732.78
2,574.27
29,736.57
166,629.18
148,416.55
12,916.60
300.65
6,562.71
19,779.96
11,287.71
282.65
3,154.04
14,724.40
1,628.89
18.00
3,408.66
5,055.55
89,363.18
2,385.37
9,170.47
100,919.02
11,765.27
241.05
5,462.27
17,468.59
10,285.77
226.65
2,628.76
13,141.18
1,479.50
14.40
2,833.51
4,327.41
82,172.28
2,019.28
7,599.41
91,790.97
9.97
24.87
20.16
12.27
9.79
24.73
20.15
13.23
9.74
24.71
19.98
12.05
10.10
25.00
20.30
16.83
8.75
18.13
20.67
9.94
RTK
(million)
19,780
17,469
16,160
10,000
5,000
0
2010
2011
2012
2013
2014
135,535
148,417
111,328
122,344
15,000
13,104
14,461
166,629
20,000
Summary of Operating Data
For the year ended
31 December
2014
1,014.90
16.40
401.95
1,433.25
2013
923.73
13.70
338.92
1,276.35
160,482.40
144,732.62
4,379.07
44,945.99
3,594.29
38,472.93
209,807.46
186,799.84
18,640.00
497.79
9,315.94
28,453.73
14,443.42
394.12
4,045.14
18,882.68
4,196.59
103.67
5,270.80
9,571.06
16,486.17
407.59
8,058.23
24,951.99
13,025.94
323.49
3,462.56
16,811.99
3,460.23
84.11
4,595.67
8,140.01
Increase/
(decrease)
%
9.87
19.71
18.60
12.29
10.88
21.83
16.82
12.32
13.06
22.13
15.61
14.03
10.88
21.83
16.83
12.32
21.28
23.26
14.69
17.58
ATK
(million)
28,454
24,952
23,065
19,140
20,795
Cargo and mail carried (thousand tonnes)
Domestic
Hong Kong, Macau and Taiwan
International
Total
Capacity
Available seat kilometres (ASKs) (million)
Domestic
Hong Kong, Macau and Taiwan
International
Total
Available tonne kilometres (ATKs) (million)
Domestic
Hong Kong, Macau and Taiwan
International
Total
Available tonne kilometres (ATKs)
– Passenger Traffic (million)
Domestic
Hong Kong, Macau and Taiwan
International
Total
Available tonne kilometres (ATKs)
– Cargo and mail (million)
Domestic
Hong Kong, Macau and Taiwan
International
Total
ASK
(million)
209,807
169,569
186,800
140,498
151,064
250,000
200,000
150,000
100,000
50,000
0
30,000
25,000
20,000
15,000
10,000
5,000
0
2010
2011
2012
2013
2014
2010
2011
2012
2013
2014
Annual Report 2014
China Southern Airlines Company Limited
015
Summary of Operating Data
Load factor
Passenger load factor (RPK/ASK) (%)
Domestic
Hong Kong, Macau and Taiwan
International
Overall
Total load factor (RTK/ATK) (%)
Domestic
Hong Kong, Macau and Taiwan
International
Overall
Yield
Yield per RPK (RMB)
Domestic
Hong Kong, Macau and Taiwan
International
Overall
Yield per RFTK (RMB)
Domestic
Hong Kong, Macau and Taiwan
International
Overall
For the year ended
31 December
2014
79.60
73.40
79.50
79.40
69.30
60.40
70.40
69.50
0.60
0.78
0.50
0.58
1.31
5.56
1.45
1.42
Increase/
(decrease)
%
(0.77)
2.49
2.86
(0.06)
(2.89)
2.13
3.87
(0.73)
(1.64)
(7.14)
–
(1.69)
(7.75)
(7.64)
(2.68)
(4.05)
2013
80.22
71.62
77.29
79.45
71.36
59.14
67.78
70.01
0.61
0.84
0.50
0.59
1.42
6.02
1.49
1.48
016
China Southern Airlines Company Limited
Annual Report 2014
Summary of Operating Data
For the year ended
31 December
2014
6.10
8.64
3.50
5.27
3.73
2013
6.24
9.33
3.49
5.42
3.94
1,275.57
1,147.07
1,652.46
41.64
332.06
2,026.16
791.45
19.86
72.76
884.07
1,516.01
34.44
278.99
1,829.44
731.61
17.25
61.01
809.87
Increase/
(decrease)
%
(2.24)
(7.40)
0.29
(2.77)
(5.33)
11.20
9.00
20.91
19.02
10.75
8.18
15.13
19.26
9.16
Yield per RTK (RMB)
Domestic
Hong Kong, Macau and Taiwan
International
Overall
Cost
Operating expense per ATK (RMB)
Flight Volume
Kilometers flown (million)
Hours flown (thousand)
Domestic
Hong Kong, Macau and Taiwan
International
Total
Number of flights (thousand)
Domestic
Hong Kong, Macau and Taiwan
International
Total
Annual Report 2014
China Southern Airlines Company Limited
017
Summary of Fleet Data
As at 31 December 2014, the size and layout of our fleet and the delivery and disposal of aircraft of the Group were as follows:
Number of
aircraft under
operating lease
Number of
aircraft under
finance lease
Number
of aircraft
purchased
Delivery during
the reporting
period
Disposal during
the reporting
period
Total Number
as at the end
of the
reporting period
4
12
9
4
5
30
0
8
2
22
40
29
0
0
0
0
67
9
0
20
0
2
7
11
23
40
6
12
5
0
0
58
14
0
4
0
3
0
3
30
42
8
0
0
4
19
83
27
3
1
0
197
182
223
64
1
1
4
1
4
7
6
24
0
0
0
0
4
4
2
4
6
197
186
229
64
24
5
15
16
75
122
43
12
5
4
19
208
50
3
25
0
602
2
8
10
612
Models
Passenger Aircraft
Airbus
A380
A330-300
A330-200
A321
A320
A319
Boeing
B787
B777-300ER
B777-200
B757-200
B737-800
B737-700
B737-300
Other
EMB190
EMB145
Sub-total
Cargo Aircraft
B747-400F
B777-200F
Sub-total
Total
Note: As at the end of the reporting period, the total number of aircraft included the 11 aircraft by way of acquisition of Hebei Airlines by Xiamen
Airlines, including 4 B737-800, 2 B737-700 and 5 EMB190 aircraft.
018
China Southern Airlines Company Limited
Annual Report 2014
Summary of Fleet Data
Layout of Fleet Ownership for 2014
229
Operating lease
Finance lease
Purchased
197
186
Layout of Passenger Aircraft for 2014
57
Wide-body aircraft
Narrow-body aircraft
545
Annual Report 2014
China Southern Airlines Company Limited
019
Summary of Fleet Data
Operating Lease
Financing Lease
Purchased
182
197
2013
2014
Wide-body Aircraft
57
48
250
200
150
100
50
0
60
50
40
30
20
10
0
186
137
2013
2014
Narrow-body Aircraft
503
545
250
200
150
100
50
0
600
500
400
300
200
100
0
242
229
2013
2014
Passenger Aircraft
602
551
250
200
150
100
50
0
600
500
400
300
200
100
0
2013
2014
2013
2014
2013
2014
020
China Southern Airlines Company Limited
Annual Report 2014
As at 31 December 2014, the average age and the layout of each model of aircraft of the Group were as follows:
Summary of Fleet Data
Models
Passenger Aircraft
Airbus
A380
A330-300
A330-200
A321
A320
A319
B787
B777-300ER
B777-200
B757-200
B737-800
B737-700
B737-300
EMB190
Boeing
Other
Cargo Aircraft
B747-400F
B777-200F
Average
Average age
(Year)
2.65
3.96
5.65
5.56
6.09
8.27
0.98
0.42
18.52
16.98
4.54
8.36
16.78
2.67
12.43
3.64
5.92
Layout
(Seat)
506
275/284
218/258
179
152
122/138
228/237
309
360
174/180/192/196/197/204
159/160/161/164/170
120/128
126
98
/
/
/
Annual Report 2014
China Southern Airlines Company Limited
021
Summary of Fleet Data
During the period from 2015 to 2017, the plans for delivery and disposal of aircraft of the Group are as follows:
2014
2015
2016
2017
As at
the end
of the
period
Delivery Disposal
Estimated
data at
the end
of the
period
Delivery Disposal
Estimated
data at
the end
of the
period
Delivery Disposal
Estimated
data at
the end
of the
period
5
15
16
75
122
43
12
5
4
19
208
50
3
25
602
2
8
10
612
4
4
6
4
2
33
9
4
53
13
4
4
57
3
10
12
3
22
6
9
50
15
5
19
16
79
128
43
16
4
7
10
237
50
3
25
642
2
12
14
2
18
5
22
47
3
3
5
22
16
89
140
37
16
4
10
10
259
41
3
25
677
2
12
14
5
24
16
107
145
37
16
4
10
10
281
38
3
25
721
2
12
14
13
656
50
15
691
47
3
735
Models
Passenger Aircraft
Airbus
A380
A330-300
A330-200
A321
A320
A319
Boeing
B787
B777-200
B777-300ER
B757-200
B737-800
B737-700
B737-300
Other
EMB190
Sub-total
Cargo Aircraft
B747-400F
B777-200F
Sub-total
Total
022
China Southern Airlines Company Limited
Annual Report 2014
Summary of Fleet Data
Estimated Fleet Plan for 5 Years
656
691
735
561
612
800
700
600
500
400
300
200
100
0
Estimated Growth Rate of Fleet for 5 Years
(%)
14.26
9.09
7.19
5.34
6.37
14
12
10
8
6
4
2
0
2013
2014
2015
2016
2017
2013
2014
2015
2016
2017
As at 31 December 2014, the aircraft fleets for general aviation of the Group were as follows:
Number of
aircraft
under
operating
lease
Number of
aircraft
under
finance
lease
Number of
aircraft
purchased
Number of
aircraft
managed
Delivery
during the
reporting
period
Disposal
during the
reporting
period
Total
Number of
aircraft
0
0
0
0
0
0
12
6
18
1
1
2
1
1
1
1
13
7
20
Models
Sikorsky
S76 Serious
S92A
Total
The delivery and disposal plan of the aircraft for general aviation from 2015 to 2017 are as follows:
2014
As at
the end
of the
period
13
7
20
Models
Sikorsky
S76 Serious
S92A
Total
2015
2016
2017
Estimated
data at
the end
of the
period
Delivery
Disposal
Delivery
Disposal
3
0
10
23
Estimated
data at
the end
of the
period
10
23
Delivery
Disposal
Estimated
data at
the end
of the
period
10
23
Annual Report 2014
China Southern Airlines Company Limited
023
Highlights of the Year
11 January
The Company, as the sole official
airline sponsor of 2014 Sydney Festival,
became the naming sponsor of a series
of activities including large outdoor
concert to promote the Company and
the “Canton Route”.
19 February
The Company launched the Boeing
787 service between Guangzhou and
Vancouver, the third international long-
haul service after the service between
G u a n g z h o u a n d L o n d o n a n d t h a t
between Guangzhou and Auckland.
26 February
The Company took the delivery of its
first Boeing 777-300ER aircraft, a high-
efficiency long-haul twin-engine jet
produced by the Boeing Company.
The jewel of the aircraft is the Premium
Economy Class cabin, which provides
44 fixed living space seats that can
recline to a 123° angle and is equipped
with the world’s best Thales in-flight
entertainment system.
25 April
The Company was invited as a diamond
sponsor of the 2014 World Travel &
Tourism Council, participating in the
discussion about the development
and the prospects of the travel and
tourism industry with global leaders in
the industry. Guests from 62 countries
participated in this year’s World Travel &
Tourism Council, and over 70% of them
flew with China Southern Airlines.
12 June
The Company officially launched a new
branch in Shanghai, marking a strategic
step in its development in the Yangtze
River Delta, which would provide more
quality choices for air transportation in
the region.
30 July
The Company launched a new service
between Guangzhou and Moscow
v i a W u h a n , t h e f i r s t d i r e c t f l i g h t
from Central China to Russia, which
would facilitate economic and trade
cooperation, cultural exchange and
talent mobility within the Volga-Yangtze
regions between China and Russia.
6 August
T h e C o m p a n y s t a r t e d t h e s e r v i c e
between Guangzhou and New York City,
the longest direct flight in the history
of China’s civil aviation with one-way
distance of 13,500 km.
23 August
The Company took the delivery of its
600th aircraft when the Boeing 777-
300ER (B-2008) landed at Guangzhou
Baiyun Airport. The arrival of the aircraft
made the Company to be the first
Chinese airline to reach a fleet size of
600, marking a milestone in the history
of China’s civil aviation.
23 June
The Company launched a new service
between Guangzhou and Frankfurt via
Changsha, marking the opening of air
service from South Central China to
Germany.
024
CHINA SOUTHERN AIRLINES COMPANY LIMITED
ANNUAL REPORT 2014
Highlights of the Year
19 September
Henan Airlines officially became an
independent operational entity. It
would use the China Southern logo
and retain the original flight numbers
to leverage on the extensive network
of China Southern Airlines and achieve
synergy.
17 November
The Company and Tourism Australia
entered into an extended agreement
to their existing strategic partnership
agreement in the presence of Chinese
President Xi Jinping and Australian Prime
Minister Tony Abbott, committing a joint
resources investment in 2015 to further
increase the brand awareness of China
Southern Airlines on the China-Australia
route. Currently, China Southern Airlines is
the leading carrier on the China-Australia
route.
16 December
The Company launched a new service
between Guangzhou and San Francisco
via Wuhan, the first direct flight linking
Central China and the United States
and the fourth route to North America
serviced by the Company. To celebrate
the successful launch of the new flight
service, the municipal government
of San Francisco announced that 16
December 2014 would be the “Day of
China Southern Airlines”.
11 November
The Company attended The 10th China
International Aviation & Aerospace
Exhibition, and promoted the brand
image of the Company by showcasing
a unique double deck booth that
simulated an A380 aircraft under the
theme of “dream”.
17 November
T h e C o m p a n y e n t e r e d i n t o a n
agreement in Guangzhou with the
municipal government of Los Angeles
in the presence of Si Xian Min, the
Chairman of the Company, and Los
Angeles Mayor Eric Garcetti, to jointly
launch the “health and care” series
product in China by leveraging on the
advanced medical resources in Los
Angeles.
21 November
The Company and New Zealand Tourism
Board entered into a strategic partnership
agreement in the presence of Chinese
President Xi Jinping and New Zealand
Prime Minister John Key, further deepening
their cooperation and facilitating the
development of the China-New Zealand
a v i a t i o n m a r k e t a n d t h e b i l a t e r a l
relationship between the two countries.
China Southern Airlines also entered into a
tripartite agreement with Auckland Airport
and engaged celebrated New Zealand
chef Al Brown as special adviser to design
the inflight menus for the flight service
between Guangzhou and Auckland.
31 December
T h e C o m p a n y r e c o r d e d a n o t h e r
y e a r o f f l i g h t s a f e t y . D u r i n g t h e
year, the Company completed 101
million person-time passengers of
transportation, representing a year-on-
year increase of 9.9%, becoming the
first Chinese airline to complete over
100 million person-time passengers of
transportation annually. The Company
accumulated over 13.5 million safe
f l i g h t h o u r s a n d m a i n t a i n e d 2 4 6
consecutive months of aviation safety,
remaining as the best domestic airline
in terms of safety standards and safety
performance.
ANNUAL REPORT 2014
CHINA SOUTHERN AIRLINES COMPANY LIMITED
025
Chairman’s Statement
Dear Shareholders,
During the reporting period, a series of challenges existed including complex and
volatile international economic environment, China(cid:255)s economic slowdown, the global
aviation accidents, more intense competition in domestic civil aviation industry, the
impact of high-speed rail, foreign exchange losses. Faced with the difficult operating
environment, the Company adhered to its stable development philosophy, strengthened
safety management system, enhanced the management level of refined marketing, and
steadily promoted strategic transformation and internationalization, actively enhanced
brand service impact, which had effectively resolved adverse factors including complex
and volatile market, shortage of development resources, competitive pressures. The
Company(cid:255)s overall competitiveness continued to grow.
Si Xian Min
Chairman
Accumulated safe flight
13.52 million
hours
Operational Safety and Fleet Development
During the reporting period, the Group further refined safety measures against
accident prevention, established an air traffic control real-time monitoring and
coordination mechanism, and carried out route optimization. Operational control
level was significantly improved. The Group continued to maintain the best safety
record among Chinese airlines. In 2014, we completed 2.02 million hours of flight
transportation, accumulated 13.52 million safe flight hours, 12,486 hours of general
aviation service, continuously maintained 182 consecutive months of aviation safety
and 246 consecutive months of aviation security.
026
China Southern Airlines Company Limited
Annual Report 2014
Chairman’s Statement
During the reporting period, the Group continued to optimize the fleet structure.
64 aircraft were introduced, 17 old aircraft were sold and 7 leased aircraft were
returned. In August 2014, the Group became the first among Chinese airlines with
a fleet of over 600 aircraft, ranked fifth in the world, first in Asia, creating a new
historical starting point.
Hub Network and Services
During the reporting period, the Group actively expanded route network to further
improve global route layout. We launched intercontinental routes including
Guangzhou – New York, Guangzhou – Changsha – Frankfurt, Guangzhou – Wuhan –
Moscow, Guangzhou – Wuhan – San Francisco, and increased frequency of flight to
Europe, America, Australia and New Zealand, and Southeast Asia. Domestic capacity
was also optimized. A pattern with domestic and international mutual complement
and mutually supportive hub bases were initially formed.
182 consecutive
months
of aviation safety
continuously maintained
Size of fleet exceeding
600 aircraft
Annual Report 2014
China Southern Airlines Company Limited
027
Chairman’s Statement
Capacity concentration of
four major hubs reaching
67.9+
%
During the reporting period, the Group continued to improve hub construction
and hub operation service, which further highlighted the results of the strategic
transformation. By the end of 2014, Hub Control Center (HCC) of Guangzhou and
Urumqi commenced operation, respectively. Capacity concentration of the four
largest hubs, i.e., Guangzhou, Beijing, Urumqi and Chongqing reached 67.9%.
Passengers transit on-time rate increased two percentage points to 97.8%. Transit
ratio of passengers of major international routes exceeded 55%. International transit
passengers increased by 7.3% as compared with last year.
During the reporting period, the Group increased investment both in hardware
and software, continued to create and improve our product and service, so as to
constantly improve passenger experience. We launched a series of personalized
services and products, such as the launch of “Mu Mian Tong Fei” for unaccompanied
children, and “Health and Love” series of health travel products for Los Angeles
routes; upgraded pearl economy class service with exclusive Samsung PAD, special
tableware and various cuisines; further improved meal service and launched
Auckland chef cooperation projects, to enhance the meal quality of international
long-haul routes; continuously upgraded in-flight entertainment equipments, and
updated 10-12 Hollywood movies each month.
028
China Southern Airlines Company Limited
Annual Report 2014
Chairman’s Statement
Passenger Business
During the reporting period, the Group actively responded to market changes
and focused on matching capacity and revenue, in order to further enhance its
level of operations. In 2014, the total number of passengers reached 101 million,
representing an increase of 9.9% as compared with last year, which was the first
airlines in China.
We further strengthened market forecast, refined procedural management, explored
regional management, and implemented differentiated marketing strategy to
enhance the matching between capacity and market. During the reporting period,
network & revenue department and E-commerce department were established.
Channel control model was gradually improved, as new marketing tools were
familiarized. The company’s direct sale revenue from website increased 2.2% as
compared with last year. The total number in fans of social media has reached 6.28
million, ahead of our domestic competitors.
The total number in fans of
social media has reached
6.28 million
Sales revenue from
frequent flyers amounting to
28.54 billion
RMB
Annual Report 2014
China Southern Airlines Company Limited
029
Chairman’s Statement
Load factor of first and business
class of international routes
6.6+
percentage
points
Annual sales revenue of China
Southern Express products
2014
2013
65+ %
We continued to improve marketing services and strengthened frequent flyer
marketing to enhance quality management of the major account. In 2014, our
revenue from frequent flyer was RMB28.54 billion, representing an increase of 5.8%
as compared with last year. Call center platform achieved sales revenue of RMB5.83
billion, representing an increase of 4.1% as compared with last year, with the
satisfaction rate reached 97.74%. We obtained three significant awards, including “Best
Call Center Award 2013-2014”, “China’s Best Call Center Service Marketing Team
2013-2014” and “China’s Call Center Best Solution Award 2013-2014”.
We continued to optimize the structure of international passengers and enhance
the international sales ability. In 2014, the load factor of first class and business class
of the international routes improved 6.6 percentage points as compared with last
year, revenue grew 25.3% as compared with last year, TMC (travel management
companies) international sales grew 16.5%, of which high yield revenue grew 12.9%,
accounted for 45.5% of the total revenue.
Freight Business
During the reporting period, domestic demand for logistics continued to increase
due to rapid development of E-commerce. The international freight market also
appeared to pick up. The Group seized the opportunities, improved cost efficiency,
strived to improve management level of freight business, and was awarded the “China
Logistics Industry Brand Value Top 100 2014” and the “China’s Top Ten Logistics
Enterprises 2014.”
We actively promoted the E-freight project, endeavored to promote the “China
Southern Express” products, enhanced operational efficiency, and improved
management quality. At present, the domestic application of electronic waybill of
the Company ranks second in the global aviation industry. Annual sales revenue of
“China Southern Express” products was RMB210 million, representing an increase of
65% as compared with last year.
We strengthened cooperation with courier and E-commerce corporate headquarters,
caught the cross-border E-commerce opportunities, actively expanded the transport
of international mail and parcel. Annual volume of cooperation with SF Express
amounted to 81,000 tonnes, representing an increase of 15.5% as compared with last
year; international mail traffic revenue grew 99% and 97%, respectively, representing
an increase of RMB160 million as compared with last year. We also further promoted
cooperation with major account. Number of international headquarter partners
reached 11, with the revenue of RMB1.3 billion, representing an increase of 19% as
compared with last year.
General Aviation
During the reporting period, the Group completed 98,165 general aviation person-time
passengers of transportation, representing an increase of 9.7% as compared with last
year; achieved general aviation revenue of RMB576 million, representing an increase of
19% as compared with last year; and achieved 10 consecutive years of making profit.
030
China Southern Airlines Company Limited
Annual Report 2014
Chairman’s Statement
During the reporting period, we actively explored cooperation and research for
general aviation projects, including Guangzhou – Macau unscheduled charter
flights, ranger service in the northeast, Lijiang helicopter air tour, Heyuan, Huizhou
power line patrol, and also launched the research of general aviation training
business in Nanyang, Henan, travel medical and rescue services and other feasible
cooperative projects.
General aviation person-time
passengers of transportation
98,165
In November 2014, in order to consolidate our traditional strengths in maritime
logistics services, and take advantage of favorable market opportunity to actively
develop other navigation services, and cultivate new business growth chances for
the company, the Board approved the restructuring of Zhuhai Helicopter Branch
and established a wholly-owned subsidiary named Southern Airlines General
Aviation Company Limited to promote the development of the Company’s general
aviation operations and enhance its competitiveness in general aviation market.
2014
2013
9.7+ %
Strategic Cooperation and Staff Development
During the reporting period, the Group further strengthened cooperation with
different parties to consolidate development foundation. We entered into strategic
cooperation agreements with CITIC Group, the city of Los Angeles and the Oakland
Airport, continued to deepen cooperation with airline companies within or
outside the Skyteam Alliance, made use of opportunities including domestic and
international forums, sports and cultural events, to effectively promote the brand
of “China Southern”. By the end of 2014, through code sharing with Qantas and
Czech Airlines, we shared codes with 18 domestic and international airlines for 379
routes, increased 109 international destinations. Through the close cooperation
with partners such as Sydney Festival, Melbourne Festival and Melbourne Football
Club, our influence and reputation in the Australian market was effectively raised. By
increasing cooperation with foreign rail transport companies, new products, interline
service products were constantly launched.
Sharing code with 18 domestic and
foreign airlines for 379 routes with
109 international
destinations
Annual Report 2014
China Southern Airlines Company Limited
031
Chairman’s Statement
230,000
person-
times
frontline operational staff received
trainings in 2014
During the reporting period, the Group focused on staff development and innovated
staff training. By optimizing our training system, implementing key projects and
strengthening process management, etc., we focused on strengthening the
Company’s business personnel, management personnel and international personnel
training, to ensure that staff will grow with the Company. In 2014, the Company
carried out a variety of 7,529 training programmes, trained 290,000 person-times,
including training frontline operational staff of approximately 230,000 person-times,
achieving about 86% training coverage. The Company also developed staff online
learning platform applications, including 159 online courses and 1,160 micro courses,
to facilitate self-enhancement of staff anytime and anywhere.
203
cabin crew from six different
nationalities including Japanese,
Korean, French, Dutch,
Australian and Malay
During the reporting period, the Group further enhanced internationalization
brought by staff, promoted exchanges between domestic and foreign employees.
The Company currently has 90 pilots from 19 countries and 203 cabin crew from
six different nationalities including Japanese, Korean, French, Dutch, Australian and
Malay. Hiring foreign crew on one hand gives full play to their home friendly service,
on the other hand promotes cultural understanding as well as dining habits and
society features through cooperation between domestic and foreign staff, so they
can better serve our international customers.
032
China Southern Airlines Company Limited
Annual Report 2014
Chairman’s Statement
DIVIDENDS AND ACKNOWLEDGEMENT
In 2014, the Group realised the operating revenue of RMB108,584 million and the
profit attributable to the equity shareholders of the Company of RMB1,777 million.
The Board is pleased to recommend the payment of a final dividend of RMB0.4
(inclusive of applicable tax) per 10 shares for the year ended 31 December 2014,
totalling approximately RMB393 million based on the Company’s 9,817,567,000
shares in issue. A resolution for the dividend payment will be submitted for
consideration at the 2014 annual general meeting of the Company.
On behalf of the Board, I express our most sincere gratitude to the management
team and all staff for their efforts and contribution made to the Group. I would also
like to take this opportunity to thank all shareholders and business partners for their
confidence and continuous support to the Group.
For and on behalf of the Board
Recommend a
final dividend of
393 million
RMB
Si Xian Min
Chairman
30 March 2015
Annual Report 2014
China Southern Airlines Company Limited
033
Management Discussion and Analysis
Tan Wan Geng
President
I.
FINANCIAL PERFORMANCE
Part of the financial information presented in this section is derived from
the Company’s audited financial statements that have been prepared in
accordance with IFRSs.
The profit attributable to equity shareholders of the Company of RMB1,777
million was recorded in 2014 as compared to the profit attributable to
equity shareholders of the Company of RMB1,986 million in 2013. The
Group’s operating revenue increased by RMB10,037 million or 10.18% from
RMB98,547 million in 2013 to RMB108,584 million in 2014. Passenger load
factor decreased by 0.05 percentage point from 79.45% in 2013 to 79.40%
in 2014. Passenger yield (in passenger revenue per RPK) decreased by
1.69% from RMB0.59 in 2013 to RMB0.58 in 2014. Average yield (in traffic
revenue per RTK) decreased by 2.77% from RMB5.42 in 2013 to RMB5.27
in 2014. Operating expenses increased by RMB7,746 million or 7.88% from
RMB98,280 million in 2013 to RMB106,026 million in 2014. As a result of the
increase in operating revenue, operating profit of RMB4,748 million was
recorded in 2014 as compared to operating profit of RMB1,510 million in
2013, increasing by RMB3,238 million.
034
China Southern Airlines Company Limited
Annual Report 2014
II. OPERATING REVENUE
Traffic revenues
Including: Passenger revenues
– Domestic
– Hong Kong, Macau and Taiwan
– International
Cargo and mail revenue
Other operating revenues
Mainly including:
Commission income
General aviation income
Hotel and tour operation income
Expired sales in advance of
carriage
Ground service income
Total operating revenues
Less: fuel surcharge income
Total operating revenue excluding
fuel surcharge
Management Discussion and Analysis
Changes
in revenue
%
10.19
10.05
7.53
15.49
21.37
12.01
10.17
28.37
19.01
(10.09)
(32.89)
(16.05)
10.18
2013
Operating
revenue
RMB Million
94,684
88,271
71,277
2,162
14,832
6,413
3,863
1,040
484
565
684
349
98,547
(13,062)
85,485
2014
Operating
revenue
RMB Million
104,328
97,145
76,647
2,497
18,001
7,183
4,256
1,335
576
508
459
293
108,584
(13,746)
94,838
Percentage
%
96.08
3.92
100.00
Traffic revenue composition
(RMB million)
7,183
(6.89%)
Percentage
%
96.08
3.92
100.00
6,413
(6.77%)
2014
2013
97,145
(93.11%)
Passenger Revenue
Cargo and Mail Revenue
88,271
(93.23%)
Annual Report 2014
China Southern Airlines Company Limited
035
Management Discussion and Analysis
18,001
(18.53%)
2,497
(2.57%)
Passenger revenue composition
(RMB million)
14,832
(16.80%)
2,162
(2.45%)
2014
2013
Domestic
Hong Kong, Macau and Taiwan
International
76,647
(78.90%)
71,277
(80.75%)
Substantially all of the Group’s operating revenues is attributable to airlines and airlines related operations. Traffic
revenues accounted for 96.08% of total operating revenue in 2014 and 2013, respectively. Passenger revenues and cargo
and mail revenues accounted for 93.11% and 6.89%, respectively of the total traffic revenue in 2014. During the reporting
period, the Group’s total traffic revenues was RMB104,328 million, representing an increase of RMB9,644 million or 10.19%
from prior year, mainly due to the increase of RPK by 12.27% which leads to the increase of passenger revenues. The
other operating revenues is mainly derived from commission income, expired sales in advance of carriage, hotel and tour
operation income, general aviation income and ground services income.
The increase in operating revenue was primarily due to a 10.05% increase in passenger revenue from RMB88,271 million
in 2013 to RMB97,145 million in 2014. The total number of passengers carried increased by 9.94% to 100.92 million
passengers in 2014. RPKs increased by 12.27% from 148,417 million in 2013 to 166,629 million in 2014, primarily as a result
of the increase in number of passengers carried. Passenger yield per RPK decreased from RMB0.59 in 2013 to RMB0.58 in
2014, which is mainly due to a slightly fell of domestic passenger ticket prices.
Domestic passenger revenue, which accounted for 78.90% of the total passenger revenue in 2014, increase by 7.53%
from RMB71,277 million in 2013 to RMB76,647 million in 2014. Domestic passenger traffic in RPKs increased by 9.97%,
while passenger capacity in ASKs increased by 10.88%, resulting in a decrease in passenger load factor by 0.62 percentage
points from 80.22% in 2013 to 79.60% in 2014. Domestic passenger yield per RPK decreased from RMB0.61 in 2013 to
RMB0.60 in 2014.
Hong Kong, Macau and Taiwan passenger revenue, which accounted for 2.57% of total passenger revenue, increased by
15.49% from RMB2,162 million in 2013 to RMB2,497 million in 2014. For Hong Kong, Macau and Taiwan flights, passenger
traffic in RPKs increased by 24.87%, while passenger capacity in ASKs increased by 21.83%, resulting in an increase
in passenger load factor by 1.78 percentage points from 71.62% in 2013 to 73.40% in 2014. Passenger yield per RPK
decreased from RMB0.84 in 2013 to RMB0.78 in 2014.
International passenger revenue, which accounted for 18.53% of total passenger revenue, increased by 21.37% from
RMB14,832 million in 2013 to RMB18,001 million in 2014. For international flights, passenger traffic in RPKs increased by
20.16%, while passenger capacity in ASKs increased by 16.82%, resulting in a 2.21 percentage points increase in passenger
load factor from 77.29% in 2013 to 79.50% in 2014. Passenger yield per RPK remained at RMB0.50 in 2013 and 2014.
Cargo and mail revenue, which accounted for 6.89% of the Group’s total traffic revenue and 6.62% of total operating
revenue, increased by 12.01% from RMB6,413 million in 2013 to RMB7,183 million in 2014. The increase was attributable
to the increase of cargo and mail in RTKs by 16.83% as the demand in the cargo market was warming up.
Other operating revenue increased by 10.17% from RMB3,863 million in 2013 to RMB4,256 million in 2014. The increase
was primarily due to the general growth in income from commission and general aviation.
036
China Southern Airlines Company Limited
Annual Report 2014
Management Discussion and Analysis
III. OPERATING EXPENSES
Total operating expenses in 2014 amounted to RMB106,026 million, representing an increase of 7.88% or RMB7,746
million over 2013, primarily due to the total effect of increases in jet fuel cost, payroll, landing and navigation fees, and
depreciation and amortisation. Total operating expenses as a percentage of total operating revenue decrease from
99.73% in 2013 to 97.64% in 2014.
Operating expenses
Flight operation expenses
Mainly including: Jet fuel costs
Aircraft operating lease charges
Flight personnel payroll and
welfare
Maintenance
Aircraft and traffic servicing expenses
Promotion and selling expenses
General and administrative expenses
Depreciation and amortisation
Impairment on property, plant and equipment
Others
2014
2013
RMB Million
Percentage
RMB Million
Percentage
58,901
37,728
5,383
6,803
8,304
16,402
7,841
2,337
10,828
215
1,198
55.55%
7.83%
15.47%
7.40%
2.20%
10.21%
0.20%
1.14%
54,010
35,538
4,767
5,799
7,805
15,091
7,754
2,470
9,347
536
1,267
98,280
54.96%
7.94%
15.36%
7.89%
2.51%
9.51%
0.55%
1.28%
100.00%
Total operating expenses
106,026
100.00%
Composition of operating exepenses in 2014
0.20%
1.14%
10.21%
2.20%
7.40%
15.47%
7.83%
55.55%
Flight operation expenses
Aircraft and traffic servicing expenses
General and administrative expenses
Impairment on property, plant and equipment
Maintenance
Promotion and selling expenses
Depreciation and amortisation
Others
Annual Report 2014
China Southern Airlines Company Limited
037
Management Discussion and Analysis
Comparison of operating expenses
Flight operation expenses
Maintenance
Aircraft and traffic servicing expenses
Promotion and selling expenses
General and administrative expenses
Depreciation and amortisation
Impairment on property, plant and equipment
2014
2013
Others
0
(RMB million)
10000
20000
30000
40000
50000
60000
Flight operation expenses, which accounted for 55.55% of total operating expenses, increased by 9.06% from RMB54,010
million in 2013 to RMB58,901 million in 2014, primarily as a result of increase in RTK due to the increase of capacity. Jet
fuel costs, which accounted for 64.05% of flight operation expenses, increased by 6.16% from RMB35,538 million in 2013
to RMB37,728 million in 2014.
Maintenance expenses, which accounted for 7.83% of total operating expenses, increased by 6.39% from RMB7,805
million in 2013 to RMB8,304 million in 2014. The increase was mainly due to fleet expansion.
Aircraft and traffic servicing expenses, which accounted for 15.47% of total operating expenses, increased by 8.69% from
RMB15,091 million in 2013 to RMB16,402 million in 2014. The increase was primarily due to a 10.37% rise in landing and
navigation fees from RMB9,510 million in 2013 to RMB10,496 million in 2014, resulted from the increase in the number of
flights due to the increase of capacity.
Promotion and selling expenses, which accounted for 7.40% of total operating expenses, increased by 1.12% from
RMB7,754 million in 2013 to RMB7,841 million in 2014.
General and administrative expenses, which accounted for 2.20% of the total operating expenses, decreased by 5.38%
from RMB2,470 million in 2013 to RMB2,337 million in 2014.
IV. OPERATING PROFIT
Operating profit of RMB4,748 million was recorded in 2014 (2013: RMB1,510 million). The increase in profit was mainly
due to the net effect of increase in operating revenue by RMB10,037 million or 10.18% in 2014 and increase in operating
expenses by RMB7,746 million or 7.88%.
V. OTHER NET INCOME
Other net income increased by RMB947 million from RMB1,243 million in 2013 to RMB2,190 million in 2014, mainly due to
the increase of government grants and gain on disposal of aircrafts.
Interest expense increased by RMB542 million from RMB1,651 million in 2013 to RMB2,193 million in 2014 was mainly due
to the increase in number of aircraft held through a finance lease and the increase of interest payment of borrowings.
Net exchange losses of RMB292 million was recorded in 2014 as RMB depreciated slightly against US dollar in 2014. Net
exchange gains of RMB2,903 million was recorded in 2013 mainly due to RMB appreciated significantly against US dollar
in 2013.
038
China Southern Airlines Company Limited
Annual Report 2014
Management Discussion and Analysis
VI. INCOME TAX
Income tax expense of RMB668 million was recorded in 2014, decreased by RMB66 million from RMB734 million in 2013,
mainly due to the decrease of profit before income tax.
VII. LIQUIDITY, FINANCIAL RESOURCES AND CAPITAL STRUCTURE
As at 31 December 2014, the Group’s current liabilities exceeded its current assets by RMB26,545 million. For the year
ended 31 December 2014, the Group recorded a net cash inflow from operating activities of RMB13,570 million, a net
cash outflow from investing activities of RMB9,760 million and a net cash outflow from financing activities of RMB131
million and an increase in cash and cash equivalents of RMB3,679 million.
Net cash generated from operating activities
Net cash used in investing activities
Net cash (used in)/generated from financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at 1 January
Exchange losses on cash and cash equivalents
Cash and cash equivalents at 31 December
2014
RMB million
2013
RMB million
13,570
(9,760)
(131)
3,679
11,748
(13)
15,414
9,703
(12,205)
4,168
1,666
10,082
–
11,748
In 2014 and thereafter, the liquidity of the Group primarily depends on its ability to maintain adequate cash inflow from
operations to meet its debt obligations as they fall due, and its ability to obtain adequate external financing to meet its
committed future capital expenditures. As at 31 December 2014, the Group had banking facilities with several PRC banks
and financial institutions for providing bank facilities up to approximately RMB187,133 million (2013: RMB166,270 million),
of which approximately RMB126,703 million (2013: RMB120,904 million) was unutilised. The directors of the Company (the
“Directors”) believe that sufficient financing will be available to the Group when and where needed.
The Directors have carried out a detailed review of the cash flow forecast of the Group for the twelve months ending
31 December 2015. Based on such forecast, the Directors have determined that adequate liquidity exists to finance the
working capital, capital expenditure requirements and dividend payments of the Group during that period. In preparing
the cash flow forecast, the Directors have considered historical cash requirements of the Group as well as other key
factors, including the availability of the above-mentioned bank facilities which may impact the operations of the Group
during the next twelve-month period. The Directors are of the opinion that the assumptions and sensitivities which are
included in the cash flow forecast are reasonable. However, as with all assumptions in regard to future events, these are
subject to inherent limitations and uncertainties and some or all of these assumptions may not be realised.
The analysis of the Group’s borrowings and lease obligation are as follows:
Composition of borrowings and lease obligation
Total borrowings and lease obligation
Fixed rate borrowings and lease obligation
Floating rate borrowings and lease obligation
2014
RMB million
112,956
8,587
104,369
2013
RMB million
92,497
4,974
87,523
Change
22.12%
72.64%
19.25%
Annual Report 2014
China Southern Airlines Company Limited
039
Management Discussion and Analysis
8,587
(7.60%)
4,974
(5.38%)
2014
2013
104,369
(92.40%)
87,523
(94.62%)
Fixed rate borrowings and lease obligation (RMB million)
Floating rate borrowings and lease obligation (RMB million)
Analysis of borrowings and lease obligation by currency
USD
RMB
Others
Total
Maturity analysis of borrowings and lease obligation
Within 1 year
After 1 year but within 2 years
After 2 years but within 5 years
After 5 years
Total
The Group’s capital structure at the end of the year is as follows:
Total liabilities (RMB million)
Total assets (RMB million)
Debt ratio
2014
145,195
189,688
77%
2014
RMB million
2013
RMB million
105,393
5,204
2,359
112,956
88,970
670
2,857
92,497
2014
RMB million
2013
RMB million
26,971
22,713
35,772
27,500
112,956
2013
122,756
165,207
74%
23,878
14,805
30,553
23,261
92,497
Change
18.28%
14.82%
increased by
3 percentage
points
040
China Southern Airlines Company Limited
Annual Report 2014
Management Discussion and Analysis
145,195
122,756
2014
2013
Total liabilities (RMB million)
Total assets (RMB million)
189,688
165,207
The Group monitors capital on the basis of the debt ratio, which is calculated as total liabilities divided by total assets.
The debt ratio of the Group at 31 December 2014 was 77%, as compared to 74% at 31 December 2013.
VIII. MAJOR CHARGE ON ASSETS
As at 31 December 2014, certain aircraft of the Group with an aggregate carrying value of approximately RMB99,119
million (2013: RMB80,233 million) were mortgaged under certain borrowings and lease agreements.
IX. COMMITMENTS AND CONTINGENCIES
Commitments
As at 31 December 2014, the Group had capital commitments (excluding investment commitments) of approximately
RMB64,589 million (2013: RMB51,353 million). Of such amounts, RMB59,467million related to the acquisition of aircraft and
related flight equipment and RMB5,122 million for other projects.
As at 31 December 2014, the Group had investment commitments as follows:
Authorised and contracted for
Capital contributions for acquisition of interests in associates
Share of capital commitments of a joint venture
Authorised but not contracted for
Share of capital commitments of a joint venture
2014
RMB million
2013
RMB million
70
52
122
–
122
70
58
128
171
299
Annual Report 2014
China Southern Airlines Company Limited
041
Management Discussion and Analysis
Contingent Liabilities
(a)
The Group leased certain properties and buildings from CSAHC which located in Guangzhou, Wuhan and Haikou,
etc which had been used by CSAHC before they are leased by the Company. However, such properties and
buildings lack adequate documentation evidencing CSAHC’s rights thereto.
(b)
(c)
(d)
Pursuant to the indemnification agreement dated 22 May 1997 between the Group and CSAHC, CSAHC has agreed
to indemnify the Group against any loss or damage arising from any challenge of the Group’s right to use such
properties and buildings.
In addition, as disclosed in notes 22 and 24 to the financial statements, the Group is applying title certificates for
certain of the Group’s properties and land use rights certificates for certain parcels of land. The Company is of the
opinion that the use of and the conduct of operating activities at these properties and these parcels of land are
not affected by the fact that the Group has not yet obtained the relevant certificates.
The Company and its subsidiary, Xiamen Airlines, entered into agreements with their pilot trainees and certain
banks to provide guarantees on personal bank loans amounting to RMB646 million (31 December 2013: RMB656
million) that can be drawn by the pilot trainees to finance their respective flight training expenses. As at 31
December 2014, total personal bank loans of RMB486 million (31 December 2013: RMB464 million), under these
guarantees, were drawn down from the banks. During the year, the Group paid RMB2 million (2013: RMB6 million)
to the banks due to the default of payments of certain pilot trainees.
The Company received a claim on 11 July 2011 from an overseas entity (the “claimant”) against the Company for
the alleged breach of certain terms and conditions of an aircraft sale agreement for aircraft sold by the Company
to the claimant. The claimant claimed against the Company for damages in the sum of approximately USD46
million or for the refund of its down payments of approximately USD12 million paid to the Company, and also
interest thereon which is to be calculated in accordance with Section 35A, Supreme Court Act 1981 of the
United Kingdom. In 2012, the claimant subsequently changed its claim for the refund of the down payment to
approximately USD14 million. On 25 July 2013, the High Court of England and Wales dismissed the claimant’s
claim in its entirety but awarded damages in the sum of approximately USD28 million, interest thereon and also
legal costs to the Company in respect of its counterclaim made against the claimant. The claimant appealed to the
Court of Appeal and on 17 December 2014, the Court of Appeal dismissed the claimant’s appeal but varied the
award of damages to the Company from USD28 million to USD18 million. The Court of Appeal also ordered the
claimant to pay the Company’s costs of the appeal. The claimant has applied for permission to further appeal the
case to the Supreme Court but the application has been rejected by both the Court of Appeal and the Supreme
Court. Based on existing information available, the Directors are of the opinion that an outflow of resource
embodying economic benefits is not probable to occur.
On 31 May 2014, the Company received a notice from the International Court of Arbitration of International
Chamber of Commerce (“ICC”). The notice states that SASOF TR-81 AVIATION IRELAND LIMITED (the “lessor”) has
applied for arbitration for the alleged breach of certain terms and conditions of an aircraft leasing agreement.
The lessor has made a claim against the Company for an indemnity of approximately USD13 million, including
the compensation for engine thrust upgrade damages, life components of engine, reserves of engines, cost of
termination of the lease, external legal counsel’s remuneration and the interest thereon. On 31 July 2014, the
Company has established a team to handle this arbitration and applied to ICC for a counter claim to request the
lessor to compensate the Company for insurance fees amounting to USD8.2 million, deposits, default penalty,
extra technical support fees and legal expenses and the interest thereon. As of the date of this report, the
arbitration is still in preliminary preparation phase and the arbitration session is expected to be held in early 2016.
The Company cannot reasonably predict the result and potential impact of this pending arbitration. Therefore, no
additional provision has been made against this pending abitration.
(e)
According to publicly available information, certain former senior management of the Group’s are subject
to investigation. The Company has assessed the implications on this matter on the Group’s financial results
and financial position. Based on the results of the review, the Directors consider that there were no material
consequential impact on the Group’s financial statements. As of the date of this report, the investigation of these
former senior management is ongoing.
042
China Southern Airlines Company Limited
Annual Report 2014
Management Discussion and Analysis
X. RECONCILIATION OF DIFFERENCES IN FINANCIAL STATEMENTS
PREPARED UNDER DIFFERENT GAAPS
Differences in net profit and net asset attributable to equity shareholders of the
Company under consolidated financial information in financial statements between
IFRSs and PRC GAAP
Unit: RMB million
Net asset attributable to
Equity shareholders
of the Company
Net Profit
Note
2014
1,773
31 December
31 December
2013
1,895
2014
35,554
2013
34,139
1
2
3
4
1
(28)
23
(2)
9
1
3
133
–
(2)
(33)
(10)
(31)
323
–
6
(79)
(25)
(32)
351
(23)
8
(88)
(26)
1,777
1,986
35,748
34,329
Amounts under PRC GAAP
Adjustments:
Government grants
Capitalisation of exchange difference of specific loans
Accumulated loss attributed to non-controlling interests
of a subsidiary
Adjustment arising from an associate’s business
combination under common control
Tax impact of the above adjustments
Effect of the above adjustments on non-controlling
interests
Amounts under IFRSs
Notes:
1.
2.
3.
4.
In accordance with the PRC GAAP, special funds such as investment grants allocated by the government, if clearly defined in official
documents as part of “capital reserve”, are credited to capital reserve. Under IFRSs, government grants relating to purchase of fixed
assets are deducted from the cost of the related fixed assets.
In accordance with the PRC GAAP, exchange difference arising on translation of specific loans and related interest denominated in a
foreign currency is capitalised as part of the cost of qualifying assets. Under IFRSs, such exchange difference should be recognised in
income statement unless the exchange difference represents an adjustment to interest.
For both PRC GAAP and IFRSs, from 1 January 2010, any losses incurred by a non-wholly owned subsidiary will be allocated between
the controlling and non-controlling interests in proportion to their interests in that entity, even if this results in a deficit balance within
consolidated equity being attributed to the non- controlling interests. Under PRC GAAP, this new accounting policy is being applied
retrospectively with previous periods figures restated. Under IFRSs, this new accounting policy is being applied prospectively and
therefore previous periods have not been restated.
In accordance with the PRC GAAP, the Company and its associate account for the business combination under common control by
applying the pooling-of-interest method. Under the pooling-of-interest method, the difference between the historical carrying amount
of the acquiree and the consideration paid is accounted for as an equity transaction. Under IFRSs, the Company adopts the purchase
accounting method for acquisition of business under common control. Accordingly, adjustments are made to make the associate’s
accounting policy of business combination under common control conform to the policy of the Company when the associate’s financial
statements are used by the Company in applying the equity method when preparing its financial statements in accordance with IFRSs.
Annual Report 2014
China Southern Airlines Company Limited
043
Management Discussion and Analysis
XI. CAPITAL NEEDS FOR MAINTAINING THE EXISTING BUSINESS
OPERATION AND COMPLETING THE INVESTMENT PROJECTS UNDER
CONSTRUCTION
Capital commitments
Contractual arrangement Time schedule
Commitments in respect of
Authorized and contracted
aircraft and flight equipment
of RMB59,467 million
Investment commitments of
Authorized and contracted
RMB122 million
Other commitments of
Authorized and contracted
RMB1,512 million
Operating lease commitments
Non-cancellable operating
of RMB28,798 million
leases in respect of
properties, aircraft and
flight equipment
RMB18,146 million within 1 year (inclusive
of 1 year); RMB11,628 million after 1
year but within 2 years (inclusive of 2
years); RMB10,081 million after 2 years
but within 3 years (inclusive of 3 years);
RMB19,612 million after 3 years
RMB5,072 million within 1 year (inclusive
of 1 year); RMB15,496 million after 1
year but within 5 years (inclusive of 5
years); RMB8,230 million after 5 years
Financing
instruments
Debt financing
Others
Others
Others
The Group believed that adequate liquidity is available to finance the working capital and capital expenditure
requirements of the Group during the period. The Group primarily depended on its net cash inflow from operations and
the ability to obtain financing to meet its debt obligations as they fall due. In respect to the capital commitments and
other financing requirements, up to the date of approval of the financial statements, the Group has entered into facility
agreements with a number of PRC banks as of the approval date of the financial statements, with a provision of loan
facilities up to RMB187,133 million in 2014 and afterwards. The Group believes that sufficient financing will be made
available to the Group.
044
China Southern Airlines Company Limited
Annual Report 2014
Management Discussion and Analysis
XII. ANALYSIS ON INVESTMENTS
1. Overall analysis of external equity investment
During the reporting period, the Company increased its capital of RMB162 million in Guizhou Airlines, holding 60%
of the shares of Guizhou Airlines, and increased its capital of RMB352 million in Henan Airlines. Xiamen Airlines, a
subsidiary of the Company, acquired 99.23% equity interests of Hebei Airlines at a consideration of RMB749 million.
(1)
Shareholding in other listed companies
Stock code
Abbreviation
000099
CITIC Offshore Helicopter
601328
Bank of Communications
0696.HK
TravelSky Technology Limited
Total
Initial
Investment
cost
Equity
ownership
(%)
Carrying
value at
the end of
the period
Profit
and loss for
the period
9
16
33
58
0.57
0.013
2.25
40
64
33
–
137
–
2
9
11
(2)
Shareholding in non-listed financial institutes
Initial
investment
amount
Holding
amount
(shares)
Equity
ownership
(%)
246
246
–
–
33.98
–
Carrying
value at
the end of
the period
233
233
Profit
and loss for
the period
38
38
Name
Finance Company
Total
Unit: RMB million
Changes in
owners’
equity
during the
reporting
period
11
21
–
Accounting item
Available-for-sale
financial assets
Available-for-sale
financial assets
Other investments in
equity securities
32
–
Sources of
the shares
Purchase
Purchase
Purchase
–
Unit: RMB million
Changes in
owners’
equity
during the
reporting
period
11
11
Accounting item
Source of
the shares
Interest in associates
Purchase
–
–
2.
Trust management in respect of non-financial institutes and investment in
derivatives
(1)
Trust management
During the year, the Company did not make any trust management.
(2)
Entrusted loan
During the year, the Company did not have any entrusted loan.
3. Use of Proceeds from Fund-raising
During the reporting period, the Company did not have any fund-raising activity and there was no application of
fund raised in previous periods that was being applied in this period.
Annual Report 2014
China Southern Airlines Company Limited
045
Management Discussion and Analysis
XIII. ANALYSIS ON MAJOR SUBSIDIARIES AND OTHER COMPANIES WITH
SHAREHOLDINGS
1. Main operational information of the six subsidiaries of the Group:
Number of
passengers
carried
(thousand)
20,504.07
3,098.82
1,581.18
2,601.67
2,521.98
4,392.56
Contribution
to the
Group’s
passengers
carried (%)
20.3
3.1
1.6
2.6
2.5
4.4
Contribution
to the
Group’s
cargo
and mail
carried(%)
14.7
1.6
0.8
1.5
1.4
2.9
Cargo
and mail
carried
(tonne)
210,782.8
22,417.2
11,851.2
21,563.9
19,911.7
41,577.4
Contribution
to the
Group’s
fleet(%)
Fleet
(aircraft)
124
14
9
16
11
24
20.3
2.3
1.5
2.6
1.8
3.9
Name
Xiaman Airlines
Shantou Airlines
Zhuhai Airlines
Guizhou Airlines
Chongqing Airlines
Henan Airlines
Note:
The operational information of Xiamen Airlines includes operational information of its subsidiary, Hebei Airlines.
2.
Information of Xiamen Airlines
Xiamen Airlines was established in August 1984, with a current registered capital of RMB5 billion. The legal
representative is Che Shanglun. The Company held 51% of the shares. Xiamen Airlines was also owned as to 34%
and 15% by Xiamen Jianfa Group Co., Ltd. and Jizhong Engery Company Limited, respectively.
In 2014, faced with the complicated external environment, Xiamen Airlines recorded outstanding operational
results with the improvement in the steady development. As at 31 December 2014, Xiamen Airlines had a fleet
of 113 aircraft. During the reporting period, Xiamen Airlines completed 2,770 million revenue tonne kilometres,
representing an increase of 14.3%. The Company completed 20,356,000 person-time passengers of transportation
and 209,000 tonnes of cargo transportation, respectively, representing an increase of 9.6% and 9.0%, respectively
as compared with last year. The average passenger load was 74.5%, representing a decrease of 0.4 percentage
points as compared with last year. The average load was 65.1%, representing a decrease of 0.6 percentage points
as compared with last year.
In 2014, Xiamen Airlines achieved operating revenue of RMB17,831 million, representing an increase of 7.43%
as compared with last year, operating expenses of RMB17,230 million, representing an increase of 11.30% as
compared with last year and net profit of RMB755 million, representing an decrease of 42.45% as compared with
last year. As at 31 December 2014, Xiamen Airlines’ total assets amounted to RMB39,280 million, and net assets
amounted to RMB13,174 million.
046
China Southern Airlines Company Limited
Annual Report 2014
Management Discussion and Analysis
3.
Information of other major subsidiaries and joint stock companies
Name of investee companies
1. Subsidiaries
Shantou Airlines
Zhuhai Airlines
Guizhou Airlines
Chongqing Airlines
Henan Airlines
Nature
of business
Airline transportation
Airline transportation
Airline transportation
Airline transportation
Airline transportation
Registered
capital
(note)
280,000,000
250,000,000
650,000,000
1,200,000,000
6,000,000,000
2. Joint ventures
Guangzhou Aircraft Maintenance Engineering Co., Ltd
Aircraft repair and maintenance
USD65,000,000
services
Zhuhai Xiang Yi Aviation Technology Company Limited
Flight simulation services
USD58,444,760
3. Associates
Finance Company
Sichuan Airlines Co., Ltd.
SACM
Shenyang Konggang Logistic Company Limited
Financial services
Airline transportation
Advertising agency services,
Ground services
724,330,000
350,000,000
200,000,000
153,300,000
Note:
Expressed in Renminbi unless otherwise indicated.
Proportion
of shares held
at the investee
companies (%)
Direct
Indirect
60
60
60
60
60
50
51
21.09
39
40
45
–
–
–
–
–
–
–
12.89
–
–
–
Annual Report 2014
China Southern Airlines Company Limited
047
Management Discussion and Analysis
XIV. RISK FACTORS ANALYSIS
1. Macro environment risks
Risks of fluctuation in macroeconomy
The degree of prosperity of the civil aviation industry is closely linked to the status of the development of the
domestic and international macroeconomy. Macroeconomy has a direct impact on the economic activities, the
disposable income of the residents and the import and export trade volume, which in turn affects the demand
of the air passenger and air cargo. For example, in the past years, the financial crisis in the United States and the
European debt crisis caused the consumers to reduce expenditure or shift expenditures to other consumption
items, which resulted in the significant drop in the demand for air transport. Therefore, the changing status of
economy will affect the demand for air transport, which leads to the volatile business and operating results.
Risks of macro policies
Macroeconomic policies made by the government, in particular the adjustment in the cyclical macro policies,
including credit, interest rate, exchange rate and fiscal expenditure, have a direct or indirect impact on the air
transport industry. In addition, the establishment of the new airlines, the opening of aviation rights, routes, fuel
surcharges, air ticket fares and other aspects are regulated by the government, and the changes in the relevant
policies will have a potential impact on the operatingresults and the future development of the business of the
Company.
Risks of the increasing operating cost arising from the levy of carbon tax in Europe
In 2008, the EU Commission introduced legislation to the effect that the EU will levy carbon tax from 2012.
Pursuant to this policy, the domestic airlines having flight points in Europe will undertake the same carbon
emission reductions obligation as the European local airlines, which will lead to a significant increase in the
operating cost of domestic airlines in Europe, including our Company and add to pressure in the operations. In
December 2014, we received the notice entitled “Regarding the related issues involving EU ETS about the flights
operated by Chinese airlines between two airports within the EU” from the Civil Aviation Administration of China,
which did not restrict the Chinese airlines to participate in the EU ETS only subject to the flights between two
airports within the EU. The Company has routes between two destinations within the EU, therefore we will comply
with the notice and requirements by the Civil Aviation Administration of China to submit report to the countries in
charge of the EU ETS and pay the quota regarding the flights between two destinations within the EU. Meanwhile,
subject to the strict compliance with the relevant laws and regulations of the PRC government, we will fulfill the
relevant obligations regarding the EU ETS.
2.
Industry risks
Risks of intensifying competition in the industry
With the gradual opening of the domestic civil aviation market, the competition in the scale, flights, prices, service
and other aspects among three big airlines, foreign airlines and small and medium airlines has been intensifying,
which poses tough challenges to our operation model and management level. As for the Hong Kong, Macau,
Taiwan and international routes, the Company faces the competition from a number of powerful foreign airlines.
The foreign airlines have certain advantages in the operation management and customer resources, which brings
certain unfavourable effect on the market share and profitability of the Company.
Risks of competition from other modes of transportation
There are certain substitutability in short to medium range routes transportation among air transport, railway
transport and road transportation. With the roll-out of CRH trains, the construction of the national high speed rails
network and the improving inter-city expressways network, the competition and substitution of railway transport
and road transportation with relatively inexpensive cost poses certain competitive pressure on the development
of the air transport business of the Company.
048
China Southern Airlines Company Limited
Annual Report 2014
Management Discussion and Analysis
Other force majeure and unforeseen risks
The aviation industry is subject to a significant impact from the external environment, and the natural disasters,
including earthquake, typhoon, and tsunami, abrupt public health incidents as well as terrorist attacks, international
political turmoil and other factors will affect the normal operation of the airlines, thus bringing unfavourable effect
to the results and long-term development of the Company.
3.
Risks of the Company management
Safety risks
Flight safety is the prerequisite and foundation for the normal operation of the airlines. Adverse weather,
mechanical failure, human error, aircraft defects as well as other force majeure incidents may have effect on the
flight safety. With big size of aircraft fleet and more cross-location, overnight and international operations, the
Company was confronted with certain challenges in its safety operation. In case of any flight accident, it will have
an adverse effect on the normal production and operation and reputation of the Company.
Risks of high capital expenditure
The major capital expenditure of the Company is to purchase aircraft. In recent years, the Company has been
optimizing the fleet structure and reducing the operational cost through introducing more advanced models,
dispose obsolete models and streamlining the number of models. Due to the high fixed costs for the operation of
aircraft, if the operation condition of the Company suffered from a severe downturn, it may lead to the significant
drop in the annual profit, financial distress and other problems.
4.
Financial risks of the Company
Foreign currency risk
Renminbi is not freely convertible into foreign currencies. All foreign exchange transactions involving Renminbi
must take place either through the People’s Bank of China (“PBOC”) or other institutions authorised to buy and sell
foreign exchange or at a swap centre. The Group has significant exposure to foreign currency risk as substantially
all of the Group’s obligations under finance leases, bank and other loans and operating lease commitments are
denominated in foreign currencies, principally US dollars, Singapore dollars and Japanese Yen. Depreciation or
appreciation of Renminbi against foreign currencies affects the Group’s results significantly because the Group’s
foreign currency liabilities generally exceed its foreign currency assets.
Jet fuel price risk
The fuel cost is the most major cost and expenditure for an airline company. Both the fluctuation in the
international crude oil prices and the adjustment of domestic fuel prices by the National Development and Reform
Commission has big impact on the profit of the Company. Although the Company has adopted various fuel-
saving measures to control the unit fuel cost and decrease the fuel consumption volume, if there is significant
fluctuations in the international oil prices, the operating performance of the Company may be significantly
affected.
The Group is required to procure a majority of its jet fuel domestically at PRC spot market prices. There are
currently no effective means available to manage the Group’s exposure to the fluctuations of domestic jet fuel
prices. However, according to a pricing mechanism that was jointly introduced by the National Development and
Reform Commission and the Civil Aviation Administration of China in 2009, which allows certain flexible levy of
fuel surcharge linked to the jet fuel price, airlines may, within a prescribed scope, make its own decision as to fuel
surcharges for domestic routes and the pricing structure. The pricing mechanism, to a certain extent, reduces the
Group’s exposure to fluctuation in jet fuel price.
Annual Report 2014
China Southern Airlines Company Limited
049
Management Discussion and Analysis
XV. ANALYSIS ON MOVEMENTS IN EXCHANGE RATE, INTERESTS RATE AND
OIL PRICE
The following table sets forth the movements in oil price and exchange rate in 2014:
Exchange rate of USD against RMB in 2014
6.1521
6.1580
6.1695
6.1528
6.1675
6.1647
6.1525
6.1461
6.1345
6.1190
6.1214
6.1050
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
Price of Brent crude oil futures in 2014 (USD/barrel)
106.40
109.07
107.76
108.07
109.41
112.36
106.02
103.19
94.67
85.86
70.15
57.33
6.20
6.16
6.12
6.08
6.04
6.00
120
100
80
60
40
20
0
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
Note:
The exchange rate of USD against RMB was selected based on the central parity rate announced by the central bank on the last day of
each month; and the price of Brent crude oil futures (USD/barrel) was selected based on the closing price of the last day of each month.
The exchange rate of USD against RMB experienced a downward trend in the first half and gradually rebounded in the second half of 2014, with
heightened fluctuations and a slight depreciation from an overall perspective. The fluctuation in the exchange rate of USD against RMB posed
a significant impact on the financial cost of the Company. Take balance of loans and payable lease obligation of the Company denominated
in USD dollars as at 31 December 2014 as an example, then change in foreign exchange gains and losses will amount to RMB767 million if the
exchange rate of USD against RMB changes by 1%.
International oil price was at a high level in the first half of 2014 before it plunged abruptly in the second half. Based on the jet fuel consumption
in 2014, the operating expenses of the Group will increase by RMB3,773 million, if the jet fuel price (VAT inclusive) increases by 10%.
050
China Southern Airlines Company Limited
Annual Report 2014
Management Discussion and Analysis
XVI. Corporate Strategies
The general strategic goal of the Company in the “12th Five-Year” was to become a safe and highly profitable airlines
with strong brand influence and international network scale; to develop an interlinked “hub + point-to-point” operation
mode well balancing and synergizing the emphasis on its domestic market and its share in the international market. The
Company implemented strategic transformation measures to improve its flight hub network, marketing network and
service guarantee network. Leveraging on its scale and network, the Company fundamentally changed its growth pattern.
Safety strategy
To focus on safety and to make use of its SMS service. To actively introduce modern scientific management approaches.
To emphasize the three operating functions namely the flight, maintenance and despatch. To let people come first and
put the safety culture at the wheel. To continuously improve its regulations and systems. To implement fundamental
training determinedly to enhance staff’s quality. To speed up establishment of regulations and systems of different
departments and positions. To solidify safety fundamentals and ensure an uninterrupted safety.
Hub and network strategy
To continue strengthening the “hub + point-to-point” route network and function by developing Guangzhou, Beijing,
Urumqi and Chongqing into the core hubs of its route network, which still served as the key to the stability and
development of the overall network of the Company. The “point-to-point” route network, which takes each base as a
network node, effectively supplemented and enriched the hub network, optimized network products and exerted the
advantages of the network.
Marketing strategy
To “consolidate the domestic market and expand the international market with emphasis on Japanese and Korean
markets; to develop cargo services and increase yield”. To be market-oriented and establish a wholly interlinked marketing
system for passenger and cargo matching the hub network and maximizing network revenue.
Brand and service strategy
Under the general goal of establishing an airlines “the best in China, top-class in Asia and renown globally” and the
idea of “Doing everything with client’s feelings in mind, cherish each service an opportunity”, to focus on enhancing
passengers’ experience and outperform major competitors. To be customer-oriented and to design innovative products.
To be committed to stringent, precised and professionalized management. To develop service differentiation by
its flexible problem-solving mechanism with caring services and user-friendly products to rapidly enhance service
competitiveness.
Informationization strategy
Closely adhering to the strategic transformation goal of the Company, to implement unification in planning, standards,
design, investment, construction and management. This “six unifications” principle will fully apply modern information
technology to the Company’s production and operation. Under the informatization, the Company will implement
strategic transformation and internal management mechanism reform to bring innovation into mechanisms, management
and technology and thus enhance management level, centralized control capability and core competitiveness. The
Company will strive for sustainable development through the support and utilization of informationalization.
Annual Report 2014
China Southern Airlines Company Limited
051
Management Discussion and Analysis
XVII. CORE COMPETITIVENESS
The Company’s core competitiveness has begun to take shape, including
its hub operation and management capability with Guangzhou as the core,
its resources interoperability under the matrix management mode and its
service brand influence that benchmarked SKYTRAX ’s five-star criteria.
(1)
(2)
Strategic transformation continuously strengthened the hub
operation and management capability with Guangzhou as the core.
China Southern Airlines’ strategic transformation mainly focused on
developing transit and links with international long-distant flights in
Guangzhou, Beijing, Urumqi and Chongqing, thereby established a
new profit model and development mode, and gradually became an
airline with strong international network. In 2014, the concentration
of the four major hubs was over 67.9%. The Group continued to
strengthen Guangzhou’s status as a major hub and deepen the
development of the “Canton route”. The Group also further increased
and adjusted domestic routes including Guangzhou to Kunming,
Chengdu and Xian, opened new international flights to Europe
and North America, and operated more flights to Australia and
New Zealand. Aircraft deployment has been actively upgraded and
optimized, including starting late flights on the Sydney routes with
A380 in winter season, and operating flights to London, Vancouver,
Auckland, Osaka and San Francisco with the B787, and to New York
with the B777-300ER, thereby effectively raised the competitiveness of
our international routes from Guangzhou.
Resources interoperability under the matrix management mode
continued to increase. With its scale of having multiple bases,
hubs, models and flights, we adopted a matrix management mode
based on “horizontal integration and resources sharing”, which not
only unified the headquarters’ control over resources, policy and
operation standards but also demonstrated branches’ and subsidiaries’
motivated participation in security, marketing and service innovation,
making good use of the edge of the Company’s scale and network.
At present, the matrix management mode has been implemented as
a normal practice, under which core resources such as the capacity,
routes and slots were methodically coordinated and the synergy
among supporting resources such as marketing, flights, maintenance
and service continued to rise. In the future, the Company will further
strengthen innovation in systems and mechanisms to enhance
efficiency of resource allocation, system coordination and add value to
its existing edge.
052
China Southern Airlines Company Limited
Annual Report 2014
Management Discussion and Analysis
(3)
Constantly benchmarking SKYTRAX’s five-star criteria, brand service
influence was gradually improved. The Company, an airlines rated
four-star by SKYTRAX, aims to become “the best in China, top-class
in Asia and renown globally”. The Company has been constantly
benchmarking its service against SKYTRAX’s five-star criteria and has
been improving accordingly, resulting in increasing brand influence
both in China and overseas. The Company will continue to optimize
its service experience and process to promote its service brand into a
higher level.
Annual Report 2014
China Southern Airlines Company Limited
053
Management Discussion and Analysis
XVIII. 2015 Operation Plan
Looking ahead to 2015, there may be slight recovery of global economy, but
weak recovery trend is expected to continue. Overall domestic economy will
remain stable, but with higher downward pressure. China’s economy will
enter into a “New Normal”, namely, development speed changing from high-
speed growth to mid-high-speed growth; economic structure will continue to
be optimized and upgraded, from factor-driven, investment-driven economic
growth to innovation-driven economic growth.
Under this circumstance, the development of China’s civil aviation industry
will also present certain “New Normal”. First, steady growth in demand for
civil aviation transport will become the normal. It is difficult for the entire
industry to sustain a continuous rapid growth. Second, affected by factors
including relaxed entry barriers, relatively excess capacity, continuing
impact of high-speed rail and rapid development of budget airlines, market
competition has been more intense, air transport has been more affordable,
and low fares will become the normal. Third, passengers demanding
personalized, diversified service and market competition differentiation will
be the normal. Fourth, affected by mobile Internet, big data and other new
technologies, and new business models, market-oriented, customer-oriented
precise marketing as well as differentiated services will gradually become the
normal. While China’s economy and industry development are entering into a
“New Normal”, coping with the “New Normal” will be both opportunities and
challenges to the Group.
054
China Southern Airlines Company Limited
Annual Report 2014
Management Discussion and Analysis
Therefore, we should strive to do the following areas of work in 2015:
Operational Safety and Fleet Development
To strengthen the legal concept of safety management, and pay more
attention to the normative and long-term nature of safety management;
to increase investment in safety, strengthen infrastructure construction
and application of new technologies and promote the integration of
various security systems; to strengthen the management of staff, improve
technological control system and staff qualification training system; to
establish a “platform” of the operational control model, implement regional
management, ensure matching of rights and responsibilities; to establish
industry technical standards, improve safety and efficiency levels of
operational control system. In 2015, the Group will continue to save no effort
to ensure an aviation safety year.
To continue to optimize the fleet structure, and ensure matching between
fleet size and market demand. In 2015, the Group plans to introduce 57
aircraft and dispose of 13 aircraft. By the end of 2015, the Group’s fleet
is expected to reach 656 aircraft, representing an increase of 7.19% as
compared with 2014.
Hub Network and Product Service
The Group will tightly seize the strategic opportunities provided by China’s
“One Belt and One Road” strategy and further strengthen hub construction
and make use of its scale and network advantage, expand its market
share and increase profitability amid the market competition in which
differentiation is practiced and the construction of an interlinked network,
grasp the opportunities provided by the rapid growth of the central and
western market to accelerate the construction of a regional hub so as to
materialize an interlinked, mutually dependent and supportive network
layout with the main hub, vigorously develop international routes and
focus on international transit operation to further enrich the product of the
Sixth Freedom service, provide better transit service to the passengers and
enhance the quality of transit service gradually in order to continuously
optimize customer structure and sales structure.
The Group will improve its E-services and push forward the construction of
the five major self-services of “ticketing, seating, luggage, hotel and catering”,
optimize the design of service content for a more caring service, create a
smoother service to provide better experience to the passengers, constantly
improve service environment for better food on international long-haul
flights and a better VIP lounge for the high-end and transit passengers with
the pilot launch of the special aroma of China Southern Airlines.
Annual Report 2014
China Southern Airlines Company Limited
055
Management Discussion and Analysis
Passenger Service Operation
We will insist on the three development directions of “Precision,
Internationalization and E-commerce” for passenger service marketing with
maximizing marginal contribution as its core to steadily push forward various
businesses.
The Group will strengthen the forecasting ability to enhance the matching
of capacity and market, focus on process management to strengthen the
whole interlinkage for rapid reaction to market changes, accelerate the
improvement of its international presence to further expand its international
market share, optimize channel management and customer structure to make
use of the network and alliance advantage for better international operation,
accelerate the development of E-commerce to optimize the customers’
online experience and vigorously promote E-services, refine customer
management to strengthen major account’s development and retention and
to promote precise marketing, standardize the whole product management
process and enrich marketing products while continuing to develop and
promote products with auxiliary revenue, and expand the construction of the
E-commerce platform and system through introducing new technology to
further support passenger service marketing.
056
China Southern Airlines Company Limited
Annual Report 2014
Management Discussion and Analysis
Cargo Operation
In 2015, the Group will introduce four B777 freighters, bringing the total
number of freighters to 14 for the fleet. Therefore, we must seize the
opportunity provided by the rebound of international air freight market,
improve the route network and step up expansion in emerging markets for
better freight operation.
The Group will advance the expansion of marketing channels and explore
in-depth the market demand for air transportation to improve the hub
network layout, strengthen the exploration of the international market and
explore in-depth the popular sources for broader sales channels, strengthen
international transit operation and the transit business from Guangzhou to
Southeast Asia and Australia around the Guangzhou and Shanghai freight
hub, continue to explore the domestic operational potential of bellyhold
cargo spaces and accelerate the promotion of bulk reservation, strengthen
cooperation with core customers including the post office and couriers to
explore more domestic transit transportation channels, constantly improve
the construction of high-end product system to further increase the
proportion of high-end product business scale.
General Aviation
In 2015, the Group will receive three Sikorsky S92A helicopters, bringing
the total number of S92A to 10 and general aviation fleet to 23. We will put
special efforts in the guarantee of first-aid flights, VIP flights and typhoon
evacuation flights and strengthen its competitive advantages through
enhancing service quality, actively expand business on land through
integrating self-operation and joint operation, make use of technical
advantages to strive to be the industry’s benchmark through focusing on
areas including agency, modification, maintenance outsourcing as well as
import and export.
Costs Control
The Group will continue to push forward the comprehensive budget
management and strictly estimate the target management for higher
utilization efficiency of the Company’s resources, strengthen the organic
integration of the comprehensive budget management and long-term
development strategy as well as organizing the key resources for stronger
mid-long-term cost management, focus on strengthening the precise
management on significant costs and practically cut cost expenses, and
strengthen the integration of finance and business to push forward each of
the cost unit to reduce cost and increase efficiency at the source.
Annual Report 2014
China Southern Airlines Company Limited
057
Frankfurt
23 June 2014, the Company launched a new service between
Guangzhou and Frankfurt via Changsha, marking the opening
of air service from South Central China to Germany.
ChangSha
Report of Directors
The Board hereby presents this annual report and the audited financial statements for the year ended 31 December 2014 of the
Group to the shareholders of the Company (the “Shareholders”).
PRINCIPAL ACTIVITIES, OPERATING RESULTS AND FINANCIAL POSITION
The Group is principally engaged in airline operations. The Group also operates certain airline related businesses, including
provision of aircraft maintenance and air catering services. The Group is one of the largest airlines in China. In 2013, the Group
ranked first among all Chinese airlines in terms of number of passengers carried, number of scheduled flights per week, number
of hours flown, number of routes and size of aircraft fleet. The Group has prepared the financial statements for the year ended
31 December 2014 in accordance with IFRSs. Please refer to pages 113 to 200 of this annual report for details.
FIVE-YEAR SUMMARY
A summary of the results and the assets and liabilities of the Group prepared under IFRSs for the five-year period ended 31
December 2014 are set out on page 204 of this annual report.
BANK LOANS AND OTHER BORROWINGS
Details of the bank loans, short term financing bills and other borrowings of the Company and the Group are set out in notes 36
and 37 to the financial statements prepared under IFRSs.
INTEREST CAPITALISATION
For the year ended 31 December 2014, RMB417 million (2013: RMB321 million) was capitalised as the cost of construction in
progress and property, plant and equipment in the financial statements prepared under IFRSs.
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment of the Company and the Group and movements of property, plant and equipment during the
year ended 31 December 2014 are set out in note 22 to the financial statements prepared under IFRSs.
MAJOR CUSTOMERS AND SUPPLIERS
The Group’s purchases from the largest supplier for the year represented approximately 17.19% of the Group’s total purchases.
Purchases from the five largest suppliers accounted for an aggregate of approximately 32.47% of the Group’s total purchases
in 2014. At no time during the year have the directors, their associates or any shareholder of the Company (which to the
knowledge of the Directors owns more than 5% of the Company’s share capital) had any interest in these five largest suppliers.
The Group’s aggregate turnover with its five largest customers did not exceed 30% of the Group’s total turnover in 2014.
TAXATION
Details of taxation of the Company and the Group are set out in notes 19 and 30 to the financial statements prepared under
IFRSs.
Enterprise Income Tax of Overseas Non-Resident Enterprises
In accordance with the relevant tax laws and regulations in the PRC, the Company is obliged to withhold and pay PRC enterprise
income tax on behalf of non-resident enterprise shareholders at a tax rate of 10% when the Company distributes any dividends
to non-resident enterprise shareholders. As such, any H Shares which are not registered in the name(s) of individual(s) (which,
for this purpose, includes shares registered in the name of Hong Kong Securities Clearing Company Nominees Limited,
other nominees, trustees, or other organisations or groups) shall be deemed to be H Shares held by non-resident enterprise
shareholder(s), and the PRC enterprise income tax shall be withheld from any dividends payable thereon. Non-resident enterprise
shareholders may wish to apply for a tax refund (if any) in accordance with the relevant requirements, such as tax agreements
(arrangements), upon receipt of any dividends.
060
China Southern Airlines Company Limited
Annual Report 2014
Report of Directors
Individual Income Tax of Overseas Individual Shareholders
In accordance with the relevant tax laws and regulations in the PRC, when non-foreign investment companies of the mainland
which are listed in Hong Kong distribute dividends to their shareholders, the individual shareholders in general will be subject
to a withholding tax rate of 10% without making any application for the entitlement for the above-mentioned tax rate. However,
the Company is a foreign investment company and, as confirmed by the relevant tax authorities, according to the Circular on
Certain Issues Concerning the Policies of Individual Income Tax (Cai Shui Zi [1994] No. 020) (《關於個人所得稅若干政策問題的
通知》（財稅字[1994]020號）) promulgated by the Ministry of Finance and the State Administration of Taxation on 13 May 1994,
overseas individuals are, as an interim measure, exempted from the PRC individual income tax for dividends or bonuses received
from foreign investment enterprises.
RESERVES
Movements in the reserves of the Company and the Group during the year are set out in note 47 to the financial statements
prepared under IFRSs.
SUBSIDIARIES
Details of the principal subsidiaries of the Company are set out in note 25 to the financial statements prepared under IFRSs.
PURCHASE, SALE OR REDEMPTION OF SHARES
Neither the Company nor any of its subsidiaries purchased, sold or redeemed any Shares during the year ended 31 December
2014.
PRE-EMPTIVE RIGHTS
None of the provisions of the articles of association of the Company provides for any pre-emptive rights requiring the Company
to offer new Shares to existing shareholders in proportion to their existing shareholdings.
AUDIT COMMITTEE
The audit committee of the Company has reviewed and confirmed this annual report.
THE MODEL CODE
Having made specific enquiries with all the Directors, the Directors have for the year ended 31 December 2014 complied with
the Model Code as set out in Appendix 10 of the Listing Rules.
The Company has adopted a code of conduct which is no less stringent than the Model Code regarding securities transactions
of the Directors.
COMPLIANCE WITH THE CODE PROVISIONS OF THE CORPORATE
GOVERNANCE CODE
The Group has complied with the code provisions of the Corporate Governance Code as set out in Appendix 14 of the Listing
Rules for the year ended 31 December 2014.
SUFFICIENCY OF PUBLIC FLOAT
According to the information publicly available to the Company, and within the knowledge of the Directors as at the latest
practicable date prior to the issue of this annual report, the Company had maintained sufficient public float as required by the
Listing Rules throughout the year ended 31 December 2014.
Annual Report 2014
China Southern Airlines Company Limited
061
Report of Directors
CONNECTED TRANSACTIONS
The Company entered into certain connected transactions with CSAHC and other connected persons from time to time. Details
of the connected transactions of the Company, as defined under the Listing Rules, conducted in 2014 which are required to be
disclosed under the Listing Rules, are as follows:
(1) De-merger Agreement
The De-merger Agreement dated 25 March 1995 (such agreement was amended by the Amendment Agreement No.1
dated 22 May 1997) was entered into between CSAHC and the Company for the purpose of defining and allocating the
assets and liabilities between CSAHC and the Company. Under the De-merger Agreement, CSAHC and the Company have
agreed to indemnify the other party against claims, liabilities and expenses incurred by such other party relating to the
businesses, assets and liabilities held or assumed by CSAHC or the Company pursuant to the De-merger Agreement.
Neither the Company nor CSAHC has made any payments in respect of such indemnification obligations from the date of
the De-merger Agreement up to the date of this annual report.
(2) Continuing Connected Transactions between the Company and CSAHC (or their
respective subsidiaries)
A
SAIETC, a wholly-owned subsidiary of CSAHC
On 9 January 2014, the Company and SAIETC entered into a new import and export agency framework agreement
(the “Import and Export Agency Framework Agreement”) to renew the continuing connected transactions
contemplated therein for a fixed term of three years commencing from 1 January 2014 to 31 December 2016.
Pursuant to the Import and Export Agency Framework Agreement, SAIETC agreed to provide import and export
services and the relevant lease services, customs clearance services, customs declaration and inspection services,
and the relevant storage, transportation and insurance agency services, and tendering and agency services to the
Group. In relation to the service fee charged for import and export services, both parties agreed that such fee shall
not be higher than the prevailing market rate charged by several trading companies of certain airlines companies
in the PRC for similar services. In relation to the service fee charged for custom clearing, custom declaration and
inspection, and the relevant storage, transportation and insurance services, both parties agreed that such fee
charged shall not be higher than the prevailing market rate charged for similar services provided by independent
third party service providers in the flight equipment logistics transportation market in the PRC. In relation to the
service fee charged for the tendering and agency services, it is required to be determined in accordance with the
fee standard prescribed by the State for this kind of tendering and agency services from time to time. During the
period of the Import and Export Agency Framework Agreement, the annual cap are set at RMB160 million per
annum.
For the year ended 31 December 2014, the agency fee incurred by the Group in respect of the above import and
export services was approximately RMB119 million.
062
China Southern Airlines Company Limited
Annual Report 2014
Report of Directors
B
SACM, which is 40% owned by the Company and 60% owned by CSAHC
On 19 April 2013, the Company renewed the media services framework agreement (the “Media Services
Framework Agreement”) with SACM, for a term of three years commencing from 1 January 2013. Pursuant to the
agreement, the Company has appointed SACM to provide advertising agency services, the plotting, purchase and
production of in-flight TV and movie program agency services, channel publicity and production services, public
relations services relating to recruitments of airhostess, and services relating to the distribution of newspapers
and magazines. The service fees for the media services to be provided to members of the Group by SACM and its
subsidiaries (the “SACM Group”) are determined, among others, the prevailing market price. Pricing are based on
prevailing market price and agreed upon between the parties for each transaction on arm’s length negotiations in
accordance with the following pricing mechanism: (a) if there are prevailing market prices for same or similar types
of services in the same or similar locations of the services being provided, the pricing of the services shall follow
such prevailing market price; or (b) if there are no such prevailing market price in the same or similar locations,
the services to be provided by SACM Group shall be on terms which are no less favourable than the terms which
can be obtained by the Group from independent third parties within the PRC market. The annual cap under the
agreement for each year is RMB98 million, RMB105 million and RMB113 million, respectively.
For the year ended 31 December 2014, the media fees incurred by the Group for the media services amounted to
approximately RMB75 million.
The Company and SACM entered into the Supplemental Agreement to the Media Services Framework Agreement
on 29 December 2014 to revise the annual cap for services provided by the SACM Group for the period from 1
January 2015 to 31 December 2015 from RMB113 million to RMB118.5 million. In addition, the following revisions
to the Media Services Framework Agreement were also made and set out in the Supplemental Agreement to
the Media Services Framework Agreement: (a) to clarify the parties referred in the Media Services Framework
Agreement shall include itself and its wholly-owned or controlled subsidiaries; and (b) to clarify the rights and
obligations of the SACM Group, i.e. clarifying the SACM Group will have full discretion for the whole process of the
selection of media or media agent, negotiation, purchase, execution and supervision, and the SACM Group should
take the responsibility to monitor the advertisement, submit the monitoring report and strengthen the supervision
on the advertising effect. Save as the aforesaid revision, all other terms of the Media Services Framework
Agreement remain unchanged.
Annual Report 2014
China Southern Airlines Company Limited
063
Report of Directors
C
Finance Company, which is 66% owned by CSAHC, 21% owned by the Company and 13%
owned in aggregate by four subsidiaries of the Company
(a)
On 8 November 2013, the Company renewed the financial services framework agreement (the “Financial
Services Framework Agreement”) with the Finance Company for a term of three years starting from 1
January 2014 to 31 December 2016.
Under such agreement, the Finance Company agrees to provide to the Company deposit and loan services.
The Finance Company shall pay interests to the Company regularly at a rate not lower than the current
deposit rates set by the People’s Bank of China. The Group’s deposits placed with the Finance Company
were re-deposited in a number of banks. The Finance Company has agreed that the loans it provided to
CSAHC and its subsidiaries other than the Group should not exceed the sum of the Finance Company’s
shareholders’ equity, capital reserves and total deposits received from other companies (excluding the
Group). The rates should be determined on an arm’s length basis and based on fair market rate, and should
not be higher than those available from independent third parties. Each of the maximum daily balance of
deposits (including the corresponding interests accrued thereon) placed by the Company as well as the
maximum amount of the outstanding loan provided by the Finance Company to the Company (including
the corresponding interests payable accrued thereon) at any time during the term of the Financial Services
Framework Agreement shall not exceed the Cap which is set at RMB6 billion on any given day. The annual
cap of fees payable to the Finance Company by the Group for the other financial services should not
exceed RMB5 million. On 26 December 2013, the second extraordinary general meeting of 2013 considered
and approved the Financial Services Framework Agreement.
As of 31 December 2014, the Group’s deposits placed with the Finance Company amounted to RMB4,264
million.
(b)
On 21 November 2014, the Board approved Guangdong CSA E-commerce Co., Ltd. (“E-commerce
Company”, a wholly-owned subsidiary of the Company), to enter into the four electronic aviation passenger
comprehensive insurance four parties cooperation agreements (the “Cooperation Agreements”) with
the Finance Company, Insurance Brokers (Beijing) Co., Ltd. (“Air Union”) and each of the four insurance
companies, respectively, for a period of three years commencing from 12 June 2014 to 31 May 2017.
Pursuant to the Cooperation Agreements, the E-commerce Company agreed to authorize other parties to
use the B2C website, the mobile terminal air tickets sale platform and VOS sale system of the Company for
sales of online insurances in consideration for a fixed service fees for each policy sold through its electronic
platform.
The Group will charge a fixed service fee of RMB5 for each insurance policy sold through its electronic
platforms. There has not been any comparative market prices due to the specific nature of such transaction
and the above pricing model has been agreed on an arm’s length basis among the parties and has been
adopted since the commencement of cooperation in 2008.
The annual caps in relation to the service fees to be charged by the Group are RMB14.24 million, RMB30.27
million, RMB42.38 million and RMB24.72 million for the seven months ended 31 December 2014, for the
two years ending 31 December 2016 and the five months ending 31 May 2017.
For the year ended 31 December 2014, the service fee charged by the Group were approximately RMB20.87
million (including the service fee of approximately RMB7.05 million for the five months ended 31 May 2014
and approximately RMB13.82 million for the seven months ended 31 December 2014).
064
China Southern Airlines Company Limited
Annual Report 2014
Report of Directors
D
E
GSC (formerly known as PCACL), a wholly-owned subsidiary of CSAHC
On 8 November 2013, the Company and GSC renewed the Passenger and Cargo Sales Agency Services Framework
Agreement (the “Passenger and Cargo Sales Agency Services Framework Agreement”) to renew the continuing
connected transactions contemplated therein for a fixed term of three years commencing from 1 January 2014 to
31 December 2016. Pursuant to the New Passenger and Cargo Sales Agency Services Framework Agreement, GSC
agrees to provide the following services to the Group: domestic and international air ticket sales agency services;
domestic and international airfreight forwarding sales agency services; chartered flight and pallets sales agency
services; internal operation services for the inside storage area (these services include the areas in Guangzhou,
Beijing and Shanghai, etc); and delivery services for the outside storage area. The agency fee for sales agency
services is determined by reference to the agency ratio paid to the agency companies by the airline companies of
the same types of the industry in the same regions; the service fee for internal operation services is determined by
the fee standard prescribed by the local government. The annual cap shall be RMB250 million per annum for the
entire term of the New Passenger and Cargo Sales Agency Services Framework Agreement.
For the year ended 31 December 2014, the commission expense and goods handling fee paid to GSC were
approximately RMB8 million and RMB46 million, respectively, and the income relating to other services was
approximately RMB32 million.
CSAGPMC, a wholly-owned subsidiary of CSAHC
The Company has entered into a New Framework Agreement for Engagement of Property Management (the
“New Airport Property Management Framework Agreement”) with GCSAPMC on 28 December 2012 to renew the
property management transactions for a term of three years from 1 January 2012 to 31 December 2014. Pursuant
to the New Airport Property Management Framework Agreement, the Company has renewed the appointment of
GCSAPMC for provision of property management and maintenance services for the Company’s leased properties
in the airport terminal, the base and the 110KV transformer substation at the new Baiyun International Airport (other
than certain properties in the Company’s headquarter located in the old Baiyun Airport which were covered in the
previous agreement) to ensure the ideal working conditions of the Company’s production and office facilities and
physical environment, and the normal operation of equipment.
The Company has further entered into the airport property management framework agreement (the “Old Airport
Property Management Framework Agreement”) on 11 January 2013 to renew the property management at the
old Baiyun Airport for a term of three years from 1 January 2012 to 31 December 2014. Pursuant to the Old Airport
Property Management Framework Agreement, the Company has renewed the appointment of GCSAPMC for the
provision of property management and maintenance services for the Company’s properties at the old Baiyun
Airport and surrounding in Guangzhou.
The fee charging schedule (or charge standard) under the New Airport Property Management Framework
Agreement and the Old Airport Property Management Framework Agreement shall be determined on an arm’s
length basis between both parties, and shall not be higher than the one charged by any independent third parties
in the similar industry.
Annual Report 2014
China Southern Airlines Company Limited
065
Report of Directors
On 31 December 2013, the Company entered into the agreement supplemental to the Old Airport Property
Management Framework Agreement and the agreement supplemental to the New Airport Property Management
Framework Agreement, pursuant to which the annual cap for the New Airport Property Management Framework
Agreement and the Old Airport Property Management Framework Agreement changed to RMB42.70 million and
RMB27.30 million, respectively. The revised annual caps under the Old Airport Property Management Supplemental
Agreement and the New Airport Property Management Supplemental Agreement are determined at an arm’s
length basis between both parties by reference to the original annual caps, the coverage of properties, the
increase in service scope and standard as well as the prevailing services fees charged for similar services on the
similar types of properties provided by the independent third parties in the market.
For the year ended 31 December 2014, the property management and maintenance fee incurred by the Group
amounted to approximately RMB61 million pursuant to the New Airport Property Management Framework
Agreement and the Old Airport Property Management Framework Agreement.
The Company has entered into the new Property Management Framework Agreement with CSAGPMC on 29
December 2014 to renew the property management transactions originally covered under the New Airport
Property Management Framework Agreement and the Old Airport Property Management Framework Agreement
for a term of three years from 1 January 2015 to 31 December 2017. Pursuant to the Property Management
Framework Agreement, the Company has renewed the appointment of CSAGPMC for the provision of property
management and maintenance services for the Company’s properties at the old Baiyun Airport and the new
Baiyun International Airport and surrounding in Guangzhou, the Company’s leased properties in the airport
terminal at New Baiyun International Airport, the base and the 110KV transformer substation at the new Baiyun
International Airport to ensure the ideal working conditions of the Company’s production and office facilities and
physical environment, and the normal operation of equipment. In addition, CSAGPMC has also been appointed
for the provision of the property management and maintenance services for the power transformation and
distribution equipment at Guangzhou cargo terminal, and the provision of the electricity charge agency services
to the Group, which is newly added services to be provided by CSAGPMC to the Group. The annual cap for the
Property Management Framework Agreement is set at RMB90 million, RMB92 million and RMB96 million for each
of the three years ending 31 December 2015, 2016 and 2017, respectively.
F
SACC, which is 50.1% owned by CSAHC
On 19 April 2013, the Company entered into the catering services framework agreement (the “Catering Services
Framework Agreement”) with SACC for a term of three years, commencing from 1 January 2013 to 31 December
2015. Pursuant to the Catering Services Framework Agreement, SACC agrees to provide the in-flight lunch box,
and order, supply, allot, recycle, store and install the in-flight supply with their respective services for the arrival
and departure flights designated by the Group at the airport where SACC located at. The service fee is determined
at an arm’s length basis between both parties by reference to the state or local prescribed price and based on
the prevailing market price taking into account the assigned flight capacity growth in Shenzhen and the natural
market growth according to the historical figures as disclosed above, provided that the services fee charged
by SACC should not be higher than the one charged by any independent third parties in the similar locations
of similar services. The annual cap under the agreement for each year is RMB100 million, RMB115 million and
RMB132.25 million, respectively.
For the year ended 31 December 2014, the service fees paid by the Group to SACC amounted to approximately
RMB89 million.
066
China Southern Airlines Company Limited
Annual Report 2014
Report of Directors
G MTU Maintenance Zhuhai Co., Ltd. (“Zhuhai MTU”), which is 50% owned by CSAHC
The Company entered into an agreement relating to continuing connected transactions with CSAHC, MTU Aero
Engines GmbH (“MTU GmbH”) and Zhuhai MTU on 28 September 2009, by which Zhuhai MTU shall continue to
provide the Company with engine repair and maintenance services subject to the international competitiveness
and at the most favourable terms, while the Company shall make relevant payment to Zhuhai MTU according to
related charging standard. The agreement is effective from its date to 5 April 2031.
For the year ended 31 December 2014, the Group’s engine repair and maintenance service fees incurred under the
agreement relating to continuing connected transactions amounted to approximately RMB780 million.
(3) Trademark Licence Agreement
The Company and CSAHC entered into a ten year trademark licence agreement dated 22 May 1997. Pursuant to which
CSAHC acknowledges that the Company has the right to use the name “China Southern” and “China Southern Airlines”
in both Chinese and English, and grants the Company a renewable and royalty free licence to use the kapok logo on a
worldwide basis in connection with the Company’s airline and airline-related businesses. Unless CSAHC gives a written
notice of termination three months before the expiration of the agreement, the agreement will be automatically renewed
for another ten-year term. In May 2007, the trademark licence agreement entered into by the Company and CSAHC was
automatically renewed for 10 years.
(4) Leases
The Group (as lessee) and CSAHC (as lessor) entered into lease agreements as follows:
A
The Company and CSAHC has entered into the Asset Lease Agreement (the “Asset Lease Agreement”) on 25
September 2012 to renew the leases transactions for a term of three years from 1 January 2012 to 31 December
2014. Pursuant to the Asset Lease Agreement, CSAHC agrees to continue to lease to the Company certain parcels
of land, properties, and civil aviation structures and facilities at existing locations in Guangzhou, Haikou, Wuhan,
Hengyang, Jingzhou (previously known as “Shashi”), Zhan Jiang and Chang Sha. The annual rents payable to
CSAHC under the Asset Lease Agreement is RMB36 million for the three years ending 31 December 2014.
The Company further entered into the Nanyang Asset Lease Agreement (the “Nanyang Asset Lease Agreement”)
with CSAHC on 19 April 2014 for the leases transaction relating to certain lands and properties at Nanyang
Jiangying Airport for the period from 1 January 2013 to 31 December 2014. The rent payable under the Nanyang
Asset Lease Agreement was RMB30 million.
For the year ended 31 December 2014, the rent incurred by the Group amounted to approximately RMB66 million
pursuant to the Asset Lease Agreement and Nanyang Asset Lease Agreement.
The Company and CSAHC entered into the new Asset Lease Agreement on 29 December 2014 for a term of
three years from 1 January 2015 to 31 December 2017 to renew leases transactions originally covered under the
Asset Lease Agreement and the Nanyang Asset Lease Agreement. Pursuant to the new Asset Lease Agreement,
CSAHC agrees to continue to lease to the Company certain parcels of land, properties, and civil aviation structures
and facilities at existing locations in Guangzhou, Haikou, Wuhan, Hengyang, Jingzhou, Zhanjiang, Changsha and
Nanyang (mainly referred to Jiangying Airport) for a term of three years commencing from 1 January 2015 to 31
December 2017. The annual rent payable pursuant to the new Asset Lease Agreement of RMB86.26 million is
determined after arm’s length negotiation by the parties with reference to the historical figures, change of the
assets for lease and rental assessment report prepared by Zhonghuan Songde (Beijing) Assets Appraisal Co., Ltd.,
taking into account the prevailing market rental for properties located at similar locations.
Annual Report 2014
China Southern Airlines Company Limited
067
Report of Directors
B
C
The Company and CSAHC entered into an indemnification agreement dated 22 May 1997 in which CSAHC has
agreed to indemnify the Company against any loss or damage caused by or arising from any challenge of, or
interference with, the Company’s right to use certain lands and buildings.
On 9 January 2014, the Company and CSAHC have entered into two new lease agreements (the “Lease
Agreements”), namely, the property lease agreement (the “Property Lease Agreement”) and the land lease
agreement (the “Land Lease Agreement”) to renew the land and property leases transactions contemplated
thereunder for the period from 1 January 2014 to 31 December 2016. Pursuant to the Property Lease Agreement,
CSAHC agreed to lease certain properties, facilities and other infrastructure located in various cities such as
Guangzhou, Shenyang, Dalian, Harbin, Xinjiang, Changchun, Beijing and Shanghai held by CSAHC or its subsidiaries
to the Company for office use related to the civil aviation business development. Pursuant to the Land Lease
Agreement, CSAHC agreed to lease certain lands located in Xinjiang, Harbin, Changchun, Dalian and Shenyang by
leasing the land use rights of such lands to the Company for the purpose of civil aviation and related businesses
of the Company. The annual rental is determined after arm’s length negotiation between the parties and adjusted
with reference to the rental assessment report prepared by Guangdong Yangcheng Land and Property Appraisal
Co., Ltd., taking into account the prevailing market rental for properties located at similar locations and the above
historical figures. The maximum annual aggregate amount of rent payable by the Company to CSAHC under the
Property Lease Agreement and the Land Lease Agreement for each of the three years ending 31 December 2016
shall not exceed RMB40 million and RMB64 million, respectively.
For the year ended 31 December 2014, the rents for land lease and property lease incurred by the Group
amounted to approximately RMB40 million and RMB64 million, respectively pursuant to the Lease Agreements.
(5) Acquisition of 95.40% Equity Interests in Hebei Airlines
On 13 October 2014, Xiamen Airlines (a subsidiary of the Company) and Hebei Airlines Investment Group Company
Limited (“Hebei Airlines Investment”) entered into the equity transfer agreement, pursuant to which Xiamen Airlines
agreed to purchase and Hebei Airlines Investment agreed to sell the 95.40% equity interests in Hebei Airlines at the
consideration of RMB680 million (the “Acquisition”). The consideration of RMB680 million is determined after an arm’s
length negotiation between the parties in accordance with prevailing market conditions and after taking into account,
inter alia, the net asset value of Hebei Airlines and the appraisal value of the 95.40% equity interests in Hebei Airlines as of
30 April 2014.
The Company believes that the Acquisition can help the Group to further develop the aviation market in Hebei, facilitate
the integration of the North China market by Xiamen Airlines and improve its domestic route network. The Acquisition
will also achieve the synergies of Xiamen Airlines and Hebei Airlines to strengthen their market positions, so as to further
enhance the competitiveness of the Company, Xiamen Airlines and Hebei Airlines as a whole.
Hebei Airlines Investment is a wholly-owned subsidiary of Jizhong Energy Group Company Limited, which is a holding
company of Jizhong Energy Resources Co., Ltd. (a substantial shareholder of Xiamen Airlines), Hebei Airlines Investment is
thus a connected person at the subsidiary level of the Company.
068
China Southern Airlines Company Limited
Annual Report 2014
Report of Directors
The independent non-executive Directors have confirmed to the Board that they have reviewed the non-exempt
continuing connected transactions and are of the view that:
(a)
those transactions were conducted in the ordinary and usual course of business of the Group;
(b)
those transactions were entered into on normal commercial terms or better; and
(c)
those transactions were conducted in accordance with the relevant agreement governing them on terms that
were fair and reasonable and in the interests of the shareholders of the Company as a whole.
The auditors of the Company was engaged to report on the Company’s continuing connected transactions in accordance
with Hong Kong Standard on Assurance Engagements 3000 “Assurance Engagement Other Than Audits or Reviews of
Historical Financial Information” and with reference to Practice Note 740 “Auditor’s Letter on Continuing Connected
Transactions under the Hong Kong Listing Rules” issued by Hong Kong Institute of Certified Public Accountants. The
auditors have issued their unqualified letter containing their conclusions in respect of the above-mentioned continuing
connected transactions in accordance with the Rule 14A.56 of the Listing Rules, indicating that:
(a)
(b)
(c)
(d)
nothing has come to their attention that causes them to believe that the disclosed continuing connected
transactions have not been approved by the Board;
for transactions involving the provision of goods or services by the Group, nothing has come to their attention
that causes them to believe that the transactions were not, in all material respects, in accordance with the pricing
policies of the Group;
nothing has come to their attention that causes them to believe that the transactions were not entered into, in all
material respects, in accordance with the relevant agreements governing such transactions; and
with respect to the aggregate amount of each of the above continuing connected transactions, nothing has
come to their attention that causes them to believe that the disclosed continuing connected transactions have
exceeded the annual cap set by the Company.
Certain related party transactions as disclosed in note 50 of the financial statements prepared under IFRSs also constituted
connected transactions under the Listing Rules required to be disclosed in accordance with Chapter 14A of the Listing
Rule. The Company has complied with the disclosure requirements of Chapter 14A of Listing Rules in respect of the above
connected transactions or continuing connected transactions.
Annual Report 2014
China Southern Airlines Company Limited
069
Report of Directors
DONATIONS
For the year ended 31 December 2014, the Group made donations for charitable purposes amounting to approximately RMB11.2
million.
DESIGNATED DEPOSITS AND OVERDUE TIME DEPOSITS
As at 31 December 2014, the Group’s deposits placed with financial institutions or other parties did not include any designated
deposits, or overdue time deposits for which the Group failed to receive repayments.
MATERIAL LITIGATION
Save as disclosed in note 53 to the financial statements, as at 31 December 2014, the Group was not involved in any material
litigation.
AUDITORS
A resolution is to be proposed at the forthcoming annual general meeting of the Company for the appointment of
PricewaterhouseCoopers Zhong Tian LLP to provide professional services to the Company for its domestic financial reporting,
U.S. financial reporting and internal control for the year 2015 and PricewaterhouseCoopers to provide professional services to the
Company for its Hong Kong financial reporting for the year 2015.
By order of the Board
Si Xian Min
Chairman
Guangzhou, the PRC
30 March 2015
070
China Southern Airlines Company Limited
Annual Report 2014
Changes in the Share Capital, Shareholders’ Profile
and Disclosure of Interests
I. CHANGE IN SHARE CAPITAL
Unit: Share
Increase/(decrease) during
January to December 2014
Number of Shares Percentage Number of Shares Percentage Number of Shares Percentage
31 December 2014
31 December 2013
I.
II.
Shares subject to restrictions on
sales
Shares not subject to restrictions
on sales
1.
2.
RMB ordinary shares
Foreign listed shares
Total
III. Total number of shares
0
0
7,022,650,000
2,794,917,000
9,817,567,000
9,817,567,000
71.53%
28.47%
100%
100%
0
0
0
0
0
0
0
0
0
0
0
0
7,022,650,000
2,794,917,000
9,817,567,000
9,817,567,000
71.53%
28.47%
100%
100%
II. PARTICULARS OF SHAREHOLDERS
(I) Number of shareholders and particulars of shareholdings
Unit: Share
Total number of shareholders at the end of the reporting period: 260,564
Particulars of the top ten shareholders
Name of the shareholder
CSAHC
Capacity
State
HKSCC (Nominees) Limited
Overseas legal entity
Nan Lung Holding Limited (“Nan Lung”)
Stated-owned legal entity
Zhong Hang Xin Gang Guarantee Co., Ltd.
Zhao Xiao Dong
Wuhu RuiJian Investment Consultation
Company Limited
Bank of China Limited – Huatai-PineBridge
Positive Growth Mixed Fund (中國銀行股份
有限公司－ 華泰柏瑞積極成長混合型證券
投資基金)
Bank of China Limited – Harvest Shanghai
Shenzhen 300 Trading Index Securities
Investment Open-ended Fund
(中國銀行股份有限公司 － 嘉實滬深
300交易型開放式指數證券投資基金)
Domestic Non-state-
owned legal entity
Domestic Individual
Domestic Non-state-
owned legal entity
Domestic Non-state-
owned legal entity
Domestic Non-state-
owned legal entity
National Social Security Fund 116
(全國社保基金一一六組合)
National Social Security Fund 603
(全國社保基金六零三組合)
Domestic Non-state-
owned legal entity
Domestic Non-state-
owned legal entity
Increase/(decrease)
during the
reporting period
Number of shares
held at the end of
reporting period
Shareholding
percentage at
the end
of reporting
period
Number of
shares subject
to trading
restrictions
Number
of shares
pledged or
frozen
58,536,278
(119,100)
0
0
(24,858,200)
4,208,586,278
1,745,649,197
1,033,650,000
159,000,000
123,020,024
(91,700,000)
50,350,000
42.87%
17.78%
10.53%
1.62%
1.25%
0.51%
0
0
0
0
0
0
None
Unknown
None
Unknown
Unknown
Unknown
34,145,990
34,145,990
0.35%
0
Unknown
317,441
19,209,426
18,803,880
18,803,880
17,999,929
17,999,929
0.20%
0.19%
0.18%
0
0
0
Unknown
Unknown
Unknown
Annual Report 2014
China Southern Airlines Company Limited
071
Changes in the Share Capital, Shareholders’ Profile and Disclosure of Interests
(II) Particulars of the top ten shareholders holding the Company’s tradable shares not
subject to trading restrictions
Unit: Share
Particulars of the top ten shareholders holding the Company’s tradable shares not subject to trading
restrictions
Name of Shareholders
CSAHC
HKSCC (Nominees) Limited
Nan Lung
Number
of tradable
shares not
subject to selling
restrictions
Type of shares
4,208,586,278
RMB-denominated ordinary shares
1,745,649,197 Overseas listed foreign shares
1,033,650,000 Overseas listed foreign shares
Zhong Hang Xin Gang Guarantee Co., Ltd.
159,000,000
RMB-denominated ordinary shares
Zhao Xiao Dong
123,020,024
RMB-denominated ordinary shares
Wuhu RuiJian Investment Consultation Company
Limited
50,350,000
RMB-denominated ordinary shares
Bank of China Limited – Huatai-PineBridge Positive
Growth Mixed Fund
34,145,990
RMB-denominated ordinary shares
Bank of China Limited – Harvest Shanghai Shenzhen
300 Trading Index Securities Investment Open-ended
Fund
National Social Security Fund 116
National Social Security Fund 603
19,209,426
RMB-denominated ordinary shares
18,803,880
RMB-denominated ordinary shares
17,999,929
RMB-denominated ordinary shares
Explanation of the
connected relationship
or acting in concert
relationship of the
above shareholders
Nan Lung is incorporated in Hong Kong and a wholly-owned subsidiary of CSAHC.
The Company is not aware of any other connected relationship between other
shareholders. The H shares held by HKSCC Nominees Limited include the 31,120,000 H
shares of the Company held by Yazhou Travel Investment Company Limited, a fourth
level subsidiary of CSAHC incorporated in Hong Kong.
072
China Southern Airlines Company Limited
Annual Report 2014
Changes in the Share Capital, Shareholders’ Profile and Disclosure of Interests
(III) The controlling shareholder or de facto controller
1.
Information of the controlling shareholders
During the reporting period, there were no changes in the controlling shareholder or de facto controller of
the Company.
Name
China Southern Air Holding Company
Responsible person or legal
Si Xian Min
representative
Date of Establishment
Organisation code
Registered capital
Major business operation
Future development strategies
Ownership of other domestic
and overseas listed companies
controlled or invested during
the reporting period
11 October 2002
10000589-6
RMB11,196,046,000
To operate all the state-owned assets and state-owned equities being
invested into the Group and its joint stock companies
Taking airline transportation as its core business, to interoperate and
develop in hand with related industries, and become a large-scale
airline transportation group with comprehensive competitiveness
and strong capability in creating values.
TravelSky Technology Limited (shareholding of 11.94%)
2.
Information of de facto controllers
The chart below indicates the ownership and controlling relationship between the Company and de facto
controllers:
State-owned Assets Supervision and Administration Commission of the State Council
100%
China Southern Air Holding Company
100%
Nan Lung Holding Limited
100%
42.87%
TravelSky Technology (Hong Kong) Limited
10.53%
100%
Yazhou Travel Investment Company Limited
0.32%
China Southern Airlines Company Limited
Annual Report 2014
China Southern Airlines Company Limited
073
Changes in the Share Capital, Shareholders’ Profile and Disclosure of Interests
3. Other information of the controlling shareholder and de facto controllers
CSAHC was established on 11 October 2002 and is a large-scale state-owned air transportation group with
China Southern Airlines (Group) Company as its main core entity, together with Xinjiang Airlines and China
Northern Airlines. CSAHC is one of the three core air transportation groups directly managed by the State-
owned Assets Supervision and Administration Commission which specializes in relevant industries including
air transportation passenger and cargo transportation agency, aero engines maintenance, import & export
trading, financing, construction and development and media and advertising.
The strategic objective of the CSAHC is to maintain an aviation industry group with comprehensive
competitiveness and sustainable profitability. Insisting on maintaining its core values of “Customer First,
Respecting Talents, Pursuit of Excellence, Continuous Innovation and Favourable Return” while maintaining
its vibrant vision and mission of becoming a major world-class airline, the first choice for customers and
highly respected by its staff, CSAHC works to continually enhance its service brand to be the best in China
and the first-rate across Asia.
4. Other corporate shareholders with more than 10% shareholding
Name of corporate
shareholders
Responsible
person or legal
representative
Date of
Establishment
Organisation
code
Registered
capital
Major business
operation or
management
activities
Nan Lung
Jing Gongbin
September 1992
Not applicable
HKD1,674,497,600
Investment holding
074
China Southern Airlines Company Limited
Annual Report 2014
Changes in the Share Capital, Shareholders’ Profile and Disclosure of Interests
III. DISCLOSURE OF INTERESTS
As at 31 December 2014, to the best knowledge of the Directors, chief executive and Supervisors of the Company, the
following persons (other than the Directors, chief executive or Supervisors of the Company) had interests and short
positions in the shares (the “Shares”) and underlying Shares of the Company which are required to be recorded in the
register of the Company required to be kept under section 336 of the SFO:
Name of shareholders
Capacity
Types of Shares
CSAHC (Note)
Nan Lung (Note)
Beneficial owner
Interest of controlled
corporations
Beneficial owner
Interest of controlled
corporations
A Shares
H Shares
Sub-total
H Shares
% of the
total issued
A Shares of
the Company
% of the
total issued
H Shares of
the Company
% of the
total issued
share capital of
the Company
Number of
Shares held
4,208,586,278 (L)
59.93%
1,064,770,000 (L)
5,273,356,278 (L)
1,064,770,000 (L)
–
–
–
–
38.10%
–
38.10%
42.87%
10.85%
53.72%
10.85%
Note: CSAHC was deemed to be interested in an aggregate of 1,064,770,000 H Shares through its direct and indirect wholly-owned
subsidiaries in Hong Kong, of which 31,120,000 H Shares were directly held by Yazhou Travel Investment Company Limited (representing
approximately 1.11% of its then total issued H Shares) and 1,033,650,000 H Shares were directly held by Nan Lung (representing
approximately 36.98% of its then total issued H Shares). As Yazhou Travel Investment Company Limited is also an indirect wholly-owned
subsidiary of Nan Lung, Nan Lung was also deemed to be interested in the 31,120,000 H Shares held by Yazhou Travel Investment
Company Limited.
Save as disclosed above, as at 31 December 2014, so far as was known to the Directors, chief executive and Supervisors of
the Company, no other person (other than the Directors, chief executive or Supervisors of the Company) had an interest
or a short position in the Shares or underlying Shares recorded in the register of the Company required to be kept under
section 336 of the SFO.
Annual Report 2014
China Southern Airlines Company Limited
075
Directors, Supervisors, Senior Management and Employees
I. DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT
(I) Directors, Supervisors and Senior Management
The Directors, Supervisors and senior management of the Company are set out as follows:
Name
Si Xian Min
Position
Gender
Age
Chairman of the Board and
Non-executive Director
Male
Tan Wan Geng
Vice Chairman of the Board, Executive
Male
Wang Quan Hua
Yuan Xin An
Yang Li Hua
Zhang Zi Fang
Li Shao Bin
Wei Jin Cai
Ning Xiang Dong
Liu Chang Le
Tan Jin Song
Pan Fu
Li Jia Shi
Zhang Wei
Yang Yi Hua
Wu De Ming
Ren Ji Dong
Liu Qian
Dong Su Guang
Wang Zhi Xue
Hu Chen Jie
Su Liang
Chen Wei Hua
Guo Zhi Qiang
Yuan Xi Fan
Li Tong Bin
Xie Bing
Feng Hua Nan
Xiao Li Xin
Director and President
Non-executive Director
Non-executive Director
Non-executive Director
Executive Director and
Executive Vice President
Male
Male
Female
Male
Male
Executive Director
Male
Independent Non-executive Director
Male
Independent Non-executive Director
Male
Independent Non-executive Director
Male
Independent Non-executive Director
Male
Chairman of the Supervisory Committee
Male
Supervisor
Female
Supervisor
Female
Supervisor
Male
Supervisor
Male
Executive Vice President
Male
Executive Vice President
Male
Executive Vice President
Male
Executive Vice President and Chief Pilot
Male
Chief Information Officer
Male
Chief Economist
Male
Chief Legal Adviser
Male
COO Marketing & Sales
Male
Chief Engineer
Male
Chief Engineer
Male
Company Secretary
COO Flight Safety
Male
Chief Accountant and Chief Financial Officer Male
Appointment date
for the term of office
Expiry date for
the term of office
26 December 2013
26 December 2016
26 December 2013
26 December 2016
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
26 December 2013
30 April 2014
26 December 2013
15 August 2014
27 March 2015
25 March 2015
26 December 2016
26 December 2016
26 December 2016
26 December 2016
26 December 2016
26 December 2016
26 December 2016
26 December 2016
26 December 2016
26 December 2016
26 December 2016
26 December 2016
26 December 2016
26 December 2016
26 December 2016
30 April 2014
26 December 2016
27 February 2015
26 December 2016
26 December 2016
26 December 2016
30 April 2014
26 December 2016
26 December 2016
26 December 2016
26 December 2016
57
50
60
58
59
56
49
65
49
63
50
52
53
48
54
56
50
50
61
53
46
52
48
51
52
53
42
52
48
Note 1. On 30 April 2014, the Board approved that Mr. Dong Su Guang ceased to be the Executive Vice President of the Company due
to retirement. On 30 April 2014, the Board approved that Mr. Yuan Xi Fan ceased to be the Chief Engineer of the Company due
to work arrangement and the Board also approved to appoint Mr. Li Tong Bin as the Chief Engineer of the Company. On 15
August 2014, the Board approved to appoint Mr. Feng Hua Nan as the COO Flight Safety of the Company. On 27 February 2015,
the Board approved to remove the office of Mr. Hu Chen Jie as the Chief Information Officer of the Company. On 25 March
2015, Mr. Wang Quan Hua tendered his resignation as the Non-executive Director due to retirement; on 27 March 2015, the
Board appointed Mr. Xiao Li Xin as the Chief Accountant and Chief Financial Officer of the Company. On 9 April 2015, Mr. Wei
Jin Cai has tendered his resignation as an Independent Non-executive Director to the Board which shall take effect upon the
date of the effective appointment of the new independent non-executive Director.
Note 2. On 30 December 2014, the Board approved to remove the offices of Mr. Chen Gang as the Executive Vice President of the
Company and Mr. Tian Xiao Dong as the COO Flight Operations of the Company as they were under investigation on suspicion
of job-related crimes. On 5 January 2015, Mr. Xu Jie Bo tendered his resignation as the Director, and the Board approved to
remove the office of Mr. Xu Jie Bo as the Executive Vice President, Chief Financial Officer and Chief Accountant of the Company
as he was under investigation on suspicion of job-related crimes. On 5 January 2015, the Board approved to remove the office
of Mr. Zhou Yue Hai as the Executive Vice President of the Company as he was under investigation on suspicion of job-related
crimes.
076
China Southern Airlines Company Limited
Annual Report 2014
Directors, Supervisors, Senior Management and Employees
(II) Positions held in other Companies by Directors, Supervisors and Senior
Management
(1)
Positions held in shareholder entities
Name of
position
holder
Name of
shareholder entity
Si Xian Min
Wang Quan
CSAHC
CSAHC
Hua
Yuan Xin An CSAHC
Yang Li Hua CSAHC
CSAHC
Pan Fu
Position held in
shareholder entity
President
Vice President
Effective date
of appointment
Expiry date of
appointment
January 2009
September 2002
To date
December 2014
Vice President and
Chief Legal Adviser
Vice President
Team Leader of the Discipline
Inspection Commission
September 2007
To date
May 2009
November 2010
To date
To date
Zhang Wei
CSAHC
Director of the Audit Division October 2008
To date
(2)
Positions held in other entities
Name of position
holder
Name of other entities
Position(s) held in
other entities
Yuan Xin An
China Southern Airlines Group Construction and
Chairman
Development Company Limited
SAIETC
Zhuhai MTU
Dalian Acacia Town Villa Co., Ltd.
SACC
China Aircraft Services Limited
SACM
CSAGPMC
GSC
Sichuan Changhong Electric Company Limited
Aerospace Hi-Tech Holding Group Co., Ltd.
Yango Group Co., Ltd.
Weichai Power Co., Ltd
Phoenix Satellite Television Holdings Limited
Guangzhou Hengyun Enterprises Holdings Limited
Grandhope Biotech Co., Ltd.
Poly Real Estate Company Limited
Welling Holding Limited
Yang Li Hua
Ning Xiang Dong
Liu Chang Le
Tan Jin Song
Li Jia Shi
Zhang Wei
Guangzhou Zhongda Holding Co., Ltd.
SACM
Finance Company
SACM
SAIETC
Chairman
Chairman
Chairman
Chairman
Director
Chairman
Chairman
Chairman
Independent director
Independent director
Independent director
Independent director
Chairman and Chief
Executive Officer
Independent director
Independent director
Independent director
Independent
non-executive director
Chairman
Vice Chairman
Chairman of Supervisory
Committee
Chairman of Supervisory
Committee
Chairman of Supervisory
Committee
Guangzhou Southern Airline Construction Company
Director
Limited
Annual Report 2014
China Southern Airlines Company Limited
077
Directors, Supervisors, Senior Management and Employees
Name of position
holder
Yang Yi Hua
Name of other entities
Xiamen Airlines
Guizhou Airlines
Position(s) held in
other entities
Supervisor
Chairman of Supervisory
Committee
Chongqing Airlines
Guangzhou Baiyun International Logistic Company
Supervisor
Chairman of Supervisory
Limited
Finance Company
Beijing China Southern Airlines Ground Service
Company Limited
Committee
Supervisor
Convener of Supervisory
Committee
Nan Lung International Freight Limited
Chairman of Supervisory
Committee
Wang Zhi Xue
Su Liang
Chen Wei Hua
Guo Zhi Qiang
Li Tong Bin
Zhuhai Airlines
Sichuan Airlines Co., Ltd.
Xiamen Airlines
Xiamen Airlines
Xiamen Airlines
Guangzhou Nanland Air Catering Company Limited
Guangzhou Baiyun International Logistic Company
Limited
Guangzhou Aircraft Maintenance Engineering Company
Chairman
Director
Director
Director
Director
Chairman
Chairman
Chairman
Limited
Shenyang Northern Aircraft Maintenance Engineering
Chairman
Co., Ltd.
Feng Hua Nan
Zhuhai Xiang Yi Aviation Technology Company Limited Chairman
Chairman
Southern Airlines General Aviation Company Limited
Chairman
China Southern West Australian Flying College Pty Ltd.
(III) Changes of Information of Directors and Supervisors under Rule 13.51B(1) of
Listing Rules
Below are the information relating to the changes of Directors and Supervisors required to be disclosed pursuant
to Rule 13.51B(1) of the Listing Rules since the date of 2014 interim report:
1.
2.
3.
4.
Ms. Yang Li Hua, the Non-executive Director, was appointed as the chairman of GSC;
Mr. Wei Jin Cai, the Independent Non-executive Director, resigned as the independent director of Xiamen
International Airport Co., Ltd and E-Food Group Co., Ltd, and the independent non-executive director of
ASR Holdings Limited.
Mr. Pan Fu, the chairman of the Supervisory Committee, resigned as the chairman of PCACL.
Ms. Zhang Wei, the Supervisor, resigned as the Supervisor of China Southern Airlines Group Construction
and Development Company Limited and Zhuhai MTU.
Save as disclosed above, there is no other information required to be disclosed pursuant to Rule 13.51B(1) of the
Listing Rules.
078
China Southern Airlines Company Limited
Annual Report 2014
Directors, Supervisors, Senior Management and Employees
(IV) Changes in the number of Share held by Directors, Supervisors and Senior
Management and their remuneration
Number of
Shares held
as at the
beginning of
the reporting
period
Number of
Shares held
as at the
end of the
reporting
period
The total
remuneration
payable
received from
the Company
during the
reporting
period
(RMB’000)
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
766
150
150
150
150
0
768
0
434
507
768
1,397
486
1,348
1,037
66
697
690
444
560
694
1,111
0
Name
Si Xian Min
Tan Wan Geng
Wang Quan Hua
Yuan Xin An
Yang Li Hua
Zhang Zi Fang
Li Shao Bin
Wei Jin Cai
Ning Xiang Dong
Liu Chang Le
Tan Jin Song
Pan Fu
Li Jia Shi
Zhang Wei
Yang Yi Hua
Wu De Ming
Ren Ji Dong
Liu Qian
Dong Su Guang
Wang Zhi Xue
Hu Chen Jie
Su Liang
Chen Wei Hua
Guo Zhi Qiang
Yuan Xi Fan
Li Tong Bin
Xie Bing
Feng Hua Nan
Xiao Li Xin
Position
Chairman of the Board and
Non-executive Director
Vice Chairman of the Board,
Executive Director and President
Non-executive Director
Non-executive Director
Non-executive Director
Executive Director and Executive Vice President
Executive Director
Independent Non-executive Director
Independent Non-executive Director
Independent Non-executive Director
Independent Non-executive Director
Chairman of the Supervisory Committee
Supervisor
Supervisor
Supervisor
Supervisor
Executive Vice President
Executive Vice President
Executive Vice President
(Resigned on 30 April 2014)
Executive Vice President and Chief Pilot
Chief Information Officer
Chief Economist
Chief Legal Adviser
COO Marketing & Sales
Chief Engineer (Resigned on 30 April 2014)
Chief Engineer (Appointed on 30 April 2014)
Company Secretary
COO Flight Safety (Appointed on 15 August 2014)
Chief Accountant and Chief Financial Officer
(Appointed on 27 March 2015)
Note:
1. The total remuneration received from the Company are RMB766,000, RMB766,000, RMB1,373,000 and RMB695,000 by Mr. Xu
Jie Bo, Mr. Chen Gang, Mr. Zhou Yue Hai and Mr. Tian Xiao Dong, respectively for the reporting period.
2. During the reporting period, due to the designation to Skyteam, Mr. Su Liang didn’t receive any remuneration from the
Company, and the Company paid applicable insurance for him. Mr. Liu Qian, Mr. Wang Zhi Xue, Mr. Feng Hua Nan and Mr.
Zhou Yue Hai also served as pilots, and their remunerations were inclusive of crew allowance.
Annual Report 2014
China Southern Airlines Company Limited
079
Directors, Supervisors, Senior Management and Employees
During the reporting period, the current Directors, Supervisors and Senior Management or the Directors,
Supervisors and Senior Management who resigned during the reporting period hasn’t held or dealt with shares of
the Company.
As at 31 December 2014, none of the Directors, chief executive or Supervisors of the Company had interests or
short positions in the shares, underlying shares and/or debentures (as the case may be) of the Company or any
of its associated corporations (within the meaning of Part XV of the SFO) which were required to be notified to
the Company and the Stock Exchange pursuant to the SFO (including interests or short positions which are taken
or deemed to have under such provisions of the SFO), or which were required to be recorded in the register
maintained by the Company pursuant to section 352 of the SFO, or which were required to be notified to the
Company and the Stock Exchange pursuant to the Model Code as set out in Appendix 10 of the Listing Rules.
(V) Emolument Policy and Share Incentive of Directors, Supervisors and Senior
Management
The emolument policy of the Directors and senior management of the Company are recommended by the
Remuneration and Assessment Committee to the Board, having regard to the Group’s operating results, individual
performance and comparable market statistics in accordance with the “Administrative Measures on Remuneration
of Directors” and “Administrative Measures on Remuneration of Senior Management”.
On 30 November 2011, the Company’s General Meeting approved the “H Share Appreciation Rights Scheme
of China Southern Airlines Company Limited” with an aim to provide a medium to long term incentive to
certain Directors, senior management, managerial personnel and key technical of the Company and promote
the continuous development of the business of the Group, details of the scheme is set out in note 51(c) to the
financial statements prepared under IFRSs.
Details of the remuneration of the Directors, Supervisors and senior management of the Company are set out in
note 18 to the financial statements prepared under IFRSs.
Details of other employees’ retirement and housing benefits are set out in notes 14 and 51 to the financial
statements prepared under IFRSs.
Band
HK$
0-500,000
500,001-1,000,000
1,000,001-1,500,000
1,500,001-2,000,000
Total
Number of Senior Management
2014
2013
1
7
2
3
13
1
8
1
3
13
(VI) Service Contracts of the Directors and Supervisors and Interests of Directors and
Supervisors in Contracts
None of the Directors or Supervisors has entered or proposed to enter into any service contracts with the
Company or its subsidiaries which are not determinable by the Company or its subsidiaries within one year
without payment of compensation, other than statutory compensation.
During the year ended 31 December 2014, none of the Directors or Supervisors had a material interest in any
contract of significance to which the Company or any of its affiliates was a party.
080
China Southern Airlines Company Limited
Annual Report 2014
Directors, Supervisors, Senior Management and Employees
(VII) Profiles of Directors, Supervisors and Senior Management
Directors
Mr. Si Xian Min, aged 57, graduated with an Executive Master of Business Administration (EMBA) degree from
Tsinghua University. He began his career in 1975. Mr. Si served as the Director of the Political Division of China
Southern Airlines Henan Branch; as the Party Secretary and Vice President of Guizhou Airlines Company Limited;
as the Deputy Party Secretary and Secretary of the Disciplinary Committee of the Company; and as the Party
Secretary of CSAHC Northern Division. He has been the President of the Company from October 2004 to January
2009. Since 31 December 2004, Mr. Si has been the Director of the Company. Since January 2009, Mr. Si has been
the President and Deputy Party Secretary of CSAHC and the Chairman of the Board.
Mr. Tan Wan Geng, aged 50, graduated from Zhongshan University, majoring in economic geography, with
qualification of postgraduate degree. Mr. Tan began his career in civil aviation in 1990 and served as the head of
the Infrastructure Department and Director of Human Resources and Administration Department of the Beijing
Aircraft Maintenance and Engineering Corporation, the Deputy Director General of Human Resources Division
(Personnel and Education Division) of the Civil Aviation Administration of China (CAAC), and has been the Director
General and Party Secretary of Civil Aviation Administration of China Northeastern Region. He has been the Party
Secretary and Executive Vice President of the Company from January 2006 to February 2007; the Party Member
of CSAHC and the Party Secretary and Executive Vice President of the Company from February 2007 to January
2009; the Party Member of CSAHC and the President and Party Secretary of the Company from January 2009 to
February 2009; the Party Member of CSAHC and the President and Deputy Party Secretary of the Company from
February 2009 to May 2011. Since May 2011, Mr. Tan has been the Party Secretary of CSAHC and the President of
the Company. Mr. Tan has been the Director of the Company since 15 June 2006 and has been the Vice Chairman
of the Board since 24 January 2013.
Mr. Yuan Xin An, aged 58, received university education in Aeronautical Machinery from Air Force Engineer
University and is a senior engineer. Mr. Yuan began his career in December 1976 and served as the Vice President
of Engineering Department of China Southern Airlines Company, the Vice President of Guangzhou Aircraft
Maintenance Engineering Co., Ltd., the Chief Engineer and the General Manager of Engineering Department of the
Company. Mr. Yuan served as the Executive Vice President of the Company from April 2002 to September 2007.
Mr. Yuan has served as the Executive Vice President of CSAHC since September 2007 and the Chief Legal Adviser
of CSAHC since July 2008. Since 30 November 2011, Mr. Yuan has been the Director of the Company. Currently,
Mr. Yuan is also the Chairman of Southern Airlines (Group) Import and Export Trading Company Limited, China
Southern Airlines Group Construction and Development Company Limited, MTU Maintenance Zhuhai Co., Ltd.,
Dalian Acacia Town Villa Co., Ltd. and Shenzhen Air Catering Co., Ltd, and a director of China Aircraft Services
Limited.
Ms. Yang Li Hua, aged 59, graduated with a master degree from the Party School of the Central Committee of
CPC majoring in economics and management and is a senior expert of political science. Ms. Yang began her career
in 1973, and served as the head of the in-flight service team, manager of in-flight service division and deputy head
of the Chief Flight Team of Air China International Corporation. Subsequently, she was appointed as the General
Manager of the Passenger Cabin Service Division of Air China International Corporation in September 2000, the
Vice President of Air China International Corporation in October 2002, the Vice President of Air China Limited in
September 2004, and Executive Vice President of CSAHC in May 2009. From July 2010 to August 2012, Ms. Yang
also acted as the Chairman of the Labour Union of CSAHC. Since 24 January 2013, Ms. Yang has been the Director
of the Company. Currently, Ms. Yang is also the Chairman of Southern Airlines Culture and Media Co., Ltd., China
Southern Airlines Group Property Management Company Limited and China Southern Airlines Group Ground
Services Co., Ltd.
Annual Report 2014
China Southern Airlines Company Limited
081
Directors, Supervisors, Senior Management and Employees
Mr. Zhang Zi Fang, aged 56, graduated with an Executive Master of Business Administration (EMBA) degree from
Tsinghua University and is a senior expert of political science. Mr. Zhang began his career in 1976. He served as the
Deputy Commissar and subsequently the Commissar of the pilot corps of China Northern Airlines Company; as the
Party Secretary of the Jilin Branch of China Northern Airlines Company; as the General Manager of Dalian Branch of
CSAHC Northern Airlines; as the Director of Political Works Department of CSAHC. Mr. Zhang has been the Deputy
Party Secretary and Secretary of the Disciplinary Committee of the Company from February 2005 to December
2007. He has been the Executive Vice President and the Deputy Party Secretary of the Company from December
2007 to February 2009. Since February 2009, he has been the Party Secretary and Executive Vice President of the
Company. Mr. Zhang has been the Director of the Company since 30 June 2009.
Mr. Li Shao Bin, aged 49, graduated with a university degree from the Party School of the Central Committee of
CPC majoring in economics and management and is an expert of political science. Mr. Li began his career in 1984,
and served as the Deputy Head of Promotion Department of the Company, the Director of Political Department
of Guangzhou Flight Operations Division of the Company, and the Director of Political Department and Deputy
Party Secretary of Guangzhou Flight Operations Division of the Company. Subsequently, he was appointed as
Party Secretary of Guangzhou Flight Operations Division of the Company in May 2004. Mr. Li served as the Party
Secretary and Deputy General Manager of Guangzhou Flight Operations Division of the Company from March
2006 to August 2012. Mr. Li has been the Chairman of the Labour Union of the Company since August 2012 and
the Director of the Company since 24 January 2013.
Mr. Wei Jin Cai, aged 65, graduated from the Party School of the Central Committee of CPC majoring in
economics and management. Mr. Wei has many years of experiences in civil aviation. He conducted an in-depth
study on the operation and management of civil aviation and is influential in the civil aviation industry. Mr. Wei
served as the Deputy Party Secretary of the Party Committee of the headquarter of CAAC, the Party Secretary
of Civil Aviation Management Institute of China from March 1993 to November 2008, and the President of Civil
Aviation Management Institute of China from November 2008 to August 2010. Mr. Wei has been the Independent
Non-executive Director of the Company since 29 December 2010.
Mr. Ning Xiang Dong, aged 49, graduated from the Quantitative Economics Faculty of the School of Economics
and Management of Tsinghua University with a doctor degree. Mr. Ning began his career in 1990 and served as the
assistant, lecturer and associate professor at Tsinghua University and the Executive Deputy Director of the National
Center for Economic Research (NCER) at Tsinghua University. He was also a visiting scholar at Harvard Business
School, University of Illinois, University of New South Wales, University of Sydney and Chinese University of Hong
Kong, and the independent director of a number of listed companies including Datang Telecom Technology Co.,
Ltd., Shantui Construction Machine Co Ltd, Hong Yuan Securities Co., Ltd and Goer Tek Inc.. Currently, he serves as
the professor and the doctorate-tutor of the School of Economics and Management of Tsinghua University and the
executive director of Centre for Corporate Governance of Tsinghua University. Mr. Ning has been the Independent
Non-executive Director of the Company since 29 December 2010. He is also the independent director of a number
of listed companies including Aerospace Hi-Tech Holding Group Co., Ltd., Sichuan Changhong Electric Company
Limited, Yango Group Co., Ltd. and Weichai Power Co., Ltd.
082
China Southern Airlines Company Limited
Annual Report 2014
Directors, Supervisors, Senior Management and Employees
Mr. Liu Chang Le, aged 63, was conferred an honorary doctoral degree in literature by the City University of Hong
Kong and is a founder of Phoenix Satellite Television. Mr. Liu has been the Chairman and Chief Executive Officer
of Phoenix Satellite Television Company Limited since 1996 and the Chairman and Chief Executive Officer of
Phoenix Satellite Television Holdings Limited, a company listed on the Stock Exchange since 2000. Mr. Liu gained
widespread recognition both locally and overseas for his enthusiasm for and achievements in the media industry.
Mr. Liu is the recipient of numerous titles and awards, among which include “Wiseman of the Media Industry”, “the
Most Innovative Chinese Business Leaders in the Asia Pacific Region”, “the Most Entrepreneurial Chinese Business
Leaders”, and has been awarded the “Robert Mundell Successful World CEO Award”, the “Man of Year for Asia
Brand Innovation Award” and the “Person of the Year” award of the Chinese Business Leaders Annual Meeting.
Since 2005, Mr. Liu has been the Chairman of the iEMMYs Festival. In 2008, Mr. Liu received the International
Emmy® Directorate Award granted by International Academy of Television Arts & Sciences. Mr. Liu was appointed
as honorary chairman of “World Chinese-language Media Cooperation Alliance” in 2009 and appointed as special
consultant to the 8th Council of the Buddhist Association of China in 2010. He served as the Vice Chairman of the
6th Council of The Buddha’s Light International Association, Board of Directors of Headquarters in 2014. Mr. Liu
was a member of the Tenth, the Eleventh and the Twelfth National Committee of the Chinese People’s Political
Consultative Conference, served as the Vice Chairman of the sub-committee on Education, Science, Culture,
Health and Sport of the Eleventh National Committee of the Chinese People’s Political Consultative Conference,
and is serving as a member of standing committee of the Twelfth National Committee of the Chinese People’s
Political Consultative Conference. Mr. Liu has been appointed a Justice of the Peace by the government of the
Hong Kong Special Administrative Region. In 2010, Mr. Liu was awarded the Silver Bauhinia Star by the Hong Kong
Special Administrative Region. Mr. Liu has been the Independent Non-executive Director of the Company since 30
November 2011.
Mr. Tan Jin Song, aged 50, graduated from Renmin University of China with an on-job doctor degree in
Accounting. Mr. Tan is a Chinese Certified Public Accountant. Mr. Tan began his career in 1985 and was a teacher
in Shaoyang School of Finance and Accounting of Hunan Province and the Deputy Dean of the School of
Management of Zhongshan University; Mr. Tan is currently the Party Secretary, a professor and a doctorate-tutor
of the School of Management of Zhongshan University. He is also a member of the MPAcc Education Instruction
Committee, a member of China Institute of Internal Audit, an executive member of Guangdong Institute of
Certified Public Accountants and a member of China Audit Society. Currently, Mr. Tan also serves as the Chairman
of Guangzhou Zhongda Holding Co., Ltd., the independent director of Grandhope Biotech Co., Ltd., Poly Real
Estate Company Limited and Guangzhou Hengyun Enterprises Holdings Limited. In addition, Mr. Tan also acts
as the independent non-executive director of Welling Holding Limited. Mr. Tan has been the Independent Non-
executive Director of the Company since 26 December 2013.
Supervisors
Mr. Pan Fu, aged 52, graduated with a master degree from Chongqing University majoring in power systems and
automation, and is a senior engineer. Mr. Pan began his career in 1986, and served successively as the Deputy
Chief Engineer of Test Research Institute of Electric Power Bureau of Yunnan Province and the Deputy Head of the
Planning Department of Electric Power Industry Bureau of Yunnan Province, the Deputy Director of the Planning &
Development Department of Yunnan Electric Power Group Co., Ltd., the Deputy Director and Director of Kunming
Power Plant, the Deputy Chief Engineer and Chief Engineer of Yunnan Electric Power Corporation, the Deputy
Director and Director of the Department of Security Supervision of China Southern Power Grid Company Ltd., the
Director of the China Southern Power Grid Technology and Research Center. He served as the General Manager
and Deputy Party Secretary of the Guizhou Power Grid Corporation from January 2005 to November 2007,
and served as the Director of the Planning Development Department of China Southern Power Grid Company
Ltd. from November 2007 to November 2010. Mr. Pan has been the Team Leader of the Discipline Inspection
Commission of CSAHC since November 2010 and the Chairman of the Supervisory Committee of the Company
since 29 December 2010.
Annual Report 2014
China Southern Airlines Company Limited
083
Directors, Supervisors, Senior Management and Employees
Mr. Li Jia Shi, aged 53, graduated from Guangdong Polytechnic Normal University majoring in economics
and mathematics and obtained an Executive Master of Business Administration (EMBA) degree from Tsinghua
University and is an expert of political science. Mr. Li began his career in 1976. He served as the Deputy Head
of the Organization Division of the Party Committee of the Company, the Party Secretary and Deputy General
Manager of Guangzhou Nanland Air Catering Company Limited, the Head of the Organization Division of the
Party Committee of the Company, the Chairman of Southern Airlines Ka Yuen (Guangzhou) Aviation Supply
Company Limited and Guangzhou Nanland Air Catering Company Limited. He served as the Deputy Secretary of
the Disciplinary Committee and the Director of the Disciplinary Committee Office of the Company from December
2003 to December 2007. Mr. Li has been the Secretary of the Disciplinary Committee of the Company since
December 2007 and has been the Team Deputy Leader of the Discipline Inspection Commission of CSAHC and
the Secretary of Disciplinary Committee of the Company since February 2012. Mr. Li has been the Supervisor of the
Company since 30 June 2009. Mr. Li is the Vice Chairman of Southern Airlines Culture and Media Co., Ltd.
Ms. Zhang Wei, aged 48, has a master degree. She graduated from Tianjin University majoring in investment
skills and economics and obtained an Executive Master of Business Administration (EMBA) degree from Tsinghua
University and is a senior accountant. Ms. Zhang began her career in 1988 and served as the General Manager
Assistant and Deputy General Manager of the Finance Department of the Company, the Deputy Director of the
Supervisory Bureau and the Director of the Audit Division of CSAHC and the General Manager of Southern Airlines
Group Finance Company Limited. Ms. Zhang served as the Deputy Director of the Supervisory Bureau and the
Director of the Audit Division of CSAHC from October 2007 to October 2008. Since October 2008, she has been
the Director of the Audit Division of CSAHC. Ms. Zhang has been the Supervisor of the Company since June 2008.
Currently, Ms. Zhang is also the Chairman of Supervisory Committee of a number of companies including Southern
Airlines Culture and Media Co., Ltd., Southern Airlines Group Finance Company Limited and Southern Airlines (Group)
Import and Export Trading Company Limited, and the Director of Guangzhou Southern Airline Construction
Company Limited.
Ms. Yang Yi Hua, aged 54, has a university degree, and is an accountant and an International Certified Internal
Auditor. Ms. Yang served as the Manager of the Financial Office of the Company’s Financial Division, and Deputy
General Manager of the Company’s Audit Department. Ms. Yang has been the General Manager of the Company’s
Audit Department since May 2002 and the Supervisor of the Company since June 2004. Currently, Ms. Yang is
also the Chairman of the Supervisory Committee of Guizhou Airlines Company Limited, Nan Lung International
Freight Limited, the supervisor convener of Beijing China Southern Airlines Ground Service Company Limited and
Zhuhai Airlines Company Limited, and the supervisor of Xiamen Airlines Company Limited, Guangzhou Baiyun
International Logistic Company Limited, Southern Airlines Group Finance Company Limited and Chongqing
Airlines Company Limited.
Mr. Wu De Ming, aged 56, graduated from South China Normal University majoring in political management.
He obtained a degree after beginning his career from 1976. Mr. Wu served as the Director of the political division
of Operation Department of Company, the Deputy Party Secretary and Secretary of Disciplinary Committee of
Guangzhou ticket office of Company, the Deputy Secretary and Secretary of the party general branch of ticket
office of Transportation Department of Company, the Director of the Disciplinary Supervision Department of
CSAHC; and the General Director of the Supervision Bureau and Chief Officer of Disciplinary Committee Office of
CSAHC. He has been a member of Party Committee of Commercial Steering Committee of the Company, Secretary
to the Disciplinary Committee and President of the Labour Union since April 2009, and the Supervisor of the
Company since December 2013.
084
China Southern Airlines Company Limited
Annual Report 2014
Directors, Supervisors, Senior Management and Employees
Senior Management
Mr. Ren Ji Dong, aged 50, graduated from Nanjing University of Aeronautics and Astronautics, majoring in
aircraft engine design and obtained an Executive Master of Business Administration (EMBA) degree from Tsinghua
University, and he is a senior engineer. Mr. Ren began his career in 1986 and served as the Deputy Director of
Urumqi Civil Aviation Administration, the Vice President of Xinjiang Airlines, the Party Secretary and the Vice
President of the Xinjiang branch of the Company, the Executive Vice President of the Company from March 2005
to January 2007, and the President of the Xinjiang branch of the Company from January 2007 to April 2009. He has
been the Executive Vice President of the Company since May 2009.
Mr. Liu Qian, aged 50, graduated from China Civil Aviation Flying College majoring in aircraft piloting and
obtained an Executive Master of Business Administration (EMBA) degree from Tsinghua University. Mr. Liu served
the CAAC as an assistant researcher of the Piloting Skills Supervision Division of the Piloting Standards Department,
an assistant researcher of the Operation Supervision Division, an assistant researcher and the Deputy Head of the
Piloting Standards Division, and the Deputy Chief Pilot and Chief Pilot of the Company. He has been the Executive
Vice President of the Company since August 2007.
Mr. Wang Zhi Xue, aged 53, has a university degree. Mr. Wang began his career in 1981. He served as the
Manager of the Flight Safety Technology Inspection Division of Zhuhai Airlines Company Limited, Deputy Chief
Pilot and Director of the Flight Safety Technology Division as well as the Vice President of Shantou Airlines
Company Limited. He served as the General Manager of the Flight Management Division of the Company from
October 2004 to February 2009 and the General Manager of the Flight Operation Division of the Company in
Guangzhou from February 2009 to July 2012. Mr. Wang has been the Executive Vice President and Chief Pilot of
the Company since August 2012. Mr. Wang is also the chairman of Zhuhai Airlines Company Limited.
Mr. Su Liang, aged 52, graduated from the University of Cranfield, United Kingdom with a master degree
majoring in Air Transport Management and obtained an Executive Master of Business Administration (EMBA)
degree from Tsinghua University. Mr. Su was in charge of the flight operations, planning and international cargo
project of the Company. From July 2000 to November 2007, Mr. Su was the Company Secretary of the Company.
He has been the Chief Economist of the Company since December 2007. Currently, Mr. Su is also the director of
Xiamen Airlines Company Limited and Sichuan Airlines Co., Ltd..
Mr. Chen Wei Hua, aged 48, graduated from the School of Law of Peking University and obtained an Executive
Master of Business Administration (EMBA) degree from Tsinghua University. He is a qualified lawyer in the PRC and
a qualified corporate legal counselor. Mr. Chen joined the aviation industry in 1988. He served as Deputy Director,
Director of the Legal Affairs Office of the Company. Mr. Chen has been the Chief Legal Adviser of the Company
and Director of the Legal Department of the Company since January 2004. Currently, Mr. Chen is also the director
of Xiamen Airlines Company Limited.
Mr. Guo Zhi Qiang, aged 51, economist, graduated with a master degree from Party School of Xinjiang Uyghur
Autonomous Region majoring in Business Administration. Mr. Guo began his career in 1980 and served as the
General Manager of Transportation Department of Xinjiang Airlines; the Deputy General Manager of Xinjiang
Airlines; the General Manager of China Southern Airlines Beijing Office; the Deputy General Manager of China
Southern Airlines Xinjiang Branch. Mr. Guo served as the Deputy General Manager of the Shenzhen Branch of the
Company from December 2005 to February 2008 and the President and Chief Executive Officer of Chongqing
Airlines Company Limited from February 2008 to May 2009, and served as the Deputy Director General of the
Commercial Steering Committee of the Company since May 2009 and the Director General of the Commercial
Steering Committee of the Company from September 2009 to September 2012. Mr. Guo acted as the COO
Marketing & Sales of the Company and the Director General of the Commercial Steering Committee of the
Company from September 2012 to July 2014. He served as the COO Marketing & Sales of the Company since
July 2014. Currently, Mr. Guo is also the Chairman of Guangzhou Nanland Air Catering Company Limited and
Guangzhou Baiyun International Logistic Company Limited, and the director of Xiamen Airlines Company Limited.
Annual Report 2014
China Southern Airlines Company Limited
085
Directors, Supervisors, Senior Management and Employees
Mr. Li Tong Bin, aged 53, has college qualification and graduated from Civil Aviation Institute of China majoring
in maintenance of aircraft electrical equipment. He obtained on-job Master of Business Administration (MBA)
from Hainan University and Executive Master of Business Administration (EMBA) form Tsinghua University, and is
a senior engineer. Mr. Li began his career in July 1983, and was the Deputy Head of Technical Division of Aircraft
Maintenance Plant, the Head of Maintenance Plant of aircraft maintenance base and the Deputy Director of aircraft
maintenance base, the Director of Aircraft Engineering Department of China Northern Airlines Company, the
General Manager of Jilin branch of China Northern Airlines Company, and the Deputy General Manager of Zhuhai
Airlines Company Limited. He served as the General Manager of Zhuhai Airlines Company Limited from January
2005 to April 2012, and the Party Secretary and Deputy General Manager of Northern Branch of the Company from
April 2012 to April 2014. Mr. Li has been the Chief Engineer of the Company since April 2014. Currently, Mr. Li is
also the Chairman of Guangzhou Aircraft Maintenance Engineering Company Limited and Shenyang Northern
Aircraft Maintenance Engineering Co., Ltd.
Mr. Xie Bing, aged 42, graduated from Nanjing University of Aeronautics and Astronautics, majoring in civil
aviation management. He subsequently received a master degree of business administration, a master degree of
business administration (international banking and finance) and an Executive Master of Business Administration
(EMBA) degree from Jinan University, the University of Birmingham, Britain and Tsinghua University, respectively.
Mr. Xie is a senior economist. Mr. Xie worked in the Planning and Development Department, Company Secretary
Office of the Company and General Office of CSAHC. He has been the Company Secretary of the Company since
November 2007.
Mr. Feng Hua Nan, aged 52, graduated with a university degree from China Civil Aviation Flying College, majoring
in aircraft piloting, and obtained an on-job master degree in Aeronautical Engineering from Beijing University
of Aeronautics and Astronautics and an Executive Master of Business Administration (EMBA) from the School of
Economics and Management of Tsinghua University. He is a commanding pilot. Mr. Feng began his career in 1983.
He served as the Director of Zhuhai Flight Training Centre of the Company, the Deputy General Manager of Flight
Operation Division, the General Manager of Flight Safety Technology Department and the General Manager of
Flight Technology Management Department of the Company. Mr. Feng served as the Party Secretary and Deputy
General Manager of Guizhou Airlines Company Limited from September 2004 to February 2006, and then served
as the Director and General Manager of Guizhou Airlines Company Limited from February 2006 to July 2014. He
has been the COO Flight Safety of the Company since August 2014. Currently, Mr. Feng is also the Chairman of
Zhuhai Xiang Yi Aviation Technology Company Limited, Southern Airlines General Aviation Company Limited and
China Southern West Australian Flying College Pty Ltd.
Mr. Xiao Li Xin, aged 48. Mr. Xiao graduated from GuangDong Academy of Social Sciences with a master degree
in economics and then obtained an Executive Master of Business Administration (EMBA) degree from Tsinghua
University. He is a qualified senior accountant and a certified public accountant. Mr. Xiao began his career in
July 1991 and served as the General Manager Assistant, Deputy General Manager, General Manager and Deputy
Secretary of the General Party Branch of the Finance Department of the Company. He served as the Deputy Chief
Accountant and General Manager of the Finance Department of the Company from March 2007 to October 2007.
He served as the Director, General Manager and Secretary of the General Party Branch of Southern Airlines Group
Finance Company Limited from October 2007 to February 2008. He served as the Director, General Manager and
Party Secretary of Southern Airlines Group Finance Company Limited from February 2008 to March 2015. He
concurrently held the positions of the Director and Vice Chairman of Air Union Insurance Brokers Co., Ltd. from
March 2012 to March 2015. Mr. Xiao has been the Chief Accountant and Chief Financial Officer of the Company
since 27 March 2015.
Save as disclosed above, none of the above Directors, Supervisors or senior management of the Company has any
relationship with any Directors, Supervisors, senior management, substantial shareholders of the Company.
086
China Southern Airlines Company Limited
Annual Report 2014
Directors, Supervisors, Senior Management and Employees
II. PARENT COMPANY AND EMPLOYEES OF THE MAJOR SUBSIDIARIES
(I)
Employees
As at 31 December 2014, the Group had an aggregate of 82,132 employees (31 December 2013: 80,175).
Number of current staff in the Company
Number of current staff in major subsidiaries
Total number of current staff
Total number of retired staff who incurred expenses of the Company and major subsidiaries
61,122
21,010
82,132
5,288
Professions composition
Categories by profession
Pilots
Cabin attendants (including part-time security personnel)
Air marshals
Engineering unit
Navigation unit
Passenger transportation unit
Cargo transportation unit
Ground services unit
Information unit
Financial unit
Others
Total
Educational level
Categories by educational levels
Postgraduates
Undergraduates
Diplomas
Technical School or below
Total
Number of professionals
6,908
13,797
1,004
11,981
2,302
8,820
5,564
9,053
914
2,326
19,463
82,132
Number (by person)
2,390
30,498
26,488
22,756
82,132
Annual Report 2014
China Southern Airlines Company Limited
087
Directors, Supervisors, Senior Management and Employees
(II) Professions composition chart and education composition chart
Professions composition
Educational composition
6,908
13,797
22,756
2,390
30,498
1,004
11,981
19,463
2,326
914
9,053
5,564
2,302
8,820
26,488
Postgraduates
Promotion and selling expenses
Diplomas
Technical School or below
Pilots
Cabin attendants
(including part-time security personnel)
Air marshals
Engineering unit
Navigation unit
Passenger transportation unit
Cargo transportation unit
Ground services unit
Information unit
Financial unit
Others
(III) Emolument Policy of Employees
As at 31 December 2014, the Group had an aggregate of 82,132 employees (31 December 2013: 80,175). The
wages of the Group’s employees consist of basic salaries and bonuses.
The emolument policy for the employees of the Group is principally set up by the Board on the basis of their
merit, qualifications, competence and the Group’s operating results.
088
China Southern Airlines Company Limited
Annual Report 2014
Directors, Supervisors, Senior Management and Employees
(IV) Training Plan
In 2015, with a focus on improving training effectiveness, the training programmes of the Company will improve
its demand-oriented management model, optimise its business structure, promote system building, enhance
professional capacity, continue to strengthen the quality of training management and accelerate the promotion
of information-based training management, so as to preliminarily formulate a comprehensive training system
integrating face-to-face, online and mobile training models, with a view to achieving balanced development of
total training hours, business model, training facilities and equipment and training effectiveness. The Company will
endeavour to contribute influential business values by employing an innovative Internet-based training model,
with a view to supporting sustained and healthy development of the Company. Specifically, our training objectives
are as follows:
(I)
Striving to complete key projects
The Company will strengthen leadership training; promptly respond to particular training needs of its
branch companies and subsidiaries; complete training 500 employees on service English, and training 350
employees on English for pilots; training 900 crew chiefs/chief pursers, 500 five-star crew chiefs, 1,500 first
and business class crew members, and 100 foreign crew members; complete 36 sessions of training on
professional qualifications; and training 600 part-time lecturers in various business sectors by adopting new
models.
(II)
Strengthening Internet-based thinking and making solid progress in the construction of the networking
academy
The Company will make concerted efforts in promoting mobile learning, improve the experience features
by making breakthroughs in the operation of PC platforms, develop more than 15 quality courses, and
launch 100 on-line courses for the business departments while introducing over 1,000 mobile micro
courses, in an effort to gradually build 3 to 5 brands for mixed projects.
Annual Report 2014
China Southern Airlines Company Limited
089
Corporate Governance Report
It is the firm belief of the Company that a good and solid corporate governance framework is essential to the sustained
development of the Company and the enhancement of shareholders’ value. The Company has always strived to strictly comply
with the regulatory requirements of the China Securities Regulatory Commission, the Shanghai Stock Exchange, the Stock
Exchange, the New York Stock Exchange and the United States Securities and Exchange Commission, and is committed to
attaining and maintaining high standards of corporate governance and adopts principles of corporate governance emphasizing
a quality board, accountability to all stakeholders, open communication and fair disclosure.
CORPORATE GOVERNANCE CODE
The Board has reviewed the corporate governance practices of the Company, and considers that the Company has applied
the principles of the corporate governance practices and adopted sound governance and disclosure practices accordingly. The
Group has complied with the code provisions of the Corporate Governance Code as set out in Appendix 14 of the Listing Rules
for the year ended 31 December 2014.
The corporate governance practices adopted by the Company are summarized below.
THE BOARD
The Board manages the Company’s affairs on behalf of shareholders with the objective of enhancing the shareholder value. The
Board, headed by the Chairman, is responsible for the formulation and the approval of the Group’s development and business
strategies and policies, approval of annual budgets and business plans, recommendation of dividend, ensuring a prudent
and effective internal control system and monitoring the performance of the management in accordance with the articles of
association, the rules and procedures of shareholders’ general meeting and the rules and procedures of board meeting.
The major issues which were brought before the Board for their decisions included:
1.
2.
3.
4.
5.
6.
Direction of the operational strategies of the Group;
Setting the policies relating to key business and financial objectives of the Company;
Monitoring the performance of the management;
Approval of material acquisitions, investments, divestments, disposal of assets or any significant capital expenditure of the
Group;
Ensuring a prudent and effective internal control system; and
Review of the financial performance and results of the Company.
Under the leadership of the President, the management of the Company is responsible for the day-to-day operations of the
Group. The roles of the Chairman are separated from that of the President. Such division of responsibilities allows a balance
of power between the Board and the management of the Group, and ensures their independence and accountability. The
Chairman is the leader of the Board and he oversees the Board so that it acts in the best interests of the Group. The Chairman is
responsible for deciding the agenda for each Board meeting, taking into account, where appropriate, matters proposed by other
Directors for inclusion in the agenda. The Chairman has an overall responsibility for providing leadership, vision and direction
in the development of the business of the Company. The President, assisted by the Executive Vice Presidents, is responsible for
the day-to-day management of the business of the Group, attends to the formulation and successful implementation of policies,
and assumes full accountability to the Board for all operations of the Group. Working with the Executive Vice Presidents and
the executive management team of each core business division, the President ensures the effective operations and sustained
development of the Group. He maintains a continuing dialogue with the Chairman and all Directors to keep them fully informed
of all major business development issues. He is also responsible for building and maintaining an effective executive team to
support him in his role. The Chairman and the President are not connected with each other. None of the other Directors is
connected with one another.
090
China Southern Airlines Company Limited
Annual Report 2014
Corporate Governance Report
As at 31 December 2014, the members of the Seventh Session of the Board comprise four non-executive Directors, three
executive Directors and four independent non-executive Directors. Xu Jie Bo resigned as an executive Director on 5 January
2015. Wang Quan Hua resigned as an non-executive Director on 25 March 2015. On 9 April 2015, Wei Jin Cai has tendered
his resignation as an independent non-executive Director to the Board which shall take effect upon the date of the effective
appointment of a new independent non-executive Director. Save as disclosed above, all of the Directors shall hold their offices
until the expiry of the terms of the Seventh Session of the Board.
The Board held 32 meetings in 2014, all of which were convened in accordance with the articles of association of the Company.
The Company held 1 general meeting in 2014, the Directors actively participated general meeting in person and have been
doing their best to develop a balanced understanding of the views of shareholders.
The individual attendance of each Director, on a named basis, is as follows:
Attendance of Board meetings
Attendance
of general
meeting
No. of
Board
meetings for
this year
No. of
meetings
attended in
person
No. of
meetings
participated by
communication
No. of
meetings
attended by
proxy
No. of
meetings
absent
No. of
general
meetings
attended
32
32
32
32
32
32
32
32
32
32
32
4
2
4
4
2
3
3
4
4
3
4
28
28
28
28
28
28
28
28
28
28
28
0
2
0
0
2
1
1
0
0
1
0
0
0
0
0
0
0
0
0
0
0
0
1
1
1
1
1
1
1
1
1
1
1
Name of Directors
Non-Executive directors (“NED”)
Si Xian Min (Chairman)
Wang Quan Hua
Yuan Xin An
Yang Li Hua
Executive directors
Tan Wan Geng (Vice Chairman and President)
Zhang Zi Fang (Executive Vice President)
Li Shao Bin
Independent non-executive directors (“INED”)
Wei Jin Cai
Ning Xiang Dong
Liu Chang Le
Tan Jin Song
The experience and views of our INEDs are held in high regard and serve as an effective guidance for the operation of the Group.
The INEDs provide the Group with a wide range of expertise and experience and bring in independent judgment on issues
relating to the Group’s strategy, performance and management process, taking into account the interests of all shareholders. The
INEDs represent one-third of the Board. One INED, Tan Jin Song, has the appropriate professional qualifications of accounting or
related financial management expertise under Rule 3.10 of the Listing Rules. Pursuant to the guidelines on independence as set
out in Rule 3.13 of the Listing Rules, the Board has received an annual independence confirmation from each INED and considers
that all the INEDs are independent. In addition, their extensive experience in business and finance are very important to the
Company’s successful development. In 2014, the INEDs expressed their views and opinions about certain matters relevant to the
shareholders and the Company as a whole at board meetings.
The Board has adopted a board diversity policy setting out the approach to diversity of members of the Board. The Company
recognises and embraces the benefits of diversity of Board members. It endeavours to ensure that the Board has a balance of
skills, experience and diversity of perspectives appropriate to the requirements of the Company’s business.
Annual Report 2014
China Southern Airlines Company Limited
091
Corporate Governance Report
All Board appointments will continue to be made on a merit basis with due regard for the benefits of diversity of the Board
members. Selection of candidates will be based on a range of diversity perspectives, including but not limited to gender, age,
cultural and educational background, experience (professional or otherwise), skills and knowledge. The ultimate decision will be
made upon the merits and contribution that the selected candidates will bring to the Board.
CONTINUOUS PROFESSIONAL DEVELOPMENT OF DIRECTORS
All Directors receive comprehensive, formal and tailored induction on appointment, so as to ensure understanding of the
business and operations of the Group and directors’ responsibilities and obligations under the Listing Rules and relevant
regulatory requirements.
Directors are continually updated on developments in the statutory and regulatory regime, and the business and market changes
to facilitate the discharge of their responsibilities and obligations under the Listing Rules and relevant statutory requirements.
Continuing briefings and professional development for directors will be arranged as necessary.
During the 2014, the Company has provided updates and coordinated training on the Listing Rules and relevant regulatory
requirements to all Directors.
All Directors of the Company as at 31 December 2014 actively participated in continuous professional development, by attending
external seminars, attending in–house training or reading materials, with the topics covering regulations, corporate governance,
finance and business, to develop their knowledge and skills.
BOARD COMMITTEES
The Company has put in place a Strategic Decision-making Committee, an Audit Committee, a Remuneration and Assessment
Committee and a Nomination Committee and further details of the roles and functions and the composition of each of the
committees are set out below:
STRATEGIC DECISION-MAKING COMMITTEE
The Strategic Decision-making Committee comprises four members and is chaired by Tan Wan Geng. The other three members
are Si Xian Min (NED), Wei Jin Cai (INED) and Liu Chang Le (INED). During the reporting period, the Strategic Decision-making
Committee studied and made recommendations on the long-term development strategy and major investment decisions of the
Company. On 29 August 2014, the Strategic Decision-making Committee convened a meeting at which it studied and discussed
a number of major issues including the “13th Five-Year” fleet plan and the strategic transformation direction of the Company.
AUDIT COMMITTEE
The Audit Committee comprises three INEDs, one of whom, Tan Jin Song, possesses the appropriate professional qualifications
or accounting or financial management expertise to understand financial statements. As at 31 December 2014, the Audit
Committee is chaired by Tan Jin Song with Wei Jin Cai and Ning Xiang Dong as the members of the Audit Committee. The Audit
Committee is provided with sufficient resources to discharge its duties and has access to independent professional advice if
necessary.
092
China Southern Airlines Company Limited
Annual Report 2014
Corporate Governance Report
The terms of reference of the Audit Committee are in compliance with the provision of C.3.3 of the Corporate Governance
Code, and applicable policies, rules and regulations that the Company is subject to. The details of the roles and functions of the
Audit Committee are set out in the Terms of Reference of Audit Committee of the Company which has been published on the
websites of the Stock Exchange and the Company at “www.hkexnews.hk” and www.csair.com”. In 2014, the Audit Committee
carried out the work, amongst other things, to oversee the relationship with the external auditors, to review the Group’s 2014
quarterly results, 2014 interim results and 2013 annual financial statements, to monitor compliance with statutory and listing
requirements, to review the scope, if necessary, to engage independent legal or other advisers as it determines is necessary and
to perform investigations. In addition, the Audit Committee also examined the effectiveness of the Company’s internal controls,
which involves regular reviews of the internal controls of various corporate structures and business processes on a continuous
basis, and takes into account their respective potential risks and severity, in order to ensure the effectiveness of the Company’s
business operations and the realization of its corporate objectives and strategies. The scope of such examinations and reviews
includes finance, operations, regulatory compliance and risk management. The Audit Committee also reviewed the Company’s
internal audit plan, and submitted relevant reports and concrete recommendations to the Board on a regular basis.
After a case on file for investigation against several individual senior management of the Company, the Audit Committee
kept close communication with the Directors and senior management of the Company as well as intermediary agencies and
convened various meetings so as to understand the details and assess the impact of the incident on the Company. The Audit
Committee adopted effective measures proactively to preempt the possible impact of the incident on the preparation of
financial statements and the evaluation of internal control system of the Company while requiring the internal audit department
to increase its extent of assessment on the business flow and broaden the scope of internal control tests. The Audit Committee
has also engaged in various discussions with the auditors in respect of audit scope, audit process and any matters identified
thereof while guiding the Company to smoothly complete the preparation of financial statements and the evaluation of internal
control, which effectively fulfilled and fully performed the duties and functions of the Audit Committee, thus improving the
standardized operation of the Company.
The Audit Committee held 9 meetings in 2014. The Audit Committee has performed all its obligations under their terms of
reference. The attendance of each member of the Audit Committee is as follows:
Members of the Audit Committee
Tan Jin Song (Chairman)
Wei Jin Cai
Ning Xiang Dong
(No. of meetings)
Attended/Eligible to attend
9/9
9/9
9/9
EXTERNAL AUDITORS
The Audit Committee reviewed the performance, independence and objectivity of the Company’s auditors and was satisfied with
the results.
The Audit Committee concludes that the independence of the auditors of the Company has not been compromised by non-
audit services provided for the Group.
KPMG Huazhen (Special General Partnership) and KPMG acted as the auditors of the Company in 2012. The 2012 and 2013
annual general meetings considered and approved the appointment of PricewaterhouseCoopers Zhong Tian LLP to provide
professional services to the Company for its domestic financial reporting, U.S. financial reporting and internal control for the year
2013 and year 2014, respectively and PricewaterhouseCoopers to provide professional services to the Company for its Hong
Kong financial reporting for the year 2013 and year 2014, respectively.
Annual Report 2014
China Southern Airlines Company Limited
093
Corporate Governance Report
The following table sets forth the type of, and fees for, the principal audit services and non-audit services provided by the
Company’s external auditor to the Group in 2013 and 2014:
Audit fees
Non-audit fees
Total
2014
RMB Million
2013
RMB Million
18
0
18
12
4
16
REMUNERATION AND ASSESSMENT COMMITTEE
As at 31 December 2014, the Remuneration and Assessment Committee comprises three members and chaired by Ning Xiang
Dong (INED), together with Wang Quan Hua (NED) and Tan Jin Song (INED) as members.
The main responsibilities of the Remuneration and Assessment Committee are to make recommendations to the Board on the
remuneration policy, structure and packages for Directors and senior management of the Company, and to establish regular and
transparent procedures on remuneration policy development and improvement. In particular, the Remuneration and Assessment
Committee has the duty to ensure that the Directors or any of their associates shall not be involved in the determination of their
own remuneration packages. The details of the roles and functions of the Remuneration and Assessment Committee are set
out in the Terms of Reference of Remuneration and Assessment Committee of the Company which has been published on the
websites of the Stock Exchange and the Company at “www.hkexnews.hk” and “www.csair.com”.
The Remuneration and Assessment Committee held 1 meeting in 2014, which was held according to its rules and procedures.
The attendance of each member is as follows.
Members of Remuneration and Assessment Committee
Ning Xiang Dong (Chairman)
Wang Quan Hua
Tan Jin Song
(No. of meeting)
Attended/Eligible to attend
1/1
1/1
1/1
The Remuneration and Assessment Committee consulted, when appropriate, the Chairman and/or the President about
its proposals relating to the remuneration of other executive Directors. The Remuneration and Assessment Committee is
provided with sufficient resources to discharge its duties and professional advice is available if necessary. The Remuneration
and Assessment Committee is also responsible for assessing performance of executive Directors and approving the terms of
executive Directors’ service contracts. The Remuneration and Assessment Committee has performed all its responsibilities under
its terms of reference in 2014.
NOMINATION COMMITTEE
As at 31 December 2014, the Nomination Committee consists of three members, including Si Xian Min (NED) as chairman
and Wei Jin Cai (INED) and Tan Jin Song (INED) as members. The responsibilities of the Nomination Committee are to make
recommendations to the Board in respect of the size and composition of the Board based on the operational activities, assets
and shareholding structure of the Company; study the selection criteria and procedures of Directors and executives and give
advice to the Board by consideration of the board diversity policy; identify qualified candidates for Directors and executives;
investigate and propose candidates for Directors and managers and other senior management members to the Board.
094
China Southern Airlines Company Limited
Annual Report 2014
Corporate Governance Report
In accordance with relevant laws and regulations as well as the provisions of the Articles of Association of the Company, the
Nomination Committee shall study and resolve on the selection criteria, procedures and terms of office for Directors and
managers with reference to the Company’s actual situation and the board diversity policy. Any resolution made in this regard
shall be filed and proposed to the Board for approval and shall be implemented accordingly. The Nomination Committee
is provided with sufficient resources to discharge its duties and independently engage intermediate agencies to provide
professional advice on its proposals if necessary. The details of the roles and functions of the Nomination Committee are set out
in the Terms of Reference of Nomination Committee of the Company which has been published on the websites of the Stock
Exchange and the Company at “www.hkexnews.hk” and “www.csair.com”.
The Nomination Committee held 2 meetings in 2014. The Nomination Committee has performed all its obligations under their
terms of reference in 2014. The attendance of each member of the Nomination Committee is as follows:
Members of the Nomination Committee
Si Xian Min (Chairman)
Wei Jin Cai
Tan Jin Song
(No. of meetings)
Attended/Eligible to attend
2/2
2/2
2/2
CORPORATE GOVERNANCE FUNCTIONS
The Board is responsible for performing the corporate governance duties set out in the code provision D.3.1 of the Corporate
Governance Code.
During the year, the Board reviewed the compliance of the Model Code and disclosure in this Corporate Governance Report
during the Board meeting to approve the annual result and annual report.
MODEL CODE FOR SECURITIES TRANSACTIONS BY DIRECTORS AND
SUPERVISORS OF LISTED ISSUERS
Having made specific enquiries with all the Directors and Supervisors, they confirmed that the Directors had for the year
ended 31 December 2014 complied with the Model Code. The code of conduct adopted by the Company regarding securities
transactions by Directors and Supervisors is no less stringent than the Model Code.
RESPONSIBILITY FOR THE FINANCIAL STATEMENTS
The following statement, which sets out the responsibilities of the Directors in relation to the financial statements, should be
read in conjunction with, but distinguished from, the reports prepared by the auditors of the Company, which acknowledges the
reporting responsibilities of the Group’s auditors.
The Directors are responsible for the preparation of periodic accounts for each financial year which should give a true and fair
view of the state of affairs, results and cash flows of the Group during that period.
The reporting responsibilities of the Company’s external auditor, PricewaterhouseCoopers, are set out on page 112. The Directors
consider that in preparing the financial statements, the Group uses appropriate accounting policies that are consistently applied,
and that all applicable accounting standards are followed.
The Directors are responsible for ensuring that the Group keeps accounting records which disclose with reasonable accuracy of
the financial position of the Group and which enable the preparation of financial statements in accordance with PRC laws and
regulations and disclosure requirements of the Companies Ordinance (Cap. 622, the Laws of Hong Kong) and the applicable
accounting standards.
Annual Report 2014
China Southern Airlines Company Limited
095
Corporate Governance Report
COMMUNICATIONS WITH SHAREHOLDERS AND INVESTOR RELATIONS
The Board believes that a transparent and timely disclosure of the Group’s information will enable shareholders and investors to
make the best investment decision and to have a better understanding on the Group’s business performance and strategies. It is
also vital for developing and maintaining continuing investor relations with the Company’s potential and existing investors.
During the reporting period, the Company enhanced communications with investors by holding results presentations and
roadshows, and participating in investor meetings, etc. The Company carried out in-depth exchanges with investors, considered
extensive suggestions from investors and kept its management team abreast of market feedback in a timely manner, thereby
effectively achieving a two-way communication between the capital market and the listed company. The Company also
enhanced daily communication with its shareholders through telephone, e-mail, and online meetings for explaining cash
dividend distribution, etc, so as to effectively safeguard the interests of minority shareholders. In addition, the Company
continuously improved its investor relations website and enhanced positive interaction with the capital market, thus creating
more opportunities for face-to-face communication with investors.
During the reporting period, the major investor relations activities of the Company included:
1.
2.
3.
4.
5.
6.
In January 2014, the Company held a non-deal roadshow in Sydney; in May 2014, the Company held a non-deal roadshow
in Singapore; in August 2014, the Company held a non-deal roadshow in New York; the Company also held two regular
roadshows on its results.
In March 2014, the Company held a press conference and an investor conference for 2013 annual results in Hong Kong;
in August 2014, the Company held an investor conference for 2014 interim results in Hong Kong.
In May 2014, the Company participated in the Investors Reception Day activity organised by Guangdong Securities
Regulatory Bureau and the Listed Companies Association of Guangdong.
On 20 May 2014, the Company held an online meeting for explaining the cash dividend distribution for 2013 and briefed
participants on the key issues relating to the cash dividend distribution proposal for 2013.
On 26 June 2014, the Company held the 2013 annual general meeting in Guangzhou with 45 shareholders or shareholder
representatives attending the meeting in person and participating in the online voting.
In 2014, the Company Secretary and the manager of Investor Relations department of the Company received 35 batches
of visitors totalling 72 attendees, and participated in four investment forums organised by brokers.
Investors and the public may refer to the Company’s website (www.csair.com) to understand and obtain details relating to our
corporate governance structure, organisational structure, stock information, production statistics, results announcement and
other announcements. The procedures are as follows:
1.
2.
Open the Home page of the Company’s website and click “Investor Relations”; and
Click the content you want to read.
For enquiries about any matters of the Company, investors may contact the Company Secretary by phone at (8620)8612-4462,
by fax to (8620)8665-9040 or by e-mail to ir@csair.com. Investors may also raise questions directly at the annual general meetings
or extraordinary general meetings. Enquiries about attending annual general meetings or extraordinary general meetings and
the procedures for proposing resolutions at such meetings may also be made to the Company Secretary as set out above.
096
China Southern Airlines Company Limited
Annual Report 2014
Corporate Governance Report
INFORMATION DISCLOSURE
The Company has strictly complied with the relevant listing rules of all the listing places to perform its information disclosure
obligation truthfully, accurately, completely and timely.
During the reporting period, the Company continued to solidify the base of information disclosure to optimize the information
disclosure procedures and to further improve the quality of information disclosure. Apart from complying with the statutory
requirements of information disclosure, the Company delivered the information to the investors through active information
disclosure in order to have more interaction with investors and facilitate a more transparent and clearer corporate governance.
During the reporting period, the Company further reviewed the annual report disclosure requirements of all the listing places to
further enrich and optimize the content and layout of the 2013 annual report from the investor’s perspective.
The Company was rated at “A” grade, the highest rating in the appraisal for the information disclosure of the listed companies in
2013, which was carried out and completed by the Shanghai Stock Exchange in July 2014.
AMENDMENTS MADE TO ARTICLES OF ASSOCIATION
During the 2014, there was no amendment made to the Articles of Association.
SHAREHOLDERS’ RIGHTS
As one of the measures to safeguard shareholders’ interests and rights, separate resolutions are proposed at shareholders’
meetings on each substantial issue, including the election of individual directors, for shareholders’ consideration and voting. All
resolutions put forward at shareholders’ meetings will be voted by poll pursuant to the Listing Rules and the poll results will be
posted on the websites of the Stock Exchange and the Company at “www.hkexnews.hk and “www.csair.com” after the relevant
shareholders’ meetings.
Extraordinary general meetings may be convened by the Board on written requisition of shareholder(s) individually or jointly
holding 10% or more of the Company’s issued and outstanding shares carrying voting rights pursuant to Article 79(3) of the
Articles of Association. Shareholders should follow the requirements and procedures as set out in such Article for convening an
extraordinary general meeting.
For putting forward any enquiries to the Board, shareholders may send written enquiries to the Company. Shareholders may
send their enquiries or requests in respect of their rights as mentioned above to the Company’s company secretary office or via
email as set out in the above section headed “Communications with shareholders and investors and investor relations”.
OTHERS
As a company incorporated in the PRC and listed on the Shanghai Stock Exchange, the Stock Exchange and the New York Stock
Exchange, the Company is required to comply with the applicable PRC laws and regulations, Hong Kong laws and regulations,
and applicable U.S. federal securities laws and regulations.
Annual Report 2014
China Southern Airlines Company Limited
097
New York
6 August 2014, the Company started the service between
Guangzhou and New York City, the longest direct flight in
the history of China’s civil aviation with one-way distance
of 13,500 km.
Guangzhou
Significant Events
I.
Implementation of Profit Distribution Plan during the Reporting Period
Formulation, implementation and amendment of the cash dividend policy
1.
At the first extraordinary general meeting of 2013 held on 24 January 2013, the Company considered and
approved the amendments to the Articles of Association, stipulating that
“The Company adopts the following profit distribution policy:
Principles of profit distribution by the Company: Provided that the long-term and sustainable development of
the Company are ensured, the profit distribution policy of the Company should pay close attention to ensuring a
reasonable return of investment to investors and establishing a firm intention of rewarding the shareholders, and
such profit distribution policy should maintain its continuity and stability.
Ways of profit distribution by the Company: The Company may distribute dividends by way of cash, a combination
of cash and shares or in other reasonable manners in compliance with laws and regulations.
Conditions and proportion of distribution of cash dividends by the Company: Conditional upon the Company
being profitable for the year and after allocation to the statutory common reserve fund and discretionary common
reserve fund as required, and there are no exceptional matters including material investment plans or material
cash outflows (material investment plans or material cash outflows refer to proposed external investments,
acquisition of assets or purchase of equipment in the coming 12 months that in aggregate constitute expenditure
exceeding 30% of the net assets of the Company as shown in the latest audited consolidated statements) and
there has not incurred any material losses (losses in the amount exceeding 10% of the net assets of the Company
as shown in the latest audited consolidated statements), the Company shall distribute cash dividends out of profit
in an amount not less than 10% of the distributable profit for the year (i.e. profit realized for the year after making
up for losses and allocation to reserve fund). The accumulated payment of dividend by way of cash for the last
three years may not be less than 30% of the Company’s average distributable profit for the last three years. The
accumulated payment of dividend by way of cash for the coming three years may not be less than 30% of the
Company’s average distributable profit for such three years.
Intervals for profit distribution by the Company: Provided that the conditions of profit distribution are met and the
Company’s normal operation and sustainable development are ensured, the Company shall in principle distribute
profit on an annual basis, and interim profit may also be distributed based on the profitability and capital
requirement conditions of the Company.
Conditions of profit distribution by way of share dividends: Provided that the minimum proportion of distribution
of cash dividends is met and reasonable scale of share capital and shareholding structure of the Company are
ensured, and with particular attention paid on keeping the steps of capital expansion in pace with the growth in
operation results, if there are special circumstances which prevent distribution by way of cash, the Company may
consider distributing profit by way of share dividends as a return to investors after consideration of its profitability
and cash flow position and performance of the procedures required by the Articles of Association. Where the
Company made a payment of dividend satisfied by an allotment of new shares or completed conversion of capital
common reserve fund into capital, the Company may elect not to distribute dividend by way of cash in the same
year, and that year is not counted in the three years as stated above in this Articles of Association.”
The profit distribution policy shall comply with the Articles of Association and the requirements of approval
procedures with clear criteria and ratios of dividend distribution to fully protect the legitimate interests of minority
investors and the opinion shall be given by the independent directors. Any adjustment of the policy or any change
of the terms and procedures shall comply with the applicable regulations and be undertaken with transparency.
100
China Southern Airlines Company Limited
Annual Report 2014
Significant Events
2.
Plans and proposals for profit distribution and the conversion of capital reserve
to share capital of the Company in the recent three years (including the reporting
period)
Unit: RMB million
Net profit
attributable
to the
shareholders
of the listed
company in the
consolidated
financial
statements
during the
dividend year
Percentage of
net profit
attributable
to the
shareholders
of the listed
company
in the
consolidated
financial
statements (%)
Transfers
per 10 shares
(shares)
Amount of
cash dividends
(inclusive of
applicable tax)
0
0
0
393
393
491
1,777
1,986
2,619
22.1
19.8
18.7
Dividends
distributed
per 10 shares
(RMB)
(inclusive
of applicable
tax)
0.4
0.4
0.5
Bonus shares
distributed
per 10 shares
(shares)
0
0
0
Year
2014
2013
2012
II. Proposals for Profit Distribution and the Transfer of Capital Reserve to
Share Capital for the Year of 2014
No interim dividend for the year of 2014 was distributed by the Company, and there was no issue of shares by way of
conversion of capital reserve.
The Board recommends the payment of a final dividend of RMB0.4 (inclusive of applicable tax) per 10 shares for the year
ended 31 December 2014, totalling approximately RMB393 million based on the Company’s 9,817,567,000 issued shares.
A resolution for the dividend payment will be submitted for consideration at the 2014 annual general meeting of the
Company. The dividend will be denominated and declared in RMB and payable in RMB to holders of A shares, and in HKD
to holders of H shares. The profit distribution proposal is subject to shareholders’ approval at the general meeting, and if
approved, the final dividend is expected to be paid to the shareholders on or around Thursday, 6 August 2015.
III. Capital Occupied During the Reporting Period and the Clearing Progress
During the reporting period, the Company did not have any capital occupied or clearing progress for the capital.
Annual Report 2014
China Southern Airlines Company Limited
101
Significant Events
IV. Asset Transaction, Corporate Merger and Acquisition
On 13 October 2014, Xiamen Airlines and Hebei Airlines Investment entered into the equity transfer agreement, pursuant
to which Xiamen Airlines agreed to purchase and Hebei Airlines Investment agreed to sell the 95.40% equity interests in
Hebei Airlines at the consideration of RMB680 million. In addition, as approved by the Board, Xiamen Airlines and Sichuan
Airlines also entered into the equity transfer agreement, pursuant to which Xiamen Airlines agreed to purchase and
Sichuan Airlines agreed to sell the 3.83% equity interests in Hebei Airlines at the consideration of RMB69 million.
The above transaction has been completed, Hebei Airlines is owned as to 99.23% equity interests by Xiamen Airlines.
Please refer to the relevant announcement of the Company published on the websites of Shanghai Stock Exchange and
the Stock Exchange.
V. Equity Incentives Plan
In order to establish a long-term incentive mechanism which is closely linked to the results and the long-term strategy
of the Company, as well as optimize the overall remuneration structure and system of the Company and to closely
connect the interests between the shareholders, Directors, senior management and key employees of the Company so
as to establish a foundation for the sustainable development of the Company in long run, the Company considered and
passed the H Share Appreciation Rights Scheme of China Southern Airlines Company Limited and the Initial Grant under
the H Share Appreciation Rights Scheme of China Southern Airlines Company Limited (the “Scheme”) at the 2011 first
extraordinary general meeting of the Company held on 30 November 2011.
Under this Scheme, 24,660,000 units of share appreciation rights were granted to 118 employees of the Group (the
“Recipient”) at the exercise price of HKD3.92 per unit for a term of 6 years prior to 31 December 2011. No shares will
be issued under the Scheme. Upon exercise of the share appreciation rights, a recipient will receive an amount of cash
equivalent to the market value of the shares. Upon the satisfaction of certain performance conditions after the second,
third and fourth anniversary from 22 December 2011, each one third of the share appreciation rights will become
exercisable.
Distribution of a cash dividend of RMB0.2 (equivalent to HKD0.25) (inclusive of applicable tax) per share to H shareholders
was approved by the general meeting of the Company on 31 May 2012, distribution of a cash dividend of RMB0.05
(equivalent to HKD0.06) (inclusive of applicable tax) per share to H shareholders was approved on 18 June 2013 and
distribution of a cash dividend of RMB0.04 (equivalent to HKD0.05) (inclusive of applicable tax) per share to H shareholders
was approved on 26 June 2014, therefore, the exercise price for the share appreciation rights was adjusted to HKD3.56
per share in accordance with the requirements under the Scheme.
During the reporting period, there were no granting or exercising of share appreciation rights and 8,326,667 units of H
share appreciation rights were forfeited. As at the end of the reporting period, 17,646,667 units of H share appreciation
rights were forfeited in total, and there were 7,013,333 units of H share appreciation rights remained outstanding.
102
China Southern Airlines Company Limited
Annual Report 2014
Significant Events
VI. Major Contracts
(I)
Trust, Sub-contracting and Lease
1.
Trust
During the reporting period, the Company did not enter into any trust arrangement.
2.
3.
Contract
During the reporting period, the Company did not enter into any sub-contracting arrangement.
Lease
Save for the connected transactions disclosed above and the lease of certain land parcels and properties of
CSAHC by the Company as a leasee, the Group also acquired aircraft by way of operation lease and finance
lease. As at 31 December 2014, there were 197 and 186 aircrafts under operation lease and under finance
lease, respectively.
(II) Guarantee
Since the training cost is significant, certain trainee pilots of the Company and Xiamen Airlines, its subsidiary,
have to procure personal loans to cover their training costs and miscellaneous expenses in the school. As such,
the Company and Xiamen Airlines applied personal loans for some self-sponsored trainee pilots and provided
joint liability guarantee for such loans, respectively. After such trainee pilots complete their study and training,
the Company and Xiamen Airlines will enter into services contract with them, respectively and provide them with
an option to make early repayment or repay by instalment payment. At the 2006 Annual General Meeting of the
Company held on 28 June 2007, the Board was authorized to approve joint liability guarantee for the cumulative
amount of not more than RMB100 million in each fiscal year. At the 2007 Annual General Meeting of the Company
held on 25 June 2008, the Board was authorized to approve joint liability guarantee for the cumulative amount of
not more than RMB400 million in each fiscal year.
In accordance with the authorization granted at the general meeting, the Board passed the resolutions in 2007,
2008, 2009, 2010 and 2011, respectively, and agreed to provide a joint liability guarantee for the loans applied by
self-sponsored trainee pilots for the purpose of covering their training costs and miscellaneous expenses in the
school who were recruited in 2007, 2008, 2009, 2010 and 2011, with an aggregate amount of RMB90,858,000, not
exceeding RMB213,600,000, not exceeding RMB184,750,000, not exceeding RMB179,269,600 and not exceeding
RMB83,850,000 per annum, respectively for the years 2007, 2008, 2009, 2010 and 2011. The period of guarantee
shall begin on the date when the relevant banks grant a loan to the trainee pilots and ending two years after
the maturity date of such loans. Xiamen Airlines, a subsidiary of the Company, also passed a resolution on 29
December 2009 to provide a joint liability guarantee for the loans applied by its partial self-sponsored trainee
pilots. The maximum amount of personal loans available to be applied by each trainee pilot shall be RMB500,000
and the aggregate amount of guarantee provided by Xiamen Airlines shall be not more than RMB100 million for
the period ended 31 December 2011. The guaranteed loan shall be used for the purpose of pilot training. The
scope of the joint liability guarantee covers the principal loan and interests, liquidated damages, damages and cost
incurred for recovering the principal loan applied by the trainee pilot. The period of guarantee shall begin on the
date when the loan is extended to the pilot and ending on the date of repayment of the principal and interests of
the loans.
Annual Report 2014
China Southern Airlines Company Limited
103
Significant Events
As at 31 December 2014, the banks have granted a loan to certain trainee pilots, of which RMB646 million has
been guaranteed by the Group, in which RMB55.2 million has been guaranteed by Xiamen Airlines, a subsidiary
of the Company. A small number of trainee pilots have already quitted the training programme as they failed to
complete the training programme or due to other reasons, and part of them were unable to repay the principal
and interests of the bank loans, the Company fulfilled its joint liability guarantee obligation for such trainee pilots,
the aggregate amount of which was RMB2 million, and the amount of Xiamen Airlines was nil. The Group has also
tried its best to actively to recover the relevant outstanding bank loans and the accrued interests through various
ways.
(III) Aircraft Purchase Agreements
The seventh session of the Board convened an extraordinary meeting on 16 May 2014, at which the Board
considered and approved the entering into the Aircraft Acquisition Agreement with Airbus S.A.S to acquire 30
A320 series aircrafts and 50 A320 NEO series aircrafts from Airbus S.A.S according to the development of market
demand and the Company’s transportation capacity plan. Pursuant to the said agreement, Airbus S.A.S will deliver
all aircraft to the Company during the period commencing from 2016 to 2020. The aircrafts will increase the
available tonne kilometres of the Group by 12.1% compared with the available tonne kilometres of the Group as
at 31 December 2014. The abovementioned aircraft acquisition has been approved by the general meeting on 26
June 2014 and is subject to the approval of the relevant government authorities.
(IV) Other Material Contracts or Transactions
During the reporting period, the Company did not enter into any other material contracts or transactions.
VII. Penalty on the Listed Companies, its Directors, Supervisors and Senior
Management and the Shareholders Holding more than 5% Equity Interests
of the Company
During the reporting period, Mr. Chen Gang, the Executive Vice President of the Company and Mr. Tian Xiao Dong,
the COO Flight Operations of the Company, were under investigation on suspicion of job-related crimes. In 5 January
2015, Mr. Xu Jie Bo, the Executive Director, Executive Vice President, Chief Financial Officer and Chief Accountant of the
Company and Mr. Zhou Yue Hai, the Executive Vice President of the Company were under investigation on suspicion of
job-related crimes. The Company timely disclosed the information in strict compliance with the relevant applicable listing
rules.
None of the Company nor the current Directors, Supervisors, senior management, controlling shareholders or de facto
controllers was subject to any investigation by relevant authorities or enforcement by judicial or disciplinary departments,
or was handed over to judicial departments or subject to criminal liability, or subject to investigation or administrative
penalty by the China Securities Regulatory Commission, or any denial of participation in the securities market or was
deemed unsuitable to act as directors, or was punished by other administrative authorities or was subject to any public
criticisms made by a stock exchange.
104
China Southern Airlines Company Limited
Annual Report 2014
Significant Events
VIII. Convertible Corporate Bonds
During the reporting period, the Company did not have any issued or outstanding convertible corporate bonds.
IX. Appointment and Dismissal of Auditors
The 2013 annual general meeting held on 26 June 2014 considered and approved the reappointment of
PricewaterhouseCoopers Zhong Tian LLP to provide professional services to the Company for its domestic financial
reporting, U.S. financial report and internal control of financial report for the year 2014 and PricewaterhouseCoopers to
provide professional services to the Company for its Hong Kong financial report for the year 2014, and authorize the
Board to determine their remuneration.
X. Use of Proceeds from Fund-raising
During the reporting period, the Company did not have any fund-raising activity and there was no application of fund
raised in previous periods that was being applied in this period.
XI. Projects other than Fund-raising Project
During the reporting period, there was not any non fund raising project.
XII. Undertaking
Undertakings given by CSAHC, the controlling shareholder of the Company, during the reporting period or existing to the
reporting period are as follow:
(I) Undertaking Related to Share Reform
Upon completion of the Share Reform Plan, and subject to compliance with the relevant laws and regulations of
the PRC, CSAHC will support the Company in respect of the formulation and implementation of a management
equity incentive system. It has been strictly performed.
(II) Other Undertaking
1.
2.
The Company and CSAHC entered into the “Property Compensation Agreement” on 22 May 1997, pursuant
to which CSAHC agreed to compensate the Company for any losses or damages resulting from any
challenge to or interference with the Company’s rights in the use of the land and buildings leased from
CSAHC. It’s a long-term undertaking, and it has been strictly performed.
In 1995, CSAHC and the Company entered into a Separation Agreement with regard to the definition and
allocation of the assets and liabilities between CSAHC and the Company on 25 March 1995 (the Agreement
was amended on 22 May 1997). According to the Separation Agreement, CSAHC and the Company agreed
to compensate the other party for the claims, liabilities and costs borne by such party as a result of the
business, assets and liabilities held or inherited by CSAHC and the Company pursuant to the Separation
Agreement. It’s a long-term undertaking, and it has been strictly performed.
Annual Report 2014
China Southern Airlines Company Limited
105
Significant Events
3.
4.
In respect of the connected transaction entered into between the Company and CSAHC on 14 August
2007 in relation to the sale and purchase of various assets, the application for building title certificates for
eight properties of Air Catering (with a total gross floor area of 8,013.99 square meters) and 11 properties
of the Training Centre (with a total gross floor area of 13,948.25 square meters) have not been made for
various reasons. In this regard, CSAHC has issued an undertaking letter, undertaking that: (1) the above title
certificates should be obtained by CSAHC by the end of 2008; (2) all the costs and expenses arising from
the application of the relevant title certificates would be borne by CSAHC; and (3) CSAHC would be liable
for all the losses suffered by the Company as a result of the above two undertakings, including but not
limited to: a) any production losses arising from the lack of title certificates, b) any other losses occasioned
by the potential risk arising from the outstanding title certificates. The application for the title certificates
mentioned above remained outstanding for various reasons. Therefore, CSAHC issued an undertaking letter,
undertaking that it would attend to and complete the above-mentioned obligation before 31 December
2016 and would compensate the Company for any losses arising from the undertakings.
Due to such kind of change of ownership title requires compliance with the state and local laws and
regulations, and a series of formalities in relation to the government approval is required to be attended
to, CSAHC has been actively communicating with the government. However, as at the end of the reporting
period, such undertakings are still in the course of being implemented. The performance period of this
undertaking is up to 31 December 2016.
The relevant undertakings under the Financial Services Framework Agreement between the Company and
SA Finance: (1) SA Finance is a duly incorporated enterprise group finance company under the “Administrative
Measures for Enterprise Group Finance Companies” and the other relevant rules and regulations, whose
principal business is to provide finance management services, such as deposit and financing for the
members of the Group; and the relevant capital flows are kept within the Group; (2) the operations of SA
Finance are in compliance with the requirements of the relevant laws and regulations and it is running
well, therefore the deposits placed with and loans from SA Finance of the Company are definitely secure.
In future, SA Finance will continue to operate in strict compliance with the requirements of the relevant
laws and regulations; (3) in respect of the Company’s deposits with and borrowings from SA Finance, the
Company will continue to implement its internal procedures in accordance with the relevant laws and
regulations and the Articles of Association, and CSAHC will not intervene in the relevant decision-making
process of the Company; and (4) As the Company is independent from CSAHC in respect of its assets,
businesses, personnel, finance and organizational structures, CSAHC will continue to fully respect the rights
of the Company to manage its own operations, and will not intervene in the daily business operations of
the Company. It’s a long-term undertaking, and it has been strictly performed.
106
China Southern Airlines Company Limited
Annual Report 2014
Internal Control
The Board has an overall responsibility for the Group’s internal control system and its effectiveness. The Board has existing
process to identify, assess and manage major risks to which Group is exposed. It is part of the process to renew the internal
control system in case of changes in operating environment or regulation.
The Board has conducted a review of, and is satisfied with the effectiveness of the Group’s internal control system for the
financial year ended 31 December 2014.
I. Disclaimer on Internal Control and the Establishment of Internal Control
System
The board of directors of the Company is responsible for establishing and maintaining an internal control system to
ensure the adequacy of financial reporting. The objectives of the internal control system for financial reporting are to
ensure the truthfulness, completeness and reliability of the information contained in the financial report, and to prevent
the risk of making material misstatements. Given the inherent limitations of the internal control system, only reasonable
assurance can be provided for the above objectives. The Board has carried out assessment on the relevant internal
control for financial reporting in accordance with the “Basic Standard for Enterprise Internal Control”, and has considered
it effective as at 31 December 2014 (being the base date).
During the course of the Company’s self-evaluation regarding internal control, no significant or important deficiencies in
internal control on non-financial reporting were identified.
PricewaterhouseCoopers Zhong Tian LLP was engaged by the Company to conduct an audit on the effectiveness of the
Company’s internal control over financial reporting in accordance with Internal Control Audit Guidance and relevant
requirements from the practising guidances of the China Institute of Certified Public Accountants, and issued an
unqualified audit report. For details of the assessment report on the Company’s internal control, please visit the website
of the Shanghai Stock Exchange.
II. Particulars of the Audit Report on the Company’s Internal Control
For details of the audit report on the Company’s internal control, please visit the website of the Shanghai Stock Exchange.
III. Particulars of the Accountability Systems for Major Errors in Annual
Reports and Their Implementations
The Company established the “Information Disclosure Management System” in June 2007, the “Material Inside Information
Reporting System” in April 2008, and the “Insider Information Management System” in December 2009, and also made
amendments in accordance with requirements of the regulatory bodies. With these systems in place, the Company
regulated its work on the dissemination and disclosure of inside information, and clearly defined the requirements of
accountability for major errors in disclosure of information, including those in annual reports.
During the reporting period, no major error was found in the Company’s annual report.
Annual Report 2014
China Southern Airlines Company Limited
107
Social Responsibility
Starting from 2008, the Company, building on its years of perseverance and perfection, has established a complete social
responsibility system with its own characteristics. The Company, with its full gratitude, has put more efforts in caring for
the passengers, the staff, the society and environmental business, and considered social responsibility as its first priority in
corporate development. By providing assistance to people in need, actively taking part in charity and donation, implementing
honest operation practices and operating green flights, the Company contributed to the society with a thankful heart, thereby
established its corporate characters which laid the foundation of the Company.
In 2014, the Company bore its responsibilities firmly and initiated mechanism innovation to effectively fulfill its corporate social
responsibilities:
Provision of special flight services. We have successively organized special fights to provide earthquake relief in Ludian, Yunnan
and Hetian, Xinjiang, and assist in the transportation of peacekeeping troops, evacuation of Chinese citizens from Vietnam, and
water delivery to Maldives. Of which, 9 fights have been arranged to deliver 13 tonnes of supplies to Ludian, Yunnan, 2 aircrafts
have been sent to Vietnam to pick up 291 Chinese citizens and 38 tonnes of clean water has been delivered to Maldives.
Completion of transportation tasks for significant events. In 2014, we have successively completed transportation tasks for
significant events such as the Spring Festival travel season, Canton Fair, World Travel & Tourism Council and APEC summits.
Active support to cultural undertakings. In 2014, we have successively sponsored Sydney Festival, Melbourne Festival and
Melbourne Football Club, and proactively sponsored the transportation of American Indian cultural relics from North America for
exhibition in China.
Donations by Ten Cent Care Foundation. In 2014, Ten Cent Care Foundation has made donations of RMB6.4 million in total. Of
which, RMB2.2 million was for education, RMB1 million was for poverty-relief, and RMB3.2 million was for disaster-relief.
Organization of volunteer activities. In 2014, China Southern Airlines Volunteer Association has organized a total of 1,709 activities
with participants of 21,736 person-times and 54,650 hours of service, serving 286,321 person-times, with 1,168 cases of one-on-
one long-term relation established.
108
China Southern Airlines Company Limited
Annual Report 2014
Social Responsibility
Awards received by the Company in 2014:
1
2
3
4
5
6
7
8
9
Best Contribution Award for Air Service 2013/14 elected by Auckland Airport, New Zealand
“Stars of China Awards 2014” Best Airline Company elected by Global Finance Magazine, USA
Airline of the Year 2013 Award Asia elected by Amsterdam Airport Schiphol
Top First Class Service elected by Now Travel Asia magazine Award 2014
2014 Top Ten PRC Logistics Brands
2014 Top 100 Companies with Valuable Brand in Logistics Industry in China
Best ECA-backed Facility from Assets Asian Awards 2014
“Best Call Center”, “Marketing Team of Call Center with the Best Services” and “Best Solution of Call Center Awards”
elected by China Call Center Excellence Summit 2013-2014
Best Listed State-owned Enterprise with Best CSR Reputation of 2013 elected by Southern Weekly
10
2014 Chinese Most Admire Transportation and Logistics Company Award elected by Fortune China
Annual Report 2014
China Southern Airlines Company Limited
109
Wuhan
16 December 2014, the Company launched a new flight service
between Guangzhou and San Francisco via Wuhan, the first
direct flight linking Central China and the United States and
the fourth route to North America serviced by the Company.
To celebrate the successful launch of the new flight service,
the municipal government of San Francisco announced that 16
December 2014 would be the “Day of China Southern Airlines”.
San Francisco
Independent Auditor’s Report
To the shareholders of China Southern Airlines Company Limited
(Incorporated in the People’s Republic of China with limited liability)
We have audited the consolidated financial statements of China Southern Airlines Company Limited (“the Company”) and its
subsidiaries (together, the “Group”) set out on pages 113 to 200, which comprise the consolidated and company balance sheets
as at 31 December 2014, and the consolidated income statement, the consolidated statement of comprehensive income, the
consolidated statement of changes in equity and the consolidated cash flow statement for the year then ended, and a summary
of significant accounting policies and other explanatory information.
Directors’ Responsibility for the Consolidated Financial Statements
The directors of the Company are responsible for the preparation of consolidated financial statements that give a true and
fair view in accordance with International Financial Reporting Standards and the disclosure requirements of the Hong Kong
Companies Ordinance, and for such internal control as the directors determine is necessary to enable the preparation of
consolidated financial statements that are free from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our
audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements
and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated
financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of
material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments,
the auditor considers internal control relevant to the entity’s preparation of consolidated financial statements that give a
true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the
overall presentation of the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the consolidated financial statements give a true and fair view of the state of affairs of the Company and of
the Group as at 31 December 2014, and of the Group’s profit and cash flows for the year then ended in accordance with
International Financial Reporting Standards and have been properly prepared in accordance with the disclosure requirements of
the Hong Kong Companies Ordinance.
Other Matters
This report, including the opinion, has been prepared for and only for you, as a body, and for no other purpose. We do not
assume responsibility towards or accept liability to any other person for the contents of this report.
PricewaterhouseCoopers
Certified Public Accountants
Hong Kong, 30 March 2015
PricewaterhouseCoopers, 22/F Prince’s Building, Central, Hong Kong
T: +852 2289 8888, F: +852 2810 9888, www.pwchk.com
112
China Southern Airlines Company Limited
Annual Report 2014
Consolidated Income Statement
For the year ended 31 December 2014
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi)
Note
2014
RMB million
2013
RMB million
5
7
8
9
10
11
12
13
22
15
16
26
27
36(e)
17
19
21
21
47
104,328
4,256
108,584
58,901
8,304
16,402
7,841
2,337
10,828
215
1,198
106,026
2,190
4,748
376
(2,193)
261
140
(292)
26
3,066
(668)
2,398
1,777
621
2,398
94,684
3,863
98,547
54,010
7,805
15,091
7,754
2,470
9,347
536
1,267
98,280
1,243
1,510
307
(1,651)
294
96
2,903
25
3,484
(734)
2,750
1,986
764
2,750
RMB0.18
393
RMB0.20
393
Operating revenue
Traffic revenue
Other operating revenue
Total operating revenue
Operating expenses
Flight operation expenses
Maintenance expenses
Aircraft and transportation service expenses
Promotion and selling expenses
General and administrative expenses
Depreciation and amortisation
Impairment on property, plant and equipment
Others
Total operating expenses
Other net income
Operating profit
Interest income
Interest expense
Share of associates’ results
Share of joint ventures’ results
Exchange (loss)/gain, net
Other non-operating income
Profit before income tax
Income tax
Profit for the year
Profit attributable to:
Equity shareholders of the Company
Non-controlling interests
Profit for the year
Earnings per share attributable to
equity shareholders of the Company
Basic and diluted
Dividends
The accompanying notes form part of these financial statements.
Annual Report 2014
China Southern Airlines Company Limited
113
Consolidated Statement of Comprehensive Income
For the year ended 31 December 2014
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi)
Profit for the year
Other comprehensive income for the year:
Items that may be reclassified subsequently to profit or loss
– Fair value movement of available-for-sale
financial assets
– Share of other comprehensive income/(loss)
of an associate
– Deferred tax relating to above items
Total comprehensive income for the year
Total comprehensive income attributable to:
Equity shareholders of the Company
Non-controlling interests
Total comprehensive income for the year
Note
29
30
2014
RMB million
2,398
2013
RMB million
2,750
43
21
(11)
2,451
1,813
638
2,451
(8)
(3)
2
2,741
1,981
760
2,741
The accompanying notes form part of these financial statements.
114
China Southern Airlines Company Limited
Annual Report 2014
Consolidated Balance Sheet
At 31 December 2014
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi)
31 December
2014
RMB million
31 December
2013
RMB million
Note
22
23
24
26
27
28
29
30
34
31
32
33
34
35
40
36
37
38
39
40
41
42
134,453
19,347
2,349
1,583
1,338
136
651
104
966
300
920
162,147
1,661
2,683
5,864
15,414
438
995
486
27,541
20,979
5,992
1,657
6,101
1,160
296
458
12,122
5,321
54,086
119,777
17,459
2,267
1,305
1,197
162
566
61
1,251
–
589
144,634
1,647
2,173
3,431
11,748
440
803
331
20,573
20,242
3,636
1,407
5,815
1,244
495
457
11,898
4,019
49,213
Non-current assets
Property, plant and equipment, net
Construction in progress
Lease prepayments
Interest in associates
Interest in joint ventures
Other investments in equity securities
Aircraft operating lease deposits
Available-for-sale financial assets
Deferred tax assets
Other receivables
Other assets
Current assets
Inventories
Trade receivables
Other receivables
Cash and cash equivalents
Restricted bank deposits
Prepaid expenses and other current assets
Amounts due from related companies
Current liabilities
Borrowings
Current portion of obligations under finance leases
Trade payables
Sales in advance of carriage
Deferred revenue
Current income tax
Amounts due to related companies
Accrued expenses
Other liabilities
Net current liabilities
Total assets less current liabilities
2(a(i))
(26,545)
135,602
(28,640)
115,994
Annual Report 2014
China Southern Airlines Company Limited
115
Consolidated Balance Sheet
At 31 December 2014
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi)
Non-current liabilities
Borrowings
Obligations under finance leases
Deferred revenue
Provision for major overhauls
Provision for early retirement benefits
Deferred benefits and gains
Deferred tax liabilities
Net assets
Capital and reserves
Share capital
Reserves
Total equity attributable to equity shareholders of the Company
Non-controlling interests
Total equity
Approved and authorised for issue by the board of directors on 30 March 2015.
31 December
2014
RMB million
31 December
2013
RMB million
Note
36
37
39
43
44
45
30
46
47
42,066
43,919
1,750
1,623
25
853
873
91,109
44,493
9,818
25,930
35,748
8,745
44,493
37,246
31,373
2,069
1,076
41
858
880
73,543
42,451
9,818
24,511
34,329
8,122
42,451
Si Xian Min
Director
Tan Wan Geng
Director
The accompanying notes form part of these financial statements.
116
China Southern Airlines Company Limited
Annual Report 2014
Non-current assets
Property, plant and equipment, net
Construction in progress
Lease prepayments
Investments in subsidiaries
Interest in associates
Interest in joint ventures
Other investments in equity securities
Aircraft operating lease deposits
Available-for-sale financial assets
Deferred tax assets
Other assets
Current assets
Inventories
Trade receivables
Other receivables
Cash and cash equivalents
Restricted bank deposits
Prepaid expenses and other current assets
Amounts due from related companies
Current liabilities
Borrowings
Current portion of obligations under finance leases
Trade payables
Sales in advance of carriage
Deferred revenue
Current income tax
Amounts due to subsidiaries and other related companies
Accrued expenses
Other liabilities
Balance Sheet
At 31 December 2014
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi)
31 December
2014
RMB million
31 December
2013
RMB million
Note
22
23
24
25
26
27
28
29
30
31
32
33
34
35
40
36
37
38
39
40
41
42
105,495
12,030
1,348
3,549
467
483
100
600
40
939
478
125,529
1,179
2,160
3,402
10,060
93
606
3,463
20,963
17,811
5,277
338
5,413
1,072
220
3,171
10,024
3,293
46,619
100,399
12,315
1,347
3,036
437
483
100
484
25
1,221
488
120,335
1,251
1,800
2,231
5,467
87
518
449
11,803
16,547
3,558
486
5,153
1,154
480
2,256
10,057
3,004
42,695
Net current liabilities
Total assets less current liabilities
(25,656)
99,873
(30,892)
89,443
Annual Report 2014
China Southern Airlines Company Limited
117
Balance Sheet
At 31 December 2014
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi)
Non-current liabilities
Borrowings
Obligations under finance leases
Deferred revenue
Provision for major overhauls
Provision for early retirement benefits
Deferred benefits and gains
Net assets
Capital and reserves
Share capital
Reserves
Total equity
31 December
2014
RMB million
31 December
2013
RMB million
Note
36
37
39
43
44
45
46
47
30,844
38,357
1,525
1,184
23
786
72,719
27,154
9,818
17,336
27,154
29,093
30,482
1,860
689
39
808
62,971
26,472
9,818
16,654
26,472
Approved and authorised for issue by the board of directors on 30 March 2015.
Si Xian Min
Director
Tan Wan Geng
Director
The accompanying notes form part of these financial statements.
118
China Southern Airlines Company Limited
Annual Report 2014
Consolidated Statement of Changes In Equity
For the year ended 31 December 2014
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi)
Attributable to equity shareholders of the Company
Share
capital
RMB million
Share
premium
RMB million
Fair value
reserves
RMB million
Other
reserves
RMB million
Retained
earnings
RMB million
Total
RMB million
Non-
controlling
interests
RMB million
Total
equity
RMB million
Balance at 1 January 2013
9,818
14,131
24
1,226
7,640
32,839
6,895
39,734
Changes in equity for 2013:
Profit for the year
Other comprehensive income
Total comprehensive income
Appropriations to reserves
Dividends relating to 2012
Acquisition of non-controlling
interests in a subsidiary
Capital injection from the
non-controlling shareholder of
a Subsidiary
Distributions to non-controlling
interests
Balance at 31 December 2013
Balance at 1 January 2014
Changes in equity for 2014:
Profit for the year
Other comprehensive income
Total comprehensive income
Appropriations to reserves
Dividends relating to 2013 (note 47)
Capital injection of non-controlling
interests in a subsidiary
Acquisition of non-controlling
interests in a subsidiary
Non-controlling interest arising on
business combination
Distributions to non-controlling
interests
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
9,818
9,818
14,131
14,131
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(2)
(2)
–
–
–
–
–
22
22
–
22
22
–
–
–
–
–
–
–
(3)
(3)
113
–
–
–
–
1,986
–
1,986
(113)
(491)
–
–
–
1,986
(5)
1,981
–
(491)
–
–
–
764
(4)
760
–
–
(6)
560
(87)
2,750
(9)
2,741
–
(491)
(6)
560
(87)
1,336
1,336
9,022
9,022
34,329
34,329
8,122
8,122
42,451
42,451
–
14
14
137
–
–
(1)
–
–
1,777
–
1,777
(137)
(393)
–
–
–
–
1,777
36
1,813
–
(393)
–
(1)
–
–
621
17
638
–
–
108
(1)
6
2,398
53
2,451
–
(393)
108
(2)
6
(128)
8,745
(128)
44,493
Balance at 31 December 2014
9,818
14,131
44
1,486
10,269
35,748
The accompanying notes form part of these financial statements.
Annual Report 2014
China Southern Airlines Company Limited
119
Consolidated Cash Flow Statement
For the year ended 31 December 2014
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi)
Operating activities
Cash generated from operating activities
Interest received
Interest paid
Income tax paid
Net cash generated from operating activities
Investing activities
Acquisition of subsidiaries, net of cash acquired
Proceeds from disposal of property, plant and equipment and
lease prepayments
Dividends received from associates
Dividends received from a joint venture
Dividends received from other investments in equity securities and
available-for-sale financial assets
Acquisition of term deposits and wealth management products
Proceeds from maturity of term deposits and
wealth management products
Interest received on wealth management products
Additions of property, plant and equipment, lease prepayments and
other assets
Capital injection into associates and other investment
Payment for aircraft lease deposits
Refund of aircraft lease deposits
Placement of pledged bank deposits
Withdrawal of pledged bank deposits
Net cash used in investing activities
Financing activities
Dividends paid to equity shareholders of the Company
Proceeds from borrowings
Proceeds from ultra-short-term financing bills
Repayment of borrowings
Repayment of principal under finance lease obligations
Repayment of ultra-short-term financing bills
Capital injection from the non-controlling interests of subsidiaries
Dividends paid to non-controlling interests
Payment for purchase of non-controlling interest
Net cash (used in)/generated from financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at 1 January
Exchange losses on cash and cash equivalents
Cash and cash equivalents at 31 December
The accompanying notes form part of these financial statements.
120
China Southern Airlines Company Limited
Annual Report 2014
Note
35(b)
47(b)
2014
RMB million
2013
RMB million
15,826
360
(1,991)
(625)
13,570
(657)
1,611
86
–
13
(3,286)
1,254
–
(8,649)
–
(172)
87
(1,656)
1,609
(9,760)
(393)
32,488
6,000
(31,126)
(4,072)
(3,000)
108
(128)
(8)
(131)
3,679
11,748
(13)
15,414
11,546
220
(1,538)
(525)
9,703
–
205
33
5
14
(8,402)
8,481
25
(12,308)
(72)
(51)
142
(277)
–
(12,205)
(491)
38,324
500
(31,243)
(2,895)
(500)
560
(87)
–
4,168
1,666
10,082
–
11,748
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
1 Corporate information
China Southern Airlines Company Limited (the “Company”), a joint stock company limited by shares, was incorporated in
the People’s Republic of China (the “PRC”) on 25 March 1995. The address of the Company’s registered office is House 203,
No. 233 Kaifa Avenue, Guangzhou Economic & Technology Development Zone, Luogang District, Guangzhou, Guangdong
Province, the PRC. The Company and its subsidiaries (the “Group”) are principally engaged in the operation of civil aviation,
including the provision of passenger, cargo, mail delivery and other extended transportation services.
The Company’s majority interest is owned by China Southern Air Holding Company (“CSAHC”), a state-owned enterprise
incorporated in the PRC.
The Company’s shares are traded on the Shanghai Stock Exchange, the Stock Exchange of Hong Kong Limited and the
New York Stock Exchange.
These financial statements are presented in RMB, unless otherwise stated.
These consolidated financial statements were approved for issue by the Company’s Board on 30 March 2015.
2 Significant accounting policies
The principal accounting policies applied in the preparation of these consolidated financial statements are set out below.
These policies have been consistently applied to all the years presented, unless otherwise stated.
(a) Basis of preparation
The consolidated financial statements have been prepared in accordance with all applicable International Financial
Reporting Standards (“IFRSs”), which collective term includes all applicable individual IFRSs, International Accounting
Standards (“IASs”) and Interpretations issued by the International Accounting Standards Board (the “IASB”). The
consolidated financial statements are also prepared in accordance with the applicable disclosure requirements of
the predecessor Hong Kong Companies Ordinance (Cap.32) for this financial year and the comparative period. The
consolidated financial statements also comply with the applicable disclosure provisions of the Rules Governing the
Listing of Securities on The Stock Exchange of Hong Kong Limited. The measurement basis used in the preparation
of the financial statements is the historical cost basis, except that available-for-sale equity securities are stated at their
fair value as explained in the accounting policies set out in Note 2(e).
The preparation of financial statements in conformity with IFRSs requires management to make judgements,
estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income
and expenses. The estimates and relevant assumptions are based on historical experience and various other factors
that are believed to be reasonable under the circumstances, the results of which form the basis of making the
judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual
results may differ from these estimates.
The estimates and relevant assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of
the revision and future periods if the revision affects both current and future periods.
Judgements made by management in the application of IFRSs that have significant effect on the financial statements
and major sources of estimation uncertainty are discussed in Note 3.
The consolidated financial statements comprise the Company and its subsidiaries and the Group’s interest in
associates and joint ventures.
Annual Report 2014
China Southern Airlines Company Limited
121
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(a) Basis of preparation (Continued)
(i) Going concern
As at 31 December 2014, the Group’s current liabilities exceeded its current assets by RMB26,545 million. In
preparing the consolidated financial statements, the Board has given careful consideration to the going concern
status of the Group in the context of the Group’s current working capital deficit and believe that adequate
funding is available to fulfil the Group’s short-term obligations and capital expenditure requirements.
As at 31 December 2014, the Group had banking facilities with several PRC banks and financial institutions for
providing bank financing up to approximately RMB187.1 billion (2013: RMB166.3 billion), of which approximately
RMB126.7 billion (2013: RMB120.9 billion) was unutilised. The Board believes that, based on experience to date,
it is likely that these facilities will be rolled over in the future years if required. Accordingly, the Board believes
that it is appropriate to prepare the consolidated financial statements on a going concern basis without
including any adjustments that would be required should the Company and the Group fail to continue as a
going concern.
(ii) New and amended standards adopted by the Group
The following standards have been adopted by the Group for the first time for the financial year beginning on
or after 1 January 2014:
(cid:116)(cid:1)
(cid:116)(cid:1)
(cid:116)(cid:1)
(cid:116)(cid:1)
(cid:116)(cid:1)
(cid:34)(cid:78)(cid:70)(cid:79)(cid:69)(cid:78)(cid:70)(cid:79)(cid:85)(cid:1) (cid:85)(cid:80)(cid:1) (cid:42)(cid:34)(cid:52)(cid:1) (cid:20)(cid:19)(cid:13)(cid:1) (cid:8)(cid:39)(cid:74)(cid:79)(cid:66)(cid:79)(cid:68)(cid:74)(cid:66)(cid:77)(cid:1) (cid:74)(cid:79)(cid:84)(cid:85)(cid:83)(cid:86)(cid:78)(cid:70)(cid:79)(cid:85)(cid:84)(cid:27)(cid:1) (cid:49)(cid:83)(cid:70)(cid:84)(cid:70)(cid:79)(cid:85)(cid:66)(cid:85)(cid:74)(cid:80)(cid:79)(cid:8)(cid:1) (cid:80)(cid:79)(cid:1) (cid:80)(cid:71)(cid:71)(cid:84)(cid:70)(cid:85)(cid:85)(cid:74)(cid:79)(cid:72)(cid:1) (cid:71)(cid:74)(cid:79)(cid:66)(cid:79)(cid:68)(cid:74)(cid:66)(cid:77)(cid:1) (cid:66)(cid:84)(cid:84)(cid:70)(cid:85)(cid:84)(cid:1) (cid:66)(cid:79)(cid:69)(cid:1) (cid:71)(cid:74)(cid:79)(cid:66)(cid:79)(cid:68)(cid:74)(cid:66)(cid:77)(cid:1)
liabilities. This amendment clarifies that the right of set-off must not be contingent on a future event. It
must also be legally enforceable for all counterparties in the normal course of business, as well as in the
event of default, insolvency or bankruptcy. The amendment also considers settlement mechanisms. The
amendment did not have a significant effect on the Group’s financial statements.
(cid:34)(cid:78)(cid:70)(cid:79)(cid:69)(cid:78)(cid:70)(cid:79)(cid:85)(cid:84)(cid:1)(cid:85)(cid:80)(cid:1)(cid:42)(cid:39)(cid:51)(cid:52)(cid:1)(cid:18)(cid:17)(cid:13)(cid:1)(cid:18)(cid:19)(cid:1)(cid:66)(cid:79)(cid:69)(cid:1)(cid:42)(cid:34)(cid:52)(cid:1)(cid:19)(cid:24)(cid:13)(cid:1)(cid:8)(cid:36)(cid:80)(cid:79)(cid:84)(cid:80)(cid:77)(cid:74)(cid:69)(cid:66)(cid:85)(cid:74)(cid:80)(cid:79)(cid:1)(cid:71)(cid:80)(cid:83)(cid:1)(cid:74)(cid:79)(cid:87)(cid:70)(cid:84)(cid:85)(cid:78)(cid:70)(cid:79)(cid:85)(cid:1)(cid:70)(cid:79)(cid:85)(cid:74)(cid:85)(cid:74)(cid:70)(cid:84)(cid:8)(cid:15)(cid:1)(cid:53)(cid:73)(cid:70)(cid:84)(cid:70)(cid:1)(cid:66)(cid:78)(cid:70)(cid:79)(cid:69)(cid:78)(cid:70)(cid:79)(cid:85)(cid:84)(cid:1)(cid:78)(cid:70)(cid:66)(cid:79)(cid:1)
that many funds and similar entities will be exempt from consolidating most of their subsidiaries. Instead,
they will measure them at fair value through profit or loss. The amendments give an exception to entities
that meet an ’investment entity’ definition and which display particular characteristics. Changes have also
been made to IFRS 12 to introduce disclosures that an investment entity needs to make. The amendments
did not have an impact on the Group’s financial statements.
(cid:34)(cid:78)(cid:70)(cid:79)(cid:69)(cid:78)(cid:70)(cid:79)(cid:85)(cid:84)(cid:1) (cid:85)(cid:80)(cid:1) (cid:42)(cid:34)(cid:52)(cid:1) (cid:20)(cid:23)(cid:13)(cid:1) (cid:8)(cid:42)(cid:78)(cid:81)(cid:66)(cid:74)(cid:83)(cid:78)(cid:70)(cid:79)(cid:85)(cid:1) (cid:80)(cid:71)(cid:1) (cid:66)(cid:84)(cid:84)(cid:70)(cid:85)(cid:84)(cid:8)(cid:13)(cid:1) (cid:80)(cid:79)(cid:1) (cid:85)(cid:73)(cid:70)(cid:1) (cid:83)(cid:70)(cid:68)(cid:80)(cid:87)(cid:70)(cid:83)(cid:66)(cid:67)(cid:77)(cid:70)(cid:1) (cid:66)(cid:78)(cid:80)(cid:86)(cid:79)(cid:85)(cid:1) (cid:69)(cid:74)(cid:84)(cid:68)(cid:77)(cid:80)(cid:84)(cid:86)(cid:83)(cid:70)(cid:84)(cid:1) (cid:71)(cid:80)(cid:83)(cid:1) (cid:79)(cid:80)(cid:79)(cid:14)(cid:71)(cid:74)(cid:79)(cid:66)(cid:79)(cid:68)(cid:74)(cid:66)(cid:77)(cid:1)
assets. This amendment removed certain disclosures of the recoverable amount of cash-generating units
which had been included in IAS 36 by the issue of IFRS 13. It also enhanced the disclosures of information
about the recoverable amount of impaired assets if that amount is based on fair value less costs of
disposal. The Group has applied the amendment and there has been no significant impact on the Group
financial statements as a result.
(cid:34)(cid:78)(cid:70)(cid:79)(cid:69)(cid:78)(cid:70)(cid:79)(cid:85)(cid:1) (cid:85)(cid:80)(cid:1) (cid:42)(cid:34)(cid:52)(cid:1) (cid:20)(cid:26)(cid:13)(cid:1) (cid:8)(cid:39)(cid:74)(cid:79)(cid:66)(cid:79)(cid:68)(cid:74)(cid:66)(cid:77)(cid:1) (cid:74)(cid:79)(cid:84)(cid:85)(cid:83)(cid:86)(cid:78)(cid:70)(cid:79)(cid:85)(cid:84)(cid:27)(cid:1) (cid:51)(cid:70)(cid:68)(cid:80)(cid:72)(cid:79)(cid:74)(cid:85)(cid:74)(cid:80)(cid:79)(cid:1) (cid:66)(cid:79)(cid:69)(cid:1) (cid:78)(cid:70)(cid:66)(cid:84)(cid:86)(cid:83)(cid:70)(cid:78)(cid:70)(cid:79)(cid:85)(cid:8)(cid:1) (cid:80)(cid:79)(cid:1) (cid:85)(cid:73)(cid:70)(cid:1) (cid:79)(cid:80)(cid:87)(cid:66)(cid:85)(cid:74)(cid:80)(cid:79)(cid:1) (cid:80)(cid:71)(cid:1)
derivatives and the continuation of hedge accounting. This amendment considers legislative changes to
’over-the-counter’ derivatives and the establishment of central counterparties. Under IAS 39, novation of
derivatives to central counterparties would result in discontinuance of hedge accounting. The amendment
provides relief from discontinuing hedge accounting when novation of a hedging instrument meets
specified criteria. The Group has applied the amendment and there has been no significant impact on the
Group financial statements as a result.
(cid:42)(cid:39)(cid:51)(cid:42)(cid:36)(cid:1) (cid:19)(cid:18)(cid:13)(cid:1) (cid:8)(cid:45)(cid:70)(cid:87)(cid:74)(cid:70)(cid:84)(cid:8)(cid:13)(cid:1) (cid:84)(cid:70)(cid:85)(cid:84)(cid:1) (cid:80)(cid:86)(cid:85)(cid:1) (cid:85)(cid:73)(cid:70)(cid:1) (cid:66)(cid:68)(cid:68)(cid:80)(cid:86)(cid:79)(cid:85)(cid:74)(cid:79)(cid:72)(cid:1) (cid:71)(cid:80)(cid:83)(cid:1) (cid:66)(cid:79)(cid:1) (cid:80)(cid:67)(cid:77)(cid:74)(cid:72)(cid:66)(cid:85)(cid:74)(cid:80)(cid:79)(cid:1) (cid:85)(cid:80)(cid:1) (cid:81)(cid:66)(cid:90)(cid:1) (cid:66)(cid:1) (cid:77)(cid:70)(cid:87)(cid:90)(cid:1) (cid:74)(cid:71)(cid:1) (cid:85)(cid:73)(cid:66)(cid:85)(cid:1) (cid:77)(cid:74)(cid:66)(cid:67)(cid:74)(cid:77)(cid:74)(cid:85)(cid:90)(cid:1) (cid:74)(cid:84)(cid:1) (cid:88)(cid:74)(cid:85)(cid:73)(cid:74)(cid:79)(cid:1) (cid:85)(cid:73)(cid:70)(cid:1)
scope of IAS 37 ’Provisions’. The interpretation addresses what the obligating event is that gives rise to
the payment a levy and when a liability should be recognised. The Group is not currently subjected to
significant levies so the impact on the Group is not material.
122
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(a) Basis of preparation (Continued)
(ii) New and amended standards adopted by the Group (Continued)
(cid:116)(cid:1)
(cid:34)(cid:79)(cid:79)(cid:86)(cid:66)(cid:77)(cid:1)(cid:74)(cid:78)(cid:81)(cid:83)(cid:80)(cid:87)(cid:70)(cid:78)(cid:70)(cid:79)(cid:85)(cid:84)(cid:1)(cid:19)(cid:17)(cid:18)(cid:19)(cid:15)(cid:1)(cid:53)(cid:73)(cid:70)(cid:84)(cid:70)(cid:1)(cid:66)(cid:78)(cid:70)(cid:79)(cid:69)(cid:78)(cid:70)(cid:79)(cid:85)(cid:84)(cid:1)(cid:74)(cid:79)(cid:68)(cid:77)(cid:86)(cid:69)(cid:70)(cid:1)(cid:68)(cid:73)(cid:66)(cid:79)(cid:72)(cid:70)(cid:84)(cid:1)(cid:71)(cid:83)(cid:80)(cid:78)(cid:1)(cid:85)(cid:73)(cid:70)(cid:1)(cid:19)(cid:17)(cid:18)(cid:17)(cid:14)(cid:19)(cid:17)(cid:18)(cid:19)(cid:1)(cid:68)(cid:90)(cid:68)(cid:77)(cid:70)(cid:1)(cid:80)(cid:71)(cid:1)(cid:85)(cid:73)(cid:70)(cid:1)(cid:66)(cid:79)(cid:79)(cid:86)(cid:66)(cid:77)(cid:1)
improvements project, that affect 7 standards, only the below are effective for relevant transactions on
or after 1 July 2014. IFRS 2, ’Share-based payment’, the amendment clarifies the definition of a ’vesting
condition’ and separately defines ’performance condition’ and ’service condition’. IFRS 3, ’Business
combinations’ and consequential amendments to IFRS 9, ’Financial instruments’, IAS 37, ’Provisions,
contingent liabilities and contingent assets’, and IAS39, ’Financial instruments – Recognition and
measurement’. The standard is amended to clarify that an obligation to pay contingent consideration
which meets the definition of a financial instrument is classified as a financial liability or as equity, on
the basis of the definitions in IAS 32,’Financial instruments: Presentation’. All non-equity contingent
consideration, both financial and non-financial, is measured at fair value at each reporting date, with
changes in fair value recognised in profit and loss. These annual improvements did not have an impact
on the Group’s financial statements.
(iii) New standards and interpretations not yet adopted
A number of new standards and amendments to standards and interpretations are effective for annual
periods beginning after 1 January 2014, and have not been applied in preparing these consolidated financial
statements. None of these is expected to have a significant effect on the consolidated financial statements of
the Group, except the following set out below:
(cid:116)(cid:1)
(cid:116)(cid:1)
(cid:42)(cid:39)(cid:51)(cid:52)(cid:1) (cid:26)(cid:13)(cid:1) (cid:8)(cid:39)(cid:74)(cid:79)(cid:66)(cid:79)(cid:68)(cid:74)(cid:66)(cid:77)(cid:1) (cid:74)(cid:79)(cid:84)(cid:85)(cid:83)(cid:86)(cid:78)(cid:70)(cid:79)(cid:85)(cid:84)(cid:8)(cid:13)(cid:1) (cid:66)(cid:69)(cid:69)(cid:83)(cid:70)(cid:84)(cid:84)(cid:70)(cid:84)(cid:1) (cid:85)(cid:73)(cid:70)(cid:1) (cid:68)(cid:77)(cid:66)(cid:84)(cid:84)(cid:74)(cid:71)(cid:74)(cid:68)(cid:66)(cid:85)(cid:74)(cid:80)(cid:79)(cid:13)(cid:1) (cid:78)(cid:70)(cid:66)(cid:84)(cid:86)(cid:83)(cid:70)(cid:78)(cid:70)(cid:79)(cid:85)(cid:1) (cid:66)(cid:79)(cid:69)(cid:1) (cid:83)(cid:70)(cid:68)(cid:80)(cid:72)(cid:79)(cid:74)(cid:85)(cid:74)(cid:80)(cid:79)(cid:1) (cid:80)(cid:71)(cid:1) (cid:71)(cid:74)(cid:79)(cid:66)(cid:79)(cid:68)(cid:74)(cid:66)(cid:77)(cid:1)
assets and financial liabilities. The complete version of IFRS 9 was issued in July 2014. It replaces the
guidance in IAS 39 that relates to the classification and measurement of financial instruments. IFRS
9 retains but simplifies the mixed measurement model and establishes three primary measurement
categories for financial assets: amortised cost, fair value through OCI and fair value through P&L. The basis
of classification depends on the entity’s business model and the contractual cash flow characteristics of
the financial asset. Investments in equity instruments are required to be measured at fair value through
profit or loss with the irrevocable option at inception to present changes in fair value in OCI not recycling.
There is now a new expected credit losses model that replaces the incurred loss impairment model used
in IAS 39. For financial liabilities there were no changes to classification and measurement except for the
recognition of changes in own credit risk in other comprehensive income, for liabilities designated at
fair value through profit or loss. IFRS 9 relaxes the requirements for hedge effectiveness by replacing the
bright line hedge effectiveness tests. It requires an economic relationship between the hedged item and
hedging instrument and for the ’hedged ratio’ to be the same as the one management actually use for
risk management purposes.
Contemporaneous documentation is still required but is different to that currently prepared under IAS 39.
The standard is effective for accounting periods beginning on or after 1 January 2018. Early adoption is
permitted. The Group is yet to assess IFRS 9’s full impact.
(cid:42)(cid:39)(cid:51)(cid:52)(cid:1) (cid:18)(cid:22)(cid:13)(cid:1) (cid:8)(cid:51)(cid:70)(cid:87)(cid:70)(cid:79)(cid:86)(cid:70)(cid:1) (cid:71)(cid:83)(cid:80)(cid:78)(cid:1) (cid:68)(cid:80)(cid:79)(cid:85)(cid:83)(cid:66)(cid:68)(cid:85)(cid:84)(cid:1) (cid:88)(cid:74)(cid:85)(cid:73)(cid:1) (cid:68)(cid:86)(cid:84)(cid:85)(cid:80)(cid:78)(cid:70)(cid:83)(cid:84)(cid:8)(cid:1) (cid:69)(cid:70)(cid:66)(cid:77)(cid:84)(cid:1) (cid:88)(cid:74)(cid:85)(cid:73)(cid:1) (cid:83)(cid:70)(cid:87)(cid:70)(cid:79)(cid:86)(cid:70)(cid:1) (cid:83)(cid:70)(cid:68)(cid:80)(cid:72)(cid:79)(cid:74)(cid:85)(cid:74)(cid:80)(cid:79)(cid:1) (cid:66)(cid:79)(cid:69)(cid:1) (cid:70)(cid:84)(cid:85)(cid:66)(cid:67)(cid:77)(cid:74)(cid:84)(cid:73)(cid:70)(cid:84)(cid:1)
principles for reporting useful information to users of financial statements about the nature, amount,
timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers.
Revenue is recognised when a customer obtains control of a good or service and thus has the ability to
direct the use and obtain the benefits from the good or service. The standard replaces IAS 18 ’Revenue’
and IAS 11 ’Construction contracts’ and related interpretations. The standard is effective for annual periods
beginning on or after 1 January 2017 and earlier application is permitted. The Group is assessing the
impact of IFRS 15.
There are no other IFRSs or IFRIC/HK interpretations that are not yet effective that would be expected to have a
material impact on the Group.
Annual Report 2014
China Southern Airlines Company Limited
123
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(a) Basis of preparation (Continued)
(iv) New Hong Kong Companies Ordinance (Cap 622)
In addition, the requirements of Part 9 "Accounts and Audit" of the new Hong Kong Companies Ordinance
(Cap. 622) come into operation as from the Company’s first financial year commencing on or after 3 March
2014 in accordance with section 358 of that Ordinance (i.e. starting from the year ending 31 December 2015).
The Group is in the process of making an assessment of expected impact of the changes in the Companies
Ordinance on the consolidated financial statements in the period of initial application of Part 9 of the new
Hong Kong Companies Ordinance (Cap. 622). So far it has concluded that the impact is unlikely to be significant
and only the presentation and the disclosure of information in the consolidated financial statements will be
affected.
(b) Subsidiaries and non-controlling interests
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an
entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has
the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date
on which control is transferred to the Group. They are deconsolidated from the date that control ceases.
An investment in a subsidiary is consolidated into the consolidated financial statements from the date that control
commences until the date that control ceases. Intra-group transactions, balances and unrealised gains on transactions
between group companies are eliminated. Unrealised losses are also eliminated. When necessary, amounts reported
by subsidiaries have been adjusted to conform with the Group’s accounting policies.
Non-controlling interests represent the equity in a subsidiary not attributable directly or indirectly to the Company,
and in respect of which the Group has not agreed any additional terms with the holders of those interests which
would result in the Group as a whole having a contractual obligation in respect of those interests that meets the
definition of a financial liability. With regards to each business combination, the Group recognised non-controlling
interests based on the proportion of the net identifiable assets of the subsidiary owned by the non-controlling
interests.
Non-controlling interests are presented in the consolidated balance sheet within equity, separately from equity
attributable to the equity shareholders of the Company. Non-controlling interests in the results of the Group are
presented on the face of the consolidated income statement and the consolidated statement of comprehensive
income as an allocation of the total profit or loss and total comprehensive income for the year between non-
controlling interests and the equity shareholders of the Company. Loans from holders of non-controlling interests
and other contractual obligations towards these holders are presented as financial liabilities in accordance with (Notes
2(n)) or (Note 2(o)) depending on the nature of the liability.
Changes in the Group’s interests in a subsidiary that do not result in a loss of control are accounted for as equity
transactions, whereby adjustments are made to the amounts of controlling and non-controlling interests within
consolidated equity to reflect the change in relative interests, but no adjustments are made to goodwill and no gain
or loss is recognised.
When the Group loses control of a subsidiary, it is accounted for as a disposal of the entire interest in that subsidiary,
with a resulting gain or loss being recognised in income statement. Any interest retained in that former subsidiary
at the date when control is lost is recognised at fair value and this amount is regarded as the fair value on initial
recognition of a financial asset (Note 2(e)) or, when appropriate, the cost on initial recognition of an investment in an
associate or joint venture (Note 2(c)).
In the Company’s balance sheet, an investment in a subsidiary is stated at cost less impairment losses (Note 2(k)).
124
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(b) Subsidiaries and non-controlling interests (Continued)
The Group applies the acquisition method to account for business combinations. The consideration transferred for
the acquisition of a subsidiary is the fair values of the assets transferred, the liabilities incurred to the former owners
of the acquiree and the equity interests issued by the Group. The consideration transferred includes the fair value
of any asset or liability resulting from a contingent consideration arrangement. Identifiable assets acquired and
liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the
acquisition date. The Group recognises any non-controlling interest in the acquiree on an acquisition-by-acquisition
basis, either at fair value or at the non-controlling interest’s proportionate share of the recognised amounts of
acquiree’s identifiable net assets.
Acquisition-related costs are expensed as incurred.
If the business combination is achieved in stages, the acquisition date carrying value of the acquirer’s previously held
equity interest in the acquiree is re-measured to fair value at the acquisition date; any gains or losses arising from
such re-measurement are recognised in profit or loss.
Any contingent consideration to be transferred by the Group is recognised at fair value at the acquisition date.
Subsequent changes to the fair value of the contingent consideration that is deemed to be an asset or liability
is recognised in accordance with IAS 39 either in profit or loss or as a change to other comprehensive income.
Contingent consideration that is classified as equity is not remeasured, and its subsequent settlement is accounted
for within equity.
(c) Associates and joint arrangements
An associate is an entity in which the Group or the Company has significant influence, but not control or joint
control, over its management, including participation in the financial and operating policy decisions.
The Group has applied IFRS 11 to all joint arrangements. Under IFRS 11, investments in joint arrangements are
classified as either joint operations or joint ventures depending on the contractual rights and obligations of each
investor. The Group has assessed the nature of its joint arrangements and determined them to be joint ventures.
An investment in an associate or a joint venture is accounted for in the consolidated financial statements under the
equity method and is initially recorded at cost, adjusted for any excess of the Group’s share of the acquisition-date
fair values of the investee’s identifiable net assets over the cost of the investment (if any). Thereafter, the investment
is adjusted for the post acquisition change in the Group’s share of the investee’s net assets and any impairment loss
relating to the investment (Notes 2(e) and 2(k)). The Group’s share of the post-acquisition, post-tax results of the
investees, adjusted for any acquisition-date excess over cost and any impairment losses for the year are recognised
in the consolidated income statement, whereas the Group’s share of the post-acquisition post-tax items of the
investees’ other comprehensive income is recognised in the consolidated statement of comprehensive income.
When the Group’s share of losses exceeds its interest in the associate or the joint venture, the Group’s interest is
reduced to nil and recognition of further losses is discontinued except to the extent that the Group has incurred
legal or constructive obligations or made payments on behalf of the investee. For this purpose, the Group’s interest is
the carrying amount of the investment under the equity method together with the Group’s long-term interests that
in substance form part of the Group’s net investment in the associate or the joint venture.
Unrealised profits and losses resulting from transactions between the Group and its associates and joint ventures are
eliminated to the extent of the Group’s interest in the investee, except where unrealised losses provide evidence of
an impairment of the asset transferred, in which case they are recognised immediately in the consolidated income
statement.
In the Company’s balance sheet, investments in associates and joint ventures are stated at cost less impairment
losses (Note 2(k)).
Annual Report 2014
China Southern Airlines Company Limited
125
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(d) Goodwill
Goodwill represents the excess of
(i)
(ii)
the aggregate of the fair value of the consideration transferred, the amount of any non-controlling interest in
the acquiree and the fair value of the Group’s previously held equity interest in the acquiree; over
the Group’s interest in the net fair value of the acquiree’s identifiable assets and liabilities measured as at the
acquisition date.
When (ii) is greater than (i), then this excess is recognised immediately in the consolidated income statement as a
gain on a bargain purchase.
Goodwill is stated at cost less accumulated impairment losses. Goodwill arising on a business combination is
allocated to each cash-generating unit, or groups of cash generating units, that is expected to benefit from the
synergies of the combination and is tested annually for impairment (Note 2(k)).
(e) Other investments in equity securities
The Group’s and the Company’s policies for investments in equity securities, other than investments in subsidiaries,
associates and joint ventures, are as follows:
Investments in equity securities are initially stated at fair value, which is their transaction price unless fair value can be
more reliably estimated using valuation techniques whose variables include only data from observable markets. Cost
includes attributable transaction costs, except where indicated otherwise below. These investments are subsequently
accounted for as follows, depending on their classification:
Available-for-sale equity securities are those non-derivative financial assets that are designated as available for sale. At
the end of each financial year the fair value is remeasured, with any resultant gain or loss being recognised in other
comprehensive income and accumulated separately in equity in the fair value reserve. Dividend income from these
investments is recognised in the consolidated income statement in accordance with the policy set out in Note (2(w)
(iv)). When these investments are derecognised or impaired (Note 2(k)), the cumulative gain or loss is reclassified from
equity to profit or loss.
The Group’s other investments in equity securities represent unlisted equity securities of companies established
in the PRC. These securities do not have a quoted market price in an active market and their fair values cannot be
reliably measured. Accordingly, they are recognised in the consolidated balance sheet at cost less impairment losses
(Note 2(k)).
Investments are recognised/derecognised on the date the Group commits to purchase/sell the investments or they
expire.
(f)
Investment properties
Investment properties are buildings which are owned to earn rental income and/or for capital appreciation.
Investment properties are stated at cost, less accumulated depreciation and impairment losses (Note 2(k)).
Depreciation is calculated to write off the cost of items of investment properties, less their estimated residual value,
if any, using the straight line method over their estimated useful lives. Rental income from investment properties is
accounted for as described in Note 2(w)(iii).
126
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(g) Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses (Note 2(k)).
The cost of self-constructed items of property, plant and equipment includes the cost of materials, direct labor, the
initial estimate, where relevant, of the costs of dismantling and removing the items and restoring the site on which
they are located, and an appropriate proportion of production overheads and borrowing costs (Note 2(z)).
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only
when it is probable that future economic benefits associated with the item will flow to the Group and the cost of
the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and
maintenance are charged to the income statement during the financial period in which they are incurred.
Gains or losses arising from the retirement or disposal of an item of property, plant and equipment are determined as
the difference between the net disposal proceeds and the carrying amount of the item and are recognised in income
statement on the date of retirement or disposal.
When each major aircraft overhaul is performed, its cost is recognised in the carrying amount of the component
of aircraft and is depreciated over the appropriate maintenance cycles. Components related to overhaul cost, are
depreciated on a straight-line basis over 3 to 12 years. Upon completion of an overhaul, any remaining carrying
amount of the cost of the previous overhaul is derecognised and charged to the income statement.
Except for components related to overhaul costs, the depreciation method of which has been described in the
preceding paragraph, depreciation of other property, plant and equipment is calculated to write off the cost of items
less their estimated residual value, if any, using the straight line method over their estimated useful lives as follows:
Buildings
Owned and finance leased aircraft
Other flight equipment
– Jet engines
– Others, including rotable spares
Machinery and equipment
Vehicles
5 to 35 years
15 to 20 years
15 to 20 years
3 to 15 years
4 to 10 years
6 to 8 years
Where parts of an item of property, plant and equipment have different useful lives, the cost of the item is allocated
on a reasonable basis between the parts and each part is depreciated separately. Both the useful life of an asset and
its residual value, if any, are reviewed annually.
(h) Construction in progress
Construction in progress represents aircraft prepayment, office buildings, various infrastructure projects under
construction and equipment pending for installation, and is stated at cost less impairment losses(Note 2(k)).
Capitalisation of these costs ceases and the construction in progress is transferred to property, plant and equipment
when the asset is substantially ready for its intended use, notwithstanding any delay in the issue of the relevant
commissioning certificates by the relevant PRC authorities.
No depreciation is provided in respect of construction in progress.
Annual Report 2014
China Southern Airlines Company Limited
127
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(i) Leased assets
An arrangement, comprising a transaction or a series of transactions, is or contains a lease if the Group determines
that the arrangement conveys a right to use a specific asset or assets for an agreed period of time in return for a
payment or a series of payments. Such a determination is made based on an evaluation of the substance of the
arrangement and is regardless of whether the arrangement takes the legal form of a lease.
(i) Classification of assets leased to the Group
Assets that are held by the Group under leases which transfer to the Group substantially all the risks and
rewards of ownership are classified as being held under finance leases. Leases which do not transfer
substantially all the risks and rewards of ownership to the Group are classified as operating leases, except
for land held for own use under an operating lease, the fair value of which cannot be measured separately
from the fair value of a building situated thereon at the inception of the lease, is accounted for as being held
under a finance lease, unless the building is also clearly held under an operating lease. For these purposes, the
inception of the lease is the time that the lease was first entered into by the Group, or taken over from the
previous lessee.
(ii) Assets acquired under finance leases
Where the Group acquires the use of assets under finance leases, the amounts representing the fair value of
the leased asset, or, if lower, the present value of the minimum lease payments, of such assets are included
in property, plant and equipment and the corresponding liabilities, net of finance charges, are recorded as
obligations under finance leases. Depreciation is provided at rates which write off the cost or valuation of the
assets over the term of the relevant lease or, where it is likely the Group will obtain ownership of the asset, the
life of the asset, as set out in (Note2(g)). Impairment losses are accounted for in accordance with the accounting
policy as set out in (Note 2(k)). Finance charges implicit in the lease payments are charged to income statement
over the period of the leases so as to produce an approximately constant periodic rate of charge on the
remaining balance of the obligations for each accounting period. Contingent rentals are charged to income
statement in the accounting period in which they are incurred.
(iii) Operating lease charges
Where the Group has the use of assets held under operating leases, payments made under the leases are
charged to income statement in equal instalments over the accounting periods covered by the lease term,
except where an alternative basis is more representative of the pattern of benefits to be derived from the
leased asset. Lease incentives received are recognised in income statement as an integral part of the aggregate
net lease payments made. Contingent rentals are charged to income statement in the accounting period in
which they are incurred.
The cost of acquiring land held under an operating lease is amortised on a straight-line basis over the
respective periods of lease terms which range from 30 to 70 years.
(iv) Sale and leaseback transactions
Gains or losses on aircraft sale and leaseback transactions which result in finance leases are deferred and
amortised over the terms of the related leases.
Gains or losses on aircraft sale and leaseback transactions which result in operating leases are recognised
immediately if the transactions are established at fair value. If the sale price is below fair value then the gain or
loss is recognised immediately. However, if a loss is compensated for by future rentals at a below-market price,
then the loss is deferred and amortised over the period that the aircraft is expected to be used. If the sale price
is above fair value, then any gain is deferred and amortised over the useful life of the assets.
128
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(j) Deferred expenditure
Lump sum housing benefits payable to employees of the Group are deferred and amortised on a straight- line basis
over beneficial period.
Deferred expenditure is stated at cost less impairment losses (Note 2(k)).
(k)
Impairment of assets
(i)
Impairment of investments in equity securities and receivables
Investments in equity securities and current and non-current receivables that are stated at cost or amortised
cost or are classified as available-for-sale equity securities are reviewed at the end of each financial year to
determine whether there is objective evidence of impairment. Objective evidence of impairment includes
observable data that comes to the attention of the Group about one or more of the following loss events:
–
–
–
–
–
significant financial difficulty of the debtor;
a breach of contract, such as a default or delinquency in interest or principal payments;
it becoming probable that the debtor will enter bankruptcy or other financial reorganisation;
significant changes in the technological, market, economic or legal environment that have an adverse
effect on the debtor; and
a significant or prolonged decline in the fair value of an investment in an equity instrument below its
cost.
If any such evidence exists, any impairment loss is determined and recognised as follows:
–
–
–
For investments in subsidiaries, associates and joint ventures (including those recognised using the
equity method (Note 2(c)), the impairment loss is measured by comparing the recoverable amount of the
investment with its carrying amount in accordance with (Note 2(k(ii))). The impairment loss is reversed
if there has been a favourable change in the estimates used to determine the recoverable amount in
accordance with (Note 2(k(ii)).
For unquoted equity securities carried at cost, the impairment loss is measured as the difference between
the carrying amount of the financial asset and the estimated future cash flows, discounted at the current
market rate of return for a similar financial asset where the effect of discounting is material. Impairment
losses for equity securities carried at cost are not reversed.
For trade and other current receivables and other financial assets carried at amortised cost, the
impairment loss is measured as the difference between the asset’s carrying amount and the present value
of estimated future cash flows, discounted at the financial asset’s original effective interest rate (i.e. the
effective interest rate computed at initial recognition of these assets), where the effect of discounting is
material. This assessment is made collectively where these financial assets share similar risk characteristics,
such as similar past due status, and have not been individually assessed as impaired. Future cash flows for
financial assets which are assessed for impairment collectively are based on historical loss experience for
assets with credit risk characteristics similar to the collective group.
Annual Report 2014
China Southern Airlines Company Limited
129
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(k)
Impairment of assets (Continued)
(i)
Impairment of investments in equity securities and receivables (Continued)
If in a subsequent period the amount of an impairment loss decreases and the decrease can be linked
objectively to an event occurring after the impairment loss was recognised, the impairment loss is reversed
through profit or loss. A reversal of an impairment loss shall not result in the asset’s carrying amount exceeding
that which would have been determined had no impairment loss been recognised in prior years.
–
For available-for-sale securities, the cumulative loss that has been recognised in the fair value reserve is
reclassified to profit or loss. The amount of the cumulative loss that is recognised in income statement is
the difference between the acquisition cost (net of any principal repayment and amortisation) and current
fair value, less any impairment loss on that asset previously recognised in income statement.
Impairment losses recognised in income statement in respect of available-for-sale equity securities are not
reversed through profit or loss. Any subsequent increase in the fair value of such assets is recognised directly in
other comprehensive income.
Impairment losses are written off against the corresponding asset directly, except for impairment losses recognised
in respect of trade and other receivables, whose recovery is considered doubtful but not remote. In this case, the
impairment losses for doubtful debts are recorded using an allowance account. When the Group is satisfied that
recovery is remote, the amount considered irrecoverable is written off against trade and other receivables directly
and any amounts held in the allowance account relating to that debt are reversed. Subsequent recoveries of amounts
previously charged to the allowance account are reversed against the allowance account. Other changes in the
allowance account and subsequent recoveries of amounts previously written off directly are recognised in income
statement.
(ii)
Impairment of other assets
Internal and external sources of information are reviewed at the end of each financial year to identify indications
that the following assets may be impaired or, except in the case of goodwill, an impairment loss previously
recognised no longer exists or may have decreased:
–
–
–
–
–
–
–
Property, plant and equipment;
Investment properties;
Construction in progress;
Lease deposits;
Lease prepayments;
Other assets; and
Goodwill
If any such indication exists, the asset’s recoverable amount is estimated. The recoverable amount of goodwill is
estimated annually whether or not there is any indication of impairment.
–
Calculation of recoverable amount
The recoverable amount of an asset is the greater of its fair value less costs to sell and value in use. In
assessing value in use, the estimated future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset. Where an asset does not generate cash inflows largely independent of those from
other assets, the recoverable amount is determined for the smallest group of assets that generates cash
inflows independently (i.e. a cash-generating unit).
130
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(k)
Impairment of assets (Continued)
(ii)
Impairment of other assets (Continued)
–
Recognition of impairment losses
An impairment loss is recognised in income statement if the carrying amount of an asset, or the cash-
generating unit to which it belongs, exceeds its recoverable amount. Impairment losses recognised
in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill
allocated to the cash-generating unit (or group of units) and then, to reduce the carrying amount of the
other assets in the unit (or group of units) on a pro rata basis, except that the carrying value of an asset
will not be reduced below its individual fair value less costs to sell, or value in use, if determinable.
–
Reversals of impairment losses
In respect of assets other than goodwill, an impairment loss is reversed if there has been a favourable
change in the estimates used to determine the recoverable amount. An impairment loss in respect of
goodwill is not reversed.
A reversal of an impairment loss is limited to the asset’s carrying amount that would have been
determined had no impairment loss been recognised in prior years. Reversals of impairment losses are
credited to income statement in the year in which the reversals are recognised.
(iii) Interim financial reporting and impairment
Under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, the Group is
required to prepare an interim financial report in compliance with IAS 34, Interim financial reporting, in respect
of the first six months of the financial year. At the end of the interim period, the Group applies the same
impairment testing, recognition, and reversal criteria as it would at the end of the financial year (Notes 2(k)(i)
and (ii)).
Impairment losses recognised in an interim period in respect of goodwill, available-for-sale equity securities and
unquoted equity securities carried at cost are not reversed in a subsequent period. This is the case even if no
loss, or a smaller loss, would have been recognised had the impairment been assessed only at the end of the
financial year to which the interim period relates. Consequently, if the fair value of an available-for-sale equity
security increases in the remainder of the annual period, or in any other period subsequently, the increase is
recognised in other comprehensive income and not profit or loss.
(l)
Inventories
Inventories, which consist primarily of consumable spare parts and supplies, are stated at cost less any applicable
provision for obsolescence, and are charged to income statement when used in operations. Cost represents the
average unit cost.
Inventories held for sale or disposal are carried at the lower of cost and net realisable value. Net realisable value is the
estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated
costs necessary to make the sale.
When inventories are sold, the carrying amount of those inventories is recognised as an expense in the period in
which the related revenue is recognised. The amount of any write-down of inventories to net realisable value and all
losses of inventories are recognised as an expense in the period the write-down or loss occurs. The amount of any
reversal of any write-down of inventories is recognised as a reduction in the amount of inventories recognised as an
expense in the period in which the reversal occurs.
Annual Report 2014
China Southern Airlines Company Limited
131
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(m) Trade and other receivables
Trade and other receivables are initially recognised at fair value and thereafter stated at amortised cost less allowance
for impairment of doubtful debts (Note 2(k)), except where the effect of discounting would be immaterial. In such
cases, the receivables are stated at cost less allowance for impairment of bad and doubtful debts.
(n) Interest-bearing borrowings
Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to
initial recognition, interest-bearing borrowings are stated at amortised cost with any difference between the amount
initially recognised and redemption value being recognised in income statement over the period of the borrowings,
together with any interest and fees payable, using the effective interest method.
(o) Trade and other payables
Trade and other payables are initially recognised at fair value. Except for financial guarantee liabilities measured in
accordance with (Note 2(q)(i)), trade and other payables are subsequently stated at amortised cost unless the effect
of discounting would be immaterial, in which case they are stated at cost.
(p) Cash and cash equivalents
Cash and cash equivalents comprise cash at bank and on hand, demand deposits with banks and other financial
institutions, and short-term, highly liquid investments that are readily convertible into known amounts of cash
and which are subject to an insignificant risk of changes in value, having been generally within three months of
maturity at acquisition. Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash
management are also included as a component of cash and cash equivalents for the purpose of the consolidated
cash flow statement.
(q) Financial guarantees issued, provisions and contingent liabilities
(i) Financial guarantees issued
Financial guarantees are contracts that require the issuer (i.e. the guarantor) to make specified payments to
reimburse the beneficiary of the guarantee (the “holder”) for a loss the holder incurs because a specified debtor
fails to make payment when due in accordance with the terms of a debt instrument.
Where the Group issues a financial guarantee, the fair value of the guarantee (being the transaction price,
unless the fair value can otherwise be reliably estimated) is initially recognised as deferred income within trade
and other payables.
The amount of the guarantee initially recognised as deferred income is amortised in income statement over
the term of the guarantee as income from financial guarantees issued. In addition, provisions are recognised
in accordance with (Note 2(q)(ii)) if and when (i) it becomes probable that the holder of the guarantee will call
upon the Group under the guarantee, and (ii) the amount of that claim on the Group is expected to exceed
the amount currently carried in trade and other payables in respect of that guarantee i.e. the amount initially
recognised, less accumulated amortisation.
132
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(q) Financial guarantees issued, provisions and contingent liabilities (Continued)
(ii) Provision and contingent liabilities
Provisions are recognised for other liabilities of uncertain timing or amount when the Group or the Company
has a legal or constructive obligation arising as a result of a past event, it is probable that an outflow of
economic benefits will be required to settle the obligation and a reliable estimate can be made. Where the time
value of money is material, provisions are stated at the present value of the expenditures expected to settle the
obligation.
Where it is not probable that an outflow of economic benefits will be required, or the amount cannot be
estimated reliably, the obligation is disclosed as a contingent liability, unless the probability of outflow of
economic benefits is remote. Possible obligations, whose existence will only be confirmed by the occurrence or
non-occurrence of one or more future events are also disclosed as contingent liabilities unless the probability
of outflow of economic benefits is remote.
(r) Dividend distribution
Dividend distribution to the Company’s shareholders is recognised as a liability in the Group’s consolidated financial
statements in the period in which the dividends are approved by the Company’s shareholders.
(s) Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options
are shown in equity as a deduction, net of tax, from the proceeds.
(t) Defeasance of long-term liabilities
Where long-term liabilities have been defeased by the placement of security deposits, those liabilities and deposits
(and income and charge arising therefrom) are netted off in order to reflect the overall commercial effect of the
arrangements. Such netting off has been effected where a right is held by the Group to insist on net settlement of
the liability and deposit including in all situations of default and where that right is assured beyond doubt.
(u) Deferred benefits and gains
In connection with the acquisitions or leases of certain aircraft and engines, the Group receives various credits. Such
credits are deferred until the aircraft and engines are delivered, at which time they are either applied as a reduction
of the cost of acquiring the aircraft and engines, resulting in a reduction of future depreciation, or amortised as a
reduction of rental expense for aircraft and engines under leases.
(v)
Income tax
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively
enacted at the end of the financial year, and any adjustment to tax payable in respect of previous years.
Deferred tax assets and liabilities arise from deductible and taxable temporary differences respectively, being the
differences between the carrying amounts of assets and liabilities for financial reporting purposes and their tax bases.
Deferred tax assets also arise from unused tax losses and unused tax credits.
Annual Report 2014
China Southern Airlines Company Limited
133
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(v)
Income tax (Continued)
Apart from certain limited exceptions, all deferred tax liabilities, and all deferred tax assets to the extent that it is
probable that future taxable profits will be available against which the asset can be utilised, are recognised. Future
taxable profits that may support the recognition of deferred tax assets arising from deductible temporary differences
include those that will arise from the reversal of existing taxable temporary differences, provided those differences
relate to the same taxation authority and the same taxable entity, and are expected to reverse either in the same
period as the expected reversal of the deductible temporary difference or in periods into which a tax loss arising
from the deferred tax asset can be carried back or forward. The same criteria are adopted when determining whether
existing taxable temporary differences support the recognition of deferred tax assets arising from unused tax losses
and credits, that is, those differences are taken into account if they relate to the same taxation authority and the
same taxable entity, and are expected to reverse in a period, or periods, in which the tax loss or credit can be utilised.
The limited exception to the recognition of deferred tax assets and liabilities are those temporary differences arising
from goodwill, the initial recognition of assets or liabilities that affect neither accounting nor taxable profit (provided
they are not part of a business combination), and temporary differences relating to investments in subsidiaries to the
extent that, in the case of taxable differences, the Group controls the timing of the reversal and it is probable that
the differences will not reverse in the foreseeable future, or in the case of deductible differences, unless it is probable
that they will reverse in the future and it is probable that future taxable profit will be available against which the
temporary difference can be utilised.
The amount of deferred tax recognised is measured based on the expected manner of realisation or settlement of
the carrying amount of the assets and liabilities, using tax rates enacted or substantively enacted at the end of the
financial year and are expected to apply when related deferred tax asset is realised or the deferred tax liability is
settled. Deferred tax assets and liabilities are not discounted.
Current tax balances and deferred tax balances, and movements therein, are presented separately from each other
and are not offset. Current tax assets are offset against current tax liabilities, and deferred tax assets against deferred
tax liabilities, if the Company or the Group has the legally enforceable right to set off current tax assets against
current tax liabilities and the following additional conditions are met:
–
–
–
–
in the case of current tax assets and liabilities, the Company or the Group intends either to settle on a net basis,
or to realise the asset and settle the liability simultaneously; or
in the case of deferred tax assets and liabilities, if they relate to income taxes levied by the same taxation
authority on either:
the same taxable entity; or
different taxable entities, which, in each future period in which significant amounts of deferred tax liabilities or
assets are expected to be settled or recovered, intend to realise the current tax assets and settle the current tax
liabilities on a net basis or realise and settle simultaneously.
134
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(w) Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable. Provided it is probable that the
economic benefits will flow to the Group and the revenue and costs, if applicable, can be measured reliably, revenue
is recognised in income statement as follows:
(i) Passenger, cargo and mail revenues
Passenger revenue is recognised at the fair value of the consideration received when the transportation is
provided or when an unused ticket expires rather than a ticket is sold. Ticket sales for transportation not yet
provided are included in current liabilities as sales in advance of carriage.
Cargo and mail revenues are recognised when the transportation is provided.
Revenues from airline-related business are recognised when services are rendered.
Revenue is stated net of sales tax.
(ii) Frequent flyer revenue
The Group maintains two frequent flyer award programmes, namely, the China Southern Airlines Sky Pearl
Club and the Xiamen Airlines’ Egret Card Frequent Flyer Programme, which provide travel and other awards to
members based on accumulated mileages.
Amount received in relation to mileage earning flights is allocated, based on fair value, between the flight and
mileages earned by members of the Group’s frequent flyer award programmes. The value attributed to the
awarded mileages is deferred as a liability, within deferred revenue, until the mileages are redeemed or expired.
Amount received from third parties for the issue of mileages under the frequent flyer award programmes is also
deferred as a liability, within deferred revenue.
As members of the frequent flyer award programmes redeem mileages for an award, revenue is recorded in
income statement. Revenue in relation to flight awards is recognised when the transportation is provided.
Revenue in relation to non-flight rewards is recognised at the point of redemption where non-flight rewards are
selected.
(iii) Operating rental income
Receivable under operating leases is recognised in income statement in equal instalments over the periods
covered by the lease term, except where an alternative basis is more representative of the pattern of benefits to
be derived from the use of the leased asset. Lease incentives granted are recognised in income statement as an
integral part of the aggregate net lease payments receivables. Contingent rentals are recognised as income in
the accounting period in which they are earned.
(iv) Dividends
–
–
Dividend income from unlisted investments is recognised when the shareholder’s right to receive
payment is established.
Dividend income from listed investments is recognised when the share price of the investment goes ex-
dividend.
Annual Report 2014
China Southern Airlines Company Limited
135
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(w) Revenue recognition (Continued)
(v) Government grants are recognised in consolidated balance sheet initially when there is reasonable assurance
that they will be received and that the Group will comply with the conditions attaching to them. Grants that
compensate the Group for expenses incurred are recognised as revenue in income statement on a systematic
basis in the same periods in which the expenses are incurred. Grants that compensate the Group for the cost
of an asset are deducted from the carrying amount of the asset and consequently are effectively recognised in
income statement over the useful life of the asset by way of reduced depreciation expense.
(vi)
Interest income is recognised as it accrues using the effective interest method.
(x) Traffic commissions
Traffic commissions are expensed in income statement when the transportation is provided and the related revenue
is recognised. Traffic commissions for transportation not yet provided are recorded on the consolidated balance
sheet as prepaid expense.
(y) Maintenance and overhaul costs
Routine maintenance, repairs and overhauls are charged to income statement as and when incurred.
In respect of owned and finance leased aircraft, components within the aircraft subject to replacement during major
overhauls are depreciated over the average expected life between major overhauls. When each major overhaul is
performed, its cost is recognised in the carrying amount of property, plant and equipment and is depreciated over
the estimated period between major overhauls. Any remaining carrying amount of cost of previous major overhaul is
derecognised and charged to income statement.
In respect of aircraft held under operating leases, the Group has responsibility to fulfil certain return conditions under
relevant lease agreements. In order to fulfil these return conditions, major overhauls are required to be conducted
on a regular basis. Accordingly, estimated costs of major overhauls are accrued and charged to income statement
over the estimated period between overhauls. After the aircraft has completed its last overhaul cycle prior to
being returned, expected cost of overhaul to be incurred at the end of the lease is estimated and accrued over the
remaining period of the lease. Differences between the estimated costs and the actual costs of overhauls are charged
to income statement in the period when the overhaul is performed.
(z) Borrowing costs
Borrowing costs that are directly attributable to the acquisition, construction or production of an asset which
necessarily takes a substantial period of time to get ready for its intended use are capitalised as part of the cost of
that asset. Other borrowing costs are expensed in the period in which they are incurred.
The capitalisation of borrowing costs as part of the cost of a qualifying asset commences when expenditure for the
asset is being incurred, borrowing costs are being incurred and activities that are necessary to prepare the asset for
its intended use are in progress. Capitalisation of borrowing costs is suspended or ceases when substantially all the
activities necessary to prepare the qualifying asset for its intended use are interrupted or complete.
136
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(aa) Employee benefits
(i) Short term employee benefits and contributions to defined contribution retirement
schemes
Salaries, annual bonuses and contributions to defined contribution retirement schemes are accrued in the year
in which the associated services are rendered by employees. Where payment or settlement is deferred and the
effect would be material, these amounts are stated at their present values.
(ii) Termination benefits
Termination benefits are recognised when, and only when, the Group demonstrably commits itself to terminate
employment or to provide benefits as a result of voluntary redundancy by having a detailed formal plan which
is without realistic possibility of withdrawal.
(iii) Share-based payment
The fair value of the amount payable to employee in respect of share appreciation rights (“SARs”), which are
settled in cash, is recognised as an expense with a corresponding increase in liabilities, over the vesting period.
The liability is remeasured at each reporting date and at settlement date. Any changes in the fair value of the
liability are recognised as staff cost in the consolidated income statement.
(ab) Translation of foreign currencies
Items included in the financial statements of each of the Group’s entities are measured using the currency of the
primary economic environment in which the entity operates (’the functional currency’). The consolidated financial
statements are presented in Renminbi, which is the Company’s functional and the Group’s presentation currency.
Foreign currencies transactions during the year are translated into Renminbi at the applicable rates of exchange
quoted by the People’s Bank of China (“PBOC”) prevailing at the transaction dates. Monetary assets and liabilities
denominated in foreign currencies are translated into Renminbi at the PBOC exchange rates prevailing at the end of
the financial year. Exchange gains and losses are recognised in income statement.
Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated
into Renminbi at the PBOC exchange rates prevailing at the transaction dates. Non-monetary assets and liabilities
denominated in foreign currencies that are stated at fair value are translated into Renminbi at the PBOC exchange
rates prevailing at the dates the fair value was determined.
(ac) Related parties
(a) A person, or a close member of that person’s family, is related to the Group if that person:
(i)
has control or joint control over the Group;
(ii)
has significant influence over the Group; or
(iii)
is a member of the key management personnel of the Group or the Group’s parent.
Annual Report 2014
China Southern Airlines Company Limited
137
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2 Significant accounting policies (Continued)
(ac) Related parties (Continued)
(b) An entity is related to the Group if any of the following conditions applies:
(i)
The entity and the Group are members of the same Group (which means that each parent, subsidiary and
fellow subsidiary is related to the others).
(ii) One entity is an associate or joint venture of the other entity (or an associate or joint venture of a member
of a group of which the other entity is a member).
(iii) Both entities are joint ventures of the same third party.
(iv) One entity is a joint venture of a third entity and the other entity is an associate of the third entity.
(v)
The entity is a post-employment benefit plan for the benefit of employees of either the Group or an entity
related to the Group.
(vi) The entity is controlled or jointly controlled by a person identified in (a).
(vii) A person identified in (a)(i) has significant influence over the entity or is a member of the key
management personnel of the entity (or of a parent of the entity).
Close members of the family of a person are those family members who may be expected to influence, or be
influenced by, that person in their dealings with the entity.
(ad) Segmental information
Operating segments, and the amounts of each segment item reported in the financial statements, are identified from
the financial information provided regularly to the Group’s most senior executive management, who is the chief
operating decision maker, for the purposes of allocating resources to, and assessing the performance of, the Group’s
various lines of business and geographical locations.
Individually material operating segments are not aggregated for financial reporting purposes unless the segments
have similar economic characteristics and are similar in respect of the nature of products and services, the nature of
production processes, the type or class of customers, the methods used to distribute the products or provide the
services, and the nature of the regulatory environment. Operating segments which are not individually material may
be aggregated if they share a majority of these criteria.
138
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
3 Accounting judgements and estimates
The Groups’ financial position and results of operations are sensitive to accounting methods, assumptions and estimates
that underlie the preparation of the financial statements. The Group bases the assumptions and estimates on historical
experience and on various other assumptions that the Group believes to be reasonable and which form the basis for
making judgements about matters that are not readily apparent from other sources. On an ongoing basis, management
evaluates its estimates. Actual results may differ from those estimates as facts, circumstances and conditions change.
The selection of critical accounting policies, the judgements and other uncertainties affecting application of those policies
and the sensitivity of reported results to changes in condition and assumptions are factors to be considered when
reviewing the financial statements. In addition to the assumptions and estimates regarding provision for early retirement
benefits and fair value measurements of financial instruments disclosed in Note44 and Note 4(g) respectively, the Group
believes the following critical accounting policies also involve the most significant judgements and estimates used in the
preparation of the financial statements.
(a)
Impairment of trade receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the
effective interest method, less provision for impairment. A provision for impairment of trade receivables is established
when there is objective evidence that the Group will not be able to collect all amounts due according to the
original terms of the receivables. Significant financial difficulties of the debtor, probability that the debtor will enter
bankruptcy or financial reorganisation, and default or delinquency in payments are considered indicators that the
trade receivable is impaired. The amount of the provision is the difference between the asset’s carrying amount
and the present value of estimated future cash flows, discounted at the original effective interest rate. The carrying
amount of the assets is reduced through the use of an allowance account, and the amount of the loss is recognised
in the income statement. When a trade receivable is uncollectible, it is written off against the provision account for
trade receivables. Subsequent recoveries of amounts previously written off are credited in the income statement.
(b) Impairment of long-lived assets
If circumstances indicate that the carrying amount of a long-lived asset may not be recoverable, the asset may be
considered “impaired”, and an impairment loss may be recognised in accordance with IAS36, Impairment of Assets.
The carrying amounts of long-lived assets are reviewed periodically in order to assess whether the recoverable
amounts have declined below the carrying amounts. These assets are tested for impairment whenever events or
changes in circumstances indicate that their recorded carrying amounts may not be recoverable. When such a
decline has occurred, the carrying amount is reduced to the recoverable amount. The recoverable amount is the
greater of the fair value less costs to sell and value in use. In determining the value in use, expected cash flows
generated by the asset are discounted to their present value, which requires significant judgement relating to
the level of traffic revenue and the amount of operating costs. The Group uses all readily available information in
determining an amount that is a reasonable approximation of recoverable amount, including estimates based on
reasonable and supportable assumptions for projections of traffic revenue and amount of operating costs.
(c) Depreciation
Property, plant and equipment are depreciated on a straight-line basis over the estimated useful lives, after taking
into account the estimated residual value. The Group reviews the estimated useful lives of assets annually in order to
determine the amount of depreciation expense to be recorded during any financial year. The useful lives are based
on the Group’s historical experience with similar assets and take into account anticipated technological changes. The
depreciation expense for future periods is adjusted if there are significant changes from previous estimates.
Annual Report 2014
China Southern Airlines Company Limited
139
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
3 Accounting judgements and estimates (Continued)
(d) Provision for major overhauls
Provision for the cost of major overhauls to fulfil certain return condition for airframes and engines under operating
leases is accrued and charged to the income statement over the estimated overhaul period. This requires estimation
of the expected overhaul cycle and overhaul cost, which are based on the historical experience of actual cost
incurred for overhauls of airframes and engines of the same or similar types. Different estimates could significantly
affect the estimated provision and the results of operations.
(e) Frequent flyer revenue
The amount of revenue attributable to the mileages earned by the members of the Group’s frequent flyer award
programmes is estimated based on the fair value of the mileages awarded and the expected redemption rate. The
fair value of the mileages awarded is estimated by reference to external sales. The expected redemption rate was
estimated based on historical experience, anticipated redemption pattern and the frequent flyer programme design.
(f) Provision for consumable spare parts and maintenance materials
Provision for consumable spare parts and maintenance materials is made based on the difference between the
carrying amount and the net realisable value. The net realisable value is estimated based on current market condition,
historical experience and Company’s future operation plan for the consumable spare parts and maintenance
materials. The net realisable value may be adjusted significantly due to the change of market condition and the
future plan for the consumable spare parts and maintenance materials.
(g) Income tax
Significant judgment is required in determining the provision for income tax. There are many transactions and
calculations for which the ultimate tax determination is uncertain during the ordinary course of business. The Group
recognizes liabilities for anticipated tax audit issues based on estimates of whether additional tax will be due. Where
the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will
impact the current and deferred income tax assets and liabilities in the year in which such determination is made.
(h) Retirement benefits
According to IAS 19, an entity shall account not only for its legal obligation under the formal terms of a defined
benefit plan, but also for any constructive obligation that arises from the entity’s informal practices where the entity
has no realistic alternative but to pay the employee benefits. The Company believes the payments of welfare subsidy
to those retirees who retired before the establishment of Pension Scheme (as defined in Note 51(a)) are discretionary
and have not created a legal or constructive obligation. Such payments are made according to the Group’s business
performance, and can be suspended at any time (Note 14).
140
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
4 Financial risk management and fair values
The Group is exposed to liquidity, interest rate, currency, credit risks and commodity jet fuel price risk in the normal course
of business. The Group’s overall risk management programme focuses on the unpredictability of financial market seeks to
minimize the adverse effects on the Group’s financial performance. The Group’s exposure to these risks and the financial
risk management policies and practices used by the Group to manage these risks are described below.
(a) Liquidity risk
As at 31 December 2014, the Group’s current liabilities exceeded its current assets by RMB26,545 million. For the year
ended 31 December 2014, the Group recorded a net cash inflow from operating activities of RMB13,570 million, a net
cash outflow from investing activities of RMB9,760 million and a net cash outflow from financing activities of RMB131
million, which in total resulted in a net increase in cash and cash equivalents of RMB3,679 million.
The Group is dependent on its ability to maintain adequate cash inflow from operations, its ability to maintain
existing external financing, and its ability to obtain new external financing to meet its debt obligations as they fall
due and to meet its committed future capital expenditures. As at 31 December 2014, the Group had banking facilities
with several PRC banks and financial institutions for providing bank financing up to approximately RMB187,133
million (2013: RMB166,270 million), of which approximately RMB126,703 million (2013: RMB120,904 million) was
unutilised. The Directors of the Company believe that sufficient financing will be available to the Group when and
where needed.
The Directors of the Company have carried out a detailed review of the cash flow forecast of the Group for the
twelve months ending 31 December 2015. Based on such forecast, the Directors have determined that adequate
liquidity exists to finance the working capital, capital expenditure requirements and dividend payments of the Group
during that period. In preparing the cash flow forecast, the Directors have considered historical cash requirements of
the Group as well as other key factors, including the availability of the above-mentioned bank facilities, which may
impact the operations of the Group during the next twelve-month period. The Directors of the Company are of the
opinion that the assumptions and sensitivities which are included in the cash flow forecast are reasonable. However,
as with all assumptions in regard to future events, these are subject to inherent limitations and uncertainties and
some or all of these assumptions may not be realised.
As at 31 December 2014, the contractual maturities at the end of financial years of the Group’s borrowings and
obligations under finance leases are disclosed in Notes 36, 37 respectively.
(b) Interest rate risk
The interest rates and maturity information of the Group’s borrowings and obligations under finance leases are
disclosed in Note 36 and Note 37, respectively. Majority of the Group’s borrowing are at floating interest rates which
expose the Group to cash flow interest rate risk. Borrowings at fixed interest rates expose the Group to fair value
interest risk.
At 31 December 2014, it is estimated that a general increase/decrease of 100 basis points in interest rates, with all
other variables held constant, would have decreased/increased the Group’s profit after tax and retained profits by
approximately RMB569 million (2013: RMB443 million). Other components of consolidated equity would not be
affected (2013: Nil) by the changes in interest rates.
The sensitivity analysis above indicates the instantaneous change in the Group’s profit after tax and retained profits
and other components of consolidated equity that would arise assuming that the change in interest rates had
occurred at the end of the reporting period and had been applied to re-measure those financial instruments held by
the Group which expose the Group to fair value interest rate risk at the end of the reporting period. In respect of the
exposure to cash flow interest rate risk arising from floating rate non-derivative instruments held by the Group at the
end of the reporting period, the impact on the Group’s profit after tax (and retained profits) and other components of
consolidated equity is estimated as an annualised impact on interest expense or income of such a change in interest
rates. This analysis is performed on the same basis as that for 2013.
Annual Report 2014
China Southern Airlines Company Limited
141
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
4 Financial risk management and fair values (Continued)
(c) Foreign currency risk
Renminbi is not freely convertible into foreign currencies. All foreign exchange transactions involving Renminbi must
take place either through the PBOC or other institutions authorised to buy and sell foreign exchange or at a swap
centre.
The Group has significant exposure to foreign currency risk as substantially all of the Group’s obligations under
finance leases (Note 37), borrowings (Note 36) and operating lease commitments (Note 48(b)) are denominated
in foreign currencies, principally US dollars, Singapore dollars and Japanese Yen. Depreciation or appreciation of
Renminbi against foreign currencies affects the Group’s results significantly because the Group’s foreign currency
liabilities generally exceed its foreign currency assets.
The following table indicates the instantaneous change in Group’s profit after tax and retained profits that would
arise if foreign exchange rates to which the Group has significant exposure at the beginning of the financial year had
changed at that date, assuming all other risk variables remained constant.
2014
2013
Appreciation/
(depreciation) of
Renminbi against
foreign currency
Increase/(decrease)
on profit after tax
and retained profits
RMB million
Appreciation/
(depreciation) of
Renminbi against
foreign currency
Increase/(decrease)
on profit after tax
and retained profits
RMB million
1%
(1%)
2%
(2%)
10%
(10%)
767
(767)
6
(6)
145
(145)
1%
(1%)
2%
(2%)
10%
(10%)
654
(654)
7
(7)
177
(177)
United States Dollars
Singapore Dollars
Japanese Yen
Results of the analysis as presented in the above table represent an aggregation of the instantaneous effects on each
of the Group entities’ profit after tax and retained profits measured in the respective functional currencies, translated
into Renminbi at the exchange rate ruling at the end of the financial year for presentation purposes.
The sensitivity analysis assumes that the change in foreign exchange rates had been applied to re-measure those
financial instruments, borrowings, and lease obligations held by the Group which expose the Group to foreign
currency risk at the end of the financial year, including inter-company payables and receivables within the Group
which are denominated in a currency other than the functional currencies of the lender or the borrower. The analysis
excludes differences that would result from the translation of the financial statements of foreign operations into the
Group’s presentation currency. The analysis is performed on the same basis for 2013.
142
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
4 Financial risk management and fair values (Continued)
(d) Credit risk
The Group’s credit risk is primarily attributable to cash and cash equivalents, trade receivables and the guarantees on
personal bank loans provided to the Group’s pilot trainees.
Substantially all of the Group’s cash and cash equivalents are deposited with major reputable PRC financial
institutions, which management believes are of high credit quality.
A significant portion of the Group’s air tickets are sold by agents participating in the Billing and Settlement Plan (“BSP”),
a clearing scheme between airlines and sales agents organised by International Air Transportation Association. The
use of the BSP reduces credit risk to the Group. As at 31 December 2014, the balance due from BSP agents amounted
to RMB990 million (2013: RMB1,046 million). The credit risk exposure to BSP and the remaining trade receivables
balance are monitored by the Group on an ongoing basis and the allowance for impairment of doubtful debts is
within management’s expectations. Further quantitative disclosures in respect of the Group’s exposure to credit risk
arising from trade receivables is set out in (Note 33).
The Company and its subsidiary, Xiamen Airlines, entered into agreements with their pilot trainees and certain banks
to provide guarantees on personal bank loans amounting to RMB646 million (31 December 2013: RMB656 million)
that can be drawn by the pilot trainees to finance their respective flight training expenses. As at 31 December 2014,
total personal bank loans of RMB486 million (31 December 2013: RMB464million), under these guarantees, were
drawn down from the banks. During the year, the Group has paid RMB2 million (2013: RMB6 million) to the banks
due to the default of payments of certain pilot trainees.
(e) Jet fuel price risk
The Group’s results of operations may be significantly affected by fluctuations in fuel prices since the jet fuel expenses
are a significant cost for the Group. A reasonable possible increase/decrease of 10% (2013:10%) in jet fuel price, with
volume of fuel consumed and all other variables held constant, would have increased/decreased the fuel costs by
approximately RMB3,773 million (2013: RMB3,554 million). The sensitivity analysis indicates the instantaneous change
in the Group’s fuel cost that would arise assuming that the change in fuel price had occurred at the beginning of the
financial year.
(f) Capital management
The Group’s primary objectives in managing capital are to safeguard the Group’s ability to continue as a going
concern, and to generate sufficient profit to maintain growth and provide returns to its shareholders, by securing
access to finance at a reasonable cost.
The Group manages the amount of capital in proportion to risk and manages its debt portfolio in conjunction with
projected financing requirements. The Group monitors capital on the basis of the debt ratio, which is calculated as
total liabilities dividend by total assets.
Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements. The Group’s
debt ratio was 77% at 31 December 2014 (2013: 74%).
Annual Report 2014
China Southern Airlines Company Limited
143
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
4 Financial risk management and fair values (Continued)
(g) Fair value
(i) Financial instruments carried at fair value
The following table presents the carrying value of financial instruments measured at fair value at the end
of financial period across the three levels of the fair value hierarchy defined in IFRS 7, Financial Instruments:
Disclosures, with the fair value of each financial instrument categorised in its entirety based on the lowest level
of input that is significant to that fair value measurement. The levels are defined as follows:
–
–
–
Level 1 (highest level): fair values measured using quoted prices (unadjusted) in active markets for
identical financial instruments
Level 2: fair values measured using quoted prices in active markets for similar financial instruments, or
using valuation techniques in which all significant inputs are directly or indirectly based on observable
market data
Level 3 (lowest level): fair values measured using valuation techniques in which any significant input is not
based on observable market data
The following table presents the Group’s financial assets that are measured at fair value at 31 December 2014.
Level 1
RMB
million
The Group
Level 2
RMB
million
Level 3
RMB
million
Total
RMB
million
Level 1
RMB
million
The Company
Level 2
RMB
million
Level 3
RMB
million
Total
RMB
million
104
61
–
–
–
104
40
–
61
25
–
–
–
–
40
25
2014
Assets
Available-for-sale equity
securities:
– Listed
2013
Assets
Available-for-sale equity
securities:
– Listed
During the years ended 31 December 2014 and 2013, there were no significant transfers between instruments
in Level 1 and Level 2.
(a)
Financial instruments in level 1
The fair value of financial instruments traded in active markets is based on quoted market prices at the
balance sheet date without any deduction for transaction costs. A market is regarded as active if quoted
prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service,
or regulatory agency, and those prices represent actual and regularly occurring market transactions on an
arm’s length basis. The quoted market price used for financial assets held by the Group is the current bid
price. These instruments are included in level 1. Instruments included in level 1 comprise primarily A share
equity investments classified as trading securities or available-for-sale.
144
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
4 Financial risk management and fair values (Continued)
(g) Fair value (Continued)
(ii) Financial instruments not carried at fair value
(a) Other investments in equity securities represent unlisted equity securities of companies established in
the PRC. There is no quoted market price for such equity securities and accordingly a reasonable estimate
of the fair value could not be measured reliably. Accordingly, they are recognized in the consolidated
balance sheet at cost less impairment losses.
(b) Amounts due from/to related companies are unsecured, interest-free and have no fixed terms of
repayment. Given these terms, it is not meaningful to disclose fair values of these balances.
(c) All other financial instruments, including trade and other receivables, trade and other payables,
borrowings and obligation under finance leases are carried at amounts not materially different from their
fair values as at 31 December 2014 and 31 December 2013.
5 Traffic revenue
Passenger
Cargo and mail
6 Segmental information
(a) Business segments
2014
RMB million
2013
RMB million
97,145
7,183
104,328
88,271
6,413
94,684
The Group’s network passenger, cargo and mail transportation are managed as a single business unit. The Group’s
chief operating decision maker (“CODM”), which is the senior executive management, makes resource allocation
decisions based on route profitability, which considers aircraft type and route economics. The objective in making
resource allocation decisions is to optimise consolidated financial results. Therefore, based on the way the Group
manages the network passenger and cargo operations, and the manner in which resource allocation decisions are
made, the Group has only one reportable operating segment for financial reporting purposes, reported as the “airline
transportation operations”.
Other operating segments consist primarily of business segments of hotel and tour operation, ground services, cargo
handling and other miscellaneous services. These other operating segments are combined and reported as “other
segments”.
Inter-segment sales are based on prices set on an arm’s length basis.
For the purposes of assessing segment performance and allocating resources between segments, the Group’s CODM
monitors the results, assets and liabilities attributable to each reportable segment based on financial results prepared
under the People’s Republic of China Accounting Standards for Business Enterprises (“PRC GAAP”). As such, the
amount of each material reconciling item from the Group’s reportable segment revenue, profit before tax, assets and
liabilities arising from different accounting policies are set out in Note 6(c).
Information regarding the Group’s reportable segments as provided to the Group’s CODM for the purposes of
resource allocation and assessment of segment performance is set out below.
Annual Report 2014
China Southern Airlines Company Limited
145
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
6 Segmental information (Continued)
(a) Business segments (Continued)
The segment results of the Group for the year ended 31 December 2014 are as follows:
Airline
transportation
operations
RMB million
Other
segments
RMB million
Elimination Unallocated*
RMB million
RMB million
Total
RMB million
107,790
–
107,790
2,422
1,800
622
369
2,155
10,915
205
–
–
29,523
523
1,364
1,887
257
202
55
7
38
88
–
–
–
98
–
(1,364)
(1,364)
–
–
–
–
–
–
–
–
–
–
–
–
–
416
416
–
–
–
–
–
263
140
–
108,313
–
108,313
3,095
2,418
677
376
2,193
11,003
205
263
140
29,621
Revenue from external customers
Inter-segment sales
Reportable segment revenue
Reportable segment profit
before taxation
Reportable segment profit
after taxation
Other segment information
Income tax
Interest income
Interest expense
Depreciation and amortisation
Impairment loss
Share of associates’ results
Share of joint ventures’ results
Non-current assets additions
during the year
The segment results of the Group for the year ended 31 December 2013 are as follows:
Airline
transportation
operations
RMB million
Other
segments
RMB million
Elimination
RMB million
Unallocated*
RMB million
Total
RMB million
97,659
–
97,659
2,796
2,118
678
300
1,611
9,425
567
–
–
28,780
471
1,147
1,618
123
100
23
7
40
80
1
–
–
82
–
(1,147)
(1,147)
–
–
–
–
–
–
–
–
–
–
–
–
–
431
431
–
–
–
–
–
296
96
–
98,130
–
98,130
3,350
2,649
701
307
1,651
9,505
568
296
96
28,862
Revenue from external customers
Inter-segment sales
Reportable segment revenue
Reportable segment profit
before taxation
Reportable segment profit
after taxation
Other segment information
Income tax
Interest income
Interest expense
Depreciation and amortisation
Impairment loss
Share of associates’ results
Share of joint ventures’ results
Non-current assets additions
during the year
146
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
6 Segment reporting (Continued)
(a) Business segments (Continued)
The segment assets and liabilities of the Group as at 31 December 2014 and 31 December 2013 are as follows:
Airline
transportation
operations
RMB million
Other
segments
RMB million
Elimination Unallocated*
RMB million
RMB million
Total
RMB million
184,661
144,782
160,759
122,320
2,427
1,209
2,304
1,271
(568)
(568)
(658)
(658)
3,177
–
2,740
–
189,697
145,423
165,145
122,933
As at 31 December 2014
Reportable segment assets
Reportable segment liabilities
As at 31 December 2013
Reportable segment assets
Reportable segment liabilities
*
Unallocated assets primarily include investments in associates and joint ventures, available-for-sale financial assets and other
investments in equity securities. Unallocated results primarily include the share of results of associates and joint ventures, dividend
income from available-for-sales financial assets and other investments in equity securities and interest income from wealth
management products.
(b) The Group’s business segments operate in three main geographical areas, even
though they are managed on a worldwide basis.
The Group’s revenues by geographical segment are analysed based on the following criteria:
(1)
Traffic revenues from services within the PRC (excluding Hong Kong Special Administrative Region, Macau
Special Administrative Region and Taiwan (“Hong Kong, Macau and Taiwan”)), is classified as domestic
operations. Traffic revenue from inbound and outbound services between overseas markets, excluding Hong
Kong, Macau and Taiwan, is classified as international operations.
(2)
Revenues from commission income, hotel and tour operation, ground services, cargo handling and other
miscellaneous services are classified on the basis of where the services are performed.
Domestic
International
Hong Kong, Macau and Taiwan
2014
RMB million
2013
RMB million
82,764
22,952
2,597
108,313
76,828
19,053
2,249
98,130
The major revenue earning assets of the Group are its aircraft fleet which is registered in the PRC and is deployed
across its worldwide route network. Majority of the Group’s other assets are located in the PRC. CODM considers
that there is no suitable basis for allocating such assets and related liabilities to geographical locations. Accordingly,
geographical segment assets and liabilities are not disclosed.
Annual Report 2014
China Southern Airlines Company Limited
147
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
6 Segment reporting (Continued)
(c) Reconciliation of reportable segment revenues, profit before income tax, assets
and liabilities to the consolidated figures as reported in the consolidated financial
statement.
Revenue
Reportable segment revenues
Reclassification of expired sales in advance of carriage
Reclassification of sales tax
Consolidated revenues
Profit before income tax
Reportable segment profit before taxation
Capitalisation of exchange difference of specific loans
Government grants
Others
Consolidated profit before income tax
Assets
Reportable segment assets
Capitalisation of exchange difference of specific loans
Government grants
Others
Consolidated total assets
Liabilities
Reportable segment liabilities
Government grants
Others
Consolidated total liabilities
Note
(i)
(ii)
Note
(iii)
(iv)
Note
(iii)
(iv)
Note
(iv)
2014
RMB million
2013
RMB million
108,313
459
(188)
108,584
98,130
684
(267)
98,547
2014
RMB million
2013
RMB million
3,095
(28)
1
(2)
3,066
3,350
133
3
(2)
3,484
2014
RMB million
2013
RMB million
189,697
323
(259)
(73)
189,688
165,145
351
(210)
(79)
165,207
2014
RMB million
2013
RMB million
145,423
(228)
–
145,195
122,933
(178)
1
122,756
148
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
6 Segment reporting (Continued)
(c) Reconciliation of reportable segment revenues, profit before income tax, assets
and liabilities to the consolidated figures as reported in the consolidated financial
statement. (Continued)
Notes:
(i)
In accordance with the PRC GAAP, expired sales in advance of carriage are recorded under non-operating income. Under IFRSs, such
income is recognised as other operating income.
(ii)
In accordance with the PRC GAAP, sales tax is separately disclosed rather than deducted from revenue under IFRSs.
(iii)
(iv)
In accordance with the PRC GAAP, exchange difference arising on translation of specific loans and related interest denominated in a
foreign currency is capitalised as part of the cost of qualifying assets. Under IFRSs, such exchange difference is recognised in income
statement unless the exchange difference represents an adjustment to interest.
In accordance with the PRC GAAP, special funds such as investment grants allocated by the government, if clearly defined on official
documents as part of “capital reserve”, are credited to capital reserve. Otherwise, government grants related to assets are recognised
as deferred income and amortised to profit or loss on a straight line basis over the useful life of the related assets. Under IFRSs,
government grants relating to purchase of fixed assets are deducted from the cost of the related fixed assets.
7 Other operating revenue
Commission income
Expired sales in advance of carriage
Hotel and tour operation income
General aviation income
Ground services income
Air catering income
Cargo handling income
Rental income
Others
8 Flight operation expenses
Jet fuel costs
Flight personnel payroll and welfare
Aircraft operating lease charges
Air catering expenses
Civil Aviation Development Fund
Training expenses
Aircraft insurance
Others
2014
RMB million
2013
RMB million
1,335
459
508
576
293
272
236
156
421
4,256
1,040
684
565
484
349
226
176
137
202
3,863
2014
RMB million
2013
RMB million
37,728
6,803
5,383
2,497
2,279
1,003
202
3,006
58,901
35,538
5,799
4,767
2,295
2,036
784
194
2,597
54,010
Annual Report 2014
China Southern Airlines Company Limited
149
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
9 Maintenance expenses
Aviation repair and maintenance charges
Staff payroll and welfare
Maintenance materials
10 Aircraft and transportation service expenses
Landing and navigation fees
Ground service and other charges
11 Promotion and selling expenses
Sales commissions
Ticket office expenses
Computer reservation services
Advertising and promotion
Others
12 General and administrative expenses
General corporate expenses
Auditors’ remuneration
Other taxes and levies
13 Depreciation and amortisation
Depreciation
– Owned assets
– Assets acquired under finance leases
Amortisation of deferred benefits and gains
Other amortisation
150
China Southern Airlines Company Limited
Annual Report 2014
2014
RMB million
2013
RMB million
5,525
1,966
813
8,304
5,334
1,712
759
7,805
2014
RMB million
2013
RMB million
10,496
5,906
16,402
9,510
5,581
15,091
2014
RMB million
2013
RMB million
4,263
2,465
542
116
455
7,841
4,356
2,303
526
118
451
7,754
2014
RMB million
2013
RMB million
2,195
18
124
2,337
2,334
16
120
2,470
2014
RMB million
2013
RMB million
8,021
2,768
(156)
195
10,828
6,861
2,477
(146)
155
9,347
14 Staff costs
Salaries, wages and welfare
Defined contribution retirement scheme
Other retirement welfare subsidy
Early retirement benefits (Note 44)
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
2014
RMB million
2013
RMB million
14,667
1,554
167
7
16,395
12,938
1,324
175
12
14,449
Staff costs relating to flight operations and maintenance are also included in the respective total amounts disclosed
separately in Note 8 to Note 9 above.
Details of staff costs arising from cash-settled share appreciation rights are disclosed in Note 51(c). Such costs have been
included in “salaries, wages and welfare” above.
15 Other net income
Government grants (Note)
Gain/(losses) on disposal of property, plant and equipment, net
– Aircraft and spare engines
– Other property, plant and equipment
Others
2014
RMB million
2013
RMB million
1,700
344
(77)
223
2,190
1,155
(8)
(70)
166
1,243
Note:
Government grants mainly represent (i) subsidies based on certain amount of tax paid granted by governments to the Group; (ii) subsidies
granted by various local governments to encourage the Group to operate certain routes to cities where these governments are located. The
government grants are recognised when fulfilling the requirements and when cash is received.
There are no unfulfilled conditions and other contingencies related to subsidies that have been recognised during the year ended 31 December
2014.
16 Interest expense
Interest on borrowings
Interest relating to obligations under finance leases
Interest relating to provision for early retirement benefits(Note 44)
Less: interest expense capitalised (Note)
2014
RMB million
2013
RMB million
1,628
978
4
(417)
2,193
1,275
692
5
(321)
1,651
Note:
The weighted average interest rate used for interest capitalisation was 2.37% per annum in 2014 (2013: 2.25%).
Annual Report 2014
China Southern Airlines Company Limited
151
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
17 Other non-operating income
Interest income on wealth management products
Gain recognised on acquisition of a subsidiary (Note 49)
2014
RMB million
2013
RMB million
–
26
26
25
–
25
18 Remuneration of directors, supervisors and senior management
(a) Directors’ and supervisors’ remuneration
Details of directors’ and supervisors’ remuneration for the year ended 31 December 2014 are set out below:
Name
Non-executive directors
Si Xian Min (Note (i))
Wang Quan Hua (Note (i)
Yuan Xin An (Note (i))
Yang Li Hua (Note (i))
Executive directors
Tan Wan Geng (Note (i))
Zhang Zi Fang (Note (i))
Li Shao Bin (Note (ii))
Supervisors
Li Jia Shi
Zhang Wei (Note (i))
Yang Yi Hua
Wu De Ming (Note (iv))
Independent non-executive directors
Wei Jin Cai
Ning Xiang Dong
Liu Chang Le
Tan Jin Song(Note(iv))
Salaries,
wages and
welfare
Retirement
scheme
contributions
Total
Directors’ fees
RMB thousand RMB thousand RMB thousand RMB thousand
–
–
–
–
–
–
–
–
–
–
–
150
150
150
150
600
–
–
–
–
–
–
636
636
–
294
367
–
–
–
–
–
–
–
–
–
–
130
132
–
140
140
–
–
–
–
–
–
–
–
–
–
766
768
–
434
507
150
150
150
150
1,933
542
3,075
152
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
18 Remuneration of directors, supervisors and senior management (Continued)
(a) Directors’ and supervisors’ remuneration (Continued)
Details of directors’ and supervisors’ remuneration for the year ended 31 December 2013 are set out below:
Name
Non-executive directors
Si Xian Min (Note (i))
Wang Quan Hua (Note (i)
Yuan Xin An (Note (i))
Yang Li Hua (Note (i) & (ii))
Executive directors
Tan Wan Geng (Note (i))
Zhang Zi Fang (Note (i))
Li Shao Bin (Note (ii))
Supervisors
Pan Fu (Note (i))
Li Jia Shi
Zhang Wei (Note (i))
Yang Yi Hua
Liang Zhong Gao (Note (iii))
Wu De Ming (Note (iv))
Independent non-executive directors
Gong Hua Zhang (Note (iii))
Wei Jin Cai
Ning Xiang Dong
Liu Chang Le
Tan Jin Song (Note(iv))
Salaries,
wages and
welfare
RMB thousand
Retirement
scheme
contributions
RMB thousand
Total
RMB thousand
Directors’ fees
RMB thousand
–
–
–
–
–
–
–
–
–
–
–
–
–
150
150
150
150
–
600
–
–
–
–
–
–
639
–
636
–
291
300
–
–
–
–
–
–
–
–
–
–
–
–
120
–
120
–
122
122
–
–
–
–
–
–
–
–
–
–
–
–
759
–
756
–
413
422
–
150
150
150
150
–
1,866
484
2,950
Save as disclosed above, the Company’s executive director, Mr. Xu Jie Bo resigned on 5 January 2015. For the year
ended 31 December 2014, Mr. Xu Jie Bo’s total remuneration was RMB766 thousand, including salaries, wages and
welfare of RMB636 thousand and retirement scheme of RMB130 thousand. For the year ended 31 December 2013,
Mr. Xu Jie Bo’s total remuneration was RMB757 thousand, including salaries, wages and welfare of RMB636 thousand
and retirement scheme of RMB121 thousand.
In addition to the above, certain directors have been granted SARs in respect of their services to the Group, further
details of which are set out in Note 51(c).
Notes:
(i)
These directors or supervisors did not receive any remuneration for their services in the capacity of the directors or supervisors of the
Company. They also held management positions in CSAHC and their salaries were borne by CSAHC.
(ii)
Appointed on 24 January 2013
(iii)
Resigned on 26 December 2013.
(iv)
Appointed on 26 December 2013.
Annual Report 2014
China Southern Airlines Company Limited
153
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
18 Remuneration of directors, supervisors and senior management (Continued)
(b) Individuals with highest emoluments
None of the directors (2013: none), whose emoluments are reflected in the above analysis, was among the five
highest paid individuals in the Group for 2014. The aggregate emoluments in respect of the five(2013: five) individuals
during the year are as follows:
Salaries, wages and welfare
Retirement scheme contributions
2014
RMB thousand
2013
RMB thousand
7,180
661
7,841
6,268
595
6,863
The emoluments of the five (2013: five) individuals with the highest emoluments are within the following bands:
HK$1,500,000 to HK$2,000,000
(RMB 1,183,350 to RMB 1,577,800 equivalent)
19 Income tax
(a)
Income tax expense in the consolidated income statement
PRC income tax
– Provision for the year
– Over-provision in prior year
Deferred tax (Note 30)
Origination and reversal of temporary differences
Tax expense
2014
Number of
individuals
2013
Number of
individuals
5
5
2014
RMB million
2013
RMB million
430
(29)
401
267
668
705
(31)
674
60
734
In respect of majority of the Group’s airline operation outside mainland China, the Group has either obtained
exemptions from overseas taxation pursuant to the bilateral aviation agreements between the overseas governments
and the PRC government, or has sustained tax losses in those overseas jurisdictions. Accordingly, no provision for
overseas tax has been made for overseas airlines operation in the current and prior years.
Under the Corporate Income Tax Law of the PRC, the Company and majority of its subsidiaries are subject to PRC
income tax at 25% (2013: 25%). Certain subsidiaries of the Company are subject to preferential income tax rate at
15% according to the preferential tax policy in locations, where those subsidiaries are located.
154
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
19 Income tax (Continued)
(b) Reconciliation between actual tax expense and calculated tax based on accounting
profit at applicable tax rates
Profit before taxation
Notional tax on profit before taxation, calculated at the rates
applicable to profits in the tax jurisdictions concerned (Note)
Adjustments for tax effect of:
Non-deductible expenses
Share of results of associates and joint ventures
Unused tax losses and deductible temporary differences
for which no deferred tax assets were recognised
Utilisation of unused tax losses and deductible temporary differences
for which no deferred tax assets were recognised in prior years
Over-provision in prior year
Tax expense
Note:
2014
RMB million
2013
RMB million
3,066
738
11
(104)
63
(11)
(29)
668
3,484
863
19
(108)
32
(41)
(31)
734
The headquarters of the Company and its branches are taxed at rate at 25% (2013: 25%). The subsidiaries of the Group are taxed at rates
ranging from 15% to 25% (2013: 15% to 25%).
20 Profit attributable to equity shareholders of the Company
The consolidated profit attributable to equity shareholders of the Company for the year ended 31 December 2014 includes
a profit of RMB1,064 million (2013: RMB945 million) which has been dealt with in the financial statements of the Company.
21 Earnings per share
The calculation of basic earnings per share for the year ended 31 December 2014 is based on the profit attributable to
equity shareholders of the Company of RMB1,777 million (2013: RMB1,986 million) and the weighted average of 9,817,567,000
shares in issue during the year (2013: 9,817,567,000 shares).
The amounts of diluted earnings per share are the same as basic earnings per share as there were no dilutive potential
ordinary shares in existence for the year ended 31 December 2014 and 2013.
Annual Report 2014
China Southern Airlines Company Limited
155
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
22 Property, plant and equipment, net
(a) The Group
Aircraft
Investment
properties
RMB million
Buildings
RMB million
Owned
RMB million
Acquired
under
finance
leases
RMB million
Other flight
equipment
including
rotables
RMB million
Machinery,
equipment
and
vehicles
RMB million
Total
RMB million
667
17
–
(72)
69
–
–
681
681
–
1
(99)
(21)
84
–
–
646
8,599
41
83,011
2,772
38,667
10,935
16,570
1,120
5,076
507
68
72
(69)
–
(39)
8,672
8,672
151
4,707
9,363
353
–
–
327
(1,953)
88,864
88,864
726
–
–
(327)
(320)
58,318
58,318
8,521
–
–
–
(566)
17,477
17,477
821
11
–
–
–
(248)
5,346
5,346
608
152,590
15,392
14,502
–
–
–
(3,126)
179,358
179,358
10,827
444
382
11,546
957
133
13,463
99
–
(84)
–
(77)
–
–
–
–
–
539
(5,390)
–
1,931
(443)
–
–
–
261
(946)
–
–
–
23
(227)
–
(21)
–
2,754
(7,083)
9,205
85,121
79,873
18,570
5,883
199,298
Cost:
At 1 January 2013
Additions
Transfer from construction in progress
(Note 23)
Transfer to buildings upon cease of
lease intention
Transfer to investment properties
upon lease out
Reclassification on exercise of
purchase options
Disposals
At 31 December 2013
At 1 January 2014
Additions
Transfer from construction in progress
(Note 23)
Transfer to buildings upon cease of
lease intention
Transfer to lease prepayments upon
cease of lease intention
Transfer to investment properties
upon lease out
Acquisition of a subsidiary (Note 49)
Disposals
At 31 December 2014
156
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
22 Property, plant and equipment, net (Continued)
(a) The Group (Continued)
Aircraft
Investment
properties
RMB million
Buildings
RMB million
Owned
RMB million
Acquired
under
finance
leases
RMB million
Other flight
equipment
including
rotables
RMB million
Machinery,
equipment
and
vehicles
RMB million
Total
RMB million
186
22
(39)
4
–
–
–
–
173
173
21
(22)
(4)
19
–
–
–
187
459
508
2,440
339
29,109
5,023
39
(4)
–
(20)
–
–
2,794
2,794
292
22
–
(19)
(61)
–
–
–
–
15
(1,665)
500
(170)
32,812
32,812
6,095
–
–
–
(3,966)
176
(317)
8,098
2,477
–
–
(15)
(320)
–
–
10,240
10,240
2,768
–
–
–
(429)
–
–
9,515
1,106
–
–
–
(346)
36
(95)
10,216
10,216
1,063
–
–
–
(701)
39
(51)
3,202
371
52,550
9,338
–
–
–
(227)
–
–
3,346
3,346
550
–
–
–
–
–
(2,578)
536
(265)
59,581
59,581
10,789
–
(4)
–
(211)
–
(5,368)
–
–
215
(368)
3,028
34,800
12,579
10,566
3,685
64,845
6,177
5,878
50,321
56,052
67,294
48,078
8,004
7,261
2,198
2,000
134,453
119,777
Accumulated depreciation and
impairment losses:
At 1 January 2013
Depreciation charge for the year
Transfer to buildings upon cease of
lease intention
Transfer to investment properties
upon lease out
Reclassification on exercise of
purchase options
Disposals
Provision for impairment loss
Impairment losses written off
on disposal
At 31 December 2013
At 1 January 2014
Depreciation charge for the year
Transfer to buildings upon cease of
lease intention
Transfer to lease prepayments upon
cease of lease intention
Transfer to investment properties
upon lease out
Disposals
Provision for impairment loss
(Note 22(f))
Impairment losses written off
on disposal (Note 22(e))
At 31 December 2014
Net book value
At 31 December 2014
At 31 December 2013
Annual Report 2014
China Southern Airlines Company Limited
157
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
22 Property, plant and equipment, net (Continued)
(b) The Company
Aircraft
Investment
properties
RMB million
Buildings
RMB million
Owned
RMB million
Acquired
under
finance
leases
RMB million
Other flight
equipment
including
rotables
RMB million
Machinery,
equipment
and
vehicles
RMB million
Total
RMB million
5,627
22
63,936
2,724
37,430
10,933
15,060
1,022
3,579
349
52
67
–
(11)
5,757
5,757
20
380
9
(57)
(250)
5,859
2,212
9,058
–
327
(1,908)
67,291
67,291
569
–
(327)
(320)
56,774
56,774
6,396
222
9,075
–
–
–
(10,934)
57,148
–
(408)
353
–
–
(555)
15,880
15,880
650
714
–
–
(913)
125,961
15,050
11,684
–
–
(2,957)
149,738
149,738
8,013
9
–
–
(163)
3,774
3,774
378
119
10,510
–
–
–
(331)
–
(12,836)
71,837
16,331
3,940
155,425
Cost:
At 1 January 2013
Additions
Transfer from construction in progress
(Note 23)
Transfer to buildings upon cease of
lease intention
Reclassification on exercise of
purchase options
Disposals
At 31 December 2013
At 1 January 2014
Additions
Transfer from construction in progress
(Note 23)
Transfer to buildings upon cease of
lease intention
Transfer to investment properties
upon lease out
Disposals
At 31 December 2014
329
–
–
(67)
–
–
262
262
–
–
(9)
57
–
310
158
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
22 Property, plant and equipment, net (Continued)
(b) The Company (Continued)
Aircraft
Investment
properties
RMB million
Buildings
RMB million
Owned
RMB million
Acquired
under
finance
leases
RMB million
Other flight
equipment
including
rotables
RMB million
Machinery,
equipment
and
vehicles
RMB million
Total
RMB million
Accumulated depreciation
and impairment losses:
At 1 January 2013
Depreciation charge for the year
Transfer to buildings upon
cease of lease intention
Reclassification on exercise of
purchase options
Disposals
Provision for impairment loss
Impairment losses written off
on disposal
At 31 December 2013
At 1 January 2014
Depreciation charge for the year
Transfer to investment
properties upon lease out
Disposals
Provision for impairment loss
(Note 22(f))
Impairment losses written off
on disposal
At 31 December 2014
Net book value
At 31 December 2014
At 31 December 2013
96
11
1,622
260
23,378
3,747
7,637
2,410
8,834
934
2,378
213
43,945
7,575
(38)
38
–
–
–
–
–
–
–
–
–
69
69
7
5
–
–
–
–
(8)
–
–
15
(1,621)
500
(15)
(320)
–
–
(346)
36
–
(157)
–
–
(2,452)
536
(170)
–
(95)
–
(265)
1,912
1,912
185
25,849
25,849
4,694
9,712
9,712
2,591
(5)
(123)
–
(6,405)
–
(408)
–
–
176
(495)
–
–
9,363
9,363
917
–
(674)
39
(51)
2,434
2,434
396
49,339
49,339
8,790
–
(258)
–
(7,868)
–
–
215
(546)
81
1,969
23,819
11,895
9,594
2,572
49,930
229
193
3,890
3,845
33,329
59,942
41,442
47,062
6,737
6,517
1,368
105,495
1,340
100,399
(c) As at 31 December 2014, the accumulated impairment provision of aircraft and flight equipment of the Group is
RMB1,623 million and RMB108 million respectively (2013: RMB1,764 million and RMB120 million respectively).
As at 31 December 2014, the accumulated impairment provision of aircraft and flight equipment of the Company is
RMB1,337 million and RMB108 million respectively (2013: RMB1,656 million and RMB120 million respectively).
(d) As at 31 December 2014, certain aircraft and other flight equipment of the Group and the Company with an
aggregate carrying value of approximately RMB99,119 million and RMB81,049 million, respectively (2013: RMB80,233
million and RMB69,620 million, respectively) were mortgaged under certain loans or certain lease agreements (Notes
36 and 37).
(e) During the year ended 31 December 2014, 7 Boeing 737-300 aircraft and 6 EMB145 aircraft against which impairment
provision had been provided in previous years were disposed of and the impairment provision of RMB317 million for
these aircraft was written of on disposal.
Annual Report 2014
China Southern Airlines Company Limited
159
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
22 Property, plant and equipment, net (Continued)
(f) As at 31 December 2014, the Group reviewed the recoverable amounts of the aircrafts and related assets and
made additional RMB176 million impairment provision for two Boeing B747-400F aircraft against which impairment
provision had been provided in previous years. The Group also made impairment provision of RMB39 million on
certain flight equipment considering that these equipment’s corresponding aircraft has ceased operation. The
estimates of recoverable amounts were based on the greater of the assets’ fair value less costs to sell and the value in
use. The fair value was determined by reference to the recent observable market prices for the aircraft fleet and flight
equipment.
(g) As at 31 December 2014 and up to the date of approval of these financial statements, the Group is in the process of
applying for the property title certificates in respect of the properties located in Guangzhou (including Guangzhou
Baiyun International Airport), Xiamen, Heilongjiang, Jilin, Dalian, Guangxi, Hunan, Beijing, Shanghai, Zhuhai, Shenzhen,
Shenyang, Xinjiang, Henan, Chengdu, Guizhou, Hainan, Hubei and Shantou, in which the Group has interests and
for which such certificates have not been granted. As at 31 December 2014, carrying value of such properties of the
Group and the Company amounted to RMB3,572 million and RMB2,504 million, respectively (2013: RMB3,557 million
and RMB2,646 million, respectively). The Directors of the Company are of the opinion that the use of and the conduct
of operating activities at the properties referred to above are not affected by the fact that the Group has not yet
obtained the relevant property title certificates.
(h) The Group leased out investment properties and certain flight training facilities under operating leases. The leases
typically run for an initial period of one to fourteen years, with an option to renew the leases after that date at which
time all terms are renegotiated. None of the leases includes contingent rentals. In this connection, rental income
totalling RMB94 million (2013: RMB85 million) was received by the Group during the year in respect of the leases.
Directors estimated the fair value of these investment properties approximate the carrying amount.
The properties are reclassified between investment properties and property, plant and equipment, upon the intention
of commencement or cease of lease.
The Group’s total future minimum lease income under non-cancellable operating leases are as follows:
Within 1 year
After 1 year but within 5 years
After 5 years
2014
RMB million
2013
RMB million
54
72
11
137
45
54
2
101
160
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
23 Construction in progress
The Group
At 1 January 2013
Additions
Transferred to property, plant and equipment
(Note 22)
Transfer to lease prepayments and other assets
upon completion of development
At 31 December 2013
At 1 January 2014
Additions
Acquisition of a subsidiary (Note 49)
Transferred to property, plant and equipment
(Note 22)
Transfer to lease prepayments and other assets
upon completion of development
At 31 December 2014
The Company
At 1 January 2013
Additions
Transferred to property, plant and equipment
(Note 22)
Transfer to lease prepayments and other assets
upon completion of development
At 31 December 2013
At 1 January 2014
Additions
Transferred to property, plant and equipment
(Note 22)
Transfer to lease prepayments and other assets
upon completion of development
At 31 December 2014
Advance payment
for aircraft and
flight equipment
RMB million
Others
RMB million
Total
RMB million
18,115
12,721
(14,423)
–
16,413
16,413
13,742
484
(12,885)
–
17,754
574
795
(79)
(244)
1,046
1,046
1,342
2
(578)
(219)
1,593
18,689
13,516
(14,502)
(244)
17,459
17,459
15,084
486
(13,463)
(219)
19,347
Advance payment
for aircraft and
flight equipment
RMB million
Others
RMB million
Total
RMB million
14,461
8,761
(11,623)
–
11,599
11,599
9,556
(10,011)
–
11,144
348
581
(61)
(152)
716
716
866
(499)
(197)
886
14,809
9,342
(11,684)
(152)
12,315
12,315
10,422
(10,510)
(197)
12,030
Annual Report 2014
China Southern Airlines Company Limited
161
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
24 Lease prepayments
In 2014, the amount of amortisation charged to consolidated income statement was RMB61 million (2013: RMB58 million).
A majority of the Group’s properties are located in the PRC. The Group was formally granted the rights to use certain
parcels of land in Guangzhou, Shenzhen, Zhuhai, Beihai, Changsha, Shantou, Haikou, Zhengzhou, Jilin, Guiyang and other
PRC cities by the relevant PRC authorities for periods of 30 to 70 years, which expire between 2020 and 2073.
As at 31 December 2014 and up to the date of approval of these financial statements, the Group is in the process of
applying for certain land use right certificates. As at 31 December 2014, carrying value of such land use rights of the Group
and the Company amounted to RMB1,038 million and RMB781 million, respectively (2013: RMB1,056 million and RMB791
million, respectively). The Directors of the Company are of the opinion that the use of and the conduct of operating
activities at the land use rights referred to above are not affected by the fact that the Group has not yet obtained the
relevant land use right certificates.
25 Investments in subsidiaries
Investments in subsidiaries
(a)
Unlisted capital contributions, at cost
Less: impairment loss
The Company
2014
RMB million
2013
RMB million
3,592
(43)
3,549
3,079
(43)
3,036
During the year, the management assessed the recoverable amounts of the loss-making subsidiaries and determined
that the carrying amounts does not exceed their recoverable amounts thus no additional impairment loss is needed
as of 31 December 2014 in the Company’s balance sheet (2013: Nil).
All the subsidiaries of the Company are unlisted. The following list contains only the particulars of subsidiaries which
principally affect the results, assets or liabilities of the Group.
Name of company
Place of
establishment/
operation
Registered
capital
Proportion of
ownership
interest
held by the
Company
Principal
activity
Henan Airlines Company Limited
PRC
RMB6,000,000,000
60%
Airline
(“China Southern Henan Airlines”)
(i)&(ii)
transportation
Xiamen Airlines Company Limited
PRC
RMB5,000,000,000
51%
Airline
(“Xiaman Airlines”) (ii)
transportation
Chongqing Airlines Company Limited (ii) PRC
RMB1,200,000,000
60%
Airline
transportation
Shantou Airlines Company Limited (ii)
PRC
RMB280,000,000
60%
Airline
transportation
Xinjiang Civil Aviation Property
Management Limited (ii)
PRC
RMB251,332,832
51.84%
Property
management
162
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
25 Investments in subsidiaries (Continued)
(a)
Investments in subsidiaries (Continued)
Name of company
Place of
establishment/
operation
Registered
capital
Proportion of
ownership
interest
held by the
Company
Principal
activity
Zhuhai Airlines Company Limited (ii)
PRC
RMB250,000,000
60%
Airline
transportation
Guizhou Airlines Company Limited
PRC
RMB650,000,000
60%
Airline
(“Guizhou Airlines”) (ii)&(v)
Guangzhou Nanland Air Catering
Company Limited (iii)
Guangzhou Baiyun International
Logistic Company Limited (ii)
Beijing Southern Airlines Ground
Services Company Limited (ii)
China Southern Airlines Group Air
Catering Company Limited (ii)
PRC
PRC
PRC
PRC
RMB120,000,000
55%
Air catering
transportation
RMB50,000,000
61%
Logistics
operations
RMB18,000,000
100%
Airport ground
services
RMB10,200,000
100%
Air catering
Nan Lung International Freight Limited Hong Kong
HKD3,270,000
51%
Freight services
(i)
Pursuant to an agreement entered into in 2014 by the equity holders of China Southern Henan Airlines, a subsidiary of the Company,
the equity holders of China Southern Henan Airlines agreed to further inject capital of RMB2.8 billion into the company based on
their equity percentages. The Company’s capital injection of RMB1.68 billion will comprise of RMB1.33 billion in cash and RMB0.35
billion in the form of property, plant and equipment and lease prepayments. The non-controlling shareholder’s capital injection of
RMB1.12 billion will be in the form of cash contribution.
(ii)
These subsidiaries are PRC limited liability companies.
(iii)
This subsidiary is a Sino-foreign equity joint venture company established in the PRC.
(iv)
Certain subsidiaries of the Group are PRC joint ventures which have limited terms pursuant to the PRC law.
(v)
Pursuant to the shareholders’ resolution approved by the equity holders of Guizhou Airlines, a subsidiary of the Company, in August
2014, the equity holders of Guizhou Airlines agreed to further inject capital of RMB270 million in cash into the company based on
their equity percentages. In 2014, the Company and the non-controlling shareholder injected RMB162 million and RMB108 million in
cash, respectively, into Guizhou Airlines.
Annual Report 2014
China Southern Airlines Company Limited
163
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
25 Investments in subsidiaries (Continued)
(b) Material non-controlling interests
As at 31 December 2014, the balance of total non-controlling interests is RMB8,768 million, of which RMB6,420 million
is for Xiamen Airlines. The rest of non-controlling interests are not material.
Set out below are the summarised financial information for Xiamen Airlines that has non-controlling interests that are
material to the Group.
Summarised balance sheet
Current
Assets
Liabilities
Total current net liabilities
Non-current
Assets
Liabilities
Total non-current net assets
Net assets
Summarised statement of comprehensive income
Revenue
Profit before income tax
Income tax expense
Post-tax profit from continuing operations
Other comprehensive income/(loss)
Total comprehensive income
Dividends paid to non-controlling interests
Xiamen Airlines
2014
RMB million
2013
RMB million
6,397
(8,527)
(2,130)
32,883
(17,579)
15,304
13,174
5,517
(6,974)
(1,457)
23,574
(9,757)
13,817
12,360
Xiamen Airlines
2014
RMB million
17,831
993
(238)
755
32
787
3
2013
RMB million
16,598
1,750
(438)
1,312
(8)
1,304
74
164
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
25 Investments in subsidiaries (Continued)
(b) Material non-controlling interests (Continued)
Summarised cash flows
Cash generated from operating activities
Cash generated from operations
Interest received
Interest paid
Income tax paid
Net cash generated from operating activities
Net cash used in investing activities
Net cash generated in financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
The information above is the amount before inter-company eliminations.
26 Interest in associates
Share of net assets
Unlisted shares/capital contributions, at cost
Less: impairment loss
2014
RMB million
2013
RMB million
2,660
140
(377)
(180)
2,243
(4,866)
1,850
(773)
3,809
3,036
3,152
86
(209)
(477)
2,552
(4,171)
1,833
214
3,595
3,809
The Group
2014
RMB million
2013
RMB million
1,583
1,305
The Company
2014
RMB million
2013
RMB million
474
(7)
467
474
(37)
437
In the Company’s balance sheet, a provision for impairment losses of RMB7 million (2013: RMB37 million) was recorded as
of 31 December 2014 in respect of investments in a certain associate in which their carrying amounts were determined to
be not fully recoverable.
Annual Report 2014
China Southern Airlines Company Limited
165
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
26 Interest in associates (Continued)
All the Group’s associates are unlisted without quoted market price. The particulars of the Group’s principal associates as of
31 December 2014 are as follows:
Proportion of ownership
interest held by
Place of
establishment/
operation
Group’s
effective
interest
The
Company Subsidiaries
Proportion
of voting
rights held
by the Group
Principal activity
Southern Airlines Group
Finance Co.,Ltd
(“SA Finance”)
Sichuan Airlines Co.,Ltd
(“Sichuan Airlines”)
Southern Airlines Culture
and Media Co., Ltd.
(“SACM“)
PRC
PRC
PRC
33.98%
21.09%
12.89%
33.98% Provision of Airlines
financial services
39%
39%
40%
40%
–
–
39% Airline transportation
40% Advertising services
There is no associate that is individually material to the Group.
The Group has interests in a number of individually immaterial associates that are accounted for using the equity method.
The aggregate financial information of these associates is summarized as following:
2014
RMB million
2013
RMB million
1,583
1,305
261
21
282
294
(3)
291
The Group
2014
RMB million
2013
RMB million
1,338
1,197
The Company
2014
RMB million
2013
RMB million
483
483
Aggregate carrying amount of individually immaterial associates
Aggregate amounts of the Group’s share of:
Profit from continuing activities
Other comprehensive income/(loss)
Total comprehensive income
27 Interest in joint ventures
Share of net assets
Unlisted capital contributions, at cost
166
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
27 Interest in joint ventures (Continued)
All the Group’s joint ventures are unlisted without quoted market price. The particulars of the Group’s principal joint
ventures as of 31 December 2014 are as follows:
Proportion of ownership
interest held by
Place of
establishment/
operation
Group’s
effective
interest
The
Company Subsidiaries
Proportion
of voting
rights held
by the Group
Principal activity
Guangzhou Aircraft
Maintenance Engineering
Co.,Ltd (”GAMECO”)
PRC
Zhuhai Xiang Yi Aviation
Technology Company
Limited (“Zhuhai Xiang Yi”)
PRC
Guangzhou China Southern
Zhongmian Dutyfree
Store Co., Limited
PRC
50%
50%
51%
51%
50%
50%
China Southern West
Australian Flying College
Pty Ltd (“Flying College”)
Australia
48.12%
48.12%
There is no joint venture that is individually material to the Group.
–
–
–
–
50% Aircraft repair and
maintenance
services
50% Flight simulation
services
50% Sales of duty free
goods in flight
50% Pilot training services
The Group has interest in a number of individually immaterial joint ventures that are accounted for using the equity
method. The aggregate financial information of these joint ventures is summarized as following:
Aggregate carrying amount of individually immaterial joint venture
Aggregate amounts of the Group’s share of:
Profit from continuing activities
Total comprehensive income
2014
RMB million
2013
RMB million
1,338
1,197
140
140
96
96
Annual Report 2014
China Southern Airlines Company Limited
167
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
28 Other investments in equity securities
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
Unlisted equity securities, at cost
136
162
100
100
Dividend income from unlisted equity securities of the Group amounted to RMB10 million during the year ended 31
December 2014 (2013: RMB11 million).
29 Available-for-sale financial assets
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
Available-for-sale financial assets
– Listed in the PRC
Quoted market value of listed securities
104
104
61
61
40
40
25
25
Dividend income from listed securities of the Group amounted to RMB3 million during the year ended 31 December 2014
(2013: RMB3 million).
30 Deferred tax assets/(liabilities)
(a) The analysis of deferred tax assets and deferred tax liabilities is as follows:
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
Deferred tax assets
– Deferred tax asset to be utilized
after 12 months
– Deferred tax asset to be utilized
within 12 months
Deferred tax liabilities
– Deferred tax liability to be realized
after 12 months
Net deferred tax assets
390
576
966
(873)
93
443
808
1,251
(880)
371
458
481
939
–
939
413
808
1,221
–
1,221
168
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
30 Deferred tax assets/(liabilities) (Continued)
(b) Movements of net deferred tax assets of the Group are as follows:
For the year ended 31 December 2014
Deferred tax assets:
Accrued expenses
Provision for major overhauls
Deferred revenue
Provision for impairment losses
Others
Deferred tax liabilities:
Provision for major overhauls
Depreciation allowances under tax
in excess of the related depreciation
under accounting
Change in fair value of available-for-sale
equity securities
Others
Net deferred tax assets
For the year ended 31 December 2013
Deferred tax assets:
Accrued expenses
Provision for major overhauls
Deferred revenue
Provision for impairment losses
Others
Deferred tax liabilities:
Provision for major overhauls
Depreciation allowances under tax
in excess of the related depreciation
under accounting
Change in fair value of available-for-sale
equity securities
Others
Net deferred tax assets
At the
beginning
of the year
RMB million
(Charged)/
credited
to income
statement
RMB million
Charged
to other
comprehensive
income
RMB million
At the end
of the year
RMB million
847
173
75
393
69
1,557
(363)
(707)
(9)
(107)
(1,186)
371
(286)
123
1
(158)
13
(307)
–
18
–
22
40
(267)
–
–
–
–
–
–
–
–
(11)
–
(11)
(11)
561
296
76
235
82
1,250
(363)
(689)
(20)
(85)
(1,157)
93
At the
beginning
of the year
RMB million
(Charged)/
credited
to income
statement
RMB million
Credited
to other
comprehensive
income
RMB million
At the end
of the year
RMB million
870
145
106
345
47
1,513
(319)
(643)
(11)
(111)
(1,084)
429
(23)
28
(31)
48
22
44
(44)
(64)
–
4
(104)
(60)
–
–
–
–
–
–
–
–
2
–
2
2
847
173
75
393
69
1,557
(363)
(707)
(9)
(107)
(1,186)
371
Annual Report 2014
China Southern Airlines Company Limited
169
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
30 Deferred tax assets/(liabilities) (Continued)
(c) Movements of net deferred tax assets of the Company are as follows:
At the
beginning
of the year
RMB million
(Charged)/
credited
to income
statement
RMB million
Charged
to other
comprehensive
income
RMB million
At the end
of the year
RMB million
For the year ended 31 December 2014
Deferred tax assets:
Accrued expenses
Provision for major overhauls
Provision for impairment losses
Others
Deferred tax liabilities:
Change in fair value of available-for-sale
equity securities
Others
741
172
373
30
1,316
(4)
(91)
(95)
(262)
124
(159)
(2)
(299)
–
21
21
Net deferred tax assets
1,221
(278)
–
–
–
–
–
(4)
–
(4)
(4)
479
296
214
28
1,017
(8)
(70)
(78)
939
At the
beginning
of the year
RMB million
Credited/
(charged)
to income
statement
RMB million
Charged
to other
comprehensive
income
RMB million
At the end
of the year
RMB million
724
145
40
320
15
1,244
(3)
(60)
(63)
1,181
17
27
(40)
53
15
72
–
(31)
(31)
41
–
–
–
–
–
–
(1)
–
(1)
(1)
741
172
–
373
30
1,316
(4)
(91)
(95)
1,221
For the year ended 31 December 2013
Deferred tax assets:
Accrued expenses
Provision for major overhauls
Deferred revenue
Provision for impairment losses
Others
Deferred tax liabilities:
Change in fair value of available-for-sale
equity securities
Others
Net deferred tax assets
170
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
30 Deferred tax assets/(liabilities) (Continued)
(d) Deferred tax assets not recognized
At 31 December 2014, the Group’s deductible temporary differences amounting to RMB23 million (2013: RMB29
million) have not been recognised as deferred tax assets as it was determined by management that it is not probable
that future taxable profits will be available for these deductible temporary differences to reverse in the foreseeable
future.
Tax losses in the PRC are available for carrying forward to set off future assessable income for a maximum period
of five years. The Group’s unused tax losses of RMB932 million (2013: RMB236 million) have not been recognised as
deferred tax assets, as it was determined by management that it is not probable that future taxable profits against
which the losses can be utilised will be available before they expire. The expiry dates of unrecognised unused tax
losses are analysed as follows:
Expiring in:
2014
2015
2016
2017
2018
2019
The Group
2014
RMB million
2013
RMB million
–
95
98
201
250
288
932
32
–
4
–
200
–
236
The significant increase in unrecognised unused tax losses as of 31 December 2014 is attributable to the acquisition
of a subsidiary (Note 49) with significant unused tax losses brought forward from previous years.
Annual Report 2014
China Southern Airlines Company Limited
171
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
31 Other assets
The Group
Prepayment
for exclusive
use right of
an airport
terminal
RMB million
270
–
–
(10)
260
260
–
–
–
–
(10)
250
Prepayment
for exclusive
use right of
an airport
terminal
RMB million
270
–
–
(10)
260
260
–
–
–
(10)
250
Software
RMB million
Leasehold
improvement
RMB million
Others
RMB million
Total
RMB million
75
15
136
(52)
174
174
18
5
63
(1)
(72)
187
68
–
46
(23)
91
91
37
–
45
–
(36)
137
67
9
–
(12)
64
64
8
290
–
–
(16)
346
480
24
182
(97)
589
589
63
295
108
(1)
(134)
920
Software
RMB million
Leasehold
improvement
RMB million
Others
RMB million
Total
RMB million
44
1
136
(41)
140
140
–
69
(1)
(71)
137
42
–
16
(11)
47
47
–
24
–
(16)
55
48
3
–
(10)
41
41
1
–
–
(6)
36
404
4
152
(72)
488
488
1
93
(1)
(103)
478
At 1 January 2013
Additions
Transferred from construction in progress
Amortisation for the year
At 31 December 2013
At 1 January 2014
Additions
Acquisition of a subsidiary (Note 49)
Transferred from construction in progress
Disposal
Amortisation for the year
At 31 December 2014
The Company
At 1 January 2013
Additions
Transferred from construction in progress
Amortisation for the year
At 31 December 2013
At 1 January 2014
Additions
Transferred from construction in progress
Disposal
Amortisation for the year
At 31 December 2014
172
China Southern Airlines Company Limited
Annual Report 2014
32 Inventories
Consumable spare parts and
maintenance materials
Other supplies
Less: impairment
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
1,587
178
1,765
(104)
1,661
1,799
153
1,952
(305)
1,647
1,137
90
1,227
(48)
1,179
1,455
74
1,529
(278)
1,251
Impairment of inventory is shown as below:
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
At 1 January
Provision for impairment of inventories
Provision written off in relation to disposal
of inventories
At 31 December
305
–
(201)
104
372
21
(88)
305
278
–
(230)
48
345
21
(88)
278
Annual Report 2014
China Southern Airlines Company Limited
173
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
33 Trade receivables
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
2,716
(33)
2,683
2,200
(27)
2,173
2,188
(28)
2,160
1,821
(21)
1,800
Trade receivables
Less: impairment
(a) Ageing analysis
Credit terms granted by the Group to sales agents and other customers generally range from one to three months.
Ageing analysis of trade receivables is set out below:
Within 1 month
More than 1 month but less than
3 months
More than 3 months but less than
12 months
More than 1 year
Less: impairment
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
2,133
1,810
1,665
1,513
535
25
23
2,716
(33)
2,683
345
25
20
2,200
(27)
2,173
480
23
20
2,188
(28)
2,160
274
21
13
1,821
(21)
1,800
All of the trade receivables are expected to be recovered within one year.
(b) Impairment of trade receivables
(i)
Impairment loss in respect of trade receivables is recorded using an allowance account unless the Group is
satisfied that recovery of the amount is remote, in which case the impairment loss is written off against trade
receivables directly (Note 2(k)).
The movements in the allowance for doubtful debts during the year are as follows:
At 1 January
Impairment loss recognised
Impairment loss written back
Uncollectible amounts
written off
At 31 December
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
27
12
(2)
(4)
33
26
13
–
(12)
27
21
10
–
(3)
28
22
11
–
(12)
21
174
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
33 Trade receivables (Continued)
(b) Impairment of trade receivables (Continued)
(ii) As of 31 December 2014, trade receivables of RMB5 million (2013: RMB11 million) were past due but not
impaired. These relate to a number of independent customers for whom there is no significant financial
difficulty and based on past experience, the overdue amounts can be recovered.
The ageing analysis of these trade receivables is as follows:
3 to 12 months
2014
RMB million
2013
RMB million
5
11
(iii) As of 31 December 2014, trade receivables of RMB43 million (2013: RMB34 million) were impaired. The amount
of the provision was RMB33 million as of 31 December 2014 (2013: RMB27million). The individually impaired
receivables mainly relate to customers, which are in unexpectedly difficult economic situations. It was assessed
that a portion of the receivables is expected to be recovered. The ageing of these receivables is as follows:
3 to 12 months
Over 12 months
2014
RMB million
2013
RMB million
20
23
43
14
20
34
(c) Trade receivables that are not impaired
The ageing analysis of trade receivables that are neither individually nor collectively considered to be impaired is as
follows:
Neither past due nor impaired
2014
RMB million
2013
RMB million
2,668
2,155
Trade receivables that were neither past due nor impaired relate to customers for whom there was no recent history
of default.
Annual Report 2014
China Southern Airlines Company Limited
175
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
33 Trade receivables (Continued)
(d) Trade receivables by currencies
The carrying amounts of the Group’s trade receivables are denominated in the following currencies:
Renminbi
Euro
US dollar
Australian dollar
Taiwan dollar
UK pound
Other currencies
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
2,231
134
118
36
30
38
129
2,716
1,795
135
73
38
18
30
111
2,200
1,763
126
107
35
20
36
101
2,188
1,443
135
73
38
18
30
84
1,821
As at 31 December 2014, the fair value of trade receivables approximate its carrying amount.
34 Other receivables
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
1,562
1,018
2,454
239
126
73
695
6,167
(3)
6,164
(300)
5,864
1,114
919
422
215
110
79
574
3,433
(2)
3,431
–
3,431
1,434
905
602
–
20
51
392
3,404
(2)
3,402
–
3,402
1,095
862
–
–
11
40
223
2,231
–
2,231
–
2,231
VAT recoverable
Rebate receivables on aircraft acquisitions
Term deposit (Note)
Deposits for aircraft purchase
Interest receivables
Other rental deposits
Others
Subtotal
Less: impairment
Less: non-current portion of term deposit
recognized as non-current assets
(Note)
Current portion of other receivables
Note:
As at 31 December 2014, the balance represents the term deposit amounting to RMB2,454 million at bank with maturity over 3 months (2013:
RMB422 million). Term deposit with maturity over 1 years amounting to RMB300 million is classified as non-current asset. The weighted average
annualized interest rate of term deposits as of 31 December 2014 is 3.06%.
As at 31 December 2014, the fair value of other receivables approximates its carrying amount.
176
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
35 Cash and cash equivalents
(a) Cash and cash equivalents comprise:
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
Deposits in banks and
other financial institution
Cash at bank and in hand
Cash and cash equivalents in
4,445
10,969
4,844
6,904
1,780
8,280
the statement of balance sheet
15,414
11,748
10,060
982
4,485
5,467
As at 31 December 2014, the Group’s and the Company’s deposits with SA Finance, this is a qualified financial
institution amounted to RMB4,264 million and RMB4,032 million, respectively (2013: RMB2,675 million and RMB2,550
million, respectively) (Note 50(d)(i)).
As at 31 December 2014, the fair value of cash and cash equivalents approximate its carrying amount.
The carrying amounts of the Group’s cash and cash equivalents are denominated in the following currencies:
Renminbi
US dollar
Euro
Japanese Yen
Hong Kong Dollars
Others
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
13,649
1,296
136
5
60
268
15,414
10,976
401
80
17
26
248
11,748
8,652
962
136
5
49
256
10,060
4,655
375
80
17
11
329
5,467
Annual Report 2014
China Southern Airlines Company Limited
177
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
35 Cash and cash equivalents (Continued)
(b) Reconciliation of profit before income tax to cash generated from operating
activities:
Note
2014
RMB million
2013
RMB million
13
13
13
22
26
27
15
17
16
28 & 29
Profit before income tax
Depreciation charges
Other amortisation
Amortisation of deferred benefits and gains
Impairment losses on property, plant, equipment
Share of profits of associates
Share of profits of joint ventures
(Gain)/losses on sale of property, plant and equipment,
net and lease prepayments
Other non-operating income
Interest income
Interest expense
Dividend income from other investments in equity securities
and available-for-sale financial assets
Exchange losses/(gain), net
Decrease in inventories
Increase in trade receivables
Decrease/(increase) in other receivables
Increase in prepaid expenses and other current assets
(Decrease)/Increase in net amounts due to related companies
Increase/(decrease) in trade payables
Increase in sales in advance of carriage
Increase in accrued expenses
Increase in other liabilities
(Decrease)/increase in deferred revenue
Increase/(decrease) in provision for major overhauls
Decrease in provision for early retirement benefits
Increase/(decrease) in deferred benefits and gains
3,066
10,789
195
(156)
215
(261)
(140)
(267)
(26)
(376)
2,193
(13)
292
15
(391)
108
(203)
(154)
45
261
308
369
(410)
244
(28)
151
3,484
9,338
155
(146)
536
(294)
(96)
78
(25)
(307)
1,651
(14)
(2,903)
61
(321)
(959)
(205)
118
(418)
961
648
200
463
(421)
(31)
(7)
Cash generated from operating activities
15,826
11,546
178
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
36 Borrowings
(a) As at 31 December 2014, borrowings are analysed as follows:
Non-current
Long-term bank borrowings
– secured (Note (i)(iii))
– unsecured
Current
Current portion of long-term
bank borrowings
– secured (Note (i)(ii))
– unsecured
Short-term bank borrowings
– secured (Note (ii))
– unsecured
Total borrowings
The borrowings are repayable:
Within one year
In the second year
In the third to fifth year inclusive
After the fifth year
Total borrowings
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
19,846
22,220
42,066
3,834
6,902
232
10,011
20,979
63,045
20,979
17,226
19,991
4,849
63,045
21,888
15,358
37,246
2,867
2,963
265
14,147
20,242
57,488
20,242
10,666
19,479
7,101
57,488
12,575
18,269
30,844
2,530
6,288
–
8,993
17,811
48,655
17,811
12,799
15,252
2,793
48,655
14,767
14,326
29,093
1,803
2,371
–
12,373
16,547
45,640
16,547
9,245
15,167
4,681
45,640
Notes:
(i)
(ii)
(iii)
As at 31 December 2014, borrowings of the Group and the Company totalling RMB22,946 million and RMB15,105 million, respectively
(2013: RMB24,755 million and RMB16,570 million, respectively) were secured by mortgages over certain of the Group’s and the
Company’s aircraft and other flight equipment with aggregate carrying amounts of RMB31,825 million and RMB21,107 million,
respectively (2013: RMB32,155 million and RMB22,558 million, respectively).
As at 31 December 2014, borrowings of the Group amounting to RMB532 million (2013: RMB265 million) were secured by pledged
bank deposits of RMB324 million (2013:RMB277 million).
As at 31 December 2014, borrowings of the Group amounting to RMB434 million (2013: nil) was secured by land use rights of
RMB119 million (2013: nil).
(b) As at 31 December 2014, the Group’s and the Company’s weighted average interest rates on short-term borrowings
were 3.30% and 3.34% per annum, respectively (2013: 2.10% and 2.45% per annum, respectively).
Annual Report 2014
China Southern Airlines Company Limited
179
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
36 Borrowings (Continued)
(c) Details of borrowings with original maturity over one year are as follows:
Renminbi denominated loans
Fixed interest rates ranging from
5.54% to 6.40% per annum as at
31 December 2014, with maturities
through 2022
Floating interest rates 90%,
95%,100% of benchmark interest
rate (stipulated by PBOC) as at 31
December 2014, with maturities
through 2016
United States Dollars
denominated loans
Fixed interest rates ranging from
1.89% to 3.30% per annum as at
31 December 2014, with maturities
through 2017
Floating interest rates ranging from
one-month LIBOR + 0.80% to one-
month LIBOR + 2.20% per annum
as at 31 December 2014, with
maturities through 2021
Floating interest rates ranging from
three-month LIBOR + 0.35% to
three-month LIBOR + 3.25% per
annum as at 31 December 2014,
with maturities through 2024
Floating interest rates ranging from
six-month LIBOR + 0.4% to six-
month LIBOR + 5.5% per annum
as at 31 December 2014, with
maturities through 2023
Less: loans due within one year
classified as current liabilities
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
226
–
200
570
640
927
311
–
–
–
–
–
1,832
2,149
1,534
1,810
38,546
33,758
30,834
28,337
10,701
52,802
(10,736)
42,066
6,218
43,076
(5,830)
37,246
7,094
39,662
(8,818)
30,844
3,120
33,267
(4,174)
29,093
180
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
36 Borrowings (Continued)
(d)
The remaining contractual maturities at the end of the financial year of the Group’s and the Company’s borrowings,
which are based on contractual undiscounted cash flows (including interest payments computed using contractual
rates, or if floating, based on rates current at the end of the financial year) and the earliest date the Group and the
Company can be required to pay, are as follows:
Contractual undiscounted
cash flows
Within 1 year
After 1 year but within 2 years
After 2 years but within 5 years
After 5 years
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
22,293
18,098
20,758
5,040
66,189
21,528
11,603
20,711
7,454
61,296
18,774
13,417
15,690
2,873
50,754
17,517
9,944
15,988
4,885
48,334
(e)
The carrying amounts of the borrowings are denominated in the following currencies:
Renminbi
US Dollars
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
4,444
58,601
63,045
670
56,818
57,488
3,597
45,058
48,655
–
45,640
45,640
The Group has significant borrowings balances as well as obligations under finance leases (Note 37) which are
denominated in US dollars as at 31 December 2014. The net exchange loss of RMB292 million (2013: net exchange
gain of RMB2,903 million) recorded by the Group was mainly attributable to the exchange loss/gain arising from
translation of borrowings balances and finance lease obligations denominated in US dollars.
(f)
As at 31 December 2014, loans to the Group from SA finance amounted to RMB105 million (2013: RMB520 million) (Note
50(d)(i)).
(g) As at 31 December 2014, the fair value of borrowings approximate their carrying amount. The fair value is within level
2 of the fair value hierarchy.
37 Obligations under finance leases
The Group and the Company have commitments under finance lease agreements in respect of aircraft and related
equipment. The majority of these leases have terms of 10 to 12 years expiring during the years 2015 to 2025. The Group
has made careful assessment on the classification of leased aircraft pursuant to IAS 17 and believes all leased aircraft
classified as finance lease meet one or more of the criteria as set out in IAS 17 that would lead to a lease being classified as
a finance lease (i.e. the lease transfers ownership of the asset to the lessee by the end of the lease term; the lessee has the
option to purchase the asset at a price that is expected to be sufficiently lower than the fair value at the date the option
becomes exercisable for it to be reasonably certain, at the inception of the lease, that the option will be exercised; at the
inception of the lease the present value of the minimum lease payments amounts to at least substantially all of the fair
value of the leased asset).
Annual Report 2014
China Southern Airlines Company Limited
181
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
37 Obligations under finance leases (Continued)
As at 31 December 2014, future payments under these finance leases are as follows:
The Group
2014
Total
minimum
lease
payments
RMB million
7,312
6,643
18,277
24,345
56,577
2014
Total
minimum
lease
payments
RMB million
6,389
5,735
15,475
21,822
49,421
Future
interest
RMB million
1,320
1,156
2,496
1,694
6,666
Future
interest
RMB million
1,112
976
2,162
1,537
5,787
Present
value of the
minimum
lease
payments
RMB million
5,992
5,487
15,781
22,651
49,911
(5,992)
43,919
Present
value of the
minimum
lease
payments
RMB million
5,277
4,759
13,313
20,285
43,634
(5,277)
38,357
Present
value of the
minimum
lease
payments
RMB million
3,636
4,139
11,074
16,160
35,009
(3,636)
31,373
Present
value of the
minimum
lease
payments
RMB million
3,558
4,058
10,346
16,078
34,040
(3,558)
30,482
2013
Total
minimum
lease
payments
RMB million
4,498
4,887
12,690
17,356
39,431
2013
Total
minimum
lease
payments
RMB million
4,379
4,770
11,894
17,271
38,314
Interest
RMB million
862
748
1,616
1,196
4,422
Interest
RMB million
821
712
1,548
1,193
4,274
Within 1 year
After 1 year but within 2 years
After 2 years but within 5 years
After 5 years
Less: balance due within
one year classified as
current liabilities
The Company
Within 1 year
After 1 year but within 2 years
After 2 years but within 5 years
After 5 years
Less: balance due within
one year classified as
current liabilities
182
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
37 Obligations under finance leases (Continued)
Details of obligations under finance leases are as follows:
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
United States Dollars denominated
obligations
Fixed interest rates ranging from 3.20%
to 6.01% per annum as at 31 December
2014
Floating interest rates ranging from three-
month LIBOR + 0.18% to three-month
LIBOR + 3.30% per annum as at 31
December 2014
Floating interest rates ranging from six-
month LIBOR + 0.03% to six-month
LIBOR + 3.30% per annum as at 31
December 2014
Singapore Dollars denominated
obligations
Floating interest rate at six-month SIBOR
+ 1.44% per annum as at 31 December
2014
Japanese Yen denominated obligations
Floating interest rate at three-month TIBOR
+ 0.75% to three-month TIBOR + 1.90%
per annum as at 31 December 2014
Floating interest rate at six-month TIBOR
+ 3.00% per annum as at 31 December
2014
Renminbi denominated obligations
Floating interest rate at 130% of
five-year RMB loan benchmark interest
rate announced by the PBOC per annum
as at 31 December 2014
Floating interest rate at 100% of
five-year RMB loan benchmark interest
rate announced by the PBOC per annum
as at 31 December 2014
4,176
4,431
3,483
3,693
25,819
15,946
20,995
15,715
16,797
11,775
16,797
11,775
418
476
418
476
1,610
1,985
1,610
1,985
331
396
331
396
438
322
49,911
–
–
–
–
–
–
35,009
43,634
34,040
Charges over the assets concerned and relevant insurance policies are provided to the lessors as collateral and security. As
at 31 December 2014, certain of the Group’s and the Company’s aircraft with carrying amounts of RMB67,294 million and
RMB59,942 million (2013: RMB48,078 million and RMB47,062 million) secured finance lease obligations totaling RMB49,911
million and RMB43,634 million, respectively (2013: RMB35,009 million and RMB34,040 million, respectively).
As at 31 December 2014, the fair value of obligation under finance leases approximate their carrying amount. The fair value
is within level 2 of the fair value hierarchy.
Annual Report 2014
China Southern Airlines Company Limited
183
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
38 Trade payables
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
Within 1 month
More than 1 month but less than 3 months
More than 3 months but less than 6
months
More than 6 months but less than 1 year
More than 1 year
755
633
107
76
86
987
252
79
73
16
1,657
1,407
90
190
2
4
52
338
386
37
20
40
3
486
As at 31 December 2014, the fair value of trade payable approximate their carrying amounts.
The carrying amounts of the Group’s and Company’s trade payable are denominated in the following currencies:
Renminbi
US Dollars
Others
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
1,558
86
13
1,657
1,066
329
12
1,407
246
79
13
338
225
257
4
486
39 Deferred revenue
Deferred revenue represents the unredeemed credits under the frequent flyer award programme.
40 Amounts due from/to subsidiaries and other related companies
(a) Amounts due from subsidiaries and other related companies
CSAHC and its affiliates
Associates
Joint ventures
Subsidiaries
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
78
284
124
–
486
74
95
162
–
331
78
30
123
3,232
3,463
74
89
162
124
449
Note
50(c)
The amounts due from subsidiaries and other related companies are unsecured, interest free and have no fixed terms
of repayment. They are expected to be recovered within one year.
184
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
40 Amounts due from/to subsidiaries and other related companies (Continued)
(b) Amounts due to subsidiaries and other related companies
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
Note
CSAHC and its affiliates
A joint venture of CSAHC
An associate
Joint ventures
Other related company
Subsidiaries
50(c)
144
112
13
119
70
–
458
168
78
15
96
100
–
457
139
1
1
116
1
2,913
3,171
168
51
11
93
–
1,933
2,256
The amounts due to subsidiaries and related companies are unsecured, interest free and have no fixed terms of
repayment. They are expected to be settled within one year.
41 Accrued expenses
Repairs and maintenance
Jet fuel costs
Salaries and welfare
Landing and navigation fees
Computer reservation services
Provision for major overhauls (Note 43)
Interest expense
Air catering expenses
Provision for early retirement benefits
(Note 44)
Others
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
3,518
1,814
2,385
2,240
338
112
471
311
20
913
12,122
3,286
2,337
2,259
2,128
462
415
269
215
32
495
11,898
3,323
1,367
1,794
1,620
181
84
417
397
20
821
10,024
3,052
1,924
1,679
1,674
308
348
224
331
31
486
10,057
Annual Report 2014
China Southern Airlines Company Limited
185
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
42 Other liabilities
Civil Aviation Development Fund and
airport tax payable
Payable for purchase of property, plant
and equipment
Sales agent deposits
Other taxes payable
Deposit received for chartered flights
Payable due to the former shareholder of
a subsidiary (Note (a))
Others
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
1,379
1,213
1,107
1,092
703
418
397
188
758
1,478
5,321
573
390
377
103
–
1,363
4,019
592
394
265
114
–
821
515
333
179
92
–
793
3,293
3,004
(a)
Balance represented an interest-free loan of a subsidiary acquired by the Group in 2014 (Note 49) due to its former shareholder, which has
no fixed repayment terms and is repayable on demand.
43 Provision for major overhauls
Details of provision for major overhauls in respect of aircraft held under operating leases are as follows:
At 1 January
Additional provision
Utilisation
At 31 December
Less: current portion (Note 41)
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
1,491
682
(438)
1,735
(112)
1,623
1,912
300
(721)
1,491
(415)
1,076
1,037
588
(357)
1,268
(84)
1,184
1,438
251
(652)
1,037
(348)
689
186
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
44 Provision for early retirement benefits
Details of provision for early retirement benefits in respect of obligations to early retired employees are as follows:
At 1 January
Provision for the year (Note 14)
Financial cost (Note 16)
Payments made during the year
At 31 December
Less: current portion (Note 41)
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
73
7
4
(39)
45
(20)
25
104
12
5
(48)
73
(32)
41
70
7
4
(38)
43
(20)
23
102
11
5
(48)
70
(31)
39
The Group has implemented an early retirement plan for certain employees. The benefits of the early retirement plan are
calculated based on factors including the remaining number of years of service from the date of early retirement to the
normal retirement date and the salary amount on the date of early retirement of the employees. The present value of the
future cash flows expected to be required to settle the obligations is recognised as provision for early retirement benefits.
45 Deferred benefits and gains
Leases rebates (Note (i))
Maintenance rebates (Note (ii))
Gains relating to sale and leaseback
(Note (iii))
Government grants
Others
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
184
367
103
177
22
853
249
319
121
144
25
858
184
367
103
111
21
786
249
319
121
97
22
808
Notes:
(i)
(ii)
The Company was granted rebates by the lessors under certain lease arrangements when it fulfilled certain requirements. The rebates are
deferred and amortised using the straight line method over the remaining lease terms.
The Company was granted rebates by the engine suppliers under certain arrangements when it fulfilled certain requirements. The rebates
are deferred and amortised using the straight line method over the beneficial period.
(iii)
The Company entered into sale and leaseback transactions with certain third parties under operating leases. The gains are deferred and
amortised over the lease terms of the aircraft.
Annual Report 2014
China Southern Airlines Company Limited
187
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
46 Share capital
Registered, issued and paid up capital:
4,208,586,278 domestic state-owned shares of RMB1.00 each
(2013: 4,150,050,000 shares of RMB1.00 each)
2,814,063,722 A shares of RMB1.00 each
(2013: 2,877,000,000 shares of RMB1.00 each)
2,794,917,000 H shares of RMB1.00 each
(2013: 2,794,917,000 shares of RMB1.00 each)
The Group and the Company
2014
RMB million
2013
RMB million
4,209
2,814
2,795
9,818
4,150
2,873
2,795
9,818
All the domestic state-owned, H and A shares rank pari passu in all material respects.
47 Reserves
Share premium
At 1 January and 31 December
Fair value reserve
At 1 January
Change in fair value of available-for-sale
equity securities
At 31 December
Statutory and discretionary
surplus reserve
At 1 January
Appropriations to reserves (Note (a))
At 31 December
Other reserve
At 1 January
Share of an associate’s reserves movement
Acquisition of non-controlling interests in
a subsidiary
At 31 December
Retained profits
At 1 January
Profit for the year
Appropriations to reserves
Dividends approved in respect of the
previous year
At 31 December
Total
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
14,131
14,131
13,878
13,878
22
22
44
1,169
137
1,306
167
14
(1)
180
9,022
1,777
(137)
(393)
10,269
25,930
24
(2)
22
1,056
113
1,169
170
(3)
–
167
7,640
1,986
(113)
(491)
9,022
24,511
13
4
17
1,169
137
1,306
144
7
–
151
1,450
1,064
(137)
(393)
1,984
17,336
11
2
13
1,056
113
1,169
146
(2)
–
144
1,109
945
(113)
(491)
1,450
16,654
188
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
47 Reserves (Continued)
(a) Appropriations to reserves
According to the PRC Company Law and the Articles of Association of the Company and certain of its subsidiaries,
the Company and the relevant subsidiaries are required to transfer 10% of their annual net profits after taxation, as
determined under the PRC accounting rules and regulations, to a statutory surplus reserve until the reserve balance
reaches 50% of the registered capital. The transfer to this reserve must be made before distribution of dividend to
shareholders and when there are retained profits at the end of the financial year.
Statutory surplus reserve can be used to offset prior years’ losses, if any, and may be converted into share capital by
the issue of new shares to shareholders in proportion to their existing shareholding or by increasing the par value of
the shares currently held by them, provided that the balance after such issue is not less than 25% of the registered
capital.
(b) Dividends
Dividends payable to equity shareholders of the Company attributable to the year
The Group and the Company
2014
RMB million
2013
RMB million
Final dividend proposed after the end of the reporting year of
RMB0.4 per 10 ordinary shares (2013: RMB0.4 per 10 ordinary shares)
(inclusive of applicable tax)
393
393
A dividend in respect of the year ended 31 December 2014 of RMB0.4 per 10 shares (inclusive of applicable tax) (2013:
RMB0.4 per 10 shares (inclusive of applicable tax)), amounting to a total dividend of RMB393 million (2013: RMB393
million), was proposed by the directors on 30 March 2015. The final dividend proposed after the end of the financial
year has not been recognized as a liability at the end of the financial year.
Annual Report 2014
China Southern Airlines Company Limited
189
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
48 Commitments
(a) Capital commitments
Capital commitments outstanding at 31 December 2014 not provided for in the financial statements were as follows:
Commitments in respect of aircraft
and flight equipment
– authorised and contracted for
Investment commitments
– authorised and contracted for
– capital contributions to a
subsidiary
– capital contributions for
acquisition of interests in
associates
– share of capital commitments
of a joint venture
– authorised but not contracted for
– capital contributions to
a subsidiary
– share of capital commitments
of a joint venture
Commitments for other property,
plant and equipment
– authorised and contracted for
– authorised but not contracted for
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
59,467
59,467
47,651
47,651
37,439
37,439
24,875
24,875
–
70
52
122
–
–
122
1,512
3,610
5,122
64,711
–
70
58
128
–
171
299
1,411
2,291
3,702
51,652
2,529
2,880
70
52
2,651
1,000
–
3,651
653
2,574
3,227
44,317
70
58
3,008
–
171
3,179
1,097
1,431
2,528
30,582
As at 31 December 2014, the approximate total future payments, including estimated amounts for price escalation
through anticipated delivery dates for aircraft and flight equipment are as follows:
2014
2015
2016
2017
2018 and afterwards
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
–
18,146
11,628
10,081
19,612
59,467
20,945
14,417
6,365
5,924
–
47,651
–
10,680
6,170
4,941
15,648
37,439
14,388
7,835
2,567
85
–
24,875
190
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
48 Commitments (Continued)
(b) Operating lease commitments
As at 31 December 2014, the total future minimum lease payments under non-cancellable operating leases in respect
of properties, aircraft and flight equipment are as follows:
Payments due
Within 1 year
After 1 year but within 5 years
After 5 years
49 Business Combination
The Group
2014
RMB million
2013
RMB million
The Company
2014
RMB million
2013
RMB million
5,072
15,496
8,230
28,798
4,608
14,740
6,874
26,222
4,323
13,715
7,845
25,883
3,844
12,779
6,274
22,897
On 15 December 2014, the Group acquired 99.23% of the share capital of Hebei Airlines Company Limited (“Hebei Airline”)
from Hebei Airlines Investment Group Co., Ltd and Sichuan Airlines Group Co., Ltd, third parties of the Group, for RMB749
million and obtained the control of Hebei Airlines.
The following table summarises the consideration paid for Hebei Airline, the fair value of assets acquired, liabilities assumed
and the non-controlling interest at the acquisition date. The Group has recognized a gain amounting to RMB26 million
related to this business combination. The Group believes that the major reason for this bargain purchase is that Hebei
Airline had incurred loss for several years and the former shareholders were eager to sell their equity interests in Hebei
Airline. As a result, the Group was able to negotiate a relatively lower consideration and a gain was incurred accordingly.
Consideration:
At 15 December 2014
– Cash
– Fair value of liability assumed
Total consideration
Recognised amounts of identifiable assets acquired and liabilities assumed
Property, plant and equipment (Note 22(a))
Construction in progress (Note 23)
Other assets (Note 31)
Inventories
Trade receivables
Other receivables
Cash and cash equivalents
Prepaid expenses and other current assets
Borrowings
Obligations under finance leases
Trade and other payables
Sales in advance of carriage
Deferred revenue
Accrued expenses
Other liabilities
Total identifiable net assets
Non-controlling interest
Gain recognised (note 17)
RMB million
680
69
749
2,754
486
295
29
119
109
23
81
(724)
(1,331)
(206)
(25)
(9)
(29)
(791)
781
(6)
(26)
749
Annual Report 2014
China Southern Airlines Company Limited
191
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
49 Business Combination (Continued)
Acquisition-related costs of RMB287,000 have been charged to operating expenses in the consolidated income statement
for the year ended 15 December 2014.
The revenue included in the consolidated income statement since 15 December 2014 contributed by Hebei Airline
was RMB94 million. Hebei Airline also incurred a loss of RMB52 million over the same period. Had Hebei Airline been
consolidated from 1 January 2014, the consolidated income statement would show pro-forma revenue of RMB109,859
million and net profit of RMB2,162 million.
50 Material related party transactions
(a) Key management personnel remuneration
Remuneration for key management personnel of the Group, including amounts paid to the Company’s directors
(excluding independent non-executive directors) and certain of the highest paid employees as disclosed in Note 18,
is as follows:
Salaries, wages and welfare
Retirement scheme contributions
Directors and supervisors (Note 18(a))
Senior management
Total remuneration is included in “staff costs” (Note 14).
2014
RMB million
2013
RMB million
13,013
2,359
15,372
12,412
2,074
14,486
2014
RMB million
2013
RMB million
3,241
12,131
15,372
3,108
11,378
14,486
192
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
50 Material related party transactions (Continued)
(b) Transactions with CSAHC and its affiliates (the “CSAHC Group”), associates, joint
ventures and other related company of the Group
The Group provided or received various operational services to or by the CSAHC Group, associates, joint ventures and
other related company of the Group during the normal course of its business.
Details of the significant transactions carried out by the Group are as follows:
Note
2014
RMB million
2013
RMB million
Income received from the CSAHC Group
Charter flight and pallet income
Air catering supplies income
Cargo handling income
Expenses paid to the CSAHC Group
Repairing charges
Lease charges for land and buildings
Handling charges
Property management fee
Air catering supplies expenses
Cargo handling charges
Commission expenses
Printing expenses
Expenses paid to joint ventures and associates
Repairing charges
Flight simulation service charges
Training expenses
Ground service expenses
Air catering supplies
Advertising expenses
Commission expense
Maintenance material purchase expenses
Income received from joint ventures and associates
Entrustment income for advertising media business
Rental income
Commission income
Repairing income
Air catering supplies
Ground service income
Air ticket Income
Maintenance material sales revenue
Air catering supplies income
Income received from other related company
Air tickets income
Expenses paid to other related company
Computer reservation services
Advertising expenses
(i)
(ii)
(i)
(iii)
(iv)
(v)
(vi)
(ii)
(i)
(i)
(vii)
(viii)
(ix)
(x)
(xi)
(xii)
(xiii)
(xiv)
(viii)
(xiii)
(ix)
(xv)
(xiv)
(xiv)
(xvi)
(xv)
(xvii)
(xii)
(xviii)
(xix)
(xviii)
32
1
–
780
170
119
61
89
46
8
4
1,335
316
169
111
102
75
29
24
34
33
40
17
10
8
2
2
1
12
435
20
107
–
1
796
169
121
63
84
33
19
–
1,783
270
120
14
–
77
–
–
32
31
12
14
18
7
–
–
–
12
444
10
Annual Report 2014
China Southern Airlines Company Limited
193
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
50 Material related party transactions (Continued)
(b) Transactions with CSAHC and its affiliates (the “CSAHC Group”), associates, joint
ventures and other related company of the Group (Continued)
(i)
China Southern Air Holding Ground Services Co.,Ltd (“CSA Ground Services”), a wholly- owned subsidiary of
CSAHC, purchases cargo spaces and charter flights from the Group. In addition, cargo handling income/charges
are earned/payable by the Group in respect of the cargo handling services with CSA Ground Services.
Commission is earned by CSA Ground Services in connection with the air tickets sold by them on behalf of the
Group. Commission is calculated based on the rates stipulated by the CAAC and International Air Transportation
Association.
(ii)
Shenzhen Air Catering Company Limited (“SZ Catering”) became a related party of the Group since its Chairman,
Mr. Yuan Xin An was appointed as a non-executive Director of the Company in November 2011.
Air catering supplies income/expenses are earned/payable by the group in respect of certain in-flight meals
and related services with SZ catering.
(iii) MTU Maintenance Zhuhai Co., Ltd, a joint venture of CSAHC, provides comprehensive maintenance services to
the Group.
(iv) The Group leases certain land and buildings in the PRC from CSAHC. The amount represents rental payments
for land and buildings paid or payable to CSAHC.
(v)
The Group acquires aircraft, flight equipment and other airline-related facilities through Southern Airlines
(Group) Import and Export Trading Company Limited (“SAIETC”), a wholly-owned subsidiary of CSAHC, and pays
handling charges to SAIETC.
(vi) Guangzhou China Southern Airlines Property Management Company Limited, a subsidiary of CSAHC, provides
property management services to the Group.
(vii) Printing Plant of China Northern Airlines Vestibule School provides printing services for the Group.
(viii) GAMECO and Shenyang Northern Aircraft Maintenance Limited (“AMECO”), joint ventures of the Group, provide
comprehensive maintenance services to the Group.
The Group purchases maintenance material from GAMECO.
(ix) Zhuhai Xiang Yi, a joint venture of the Group, provides flight simulation services to the Group.
In addition, the Group leased certain flight training facilities and buildings to Zhuhai Xiang Yi under operating
lease agreements.
(x)
Flying College, a joint venture of the Group, provides training services to the Group.
(xi) Beijing Aviation Ground Services Co.,Ltd. and Shenyang Konggang Logistic Company Limited (“Shenyang
Konggang Logistic“), associates of the Group provide ground service to the group.
(xii) Air catering supplies income/expenses are earned/payable by the Group in respect of certain in-flight meals
and related services with Beijing Airport Inflight Kitchen Co.,Ltd. which is an associate of the Group.
194
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
50 Material related party transactions (Continued)
(b) Transactions with CSAHC and its affiliates (the “CSAHC Group”), associates, joint
ventures and other related company of the Group (Continued)
(xiii) SACM, an associate of the Group, provides advertising services to the Group.
In addition, Xiamen Airlines provides certain media resources to Xiamen Airlines Culture and Media Co., Ltd., a
subsidiary of SACM.
(xiv) Sichuan Airlines, an associate of the Group, provides commission service to the Group. The charge is
determined according to the market price.
In addition, The Company provides aircraft maintenance services to Sichuan Airlines. The Group provides air
catering services and repairing services to Sichuan Airlines.
(xv) The Group provides certain website resources to SA Finance and Sichuan Airlines for the sales of air insurance
to passengers.
The Group sells tickets to SA Finance as a gift to passengers for the sales of insurance.
(xvi) The Group provides ground services to Shenyang Konggang Logistic and Sichuan Airlines.
(xvii) The Company sells maintenance materials to AMECO.
(xviii) Phoenix Satellite Television Holding Limited (“the Phoenix Group”) provides advertising services to the Group.
In addition, the Group sells tickets to the Phoenix Group on market price.
(xix) China Travel Sky Holding Company provides computer reservation services to the Group.
Annual Report 2014
China Southern Airlines Company Limited
195
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
50 Material related party transactions (Continued)
(c) Balances with the CSAHC Group, associates, joint ventures and other related
company of the Group
Details of amounts due from/to the CSAHC Group, associates, joint ventures and other related company of the Group:
Receivables:
The CSAHC Group
Associates
Joint ventures
Payables:
The CSAHC Group
An associate
Joint ventures
Other related company
Accrued expenses:
The CSAHC Group
Associates
Joint ventures
Other related company
Note
2014
RMB million
2013
RMB million
40(a)
Note
40(b)
78
284
124
486
74
95
162
331
2014
RMB million
2013
RMB million
256
13
119
70
458
246
15
96
100
457
2014
RMB million
2013
RMB million
451
92
836
269
1,648
498
31
772
330
1,631
The amounts due from/to the CSAHC Group, associates, joint ventures and other related company of the Group are
unsecured, interest free and have no fixed terms of repayment.
196
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
50 Material related party transactions (Continued)
(d) Loans from and deposits placed with related parties
(i) Loans from related parties
At 31 December 2014, loans from SA Finance to the Group amounted to RMB105 million (2013: RMB520
million).
In 2014, CSAHC, SA Finance and the Group entered into an entrusted loan agreement, pursuant to which,
CSAHC, as the lender, entrusted SA Finance to lend RMB105 million to the Group from 10 March 2014 to 9
March 2015. The interest rate is 90% of benchmark interest rate stipulated by PBOC per annum.
The unsecured loans are repayable as follows:
Within 1 year
After 1 year but within 2 years
After 2 years but within 5 years
Note
36(f)
2014
RMB million
2013
RMB million
105
–
–
105
56
8
456
520
Interest expense paid on such loans amounted to RMB11 million (2013: RMB28 million) and the interest rates
ranged from 5.04% to 5.70% per annum during the year ended 31 December 2014(2013: 5.54% to 5.84% per
annum).
(ii) Deposits placed with SA Finance
At 31 December 2014 the Group’s deposits with SA Finance are presented in the table below. The applicable
interest rates are determined in accordance with the rates published by the PBOC.
Deposits placed with SA Finance
Note
35
2014
RMB million
2013
RMB million
4,264
2,675
Interest income received on such deposits amounted to RMB68 million during the year ended 31 December
2014 (2013: RMB66 million).
Annual Report 2014
China Southern Airlines Company Limited
197
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
50 Material related party transactions (Continued)
(e) Commitments to CSAHC
At 31 December 2014, the Group had operating lease commitments to CSAHC in respect of lease payments for land
and buildings of RMB207 million (2013: RMB66 million).
51 Employee benefits plan
(a) Retirement benefits
Employees of the Group participate in several defined contribution retirement schemes organised separately by the
PRC municipal and provincial governments in regions where the major operations of the Group are located. The
Group is required to contribute to these schemes at rates ranging from 11% to 21% (2013: 10% to 22%) of salary
costs including certain allowances. A member of the retirement schemes is entitled to pension benefits from the
Local Labour and Social Security Bureau upon his/her retirement. The retirement benefit obligations of all retired
staff of the Group are assumed by these schemes. The Group, at its sole discretion, had made certain welfare subsidy
payments to these retirees.
In 2014, The Company and its major subsidiaries joined a new defined contribution retirement scheme (“Pension
Scheme”) that was implemented by CSAHC. The annual contribution to the Pension Scheme is based on a fixed
specified percentage of prior year’s annual wage. There will be no further obligation beyond the annual contribution
according to the Pension Scheme. The total contribution into the Pension Scheme in 2014 was approximately
RMB407,000,000.
(b) Housing benefits
The Group contributes on a monthly basis to housing funds organised by municipal and provincial governments
based on certain percentages of the salaries of employees. The Group’s liability in respect of these funds is limited to
the contributions payable in each year.
In addition to the housing funds, certain employees of the Group are eligible to one of the following housing benefit
schemes:
(i)
Pursuant to a staff housing benefit scheme effective on September 2002, the Group agreed to pay lump sum
housing allowances to certain employees who have not received quarters from CSAHC or the Group according
to the relevant PRC housing reform policy. An employee who leaves the Company prior to the end of the
vesting benefit period is required to pay back a portion of the lump sum housing benefits determined on a pro
rata basis of the vesting benefit period. The Group has the right to effect a charge on the employee’s house
and to enforce repayment through the sale of the house in the event of default in repayment. Any remaining
shortfall is charged to income statement. The amount was fully amortised in 2012.
(ii)
The Group also pays cash housing subsidies on a monthly basis to eligible employees. The monthly cash
housing subsidies are charged to income statement.
198
China Southern Airlines Company Limited
Annual Report 2014
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
51 Employee benefits plan (Continued)
(c) Share Appreciation Rights Scheme
On 30 November 2011, the Company’s General Meeting approved the “H Share Appreciation Rights Scheme of
China Southern Airlines Company Limited” and “Initial Grant under the H Share Appreciation Rights Scheme of China
Southern Airlines Company Limited” (“the Scheme”).
Under the Scheme, 24,660,000 units of SARs were granted to 118 employees of the Group at the exercise price of
HKD3.92 per unit in December 2011. No shares will be issued under the Scheme and each SAR is notionally linked to
one existing H share of the Company. Upon exercise of the SARs, a recipient will receive an amount of cash equal to
the difference between the market share price of the relevant H share and the exercise price.
The SARs will have an exercise period of six years from the date of grant. Upon the satisfaction of certain performance
conditions after the second, third and fourth anniversary of the date of grant, each one third of the SARs will become
exercisable.
A dividend of RMB0.2 (equivalent to HKD0.25) (inclusive of applicable tax), a dividend of RMB 0.05(equivalent to
HKD0.06) (inclusive of applicable tax) and a dividend of RMB0.04 (equivalent to HKD0.05) (inclusive of applicable
tax) per share was approved by the Company’s General Meeting on 31 May 2012, 18 June 2013 and 26 June 2014
respectively (Note 47(b)), therefore, the exercise price for the SARs was adjusted to HKD3.56 per share in accordance
with the predetermined formula stipulated in the Scheme. During the year, 8,326,667 units of SARs were lapsed.
The fair value of the liability for SARs is measured using the Black-Scholes option pricing model. The risk free rate,
expected dividend yield and expected volatility of the share price are used as the inputs into the model. The fair value
of the liability for SARs as at 31 December 2014 was determined to be 0 (2013: RMB1,893,000) and correspondingly,
staff cost of RMB1,893,000 was reversed during the year ended 31 December 2014 (2013: RMB410,000).
52 Supplementary information to the consolidated cash flow statement
Non-cash transactions-acquisition of aircraft
During the year ended 31 December 2014, aircraft acquired under finance leases amounted to RMB19,162 million (2013:
RMB17,268 million).
53 Contingent liabilities
(a)
The Group leased certain properties and buildings from CSAHC which located in Guangzhou, Wuhan and Haikou, etc.
which had been used by CSAHC before they are leased by the Company. However, such properties and buildings
lack adequate documentation evidencing CSAHC’s rights thereto.
Pursuant to the indemnification agreement dated 22 May 1997 between the Group and CSAHC, CSAHC has agreed
to indemnify the Group against any loss or damage arising from any challenge of the Group’s right to use such
properties and buildings.
In addition, as disclosed in notes 22 and 24, the Group is applying title certificates for certain of the Group’s
properties and land use rights certificates for certain parcels of land. The Company is of the opinion that the use of
and the conduct of operating activities at these properties and these parcels of land are not affected by the fact that
the Group has not yet obtained the relevant certificates.
Annual Report 2014
China Southern Airlines Company Limited
199
Notes to the Financial Statements
(Prepared in accordance with International Financial Reporting Standards)
(Expressed in Renminbi unless otherwise indicated)
53 Contingent liabilities (Continued)
(b)
(c)
The Company and its subsidiary, Xiamen Airlines, entered into agreements with their pilot trainees and certain banks
to provide guarantees on personal bank loans amounting to RMB646 million (31 December 2013: RMB656 million)
that can be drawn by the pilot trainees to finance their respective flight training expenses. As at 31 December 2014,
total personal bank loans of RMB486 million (31 December 2013: RMB464million), under these guarantees, were
drawn down from the banks. During the year, the Group paid RMB2 million (2013: RMB6 million) to the banks due to
the default of payments of certain pilot trainees.
The Company received a claim on 11 July 2011 from an overseas entity (the “claimant”) against the Company for the
alleged breach of certain terms and conditions of an aircraft sale agreement for aircraft sold by the Company to the
claimant. The claimant claimed against the Company for damages in the sum of approximately USD46 million or for
the refund of its down payments of approximately USD12 million paid to the Company, and also interest thereon
which is to be calculated in accordance with Section 35A, Supreme Court Act 1981 of the United Kingdom. In 2012,
the claimant subsequently changed its claim for the refund of the down payment to approximately USD14 million.
On 25 July 2013, the High Court of England and Wales dismissed the claimant’s claim in its entirety but awarded
damages in the sum of approximately USD28 million, interest thereon and also legal costs to the Company in respect
of its counterclaim made against the claimant. The claimant appealed to the Court of Appeal and on 17 December
2014, the Court of Appeal dismissed the claimant’s appeal but varied the award of damages to the Company from
USD28 million to USD18 million. The Court of Appeal also ordered the claimant to pay the Company’s costs of the
appeal. The claimant has applied for permission to further appeal the case to the Supreme Court but the application
has been rejected by both the Count of Appeal and the Supreme Court. Based on existing information available, the
Directors are of the opinion that an outflow of resource embodying economic benefits is not probable to occur.
(d) On 31 May 2014, the Company received a notice from the International Court of Arbitration of International Chamber
of Commerce (“ICC”). The notice states that SASOF TR-81 AVIATION IRELAND LIMITED (the “lessor”) has applied for
arbitration for the alleged breach of certain terms and conditions of an aircraft leasing agreement. The lessor has
made a claim against the Company for an indemnity of approximately USD13 million, including the compensation
for engine thrust upgrade damages, life components of engine, reserves of engines, cost of termination of the lease,
external legal counsel’s remuneration and the interest thereon. On 31 July 2014, the Company has established a team
to handle this arbitration and applied to ICC for a counter claim to request the lessor to compensate the Company
for insurance fees amounting to USD8.2 million, deposits, default penalty, extra technical support fees and legal
expenses and the interest thereon. As of the date of this report, the arbitration is still in early preparation phase and
the arbitration session is expected to be held in early 2016. The Company cannot reasonably predict the result and
potential impact of this pending litigation. Therefore, no additional provision has been made against this pending
litigation.
(e) According to publicly available information, certain former members of the Group’s senior management are subjects
of investigation. The Company has assessed the implications on this matter on the Group’s financial results and
financial position. Based on the results of the review, the Company’s directors consider that there were no material
consequential impact on the Group’s financial statements. As of the date of this report, the investigation of these
former members of the senior management is ongoing.
54 Immediate and ultimate controlling party
As at 31 December 2014, the Directors of the Company consider the immediate parent and ultimate controlling party of
the Group to be CSAHC, a state-owned enterprise established in the PRC. CSAHC does not produce financial statements
available for public use.
200
China Southern Airlines Company Limited
Annual Report 2014
Supplementary Financial Information
For the year ended 31 December 2014
(Prepared in accordance with PRC Accounting Standards)
Condensed Consolidated Income Statement
The following consolidated financial information is extracted from the consolidated financial statements of the Group, prepared
under the PRC Accounting Standards.
Revenue
Less: Cost of operation
Taxes and surcharges
Selling and distribution expenses
General and administrative expense
Finance expenses/(income), net
Impairment loss
Add: Investment income
Operating profit
Add: Non-operating income
Less: Non-operating expenses
Total profit
Less: Income tax
Net profit
Attribute to:
– Equity shareholders of the Company
– Non-controlling interests
Condensed Consolidated Balance Sheet
Assets
Total current assets
Long-term equity investment
Fixed assets and construction in progress
Intangible assets and other non-current assets
Deferred tax assets
Total assets
Liabilities and equity
Current liabilities
Deferred tax liabilities
Other non-current liabilities
Total Liabilities
Equity shareholders of the Company
Non-controlling interests
Total equity
Total liabilities and equity
2014
RMB million
2013
RMB million
108,313
95,151
188
7,947
2,582
2,251
205
416
405
2,822
132
3,095
677
2,418
1,773
645
2,418
98,130
87,061
267
7,855
2,689
(1,294)
568
431
1,415
2,070
135
3,350
701
2,649
1,895
754
2,649
31 December
2014
RMB million
31 December
2013
RMB million
27,840
2,937
153,248
4,627
1,045
189,697
54,086
873
90,464
145,423
35,554
8,720
44,274
189,697
20,571
2,543
136,563
4,129
1,339
165,145
49,213
880
72,840
122,933
34,139
8,073
42,212
165,145
Annual Report 2014
China Southern Airlines Company Limited
201
Supplementary Financial Information
For the year ended 31 December 2014
Reconciliation of Differences in Financial Statements Prepared Under Different
GAAPs
(1)
The effect of the differences between PRC GAAP and IFRSs on profit attributable to equity shareholders of the Company is
analysed as follows:
Amounts under PRC GAAP
Adjustments:
Government grants
Capitalisation of exchange difference of specific loans
Accumulated loss attributed to non-controlling interests of a subsidiary
Adjustments arising from an associate’s business combination
under common control
Tax impact of the above adjustments
Effect of the above adjustments on non-controlling interests
Note
2014
RMB million
2013
RMB million
1,773
1,895
(c)
(a)
(b)
(d)
1
(28)
23
(2)
9
1
3
133
–
(2)
(33)
(10)
Amounts under IFRSs
1,777
1,986
(2)
The effect of the differences between PRC GAAP and IFRSs on equity attributable to equity shareholders of the Company is
analysed as follows:
Amounts under PRC GAAP
Adjustments:
Capitalisation of exchange difference of specific loans
Accumulated loss attributed to non-controlling interests of a subsidiary
Government grants
Adjustment arising from an associate’s business combination under
common control
Tax impact of the above adjustments
Effect of the above adjustments on non-controlling interests
Note
(a)
(b)
(c)
(d)
As at
31 December
2014
RMB million
As at
31 December
2013
RMB million
35,554
34,139
323
–
(31)
6
(79)
(25)
351
(23)
(32)
8
(88)
(26)
Amounts under IFRSs
35,748
34,329
202
202
China Southern Airlines Company Limited
China Southern Airlines Company Limited
Annual Report 2014
Annual Report 2014
Supplementary Financial Information
For the year ended 31 December 2014
Reconciliation of Differences in Financial Statements Prepared Under Different
GAAPs (Continued)
Notes:
(a)
(b)
(c)
(d)
In accordance with the PRC GAAP, exchange difference arising on translation of specific loans and related interest denominated in a foreign
currency is capitalised as part of the cost of qualifying assets. Under IFRSs, such exchange difference should be recognised in income statement
unless the exchange difference represents an adjustment to interest.
For both PRC GAAP and IFRSs, from 1 January 2010, any losses incurred by a non-wholly owned subsidiary will be allocated between the
controlling and non-controlling interests in proportion to their interests in that entity, even if this results in a deficit balance within consolidated
equity being attributed to the non- controlling interests. Under PRC GAAP, this new accounting policy is being applied retrospectively with
previous periods figures restated. Under IFRSs, this new accounting policy is being applied prospectively and therefore previous periods have not
been restated.
In accordance with the PRC GAAP, special funds such as investment grants allocated by the government, if clearly defined in official documents as
part of “capital reserve”, are credited to capital reserve. Under IFRSs, government grants relating to purchase of fixed assets are deducted from the
cost of the related fixed assets.
In accordance with the PRC GAAP, the Company and its associate account for the business combination under common control by applying the
pooling-of-interest method. Under the pooling-of-interest method, the difference between the historical carrying amount of the acquiree and the
consideration paid is accounted for as an equity transaction. Under IFRSs, the Company adopts the purchase accounting method for acquisition
of business under common control. Accordingly, adjustments are made to make the associate’s accounting policy of business combination under
common control conform to the policy of the Company when the associate’s financial statements are used by the Company in applying the
equity method when preparing its financial statements in accordance with IFRSs.
Annual Report 2014
Annual Report 2014
China Southern Airlines Company Limited
China Southern Airlines Company Limited
203
203
Five Year Summary
The following consolidated financial information is extracted from the consolidated financial statements of the Group, prepared
under International Financial Reporting Standards.
Consolidated Income Statement Summary
Operating revenue
Operating expenses
Other net income
Operating profit
Interest income
Interest expense
Share of associates’ results
Share of joint ventures’ results
Gain on sale of a jointly controlled
entity classified as held for sale, net
Exchange (loss)/gain, net
Other non-operating income
Profit before income tax
Income tax
Profit for the year
Profit attributable to:
Equity shareholders of the Company
Non-controlling interests
Profit for the year
Earnings per share attributable to
equity shareholders of the Company
Basic and diluted
Year ended 31 December
2014
RMB million
2013
RMB million
2012
RMB million
2011
RMB million
2010
RMB million
108,584
(106,026)
2,190
4,748
376
(2,193)
261
140
–
(292)
26
3,066
(668)
2,398
1,777
621
2,398
98,547
(98,280)
1,243
1,510
307
(1,651)
294
96
–
2,903
25
3,484
(734)
2,750
1,986
764
2,750
99,514
(95,877)
1,462
5,099
235
(1,376)
317
121
–
267
75
4,738
(954)
3,784
2,619
1,165
3,784
90,395
(87,063)
1,021
4,353
179
(1,067)
456
125
–
2,755
129
6,930
(840)
6,090
5,110
980
6,090
76,495
(70,689)
476
6,282
93
(1,265)
56
112
1,078
1,746
(13)
8,089
(1,677)
6,412
5,792
620
6,412
RMB0.18
RMB0.20
RMB0.27
RMB0.52
RMB0.70
Consolidated Statement of Financial Position Summary
Non-current assets
Net current liabilities
Non-current liabilities
Total equity attributable to equity
shareholders of the Company
Non-controlling interests
2014
RMB million
2013
RMB million
2012
RMB million
2011
RMB million
2010
RMB million
As at 31 December
162,147
26,545
91,109
35,748
8,745
144,634
28,640
73,543
34,329
8,122
125,667
31,944
53,989
32,839
6,895
109,927
24,928
47,222
32,175
5,602
95,476
16,466
48,694
26,817
3,499
204
China Southern Airlines Company Limited
Annual Report 2014
i
C
h
n
a
S
o
u
t
h
e
r
n
A
i
r
l
i
n
e
s
C
o
m
p
a
n
y
L
m
i
i
t
e
d
中
國
南
方
航
空
股
份
有
限
公
司
2
0
1
4
A
n
n
u
a
l
R
e
p
o
r
t
www.csair.com
Mobile App
WeChat App
2014 ANNUAL REPORT
H Share Stock Code: 1055
A Share Stock Code: 600029
ADR Coder ZNH