Unassociated Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________

FORM 6-K

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934

For the month of August 2011

Commission File Number: 001-14550

China Eastern Airlines Corporation Limited
———————————————————————————————————
(Translation of Registrant’s name into English)


Board Secretariat’s Office
Kong Gang San Lu, Number 88
Shanghai, China 200335
———————————————————————————————————
(Address of principal executive offices)


Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:  x Form 20-F    o Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  o

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:  o Yes    x No

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):    n/a 
 


 
 

 
 
Certain statements contained in this announcement may be regarded as "forward-looking statements" within the meaning of the U.S. Securities Exchange Act of 1934, as amended.  Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual performance, financial condition or results of operations of the Company to be materially different from any future performance, financial condition or results of operations implied by such forward-looking statements.  Further information regarding these risks, uncertainties and other factors is included in the Company's filings with the U.S. Securities and Exchange Commission.  The forward-looking statements included in this announcement represent the Company's views as of the date of this announcement.  While the Company anticipates that subsequent events and developments may cause the Company's views to change, the Company specifically disclaims any obligation to update these forward-looking statements, unless required by applicable laws.  These forward-looking statements should not be relied upon as representing the Company's views as of any date subsequent to the date of this announcement.
 
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
 
(a joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock code: 00670)

2011 INTERIM RESULTS ANNOUNCEMENT
 
The board of directors (the “Board”) of China Eastern Airlines Corporation Limited (the “Company”) hereby presents the unaudited interim condensed consolidated financial information of the Company and its subsidiaries (collectively, the “Group”) for the six months ended 30 June 2011 (which were reviewed and approved by the Board and the audit and risk management committee of the Company (the “Audit Committee”) on 29 August 2011), with comparative figures for the corresponding financial information in 2010. The Company’s external auditors have conducted a review of the interim condensed consolidated financial information in accordance with the International Standard on Review Engagements 2410.
 
The interim condensed consolidated financial information of the Group for the six months ended 30 June 2011 is unaudited and does not necessarily indicate annual or future results.

 
– 1 –

 
 
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Prepared in accordance with International Financial Reporting Standards (“IFRS”)
For the six months ended 30 June 2011

         
(Unaudited)
 
         
Six months ended 30 June
 
         
2011
   
2010
 
   
Note
    RMB’000     RMB’000  
                   
Revenues
  6       38,079,190       33,127,332  
Other operating income
          379,461       317,421  
Operating expenses
                     
   Aircraft fuel
          (13,377,068 )     (10,019,390 )
   Gain on fair value movements of derivatives
                     
      financial instruments
  8       85,496       224,526  
   Take-off and landing charges
          (3,888,726 )     (3,401,308 )
   Depreciation and amortisation
          (3,360,471 )     (3,217,244 )
   Wages, salaries and benefits
          (4,193,998 )     (3,504,886 )
   Aircraft maintenance
          (1,852,945 )     (1,993,048 )
   Food and beverages
          (962,742 )     (700,759 )
   Aircraft operating lease rentals
          (1,934,634 )     (1,916,562 )
   Other operating lease rentals
          (314,715 )     (258,104 )
   Selling and marketing expenses
          (1,769,625 )     (1,591,849 )
   Civil aviation infrastructure levies
          (655,172 )     (613,885 )
   Ground services and other charges
          (246,893 )     (181,924 )
   Office, administrative and other expenses
          (3,716,462 )     (3,729,656 )
                       
Total operating expenses
          (36,187,955 )     (30,904,089 )
                       
Operating profit
          2,270,696       2,540,664  
   Share of results of associates
          42,581       7,755  
   Share of results of jointly controlled entities
          15,281       13,716  
   Finance income
  9       855,054       190,936  
   Finance costs
  10       (716,019 )     (781,776 )
                       
Profit before income tax
          2,467,593       1,971,295  
   Income tax
  11       (119,967 )     (45,889 )
                       
Profit for the period
          2,347,626       1,925,406  
 
 
– 2 –

 

 
         
(Unaudited)
 
         
Six months ended 30 June
 
         
2011
   
2010
 
   
Note
    RMB’000     RMB’000  
Profit attributable to:
                 
   Owners of the parent
          2,279,255       1,760,561  
   Non-controlling interests
          68,371       164,845  
                       
            2,347,626       1,925,406  
                       
Earnings per share attributable to owners of
                     
   the parent during the period
                     
   – Basic and diluted (RMB)
  12       0.20       0.16  
                       
Profit for the period
          2,347,626       1,925,406  
Other comprehensive income for the period
                     
   Cash flow hedges, net of tax
  13       (21,726 )     (61,826 )
   Fair value movements of available-for-sale
                     
      investments held by associates
          (4,900 )      
   Fair value movements of available-for-sale
                     
      investments
          534       (1,607 )
                       
Total comprehensive income for the period
          2,321,534       1,861,973  
                       
Total comprehensive income attributable to:
                     
   Owners of the parent
          2,253,163       1,697,128  
   Non-controlling interests
          68,371       164,845  
                       
            2,321,534       1,861,973  

 
– 3 –

 

CONDENSED CONSOLIDATED BALANCE SHEET
             
Prepared in accordance with IFRS
                 
As at 30 June 2011
                 
         
(Unaudited)
   
(Audited)
 
         
30 June
   
31 December
 
         
2011
   
2010
 
   
Note
    RMB’000     RMB’000  
Non-current assets
                 
   Intangible assets
  16       11,346,368       11,333,376  
   Property, plant and equipment
  17       69,932,294       68,822,273  
   Lease prepayments
          1,393,112       1,406,156  
   Advanced payments on acquisition of aircraft
  18       9,161,041       6,356,602  
   Investments in associates
          845,350       807,669  
   Investments in jointly controlled entities
          407,101       406,170  
   Available-for-sale financial assets
          238,333       242,005  
   Other long-term assets
          1,841,155       1,752,115  
   Deferred tax assets
          55,081       75,188  
   Derivative assets
          10,722       52,081  
                       
            95,230,557       91,253,635  
                       
Current assets
                     
   Flight equipment spare parts
          1,429,818       1,286,898  
   Trade receivables
  19       2,537,132       2,127,446  
   Prepayments, deposits and other receivables
          5,052,829       5,157,004  
   Cash and cash equivalents
          4,285,855       3,078,228  
   Derivative assets
          7,249       18,970  
   Non-current assets held for sale
          411,535       411,535  
                       
            13,724,418       12,080,081  
                       
Current liabilities
                     
   Sales in advance of carriage
          2,768,079       2,577,855  
   Trade payables and notes payable
  20       3,113,589       4,275,443  
   Other payables and accrued expenses
          16,154,897       14,536,168  
   Current portion of obligations under
                     
      finance leases
  21       2,257,027       2,137,831  
   Current portion of borrowings
  22       19,782,740       15,210,660  
   Income tax payable
          127,650       64,787  
   Current portion of provision for return condition
                     
      checks for aircraft under operating leases
          467,013       339,091  
   Derivative liabilities
          7,142       121,982  
                       
            44,678,137       39,263,817  
                       
Net current liabilities
          (30,953,719 )     (27,183,736 )
                       
Total assets less current liabilities
          64,276,838       64,069,899  

 
– 4 –

 

         
(Unaudited)
   
(Audited)
 
         
30 June
   
31 December
 
         
2011
   
2010
 
   
Note
    RMB’000     RMB’000  
Non-current liabilities
                 
   Obligations under finance leases
  21       17,008,506       17,070,502  
   Borrowings
  22       20,059,317       23,354,997  
   Provision for return condition checks for aircraft
                     
      under operating leases
          2,551,574       2,475,412  
   Other long-term liabilities
          1,930,559       1,804,862  
   Post-retirement benefit obligations
          2,732,169       2,556,001  
   Deferred tax liabilities
          29,601       51,814  
   Derivative liabilities
          226,583       194,425  
                       
            44,538,309       47,508,013  
                       
Net assets
          19,738,529       16,561,886  
                       
Equity
                     
Capital and reserves attributable to owners of
                     
   the parent
                     
   Share capital
  23       11,276,539       11,276,539  
   Reserves
          6,247,911       3,994,748  
                       
            17,524,450       15,271,287  
Non-controlling interests
          2,214,079       1,290,599  
                       
Total equity
          19,738,529       16,561,886  

 
– 5 –

 

CONDENSED CONSOLIDATED CASH FLOW STATEMENT
       
Prepared in accordance with IFRS
           
For the six months ended 30 June 2011
           
   
(Unaudited)
 
   
Six months ended 30 June
 
   
2011
   
2010
 
  RMB’000   RMB’000  
         
Net cash inflow from operating activities
    5,515,206       4,821,423  
Net cash outflow from investing activities
    (5,526,675 )     (4,700,899 )
Net cash inflow from financing activities
    1,230,130       2,626,040  
                 
Net increase in cash and cash equivalents
    1,218,661       2,746,564  
Cash and cash equivalents at 1 January
    3,078,228       1,735,248  
Exchange adjustments
    (11,034 )     (21,047 )
                 
Cash and cash equivalents at 30 June
    4,285,855       4,460,765  

 
– 6 –

 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Prepared in accordance with IFRS
For the six months ended 30 June 2011

   
Attributable to owners of the parent
             
                           
Non-
       
   
Share
   
Other
   
Accumulated
         
controlling
   
Total
 
   
capital
   
reserves
   
losses
   
Subtotal
   
interests
   
equity
 
    RMB’000     RMB’000     RMB’000     RMB’000     RMB’000     RMB’000  
                                     
Six months ended 30 June 2011
                                   
  (Unaudited)
                                   
                                     
Balance at 1 January 2011
    11,276,539       16,950,255       (12,955,507 )     15,271,287       1,290,599       16,561,886  
Total comprehensive income for the
                                               
  six months ended 30 June 2011
          (26,092 )     2,279,255       2,253,163       68,371       2,321,534  
Dividends paid to non-controlling
                                               
  interests in subsidiaries
                            (149,391 )     (149,391 )
Capital contribution by non-controlling
                                               
  interests in subsidiary
                            1,004,500       1,004,500  
                                                 
Balance at 30 June 2011
    11,276,539       16,924,163       (10,676,252 )     17,524,450       2,214,079       19,738,529  
                                                 
Six months ended 30 June 2010
                                               
  (Unaudited)
                                               
                                                 
Balance at 1 January 2010
    9,581,700       9,566,349       (17,913,496 )     1,234,553       441,628       1,676,181  
Total comprehensive income for the
                                               
  six months ended 30 June 2010
          (63,433 )     1,760,561       1,697,128       164,845       1,861,973  
Issuance of new shares for the
                                               
  acquisition of Shanghai Airlines
                                               
  Co., Ltd. (“Shanghai Airlines”)
    1,694,839       5,152,310             6,847,149             6,847,149  
Non-controlling interests addition
                                               
  through the acquisition of
                                               
  Shanghai Airlines
                            53,920       53,920  
Dividends paid to non-controlling
                                               
  interests in subsidiaries
                            (5,413 )     (5,413 )
Capital contribution by non-controlling
                                               
  interests in subsidiaries
                            352,060       352,060  
                                                 
Balance at 30 June 2010
    11,276,539       14,655,226       (16,152,935 )     9,778,830       1,007,040       10,785,870  

 
– 7 –

 

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL INFORMATION

1.
 
CORPORATE INFORMATION
 
 
China Eastern Airlines Corporation Limited (the “Company”), a joint stock company limited by shares, was incorporated in the People’s Republic of China (the “PRC”) on 14 April 1995. The address of the Company’s registered office is 66 Airport Street, Pudong International Airport, Shanghai, the PRC. The Company and its subsidiaries (together, the “Group”) are principally engaged in the operation of civil aviation, including the provision of passenger, cargo, mail delivery, tour operations and other extended transportation services.
 
 
The Company is majority owned by China Eastern Air Holding Company (“CEA Holding”), a state-owned enterprise incorporated in the PRC.
 
 
The Company’s shares are traded on The Stock Exchange of Hong Kong Limited, The New York Stock Exchange and The Shanghai Stock Exchange.
 
 
This condensed consolidated interim financial information was approved for issue by the Company’s Board on 29 August 2011.
 
 
This condensed consolidated interim financial information has not been audited.
 
2.
 
BASIS OF PREPARATION
 
 
This unaudited condensed consolidated interim financial information for the six months ended 30 June 2011 (the “Current Period”) has been prepared in accordance with International Accounting Standard (“IAS”) 34 “Interim Financial Reporting”. The unaudited condensed consolidated interim financial information should be read in conjunction with the annual financial statements for the year ended 31 December 2010, which have been prepared in accordance with IFRS as issued by the International Accounting Standard Board (“IASB”).
 
 
In preparing the interim financial information, 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.
 
 
As at 30 June 2011, the Group’s accumulated losses were approximately RMB10.68 billion; and its current liabilities exceeded its current assets by approximately RMB30.95 billion.
 
 
Against this background, the Board has taken active steps to seek additional sources of finance and improve the Group’s liquidity position. As at 30 June 2011, the Group had total unused credit facilities of approximately RMB25.4 billion from certain banks. The Board believes that, based on experience to date, it is likely that these facilities will be rolled over in future years if required.
 
 
With the credit facilities and based on the Group’s history of obtaining finance and its relationships with its bankers and creditors, the Board considers that the Group will be able to obtain sufficient financing to enable it to operate, as well as to meet its liabilities as and when they become due and its capital expenditure requirements. Accordingly, the Board believes that it is appropriate to prepare these financial information 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.
 
 
– 8 –

 

3.
 
ACCOUNTING POLICIES
 
 
Except as described in note 3(a) below, the accounting policies applied are consistent with those of the annual financial statements for the year ended 31 December 2010, as described in those annual financial statements.
 
 
(a)
New standards, amendments and interpretations to existing standards which are effective for accounting periods beginning on or after 1 January 2011 and adopted by the Group.
 
 
The Group has adopted the following new standards and amendments to existing standards which are relevant for the Group’s existed business and mandatory for the first time for the financial year beginning 1 January 2011:
 
 
The improvement related to IAS 34 “Interim financial reporting” in the Third Improvement Project is an amendment which emphasises the existing disclosure principles in IAS 34 and adds further guidance to illustrate how to apply these principles. Greater emphasis has been placed on the disclosure principles for significant events and transactions. Additional requirements cover disclosure of changes to fair value measurement (if significant), and the need to update relevant information from the most recent annual report. The improvement only results in additional disclosures.
     
The following new standards and amendments to standards are mandatory for the first time for the financial year beginning 1 January 2011 and have no material impact for the Group:
     
The improvement related to IAS 1
Presentation of financial statements
The improvement related to IFRS 7
Financial instruments: Disclosures
The improvement related to IFRIC – Int 13
Customer loyalty programmes
The improvement related to IAS 27
Consolidated and separate financial statements
The improvement related to IFRS 3 (revised)
Business combinations
     
The following new standards, amendments and interpretations to existing standards are mandatory for the first time for the financial year beginning 1 January 2011, but are not currently relevant for the Group:
     
IAS 32 (Amendment)
Financial Instruments: Disclosure and Presentation – Classification of Rights Issue
IFRS 1 (Amendment)
First-time Adoption of IFRSs – Limited Exemptions from Comparative IFRS 7 Disclosures for First-time Adopters
IFRIC–Int 14 (Amendment)
Prepayments of a Minimum Funding Requirement
IFRIC–Int 19
Extinguishing Financial Liabilities with Equity Instruments

 
 
– 9 –

 

 
(b)
Standards, amendments and interpretations to existing standards that are not yet effective for the financial year beginning 1 January 2011 and have not been early adopted.
 
 
The IASB has also issued certain new/revised standards, amendments or interpretations to existing standards (collectively the “New or Revised IFRSs”). The New or Revised IFRSs are not yet effective for the financial year beginning 1 January 2011. The Group has not early adopted the “New and Revised IFRSs” and is assessing the impact but is not yet in a position to state whether any substantial changes to the Group’s accounting policies or to the presentation of the financial statements will be resulted.
 
4.
 
ESTIMATES
 
 
The preparation of interim financial information requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.
 
 
In preparing these condensed consolidated interim financial information, the significant judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended 31 December 2010.
 
5.
 
FINANCIAL RISK MANAGEMENT
 
 
(a)
Financial risk factors
 
 
The Group’s activities expose to a variety of financial risks: market risk (including currency risk, interest rate risk and fuel price risk), credit risk and liquidity risk.
 
 
The interim condensed consolidated financial information do not include all financial risk management information and disclosures required in the annual financial statements, and should be read in conjunction with the Group’s annual financial statements for the year ended 31 December 2010.
 
 
There have been no changes in risk management policies since year ended 31 December 2010.
 
 
(b)
Liquidity risk
 
 
The Group’s primary cash requirements have been for additions of and upgrades to aircraft, engines and flight equipment and repayments of related borrowings. The Group finances its working capital requirements through a combination of funds generated from operations and both short and long term bank loans. The Group generally finances the acquisition of aircraft through long-term finance leases and bank loans.
 
 
The Group operates with a working capital deficit. As at 30 June 2011, the Group’s net current liabilities amounted to RMB30,954 million (2010: RMB27,184 million). For six months ended 30 June 2011, the Group recorded a net cash inflow from operating activities of RMB5,515 million (2010: inflow of RMB4,821 million), a net cash outflow from investing activities and financing activities of RMB4,296 million (2010: outflow of RMB2,074 million), and an increase in cash and cash equivalents of RMB1,219 million (2010: increase of RMB2,747 million).
 
 
The Board believes that cash from operations and short and long term bank borrowings will be sufficient to meet the Group’s operating cash flow. Due to the dynamic nature of the underlying businesses, the Group’s treasury policy aims at maintaining flexibility in funding by keeping credit lines available. The Board believes that the Group has obtained sufficient general credit facilities from PRC banks for financing future capital commitments and for working capital purposes.

 
– 10 –

 

Management monitors rolling forecasts of the Group’s liquidity reserves on the basis of expected cash flows.

The table below analyses the Group’s financial liabilities that will be settled by relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances, as the impact of discounting is not significant.

   
Less than
   
Between
   
Between
       
   
1 year
   
1 and 2 years
   
2 and 5 years
   
Over 5 years
 
    RMB’000     RMB’000     RMB’000     RMB’000  
                         
At 30 June 2011 (Unaudited)
                       
Borrowings
    20,732,978       8,293,489       6,433,549       6,618,431  
Obligations under finance leases
    2,574,853       2,674,904       7,659,379       7,920,809  
Trade and other payables
    18,683,802       8,629       266,360       309,695  
                                 
Total
    41,991,633       10,977,022       14,359,288       14,848,935  
                                 
At 31 December 2010 (Audited)
                               
Borrowings
    16,113,516       8,591,821       9,140,195       6,729,831  
Obligations under finance leases
    2,476,451       2,539,816       7,498,600       8,359,802  
Trade and other payables
    18,151,076       8,830       336,761       314,944  
                                 
Total
    36,741,043       11,140,467       16,975,556       15,404,577  
 
 
(c)
Fair value estimation
 
The following table presents the Group’s assets and liabilities that are measured at fair value at 30 June 2011 and 31 December 2010.
 
   
Level 1
   
Level 2
   
Level 3
   
Total
 
   
RMB’000
   
RMB’000
   
RMB’000
   
RMB’000
 
                         
At 30 June 2011(Unaudited)
                       
Assets
                       
Derivatives financial instruments
                       
– Crude oil option contracts
          7,249             7,249  
– Interest rate swaps
          10,722             10,722  
Available-for-sale financial assets
    1,797             236,536       238,333  
                                 
Total     1,797       17,971       236,536       256,304  
                                 
Liabilities
                               
Derivatives financial instruments
                               
– Crude oil option contracts
          4,562             4,562  
– Interest rate swaps
          169,535             169,535  
– Forward foreign exchange contracts
          59,628             59,628  
                                 
Total           233,725             233,725  

 
– 11 –

 

   
Level 1
   
Level 2
   
Level 3
   
Total
 
    RMB’000     RMB’000     RMB’000     RMB’000  
At 31 December 2010 (Audited)
                       
Assets
                       
Derivatives financial instruments
                       
 Crude oil option contracts           18,970             18,970  
 Interest rate swaps           52,081             52,081  
Available-for-sale financial assets
    5,469             236,536       242,005  
                                 
Total
    5,469       71,051       236,536       313,056  
                                 
Liabilities
                               
Derivatives financial instruments
                               
 Crude oil option contracts           48,612             48,612  
 Interest rate swaps           191,247             191,247  
 Forward foreign exchange contracts           76,548             76,548  
                                 
Total
          316,407             316,407  
                                 
The different levels are defined as follows:
 

 
Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1).
 
 
Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (level 2).
 
 
Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3)

For the six months ended 30 June 2011, there were no significant changes in the business or economic circumstances that affect the fair value of the Group’s financial assets and financial liabilities.

For the six months ended 30 June 2011, there was no reclassification of financial assets.

 
– 12 –

 

6.
REVENUES
 
The Group is principally engaged in operation of civil aviation, including the provision of passenger, cargo, mail delivery, tour operations and other extended transportation services.

   
(Unaudited)
 
   
Six months ended 30 June
 
   
2011
   
2010
 
    RMB’000     RMB’000  
             
Traffic revenues
           
– Passenger
    31,794,486       25,937,847  
– Cargo and mail
    3,580,560       4,210,377  
Tour operations income
    897,961       834,540  
Ground service income
    856,837       597,406  
Commission income
    299,047       172,166  
Others
    650,299       1,374,996  
                 
      38,079,190       33,127,332  
                 
Note:
               

 
Pursuant to the notice of exemption of business tax on the provision of international transportation services (Cai Shui [2010] No. 8) jointly issued by Ministry of Finance and the State Administration of Taxation, the Group’s revenues from the provision of international transportation services are exempt from business tax from 1 January 2010.
 
 
Pursuant to the relevant tax rules and regulations in the PRC, the Group’s domestic traffic revenues are subject to business tax levied at rate of 3% and majority of the Group’s tour operations income, ground service income, commission income and other revenues are subject to business tax levied at rates of 3% or 5%.
 
 
The business tax incurred and set off against the above Group’s revenues for the six months ended 30 June 2011 amounted to approximately RMB776 million (2010: approximately RMB661 million).
 
7.
 
SEGMENT INFORMATION
 
 
(a)
Chief operation decision maker (“CODM”), office of the General Manager, reviews the Group’s internal reporting in order to assess performance and allocate resources.
 
 
The Group has one major reportable operating segment, the “airline operations”. The “airline operations” comprises the provision of air passenger, air cargo services, mail and ground logistics.
 
 
Other services including tour operations, aviation training, air catering and other miscellaneous services are not included within the airline operations segment, as their internal reports are separately provided to the CODM. The results of these operations are included in the “other segments” column.
 
 
Inter-segment transactions are entered into under normal commercial terms and conditions that would be available to unrelated third parties.
 
 
In accordance with IFRS 8, segment disclosure has been presented in a manner that is consistent with the information used by the Group’s CODM. The Group’s CODM monitors the results, assets and liabilities attributable to each reportable segment based on financial results prepared under the PRC Accounting Standards for Business Enterprises (the “PRC Accounting Standards”), which differ from IFRS in certain aspects. The amount of each material reconciling items from the Group’s reportable segment revenue, profit and loss, assets and liabilities arising from different accounting policies are set out in Note 7(c) below.

 
– 13 –

 

The segment results (under PRC Accounting Standards) for the six months ended 30 June 2011 are as follows:

               
(Unaudited)
             
   
Airline
   
Other
                   
   
operations
   
segments
   
Elimination
   
Unallocated*
   
Total
 
    RMB’000     RMB’000     RMB’000     RMB’000     RMB’000  
                               
Reportable segment
                             
  revenue from external
                             
  customers
    37,830,299       951,855                   38,782,154  
Inter-segment sales
          92,464       (92,464 )            
                                         
Reportable segment revenue
    37,830,299       1,044,319       (92,464 )           38,782,154  
                                         
Reportable segment
                                       
  profit before income tax
    2,559,372       19,990             63,472       2,642,834  
                                         
Other segment information
                                       
Depreciation and
                                       
  amortisation
    3,497,463       44,839                   3,542,302  
Impairment losses
    35,199       21                   35,220  
Capital expenditure
    7,340,893       61,764                   7,402,657  

The segment results (under PRC Accounting Standards) for the six months ended 30 June 2010 are as follows:

               
(Unaudited)
             
   
Airline
   
Other
                   
   
operations
   
segments
   
Elimination
   
Unallocated*
   
Total
 
    RMB’000     RMB’000     RMB’000     RMB’000     RMB’000  
Reportable segment
                             
  revenue from external
                             
  customers
    31,885,898       1,750,275                   33,636,173  
Inter-segment sales
    210,752       208,018       (418,770 )            
                                         
Reportable segment
                                       
  revenue
    32,096,650       1,958,293       (418,770 )           33,636,173  
                                         
Reportable segment
                                       
  profit before
                                       
  income tax
    2,105,186       36,825             25,626       2,167,637  
                                         
Other segment information
                                       
Depreciation and
                                       
  amortisation
    3,283,165       46,409                   3,329,574  
Impairment losses
    76,552       373                   76,925  
Capital expenditure
    6,486,975       34,970                   6,521,945  

 
– 14 –

 

The segment assets and liabilities (under PRC Accounting Standards) as at 30 June 2011 and 31 December 2010 are as follows:

   
Airline
   
Other
                   
   
operations
   
segments
   
Elimination
   
Unallocated*
   
Total
 
    RMB’000     RMB’000     RMB’000     RMB’000     RMB’000  
                               
At 30 June 2011 (Unaudited)
                             
Reportable segment assets
    103,076,871       2,017,297       (156,609 )     1,490,784       106,428,343  
Reportable segment
                                       
  liabilities
    85,652,954       1,006,043       (156,609 )           86,502,388  
                                         
At 31 December 2010
                                       
  (Audited)
                                       
Reportable segment assets
    97,500,563       2,045,617       (191,907 )     1,455,844       100,810,117  
Reportable segment
                                       
  liabilities
    83,387,701       1,038,146       (191,907 )           84,233,940  

 
*
Unallocated assets primarily represent investments in associates and jointly controlled entities, and available-for-sale financial assets. Unallocated results primarily represent the share of results of associates and jointly controlled entities.
 
 
(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 (under PRC Accounting Standards) by geographical segment are analysed based on the following criteria:
 
 
(1)
Traffic revenue from services within the PRC (excluding the Hong Kong Special Administrative Region (“Hong Kong”), Macau Special Administrative Region (“Macau”) and Taiwan (collectively known as “Regional”)) is classified as domestic operations. Traffic revenue from inbound and outbound services between the PRC, Regional or overseas markets is attributed to the segments if either the origin or destination of each flight segment is in Regional or overseas.
 
 
(2)
Revenue from ticket handling services, airport ground services, and other miscellaneous services are classified on the basis of where the services are performed.

   
(Unaudited)
 
   
Six months ended 30 June
 
   
2011
   
2010
 
  RMB’000   RMB’000  
         
Domestic (the PRC, excluding Hong Kong, Macau and
           
  Taiwan)
    26,665,770       22,891,501  
International
    10,260,432       8,962,373  
Regional (Hong Kong, Macau and Taiwan)
    1,855,952       1,782,299  
                 
Total
    38,782,154       33,636,173  

The major revenue-earning assets of the Group are its aircraft, all of which are registered in the PRC. Since the Group’s aircraft are deployed flexibly across its route network, there is no suitable basis of allocating such assets and the related liabilities by geography, and hence segment assets and capital expenditure by geographic have not been presented.

 
– 15 –

 

 
(c)
Reconciliation of reportable segment revenue, profit, assets and liabilities to the consolidated figures as reported in the condensed consolidated financial information.

     
(Unaudited)
 
     
Six months ended 30 June
 
     
2011
   
2010
 
 
Note
RMB’000   RMB’000  
           
Revenue
             
Reportable segment revenue
      38,782,154       33,636,173  
– Reclassification of business tax
(i)
    (776,340 )     (661,118 )
– Reclassification of expired sales in advance
                 
of carriage
(i)
    73,376       152,277  
                   
Consolidated revenue
      38,079,190       33,127,332  
 
     
(Unaudited)
 
     
Six months ended 30 June
 
        2011       2010  
 
Note
RMB’000   RMB’000  
           
Profit before income tax
                 
Reportable segment profit
      2,642,834       2,167,637  
– Difference in depreciation and impairment charges
                 
for aircraft, engines and rotables
(ii)
    (3,283 )     (29,592 )
– Provision for post-retirement benefits
(iii)
    (176,168 )     (170,317 )
– Reversal of revaluation surplus relating to land use
                 
rights
      4,210       3,567  
                   
Consolidated profit before income tax
      2,467,593       1,971,295  
 
     
(Unaudited)
   
(Audited)
 
     
30 June
   
31 December
 
        2011       2010  
 
Note
RMB’000   RMB’000  
           
Assets
                 
Reportable segment assets
      106,428,343       100,810,117  
– Difference in depreciation and
                 
impairment charges for aircraft, engines
                 
and rotables
(ii)
    80,864       84,147  
– Reversal of revaluation surplus relating
                 
to land use rights
(iv)
    (347,996 )     (352,206 )
– Difference in intangible asset (goodwill) arising
                 
from the acquisition of Shanghai Airlines
(v)
    2,760,665       2,760,665  
– Others
      33,099       30,993  
                   
Consolidated total assets
      108,954,975       103,333,716  

 
– 16 –

 

     
(Unaudited)
   
(Audited)
 
     
30 June
   
31 December
 
     
2011
   
2010
 
 
Note
RMB’000   RMB’000  
           
Liabilities
             
Reportable segment liabilities
      86,502,388       84,233,940  
– Provision for post-retirement benefits
(iii)
    2,793,451       2,617,283  
– Others
      (79,393 )     (79,393 )
                   
Consolidated total liabilities
      89,216,446       86,771,830  
                   
Notes:
                 

 
(i)
The difference represents the different classification of business tax and expired sales in advance of carriage under PRC Accounting Standards and IFRS.
 
 
(ii)
The difference represents the differences in the useful lives and residual values of aircraft, engines and rotable adopted for depreciation purpose in prior years under PRC Accounting Standards and IFRS. Despite the depreciation policies of these assets have been unified under IFRS and the PRC Accounting Standards in recent years, the changes were applied prospectively as changes in accounting estimates which results in the differences in the carrying amounts and related depreciation charges under IFRS and PRC Accounting Standards.
 
 
(iii)
In accordance with the PRC Accounting Standards, certain employees’ post-retirement benefits are recognised upon actually incurred. Under IFRS, such post-retirement benefits under defined benefit schemes are required to be recognised over the employees’ service period using projected unit credit method.
 
 
(iv)
Under the PRC Accounting standards, land use rights injected by parent company as capital contribution are stated at valuation less accumulated amortisation. Under IFRS, land use rights are recorded as prepaid operating leases at historical cost which was nil at the time of listing.
 
 
(v)
The determination of the fair values of the acquisition costs and identifiable assets and liabilities of Shanghai Airlines acquired is different under IFRS and the PRC Accounting Standards, which results in difference in the intangibles/goodwill recognised arising from the acquisition.

 
– 17 –

 

8.
 
GAIN ON FAIR VALUE MOVEMENTS OF DERIVATIVES FINANCIAL INSTRUMENTS
 
 
Gain on fair value movements of derivatives financial instruments is mainly derived from the fair value movements of the crude oil option contracts.
 
9.
 
FINANCE INCOME

   
(Unaudited)
 
   
Six months ended 30 June
 
   
2011
   
2010
 
  RMB’000   RMB’000  
         
Exchange gains, net (Note)
    817,649       155,664  
Interest income
    37,405       35,272  
                 
      855,054       190,936  
                 
Note:
               

The exchange gains for the six months ended 30 June 2011 and 2010 primarily related to the translation of the Group’s foreign currency denominated borrowings and obligations under finance leases at period-end exchange rates.
 
10. 
FINANCE COSTS
 
   
(Unaudited)
 
   
Six months ended 30 June
 
   
2011
   
2010
 
    RMB’000     RMB’000  
             
Interest relating to obligations under finance leases
    150,879       164,871  
Interest on borrowings
    676,570       613,610  
Interest relating to notes payable
    12,913       85,499  
                 
      840,362       863,980  
                 
Less:   amounts capitalised into advanced payments on
               
acquisition of aircraft (Note)
    (120,439 )     (79,788 )
amounts capitalised into contruction in progress (Note)
    (3,904 )     (2,416 )
                 
      716,019       781,776  
                 
Note:
               

The average interest rate used for interest capitalisation is 3.91% per annum for the six months ended 30 June 2011 (2010: 3.05% per annum).

 
– 18 –

 
 
11. 
INCOME TAX
 
Income tax charged to the condensed consolidated income statement is as follows:

   
(Unaudited)
 
   
Six months ended 30 June
 
   
2011
   
2010
 
  RMB’000   RMB’000  
         
Provision for PRC income tax
    122,073       49,809  
Deferred taxation
    (2,106 )     (3,920 )
                 
      119,967       45,889  

 
Under the Corporate Income Tax Law of the People’s Republic of China (the “New CIT Law”), which was approved by the National People’s Congress and became effective from 1 January 2008, the Company and certain of its subsidiaries (the “Pudong Subsidiaries”) are entitled to a transitional arrangement to gradually increase the applicable corporate income tax rate to from 15% to 25% over a five-year period from 2008. For the six months ended 30 June 2011, the corporate income tax rate applicable to the Company and the Pudong Subsidiaries was 24% (2010: 22%). Other subsidiaries, except for those incorporated in Hong Kong which subject to the Hong Kong corporate income tax rate of 16.5% (2010: 16.5%), are generally subject to the PRC standard corporate tax rate of 25% (2010: 25%) under the New CIT Law.
 
 
The Group operates international flights to overseas destinations. There was no material overseas taxation for the six months ended 30 June 2011, as there are double tax treaties between the PRC and the corresponding jurisdictions (including Hong Kong) relating to aviation businesses.
 
12.
 
EARNINGS PER SHARE
 
 
The calculation of basic earnings per share is based on the unaudited consolidated profit attributable to owners of the parent of approximately RMB2,279 million (2010: RMB1,761 million) and the weighted average number of shares of 11,276,538,860 (2010: 11,020,893,000) in issue during the six months ended 30 June 2011.
 
 
The Company has no potentially dilutive option or other instruments relating to ordinary shares.
 
13.
 
CASH FLOW HEDGES, NET OF TAX
 
 
Cash flow hedges, net of tax, represent unrealised gains and losses arising from the valuation of interest rate swaps contracts and forward foreign exchange contracts.
 
14.
 
DIVIDEND
 
 
The Board has not recommended any interim dividend for the six months ended 30 June 2011 (2010: Nil).
 
15.
 
PROFIT APPROPRIATION
 
 
No appropriation to the statutory reserves has been made during the six months ended 30 June 2011.
 
 
Such appropriations will be made at year end in accordance with the PRC regulations and the Articles of Association of individual group companies.

 
– 19 –

 
 
16.
 
INTANGIBLE ASSETS
 
   
(Unaudited)
   
(Audited)
 
   
30 June
   
31 December
 
   
2011
   
2010
 
  RMB’000   RMB’000  
         
Goodwill
    11,269,695       11,269,695  
Other intangible assets
    76,673       63,681  
                 
      11,346,368       11,333,376  
 
17.
 
PROPERTY, PLANT AND EQUIPMENT
 
         
(Unaudited)
       
   
Six months ended 30 June 2011
 
   
Aircraft, engines
             
   
and flight
             
   
equipment
   
Others
   
Total
 
  RMB’000   RMB’000   RMB’000  
             
Carrying amounts at 1 January 2011
    62,119,354       6,702,919       68,822,273  
Transfers from advanced payments on
                       
   acquisition of aircraft (Note 18)
    1,173,689             1,173,689  
Other additions
    2,306,250       969,446       3,275,696  
Depreciation charged for the period
    (3,024,841 )     (302,392 )     (3,327,233 )
Disposals
          (12,131 )     (12,131 )
                         
Carrying amounts at 30 June 2011
    62,574,452       7,357,842       69,932,294  
 
         
(Unaudited)
       
   
Six months ended 30 June 2010
 
   
Aircraft, engines
             
   
and flight
             
   
equipment
   
Others
   
Total
 
  RMB’000   RMB’000   RMB’000  
                         
Carrying amounts at 1 January 2010
    51,729,129       4,974,431       56,703,560  
Additions through the acquisition of
                       
   Shanghai Airlines
    6,398,471       2,121,231       8,519,702  
Transfers from advanced payments on
                       
   acquisition of aircraft (Note 18)
    2,017,588             2,017,588  
Other additions
    3,524,277       459,725       3,984,002  
Depreciation charged for the period
    (2,828,892 )     (341,057 )     (3,169,949 )
Disposals
          (8,353 )     (8,353 )
                         
Carrying amounts at 30 June 2010
    60,840,573       7,205,977       68,046,550  

 
– 20 –

 
 
18.
 
ADVANCED PAYMENTS ON ACQUISITION OF AIRCRAFT
 
   
(Unaudited)
 
   
Six months ended 30 June
 
   
2011
   
2010
 
  RMB’000   RMB’000  
         
At beginning of period
    6,356,602       5,081,174  
Additions through the acquisition of Shanghai Airlines
          1,072,367  
Other additions
    3,857,689       2,305,310  
Interest capitalised (Note 10)
    120,439       79,788  
Transfers to property, plant and equipment (Note 17)
    (1,173,689 )     (2,017,588 )
                 
At end of period
    9,161,041       6,521,051  
 
19.
 
TRADE RECEIVABLES
 
The credit terms given to trade customers are determined on an individual basis, with credit periods generally ranging from half a month to two months.

The aging analysis of trade receivables is as follows:
           
   
(Unaudited)
   
(Audited)
 
   
30 June
   
31 December
 
   
2011
   
2010
 
  RMB’000   RMB’000  
         
Within 90 days
    2,421,121       2,058,666  
91 to 180 days
    24,245       27,094  
181 to 365 days
    68,354       39,882  
Over 365 days
    244,572       233,202  
                 
      2,758,292       2,358,844  
Less: provision for impairment of receivables
    (221,160 )     (231,398 )
                 
Trade receivables
    2,537,132       2,127,446  
                 
Balances with related parties included in trade receivables are summarised in Note 25(b)(i).
 

 
– 21 –

 
 
20.
 
TRADE PAYABLES AND NOTES PAYABLE
 
The aging analysis of trade payables and notes payable is as follows:
           
   
(Unaudited)
   
(Audited)
 
   
30 June
   
31 December
 
   
2011
   
2010
 
  RMB’000   RMB’000  
         
Within 90 days
    1,679,527       2,477,327  
91 to 180 days
    590,433       1,190,393  
181 to 365 days
    576,729       290,991  
Over 365 days
    266,900       316,732  
                 
      3,113,589       4,275,443  

Balances with related parties included in trade payables and notes payables are summarised in Note 25(b) (ii).

As at 30 June 2011, notes payable amounted to RMB371 million (2010: RMB1,425 million), which mainly were unsecured, bore effective interest rates ranging from 4.42% to 5.27% per annum (2010: 3.48% to 4.5% per annum) and were repayable within six months.
 
21.
 
OBLIGATIONS UNDER FINANCE LEASES
 
   
(Unaudited)
   
(Audited)
 
   
30 June
   
31 December
 
   
2011
   
2010
 
  RMB’000   RMB’000  
         
Within one year
    2,257,027       2,137,831  
In the second year
    2,390,531       2,243,227  
In the third to fifth years inclusive
    7,080,199       6,888,718  
After the fifth year
    7,537,776       7,938,557  
                 
Total
    19,265,533       19,208,333  
Less: amount repayable within one year
    (2,257,027 )     (2,137,831 )
                 
Long-term portion
    17,008,506       17,070,502  

 
– 22 –

 
 
22.
 
BORROWINGS
 
   
(Unaudited)
   
(Audited)
 
   
30 June
   
31 December
 
   
2011
   
2010
 
    RMB’000     RMB’000  
             
Non-current
           
   Long-term bank borrowings
           
    – Secured
    12,392,414       13,107,405  
    – Unsecured
    7,666,903       10,247,592  
                 
      20,059,317       23,354,997  
                 
Current
               
   Current portion of long-term bank borrowings
               
    – Secured
    2,200,226       2,011,861  
    – Unsecured
    4,075,609       2,005,721  
                 
   Short-term bank borrowings
               
    – Secured
    745,689       1,324,540  
    – Unsecured
    12,761,216       9,868,538  
                 
      19,782,740       15,210,660  
                 
      39,842,057       38,565,657  
 
23.
 
SHARE CAPITAL
 
   
(Unaudited)
   
(Audited)
 
   
30 June
   
31 December
 
   
2011
   
2010
 
    RMB’000     RMB’000  
             
Registered, issued and fully paid of RMB1.00 each
           
             
A shares listed on The Shanghai Stock Exchange
           
   (“A Shares”)
    7,782,214       7,782,214  
   – Tradable shares held by CEA Holding with trading moratorium
    4,831,375       4,831,375  
   – Tradable shares held by other investors with trading moratorium
    288,889       288,889  
   – Tradable shares without trading moratorium
    2,661,950       2,661,950  
                 
H shares listed on The Stock Exchange of Hong Kong Limited
               
   (“H Shares”)
    3,494,325       3,494,325  
   – Tradable shares held by CES Global Holding (Hong Kong)
               
        Limited with trading moratorium
    1,437,375       1,437,375  
   – Tradable shares without trading moratorium
    2,056,950       2,056,950  
                 
      11,276,539       11,276,539  
                 
Note:
               

Pursuant to articles 49 and 50 of the Company’s Articles of Association, both the A shares and the H shares are all registered ordinary shares and carry equal rights.

 
– 23 –

 
 
24.
 
COMMITMENTS
 
 
(a)
Capital commitments
 
The Group had the following capital commitments:
 
   
(Unaudited)
   
(Audited)
 
   
30 June
   
31 December
 
   
2011
   
2010
 
  RMB’000   RMB’000  
         
Authorised and contracted for:
           
    – Aircraft, engines and flight equipment
    88,725,602       96,262,948  
    – Other property, plant and equipment
    181,444       844,855  
                 
      88,907,046       97,107,803  
                 
Authorised but not contracted for:
               
    – Aircraft, engines and flight equipment
    1,773,361       3,282,093  
                 
      90,680,407       100,389,896  
 
 
(b)
Capital commitments
 
As at the balance sheet date, the Group had commitments under operating leases to pay future minimum lease rentals as follows:
 
   
(Unaudited)
   
(Audited)
 
   
30 June 2011
   
31 December 2010
 
   
Aircraft,
         
Aircraft,
       
   
engines
         
engines
       
   
and flight
   
Land and
   
and flight
   
Land and
 
   
equipment
   
buildings
   
equipment
   
buildings
 
  RMB’000   RMB’000   RMB’000   RMB’000  
                 
Within one year
    3,748,975       330,925       3,814,179       216,771  
In the second year
    3,476,991       176,928       3,427,740       187,636  
In the third to fifth years inclusive
    8,334,130       306,984       8,520,237       460,368  
After the fifth year
    6,955,347       2,784,252       7,829,784       2,705,609  
                                 
      22,515,443       3,599,089       23,591,940       3,570,384  

 
– 24 –

 
 
25.
 
RELATED PARTY TRANSACTIONS
 
The Group is controlled by CEA Holding, which directly owns approximately 42.84% of the Company’s shares as at 30 June 2011 (2010: approximately 42.84%). In addition, through CES Global Holding (Hong Kong) Limited, a wholly owned subsidiary of CEA Holding, CEA Holding owns approximately 17.09% of the Company’s shares as at 30 June 2011 (2010: approximately 17.09%).
 
 
(a)
Related party transactions
 
     
(Unaudited)
 
     
Income/(expense or payments)
 
     
Six months ended 30 June
 
     
2011
   
2010
 
Nature of transactions
Related party
  RMB’000     RMB’000  
               
With CEA Holding or companies directly
             
or indirectly held by CEA Holding:
             
               
Interest income on deposits at an average
Eastern Air Group
    11,370       5,784  
rate of 0.36% per annum
Finance Co., Ltd.
               
(2010: 0.36% per annum)
(“Eastern Finance”)
               
                   
Interest expense on loans at an average
Eastern Finance
    (32,227 )     (25,966 )
rate of 4.88% per annum (2010: 4.39%
                 
per annum)
                 
                   
Interest expense on loans at an average
CEA Holding
    (460 )     (2,373 )
rate of 5.18% per annum (2010: 5.14%
                 
per annum)
                 
                   
Commission expense on air tickets sold on
Shanghai Dongmei
    (8,756 )     (5,242 )
behalf of the Group, at rates ranging from
Aviation Travel Co.,
               
3% to 9% of the value of tickets sold
Ltd. (“Shanghai
               
 
Dongmei”) and its
               
 
subsidiaries
               
                   
Handling charges of 0.1% to 2% for
Eastern Aviation
    (23,562 )     (26,989 )
purchase of aircraft, flight equipment,
Import & Export Co.,
               
flight equipment spare parts, other
Ltd. (“Eastern Import
               
property, plant and equipment
& Export”)
               
                   
Repairs and maintenance expense for
Shanghai Eastern
    (24,914 )     (29,542 )
aircraft and engines
Union Aviation
               
 
Wheels &
               
 
Brakes Overhaul
               
 
Engineering Co.,
               
 
Ltd.
               
                   
 
Shanghai Technologies
    (82,097 )     (82,455 )
 
Aerospace Co., Ltd.
               
                   
 
Shanghai Pratt &
    (496,763 )     (302,916 )
 
Whitney Aircraft
               
 
Engine Maintenance
               
 
Co., Ltd.
               

 
– 25 –

 
 
     
(Unaudited)
 
     
Income/(expense or payments)
 
     
Six months ended 30 June
 
     
2011
   
2010
 
Nature of transactions
Related party
  RMB’000     RMB’000  
               
Supply of food and beverages
Shanghai Eastern Air
    (236,572 )     (245,664 )
 
Catering Co., Ltd.
               
 
and its subsidiaries
               
                   
Acquisition of air cargo business related
CEA Holding
    (187,729 )      
assets and liabilities                  
                   
Advertising expense
Eastern Aviation
    (12,797 )     (6,732 )
 
Advertising Services
               
 
Co., Ltd.
               
                   
Media royalty fee
Eastern Aviation
    6,450        
 
Advertising Services
               
 
Co., Ltd.
               
                   
Maintenance and repair services fee
CEA Development
    (27,163 )     (19,313 )
 
Co., Ltd. and its
               
 
subsidiaries
               
                   
 
Shanghai Hute
    (14,320 )     (13,458 )
 
Aviation Technology
               
 
Co., Ltd.
               
                   
Land and building rental
CEA Holding
    (21,751 )     (27,570 )

 
(b)
Balances with related parties
 
 
(i)
Amounts due from related parties
 
     
(Unaudited)
   
(Audited)
 
     
30 June
   
31 December
 
Nature
Company
 
2011
   
2010
 
      RMB’000     RMB’000  
               
Trade receivables
Kunming Dongmei
           
 
Aviation Travel Co.,
           
 
Ltd.
    11,228       12,879  
 
Shanghai Eastern Aviation
               
 
International Travel and
               
 
Transportation Co., Ltd.
    11,012       11,012  
 
Others
    17,048       14,099  
                   
        39,288       37,990  
                   
Other receivables
Eastern Import & Export
    195,744       63,138  
 
CEA Holding
    59,732       43,282  
 
Eastern China Kaiya
               
 
System Integration
    32,252       18,605  
 
Others
    32,071       27,706  
                   
        319,799       152,731  

 
– 26 –

 

All the amounts due from related parties are trade in nature, interest free and payable within normal credit terms given to trade customers.
 
 
(ii)
Amounts due to related parties
 
     
(Unaudited)
   
(Audited)
 
     
30 June
   
31 December
 
     
2011
   
2010
 
Nature
Company
  RMB’000     RMB’000  
               
Trade payables and
Eastern Import & Export
    500,459       375,602  
notes payable
Shanghai Eastern Air
               
 
Catering Co., Ltd.
    11,191       23,743  
 
Others
    55,577       78,859  
                   
        567,227       478,204  
                   
Other payables and accrued
CEA Holding
    165,681       69,864  
expenses
Others
    16,515       13,777  
                   
        182,196       83,641  

Except for part of the amounts due to CEA Holding, which are reimbursement in nature, all other amounts due to related parties are trade in nature. All notes payable amounts due to related parties are interest free and payable within normal credit terms given by trade creditors.
 
 
(iii)
Short-term deposits and borrowings with an associate and CEA Holding
 
   
Average interest rate
   
(Unaudited)
   
(Audited)
 
   
30 June
   
31 December
   
30 June
   
31 December
 
   
2011
   
2010
   
2011
   
2010
 
                RMB’000     RMB’000  
Short-term deposits (included in
                       
Prepayments, Deposits and
                       
Other Receivables) in Eastern
                       
Finance
    0.36 %     0.36 %     1,247,087       1,137,218  
                                 
Short-term loans (included in
                               
Borrowings) from
                               
Eastern Finance
    4.56 %     4.26 %     177,659       1,286,227  
                                 
Long-term loans (included in
                               
Borrowings) from
                               
Eastern Finance
    5.27 %     5.00 %     95,000       295,000  
                                 
Long-term loans (included in
                               
Borrowings) from CEA Holding
    5.18 %     5.18 %           32,000  

 
(c)
Guarantees by holding company
 
As at 30 June 2011, bank loans of the Group with an aggregate amount of RMB284 million (2010: RMB575 million) were guaranteed by CEA Holding.

 
– 27 –

 

26.
 
SEASONALITY
 
 
The civil aviation industry is subject to seasonal fluctuations, with peak demand generally in the third quarter of the year. As such, the revenues and results of the Group in the first half of the year are generally lower than those in the second half of the year.
 
27.
 
POST BALANCE SHEET EVENT
 
 
In August 2011, a wholly owned subsidiary of the Company, Eastern Air Overseas (Hong Kong) Corporation Limited (“the Issuer”) issued bond at face value of RMB2.5 billion with 3 years maturity and bear interest at 4% per annum (“the Bonds”). The Company has unconditionally and irrevocably guaranteed the due payment of all sums expressed to be payable by the Issuer under the Bonds.

 
– 28 –

 

SELECTED OPERATING INFORMATION
                 
                   
   
For the six months ended 30 June
 
   
2011
   
2010
   
Change
 
                   
Capacity
                 
ATK (available tonne – kilometres)
                 
(millions)
    8,801.27       8,586.24       2.50 %
 Domestic routes     4,823.68       4,637.30       4.02 %
 International routes     3,577.97       3,562.90       0.42 %
 Regional routes     399.62       386.05       3.52 %
                         
ASK (available seat – kilometres)
                       
(millions)
    62,298.77       56,381.76       10.49 %
 Domestic routes     42,687.84       40,053.68       6.58 %
 International routes     16,904.96       13,728.68       23.14 %
 Regional routes     2,705.97       2,599.39       4.10 %
                         
AFTK (available freight tonne –
                       
kilometres) (millions)
    3,194.38       3,511.89       –9.04 %
 Domestic routes     981.77       1,032.47       –4.91 %
 International routes     2,056.52       2,327.32       –11.64 %
 Regional routes     156.08       152.10       2.62 %
                         
Hours flown (thousands)
    622.17       570.83       8.99 %
                         
Traffic
                       
RTK (revenue tonne – kilometres)
                       
(millions)
    6,250.89       5,934.42       5.33 %
 Domestic routes     3,488.23       3,248.54       7.38 %
 International routes     2,517.98       2,442.74       3.08 %
 Regional routes     244.69       243.14       0.64 %
                         
RPK (revenue passenger – kilometres)
                       
(millions)
    48,563.76       42,742.54       13.62 %
 Domestic routes     34,140.21       30,907.92       10.46 %
 International routes     12,510.66       9,949.62       25.74 %
 Regional routes     1,912.89       1,885.00       1.48 %
                         
RFTK (revenue freight tonne – kilometres)
                       
(millions)
    1,921.19       2,122.40       –9.48 %
 Domestic routes     439.60       489.30       –10.16 %
 International routes     1,406.24       1,557.21       –9.69 %
 Regional routes     75.36       75.88       –0.69 %
                         
Number of passengers carried (thousands)
    33,245.59       30,120.07       10.38 %
 Domestic routes     28,445.13       25,763.19       10.41 %
 International routes     3,443.81       3,029.27       13.68 %
 Regional routes     1,356.64       1,327.61       2.19 %

 
– 29 –

 

   
For the six months ended 30 June
 
   
2011
   
2010
   
Change
 
                   
Weight of freight carried (kg) (millions)
    666.49       719.02       –7.31
%
 Domestic routes     331.41       361.52       –8.33
%
 International routes     275.17       299.77       –8.21
%
 Regional routes     59.92       57.73       3.79
%
                         
Load factors
                       
Overall load factor (%)
    71.02       69.12       1.9
pts
 Domestic routes     72.31       70.05       2.26
pts
 International routes     70.37       68.56       1.81
pts
 Regional routes     61.23       62.98       –1.75
pts
                         
Passenger load factor (%)
    77.95       75.81       2.14
pts
 Domestic routes     79.98       77.17       2.81
pts
 International routes     74.01       72.47       1.54
pts
 Regional routes     70.69       72.52       –1.83
pts
                         
Freight load factor (%)
    60.14       60.43       –0.29
pts
 Domestic routes     44.78       47.39       –2.61
pts
 International routes     68.38       66.91       1.47
pts
 Regional routes     48.28       49.89       –1.61
pts
                         
Yields and costs
                       
Revenue tonne – kilometres yield (RMB)
    5.66       5.08       11.42
%
 Domestic routes     6.68       5.98       11.71
%
 International routes     4.07       3.66       11.20
%
 Regional routes     7.54       7.31       3.15
%
                         
Passenger – kilometres yield (RMB)
    0.65       0.60       8.33
%
 Domestic routes     0.66       0.61       8.20
%
 International routes     0.61       0.57       7.02
%
 Regional routes     0.80       0.76       5.24
%
                         
Freight tonne – kilometres yield (RMB)
    1.86       1.98       -6.06
%
 Domestic routes     1.44       1.30       10.77
%
 International routes     1.87       2.07       -9.66
%
 Regional routes     4.19       4.54       -7.71
%

 
– 30 –

 

MANAGEMENT DISCUSSION AND ANALYSIS

Review of operations
 
In the first half of 2011, confronted by the complex domestic and international economic and social environment, such as high oil prices, high inflation, interest rate hikes and concerns over Japan’s nuclear safety, the Group paid much attention to market changes and acted prudently yet proactively based on latest market development to facilitate its hub construction on the basis of its enhanced safety management, further optimizing its route network in adherence to our approach of organic growth. It took full advantage of the opportunity brought by its accession to SkyTeam by vigorously facilitating the construction of its service product system and enhance the quality of the Group’s services. Efforts were made to continue to gain depth in the restructuring of the Company and Shanghai Airlines Co., Ltd. (“Shanghai Airlines”), completing the restructuring of the three major cargo airlines (namely China Cargo Airlines Co., Ltd. (“China Cargo Airlines”), Shanghai Airlines Cargo International Co., Ltd. (“Shanghai Cargo Airlines”) and Great Wall Airlines) to increase the efficiency of resource utilization. In addition to the reform of the Group’s position-based pay scale, the Group strengthened its core management, boosted its competitiveness and generated sound results of operations despite the complexity of the operating environment.

In the first half of 2011, the Group completed (i) the purchase and finance lease of seven aircraft in total, including five A320 aircraft and two A321 aircraft; (ii) the operating-lease of three aircraft, including two B737-800 aircraft and one B777F aircraft; (iii) the disposal of six aircraft, including surrender of the lease of four MD11F aircraft, one CRJ200 aircraft and one B767 aircraft; (iv) the purchase of assets of Great Wall Airlines by China Cargo Airlines, adding three B747 aircraft. As at 30 June 2011, the Group operated a fleet of 362 aircraft, including 344 passenger aircraft and 18 freighters.

During the first half of 2011, the Group introduced eight new domestic routes including Shanghai-to-Lijiang and Hangzhou-to-Urumqi routes; an international route of Shanghai-to-Rome; and increased the frequency of flights in its international routes such as Shanghai-to-Sydney and Shanghai-to-Melbourne. In response to the change in the Japanese market following the Japan earthquake, the Group redeployed its capacity promptly by diverting some capacity away from Japanese routes to domestic routes through measures such as cancellation of routes, reduction of flight frequency and replacement of aircraft models. Furthermore, in terms of freight transportation, the Group opened two new (one domestic and one international) freight routes, namely Shanghai-to-Beijing and Shanghai-to-Singapore. The development and adjustment of routes have extended the coverage of the Group’s route network in mainland China as well as other regions in Asia, while at the same time adding to the variety of routes of the Group in the European and the United States markets.

 
– 31 –

 

The major business developments of the Group for the first half of 2011 are presented as follows:

Safety Management
 
In the first half of 2011, with the core theme of “Enhancing Safety Management Level through the Safety Management System (SMS)”, the Company strengthened its fundamentals such as safety education, training and operation, with the aim of ensuring aviation safety. As of July 2011, the Company had attained 5 million hours of safe flying in a row, and was awarded the “Flight Safety Five-star Award” 飛行安全五星獎 by the Civil Aviation Administration of China.

Passenger Traffic Business
 
In the first half of 2011, the Group actively adjusted the deployment of its capacity, through enlarging the capacity deployed in core markets and major markets such as Shanghai, Xi’an and Kunming, while at the same time, striving to raise the operating capability of international routes, increase high end cabin prices for international long haul routes, increase the proportion of pre-sold seats of the first class and business class cabins, thereby increasing the sales revenue of the two cabins. The Group has also accelerated the integration of the markets of the Company and Shanghai Airlines. The control of the Group over target passenger traffic market was significantly strengthened resulting in significant synergetic effect. Furthermore, the Group actively developed air-rail transportation products to push ahead the implementation of “Integration of Yangtze River Delta Market” strategy.

Freight Business
 
In the first half of 2011, amid the overall downturn of the freight market, the Group completed the integration of the three major cargo airlines (China Cargo Airlines, Shanghai Cargo Airlines and Great Wall Airlines). Upon completion of the restructuring, the fleet size of the new China Cargo Airlines reached 18 aircraft, China Cargo Airlines also aligned its market organization and sales policies, while optimizing its deployment of capacity, and consolidated the Group’s market share in Shanghai’s freight transportation market. At the same time, the new China Cargo Airlines through enriching its sales and marketing, including stepping up sales efforts at key transit points to raise the pre-sold proportion of transits; expanding the sales range for the transportation of special cargoes and opening up new sales channels of special cargoes such as gauge cargoes; facilitating the pre-sale model to stabilize level of revenue; closely managing the detailed marketing arrangement of the Yangtze River Delta and strengthened the sales capability in Yangtze River Delta markets, thereby had increased the sources of income.

Costs Control
 
During the first half of 2011, the Group adjusted its fleet structure to lower operating costs; adjusted its debt structure to save finance costs; maintained its overall budget management to reduce controllable expenses; commenced its cost optimizing management to lower costs and focused on implementing the three major projects namely catering and in-flight supplies, aircraft maintenance and general expenses; and accelerated the disposal of non-performing assets and idle assets to improve liquidity of assets for raising the efficiency of asset utilization.

 
– 32 –

 

Joining SkyTeam
 
The Company officially joined the SkyTeam on 21 June 2011. To date, the Company has signed code-sharing agreements with 11 SkyTeam member airlines, and entered into VIP lounges and frequent flyer co-operation agreements with 13 member airlines. The Company actively participated in the development of projects relating to the SkyTeam to strengthen international cooperation in order to provide quality and extensive air transport services to both domestic and overseas passengers.

Raising Service Quality
 
During the first half of 2011, the Group optimised its service standards and business processes and striving to improve its service quality. With respect to soft services, the Group amended and enhanced its cabin service standard, optimised ground service processes and meal delivery service processes, strengthened the training of staff’s service skills, and improved staff’s communication skills in serving travellers. With respect to hard services, the Group accelerated the retirement of old aircraft; established and optimised the standards of the Group’s cabin facilities configuration; integrated and upgraded the VIP lounges at major airports to provide travellers with a more comfortable pre-flight environment; accelerated the upgrade of in-flight entertainment to add varieties to the system; carried out the design of in-flight supplies system and provided more meal choices to raise standards; and optimise catering and in-flight supplies in first class and business class cabins.

Information Technology
 
In the first half of 2011, the Group was committed to enhancing its ability to support its IT strategy. In terms of sales and marketing, it completed the integration of the e-commerce websites of the Company, Shanghai Airlines and China United Airlines Co., Ltd., released overseas websites with various language versions in order to better support the Group’s promotional and marketing activities in overseas markets. In terms of services, efforts were made to provide travellers with additional better quality services and with more features through upgrading and renovating a number of projects, such as the three major systems (i.e. reservations, departure and frequent flyers) and call centers, the further expansion of self-service projects including pioneering the use of a customized departure system at the Hongqiao hub, and the gradual expansion of the coverage of self-service check-in and mobile check-in services. In terms of operational management, the Group completed the integration of the operational control systems of the Company and Shanghai Airlines, as well as the integration of their respective aircraft maintenance systems.

Fulfilling Social Responsibilities
 
In the first half of 2011, the Group was actively involved in important world events, such as the evacuation of Chinese citizens from Egypt and Libya, as well as emergency earthquake transport support in Yunnan and Japan. With the Group’s quick response, precise arrangements and its courage to overcome hardship and difficulties, 53 overtime charter flights were successfully sent to evacuate 12,000 passengers and provide 143 tonnes of supplies for the purposes of evacuation, disaster relief and peacekeeping.

 
– 33 –

 

Operating revenues
 
In the first half of 2011, the total traffic volume of the Group was 6,251 million tonne-kilometres, representing an increase of 5.33% from the same period last year, while traffic revenues were RMB35,375 million, representing an increase of 17% from the same period last year.

In the first half of 2011, passenger traffic volume was 48,564 million passenger-kilometres, representing an increase of 13.62% from the same period last year. Compared to the same period last year, passenger revenues increased by 22.58% to RMB31,794 million, accounting for 89.88% of the Group’s transportation revenues.

In the first half of 2011, passenger traffic volume on domestic routes was 34,140 million passenger-kilometres, representing an increase of 10.46% from the same period last year. Compared to the same period last year, domestic passenger revenues increased by 20.50% to RMB22,653 million, accounting for 71.25% of total passenger revenues.

In the first half of 2011, passenger traffic volume on international routes was 12,511 million passenger-kilometres, representing an increase of 25.74% from the same period last year. Compared to the same period last year, international passenger revenues increased by 33.39% to RMB7,611 million, accounting for 23.94% of total passenger revenues.

In the first half of 2011, passenger traffic volume on regional routes was 1,913 million passenger-kilometres, representing an increase of 1.48% from the same period last year. Compared to the same period last year, regional passenger revenues increased by 6.77% to RMB1,530 million, accounting for 4.81% of total passenger revenues.

In the first half of 2011, cargo and mail traffic volume was 1,921 million tonne-kilometres, representing a decrease of 9.48% from the same period last year. Freight transport revenues were RMB3,581 million, representing a decrease of 14.96% from the same period last year, accounting for 10.12% of the Group’s transportation revenue.

In the first half of 2011, other major operating revenues of the Group amounted to RMB2,704 million, representing a decrease of 9.23% compared to the same period last year. The decrease was mainly attributable to the decrease in total revenue of the subsidiaries of the Group due to the disposal of certain subsidiaries of the Company, including Shanghai Aviation Import & Export Co., Ltd., in 2010.

Operating expenses
 
The total operating costs of the Group for the first half of 2011 increased by 17.10% to RMB36,188 million compared to the same period last year.

In the first half of 2011, the Group’s expenditure on aircraft fuel was RMB13,377 million, representing an increase of 33.51% compared to the same period last year and accounting for 36.97% of operating costs. This increase was mainly attributable to an increase of approximately 6.05% in the aviation oil consumption of the Group as well as an increase of 25.89% in average oil prices both compared to the same period last year.

 
– 34 –

 

In the first half of 2011, net gain on changes in fair value of the Company was approximately RMB85 million, representing a decrease of 61.92% compared to the same period last year, which primarily consisted of a net gain on changes in fair value arising from crude oil option contracts of approximately RMB66 million, representing a decrease of 70.36% compared to the same period last year. It was primarily attributable to the decrease in fair value arising from aviation oil hedging option contracts, which in turn resulted from the year-on-year decrease in the exposure of unsettled crude oil options at the end of June 2011. In the first half of 2011, cash inflow upon settlement of crude oil option contracts of the Company was approximately RMB34 million. As at 31 December 2011, the crude oil option contracts of the Group will expire.

In the first half of 2011, the Group’s take-off and landing charges were RMB3,889 million, representing an increase of 14.33% from the same period last year, and was mainly attributable to the year-on-year increase in the number of take-offs and landings, as well as an increase in unit price of the average costs of take-offs and landings.

In the first half of 2011, the Group’s depreciation and amortisation were RMB3,360 million, representing an increase of 4.45% compared to the same period last year.

In the first half of 2011, the Group’s wages, salaries and benefits expenses were RMB4,194 million, representing an increase of 19.66% compared to the same period last year and accounting for 11.59% of the operating costs. This was primarily due to an increase in salaries for staff members, an increase in the hourly flying costs and an increase in performance-based bonuses paid to staff members resulted from better performance of the Company.

In the first half of 2011, the Group’s aircraft maintenance expenses were RMB1,853 million, representing a decrease of 7.03% compared to the same period last year.

In the first half of 2011, the Group’s in-flight food and beverages expenses were RMB963 million, representing an increase of 37.39% compared to the same period last year, primarily due to the improvement of food quality and an increase in food prices.

In the first half of 2011, the Group’s aircraft operating lease rentals were RMB1,935 million, representing an increase of 0.94% compared to the same period last year.

In the first half of 2011, the Group’s selling and marketing expenses were RMB1,770 million, representing an increase of 11.17% compared to the same period last year.

In the first half of 2011, the Group’s payment of civil aviation infrastructure levies increased by 6.73% to RMB655 million compared to the same period last year.

In the first half of 2011, the Group’s office, administrative and other expenses were RMB3,716 million, which remain the same level as compared to the same period last year.

 
– 35 –

 

Other operating income
 
In the first half of 2011, the Group’s other operating income increased by 19.55% to RMB379 million, compared to the same period last year, mainly as a result of the increase in government subsidies received by the Company in the first half of 2011 for various routes as compared to the same period last year.

Finance income and finance costs
 
In the first half of 2011, the Group’s finance income was RMB855 million, primarily due to the steady decrease in the USD to RMB foreign exchange rate during the period, and resulted in a net foreign exchange gain of RMB818 million, representing an increase of 425.27% as compared to the same period last year. Finance costs for the current period were RMB716 million, representing a decrease of 8.41%, as compared to the same period last year. This is primarily comprised a decrease of interest accrued on loans from banks and other financial institutions as well as decreased interest accrued on finance lease obligations.

The Group generally utilises foreign exchange hedging contracts to reduce the risks in exchange rate risks for foreign currency revenues from ticket sales and expenses that are settled in foreign currencies. The Group’s foreign currency exchange mainly involves the sales of Japanese Yen or the purchase of US dollars at fixed exchange rates. As at 30 June 2011, the foreign currency hedging contracts held by the Group that are still open amounted to a notional amount of USD41 million (31 December 2010: USD48 million), which will expire during the period between 2011 and 2017.

Operating profit
 
The Group’s profit attributable to owners of the parent for the six months ended 30 June 2011 was RMB2,279 million, while its earnings per share attributable to owners of the parent was RMB0.20. The weighted average number of ordinary shares of the Company issued and outstanding as at 30 June 2011 was 11.277 billion shares.

Liquidity, capital resources and capital structure

The Group generally finances its working capital requirements through business operations and short-term bank loans. As at 30 June 2011 and 30 June 2010, the Group had cash and cash equivalents of RMB4,286 million and RMB4,461 million, respectively. Net cash inflow generated from the Group’s operating activities was RMB5,515 million and RMB4,821 million, respectively for the said period. Other than expenditure on operating costs, the Group’s primary cash requirements in the first half of 2011 were for acquisitions of, and improvements in, aircraft and flight equipment, and for the payment of related indebtedness. During the period ended 30 June 2011 and 30 June 2010, the Group’s net cash employed in investment activities was RMB5,527 million and RMB4,701 million, respectively. During the period ended 30 June 2011 and 30 June 2010, the net cash inflow generated from the Group’s financing activities was RMB1,230 million and RMB2,626 million, respectively, and was mainly derived from bank borrowings.

 
– 36 –

 

The Group generally operates with net current liabilities. As at 30 June 2011, the Group’s current liabilities exceeded its current assets by RMB30,954 million. The Group has previously arranged, and believes it will be able to continue to arrange, short-term loans through domestic foreign banks in the PRC to meet its working capital requirements.

The Group monitors its capital on the basis of its gearing ratio, which is calculated as total liabilities divided by total assets. As at 30 June 2011, the gearing ratio of the Group was 0.82.

As at 31 December 2010 and 30 June 2011, the Group’s short-term loans were RMB11,193 million and RMB13,507 million, respectively, and the Group’s long-term loans were RMB27,373 million and RMB26,335 million, respectively. As at 31 December 2010, the Group’s long-term loans payable within two years, from three to five years and beyond five years were RMB12,180 million, RMB8,672 million and RMB6,521 million, respectively, as compared to RMB14,151 million, RMB5,971 million and RMB6,213 million, respectively, as at 30 June 2011.

The Group’s obligations under finance leases as at 31 December 2010 and 30 June 2011 were RMB19,208 million and RMB19,266 million, respectively. As at 31 December 2010, the Group’s lease obligations payable within two years, from three to five years and beyond five years were RMB4,381 million, RMB6,889 million and RMB7,938 million, respectively, as compared to RMB4,648 million, RMB7,080 million and RMB7,538 million, respectively, as at 30 June 2011.

As at 31 December 2010, the Group’s loans comprised USD-denominated loans equivalent to RMB22,072 million, and RMB-denominated loans of RMB16,494 million. Fixed-interest rate loans accounted for 16.80% of the total loans, and floating-interest rate loans accounted for 83.20% of the total loans. As of 30 June 2011, the Group’s loans comprised USD-denominated loans equivalent to RMB22,965 million and RMB-denominated loans of RMB16,877 million. Fixed-interest rate loans accounted for 8.68% of total loans, and floating-interest rate loans accounted for 91.32% of total loans.

As at 31 December 2010, the Group’s obligations under finance leases comprised USD-denominated obligations equivalent to RMB16,740 million, RMB-denominated obligations of RMB1,435 million and Singapore dollar-denominated obligations equivalent to RMB1,033 million. As at 30 June 2011, the Group’s obligations under finance leases comprised USD-denominated obligations equivalent to RMB17,149 million, RMB-denominated obligations of RMB1,265 million and Singapore dollar-denominated obligations equivalent to RMB852 million. As at 31 December 2010 and 30 June 2011, the Group’s finance leases comprised only floating-rate obligations.

Pledges on assets and contingent liabilities
 
The Group generally finances the purchases of aircraft, which is then secured by its assets. As at 30 June 2011, the total value of the Group’s secured assets was RMB19,432 million, representing a decrease of 6.58%, from RMB20,800 million as at 31 December 2010.

 
– 37 –

 

Employees
 
As at 30 June 2011, the Group had approximately 57,212 employees, the majority of whom were located in the PRC. The wages of the Group’s employees generally consisted of basic salaries and performance bonuses. In the first half of 2011, the Group was not involved in any major labour disputes with its employees, nor did it experience a substantial decrease in employees headcount. In addition, the Group did not encounter any difficulty in recruiting new employees.

Outlook for the second half of 2011
 
The Group would like to caution readers of this announcement that this announcement contains certain forward-looking statements, including descriptions of the Group’s future operating plans for the second half of 2011 and beyond, and forward-looking statements relating to the global and Chinese economies and the aviation markets. Such forward-looking statements are subject to many uncertainties and risks, and actual events may be materially different from that which is described in these forward-looking statements.

Despite the sound operating efficiency of the Group in the first half of 2011, the Group is fully aware of the challenges ahead, which may hinder its future development. These factors include the increased uncertainty and volatility of the global economy, as the effects of inflation may affect economic recovery and result in an negative impact on the growth of the aviation industry. In addition, the expectation of future interest rate increases in the PRC may further increase the Group’s finance costs. Lastly, pressures relating to the Group’s fuel costs pressure is still relatively high, despite recent decreases in international crude oil prices.

Taking into account the complexity of the current economic environment and the day-to-day conditions of the Group, the following are some of the Group’s planned measures:

(1)
Adhering to the “Safety First, Prevention as Priority, Comprehensive Management, Continuous Improvement” approach, the Group will continue to improve the quality of SMS operations, operations firmly implement measures, strengthen supervision and inspection, further enhance its safety responsibility system and reinforce the foundations of safety management.
 
(2)
Continue to optimize the deployment of capacity, reasonably adjust the structure of route networks, seek potential destinations for domestic flights, and strengthen the Group’s operating capabilities for international routes by utilising alliance resources available from SkyTeam.
 
(3)
Firmly implement the strategy of “Integration of the Yangtze River Delta Market” in order to thoroughly explore air-rail transportation products; deepen structural reform and strengthen sales and marketing in passenger and cargo transportation markets to diversify the operating capabilities of the Group.
 
(4)
Endeavour to enhance the service quality, enhance the service management system, optimise service products, improve service standards, standardize service processes, strengthen service awareness, enhance integrated service capabilities, reasonably increase resources deployment and improve hardware facilities.

 
– 38 –

 

(5)
Based on a cost optimisation strategy, adopt various measures to reduce costs and expenses; strengthen capital strategies and lower finance costs.
 
(6)
Based on the formation of a risk management and internal control system established in the first half of 2011, the Company will continue to thoroughly optimise and enhance our risk management and internal control, with a view of providing strong support for the implementation of the Company’s mid and long-term development strategies.

FLEET PLANNING
 
As at 30 June 2011, the following sets forth details of our aircraft that are on order, and are scheduled and/or expected to be introduced and put into service, as of the periods below:

     
Type of
 
Number of
Year of Delivery
aircraft
 
aircraft
       
Second half of 2011
A320
 
12
     
A332
 
2
     
B737-700
 
2
     
B737-800
 
1
     
B777F
 
1
       
2012
A319
 
7
     
A320
 
19
     
A321
 
5
     
A330
 
6
     
B737-700
 
2
     
B737-800
 
10
 
MATERIAL MATTERS
 
1. 
Dividends
 
The Board did not recommend a payment of any interim dividend for the half year ended 30 June 2011.

 
– 39 –

 
 
2. 
Share capital structure
 
         
Approximate
 
   
Total number
   
percentage of
 
   
of Shares
   
shareholding
 
         
(%)
 
             
I.      A shares            
1.     Listed shares with trading moratorium     5,120,263,860       45.41  
2.     Listed shares without trading                
moratorium     2,661,950,000       23.60  
                 
II.     H shares     3,494,325,000       30.99  
                 
III.    Total number of shares     11,276,538,860       100  

3.
 
Purchase, sale or redemption of securities
 
 
During the half year ended 30 June 2011, neither the Company nor its subsidiaries purchased, sold or redeemed any of its issued securities (“securities” having the meaning ascribed thereto under Section 1 of Appendix 16 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”)) without taking into account any issue of new securities.
 
 
During the six months ended 30 June 2011, the Company has adopted a model code on no less exacting terms than the Model Code as its code of conduct regarding the securities transactions of the directors of the Company (the “Directors”). Having made specific enquiries to all the Directors, it is the Company’s understanding that the Directors have complied with the required standards of conduct as set forth in the Model Code and its code of conduct regarding Directors’ securities transactions.
 
4.
 
Corporate Governance Practices
 
 
The Board has reviewed the relevant provisions and corporate governance practices under the codes of corporate governance practices adopted by the Company, and is of the view that the Company’s corporate governance practices for the six months ended 30 June 2011 met the requirements under the code provisions in the Code on Corporate Governance Practices set out in Appendix 14 to the Listing Rules.
 
5.
 
Material litigation and arbitration
 
 
For the half year ended 30 June 2011, the Group was not involved in any material litigation or arbitration.
 
6.
 
Audit and Risk Management Committee
 
 
The Audit Committee has reviewed the accounting principles and methods adopted by the Group with the management of the Company, and has discussed with the Board the relevant internal control and financial reporting issues, including a review of the unaudited interim financial statements for the six months ended 30 June 2011.

 
– 40 –

 

The Audit Committee does not have any differences in opinion on the accounting principles and methodology adopted by the Group.
 
7.
 
Changes in personnel
 
 
Date of
   
 
Appointment/
Approval
 
Name
Termination
Organisation
Position
       
Termination
     
       
Luo Chaogeng
29 June 2011
2010 annual general
Director
   
meeting
 
Liu Jiangbo
13 June 2011
6th meeting of the
Chairman of the
   
sixth session of
Supervisory
   
the Supervisory
Committee
   
Committee
 
Liu Jiangbo
29 June 2011
2010 annual general
Supervisor
   
meeting
 
       
New Appointment
     
       
Li Yangmin
29 June 2011
2010 annual general
Director
   
meeting
 
Yu Faming
29 June 2011
2010 annual general
Supervisor
   
meeting
 
Yu Faming
29 June 2011
7th meeting of the
Chairman of the
   
sixth session of
Supervisory
   
the Supervisory
Committee
   
Committee
 

8.
 
Miscellaneous
 
 
The Company would like to highlight the following information:
 
 
(1)
On 1 August 2011, Eastern Air Overseas (Hong Kong) Corporation Limited, a subsidiary of the Group, issued guaranteed Renminbi-denominated bonds of RMB2.5 billion with an interest rate of 4% per annum for a period of three years with a maturity date of 8 August 2014. The issuance was completed on 8 August 2011. For further details, please refer to the announcement of the Company issued in Hong Kong dated 2 August 2011.

 
– 41 –

 

 
(2)
The annual caps for the continuing connected transactions of the Company, which were approved by the Board and at the general meeting of the Company, and their actual amounts incurred up to 30 June 2011 are set out as follows:

 
Incurred up to
The approved
Category
30 June 2011
2011 annual caps
 
(RMB)
(RMB)
     
Financial services (balance of deposit)
1,250 million 4,000 million
Catering services
236.572 million 825 million
Import and export agency services
23.562 million 81.9 million
Maintenance services
27.163 million 103.32 million
Property leasing
21.751 million 79.8 million
Advertising agency services
12.797 million 36 million
Sales agency services (agency fees)
8.756 million 80 million
Media resources operation services
6.45 million 40 million
 
 
By order of the Board
China Eastern Airlines Corporation Limited
Liu Shaoyong
Chairman
 
Shanghai, the People’s Republic of China
29 August 2011

As at the date of this announcement, the Directors are:

Liu Shaoyong
(Chairman)
Li Jun
(Vice Chairman)
Ma Xulun
(Director, President)
Li Yangmin
(Director, Vice President)
Luo Zhuping
(Director, Company Secretary)
Sandy Ke-Yaw Liu
(Independent non-executive Director)
Wu Xiaogen
(Independent non-executive Director)
Ji Weidong
(Independent non-executive Director)
Shao Ruiqing
(Independent non-executive Director)
 
 
– 42 –

 

SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
     
China Eastern Airlines Corporation Limited
 
     
(Registrant)
 
         
           
Date
August 30, 2011  
By
/s/ Luo Zhuping  
        Name: Luo Zhuping  
        Title: Director and Company Secretary