20-F 1 v437560_20f.htm FORM 20-F UNITED STATES SECURITIES AND EXCHANGE COMMISSION,WASHINGTON, D.C. 20549 FORM 20-F REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to OR SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report _____________ Commission file number 1-14660 (Exact name of Registrant as specified in its charter) CHINA SOUTHERN AIRLINES COMPANY LIMITED (Translation of Registrant’s name into English) THE PEOPLE’S REPUBLIC OF CHINA (Jurisdiction of incorporation or organization) 278 JI CHANG ROADGUANGZHOU, 510405 PEOPLE’S REPUBLIC OF CHINA (Address of principal executive offices) Mr. Xie BingTelephone: +86 20 86124462E-mail: ir@csair.comFax: +86 20 86659040Address: 278 JI CHANG ROAD GUANGZHOU, 510405PEOPLE’S REPUBLIC OF CHINA (Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section 12(b) of the Act: Title of each className of each exchange on which registered Ordinary H Shares of par valueNew York Stock ExchangeRMB1.00 per share represented by American Depositary Receipts Securities registered or to be registered pursuant to Section 12(g) of the Act: None Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act. None Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report: 7,022,650,000 A Shares of par value RMB1.00 per share and 2,794,917,000 H Shares of par value RMB1.00 per share. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes  No If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.  Yes  No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes  No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes  No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer Accelerated filer Non-accelerated filer  Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: U.S. GAAP International Financial Reporting Standards as issued by the International Accounting Standards Board Other  If "Other" has been checked in response to the previous question, indicate by check mark which financial statement Item the registrant has elected to follow.  Item 17  Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes  No TABLE OF CONTENTS FORWARD-LOOKING STATEMENTS1INTRODUCTORY NOTE2GLOSSARY OF AIRLINE INDUSTRY TERMS3PART I 4ITEM 1.IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS.4ITEM 2.OFFER STATISTICS AND EXPECTED TIMETABLE.4ITEM 3.KEY INFORMATION.5A.Selected Financial Data.5B.Capitalization and Indebtedness.7C.Reasons for the Offer and Use of Proceeds.7D.Risk Factors.7ITEM 4.INFORMATION ON THE COMPANY.18A.History and Development of the Company18B.Business Overview21C.Organizational Structure43D.Property, Plant and Equipment45ITEM 4A. UNRESOLVED STAFF COMMENTS46ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS46Critical Accounting Policies46Recently Pronounced International Financial Reporting Standards48Overview48Certain Financial Information and Operating Data by Geographic Region51A.Operating Results53B.Liquidity and Capital Resources59 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES62A.Directors, Senior Manage