SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
February
23, 2010
CHINA
SOUTHERN AIRLINES COMPANY LIMITED
(Translation
of registrant's name into English)
278
Jichang Road
Guangzhou,
Guangdong 510405
People’s
Republic of China
(Address
of principal executive offices)
(Indicate
by check mark whether the registrant files or will file annual reports under
cover Form 20-F or Form 40-F.)
Form
20-F x
Form 40-F 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.)
Yes o No. x
(If "Yes"
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-________.)
China
Southern Airlines Company Limited (the “Company”) published the following
announcements on February 23, 2010 on the Hong Kong Stock Exchange’s
website:
(i) at
http://www.hkexnews.hk/listedco/listconews/sehk/20100222/LTN20100222289.pdf,
with respect to an announcement that (A) the Company has recently received
notice from China Southern Air Holding Company, the Company’s controlling
shareholder (“CSAHC”) that CSAHC will receive RMB 1.5 billion from the PRC
Ministry of Finance to be injected to the Company and (B) trading of the shares
of the Company will suspend from February 23, 2010 on the Shanghai Stock
Exchange; and
(ii) at
http://www.hkexnews.hk/listedco/listconews/sehk/20100223/LTN20100223019.PDF,
with respect to an announcement that the Company’s shares will be suspended on
the Hong Kong Stock Exchange at 9:30 a.m. on February 23, 2010 pending the
release of an announcement
An
English version of each announcement is included in this Form 6-K of the
Company.
Trading
in the Company’s American Depositary Receipts listed on the New York Stock
Exchange was similarly halted starting on February 22, 2010 (a day earlier than
the trading halts for the Company’s shares on the Shanghai Stock Exchange and
the Hong Kong Stock Exchange due to time zone differences).
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
SOUTHERN AIRLINES COMPANY LIMITED
By: /s/ Liu Wei and
Xie
Bing
Name: Liu
Wei and Xie Bing
Title:
Joint Company Secretaries
Date:
February 23, 2010
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.
OVERSEAS
REGULATORY ANNOUNCEMENT
This
announcement is published pursuant to rule 13.09(1) and (2) of the Rules
Governing the Listing of Securities on the Stock Exchange (the “Listing
Rules”).
China
Southern Airlines Company Limited (the “Company”) has published the
“Announcement on material issue and suspension of trading of shares of China
Southern Airlines Company Limited” on the website of Shanghai Stock Exchange,
the full text of which is set out below for information purpose
only.
|
By
Order of the Board
|
|
|
China
Southern Airlines Company Limited
|
|
|
Xie
Bing and Liu Wei
|
|
|
Joint
Company Secretaries
|
Guangzhou,
People's Republic of China
22
February 2010
As
at the date of this announcement, the directors of the Company include Si Xian
Min, Li Wen Xin, Wang Quan Hua, Liu Bao Heng, Tan Wan Geng, Zhang Zi Fang, Xu
Jie Bo and Chen Zhen You as executive directors; and Wang Zhi, Sui Guang Jun,
Gong Hua Zhang and Lam Kwong Yu as independent non-executive
directors.
|
Stock
short name: CSA
|
Stock
Code: 600029
|
Announcement
No.: Lin 2010-003
|
Announcement
on Material Issue and Shares Suspension of
China
Southern Airlines Company Limited
All
members of the board (the “Board”) of directors (the “Directors”) jointly and
severally warrant the truthfulness, accuracy and completeness of the contents of
this announcement, and accept responsibility for any misrepresentations,
misleading statements or material omissions contained herein.
China
Southern Airlines Company Limited (the “Company”) has recently received a notice
from China Southern Air Holding Company (the controlling shareholder of the
Company) (“CSAHC”), which stated that CSAHC had recently received “Notice on
2009 state-owned capital operation budget (allocation) granted by the Ministry
of Finance to China Southern Air Holding Company” (《財政部關於下達中國南方航空集團公司2008年中央國有資本經營預算（撥款）的通知》)
issued by the Ministry of Finance. According to the notice, the 2009 state-owned
capital operation budget granted by the Ministry of Finance to CSAHC amounted to
RMB 1.5 billion, which shall be injected to the Company to support the principal
aviation business development of the Company.
The Board
had made inquiries to the executive Directors and CSAHC (the controlling
shareholder of the Company) in respect of the abovementioned matter. CSAHC and
the Company are currently considering various possible arrangements to use the
said fund to reduce the debt ratio of the Company which will be subject to
further policy consultation with and proposal review by the relevant government
authorities from the date of this announcement, therefore there are
uncertainties over the relevant issues.
In order
to protect the interests of investors and avoid causing material impact on the
share price of the Company, trading of the shares of the Company will suspend
from 23 February 2010 onwards at the request of the Company.
The
Company hereby undertakes that, if the Company fails to make consultation to or
obtain confirmation from the relevant government authorities in respect of the
material issues within 10 trading days from the date of suspension of the
Company’s shares (including such date), or the relevant preliminary proposal is
not approved, the Company will make a separate announcement and apply for the
resumption of trading of its shares. During the period of suspension, the
Company will announce once a week on progress of the issue.
The Board
of Directors of
China
Southern Airlines Company Limited
22
February 2010
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.
SUSPENSION
OF TRADING
At the
request of China Southern Airlines Company Limited (the “Company”), trading of
the shares of the Company will be suspended with effect from 9:30 a.m. 23
February 2010, pending the release of an announcement which is of
price-sensitive in nature.
|
By
order of the Board
|
|
|
China
Southern Airlines Company Limited
|
|
|
Xie
Bing and Liu Wei
|
|
|
Joint
Company Secretaries
|
Guangzhou,
the People’s Republic of China
23
February 2010
As
at the date of this announcement, the directors of the Company include Si Xian
Min, Li Wen Xin, Wang Quan Hua, Liu Bao Heng, Tan Wan Geng, Zhang Zi Fang, Xu
Jie Bo and Chen Zhen You as executive directors; and Wang Zhi, Sui Guang Jun,
Gong Hua Zhang and Lam Kwong Yu as independent non-executive
directors.