北京德恒律师事务所 关于中国国际航空股份有限公司 2024 年度股东大会的 法律意见 an 北京德恒律师事务所 DeHeng Law Offices 北京市西城区金融街 19 号富凯大厦 B 座 12 层 电话:010-52682888 传真:010-52682999 邮编:100033 北京德恒律师事务所 关于中国国际航空股份有限公司 2024年度股东大会的法律意见 北京德恒律师事务所 关于中国国际航空股份有限公司 2024 年度股东大会的 法律意见 德恒 01G20230131-5 号 致:中国国际航空股份有限公司 北京德恒律师事务所(以下简称"本所")受中国国际航空股份有限公司(以 下简称"公司")委托,指派本所律师出席公司于 2025年 6 月 24 日召开的 2024 年度股东大会(以下简称"本次会议"),对本次会议的合法性进行见证并出具 法律意见。 本法律意见根据《中华人民共和国公司法》《中华人民共和国证券法》《上 市公司股东会规则》(以下统称"有关法律")及《中国国际航空股份有限公司 章程》(以下简称"《公司章程》")等有关法律、法规和规范性文件而出具。 为出具本法律意见,本所律师审查了公司本次 ...

证券代码：601111 证券简称：中国国航 公告编号：2025-029 中国国际航空股份有限公司 2024年度股东大会决议公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示： 本次会议是否有否决议案：无 一、 会议召开和出席情况 | 1、出席会议的股东和代理人人数 | 812 | | --- | --- | | 其中：A 股股东人数 | 807 | | 境外上市外资股股东人数（H 股） | 5 | | 2、出席会议的股东所持有表决权的股份总数（股） | 12,722,739,966 | | 股股东持有股份总数 其中：A | 9,308,035,531 | | 境外上市外资股股东持有股份总数（H 股） | 3,414,704,435 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 | 72.9163 | | 份总数的比例（%） | | 1 （一） 股东大会召开的时间：2025 年 6 月 24 日 （二） 股东大会召开的地点：中国北京市顺义区天柱路30号国航总部大楼C313 会议室 （三） 出席会议 ...

Investment Rating - The industry investment rating is "Positive" [5] Core Insights - The overall passenger load factor remains high, indicating a recovery in demand compared to the previous year [1][9] - Domestic airlines have increased capacity by 2.8% year-on-year and 4.8% month-on-month in May, driven by seasonal demand from the May Day holiday [2][13] - The passenger load factor for domestic routes improved by 0.6 percentage points month-on-month and approximately 2.8 percentage points year-on-year [29][37] - International routes saw a 20.3% year-on-year increase in capacity, although the growth rate has slowed due to a higher base from the previous year [4][48] - The overall load factor for international routes increased by 3.4 percentage points year-on-year, despite a 1.1 percentage point decrease month-on-month [4][48] Summary by Sections Domestic Routes - Capacity for domestic routes increased by 2.8% year-on-year and 4.8% month-on-month in May, with major airlines showing over 5% growth in capacity due to seasonal factors [2][14] - The overall passenger load factor for domestic airlines rose to 92% in May, recovering from a dip below 90% in April [36][43] - Major airlines have stabilized their ticket sales strategies, contributing to a more predictable pricing environment [3][10] International Routes - International capacity increased by approximately 20.3% year-on-year, with a 1.0% increase month-on-month, indicating a gradual recovery [4][48] - The load factor for international routes improved significantly year-on-year, primarily due to a low base from the previous year [4][48] - The industry anticipates continued pressure on international routes due to capacity management in domestic routes, which may lead to an oversupply situation [50] Airport Throughput - Major airports such as Shanghai and Shenzhen reported significant year-on-year increases in international passenger throughput, with growth rates of 25% and 31% respectively [55][63] - Compared to 2019, international throughput at these airports has also shown strong recovery, indicating a robust rebound in international travel [55][63]

Investment Rating - The industry investment rating is "Recommended," indicating an expected increase in the industry index exceeding the benchmark index by more than 5% in the next 3-6 months [6][57]. Core Insights - The report expresses a positive outlook on the aviation sector, particularly regarding the upcoming summer travel season, driven by improved demand and operational metrics [8]. - Key factors supporting this outlook include resilient domestic demand, ongoing recovery in international routes, and supply constraints in the market [8]. - The report highlights specific airlines, such as Huaxia Airlines and Spring Airlines, as leaders in the domestic regional market, while also noting the potential for China National Aviation to release elasticity in operations [8]. Summary by Sections Airline Data Analysis - In May, the overall ASK (Available Seat Kilometers) growth rates were led by Spring Airlines (11.5%), followed by Eastern Airlines (9.3%) and Southern Airlines (5.0%) [2]. - For RPK (Revenue Passenger Kilometers), Eastern Airlines showed the highest growth at 15.4%, with Spring Airlines at 11.7% [2]. - Cumulative data from January to May indicates Spring Airlines leading in ASK growth (8.9%) and Eastern Airlines in RPK growth (12.7%) [2]. Domestic and International Routes - Domestic routes in May saw Spring Airlines with an ASK growth of 10.9% and RPK growth of 12.0% [3]. - Internationally, Juneyao Airlines led with an ASK growth of 50.1% and RPK growth of 66.7% in May [3]. - Cumulative data for international routes from January to May shows Juneyao Airlines with a significant ASK growth of 69.5% and RPK growth of 71.2% [3]. Load Factor and Fleet Size - The load factor in May was highest for Spring Airlines at 91.1%, with a year-on-year increase of 0.1 percentage points [4]. - The total fleet size of the five listed airlines increased by 6 aircraft in May, with a year-on-year growth of 3.1% [4]. Market Performance - The aviation sector's total market capitalization is reported at 730.725 billion yuan, with a circulating market value of 514.519 billion yuan [6]. - The absolute performance of the sector over the last month was -3.3%, while the relative performance was +2.8% [6].

Group 1 - AliExpress has launched a car sales business in the Middle East, primarily featuring Chinese electric vehicles, marking it as the first platform among the "Four Little Dragons" to sell cars overseas [2] - The Industrial and Commercial Bank of China has listed its "carbon neutrality" themed green bonds on the Nasdaq Dubai, with a total issuance of $17.2 billion, compliant with international green bond principles [2] - Emirates Airlines and Air China have signed a memorandum of understanding to explore code-sharing cooperation on specific routes, enhancing their existing partnership [2] Group 2 - The Dubai Future Foundation's "Dubai Electronic Gaming Platform 2033" project has attracted over 350 gaming-related companies, with a market value projected to reach $200 billion [4] - Haitong International has begun issuing investment analysis reports on six listed subsidiaries of the Abu Dhabi National Oil Company, expecting them to benefit from trends in energy expansion and local consumption growth [4] - The Abu Dhabi Khalifa Economic Zone has announced the construction of the KIZAD Business District, aiming to create a new commercial hub in Abu Dhabi [5] Group 3 - The UAE's franchising industry has surpassed 100 billion dirhams in annual revenue, growing at an average rate of 15%, becoming a key driver of economic diversification [6] - ADNOC Gas has signed a $5 billion contract for a significant gas development project, expected to increase its EBITDA by 40% by 2029 [6] - Borouge has signed a 15-year logistics agreement worth 1.95 billion dirhams (approximately $531 million) with ADNOC L&S to enhance the export capacity of UAE's petrochemical products [7] Group 4 - Qatar is projected to account for 18.8% of global LNG exports in 2024, with a total volume of 77.23 million tons [8] - The World Bank forecasts Qatar's GDP growth rates to reach 5.4% in 2026 and 7.6% in 2027, outperforming other Gulf Cooperation Council countries [8] - Qatar's IT sector is expected to grow by $2.31 billion by 2029, driven by increasing digital applications and regulatory support [8]

（四川监管局供图） 《中国民航报》、中国民航网 记者何丹 通讯员冯洁爽 报道：6月16日，民航四川监管局组织西南空管 局、四川航空、成都航空、西藏航空、国航西南、东航四川、南航四川、长龙西南、双流机场、四川机 场地服和机场公安局等11家单位在成都双流国际机场T1和T2航站楼开展了"安全生产月"现场咨询日活 动。 下阶段，四川监管局将督促辖区单位组织开展好安全隐患排查、隐患辨识科普和消除隐患演练等一系列 行动，不断丰富安全宣传教育的形式与内容，提升安全隐患排查治理实效，对排查出的问题隐患，要实 施动态清零、闭环管理；同时要加强工作融合，以"安全生产月"为抓手，推动安全生产治本攻坚三年行 动、年度重点安全工作等重点任务落实落细，不断提升行业本质安全水平。（编辑：王亚玲 校对：孙 文瑾 审核：程凌） 本次活动紧扣"人人讲安全、个个会应急——查找身边安全隐患"主题，旨在不断提升民航从业人员和社 会公众的航空安全意识和素养，营造人人关心安全、支持安全、参与安全的浓厚氛围。活动现场，各单 位精心布置的宣传展板主题明确、图文并茂、内容丰富，吸引众多旅客驻足观看。咨询台前，工作人员 通过发放航空安全知识宣传册、讲解航空安全知 ...

Group 1 - Morgan Stanley predicts that if regional conflicts escalate, oil prices could rise to $120 per barrel [1] - The bank's forecast for Brent crude oil futures in Q1 next year is set at $55 per barrel, excluding geopolitical risk premiums or significant oil supply disruptions [1] - The bank recommends increasing positions in high-quality Asian energy companies, specifically China National Petroleum Corporation (00857.HK), raising its H-share target price to HKD 8 due to breakthroughs in Xinjiang gas fields [1] Group 2 - The bank advises selling China Petroleum & Chemical Corporation (00386.HK), anticipating disappointing Q2 performance [1] - The most bearish outlook is on airline stocks, particularly Air China (00753.HK) and China Southern Airlines (01055.HK) [1] - For shipping companies, higher freight rates are expected to offset the negative impact of increased fuel costs, with a preference for Evergreen Marine and China COSCO Shipping Corporation (01919.HK) [1]

Core Viewpoint - The competition between civil aviation and high-speed rail on the Beijing-Shanghai route is intensifying, with civil aviation showing a significant growth rate that has surpassed that of high-speed rail in recent years [3][7][12]. Group 1: Overview of the Beijing-Shanghai Route - The Beijing-Shanghai route is a critical transportation corridor connecting two of China's largest cities, with high passenger demand and profitability for both civil aviation and high-speed rail [5][13]. - The high-speed rail can cover the distance in approximately 4 hours and 18 minutes, while flights take less than 2 hours, making both modes of transport competitive [5][6]. Group 2: Recent Developments in Civil Aviation - Starting from May 2025, a new cross-airline ticket transfer service will be implemented between Shanghai Hongqiao and Beijing Capital airports, enhancing travel efficiency for passengers [6][9]. - In May 2024, passenger numbers for Eastern Airlines on the Beijing-Shanghai route increased by approximately 20.6%, while Air China saw a growth of 4.6% [10][11]. Group 3: Growth Trends and Performance Metrics - Civil aviation's passenger growth on the Beijing-Shanghai route has been remarkable, with 2023 and 2024 seeing passenger numbers of 689.9 million and 861.3 million, representing year-on-year growth of 269.52% and 24.84% respectively [11][16]. - In contrast, high-speed rail reported a decrease in passenger numbers from 5325.2 million in 2023 to 5201.6 million in 2024, with a year-on-year growth of 209.1% and a decline of 2.3% [16][17]. Group 4: Competitive Strategies - Civil aviation is adopting aggressive pricing strategies to capture market share, with average ticket prices for economy class dropping significantly [17]. - High-speed rail is responding by increasing train frequency and enhancing service quality, including flexible pricing and improved passenger experience [22][23]. Group 5: Future Outlook - The competition between civil aviation and high-speed rail is expected to continue evolving, with potential for deeper integration of services, such as "air-rail intermodal" solutions [23].

Core Viewpoint - The competition between civil aviation and high-speed rail on the Beijing-Shanghai route is intensifying, with civil aviation showing a significant growth rate that surpasses high-speed rail despite the latter having a much larger passenger volume [3][7][12]. Group 1: Overview of the Beijing-Shanghai Route - The Beijing-Shanghai route is a critical transportation corridor connecting two of China's largest cities, with a distance of approximately 1300 kilometers [5][19]. - High-speed rail offers a travel time of about 4 hours and 18 minutes, while flights take less than 2 hours [5]. - The route is characterized by high passenger demand, particularly from business travelers, making it a lucrative market for both high-speed rail and civil aviation [9][13]. Group 2: Recent Developments in Civil Aviation - Starting from May 2025, a new cross-airline ticket transfer service will be implemented between Shanghai Hongqiao and Beijing Capital airports, enhancing travel efficiency for passengers [6][9]. - In May 2024, Eastern Airlines and Air China reported a significant increase in passenger numbers on the Beijing-Shanghai route, with Eastern Airlines seeing a 20.6% year-on-year increase and Air China a 4.6% increase [10][11]. - The average seat occupancy rate for flights on this route has also improved, with Eastern Airlines reaching 92.7% and Air China 86.6% in late May 2024 [11]. Group 3: Comparison of Passenger Growth Rates - Civil aviation's passenger growth on the Beijing-Shanghai route has been remarkable, with 689.9 million and 861.3 million passengers in 2023 and 2024, respectively, reflecting year-on-year growth rates of 269.52% and 24.84% [11][16]. - In contrast, high-speed rail reported a decrease in passenger numbers, with 5325.2 million and 5201.6 million passengers in the same years, showing a growth of 209.1% and a decline of 2.3% [16][17]. - The total passenger volume for high-speed rail remains significantly higher than that of civil aviation, with high-speed rail carrying 5201.6 million passengers in 2024 compared to civil aviation's 861.3 million [11][16]. Group 4: Pricing and Market Dynamics - The average ticket price for domestic economy class flights has decreased by 15.9% year-on-year, making air travel more attractive compared to high-speed rail [17]. - On specific routes, such as Shanghai to Beijing, flight prices can be as low as 310 yuan, which is cheaper than high-speed rail tickets [17]. - The competitive pricing strategies of airlines are seen as a key factor in attracting passengers away from high-speed rail [17][21]. Group 5: Future Trends and Innovations - The civil aviation industry is encouraged to adopt practices from high-speed rail to enhance service efficiency and customer experience [22][23]. - Experts suggest that the future of competition may involve deeper integration of air and rail services, potentially through "air-rail intermodal" services [23].

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告之內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示概不會就因本公告全部或任何部分內容 而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 （於中華人民共和國註冊成立的股份有限公司） （股份代號：00753） 二零二五年五月的主要營運數據公告 隨附公告（「上交所公告」）乃由中國國際航空股份有限公司（「中國國航」）於二零二五年六 月十三日在上海證券交易所刊發，其中載有中國國航及其附屬公司（統稱「本集團」）二零 二五年五月的合併營運數據。本公告附上上交所公告乃由中國國航根據香港聯合交易所 有限公司證券上市規則（「上市規則」）第13.09條及第13.10B條，以及香港法例第571章證 券及期貨條例第XIVA部項下之內幕消息條文（定義見上市規則）而作出。 隨附上交所公告載列的數據來自本集團內部統計，可能與相關期間定期報告披露的數據 有差異。投資者應注意不恰當信賴或使用以上信息可能造成投資風險。 承董事會命 中國國際航空股份有限公司 聯席公司秘書 肖烽 浩賢 中國北京，二零二五年六月十三日 於本公告日期，本公司的董事為馬崇賢先生、王明遠先生、崔曉峰先 ...