If you are in any doubt as to any aspect of this circular, you should consult a stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser. If you have sold or transferred all your shares of China Southern Airlines Company Limited, you should at once hand this circular to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale was effected for transmission to the purchaser or the transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss however arising from or in reliance upon the whole or any part of the contents of this circular.

(a joint stock limited company incorporated in the People's Republic of China with limited liability)

(Stock Code: 1055) VERY SUBSTANTIAL ACQUISITION IN RELATION TO ACQUISITION OF AIRCRAFT

A notice convening the EGM to be held at 2:30 p.m., Friday, 16 December 2016 at No. 1 Conference Room, 4th Floor, Pearl Hotel CSN, No. 5 Road, Southern Work District, Baiyun International Airport, Guangzhou, Guangdong Province, the PRC and a form of proxy for the EGM have been despatched on 1 November 2016 and are also published on the websites of the Stock Exchange (http://www.hkexnews.hk) and the Company (http://www.csair.com).

If you are not able to attend and/or vote at the general meeting, you are strongly urged to complete the form of proxy in accordance with the instructions printed thereon and return it to the Company's branch share registrar in Hong Kong, Hong Kong Registrars Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible and in any event not later than 24 hours before the time appointed for the holding of the general meeting or any adjournment thereof. Completion and return of the form of proxy will not preclude you from attending and voting at the meeting or any adjourned meeting should you so wish.

18 November 2016

Page

1. Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 2. Letter from the Board . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 3. Appendix I - Financial Information of the Group . . . . . . . . . . . . . . . . . . . . . . . . . 10 4. Appendix II - General Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53

In this circular, the following expressions have the following meanings, unless the context requires otherwise:

"A Share(s)" A share(s) of RMB1.00 each in the capital of the Company

"Acquisition" the acquisition of the Boeing Aircraft under the Boeing Aircraft Acquisition Agreement

"Articles of Association" the articles of association of the Company, as amended from time

to time

"available seat kilometers" or "ASKs"

the number of seats made available for sale multiplied by the kilometers flown

"available tonne kilometers" or "ATKs"

the tones of capacity available for the transportation of revenue load (passengers and/or cargo) multiplied by the kilometers flown

"Board" the board of Directors

"Boeing" the Boeing Company, the vendor to the Aircraft Acquisition Agreements and the purchaser to the Boeing Aircraft Disposal Agreements

"Boeing Aircraft" 12 B787-9 aircraft, the subject matter of the Boeing Aircraft Acquisition Agreement

"Boeing Aircraft Acquisition Agreement"

the aircraft acquisition agreement entered into between Boeing and the Company on 12 October 2016, pursuant to which the Company agreed to acquire and Boeing agreed to sell the Boeing Aircraft

"Company" China Southern Airlines Company Limited, a joint stock company incorporated in the PRC with limited liability

"CSAHC" China Southern Air Holding Company, a state-owned enterprise established under the laws of the PRC and the controlling shareholder of the Company

"Directors" directors of the Company

"EGM" the first extraordinary general meeting of 2016 of the Company to be convened at 2:30 p.m., Friday, 16 December 2016

"Group" the Company and its subsidiaries

"H Share(s)" H share(s) of RMB1.00 each in the capital of the Company

"Latest Practicable Date" 14 November 2016, being the latest practicable date prior to the

printing of this circular for ascertaining certain information contained herein

"Listing Rules" the Rules Governing the Listing of Securities on the Stock Exchange

"PRC" or "China" the People's Republic of China (other than, for the purpose of this circular only, Hong Kong, Macau and Taiwan)

"Previous Boeing Aircraft Purchase" the acquisition from Boeing of 30 B737NG series aircraft and 50

B737 MAX series aircraft by the Company under the aircraft acquisition agreement dated 17 December 2015, the acquisition from Boeing of 30 B737 MAX series aircraft by Xiamen Airlines under the aircraft acquisition agreement dated 17 December 2015, the acquisition from Boeing of 10 B737-800 aircraft by Xiamen Airlines under the aircraft acquisition agreement dated 26 April 2016 and the acquisition from Boeing of 6 B787-9 aircraft by Xiamen Airlines under the aircraft acquisition agreement dated 27 July 2016

"revenue passenger kilometers" or "RPKs"

passengers traffic volume, the number of passengers carried multiplied by the kilometers flown

"revenue tonne kilometers" or "RTKs"

total traffic volume, the load (passengers and cargo) in tonnes multiplied by the kilometers flown

"RMB" Renminbi, the lawful currency of the PRC

"Share(s)" collectively, the H Shares and A Shares

"Shareholder(s)" shareholder(s) of the Company

"SFO" Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong)

"Stock Exchange" The Stock Exchange of Hong Kong Limited

"US dollars" or "US$" United States dollars, the lawful currency of the United States of

America

"Xiamen Airlines" Xiamen Airlines Company Limited, a limited liability company incorporated in the PRC and a subsidiary (as defined in the Listing Rules) owned as to 55% by the Company as at the Latest Practicable Date

China Southern Airlines Company Ltd. published this content on 17 November 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 17 November 2016 08:48:10 UTC.

Original documenthttp://www.csair.com/en/about/touzizheguanxiz/qitabaogao/2016/resource/8ace6c0e57e76e51168834b183864561.pdf

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