ZNH China Southern Airlines Co Ltd

 

 

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

 

January 15, 2016

 

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 ¨

  

 

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 ¨     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 announcement on January 15, 2016 on the Hong Kong Stock Exchange’s website at: http://www.hkexnews.hk/listedco/listconews/SEHK/2016/0115/LTN20160115545.pdf, in relation to the resignation of the Chairman of the Board.

 

The announcement in English is included as an exhibit to this Form 6-K.

 

 

 

 

 

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/ Xie Bing   

Name: Xie Bing 

Title: Company Secretary

 

 

Date: January 15, 2016

 

 

 

 

 

Exhibit 99.1

 

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.

 

 

RESIGNATION OF THE CHAIRMAN OF THE BOARD

 

Reference is made to two announcements of China Southern Airlines Company Limited (the "Company") dated 5 November 2015 in relation to the inside information and the resolutions of the board of directors of the Company (the "Board") .

 

On 15 January 2016, the Board received a letter of resignation from Si Xian Min as the Chairman of the Board. Si Xian Min tendered his resignation from the posts of Chairman of the Board, non-executive director of the Company, the member of the Strategic Decision-making Committee under the Board and the chairman of the Nomination Committee under the Board. Si Xian Min confirms that he has no disagreement in any respect with the Board and the Company, and there is no matter relating to his resignation that should be brought to the attention of the shareholders of the Company. The resignation has not resulted in the number of members of the Board being less than the statutory quorum, and it will take effect from the date of this announcement.

 

On 5 November 2015, according to the provisions of the Articles of Association of the Company, the Board resolved to authorise the Vice Chairman of the Board to assume the role and duties of the Chairman, to perform his duties in accordance with the provisions of the Company Law, the Articles of Association of the Company and other relevant management rules of the Company. Without affecting the operation of the Board in compliance with the rules and regulations, the Company continues to conduct operations in the usual and ordinary course of its business.

 

 

By order of the Board
China Southern Airlines Company Limited
Xie Bing

Company Secretary

 

 

Guangzhou, the People’s Republic of China

 

15 January 2016

 

As at the date of this announcement, the Directors include Yuan Xin An and Yang Li Hua as non-executive Directors, Tan Wan Geng, Zhang Zi Fang and Li Shao Bin as executive Directors; and Ning Xiang Dong, Liu Chang Le, Tan Jin Song, Guo Wei and Jiao Shu Ge as independent non-executive Directors.