UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
___________________
FORM
6-K
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16
under
the Securities Exchange Act of 1934
For
the
month of April 2008.
Commission
File Number: 001-14550
China
Eastern Airlines Corporation Limited
———————————————————————————————————
(Translation
of Registrant’s name into English)
2550
Hongqiao Road
Hongqiao
Airport
Shanghai,
China 200335
———————————————————————————————————
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F: x Form
20-F o Form 40-F
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1): o
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7): 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: o Yes x No
If
“Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): n/a
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
Eastern Airlines Corporation Limited
|
||
|
(Registrant)
|
||
|
Date April
28, 2008
|
By
|
/s/
Li
Fenghua
|
|
Name:
Li Fenghua
|
||
|
Title:
Chairman of the Board of Directors
|
||
Certain
statements contained in this announcement may be regarded as "forward-looking
statements" within the meaning of the U.S. Securities Exchange Act of 1934,
as
amended. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors, which may cause the actual performance,
financial condition or results of operations of the Company to be materially
different from any future performance, financial condition or results of
operations implied by such forward-looking statements. Further information
regarding these risks, uncertainties and other factors is included in the
Company's filings with the U.S. Securities and Exchange Commission. The
forward-looking statements included in this announcement represent the Company's
views as of the date of this announcement. While the Company anticipates
that
subsequent events and developments may cause the Company's views to change,
the
Company specifically disclaims any obligation to update these forward-looking
statements, unless required by applicable laws. These forward-looking statements
should not be relied upon as representing the Company's views as of any date
subsequent to the date of this announcement.
(A
joint stock limited company incorporated in the People’s Republic of China with
limited liability)
(Stock
code: 670)
Overseas
Regulatory Announcement
Resolutions
passed by the board of directors of the Company on 28 April
2008
|
The
Company hereby announces that certain resolutions were passed
by the board
of directors of the Company on 28 April
2008.
|
This
announcement is made by China Eastern Airlines Corporation Limited (the
“Company”)
in
compliance with Rule 13.09(2) of the Rules Governing the Listing of Securities
on The Stock Exchange of Hong Kong Limited (which requires any issuer listed
on
The Stock Exchange of Hong Kong Limited whose securities are also listed
on
other stock exchange(s) to simultaneously inform The Stock Exchange of
Hong Kong
Limited of any information released to any of such other exchange(s) and
to
ensure that such information is released to the market in Hong Kong at
the same
time as it is released to the other market(s)).
The
Company hereby announces that certain resolutions were passed by the Board
of
Directors of the Company (the “Board”)
on 28
April 2008.
Pursuant
to the Rules and Procedures for the Board of Directors (董事會議事規則和議事程序) of the Company and as convened by Mr. Li Fenghua,
the Chairman, the 3rd regular meeting for year 2008 of the fifth session
of the
Board (the “Board Meeting”) was held on 28 April 2008 at the
Meeting Room, 7/F, China Eastern Air Holding Company Building.
Mr.
Li
Fenghua, as the Chairman and a non-executive director of the Company, Mr.
Li
Jun, as the Vice-Chairman and an executive director of the Company, Mr.
Luo
Zhuping, as an executive director, and Mr. Zhou Ruijing and Mr. Xie Rong,
as
independent non-executive directors, were present at the meeting. Mr. Cao
Jianxiong and Mr. Luo Chaogeng, as non-executive directors, did not attend
the
meeting for certain reasons. Mr. Peter Lok, Mr. Hu Honggao and Mr. Wu Baiwang,
as independent non-executive directors, authorised Mr. Zhou Ruijin, as
an
independent non-executive director, to vote for them respectively in favor
of
the resolutions.
The
directors present at the meeting confirmed that they had received the notice
of
the Board Meeting before it was held. Certain supervisors in the supervisory
committee of the Company, Mr. Luo Weide, the Chief Financial Officer, and
certain officers taking charge of relevant departments of the Company also
attended the meeting. The number of directors present at the Board Meeting
satisfied the quorum requirements under the Company Law of the
People’s
Republic of China and the Company’s
articles of association. As such, the Board Meeting was legally and validly
held.
The
meeting was chaired by Mr. Li Fenghu, the Chairman of the Board. The directors
present at the meeting considered and unanimously passed the following
resolutions:
| 1. |
Considered
and approved the 2008 first quarterly financial report
of the
Company.
|
| 2. |
Considered
and approved the 2008 first quarterly report of the Company
and decided to
publish it together with the first quarterly financial
report as stated
under item 1 above in both Hong Kong and Shanghai on 29
April
2008.
|
| 3. |
Considered
and approved the Property Leasing Renewal Agreement to
be entered into
between the Company and China Eastern Air Holding Company,
the Financial
Services Renewal Agreement to be entered into between the
Company and
Eastern Air Group Finance Company Limited, the Import and
Export Agency
Renewal Agreement to be entered into between the Company
and Eastern
Aviation Import & Export Company, the Maintenance Services Renewal
Agreement to be entered into between the Company and Shanghai
Eastern
Aviation Equipment Manufacturing Corporation, the Catering
Services
Agreement to be entered into between the Company and Eastern
Air Catering
Investment Co. Ltd., the Sales Agency Services Renewal
Agreement to be
entered into between the Company and four other companies
including
Shanghai DongMei Aviation Tourism Co., Ltd.,
the Advertising Services Renewal Agreement to be entered
into between the
Company and Shanghai Eastern Aviation Advertising Company
Limited. The
Board has resolved to submit to the 2007 Annual General
Meeting of the
Company for consideration and approval of the connected
transactions to be
conducted during normal course of business under the Financial
Services
Renewal Agreement and the Catering Services Agreement.
The directors attending
the meeting
(including the independent non-executive directors) considered
that the
above continuing connected transactions were conducted
during ordinary
course of business of the Company and under normal commercial
terms which
were fair and reasonable and in the interests of the Company
and the
shareholders as a whole. Since the resolution involved
connected
transactions, both directors Li Fenghua and Li Jun who
were deemed to be
connected persons had abstained from
voting.
|
| 4. |
Agreed
to authorize the Chairman of the Company to release the
notice for the
2007 Annual General Meeting of the Company before 15 May
2008.
|
|
By
order of the Board of
|
|
|
CHINA
EASTERN AIRLINES CORPORATION LIMITED
|
|
|
Luo
Zhuping
|
|
|
Director
and Company Secretary
|
The
directors of the Company as at the date of this announcement are:
|
Li
Fenghua
|
(Chairman,
Non-executive Director)
|
|
Li
Jun
|
(Vice
Chairman, Non-executive Director)
|
|
Cao
Jianxiong
|
(President,
Executive Director)
|
|
Luo
Chaogeng
|
(Non-executive
Director)
|
|
Luo
Zhuping
|
(Executive
Director)
|
|
Hu
Honggao
|
(Independent
Non-executive Director)
|
|
Peter
Lok
|
(Independent
Non-executive Director)
|
|
Wu
Baiwang
|
(Independent
Non-executive Director)
|
|
Zhou
Ruijin
|
(Independent
Non-executive Director)
|
|
Xie
Rong
|
(Independent
Non-executive Director)
|
Shanghai,
the People’s
Republic of China
28
April
2008