Air China Limited (“Air China,” stock code: 00753) announced on 30 October 2025 that its board of directors approved a proposed issuance of up to 3,044,140,030 new A Shares at RMB6.57 per share. Under this plan, China National Aviation Holding Corporation Limited (“CNAHC”), the controlling shareholder of Air China, and its wholly owned subsidiary China National Aviation Capital Holding Co., Ltd. (“CNAC Holding”) will subscribe for the new shares. CNAHC’s intended subscription is no less than RMB5.00 billion, while CNAC Holding’s intended subscription is no more than RMB15.00 billion. The total gross proceeds are expected to be no more than RMB20.00 billion and will be used primarily for debt repayment and to replenish working capital.

The issue price of RMB6.57 per share is set with reference to market trading prices and the most recently audited net assets per share. The maximum number of shares to be issued represents no more than 30% of Air China’s total share capital prior to the offering, subject to adjustment for ex-dividend or similar corporate actions. Upon completion, the controlling shareholder group’s aggregate shareholding could rise from approximately 53.71% to around 60.58%. The newly subscribed shares will be subject to an 18-month lock-up period.

Because CNAHC and CNAC Holding are connected persons of Air China, the transaction constitutes a connected transaction under Chapter 14A of the Hong Kong Listing Rules. It will require independent shareholders’ approval at an extraordinary general meeting (EGM). An Independent Board Committee comprising all independent non-executive directors has been formed, and an Independent Financial Adviser has been appointed to provide opinions to independent shareholders. The formal circular and relevant materials are expected to be published on or before 31 December 2025.

Completion of the proposed issuance of A Shares is subject to approvals from state-owned assets authorities, the Company’s EGM, the Shanghai Stock Exchange, and registration with the China Securities Regulatory Commission. Air China advises investors to exercise caution when dealing in its securities, given that the proposal may or may not ultimately proceed.