China Southern Airlines : (1) GENERAL MANDATE TO ISSUE SHARES; (2) GENERAL MANDATE TO ISSUE DEBT FINANCING INSTRUMENTS; AND (3) NOTICE OF AGM

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

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)

1. 1. GENERAL MANDATE TO ISSUE SHARES
2. GENERAL MANDATE TO ISSUE DEBT FINANCING INSTRUMENTS AND
3. 1. NOTICE OF AGM

A notice convening the AGM to be held at 9:30 a.m. on Wednesday, 30 June 2021 at No. 3301 Conference Room, 33th Floor, China Southern Airlines Building, No. 68 Qixin Road, Bai Yun District, Guangzhou, Guangdong Province, the PRC, a form of proxy to be used at the AGM and a reply slip are despatched by the Company together with this circular 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 AGM, you are strongly urged to complete the accompanying 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 AGM or any adjournment thereof. Completion and return of the form of proxy will not preclude you from attending and voting at the AGM or any adjourned meeting should you so wish.

13 May 2021

	CONTENTS
DEFINITIONS . . . . . . . . . . . . . . . . . . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
LETTER FROM THE BOARD . . . . . . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
NOTICE OF AGM . . . . . . . . . . . . . . . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8

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DEFINITIONS

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

"A Share(s)"	A Share(s) of RMB1.00 each in the capital of the Company
"AGM"	an annual general meeting of the Company to be convened at 9:30
	a.m. on Wednesday, 30 June 2021
"Articles of Association"	the articles of association of the Company, as amended from time
	to time
"Board"	the board of the Directors
"China" or "PRC"	the People's Republic of China and, for the purpose of this circular,
	excludes Hong Kong, the Macau Special Administrative Region
	and Taiwan
"Company"	China Southern Airlines Company Limited, a company incorporated
	under the laws of the PRC whose H Shares, A Shares and American
	depositary receipts are listed on the Stock Exchange, the Shanghai
	Stock Exchange and the New York Stock Exchange, Inc.,
	respectively
"CSRC"	the China Securities Regulatory Commission
"Debt Financing Instruments"	the debt financing instruments to be issued by the Company and/or
	its controlled or wholly-owned subsidiary in one or multiple
	tranches, including but not limited to corporate bonds, ultra short-
	term financing bills, short-term financing bills, mid-term notes
"Directors"	the directors of the Company
"Group"	the Company and its subsidiaries (as defined in the Listing Rules)
"H Share(s)"	H Share(s) of RMB1.00 each in the capital of the Company
"HK$"	Hong Kong dollars, the lawful currency of Hong Kong
"Hong Kong"	the Hong Kong Special Administrative Region of the PRC
"Latest Practicable Date"	7 May 2021, 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

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	DEFINITIONS
"Proposed Issuance"	the proposed issuance of the Debt Financing Instruments by the
	Company
"RMB"	Renminbi, the lawful currency of the PRC
"Shareholders"	the holders of the Shares
"Shares"	collectively, A Shares and H Shares
"Stock Exchange"	The Stock Exchange of Hong Kong Limited

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LETTER FROM THE BOARD

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

	(Stock Code: 1055)
Directors:	Registered address:
	Unit 301, 3/F, Office Tower
Executive Directors:	Guanhao Science Park Phase I
Ma Xu Lun (Chairman and President)	12 Yuyan Street, Huangpu District
Han Wen Sheng	Guangzhou
	PRC 510530
Independent Non-Executive Directors:
Liu Chang Le
Gu Hui Zhong
Guo Wei
Yan Yan

Supervisors:

Li Jia Shi (Chairman of the Supervisory Committee)

Mao Juan

Lin Xiao Chun

13 May 2021

To the Shareholders

Dear Sir or Madam,

1. 1. GENERAL MANDATE TO ISSUE SHARES
2. GENERAL MANDATE TO ISSUE DEBT FINANCING INSTRUMENTS AND
3. 1. NOTICE OF AGM

1. INTRODUCTION

The purposes of this circular are, among other things, (1) to provide you with further information in

relation to the proposed grant of general mandate to the Board to issue Shares and the Proposed Issuance; and (2) to give you notice of the AGM, to enable you to make an informed decision on whether to vote for or against the resolutions at the AGM.

2. GENERAL MANDATE TO ISSUE SHARES

In order to ensure flexibility and to give discretion to the Board in the event that it becomes desirable to issue any Shares, a special resolution will be proposed at the AGM to give an unconditional general mandate to the Board, to separately or concurrently, allot, issue, and deal with additional A Shares and H

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