View Filing Data

Print Document View Excel Document

Document and Entity Information	12 Months Ended
Document and Entity Information	Dec. 31, 2018 shares
Document and Entity Information
Entity Registrant Name	CTRIP COM INTERNATIONAL LTD
Entity Central Index Key	0001269238
Document Type	20-F
Document Period End Date	Dec. 31, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding	69,122,824
Entity Emerging Growth Company	false
Entity Shell Company	false
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	FY

CONSOLIDATED STATEMENTS OF INCOME/(LOSS) AND COMPREHENSIVE INCOME/(LOSS) ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($) $ / shares shares	Dec. 31, 2018 CNY (¥) ¥ / shares shares	Dec. 31, 2017 CNY (¥) ¥ / shares shares	Dec. 31, 2016 CNY (¥) ¥ / shares shares
Revenues:
Total revenues	$ 4,524	¥ 31,104	¥ 26,993	¥ 19,805
Less: Sales tax and surcharges	(20)	(139)	(197)	(560)
Net revenues	4,504	30,965	26,796	19,245
Cost of revenues	(920)	(6,324)	(4,678)	(4,730)
Gross profit	3,584	24,641	22,118	14,515
Operating expenses:
Product development	(1,399)	(9,620)	(8,259)	(7,687)
Sales and marketing	(1,396)	(9,596)	(8,294)	(5,861)
General and administrative	(410)	(2,820)	(2,622)	(2,519)
Total operating expenses	(3,205)	(22,036)	(19,175)	(16,067)
Income/(loss) from operations	379	2,605	2,943	(1,552)
Interest income	276	1,899	988	567
Interest expense	(219)	(1,508)	(1,286)	(732)
Other (expense)/income	(156)	(1,075)	879	(27)
Income/(loss) before income tax expense, equity in income of affiliates and non-controlling interests	280	1,921	3,524	(1,744)
Income tax expense	(115)	(793)	(1,285)	(482)
Equity in (loss)/income of affiliates	(5)	(32)	(65)	602
Net income/(loss)	160	1,096	2,174	(1,624)
Net loss/(income) attributable to non-controlling interests	2	16	(19)	206
Net income/(loss) attributable to Ctrip.com International, Ltd.	162	1,112	2,155	(1,418)
Net income/(loss)	160	1,096	2,174	(1,624)
Other comprehensive income/(expense):
Foreign currency translation	(156)	(1,072)	723	(324)
Unrealized securities holding (losses)/gains, net of tax	(102)	(696)	4,686	915
Reclassification adjustment for net gain recognized on disposal of available-for-sale debt investment \| ¥			(40)	(141)
Total comprehensive (loss)/income	(98)	(672)	7,543	(1,174)
Comprehensive loss/(income) attributable to non-controlling interests	2	16	(19)	206
Comprehensive (loss)/income attributable to Ctrip.com International, Ltd.	$ (96)	¥ (656)	¥ 7,524	¥ (968)
Weighted average ordinary shares outstanding
- Basic shares (in shares)	68,403,426	68,403,426	66,300,808	59,166,582
- Diluted shares (in shares)	70,924,623	70,924,623	71,775,893	59,166,582
Product development
Share-based compensation included in Operating expense above is as follows:
Share-based compensation	$ 136	¥ 934	¥ 1,013	¥ 2,080
Sales and marketing
Share-based compensation included in Operating expense above is as follows:
Share-based compensation	23	156	186	393
General and administrative
Share-based compensation included in Operating expense above is as follows:
Share-based compensation	$ 90	¥ 617	¥ 635	¥ 1,087
Ordinary shares
Earnings/(loss) per ordinary share
- Basic (in RMB or dollars per share) \| (per share)	$ 2.36	¥ 16.25	¥ 32.51	¥ (23.97)
- Diluted (in RMB or dollars per share) \| (per share)	2.28	15.67	30.75	(23.97)
ADS
Earnings/(loss) per ordinary share
- Basic (in RMB or dollars per share) \| (per share)	0.30	2.03	4.06	(3.00)
- Diluted (in RMB or dollars per share) \| (per share)	$ 0.29	¥ 1.96	¥ 3.84	¥ (3.00)
Accommodation reservation
Revenues:
Total revenues	$ 1,684	¥ 11,580	¥ 9,531	¥ 7,321
Transportation ticketing
Revenues:
Total revenues	1,883	12,947	12,221	8,827
Packaged-tour
Revenues:
Total revenues	549	3,772	2,973	2,315
Corporate travel
Revenues:
Total revenues	143	981	753	608
Others
Revenues:
Total revenues	$ 265	¥ 1,824	¥ 1,515	¥ 734

CONSOLIDATED BALANCE SHEETS ¥ in Millions, $ in Millions	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)
Current assets:
Cash and cash equivalents	$ 3,131	¥ 21,530	¥ 18,243
Restricted cash	617	4,244	1,749
Short-term investments	5,346	36,753	28,130
Accounts receivable, net	824	5,668	4,749
Due from related parties	239	1,642	374
Prepayments and other current assets	1,390	9,557	6,173
Total current assets	11,547	79,394	59,418
Long-term deposits and prepayments	112	768	840
Long-term loan receivable			19
Long-term receivables due from related parties	33	229	218
Land use rights	14	94	97
Property, equipment and software	854	5,872	5,616
Investments	3,909	26,874	25,574
Goodwill	8,439	58,026	56,246
Intangible assets	1,996	13,723	13,750
Deferred tax assets	124	850	462
Total assets	27,028	185,830	162,240
Current liabilities:
Short-term debt and current portion of long-term debt	5,238	36,011	16,316
Accounts payable	1,704	11,714	7,459
Due to related parties	72	492	419
Salary and welfare payable	537	3,694	3,465
Taxes payable	148	1,019	927
Advances from customers	1,378	9,472	7,868
Accrued liability for customer reward program	77	528	610
Other payables and accruals	851	5,854	5,098
Total current liabilities	10,005	68,784	42,162
Deferred tax liabilities	558	3,838	3,895
Long-term debt	3,512	24,146	29,220
Other long-term liabilities	48	329	348
Total liabilities	14,123	97,097	75,625
Commitments and contingencies (Note 19)
Shareholders' equity
Share capital (US$0.01 par value; 175,000,000 shares authorized, issued shares as of December 31, 2017 and 2018: 70,529,793 and 72,051,947; outstanding shares as of December 31, 2017 and 2018: 67,600,654 and 69,122,824)	1	5	5
Additional paid-in capital	10,745	73,876	71,341
Statutory reserves	70	484	384
Accumulated other comprehensive (loss)/income	(216)	(1,482)	6,379
Retained earnings	2,319	15,943	8,838
Less: Treasury stock (2,929,139 and 2,929,123 shares as of December 31, 2017 and 2018, respectively)	(307)	(2,111)	(2,111)
Total Ctrip.com International, Ltd. shareholders' equity	12,612	86,715	84,836
Non-controlling interests	293	2,018	1,779
Total shareholders' equity	12,905	88,733	86,615
Total liabilities and shareholders' equity	$ 27,028	¥ 185,830	¥ 162,240

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2018	Dec. 31, 2017
Shareholders' equity
Share capital, par value (in dollars per share)	$ 0.01	$ 0.01
Share capital, shares authorized	175,000,000	175,000,000
Share capital, shares issued	72,051,947	70,529,793
Share capital, shares outstanding	69,122,824	67,600,654
Treasury stock, shares	2,929,123	2,929,139

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY ¥ in Millions, $ in Millions	Ordinary shares CNY (¥) shares	Additional paid-in capital CNY (¥)	Statutory reserves CNY (¥)	Accumulated other comprehensive income/(loss) CNY (¥)	Retained earnings CNY (¥)	Treasury stock CNY (¥) shares	Total Ctrip's shareholders' equity CNY (¥)	Non-controlling interests CNY (¥)	USD ($) shares	CNY (¥) shares
Balance at Dec. 31, 2015	¥ 4	¥ 37,992	¥ 169	¥ 560	¥ 8,199	¥ (2,373)	¥ 44,551	¥ 19,134		¥ 63,685
Balance (in shares) at Dec. 31, 2015 \| shares	51,167,228					(3,577,357)
Changes in shareholders' equity
Issuance of ordinary shares for the exercise of stock options		198					198			¥ 198
Issuance of ordinary shares for the exercise of stock options (in shares) \| shares	796,582								368,722	368,722
Share-based compensation		3,560					3,560			¥ 3,560
Appropriations to statutory reserves			69		(69)
Foreign currency translation adjustments				(324)			(324)			(324)
Unrealized securities holding gains (losses)				915			915			915
Disposal of available-for-sale debt investment				(141)			(141)			(141)
Early Conversion of Convertible Notes		29				¥ 137	166			166
Early Conversion of Convertible Notes (in shares) \| shares	330,048					330,048
Net income/(loss)					(1,418)		(1,418)	(206)		(1,624)
Issuance of ordinary shares, net of issuance costs		10,652					10,652			10,652
Issuance of ordinary shares, net of issuance costs (in shares) \| shares	4,436,844
Issuance of additional equity stake by subsidiaries								135		135
Issuance of ordinary shares for settlement/early Conversion of Convertible Notes		2,438					2,438			2,438
Issuance of ordinary shares for settlement/early Conversion of Convertible Notes (in shares) \| shares	1,044,805
Disposal of shares in subsidiaries								(3)		(3)
Acquisition of additional stake in subsidiaries	¥ 1	8,969					8,970	(15,501)		(6,531)
Acquisition of additional stake in subsidiaries ( in Shares) \| shares	5,407,787
Business combination		1,982					1,982	425		2,407
Business combination (in shares) \| shares	972,118
Balance at Dec. 31, 2016	¥ 5	65,820	238	1,010	6,829	¥ (2,236)	71,666	3,984		75,650
Balance (in shares) at Dec. 31, 2016 \| shares	64,155,412					(3,247,309)
Changes in shareholders' equity
Cumulative effect of adoption of new accounting standard (Note 2)					117		117			117
Issuance of ordinary shares for the exercise of stock options		621					621			¥ 621
Issuance of ordinary shares for the exercise of stock options (in shares) \| shares	1,639,073								1,353,697	1,353,697
Share-based compensation		1,834					1,834			¥ 1,834
Appropriations to statutory reserves			146		(146)
Foreign currency translation adjustments				723			723			723
Unrealized securities holding gains (losses)				4,686			4,686			4,686
Disposal of available-for-sale debt investment				(40)			(40)			(40)
Early Termination of Call Option		650					650			650
Early Conversion of Convertible Notes		37				¥ 125	162			162
Early Conversion of Convertible Notes (in shares) \| shares	318,170					318,170
Net income/(loss)					2,155		2,155	19		2,174
Issuance of ordinary shares for settlement/early Conversion of Convertible Notes		2,234					2,234			2,234
Issuance of ordinary shares for settlement/early Conversion of Convertible Notes (in shares) \| shares	1,043,375
Acquisition of additional stake in subsidiaries		145					145	(2,458)		(2,313)
Acquisition of additional stake in subsidiaries ( in Shares) \| shares	444,624
Business combination								234		234
Balance at Dec. 31, 2017	¥ 5	71,341	384	6,379	8,838	¥ (2,111)	84,836	1,779		86,615
Balance (in shares) at Dec. 31, 2017 \| shares	67,600,654					(2,929,139)
Changes in shareholders' equity
Issuance of ordinary shares for the exercise of stock options		653					653			¥ 653
Issuance of ordinary shares for the exercise of stock options (in shares) \| shares	1,522,154								1,050,382	1,050,382
Share-based compensation		1,707					1,707			¥ 1,707
Appropriations to statutory reserves			100		(100)
Foreign currency translation adjustments				(1,072)			(1,072)		$ (156)	(1,072)
Unrealized securities holding gains (losses)				(696)			(696)		(102)	(696)
Early Conversion of Convertible Notes (in shares) \| shares	16					16
Net income/(loss)					1,112		1,112	(16)	160	1,096
Issuance of additional equity stake by subsidiaries								394		394
Disposal of shares in subsidiaries		4					4	(34)		(30)
Acquisition of additional stake in subsidiaries		(224)					(224)	(378)		(602)
Non-controlling interest in subsidiary disposed of in Business Combination		395					395	4		399
Business combination								269		269
Balance at Dec. 31, 2018	¥ 5	¥ 73,876	¥ 484	(1,482)	15,943	¥ (2,111)	¥ 86,715	¥ 2,018	$ 12,905	¥ 88,733
Balance (in shares) at Dec. 31, 2018 \| shares	69,122,824					(2,929,123)
Changes in shareholders' equity
Cumulative effect of adoption of new accounting standard (Note 2)				¥ (6,093)	¥ 6,093

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
Ordinary shares, par value (in dollars per share)	$ 0.01	$ 0.01	$ 0.01	$ 0.01

CONSOLIDATED STATEMENTS OF CASH FLOWS ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)
Cash flows from operating activities:
Net income/(loss)	$ 160	¥ 1,096	¥ 2,174	¥ (1,624)
Adjustments to reconcile net income to cash provided by operating activities:
Share-based compensation	249	1,707	1,834	3,560
Equity in (income)/loss of affiliates	5	32	65	(602)
Loss from disposal of property, equipment and software	6	41	52	9
Gain on disposal of long-term investment	(173)	(1,181)	(1,416)	(290)
Loss/(gain) from disposal of a subsidiary		2	(11)
Impairments of long-term investment			411	48
Provision/impairment related to an equity method investment	9	61	967
Changes in fair value for equity investments measured at fair value	446	3,064
Gain from the re-measurement of the previously held equity interest to the fair value in the business acquisition	(36)	(249)
Provision for doubtful accounts	10	69	98	32
Depreciation of property, equipment and software	79	546	490	461
Amortization of intangible assets and land use rights	63	436	393	257
Deferred income tax (benefits)/expenses	(92)	(632)	(168)	28
Changes in current assets and liabilities, net of assets acquired and liabilities assumed/disposed of in business combinations/dispositions, net of deconsolidations:
Increase in accounts receivable	(102)	(704)	(52)	(1,349)
(Increase)/decrease in due from related parties	(186)	(1,280)	259	(602)
Decrease/(increase) in prepayments and other current assets	(297)	(2,039)	410	591
Decrease/(increase) in long-term receivables	(6)	(41)	45	75
Increase in accounts payable	536	3,687	171	1,251
Increase/(decrease) in due to related parties	11	73	(359)	583
Increase in salary and welfare payable	32	220	954	1,259
(Decrease)/increase in taxes payable	6	42	(140)	(778)
Increase/(decrease) in advances from customers	194	1,333	(341)	2,271
Increase/(decrease) in accrued liability for customer reward program	(12)	(82)	(49)	65
Increase in other payables and accruals	134	914	1,282	25
Net cash provided by operating activities	1,036	7,115	7,069	5,270
Cash flows from investing activities:
Purchase of property, equipment and software	(98)	(673)	(471)	(683)
Cash paid for long-term investments	(638)	(4,387)	(1,541)	(5,408)
Cash paid for business combinations, net of cash acquired		1	(309)	(9,157)
Purchase of intangible assets	(5)	(35)	(23)	(6)
Increase in short-term investments and borrowings	(1,282)	(8,811)	(13,936)	(5,935)
Cash repayment from long-term receivables				212
Cash received from loans to the users	149	1,022	441
Cash paid for loans to the users	(145)	(998)	(580)
Net change in loans to the users with terms of less than three months	(134)	(918)	(252)
Cash received from disposal of long-term investments	105	723	1,453	717
Cash used from deconsolidation of a subsidiary, net of cash disposed				(90)
Cash used from disposal of a subsidiary, net of cash received		(2)	(11)
Net cash used in investing activities	(2,048)	(14,078)	(15,229)	(20,350)
Cash flows from financing activities:
Proceeds from short-term bank loans	1,712	11,768	2,137	1,980
Proceeds from long-term bank loans	432	2,973	6,202	2,550
Proceeds from exercise of share options	98	677	732	212
Cash paid for acquisition of additional equity stake in subsidiaries	(174)	(1,196)	(1,759)	(6,532)
Cash paid for settlement of convertible notes	(480)	(3,297)		(2,034)
Proceeds from securitization debt	88	608
Cash received from non-controlling shareholders	57	393	58	87
Proceeds from issuance of senior convertible notes, net of issuance costs				6,545
Proceeds from Early Termination of Purchased Call Option			650
Proceeds from issuance of ordinary shares, net of issuance costs				10,653
Repayment of loans due to related parties				(1,821)
Proceeds from repayment of loans due from related parties				651
Net cash provided by financing activities	1,733	11,926	8,020	12,291
Effect of foreign exchange rate changes on cash and cash equivalents, restricted cash	119	819	(47)	1,465
Net increase/(decrease) in cash and cash equivalents, restricted cash	840	5,782	(187)	(1,324)
Cash and cash equivalents, restricted cash, beginning of year	2,908	19,992	20,179	21,503
Cash and cash equivalents, restricted cash, end of year	3,748	25,774	19,992	20,179
Supplemental disclosure of cash flow information
Cash paid during the year for income taxes	191	1,315	1,575	412
Cash paid for interest, net of amounts capitalized	210	1,444	1,218	594
Supplemental schedule of non-cash investing and financing activities
Conversion of convertible senior notes			2,396	2,605
Non-cash consideration paid for business acquisitions, investments and non-controlling interest	(137)	(942)	(1,179)	(14,626)
Share exchange for equity investment				(2,499)
Accruals related to purchase of property, equipment and software	(3)	(22)	(42)	(23)
Unpaid cash consideration for business acquisitions and acquisition of additional shares of subsidiary	$ (27)	¥ (188)	¥ (626)	¥ (497)

ORGANIZATION AND NATURE OF OPERATIONS	12 Months Ended
ORGANIZATION AND NATURE OF OPERATIONS	Dec. 31, 2018
ORGANIZATION AND NATURE OF OPERATIONS
ORGANIZATION AND NATURE OF OPERATIONS	1. ORGANIZATION AND NATURE OF OPERATIONS The accompanying consolidated financial statements include the financial statements of Ctrip.com International, Ltd. (the “Company”), its subsidiaries, VIEs and VIEs’ subsidiaries. The Company, its subsidiaries, the consolidated VIEs and their subsidiaries are collectively referred to as the “Group”. The Group is principally engaged in the provision of travel related services including accommodation reservation, transportation ticketing, packaged-tour, corporate travel management services, as well as, to a much lesser extent, Internet-related advertising and other related services.

PRINCIPAL ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2018

PRINCIPAL ACCOUNTING POLICIES

PRINCIPAL ACCOUNTING POLICIES

2. PRINCIPAL ACCOUNTING POLICIES

Basis of presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”).

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the balance sheet dates and the reported amounts of revenues and expenses during the reporting periods. Actual results could materially differ from those estimates.

Adoption of new accounting guidance

On January 1, 2018, the Company adopted new revenue guidance ASC Topic 606, “Revenue from Contracts with Customers” (“ASC 606”), using the full retrospective transition approach under which the Company’s previously issued financial statements for 2016 and 2017 were retrospectively adjusted.

The new standard did not change the presentation of the Company’s revenues, which continues to be substantially reported on a net basis. However, the timing of revenue recognition for certain revenue streams is changed under the new standard. In particular, revenue for accommodation reservation services, which used to be recognized after end-users completed their stays, is now recognized when the reservation becomes non-cancellable. Revenue for packaged-tour services, which used to be recognized when packaged-tours were completed, is now recognized on the departure date of the tours. Please refer to “Revenue Recognition” for more details.

The key line items of the Company’s previously issued consolidated income/(loss) statements for 2016 and 2017 that have been retrospectively adjusted as follows (RMB in millions):


	Year Ended December 31, 2017		Year Ended December 31, 2016
	As Reported	As Adjusted	As Reported	As Adjusted
Accommodation reservation	9,517	9,531	7,309	7,321
Packaged-tour	2,970	2,973	2,310	2,315
Total revenue	26,977	26,993	19,788	19,805
Net revenues	26,780	26,796	19,228	19,245
Gross profit	22,101	22,118	14,499	14,515
Income/(loss) from operations	2,926	2,943	(1,568)	(1,552)
Income/(loss) before income tax expense, equity in income of affiliates and non-controlling interests	3,506	3,524	(1,760)	(1,744)
Income tax expense	(1,281)	(1,285)	(478)	(482)
Net income/(loss)	2,161	2,174	(1,636)	(1,624)

The key line items of the Company’s previously issued consolidated balance sheets for 2017 that have been retrospectively adjusted as follows (RMB in millions):


	Balance at December 31, 2017
	As Reported	Adjustments	As Adjusted

Accounts receivable, net	4,559	190	4,749
Total current assets	59,228	190	59,418
Total assets	162,050	190	162,240
Deferred tax liabilities	3,848	47	3,895
Total liabilities	75,578	47	75,625

On January 1, 2018, the Company adopted new financial instruments accounting standard ASU No. 2016-01, which requires equity investments to be measured at fair value with subsequent changes recognized in net income, except for those accounted for under the equity method or requiring consolidation. The new standard also changes the accounting for investments without a readily determinable fair value and that do not qualify for the practical expedient to estimate fair value. A policy election can be made for these investments whereby investment will be carried at cost and adjusted in subsequent periods for any impairment or changes in observable prices of identical or similar investments. With the adoption of the new standard, the Company recognized the changes in fair value for all equity investments measured at fair value through net income/(loss). For investments in equity securities lacking of readily determinable fair values, the Company elected to use the measurement alternative defined as cost, less impairments, adjusted by observable price changes. The new standard also requires the Company to reclassify the accumulated unrealized gain or loss of the equity investments measure at fair value that were previously recognized in other comprehensive income to retained earnings on the date of the adoption. Upon the adoption, the Company reclassified approximately RMB6.1 billion of accumulated other comprehensive income, reflective of the net unrealized gain for the marketable equity securities that existed as of January 1, 2018, into retained earnings.

Consolidation

The consolidated financial statements include the financial statements of the Company, its subsidiaries, VIEs and VIEs’ subsidiaries. All significant transactions and balances between the Company, its subsidiaries, VIEs and VIEs’ subsidiaries have been eliminated upon consolidation.

A subsidiary is an entity in which the Company, directly or indirectly, controls more than one half of the voting power; has the power to appoint or remove the majority of the members of the board of directors; to cast a majority of votes at the meeting of the board of directors or to govern the financial and operating policies of the investee under a statute or agreement among the shareholders or equity holders.

The Company applies the guidance codified in Accounting Standard Codification 810, Consolidations (“ASC 810”) on accounting for VIEs and their respective subsidiaries, which requires certain variable interest entities to be consolidated by the primary beneficiary of the entity in which it has a controlling financial interest. A VIE is an entity with one or more of the following characteristics: (a) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional financial support; (b) as a group, the holders of the equity investment at risk lack the ability to make certain decisions, the obligation to absorb expected losses or the right to receive expected residual returns, or (c) an equity investor has voting rights that are disproportionate to its economic interest and substantially all of the entity’s activities are on behalf of the investor. Accordingly, the financial statements of the following VIEs and VIEs’ subsidiaries are consolidated into the Company’s financial statements since July 1, 2003 or their respective date of establishment/acquisition, whichever is later:

The following is a summary of the Company’s major VIEs and VIEs’ subsidiaries:


Name of VIE and VIEs’ subsidiaries		Date of establishment/acquisition
Shanghai Ctrip Commerce Co., Ltd. (“Shanghai Ctrip Commerce”)		Established on July 18, 2000
Shanghai Huacheng Southwest International Travel Agency Co., Ltd. (“Shanghai Huacheng”, formerly known as Shanghai Huacheng Southwest Travel Agency Co., Ltd.)		Established on March 13, 2001
Chengdu Ctrip Travel Agency Co., Ltd. (“Chengdu Ctrip”)		Established on January 8, 2007
Beijing Qu Na Information Technology Company Limited (“Qunar Beijing”)		Established on March 17, 2006

The Company is considered the primary beneficiary of a VIE or VIEs’ subsidiary and consolidated the VIE or VIEs’ subsidiary if the Company had variable interests, that will absorb the entity’s expected losses, receive the entity’s expected residual returns, or both.

Major variable interest entities and their subsidiaries

The Company conducts a part of its operations through a series of agreements with certain VIEs and VIEs’ subsidiaries as stated in above. These VIEs and VIEs’ subsidiaries are used solely to facilitate the Group’s participation in Internet content provision, advertising business, travel agency and air-ticketing services in the People’s Republic of China (“PRC”) where foreign ownership is restricted. From 2015, the Company restructured its business lines to change some of its VIEs to its wholly owned subsidiaries, which carry out the businesses that are not foreign ownerships restricted.

Shanghai Ctrip Commerce is a domestic company incorporated in Shanghai, the PRC. Shanghai Ctrip Commerce holds a value-added telecommunications business license and is primarily engaged in the provision of advertising business on the Internet website. Two senior officers of the Company collectively hold 100% of the equity interest in Shanghai Ctrip Commerce. The registered capital of Shanghai Ctrip Commerce was RMB30,000,000 as of December 31, 2018.

Shanghai Huacheng is a domestic company incorporated in Shanghai, the PRC. Shanghai Huacheng holds a domestic travel agency license and an air transport sales agency license and mainly provides domestic tour services and air-ticketing services. Shanghai Ctrip Commerce holds 100% of the equity interest in Shanghai Huacheng. The registered capital of Shanghai Huacheng was RMB100,000,000 as of December 31, 2018.

Chengdu Ctrip is a domestic company incorporated in Chengdu, the PRC. Chengdu Ctrip holds air transport sales agency license and domestic travel agency license and is engaged in the provision of air-ticketing service. Two senior officers of the Company hold 100% of the equity interest in Chengdu Ctrip. The registered capital of Chengdu Ctrip was RMB500,000,000 as of December 31, 2018.

Qunar Beijing is a domestic company incorporated in Beijing, the PRC. Qunar Beijing holds various domestic and cross-border business licenses of Qunar. Two senior officers of the Company hold 100% of the equity interest in Qunar Beijing. The registered capital of Qunar Beijing was RMB11,000,000 as of December 31, 2018.

The capital injected by senior officers or senior officer’s family member are funded by the Company and are recorded as long-term business loans to related parties. The Company does not have any ownership interest in these VIEs and VIEs’ subsidiaries.

As of December 31, 2018, the Company has various agreements with its consolidated VIEs and VIEs’ subsidiaries, including loan agreements, exclusive technical consulting and services agreements, share pledge agreements, exclusive option agreements and other operating agreements.

Details of certain key agreements with the VIEs are as follows:

Powers of Attorney: Each of the shareholders of our consolidated affiliated Chinese entities, except for Hui Cao and Hui Wang, signed an irrevocable power of attorney to appoint Ctrip Travel Network and Ctrip Travel Information, as attorney-in-fact to vote, by itself or any other person to be designated at its discretion, on all matters of the applicable consolidated affiliated Chinese entities. Each such power of attorney will remain effective as long as the applicable consolidated affiliated Chinese entity exists, and such shareholders of the applicable consolidated affiliated Chinese entities are not entitled to terminate or amend the terms of the power of attorneys without prior written consent from us.

As of the date of this annual report, each of the shareholders of Qunar Beijing, Hui Cao and Hui Wang, also signed an irrevocable power of attorney authorizing an appointee, to exercise, in a manner approved by Qunar, on such shareholder’s behalf the full shareholder rights pursuant to applicable laws and Qunar Beijing’s articles of association, including without limitation full voting rights and the right to sell or transfer any or all of such shareholder’s equity interest in Qunar Beijing. Each such power of attorney is effective until such time as such relevant shareholder ceases to hold any equity interest in Qunar Beijing. The terms of the power of attorney with respect to Qunar Beijing are otherwise substantially similar to the terms described in the foregoing paragraph.

Technical Consulting and Services Agreements: Ctrip Travel Information and Ctrip Travel Network, each a wholly owned PRC subsidiary of ours, provide our consolidated affiliated Chinese entities, except for Qunar Beijing, with technical consulting and related services and staff training and information services on an exclusive basis. We also maintain their network platforms. In consideration for our services, our consolidated affiliated Chinese entities agree to pay us service fees as calculated in such manner as determined by us from time to time based on the nature of service, which may be adjusted periodically. For 2018, our consolidated affiliated Chinese entities paid Ctrip Travel Information a quarterly fee based on the number of transportation tickets sold in the quarter, at an average rate from RMB4 (US$0.6) to RMB5 (US$0.7) per ticket. Although the service fees are typically determined based on the number of transportation tickets sold, given the fact that the nominee shareholders of such consolidated affiliated Chinese entities have irrevocably appointed the employees of our subsidiaries to vote on their behalf on all matters they are entitled to vote on, we have the right to determine the level of service fees paid and therefore receive substantially all of the economic benefits of our consolidated affiliated Chinese entities in the form of service fees. Ctrip Travel Information and Ctrip Travel Network, as appropriate, will exclusively own any intellectual property rights arising from the performance of this agreement. The initial term of these agreements is 10 years and may be renewed automatically in 10-year terms unless we disapprove the extension. We retain the exclusive right to terminate the agreements at any time by delivering a 30-day advance written notice to the applicable consolidated affiliate Chinese entity.

As of the date of this annual report, pursuant to the restated exclusive technical consulting and services agreement between Qunar Beijing and Qunar Software, Qunar Software provides Qunar Beijing with technical, marketing and management consulting services on an exclusive basis in exchange for service fee paid by Qunar Beijing based on a set formula defined in the agreement subject to adjustment by Qunar Software at its sole discretion. This agreement will remain in effect until terminated unilaterally by Qunar Software or mutually. The terms of this agreement are otherwise substantially similar to the terms described in the foregoing paragraph.

Share Pledge Agreements: The shareholders of our consolidated affiliated Chinese entities, except for Hui Cao and Hui Wang, have pledged their respective equity interests in the applicable consolidated affiliated Chinese entities as a guarantee for the performance of all the obligations under the other contractual arrangements, including payment by such consolidated affiliated Chinese entities of the technical and consulting services fees to us under the technical consulting and services agreements, repayment of the business loan under the loan agreements and performance of obligations under the exclusive option agreements, each agreement as described herein. In the event any of such consolidated affiliated Chinese entity breaches any of its obligations or any shareholder of such consolidated affiliated Chinese entities breaches his or her obligations, as the case may be, under these agreements, we are entitled to enforce the equity pledge right and sell or otherwise dispose of the pledged equity interests after the pledge is registered with the relevant local branch of SAIC, and retain the proceeds from such sale or require any of them to transfer his or her equity interest without consideration to the PRC citizen(s) designated by us. These share pledge agreements are effective until two years after the pledgor and the applicable consolidated affiliated Chinese entities no longer undertake any obligations under the above-referenced agreements.

As of the date of this annual report, pursuant to the equity interest pledge agreement among Qunar Software, Hui Cao and Hui Wang, Hui Cao and Hui Wang have pledged their equity interests in Qunar Beijing along with all rights, titles and interests to Qunar Software as guarantee for the performance of all obligations under the relevant contractual arrangements mentioned herein. After the pledge is registered with the relevant local branch of SAIC, Qunar Software may enforce this pledge upon the occurrence of a settlement event or as required by the PRC law. The pledge, along with this agreement, will be effective upon registration with the local branch of the SAIC, and will expire when all obligations under the relevant contractual arrangements have been satisfied or when each of Hui Cao and Hui Wang completes a transfer of equity interest and ceases to hold any equity interest in Qunar Beijing. In enforcing the pledge, Qunar Software is entitled to dispose of the pledge and have priority in receiving payment from proceeds from the auction or sale of all or part of the pledge until the obligations are settled. The terms of this agreement are otherwise substantially similar to the terms described in the foregoing paragraph.

Loan Agreements: Under the loan agreements we entered into with the shareholders of our consolidated affiliated Chinese entities, except for Hui Cao and Hui Wang, we extended long-term business loans to these shareholders of our consolidated affiliated Chinese entities with the sole purpose of providing funds necessary for the capitalization or acquisition of such consolidated affiliated Chinese entities. These business loan amounts were injected into the applicable consolidated affiliated Chinese entities as capital and cannot be accessed for any personal uses. The loan agreements shall remain effective until the parties have fully performed their respective obligations under the agreement, and the shareholders of such consolidated affiliated Chinese entities have no right to unilaterally terminate these agreements. In the event that the PRC government lifts its substantial restrictions on foreign ownership of the air-ticketing, travel agency, or value-added telecommunications business in China, as applicable, we will exercise our exclusive option to purchase all of the outstanding equity interests of our consolidated affiliated Chinese entities, as described in the following paragraph, and the loan agreements will be cancelled in connection with such purchase. However, it is uncertain when, if at all, the PRC government will lift any or all of these restrictions.

As of the date of this annual report, pursuant to the loan agreement among Qunar Software, Hui Cao and Hui Wang, the loans extended by Qunar Software to each of Hui Cao and Hui Wang are only repayable by a transfer of such borrower’s equity interest in Qunar Beijing to Qunar Software or its designated party, in proportion to the amount of the loan to be repaid. This loan agreement will continue in effect indefinitely until such time when (i) the borrowers receive a repayment notice from Qunar Software and fully repay the loans, or (ii) an event of default (as defined therein) occurs unless Qunar Software sends a notice indicating otherwise within 15 calendar days after it is aware of such event. The terms of this loan agreement is otherwise substantially similar to the terms described in the foregoing paragraphs.

Exclusive Option Agreements: As consideration for our entering into the loan agreements described above, each of the shareholders of our consolidated affiliated Chinese entities, except for Hui Cao and Hui Wang, has granted us an exclusive, irrevocable option to purchase, or designate one or more person(s) at our discretion to purchase, all of their equity interests in the applicable consolidated affiliated Chinese entities at any time we desire, subject to compliance with the applicable PRC laws and regulations. We may exercise the option by issuing a written notice to the relevant consolidated affiliated Chinese entity. The purchase price shall be equal to the contribution actually made by the shareholder for the relevant equity interest. Therefore, if we exercise these options, we may choose to cancel the outstanding loans we extended to the shareholders of such consolidated affiliated Chinese entities pursuant to the loan agreements as the loans were used solely for equity contribution purposes. The initial term of these agreements is 10 years and may be renewed automatically in 10-year terms unless we disapprove the extension. We retain the exclusive right to terminate the agreements at any time by delivering a written notice to the applicable consolidated affiliate Chinese entity.

Hui Cao and Hui Wang also entered into an equity option agreement with Qunar, Qunar Software and Qunar Beijing. This equity option agreement contains arrangements that are similar to that as described in the foregoing paragraph. This agreement will remain effective with respect to each of Qunar Beijing’s shareholders until all of the equity interest has been transferred or Qunar and Qunar Software terminates the agreement unilaterally with 30 days’ prior written notice.

Our consolidated affiliated Chinese entities and their shareholders agree not to enter into any transaction that would affect the assets, obligations, rights or operations of our consolidated affiliated Chinese entities without our prior written consent. They also agree to accept our guidance with respect to day-to-day operations, financial management systems and the appointment and dismissal of key employees.

Risks in relation to contractual arrangements between the Company’s PRC subsidiaries and its affiliated Chinese entities:

The Company has been advised by Commerce & Finance Law Offices, its PRC legal counsel, that its contractual arrangements with its consolidated VIEs as described in the Company’s annual report are valid, binding and enforceable under the current laws and regulations of China. Based on such legal opinion and the management’s knowledge and experience, the Company believes that its contractual arrangements with its consolidated VIEs are in compliance with current PRC laws and legally enforceable. However, there may be in the event that the affiliated Chinese entities and their respective shareholders fail to perform their contractual obligations, the Company may have to rely on the PRC legal system to enforce its rights. The PRC legal system is based on written statutes. Prior court decisions may be cited for reference but have limited precedential value. Since 1979, PRC legislation and regulations have significantly enhanced the protections afforded to various forms of foreign investments in China. However, since the PRC legal system is still evolving, the interpretations of many laws, regulations and rules are not always uniform and enforcement of these laws, regulations and rules involve uncertainties, which may limit remedies available to us. In addition, any litigation in China may be protracted and result in substantial costs and diversion of resources and management attention. Due to the uncertainties with respect to the PRC legal system, the PRC government authorities may ultimately take a view contrary to the opinion of its PRC legal counsel with respect to the enforceability of the contractual arrangements.

There are, however, substantial uncertainties regarding the interpretation and application of current or future PRC laws and regulations. Accordingly, the Company cannot be assured that the PRC government authorities will not ultimately take a view that is contrary to the Company’s belief and the opinion of its PRC legal counsel. In March 2019, the draft Foreign Investment Law was submitted to the National People’s Congress for review and was approved on March 15, 2019, which will come into effect from January 1, 2020. The approved Foreign Investment Law does not touch upon the relevant concepts and regulatory regimes that were historically suggested for the regulation of VIE structures, and thus this regulatory topic remains unclear under the Foreign Investment Law. Since the Foreign Investment Law is new, there are substantial uncertainties exist with respect to its implementation and interpretation and the possibility that such entities will be deemed as foreign-invested enterprise and subject to relevant restrictions in the future shall not be excluded. If the contractual arrangements establishing the Company’s VIE structure are found to be in violation of any existing law and regulations or future PRC laws and regulations, the relevant PRC government authorities will have broad discretion in dealing with such violation, including, without limitation, levying fines, confiscating our income or the income of our affiliated Chinese entities, revoking our business licenses or the business licenses of our affiliated Chinese entities, requiring us and our affiliated Chinese entities to restructure our ownership structure or operations and requiring us or our affiliated Chinese entities to discontinue any portion or all of our value-added telecommunications, air-ticketing, travel agency or advertising businesses. Any of these actions could cause significant disruption to the Company’s business operations, and have a severe adverse impact on the Company’s cash flows, financial position and operating performance. If the imposing of these penalties cause the Company to lose its rights to direct the activities of and receive economic benefits from its VIEs, which in turn may restrict the Company’s ability to consolidate and reflect in its financial statements the financial position and results of operations of its VIEs.

Summary financial information of the Group’s VIEs in the consolidated financial statements

Pursuant to the contractual arrangements with the VIEs, the Company has the power to direct activities of the VIEs, and can have assets transferred freely out of the VIEs without any restrictions. Therefore, the Company considers that there is no asset of a consolidated VIE that can be used only to settle obligations of the VIE, except for registered capital and PRC statutory reserves of the VIEs amounting to a total of RMB1.4 billion as of December 31, 2018. As all the consolidated VIEs are incorporated as limited liability companies under the PRC Company Law, creditors of the VIEs do not have recourse to the general credit of the Company for any of the liabilities of the consolidated VIEs.

Summary financial information of the VIEs, which represents aggregated financial information of the VIEs and their respective subsidiaries included in the accompanying consolidated financial statements, is as follows:


	As of December 31,
	2017	2018
	RMB(in millions)	RMB(in millions)
Total assets	21,756	26,574
Less: Inter-company receivables	(1,570)	(5,228)
Total assets excluding inter-company	20,186	21,346
Total liabilities	19,282	23,405
Less: Inter-company payables	(12,114)	(14,117)
Total liabilities excluding inter-company	7,168	9,288

As of December 31, 2017 and 2018, the VIEs’ assets mainly consisted of cash and cash equivalent (December 31, 2017: RMB6.6 billion, December 31, 2018: RMB7.2 billion), short-term investment (December 31, 2017: RMB6.1 billion, December 31, 2018: RMB4.3 billion), accounts receivables (December 31, 2017: RMB3.3 billion, December 31, 2018: RMB2.9 billion), prepayments and other current assets (December 31, 2017: RMB1.9 billion, December 31, 2018: RMB3.6 billion) and investments (non-current) (December 31, 2017: RMB1.4 billion, December 31, 2018: RMB2.3 billion). The inter-company receivables of RMB1.6 billion and RMB5.2 billion as of December 31, 2017 and 2018 mainly represented the cash paid by a VIE to one of the Company’s WFOEs for treasury cash management purpose.

As of December 31, 2017 and 2018, the VIEs’ liabilities mainly consisted of accounts payable (December 31, 2017: RMB3.3 billion, December 31, 2018: RMB3.4 billion), other payables and accruals (December 31, 2017: RMB1.5 billion, December 31, 2018: RMB1.7 billion), advance from customers (December 31, 2017: RMB1.1 billion, December 31, 2018: RMB2.3 billion) and short-term debt (December 31, 2017: RMB0.8 billion, December 31, 2018: RMB1.2 billion). The inter-company payables as of December 31, 2017 and 2018 were RMB12.1 billion and RMB14.1 billion, respectively, which primarily consisted of the payables due to Ctrip.com (Hong Kong) Limited (“Ctrip HK”), one of the Company’s wholly-owned subsidiaries, for its payment of overseas air tickets and tour packages on behalf of a VIE and another VIEs’ subsidiary and the service fees payable to the WFOEs under the technical consulting and services agreements, which are operational in nature from the VIEs and their subsidiaries’ perspectives.

The following table set forth the summary of results of operations of the VIEs and their subsidiaries of the Company:


	For the year ended December 31,
	2016	2017	2018
	RMB(in millions)	RMB(in millions)	RMB(in millions)
Net revenues	8,706	8,237	8,357
Cost of revenues	2,443	2,490	2,983
Net income	101	863	170

As aforementioned, the VIEs mainly conduct transportation ticketing and advertising businesses. Revenues from VIEs accounted for around 27% of the Company’s total revenues in 2018. The air-ticketing continued to increase in 2018, primarily driven by the increase in the air-ticketing volume.

The VIEs’ net income before the deduction of the inter-company consulting fee charges were RMB2.8 billion, RMB2.7 billion and RMB1.5 billion for the years ended December 31, 2016, 2017 and 2018, respectively.

The WFOEs are the sole and exclusive provider of technical consulting and related services and information services for the VIEs. Pursuant to the Exclusive Technical Consulting and Service Agreements, the VIEs pay service fees to the WFOEs based on the VIEs’ actual operating results. The WFOEs are entitled to receive substantially all of the net income and transfer a majority of the economic benefits in the form of service fees from the VIEs and VIEs’ subsidiaries to the WFOEs. For remaining undistributed retained earnings, tax planning strategies are in place to support their enterprise income tax free treatment.

The amount of service fees paid by all the VIEs as a percentage of the VIEs’ total net income were 96.3%, 68.3% and 88.5% for the years ended December 31, 2016, 2017 and 2018, respectively.

The following tables set forth the summary of cash flow activities of the VIEs and their subsidiaries of the Company:


	For the year ended December 31,
	2016	2017	2018
	RMB(in millions)	RMB(in millions)	RMB(in millions)
Net cash provided by operating activities	7,191	1,232	591
Net cash used in investing activities	—	—	—
Net cash provided by financing activities	—	—	—

Currently there is no contractual arrangement that could require the Company to provide additional financial support to the consolidated VIEs. As the Company is conducting certain business in the PRC mainly through the VIEs, the Company may provide such support on a discretionary basis in the future, which could expose the Company to a loss.

Foreign currencies

The Group’s reporting currency is RMB. The Company’s functional currency is US$. The Company's operations are conducted through the subsidiaries and VIEs where the local currency is the functional currency and the financial statements of those subsidiaries are translated from their respective functional currencies into RMB.

Transactions denominated in currencies other than functional currencies are translated at the exchange rates quoted by the People’s Bank of China (the “PBOC”), the Hong Kong Association of Banks (the “HKAB”) or major Taiwan banks, prevailing or averaged at the dates of the transaction for PRC and Hong Kong subsidiaries and ezTravel, a Taiwan subsidiary respectively. Gains and losses resulting from foreign currency transactions are included in the consolidated statements of income and comprehensive income. Monetary assets and liabilities denominated in foreign currencies are translated using the applicable exchange rates quoted by the PBOC, HKAB or banks located in Taiwan at the balance sheet dates. All such exchange gains and losses are included in the consolidated statements of income/(loss).

Assets and liabilities of the group companies are translated from their respective functional currencies to the reporting currency at the exchange rates at the balance sheet dates, equity accounts are translated at historical exchange rates and revenues and expenses are translated at the average exchange rates in effect during the reporting period. The exchange differences for the translation of group companies with non-RMB functional currency into the RMB are included in foreign currency translation adjustments, which is a separate component of shareholders’ equity on the consolidated financial statements.

Translations of amounts from RMB into US$ are solely for the convenience of the reader and were calculated at the rate of US$1.00 = RMB6.8755 on December 31, 2018, representing the certificated exchange rate published by the Federal Reserve Board. No representation is intended to imply that the RMB amounts could have been, or could be, converted, realized or settled into US$ at that rate on December 31, 2018, or at any other rate.

Cash and cash equivalents

Cash includes currency on hand and deposits held by financial institutions that can be added to or withdrawn without limitation. Cash equivalents represent short-term, highly liquid investments that are readily convertible to known amounts of cash and with original maturities from the date of purchase of generally three months or less.

Restricted cash

Restricted cash represents cash that cannot be withdrawn without the permission of third parties. The Group’s restricted cash is substantially cash balance on deposit required by its business partners and commercial banks.

Short-term investments

Short-term investments represent i) held-to-maturity investments which are due in one year and stated at amortized cost; and ii) the investments issued by commercial banks or other financial institutions with a variable interest rate indexed to the performance of underlying assets within one year. These investments are stated at fair value. Changes in the fair value are reflected in the consolidated statements of income and comprehensive income.

Installment credit and nonrecourse securitization debt

The Company provides installment credit solutions to users. Such amounts are recorded at the outstanding principal amount less allowance for doubtful accounts, and include accrued interest receivable and presented in receivable related to financial services in Note 3.

Since 2018, the Company entered into asset backed securitization arrangements with third-party financial institution and set up a securitization vehicle which issued revolving debt securities to third party investors. The Company consolidated the servicer of the securitized debt since economic interests are retained in the form of subordinated interests and it acts as the servicer of securitization vehicles. The proceeds from the issuance of debt securities are reported as current securitization debt. The contractual maturities of the debt securities are within one year, the securities are repaid as collections on the underlying collateralized assets occur and the amounts are included in “short-term debt and current portion of long-term debt”.

As of December 31, 2017 and 2018, the collateralized receivable related to financial services were nil and RMB733 million, respectively, and the non-collateralized receivable related to financial services were RMB596 and RMB818 million, respectively.

For the years ended December 31, 2017 and 2018, the total allowance for the receivable related to financial services was not material. The Company recognized the interest income from the receivable related to financial services in Revenue – Others. The interest expenses in relation to the nonrecourse securitization debt were recognized in the cost of revenue. For the years ended December 31, 2017 and 2018, the interest incomes and the interest expenses were not material.

The gross amount is presented in the investing section of the cash flow statement unless the term of the receivables is 3 month or less, in which case it is presented on a net basis in the investing section.

Land use rights

Land use rights represent the prepayments for usage of the parcels of land where the office buildings are located, are recorded at cost, and are amortized over their respective lease periods (usually over 40 to 50 years).

Property, equipment and software

Property, equipment and software are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the following estimated useful lives, taking into account any estimated residual value:


Building		30-40 years
Leasehold improvements		Lesser of the term of the lease or the estimated useful lives of the assets
Website-related equipment		5 years
Computer equipment		3-5 years
Furniture and fixtures		3-5 years
Software		3-5 years

The Company recognizes the disposal of Property, equipment and software in general and administrative expenses.

Investments

The Company’s investments include equity method investments, equity securities without readily determinable fair values, equity securities with readily determinable fair values, held to maturity debt securities, and available-for-sale debt securities.

The Company applies equity method in accounting for its investments in entities in which the Company has the ability to exercise significant influence but does not have control and the investments are in either common stock or in-substance common stock. Unrealized gains on transactions between the Company and an affiliated entity are eliminated to the extent of the Company’s interest in the affiliated entity, unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Equity securities without readily determinable fair values are measured and recorded using a measurement alternative that measures the securities at cost minus impairment, if any, plus or minus changes resulting from qualifying observable price changes. Prior to fiscal 2018, these securities were accounted for using the cost method of accounting, measured at cost less other-than-temporary impairment.

Equity securities with readily determinable fair values are measured and recorded at fair value on a recurring basis with changes in fair value, whether realized or unrealized, recorded through the income statement. Prior to 2018, these securities were classified as available-for-sale securities and measured and recorded at fair value with unrealized changes in fair value recorded through other comprehensive income.

Debt securities that the company has positive intent and ability to hold to maturity are classified as held to maturity debt securities and are stated at amortized cost.

Debt securities that the company has the intent to hold the security for an indefinite period or may sell the security in response to the changes in economic conditions are classified as available-for-sale debt securities and reported at fair value. Unrealized gains and losses (other than impairment losses) are reported, net of the related tax effect, in other comprehensive income (OCI). Upon sale, realized gains and losses are reported in net income.

The Company monitors its investments for other-than-temporary impairment by considering factors including, but not limited to, current economic and market conditions, the operating performance of the companies including current earnings trends and other company-specific information.

Fair value measurement of financial instruments

Financial assets and liabilities of the Group primarily comprise of cash and cash equivalents, restricted cash, time deposits, financial products, accounts receivable, due from related parties, available-for-sale debt investments, equity securities, accounts payable, due to related parties, advances from end users, short-term bank borrowings, other short-term liabilities and long-term debts. As of December 31, 2017 and 2018, the Company does not hold any derivative instruments, and except for long-term debt, equity securities and available-for-sale debt investments, carrying values of these financial instruments approximated their fair values because of their generally short maturities. The Company reports equity securities and available-for-sale debt investments at fair value at each balance sheet date and changes in fair value are reflected in the statements of income and comprehensive income. The Company disclosed the fair value of its long-term debts based on Level 2 inputs in Note 16.

The Company measures its financial assets and liabilities using inputs from the following three levels of the fair value hierarchy. The three levels are as follows:

Level 1 inputs are unadjusted quoted prices in active markets for identical assets that the management has the ability to access at the measurement date.

Level 2 inputs include quoted prices for similar assets in active markets, quoted prices for identical or similar assets in markets that are not active, inputs other than quoted prices that are observable for the asset (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).

Level 3 includes unobservable inputs that reflect the management’s assumptions about the assumptions that market participants would use in pricing the asset. The management develops these inputs based on the best information available, including the own data.

Business combination

U.S. GAAP requires that all business combinations not involving entities or businesses under common control be accounted for under the acquisition method. The Group applies ASC 805, “Business combinations”, the cost of an acquisition is measured as the aggregate of the fair values at the date of exchange of the assets given, liabilities incurred, and equity instruments issued. The costs directly attributable to the acquisition are expensed as incurred. Identifiable assets, liabilities and contingent liabilities acquired or assumed are measured separately at their fair value as of the acquisition date, irrespective of the extent of any non-controlling interests. The excess of the (i) the total of cost of acquisition, fair value of the non-controlling interests and acquisition date fair value of any previously held equity interest in the acquiree over (ii) the fair value of the identifiable net assets of the acquiree is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognized directly in the consolidated statements of income and comprehensive income.

The determination and allocation of fair values to the identifiable assets acquired and liabilities assumed is based on various assumptions and valuation methodologies requiring considerable management judgment. The most significant variables in these valuations are discount rates, terminal values, the number of years on which to base the cash flow projections, as well as the assumptions and estimates used to determine the cash inflows and outflows. Management determines discount rates to be used based on the risk inherent in the related activity’s current business model and industry comparisons. Terminal values are based on the expected life of products and forecasted life cycle and forecasted cash flows over that period. The Company’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. Any changes to provisional amounts identified during the measurement period are recognized in the reporting period in which the adjustment amounts are determined.

Acquisitions

During the periods presented, the Company completed several transactions to acquire controlling shares to enrich its products and to expand business. The Company makes estimates and judgments in determining the fair value of the acquired assets and liabilities, based in part on independent appraisal reports as well as its experience with purchasing similar assets and liabilities in similar industries. The amount excess of the purchase price over the fair value of the identifiable assets and liabilities acquired is recorded as goodwill. The major acquisitions during the periods presented are as follows:

In May 2018, the Company consummated a step acquisition by acquiring substantially all the remaining equity interest of an offline travel agency company in which the Company previously held approximately 48% equity interest. The total purchase consideration was RMB1.1 billion which included the cash consideration of RMB198 million, the fair value of the previously held equity interest of RMB543 million and equity interest representing a 1.9% non-controlling interest of one of the Company’s subsidiaries with the fair value of RMB399 million which is determined on Level 3 measures. The Company recognized a gain from the re-measurement of its previously held equity interest to the fair value with amount of RMB249 million and reported in other income (Note 2). The Company recognized the non-controlling interest of the equity interest disposed at the book value of the proportionate shares of the net assets of the subsidiary with amount of RMB4 million and the difference between the fair value of the non-controlling interest with the book value of RMB395 million recorded as additional paid-in capital. As of December 31, 2018, all the cash consideration has been paid. The financial results of the acquired company have been included in the Company’s consolidated financial statements since the date the Company obtained control and were not significant to the Company for the year ended December 31, 2018.

The net liability assumed based on their fair values was RMB212 million, including cash acquired with amount of RMB482 million. The fair value of non-controlling interest amounting to RMB15 million was measured based on the purchase price, taking into account a discount reflective of the non-controlling nature of the interest. The newly identifiable intangible assets were RMB269 million which primarily consist of brand name which is amortized over 10 years on a straight-line basis. The deferred tax liability of RMB 67 million as recognized in associated with the identifiable intangible assets. The goodwill recognized for the acquisition was RMB1.2 billion which is primarily made up of the expected synergies from combining operations of the acquiree and the acquirer, which do not qualify for separate recognition.

On December 9, 2016, the Company consummated an acquisition of nearly all the equity interest of Skyscanner with the total purchase consideration of £1.4 billion (RMB12.0 billion). The purchase consideration consists of £1.2 billion (RMB10 billion) in cash and Ctrip ordinary shares. The cash consideration was subsequently agreed with selling shareholder to adjust to RMB10.1 billion in 2017 for an increase of RMB60 million. The financial statements of Skyscanner are consolidated by the Company from December 31, 2016 onwards since the financial results of Skyscanner during the period from December 10, 2016 through December 31, 2016 were not material to the Company.

The net assets acquired based on their fair values was RMB325 million, including cash acquired with amount of RMB571 million. The fair value of non-controlling interest amounting to RMB316 million was measured based on the purchase price, taking into account a discount reflective of the non-controlling nature of the interest. The newly identifiable intangible assets were RMB3.1 billion which primarily consist of trademark and domain, supplier relationship and IT Platform. The trademark and domain are assessed to be indefinite-lived intangible assets. The fair values of the supplier relationship and IT Platform with amount of RMB929 million and RMB191 million respectively, are amortized over 9 years and 6 years, respectively on a straight-line basis. The deferred tax liability of RMB620 million as recognized in associated with the identifiable intangible assets. The goodwill recognized for the Skyscanner acquisition was RMB9.5 billion which primarily made up of the expected synergies from combining operations of the acquiree and the acquirer, which do not qualify for separate recognition. The final allocation of purchase price recorded in 2017 has reflected the subsequent adjustment of total consideration with a corresponding adjustment to goodwill (Note 9).

In October 2015, the Company completed a share exchange transaction with Baidu, Inc. (“Baidu”), which was the principal shareholder of Qunar, upon completion of the exchange, the Company issued approximately 11 million ordinary shares, with the fair value of US$3.4 billion (RMB21.7 billion) to Baidu in exchange for approximately 179 million Class A (There were 193 million outstanding Class A shares in Qunar) and 11 million Class B ordinary share of Qunar. The Class A and Class B represents 3 votes and 1 vote per share respectively, and Class A ordinary shares were converted into Class B ordinary shares upon transfer. After the transaction, Ctrip owned ordinary share of Qunar representing approximately 45% of Qunar's aggregate voting interest and 48% economic interest. In connection with the transaction with Baidu, on December 10, 2015, the Company issued approximately 4 million ordinary shares to certain special purpose vehicles in exchange for approximately 66 million Class B ordinary shares of Qunar issued as equity incentives to Qunar’s employees.

For the years ended December 31, 2016 and 2017, the Company made certain investments, in the form of limited partnership capital contribution or other financing arrangements, in several non-U.S. investment entities, with fair values of approximately US$2.9 billion and US$0.4 billion in 2016 and 2017, respectively (the “Investment”). These investment entities have spent the Investment to acquire the equity interest of Qunar that was not held by the Company, through privately negotiated transactions. In accordance with ASC 810, the Company consolidates the financial statements of these investment entities and as such the investments were eliminated in consolidation. The Company accounts for the purchases of the Qunar non-controlling shares as equity transactions by adjusting the carrying amount of non-controlling interest of Qunar to reflect the decrease in the non-controlling interest’s ownership in Qunar by RMB15.5 billion and RMB2.2 billion in 2016 and 2017 respectively. The difference between the amount of the change in non-controlling interest and the consideration paid was recognized in additional paid-in capital of the Company with amount of RMB3.7 billion and RMB0.6 billion in 2016 and 2017 respectively.

Other than the acquisitions disclosed above, none of other acquisition occurred during the periods presented was material to its businesses or financial results. Other immaterial acquisitions in 2016, 2017 and 2018 with total consideration of RMB120 million, RMB251 million and RMB553 million respectively resulted in goodwill increase of RMB159 million, RMB291 million and RMB621 million respectively.

Goodwill and other intangible assets

Goodwill represents the excess of the purchase price over the fair value of the identifiable assets and liabilities acquired as a result of the Company’s acquisitions of interests in its subsidiaries and consolidated VIEs.

Goodwill is not amortized but is reviewed at least annually for impairment or earlier, if an indication of impairment exists. Recoverability of goodwill is evaluated using a two-step process. In the first step, the fair value of a reporting unit is compared to its carrying value. If the fair value of a reporting unit exceeds the carrying value of the net assets assigned to a reporting unit, goodwill is considered not impaired and no further testing is required. If the carrying value of the net assets assigned to a reporting unit exceeds the fair value of a reporting unit, the second step of the impairment test is performed in order to determine the implied fair value of a reporting unit’s goodwill. Determining the implied fair value of goodwill requires valuation of a reporting unit’s tangible and intangible assets and liabilities in a manner similar to the allocation of purchase price in a business combination. If the carrying value of a reporting unit’s goodwill exceeds its implied fair value, goodwill is deemed impaired and is written down to the extent of the difference. The Company estimates total fair value of the reporting unit using discounted cash flow analysis, and makes assumptions regarding future revenue, gross margins, working capital levels, investments in new products, capital spending, tax, cash flows, and the terminal value of the reporting unit.

As of December 31, 2018, the step one analysis performed indicated that the fair value of the Company’s reporting unit was substantially greater than the respective carrying value. There was no impairment of goodwill during the years ended December 31, 2016, 2017 and 2018. Each quarter the Company reviews the events and circumstances to determine if goodwill impairment may be indicated.

Separately identifiable intangible assets that have determinable lives continue to be amortized and consist primarily of non-compete agreements, customer list, supplier relationship, technology and business relationship as of December 31, 2017 and 2018. The Company amortizes intangible assets on a straight-line basis over their estimated useful lives, which is three to ten years. The estimated life of amortized intangibles is reassessed if circumstances occur that indicate the life has changed. Other intangible assets that have indefinite useful life primarily include trademark and domain names As of December 31, 2017 and 2018. The Company evaluates indefinite-lived intangible assets each reporting period to determine whether events and circumstances continue to support an indefinite useful life. If an intangible asset that is not being amortized is subsequently determined to have a finite useful life, the asset is tested for impairment. The Company estimates total fair value of the reporting unit using discounted cash flow analysis, and makes assumptions regarding future revenue, gross margins, working capital levels, investments in new products, capital spending, tax, cash flows, and the terminal value of the reporting unit.

The Company reviews intangible assets with indefinite lives annually for impairment.

No impairment on other intangible assets was recognized for the years ended December 31, 2016, 2017 and 2018.

Impairment of long-lived assets

Long-lived assets (including intangible with definite lives) are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Reviews are performed to determine whether the carrying value of asset group is impaired, based on comparison to undiscounted expected future cash flows. If this comparison indicates that there is impairment, the Group recognizes impairment of long-lived assets to the extent the carrying amount of such assets exceeds the fair value.

Accrued liability for customer reward program

The Company’s end users participate in a loyalty points program. The points awarded from services can be used as cash or redeemed to gifts on the Company’s website and mobile platforms.

The estimated incremental costs of the loyalty points program are recognized as reduction of the revenue or sales and marketing expense and accrued for as a current liability. As members redeem awards or their entitlements expire, the accrued liability is reduced correspondingly. As of December 31, 2017 and 2018, the Company’s accrued liability for its customer reward program amounted to RMB610 million and RMB528 million, respectively, based on the estimated liabilities under the customer reward program. For the years ended December 31, 2016, 2017 and 2018, the expenses recognized for the customer rewards program were approximately RMB202 million, RMB100 million and RMB21 million and decreased in 2018 due to the change of customer reward program.

Deferred revenue

The Group has a coupon program, through which the Group provides coupons for end users who book selected hotels online through website. The end users who use the coupons receive credits in their virtual cash accounts upon check-out from the hotels and reviews for hotels submitted. The end users may redeem the amount of credits in their virtual cash account in cash or voucher for their future bookings on the Company’s website and mobile platforms. The Group accounts for the estimated cost of future usage of coupons as reduction of the revenue.

Revenue recognition

The Group presents substantially all of its revenues on a net basis as the travel supplier is primarily responsible for providing the underlying travel services and the Company does not control the service provided by the travel supplier to the traveler. Revenues are recognized at gross amounts for mechant business where the Group undertakes substantive inventory risks by pre-purchasing inventories.

Accommodation reservation services

The Group receives commissions from travel suppliers for hotel room reservations through the Group’s transaction and service platform. Commissions from hotel reservation services rendered are recognized when the reservation becomes non-cancellable which is the point considered when the Company completes its performance obligation in accommodation reservation services. Contracts with certain travel suppliers contain incentive commissions typically subject to achieving specific performance targets and such incentive commissions are recognized when it is reasonably assured that the Group is entitled to such incentive commissions. The Group generally receives incentive commissions from monthly arrangements with hotels based on the number of hotel room reservations where end users have completed their stay. The Group presents revenues from such transactions on a net basis in the statements of income and comprehensive income as the Group, generally, does not control the service provided by the travel supplier to the traveler and has no obligations for cancelled hotel reservations. The amount of accommodation reservation services revenues recognized at gross basis were not significant during the years ended December 31, 2016, 2017 and 2018, respectively.

Transportation ticketing services

Transportation ticketing services revenues mainly represent revenues from tickets reservations and other related services. The Group receives commissions from travel suppliers for ticketing services through the Group’s transaction and service platform under various services agreements. Commissions from ticketing services rendered are recognized after tickets are issued as this is when the Group’s performance obligation is satisfied. The Group presents revenues from such transactions on a net basis in the statements of income as the Group, generally, does not control the service provided by the travel supplier to the traveler and has no obligations for cancelled airline ticket reservations. Loss due to obligations for cancelled ticket reservations is minimal in the past. The amount of transportation ticketing services revenues recognized at gross basis were not significant during the years ended December 31, 2016, 2017 and 2018, respectively.

Packaged-tour

The Group receives referral fees from travel product providers for packaged-tour products and services through the Group’s transaction and service platform. Referral fees are recognized on the departure date of the tours as this is when the Group’s performance obligation is satisfied. The Group presents revenues from such transactions on a net basis in the statements of income when the Group does not control the service provided by the travel supplier to the traveler and has no obligations for cancelled packaged-tour products reservations. The amounts of packaged-tour products and services revenues recognized at gross basis were immaterial during the years ended December 31, 2016, 2017, respectively. While the Group expanded the merchant business in 2018 for packaged-tour products, the Group presents majority of its packaged-tour products and services revenues recognized on net basis for the year ended December 31, 2018.

Corporate travel

Corporate travel management revenues primarily include commissions from air ticket booking, hotel reservation and packaged-tour services rendered to corporate clients. The Group contracts with corporate clients based on service fee model. Travel reservations are made via on-line and off-line services for air tickets, hotel and package-tour. Revenue is recognized on a net basis after the services are rendered and collections are reasonably assured.

Other businesses

Other businesses comprise primarily of online advertising services.

The Company receives advertising revenues, which principally represent the sale of banners or sponsorship on the website and mobile from end users. Advertising revenues are recognized ratably over the fixed term of the agreement as services are provided.

Allowance for doubtful accounts

Accounts receivables are recorded at the invoiced amount and do not bear interest. The Company reviews on a periodic basis for doubtful accounts for the outstanding trade receivable balances based on historical experience and information available. Additionally, we make specific bad debt provisions based on (i) our specific assessment of the collectability of all significant accounts; and (ii) any specific knowledge we have acquired that might indicate that an account is uncollectible. The facts and circumstances of each account may require us to use substantial judgment in assessing its collectability. The following table summarized the details of the Company’s allowance for doubtful accounts:


	2016	2017	2018
	RMB (in millions)
Balance at beginning of year	38	59	129
Provision for doubtful accounts	32	98	69
Write-offs	(11)	(28)	(42)
Balance at end of year	59	129	156

Cost of revenues

Cost of revenues consists primarily of payroll compensation of customer service center personnel, payments to travel suppliers, credit card service fee, telecommunication expenses, direct cost of principal travel tour services, depreciation, rentals and related expenses incurred by the Group’s transaction and service platform which are directly attributable to the rendering of the Group’s travel related services and other businesses.

Product development

Product development expenses include expenses incurred by the Group to develop the Group’s travel supplier networks as well as to maintain, monitor and manage the Group’s transaction and service platform. The Group recognizes website, software and mobile applications development costs in accordance with ASC 350-50 “Website development costs” and ASC 350-40 “Software — internal use software” respectively. The Group expenses all costs that are incurred in connection with the planning and implementation phases of development and costs that are associated with repair or maintenance of the existing websites and mobile applications or the development of software or mobile applications for internal use and websites content.

Sales and marketing

Sales and marketing expenses consist primarily of costs of payroll and related compensation for the Company’s sales and marketing personnel, advertising expenses, and other related marketing and promotion expenses. Advertising expenses, amounting to approximately RMB2.8 billion, RMB5.1 billion and RMB6.0 billion for the years ended December 31, 2016, 2017 and 2018 respectively, are charged to the statements of income as incurred.

Share-based compensation

Under ASC 718, the Company applied the Black-Scholes valuation model in determining the fair value of options granted. Risk-free interest rates are based on US Treasury yield for the terms consistent with the expected life of award at the time of grant. Expected life is based on historical exercise patterns. Expected dividend yield is determined in view of the Company’s historical dividend payout rate and future business plan. The Company estimates expected volatility at the date of grant based on historical volatilities. The Company recognizes compensation expense on all share-based awards on a straight-line basis over the requisite service period. Forfeiture rate is estimated based on historical forfeiture patterns and adjusted to reflect future change in circumstances and facts, if any. If actual forfeitures differ from those estimates, the Company may need to revise those estimates used in subsequent periods.

According to ASC 718, a change in any of the terms or conditions of stock options shall be accounted for as a modification of the plan. Therefore, the Company calculates incremental compensation cost of a modification as the excess of the fair value of the modified option over the fair value of the original option immediately before its terms are modified, measured based on the share price and other pertinent factors at the modification date. For vested options, the Company would recognize incremental compensation cost in the period the modification occurs and for unvested options, the Company would recognize, over the remaining requisite service period, the sum of the incremental compensation cost and the remaining unrecognized compensation cost for the original award on the modification date.

According to ASC 718, the Company classifies options or similar instruments as liabilities if the entity can be required under any circumstances to settle the option or similar instrument by transferring cash or other assets and such cash settlement is probable. The percentage of the fair value that is accrued as compensation cost at the end of each period shall equal the percentage of the requisite service that has been rendered at that date. Changes in fair value of the liability classified award that occur during the requisite service period shall be recognized as compensation cost over that period. Changes in fair value that occur after the end of the requisite service period are compensation cost of the period in which the changes occur. Any difference between the amount for which a liability award is settled and its fair value at the settlement date as estimated is an adjustment of compensation cost in the period of settlement.

Share incentive plans

In October, 2007, the Company adopted a 2007 Share Incentive Plan (“2007 Incentive Plan”). The Company granted 138,061 and nil new shares options and 15,664 and nil new RSUs to employees with 4 year requisite service period for years ended December 31, 2017 and 2018, respectively. RSUs granted under 2007 Incentive Plan have a restricted period for 4 years. As of December 31, 2017 and 2018, 4,367,099 and 3,400,231 options and 1,095,722 and 569,497 RSUs were outstanding under the 2007 Incentive Plan.

In June, 2017, the Company adopted a Global Share Incentive Plan (“Global Incentive Plan”), under which the Company granted 493,105 and 3,286,756 new share options and nil and 87,465 new RSUs to employees with 4 year requisite service period for year ended December 31, 2017 and 2018, respectively. As of December 31, 2017 and 2018, 343,659 and 3,308,777 options and nil and 67,709 RSUs were outstanding under the Global Incentive Plan.

Qunar previously adopted the 2007 Qunar Share Inventive Plan and 2015 Qunar Share Inventive Plan. Immediately prior to the closing of its going private transaction in February 2017, each outstanding vested option granted under the 2007 Qunar Share Incentive Plan and the 2015 Qunar Share Incentive Plan was exchanged for a number of Ctrip ADSs based on a ratio that ensures equivalent economic value, against the payment by the holder of the vested Qunar options of the full amount of exercise price payable ; and each outstanding unvested Qunar option granted under the 2007 Qunar Share Incentive Plan and the 2015 Qunar Share Incentive Plan was exchanged for an option of Ctrip to purchase ordinary shares of Ctrip based on a ratio that ensures equivalent economic value with its remaining vesting period unchanged (“Exchange of Qunar Share Incentive Plans”).

A summary of option activity under the share incentive plans

The following table summarized the Company’s share option activity under all the option plans, which has reflected the effect of the Exchange of Qunar Share Incentive Plans (in US$, except shares):


			Weighted
		Weighted	Average
		Average	Remaining	Aggregate
	Number of	Exercise	Contractual	Intrinsic Value
	Shares	Price	Life (Years)	(in millions)
Outstanding at December 31, 2015	5,005,461	122.00	4.77	1,245
Granted	937,002	322.20
Exercised	(368,722)	80.70
Forfeited	(41,226)	199.32
Outstanding at December 31, 2016	5,532,515	157.82	4.54	900
Granted (including grants in exchange for Qunar options)	631,166	43.03
Exercised	(1,353,697)	68.95
Forfeited	(99,226)	133.92
Outstanding at December 31, 2017	4,710,758	168.80	4.72	867
Granted	3,286,756	204.65
Exercised	(1,050,382)	92.58
Forfeited	(238,124)	171.61
Outstanding at December 31, 2018	6,709,008	198.19	5.62	366
Vested and expect to vest at December 31, 2018	6,395,327	197.33	5.54	351
Exercisable at December 31, 2018	2,787,994	173.37	3.39	179

The Company’s current practice is to issue new shares to satisfy share option exercises.

The expected-to-vest options are the result of applying the pre-vesting forfeiture rate assumptions of 8% to total unvested options.

The aggregate intrinsic value in the table above represents the total intrinsic value (the aggregate difference between the Company’s closing stock price of US$216.48 (US$27.06 per ADS) as of December 31, 2018 and the exercise price for in-the-money options) that would have been received by the option holders if all in-the-money options had been exercised on December 31, 2018.

The total intrinsic value of options exercised during the years ended December 31, 2016, 2017 and 2018 were US$257 million US$522 million and US$356 million, respectively.

The following table summarizes information related to outstanding and exercisable options as of December 31, 2018 (in US$, except shares):


	Outstanding			Exercisable
			Weighted-average			Weighted-average
			Remaining			Remaining
Range of	Number of	Weighted-Average	Contractual	Number of	Weighted-Average	Contractual
Exercise Prices	shares	Exercise Price	Life (Years)	shares	Exercise Price	Life (Years)
0.00-100.00	1,559,585	35.58	4.79	748,322	74.14	2.02
100.01-200.00	1,218,954	157.29	2.96	1,218,954	157.29	2.96
200.01-300.00	2,144,923	223.01	6.98	414,227	251.25	4.71
300.01-400.00	1,785,546	338.34	6.52	406,491	324.93	5.87
	6,709,008			2,787,994

The weighted average fair value of options granted during the years ended December 31, 2016, 2017 and 2018 was US$140.95, US$376.78 and US$150.38 per share, respectively.

As of December 31, 2018, there was US$546 million of total unrecognized compensation cost, net of estimated forfeitures, related to unvested share options which are expected to be recognized over a weighted average period of 3.2 year. Total unrecognized compensation cost may be adjusted for future changes in estimated forfeitures. Total cash received from the exercise of share options amounted to RMB212 million, RMB732 million and RMB677 million for the year ended December 31, 2016, 2017 and 2018, respectively. The transfer agent was engaged by the Company to collect the exercise proceeds and remitted on regular basis and these amounts were included in “prepayments and other current assets”.

The Company calculated the estimated fair value of share options on the date of grant using the Black-Scholes pricing model with the following assumptions for the years ended December 31, 2016, 2017 and 2018:


	2016		2017		2018
Risk-free interest rate	1.16% - 1.66	%	1.73% - 1.94	%	2.52% - 3.09	%
Expected life (years)	5.0		5.0		5.0
Expected dividend yield	0	%	0	%	0	%
Volatility	48% - 51	%	46% - 48	%	42% - 44	%
Fair value of options at grant date per share	from US$133.85		from US$142.29		from US$88.51
	to US$141.72		to US$430.87		to US$350.71

The following table summarized the Company’s RSUs activities under all incentive plans (in US$, except shares):


		Weighted average grant
	Number of Shares	date fair value(US$)
Restricted shares
Unvested at December 31, 2015	865,408	185.17
Granted	1,183,094	301.62
Vested	(492,825)	223.00
Forfeited	(93,438)	237.69
Unvested at December 31, 2016	1,462,239	263.28
Granted	15,664	323.92
Vested	(285,375)	191.21
Forfeited	(96,806)	274.71
Unvested at December 31, 2017	1,095,722	281.91
Granted	87,465	331.69
Vested	(471,773)	261.48
Forfeited	(74,208)	294.08
Unvested at December 31, 2018	637,206	302.45

As of December 31, 2018, there was US$69 million unrecognized compensation cost, net of estimated forfeitures, related to unvested restricted shares, which are to be recognized over a weighted average vesting period of 0.5 years. Total unrecognized compensation cost may be adjusted for future changes in estimated forfeitures. The Company determined the fair value of RSUs based on its stock price on the date of grant.

Operating leases

Leases where substantially all the rewards and risks of ownership of assets remain with the leasing company are accounted for as operating leases. Payments made under operating leases net of any incentives received by the Group from the leasing company are charged to the statements of income on a straight-line basis over the lease periods.

Taxation

Deferred income taxes are provided using the balance sheet liability method. Under this method, deferred income taxes are recognized for the tax consequences of significant temporary differences by applying enacted statutory rates applicable to future years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. The tax base of an asset or liability is the amount attributed to that asset or liability for tax purposes. The effect on deferred taxes of a change in tax rates is recognized in income in the period enacted. A valuation allowance is provided to reduce the amount of deferred tax assets if it is considered unlikely that some portion of, or all of, the deferred tax assets will not be realized.

The Company applies ASC 740, “Income Taxes”. It clarifies the accounting for uncertainty in income taxes recognized in the Company’s consolidated financial statements and prescribes a more likely than not threshold for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on derecognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, accounting for income taxes in interim periods, and income tax disclosures.

Other income/ (expense)

Other income/ (expense) consists of financial subsidies, investment income, foreign exchange gains/(losses), re-measurement of previously held equity interest in step acquisitions etc.. Financial subsidies from local PRC government authorities are recorded as other income in the consolidated statements of income. There are no defined rules and regulations to govern the criteria necessary for companies to enjoy such benefits and the amount of financial subsidy are determined at the discretion of the relevant government authorities. Financial subsidies are recognized as other income when received. The foreign exchange losses in 2016 were mainly contributed by the USD appreciation against Chinese Yuan. Components of other income for the years ended December 31, 2016, 2017 and 2018 were as follows:


	2016	2017	2018
	RMB (in millions)
Gain on disposal of long-term investments (Note 7)	290	1,416	1,181
Subsidy income	221	264	469
Gain from the re-measurement of the previously held equity interest to the fair value in the business acquisition (Note 2)	—	—	249
Dividends from long-term investment	49	47	24
Gain/(loss) on disposal of a subsidiary	—	11	(2)
Impairments of long-term investments	(48)	(411)	—
Fair value changes of equity securities investments	—	—	(3,064)
Provision/impairment for an equity method investment	—	(967)	(61)
Foreign exchange (losses)/gains	(558)	469	(17)
Others	19	50	146
Total	(27)	879	(1,075)

Statutory reserves

The Company’s PRC subsidiaries and the VIEs are required to allocate at least 10% of their after-tax profit to the general reserve in accordance with the PRC accounting standards and regulations. The allocation to the general reserve will cease if such reserve has reached to 50% of the registered capital of respective company. Appropriations to discretionary surplus reserve are at the discretion of the board of directors of the VIEs. These reserves can only be used for specific purposes and are not transferable to the Company in form of loans, advances, or cash dividends. Additionally, ezTravel, the Company’s subsidiary incorporated in Taiwan, is also required to allocate 10% of its after-tax profit to the statutory reserve in accordance with Taiwan regulations. There is no such regulation of providing statutory reserve in Hong Kong. During the years ended December 31, 2016, 2017, and 2018, appropriations to statutory reserves have been made of approximately RMB69 million, RMB146 million, and RMB100 million, respectively.

Dividends

Dividends are recognized when declared.

PRC regulations currently permit payment of dividends only out of accumulated profits as determined in accordance with PRC accounting standards and regulations. The Company’s PRC subsidiaries can only distribute dividends after they have met the PRC requirements for appropriation to statutory reserves. Additionally, as the Company does not have any direct ownership in the VIEs, the VIEs cannot directly distribute dividends to the Company. The PRC government imposes control over its foreign currency reserves in part through direct regulation of the conversion of RMB into foreign exchange and through restrictions on foreign trade. As the majority of our revenues are in RMB, any restrictions on currency exchange may limit our ability to use revenue generated in RMB to fund our business activities outside China or to make dividend payments in U.S. dollars. However, the Company believes the restrictions on currency exchange imposed by the PRC foreign exchange regulations and enforced by SAFE do not automatically constitute the “restrictions” under Rule 4-08(e)(3) under Regulation S-X, because such restrictions in substance do not prohibit the Company’s subsidiaries or VIEs from transferring net assets to the Company in the combined forms of loans, advances and cash dividends without the consent of SAFE, provided that certain procedural formalities should be complied with. As of December 31, 2018, the restricted net assets of the Company’s PRC subsidiaries and VIEs not distributable in the form of dividends to the parent as a result of the aforesaid PRC regulations and other restrictions were RMB7 billion.

As a result of the aforementioned PRC regulation and the Company’s organizational structure, accumulated profits of the subsidiaries in PRC distributable in the form of dividends to the parent as of December 31, 2016, 2017 and 2018 were RMB8 billion, RMB12 billion and RMB16 billion, respectively. The Company’s PRC subsidiaries and VIEs are able to enter into royalty and trademark license agreements or certain other contractual arrangements at the sole discretion of the Company, for which the compensatory element of the arrangement is deducted from the accumulated profits.

Effective January 1, 2008, current CIT Law imposes a 10% withholding income tax for dividends distributed by foreign invested enterprises to their immediate holding companies outside mainland China. A lower withholding tax rate will be applied if there is a tax treaty arrangement between mainland China and the jurisdiction of the foreign holding company. Distributions to holding companies in Hong Kong that satisfy certain requirements specified by PRC tax authorities, for example, will be subject to a 5% withholding tax rate. Furthermore, pursuant to the applicable circular and interpretations of the current EIT Law, dividends from earnings created prior to 2008 but distributed after 2008 are not subject to withholding income tax.

Earnings/(loss) per share

In accordance with “Computation of Earnings Per Share”, basic earnings per share is computed by dividing net income attributable to common shareholders by the weighted average number of common shares outstanding during the year. Diluted earnings per share is calculated by dividing net income attributable to common shareholders as adjusted for the effect of dilutive ordinary equivalent shares, if any, by the weighted average number of ordinary and dilutive ordinary equivalent shares outstanding during the year. Dilutive ordinary equivalent shares consist of ordinary shares issuable upon the exercise of outstanding share options (using the treasury stock method). Vested but unexercised stock options with exercise prices that represent little or no consideration are included in the weighted average shares outstanding in the basic earnings per share calculation.

If the number of common shares outstanding increases as a result of a stock dividend or stock split or decreases as a result of a reverse stock split, the computations of basic and diluted EPS shall be adjusted retroactively for all periods presented to reflect that change in capital structure. If changes in common stock resulting from stock dividends, stock splits, or reverse stock splits occur after the close of the period but before the financial statements are issued or are available to be issued, the per-share computations for those and any prior-period financial statements presented shall be based on the new number of shares.

Effective December 1, 2015, the ratio of the Company’s American depositary shares ("ADSs") to ordinary shares is eight (8) ADSs representing one (1) ordinary share.

Treasury stock

The share-repurchase programs do not require the Company to acquire a specific number of shares and may be suspended or discontinued at any time.

Segment reporting

The Company operates and manages its business as a single segment. Resources are allocated and performance is assessed by the CEO, whom is determined to be the Chief Operating Decision Maker (CODM). Since the Company operates in one reportable segment, all financial segment and product information required by this statement can be found in the consolidated financial statements.

The Company primarily generates its revenues from end users in Great China Area, and assets of the Company are also primarily located in Great China Area. Accordingly, no geographical segments are presented.

Recently Accounting Pronouncements

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires that a lessee should recognize the assets and liabilities that arise from operating leases. A lessee should recognize in the balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expenses for such lease generally on a straight-line basis over the lease term. The new leases standard also provides lessees with a practical expedient, by class of underlying asset, to not separate non-lease components from the associated lease component. If a lessee makes that accounting policy election, it is required to account for the non-lease components together with the associated lease component as a single lease component and to provide certain disclosures. Entities were initially required to adopt the new leases standard using a modified retrospective transition method. Under that transition method, an entity initially applies the new leases standard (subject to specific transition requirements and optional practical expedients) at the beginning of the earliest period presented in the financial statements. In July 2018, the FASB issued ASU 2018-11, which provides another transition method in addition to the existing transition method by allowing entities to initially apply the new leases standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption consistent with preparers’ requests. The amendments in this Update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years for public entities. The Company will adopt this new guidance for the year ended December 31, 2019 and interim periods in the year ended December 31, 2019. The Company estimates approximately RMB800 million to RMB900 million would be recognized as total right-of-use assets and total lease liabilities on our consolidated balance sheet as of January 1, 2019. Other than disclosed, the Company do not expect the new standard to have a material impact on its remaining consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on Financial Statements. This ASU requires a financial asset (or group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. The standard is effective for the Company from calendar 2020, with early adoption permitted for calendar 2019. The Company is evaluating the impact of the adoption of this standard on its consolidated financial statements.

In January 2017, the FASB issued ASU 2017-04: Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. To simplify the subsequent measurement of goodwill, the Board eliminated Step 2 from the goodwill impairment test. Under the amendments in this Update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. An entity should apply the amendments in this Update on a prospective basis. An entity is required to disclose the nature of and reason for the change in accounting principle upon transition. A public business entity that is a U.S. Securities and Exchange Commission (SEC) filer should adopt the amendments in this Update for its annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is in the process of evaluating the impact of the Update on its consolidated financial statements.

Certain risks and concentration

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, short-term investment, accounts receivable, amounts due from related parties, prepayments and other current assets. As of December 31, 2016, 2017 and 2018, substantially all of the Company’s cash and cash equivalents, restricted cash and short-term investment were held in major financial institutions located in the PRC and in Hong Kong, which management considers to be of high credit quality based on their credit ratings. Accounts receivable are generally unsecured and denominated in RMB, and are derived from revenues earned from operations arising primarily in the PRC.

No individual customer accounted for more than 10% of net revenues for the years ended December 31, 2016, 2017 and 2018. No individual customer accounted for more than 10% of accounts receivable as of December 31, 2017 and 2018.

PREPAYMENTS AND OTHER CURRENT ASSETS

12 Months Ended

Dec. 31, 2018

PREPAYMENTS AND OTHER CURRENT ASSETS

PREPAYMENTS AND OTHER CURRENT ASSETS

3. PREPAYMENTS AND OTHER CURRENT ASSETS

Components of prepayments and other current assets as of December 31, 2017 and 2018 were as follows:


	2017	2018
	RMB (in millions)
Prepayments and other deposits	4,576	6,877
Receivable related to financial services (Note 2)	596	1,551
Prepaid expenses	425	401
Others	576	728
Total	6,173	9,557

LONG-TERM DEPOSITS AND PREPAYMENTS

12 Months Ended

Dec. 31, 2018

LONG-TERM DEPOSITS AND PREPAYMENTS

LONG-TERM DEPOSITS AND PREPAYMENTS

4. LONG-TERM DEPOSITS AND PREPAYMENTS

The Group’s subsidiaries and VIEs are required to pay certain amounts of deposit to airline companies and hotel suppliers. The subsidiaries and VIEs are also required to pay deposit to local travel bureau as pledge for insurance of traveler’s safety.

Components of long-term deposits and prepayments as of December 31, 2017 and 2018 were as follows:


	2017	2018
	RMB (in millions)
Deposits paid to airline suppliers	276	243
Deposits paid to advertising suppliers	89	164
Prepayments for purchase of long lived assets	241	127
Deposits paid to hotel suppliers	75	70
Others	159	164
Total	840	768

LAND USE RIGHTS	12 Months Ended
LAND USE RIGHTS	Dec. 31, 2018
LAND USE RIGHTS
LAND USE RIGHTS	5. LAND USE RIGHTS Land use rights are amortized under straight-line method through the respective period of land rights, which are from 40-50 years. Amortization expense for the years ended December 31, 2016, 2017 and 2018 was approximately RMB3 million, RMB3 million and RMB3 million, respectively. As of December 31, 2017 and 2018, the net book value was RMB97 million and RMB94 million respectively.

PROPERTY, EQUIPMENT AND SOFTWARE

12 Months Ended

Dec. 31, 2018

PROPERTY, EQUIPMENT AND SOFTWARE

PROPERTY, EQUIPMENT AND SOFTWARE

6. PROPERTY, EQUIPMENT AND SOFTWARE

Property, equipment and software and its related accumulated depreciation and amortization as of December 31, 2017 and 2018 were as follows:


	2017	2018
	RMB (in millions)
Buildings	5,162	5,418
Computer equipment	926	1,145
Website-related equipment	638	771
Furniture and fixtures	233	292
Software	167	215
Leasehold improvements	140	146
Construction in progress	8	9
Less: accumulated depreciation and amortization	(1,658)	(2,124)
Total net book value	5,616	5,872

Depreciation expense for the years ended December 31, 2016, 2017 and 2018 was RMB461 million, RMB490 million and RMB546 million, respectively.

INVESTMENTS

12 Months Ended

Dec. 31, 2018

INVESTMENTS

INVESTMENTS

7. INVESTMENTS

The Company’s long-term investments are consisted of the follows:


	2017	2018
	RMB (in millions)
Debt investments	6,157	5,107
Equity investments	19,417	21,767
	25,574	26,874

Debt investments

Held to maturity debt securities

Held to maturity investments were time deposits and financial products in commercial banks with maturities of more than one year with the carrying amount of RMB40 million and RMB2.4 billion as of December 31, 2017 and 2018 respectively.

Available-for-sale debt investments

The following table summarizes the Company's available-for-sale debt investments as of December 31, 2018 (RMB in millions):




	Cost, after	Gross Unrealized	Gross Unrealized
	adjusted with other-than-	Gains, including forex	Losses, including forex
	temporary impairment	adjustment	adjustment	Fair Value
Available-for-sale debt investments	2,633	236	(152)	2,717

The following table summarizes the Company's available-for-sale debt investments as of December 31, 2017 (RMB in millions):




	Cost, after	Gross Unrealized	Gross Unrealized
	adjusted with other-than-	Gains, including forex	Losses, including forex
	temporary impairment	adjustment	adjustment	Fair Value
Available-for-sale debt investments	5,362	909	(154)	6,117

Equity investments

Equity securities with readily determinable fair values

The following table summarizes the Company's equity securities with readily determinable fair values as of December 31, 2018 (RMB in millions):


	Cost, after	Gross Unrealized	Gross Unrealized
	adjusted with other-than-	Gains, including forex	Losses, including forex
	temporary impairment	Adjustment	adjustment	Fair Value
Equity securities with readily determinable fair values	5,520	4,320	(845)	8,995

The following table summarizes the Company's equity securities with readily determinable fair values as of December 31, 2017 (RMB in millions):


	Cost, after	Gross Unrealized	Gross Unrealized
	adjusted with other-than-	Gains, including forex	Losses, including forex
	temporary impairment	Adjustment	adjustment	Fair Value
Equity securities with readily determinable fair values	6,136	6,299	—	12,435

For the years ended December 31, 2016, 2017 and 2018, the Company completed the following significant investments which were accounted for as equity securities with readily determinable fair values:

In January, 2016, the Company invested US$180 million (approximately RMB1.2 billion) to purchase the convertible bonds of MakeMyTrip Limited ( “ MakeMyTrip ” ) which were subsequently converted to approximately 10% equity interest in MakeMyTrip in October 2016. As of December 31, 2017 and 2018, based on the market price, the Company re-measured the investment at a fair value of RMB2.1 billion and RMB1.8 billion respectively.

In April 2016, the Company purchased 3% equity interest of China Eastern Airlines with consideration of RMB3 billion. As of December 31, 2017 and 2018, based on the market price, the Company re-measured the investment at a fair value of RMB3.8 billion and RMB2.2 billion respectively.

Equity securities without readily determinable fair values

Equity securities without readily determinable fair values and over which the Company has neither significant influence nor control through investments in common stock or in-substance common stock. The carrying value of equity securities without readily determinable fair values was RMB913 million and RMB584 million as of December 31, 2017 and 2018 respectively. There is no fair value changes related to these investments for the years ended December 31, 2017 and 2018. None of the investments individually is considered as material to the Group’s financial position.

In 2016, 2017 and 2018, the Company disposed certain equity securities without readily determinable fair values for total consideration of RMB317 million, RMB1.4 billion and RMB261 million, respectively, which results a gain of RMB149 million, RMB1.4 billion, and RMB122 million as reported in other income, respectively. In 2018, the Company also paid certain equity securities without readily determinable fair values with amount of RMB294 million for business acquisition.

In 2016, 2017 and 2018, the Company made investments in equity investments without readily determinable fair values with amount of RMB0.1 billion, RMB0.2 billion and RMB92 million respectively.

Equity method investments

For the years ended December 31, 2016, 2017 and 2018, the Company completed the following investments which were accounted for as equity method investments:

In December 2016, in connection of share exchange transaction with BTG and Homeinns, the Company exchanged its previously held equity interest in Homeinns for 22% equity interest of BTG with a gain of RMB1.4 billion recognized and reported in “Equity in income/(loss) of affiliates” in the statement of income and comprehensive income. The Company applied equity method to account for the investment in BTG on one quarter lag basis. As of December 31, 2017 and 2018, the carrying value of its investment in Homeinns and BTG were RMB2.6 billion and RMB2.7 billion respectively.

Tujia used to be a subsidiary of the Company. In 2015, after a private placement of Tujia, the Company lost the control in Tujia. ln 2017, Tujia completed a restructure and its offline business was assumed by a newly established company and the Company converted part of its preferred shares investment in Tujia to common shares of Tujia and the newly established company. As of December 31, 2017, the carrying value of its equity method investment and fair value of its preferred shares were RMB1.5 billion and RMB1.7 billion, respectively. The Company applies equity method for its common shares investment on Tujia on one quarter lag basis. The preferred shares investment in Tujia was continued to be accounted for as available-for-sale debt security. As of December 31, 2018, the carrying value of its equity method investments and fair value of its preferred shares were RMB1.2 billion and RMB1.6 billion respectively. The Company concluded it does not have control over Tujia whilst it has majority ownership of Tujia since the Company does not have control of the board of directors of Tujia, which makes all the significant decisions of Tujia.

In May 2015, the Company acquired approximately 38% share capital of eLong, Inc. (“eLong”) and applied equity method on one quarter lag basis. In May 2016, eLong completed its “going-private” transaction and merger with E-dragon Holdings Limited (“E-dragon”) (“Reorganization”). After the Reorganization, the Company applies equity method for its ordinary shares investment in E-dragon’s on one quarter lag basis and the preferred shares of E-dragon are classified as available-for-sale debt security. As of December 31, 2017, the carrying value of its equity investment and fair value of preferred share investment in E-dragon were RMB194 million and RMB1.7 billion, respectively. In March 2018, E-dragon consummated a merger with LY.com with share swap transaction. The Company received an equity method investment in the enlarged group with previously held equity investment and preferred shares of E-dragon be exchanged. The Company recognized RMB847 million gain as reported in other income. For the year ended December 31, 2018, the Company acquired additional equity interest with total consideration of RMB1.4 billion. After these transactions, the Company has 27% equity interest in the enlarged group and applied equity method for this investment. As of December 31, 2018, the carrying value of its equity investment was RMB5.3 billion.

In 2014, through a series of transactions, the Company and other shareholders, including Royal Caribbean Cruises Ltd. (“RCL”) formed Skysea Holding International Ltd. (“Skysea”) where the Company and RCL each owns 35% equity interest of Skysea. The Company and RCL also each provided a loan with amount of US$80 million to Skysea. The Company accounted for its investment in Skysea under equity method. The loan provided to Skysea was recorded in Long-term receivables due from related parties (Note 12).

Investment funds

For the years ended December 31, 2016, 2017 and 2018, the Company made some investments in several third party investment funds. The Company accounted for these investments under equity methods on one quarter lag basis. As of December 31, 2017 and 2018, the carrying value of these investments were RMB780 million and RMB1.2 billion respectively.

As of December 31, 2017 and 2018, the carrying value of the rest equity method investments were RMB1.0 billion and RMB1.8 billion respectively.

The Company summarizes the condensed financial information of the Company’s equity investments as a group below in accordance with Rule 4-08 of Regulation S-X (RMB in millions).


	2016		2017	2018
		Other equity	Equity	Equity
	eLong	investments	investments	investments
Operating data:
Revenue	1,895	5,918	14,243	17,429
Gross profit	998	4,785	8,145	11,513
(Loss)/Income from operations	(1,313)	155	80	294
Net (loss)/income	(1,635)	(62)	(223)	990
Net loss attributable to our equity method investments companies	(722)	(55)	(79)	(81)
Add: Equity dilution impact	(1)	11	14	7
Add: Gain from disposal of equity method investments	—	1,369	—	42
Equity in (loss)/income of affiliates	(723)	1,325	(65)	(32)

	2016		2017	2018
Balance sheet data:
Current assets	1,979	3,354	9,836	26,612
Long-term assets	455	17,298	16,553	37,435
Current liabilities.	1,687	11,596	8,061	20,404
Long-term liabilities.	16	1,651	6,191	12,011
Non-controlling interests.	16	1,945	324	232

For the years ended December 31, 2016, 2017 and 2018, the total cash paid for equity method investments was RMB1.0 billion, RMB0.2 billion and RMB1.7 billion, respectively.

Impairments

The Company performs impairment assessment of its investments by considering factors including, but not limited to, current economic and market conditions as well as the operating performance of the investees. Impairment charges in connection with the equity securities with readily determinable fair value before the adoption of new financial instrument accounting standard of nil and RMB116 million were recorded for the years ended December 31, 2016 and 2017, respectively. Impairment charges in connection with the available-for-sale debt investment of RMB36 million, RMB156 million and nil were recorded for the years ended December 31, 2016, 2017 and 2018, respectively. Impairment charges in connection with equity method investments of nil, RMB64 million and RMB61 million were recorded for the years ended December 31, 2016, 2017 and 2018, respectively. Impairment charges in connection with the equity securities without readily determinable fair value of RMB12 million, RMB139 million and nil were recorded for the years ended December 31, 2016, 2017 and 2018, respectively. The impairment was recorded in “Other income/ (expense)” (Note 2). The carrying value for the equity securities without readily determinable fair value and equity method impairments apply non-recurring fair value measures is nil for the years ended December 31, 2016, 2017 and 2018.

FAIR VALUE MEASUREMENT

12 Months Ended

Dec. 31, 2018

FAIR VALUE MEASUREMENT

FAIR VALUE MEASUREMENT

8. FAIR VALUE MEASUREMENT

In accordance with ASC 820-10, the Company measures financial products, time deposits, available-for-sale debt investments and equity securities with readily determinable fair value at fair value on a recurring basis. Equity securities classified within Level 1 are valued using quoted market prices that currently available on a securities exchange registered with the Securities and Exchange Commission (SEC) and Shanghai Stock Exchange (SSE). Financial products and time deposits classified within Level 2 are valued using directly or indirectly observable inputs in the market place. The available-for-sale debt investments classified within Level 3 are valued based on a model utilizing unobservable inputs which require significant management judgment and estimation.

The equity securities without readily determinable fair value, equity method investments and certain non-financial assets are recorded at fair value only if an impairment or observable price adjustment is recognized in the current period. If an impairment or observable price adjustment is recognized on the equity securities during the period, the Company classify these assets as Level 3 within the fair value hierarchy based on the nature of the fair value inputs.

Assets measured at fair value on a recurring basis are summarized below (in millions):


	Fair Value Measurement at
	December 31, 2018 Using
	Quoted Prices
	in Active	Significant Other
	Market for	Observable	Unobservable
	Identical Assets	Inputs	inputs
	(Level 1)	(Level 2)	(Level 3)	Fair Value at December 31, 2018
	RMB	RMB	RMB	RMB	US$
Financial products	—	33,185	—	33,185	4,827
Time deposits (with the maturity of more than three months)	—	5,958	—	5,958	866
Equity securities	8,995	—	—	8,995	1,308
Available-for-sale debt investments	—	—	2,717	2,717	395
Total	8,995	39,143	2,717	50,855	7,396


	Fair Value Measurement at
	December 31, 2017 Using
	Quoted Prices
	in Active	Significant Other
	Market for	Observable	Unobservable
	Identical Assets	Inputs	inputs
	(Level 1)	(Level 2)	(Level 3)	Fair Value at December 31, 2017
	RMB	RMB	RMB	RMB	US$
Financial products	—	26,892	—	26,892	4,133
Time deposits (with the maturity of more than three months)	—	149	—	149	23
Equity securities	12,435	—	—	12,435	1,911
Available-for-sale debt investments	—	409	5,708	6,117	940
Total	12,435	27,450	5,708	45,593	7,007

The roll forward of major Level 3 investments are as following:


		Total
		RMB(in millions)
Fair value of Level 3 investments as at December 31, 2016		6,806
Transfer in and/or out of Level 3		(1,755)
New addition		455
Disposal of investments		(17)
Effect of exchange rate change		(193)
Other than temporary impairments		(156)
The change in fair value of the investments		568
Fair value of Level 3 investments as at December 31, 2017		5,708
Transfer in and/or out of Level 3		69
New addition		150
Disposal of investments		(2,655)
Effect of exchange rate change		121
The change in fair value of the investments		(676)
Fair value of Level 3 investments as at December 31, 2018		2,717

The Company determined the fair value of their investment by using income approach. The determination of the fair value was based on estimates, judgments and information of other comparable public companies. The significant unobservable inputs adopted in the valuation as of December 31, 2018 are as following:


Unobservable Input
Weighted average cost of capital		17% ~ 19%
Lack of marketability discount		10% ~ 15%
Risk-free rate		3.5%
Expected volatility		38% ~ 41%
Probability		Liquidation scenario: 35% ~ 70%
		Redemption scenario: 30%
		IPO scenario: 30% ~ 35%
Dividend yield		Nil

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

GOODWILL

12 Months Ended

Dec. 31, 2018

GOODWILL

GOODWILL

9. GOODWILL

Goodwill, which is not tax deductible, represents the synergy effects of the business combinations. The changes in the carrying amount of goodwill for the years ended December 31, 2017 and 2018 were as follows:


	2017	2018
	RMB (in millions)
Balance at beginning of year	56,015	56,246
Acquisition of offline travel agency (Note 2)	—	1,166
Acquisition of Skyscanner (Note 2)	(60)	—
Others	291	614
Balance at end of period	56,246	58,026

Goodwill resulting from the business combinations completed in the years ended December 31, 2018 has been allocated to the single reporting unit of the Group. For the years ended December 31, 2016, 2017 and 2018, the Company did not have goodwill impairment. As of December 31, 2018, there had not been any accumulated goodwill impairment provided.

INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2018

INTANGIBLE ASSETS

INTANGIBLE ASSETS

10. INTANGIBLE ASSETS

Intangible assets as of December 31, 2017 and 2018 were as follows:


	2017	2018
	RMB (in millions)
Intangible asset
Intangible assets to be amortized
Business Relationship (Representing the relationship with the travel service providers and other business partners)	1,800	1,858
Technology	713	751
Others	188	518
Intangible assets not subject to amortization
Trade mark	11,613	11,613
Others	180	163
	14,494	14,903
Less: accumulated amortization
Intangible assets to be amortized
Business Relationship	(420)	(671)
Technology	(229)	(353)
Others	(95)	(156)
	(744)	(1,180)
Net book value
Intangible assets to be amortized
Business Relationship	1,380	1,187
Technology	484	398
Others	93	362
Intangible assets not subject to amortization
Trade mark	11,613	11,613
Others	180	163
	13,750	13,723

Finite-lived intangible assets are tested for impairment if impairment indicators arise. The Company amortizes its finite-lived intangible assets using the straight-line method:


Business Relationship	5	-	10	years
Technology	5	-	10	years
Others	3	-	10	years

Amortization expense for the years ended December 31, 2016, 2017 and 2018 was approximately RMB255 million, RMB391 million and RMB433 million respectively.

The annual estimated amortization expense for intangible assets subject to amortization for the five succeeding years is as follows:


		Amortization
		RMB (in millions)
2019		432
2020		416
2021		252
2022		214
2023		164
		1,478

SHORT-TERM DEBT AND CURRENT PORTION OF LONG-TERM DEBT

12 Months Ended

Dec. 31, 2018

SHORT-TERM DEBT AND CURRENT PORTION OF LONG-TERM DEBT

SHORT-TERM DEBT AND CURRENT PORTION OF LONG-TERM DEBT

11. SHORT-TERM DEBT AND CURRENT PORTION OF LONG-TERM DEBT


	2017	2018
	RMB (in millions)
Short-term bank borrowings	8,686	25,090
Securitization debt	—	608
2020 Notes (Note 16)	4,554	—
2018 Notes (Note 16)	3,076	—
2022 Notes (Note 16)	—	6,703
2019 Booking Notes (Note 16)	—	3,438
2022 Booking Notes (Note 16)	—	172
Total	16,316	36,011

As of December 31, 2018, the Company obtained short-term bank borrowings of RMB25.1 billion (US$3.6 billion) in aggregate, of which RMB9.5 billion (US$1.4 billion) were collateralized by bank deposits of RMB1.5 billion (US$215 million) classified as restricted cash and/or short-term investment of RMB8.8 billion (US$1.3 billion). The weighted average interest rate for the outstanding borrowings was approximately 4.09%.

The short-term borrowings contain covenants including, among others, limitation on liens, consolidation, merger and sale of the Company's assets. The Company is in compliance with all of the loan covenants as of December 31, 2017 and 2018.

As of December 31, 2018, securitization debt represents the revolving debt securities which are collateralized by the receivable related to financial services. The revolving debt securities have the terms ranged from six months to one year with the annual interest rate from 4.55% to 5.80%. The revolving debt securities do not contain significant covenant.

As of December 31, 2018, RMB3.4 billion of 2019 Booking Notes is classified as short-term debt to present that the Notes may be redeemed or mature within one year. As of December 31, 2018, RMB6.7 billion of 2022 Notes and RMB172 million of 2022 Booking Notes is reclassified as short-term debt because the 2022 Notes holders had a non-contingent option to require the Company to repurchase for cash all or any portion of their 2022 Notes and 2022 Booking Notes on September 15, 2019.

RELATED PARTY TRANSACTIONS AND BALANCES

12 Months Ended

Dec. 31, 2018

RELATED PARTY TRANSACTIONS AND BALANCES

12. RELATED PARTY TRANSACTIONS AND BALANCES

During the years ended December 31, 2016, 2017 and 2018 significant related party transactions were as follows:


	2016	2017	2018
	RMB(in millions)
Commissions from Tongcheng-eLong (a)	—	—	190
Commissions from eLong (a)	261	573	63
Commissions from Huazhu (a)	44	77	61
Commissions from Homeinns and BTG (a)	67	63	93
Repayment of entrusted loan and interest from Baidu (b)	652	—	—
Shareholders' loan and interest to Skysea (c)	73	4	—
Commissions to Tongcheng-eLong (d)	—	—	516
Commissions to eLong (d)	86	244	66
Commissions to Baidu (d)	96	80	67
Commissions to LY.com (d)	62	70	6
Online marketing service from Baidu (e)	110	38	—
Repayment of entrusted loan and interest to Baidu (f)	1,837	—	—

(a)

BTG, Huazhu and eLong, have entered into agreements with the Company, respectively, to provide hotel rooms for our customers. In 2018, eLong completed a merger with LY.com and the enlarged group Tongcheng-eLong supersedes eLong to provide hotel rooms for our customer. The transactions above represent the commissions earned from these related parties.

(b)

On October 27, 2015, Qunar granted a loan amounting to RMB650 million (US$100 million) to Baidu. The loan bore an interest at 1.00% with a repayment term of 12 months. Qunar received the repayment in March, 2016.

(c)

In 2014, the Company provided a shareholder’s loan of US$80 million to Skysea. The interest rate is 3% per annum currently and shall be subject to annual review and adjustment with mutual consent. The transactions above represent the interest of the loan. In 2017, the Company provided a provision for the loan and receivable to Skysea with amount of RMB536 million. See (a) below.

(d)

The Company entered into agreements with eLong, LY.com and Baidu, upon which these related parties promote the Company’s hotel rooms on their platforms. In 2018, eLong completed a merger with LY.com and the enlarged group Tongcheng-eLong supersedes eLong and LY.com to promote the Company’s hotel rooms on their platforms. The transactions above represent the service commissions and Baidu Map business cooperation commission paid to these related parties.

(e)

The Company has entered into marketing service agreements with Baidu. The transactions above represent the marketing service fee paid to Baidu.

(f)

On March 12 and May 4, 2015, Qunar drew down RMB507 million and RMB627 million respectively pursuant to the revolving credit facility agreement with Baidu. In March 2016, Qunar repaid these loans and the facility agreement was terminated. In addition, on October 26, 2015, Qunar was granted a loan amounting to RMB640 million (US$99 million) from Baidu Times. The loan bore an interest at 4.14% with a repayment term of 12 months. Qunar repaid the loan in March, 2016.

As of December 31, 2017 and 2018, significant balances with related parties were as follows:


	2017	2018
	RMB (in millions)
Due from related parties, current:
Due from Tongcheng-eLong	—	1,278
Due from eLong	153	—
Due from Baidu	119	23
Due from others	102	341
	374	1,642

Due from related parties, non-current:
Due from Skysea (a)	196	207
Due from others	22	22
	218	229
Due to related parties, current:
Due to Tongcheng-eLong	—	263
Due to eLong	273	—
Due to Baidu	58	8
Due to others	88	221
	419	492

(a)

In 2017, based on the impairment assessment by considering the operating results, market condition and business updates, a provision of RMB536 million for the loan and receivable balance due from Skysea was provided and a liability of RMB367 million for the contingent payable was recorded in “Other payables and accruals” (Note 15) which reflected the best estimates of the liability to be assume by the Company as of the date of this financial statement and offset by the proceeds from the net realisable value of Skysea in the event of winding down of its business, which is undergoing.

EMPLOYEE BENEFITS	12 Months Ended
EMPLOYEE BENEFITS	Dec. 31, 2018
EMPLOYEE BENEFITS
EMPLOYEE BENEFITS	13. EMPLOYEE BENEFITS The Group's employee benefit primarily related to the full-time employees of the PRC subsidiaries and the VIEs, including medical care, welfare subsidies, housing fund, unemployment insurance and pension benefits. The PRC subsidiaries and VIEs are required to accrue for these benefits based on certain percentages of the employees’ salaries in accordance with the relevant PRC regulations and make contributions to the state-sponsored pension and medical plans out of the amounts accrued for medical and pension benefits. The PRC government is responsible for the medical benefits and ultimate pension liability to these employees. The total expenses recorded for such employee benefits amounted to RMB1.4 billion, RMB1.6 billion and RMB1.7 billion for the years ended December 31, 2016, 2017 and 2018 respectively.

TAXATION

12 Months Ended

Dec. 31, 2018

TAXATION

TAXATION

14. TAXATION

Cayman Islands

Under the current laws of Cayman Islands, the Company is not subject to tax on income or capital gain. In addition, upon payments of dividends by the Company to its shareholders, no Cayman Islands withholding tax will be imposed.

Hong Kong

The Company’s subsidiaries incorporated in Hong Kong are subject to Hong Kong Profits Tax (“CIT”) on the taxable income as reported in their respective statutory financial statements adjusted in accordance with relevant Hong Kong tax laws. The applicable tax rate is 16.5% in Hong Kong.

Taiwan

The Company’s consolidated entities registered in Taiwan are subject to Taiwan Enterprise Income Tax on the taxable income as reported in their respective statutory financial statements adjusted in accordance with relevant Taiwan income tax laws. The applicable tax rate is 20% in Taiwan.

The PRC

The Company’s subsidiaries and VIEs registered in the PRC are subject to PRC Corporate Income Tax (“CIT”) on the taxable income as reported in their respective statutory financial statements adjusted in accordance with relevant PRC income tax laws.

The PRC CIT laws apply a general enterprise income tax rate of 25% to both foreign-invested enterprises and domestic enterprises. Preferential tax treatments are granted to enterprises, which conduct business in certain encouraged sectors and to enterprises otherwise classified as a High and New Technology Enterprise (“HNTE”). In 2017, Ctrip Computer Technology, Ctrip Travel Information and Ctrip Travel Network reapplied for their qualification as HNTE, which were approved by the relevant government authority. Thus, these subsidiaries are entitled to a preferential EIT rate of 15% from 2017 to 2019. Qunar Software and Qunar Beijing are also entitled a preferential EIT rate of 15% from 2018 to 2020.

In 2002, the State Taxation of Administration (“SAT”) started to implement preferential tax policy in China’s western regions, and companies located in applicable jurisdictions covered by the Western Regions Catalogue are eligible to apply for a preferential income tax rate of 15% if their businesses fall within the “encouraged” category of the policy. Over the years since 2012, Chengdu Ctrip and Chengdu Ctrip International obtained approval from local tax authorities to apply the 15% tax rate for their annual tax filing subject to periodic renewals. After the initial effective period expired in 2014, the two entities were approved by the relevant government authority to renew this qualification, which will expire in 2020. In 2013, Chengdu Information obtained approval from local tax authorities to apply the 15% tax rate for its 2012 tax filing and for the years from 2013 to 2020.

Pursuant to the PRC CIT Law, all foreign invested enterprises in the PRC are subject to the withholding tax for their earnings generated after January 1, 2008. The Company expects to indefinitely reinvest undistributed earnings generated after January 1, 2008 in the onshore PRC entities. As a result, no deferred tax liability was provided on the outside basis difference from undistributed earnings after January 1, 2008.

Income/(loss) from domestic and foreign components before income tax expenses


	2016	2017	2018
	RMB (in millions)
Domestic	2,224	5,852	4,663
Foreign	(3,968)	(2,328)	(2,742)
Total	(1,744)	3,524	1,921

The loss from foreign components mainly includes the share based compensation charge, impairment for investments, foreign exchange gain/(loss) and interest income/(loss) incurred in its overseas companies.

Composition of income tax expense

The current and deferred portion of income tax expense included in the consolidated statements of income for the years ended December 31, 2016, 2017 and 2018 were as follows:


	2016	2017	2018
	RMB (in millions)
Current income tax expense	454	1,453	1,425
Deferred tax expense/(benefit)	28	(168)	(632)
Income tax expense	482	1,285	793

Income tax expense was RMB793 million (US$115 million) in the year ended December 31, 2018, decrease from RMB1.3 billion in the year ended 2017. The effective income tax rate in year ended December 31, 2018 was 41%, as compared to 36% in the year ended 2017, mainly due to the combined impacts from change in profitability of the Group, changes in the profits of the Company’s subsidiaries with different tax rates and decrease of non-deductible share-based compensation expenses.

Reconciliation of the differences between statutory tax rate and the effective tax rate

The reconciliation between the statutory CIT rate and the Group’s effective tax rate for the years ended December 31, 2016, 2017 and 2018 were as follows:


	2016		2017		2018
Statutory CIT rate	25	%	25	%	25	%
Tax differential from statutory rate applicable to subsidiaries with preferential tax rates	8	%	6	%	(23)	%
Non-deductible expenses and non-taxable income incurred	(51)	%	3	%	37	%
Change in valuation allowance	(10)	%	2	%	2	%
Effective CIT rate	(28)	%	36	%	41	%

The change in the Group’s effective tax rates from year over year is primarily attributable to the tax differential from certain subsidiaries with preferential tax rates as well as the non-deductible expenses.

The non-deductible expenses are primarily attributable to the share-based compensation charge of RMB3.6 billion, RMB1.8 billion and RMB1.7 billion for the years ended December 31, 2016, 2017 and 2018, respectively, and the losses from the equity securities investments measured at fair value change of RMB3.1 billion for the year ended December 2018, which was not deductible according to the PRC tax laws. For the years ended December 31, 2016, 2017 and 2018, such non-deductible expense increased the income tax in the amount of RMB890 million, RMB458 million and RMB790 million, respectively by using enacted tax rate of 25%, which led to the increase of effective tax rate of -51%, 13% and 41% respectively. The remaining impact from the non-deductible expenses comes from the other expenses incurred on the Company level which is also not subject to income tax.

The provisions for income taxes for the years ended December 31, 2016, 2017 and 2018 differ from the amounts computed by applying the CIT primarily due to preferential tax rate enjoyed by certain subsidiaries and VIEs of the Company. The following table sets forth the effect of preferential tax on China operations:


	2016	2017	2018
	RMB (In millions, except per share data)
Tax holiday effect	178	345	520
Basic net income per ADS effect	0.38	0.65	0.95
Diluted net income per ADS effect	0.38	0.60	0.92

For the years ended December 31, 2016, 2017 and 2018, the impacts on effective tax rates from the Company’s major subsidiaries with preferential tax rates are as follows:


	Impact on the effective tax rates
			2016		2017		2018
Ctrip Computer Technology (Shanghai) Co., Ltd.	15	%	4.2	%	(1.6)	%	(5.5)	%
Ctrip Travel Information Technology (Shanghai) Co., Ltd.	15	%	1.9	%	(1.6)	%	(4.0)	%
Ctrip Travel Network Technology (Shanghai) Co., Ltd.	15	%	7.4	%	(1.6)	%	(5.7)	%
Chengdu Information Technology Co., Ltd.	15	%	1.4	%	(2.1)	%	(3.2)	%
The Company and its subsidiaries in Hong Kong and	16.5	%
Cayman	0	%	0.8	%	15.4	%	1.7	%
Qunar and subsidiaries	15	%	(5.9)	%	(1.0)	%	(5.0)	%
Others	15	%	(1.6)	%	(1.1)	%	(1.3)	%
Total			8.2	%	6.4	%	(23.0)	%

Significant components of deferred tax assets and liabilities:


	2017	2018
	RMB (in millions)
Accrued expenses	331	532
Loss carry forward	151	191
Accrued liability for customer reward related programs	99	57
Accrued staff salary	4	65
Others	74	243
Less: Valuation allowance of deferred tax assets	(197)	(238)
Total deferred tax assets	462	850

Deferred tax liabilities:
Recognition of intangible assets arise from business combinations and unrealized holding gain	(3,895)	(3,838)

Net deferred tax (liabilities)/assets	(3,433)	(2,988)

Movement of valuation allowances:


	2016	2017	2018
	RMB (in millions)
Balance at beginning of year	31	150	197
Current year additions	119	47	41
Balance at end of year	150	197	238

As of December 31, 2017 and 2018, valuation allowance of RMB197 million and RMB238 million was mainly provided for operating loss carry forwards related to certain subsidiary based on then assessment where it is more likely than not that such deferred tax assets will not be realized. If events were to occur in the future that would allow the Company to realize more of its deferred tax assets than the presently recorded net amount, an adjustment would be made to the deferred tax assets that would increase income for the period when those events occurred.

As of December 31, 2018, the Group had net operating tax loss carry forwards amounted to RMB875 million which will expire from 2019 to 2022 if not used.

As of December 31, 2017 and 2018, the unrecognized tax benefit and accrual is nil.

Qunar, one of the Company’s subsidiaries acts as an agent for its air travel facilitating services including aviation insurance policies (the “Aviation Insurance Arrangements”), presents revenues from such transactions on a net basis. Under the current PRC CIT Laws and regulations, Qunar’s existing business arrangement more likely than not will subject Qunar to income taxes on a gross basis for the Aviation Insurance Arrangements. The difference between the net revenue and the gross revenue is considered as deemed revenue for additional income taxes. The associated income tax expense is calculated by applying the applicable tax rate to the deemed revenue amount and includes the late payment interest based on the applicable tax rules. Such liabilities primarily represent the tax provision made with respect to the deemed revenue from these transactions. It is possible that the amount accrued will change in the next 12 months, however, an estimate of the range of the possible change cannot be made at this time.

OTHER PAYABLES AND ACCRUALS

12 Months Ended

Dec. 31, 2018

OTHER PAYABLES AND ACCRUALS

OTHER PAYABLES AND ACCRUALS

15. OTHER PAYABLES AND ACCRUALS

Components of other payables and accruals as of December 31, 2017 and 2018 were as follows:


	2017	2018
	RMB (in millions)
Accrued operating expenses	2,852	3,626
Deposits received from suppliers and packaged-tour users	507	836
Payable for acquisition and investments	626	226
Provision related to an equity method investment (Note 12)	367	367
Others	746	799
Total	5,098	5,854

LONG-TERM DEBT

12 Months Ended

Dec. 31, 2018

LONG-TERM DEBT

LONG-TERM DEBT

16.LONG-TERM DEBT


	2017	2018
	RMB (millions)
2020 Notes	—	4,813
2025 Notes	2,603	2,750
2022 Notes	6,344	—
2019 Booking Notes	3,253	—
2020 Booking Notes	1,627	1,719
2025 Booking and Hillhouse Notes	6,506	6,876
2022 Booking Notes	163	—
Long-term loan	8,807	8,035
Less: Debt issuance cost	(83)	(47)
Total	29,220	24,146

As of December 31, 2018, the fair value of the Company’s long-term debt, based on Level 2 inputs, was RMB24.1 billion.

Description of 2018 Convertible Senior Notes

On October 17, 2013, the Company issued US$800 million in aggregate principle amount of 1.25% Convertible Senior Notes due 2018 (the “2018 Notes”). The 2018 Notes may be converted, at an initial conversion rate of 12.7568 ADSs per US$1,000 principal amount of the 2018 Notes (which represents an initial conversion price of US$78.39 per ADS) at any time prior to the close of business on the second business day immediately preceding the maturity date of October 15, 2018. Debt issuance costs were US$19.6 million and are being amortized to interest expense to the put date of the 2018 Notes (October 15, 2016).

Absent a fundamental change (as defined in the indenture for the 2018 Notes), each holder of the 2018 Notes has a right at such holder’s option to require the Company to repurchase for cash all or any portion of such holder’s 2018 Notes on October 15, 2016. As a result of this option the 2018 Notes were classified as current liability as at December 31, 2015. The holders did not exercise that option and it expired and the 2018 Notes were reclassified to non-current liability as at December 31, 2016 as they do not mature until 2018. The Company believes that the likelihood of occurrence of events considered a fundamental change is remote. The 2018 Notes are not redeemable prior to the maturity date of October 15, 2018.

Concurrently with the issuance of the 2018 Notes, the Company purchased a call option (“2013 Purchased Call Option”) and sold warrants (“2013 Sold Warrants”) where the counterparty agreed to sell to the Company up to approximately 10.2 million of the Company’s ADSs at a price of US$ 78.39 per ADS upon the Company’s exercise of the 2013 Purchased Call Option and the Company received US$77.2 million from the same counterparty for the sale of warrants to purchase up to approximately 10.2 million of the Company’s ADSs at an exercise price of US$96.27 per ADS.

In June 2017, the Company exchanged approximately US$327 million aggregate principal amount of the outstanding 2018 Notes for approximately 8.3 million of its ADSs based on a conversion price of approximately US$39.19 per ADS computed pursuant to the indenture of the 2018 Notes. The conversion price has reflected the share split of the Company effective from December 1, 2015.

The Company offered inducements to the holders of the 2017 and 2018 Notes for early conversion. As a result, for the years ended December 31, 2016 and 2017, US$26 million and US$352 million of the 2017 and 2018 Notes were early converted to 2.6 million and 10.8 million ADSs respectively, at the initial conversion rate of the 2017 and 2018 Notes. Such early conversion also resulted in an early termination of the 2012 and 2013 Purchased Call Option, from which the Company has received US$12 million and US$100 million (RMB650 million) in 2016 and 2017 respectively.

In 2018, the remaining 2018 Notes with principal amount of US$473 million (RMB3.3 billion) have all been redeemed for cash.

Description of 2020 Convertible Senior Notes

On June 18, 2015, the Company issued US$700 million of 1.00% Convertible Senior Notes due 2020 (the “2020 Notes”). The 2020 Notes may be converted at an initial conversion rate of 9.1942 ADSs per US$1,000 principal amount of the 2020 Notes (which represents an initial conversion price of US$108.76 per ADS) at any time prior to the close of business on the second business day immediately preceding the maturity date of July 1, 2020. Debt issuance costs were US$11.3 million and are being amortized to interest expense to the put date of the 2020 Notes (July 1, 2018).

Absent a fundamental change (as defined in the indenture for the 2020 Notes), each holder of the 2020 Notes has a right at such holder’s option to require the Company to repurchase for cash all or any portion of such holder’s 2020 Notes on July 1, 2018. The Company believes that the likelihood of occurrence of events considered a fundamental change is remote. The Company did not receive any repurchase requests from holders on July 1, 2018, and the 2020 Notes were reclassified from short-term to long-term on the consolidated balance sheet following this date. The 2020 Notes are not redeemable prior to the maturity date of July 1, 2020.

Concurrently with the issuance of the 2020 Notes, the Company purchased a call option (“2015 Purchased Call Option”) and sold warrants (“2015 Sold Warrants”) where the counterparty agreed to sell to the Company up to approximately 6.4 million of the Company’s ADSs upon the Company’s exercise of the 2015 Purchased Call Option and the Company received US$84.4 million from the same counterparty for the sale of warrants to purchase up to approximately 6.4 million of the Company’s ADSs.

Description of 2025 Convertible Senior Notes

On June 18, 2015, the Company issued US$400 million of 1.99% Convertible Senior Notes due 2025 (the “2025 Notes”). The 2025 Notes may be converted, at an initial conversion rate of 9.3555 ADSs per US$1,000 principal amount of the 2025 Notes (which represents an initial conversion price of US$106.89 per ADS), at each holder’s option at any time prior to the close of business on the second business day immediately preceding the maturity date of July 1, 2025. Debt issuance costs were US$6.8 million and are being amortized to interest expense to the put date of the 2025 Notes (July 1, 2020).

Absent a fundamental change (as defined in the indenture for the 2025 Notes), each holder of the 2025 Notes has a right at such holder’s option to require the Company to repurchase for cash all or any portion of such holder’s 2025 Notes on July 1, 2020. If a fundamental change (as defined in the indenture for the 2025 Notes) occurs at any time, each holder has a right at such holder’s option to require the Company to repurchase for cash all or any portion of such holder’s 2025 Notes on the date notified in writing by the Company in accordance with the indenture for the 2025 Notes. The Company believes that the likelihood of occurrence of events considered a fundamental change is remote. The 2025 Notes are generally not redeemable prior to the maturity date of July 1, 2025, except that the Company may, at its option, redeem all but not part of the 2025 Notes in accordance with the indenture for the 2025 Notes if the Company has or will become obligated to pay holders additional amount due to certain changes in tax law of the relevant jurisdiction.

Description of 2022 Convertible Senior Notes

On September 12, 2016 and September 19, 2016, the Company issued US$975 million of 1.25% Convertible Senior Notes due 2022 (the “2022 Notes”). The 2022 Notes may be converted, at an initial conversion rate of 15.2688 ADSs per US$1,000 principal amount of the 2022 Notes (which represents an initial conversion price of US$65.49 per ADS) at each holder’s option at any time prior to the close of business on the business day immediately preceding the maturity date of September 15, 2022. Debt issuance costs were US$19 million and are being amortized to interest expense to the put date of the 2022 Notes (September 15, 2019).

Absent a fundamental change (as defined in the indenture for the 2022 Notes), each holder of the 2022 Notes has a right at such holder’s option to require the Company to repurchase for cash all or any portion of such holder’s 2022 Notes on September 15, 2019, as a result the 2022 Notes were reclassified from long-term to short-term as of December 31, 2018. If a fundamental change (as defined in the indenture for the 2022 Notes) occurs at any time, each holder has a right at such holder’s option to require the Company to repurchase for cash all or any portion of such holder’s 2022 Notes on the date notified in writing by the Company in accordance with the indenture for the 2022 Notes. The Company believes that the likelihood of occurrence of events considered a fundamental change is remote. The 2022 Notes are generally not redeemable prior to the maturity date of September 15, 2022, except that the Company may, at its option, redeem all but not part of the 2022 Notes in accordance with the indenture for the 2022 Notes if the Company has or will become obligated to pay holders additional amount due to certain changes in tax law of the relevant jurisdiction.

The Company assessed the 2017 Notes, 2018 Notes, 2020 Notes, 2025 Notes and 2022 Notes (collectively as “Notes”), the 2012 Purchased Call Option, 2013 Purchased Call Option and 2015 Purchased Call Option (the “Purchased Call Options”), and the 2012 Sold Warrants, 2013 Sold Warrants and 2015 Sold Warrants (the “Sold Warrants”) under ASC 815 and concluded that:

The Notes, the Purchased Call Options and the Sold Warrants (1) do not entail the same risks; and (2) have a valid business purpose and economic need for structuring the transactions separately. Therefore, the offering of the Notes, the Purchased Call Options and Sold Warrants transactions should be accounted separately;

The repurchase option is considered clearly and closely related to its debt host and does not meet the requirement for bifurcation;

Since the conversion option is considered indexed to the Company’s own stock, bifurcation of conversion option from the Notes is not required as the scope exception prescribed in ASC 815-10-15-74 is met;

There was no BCF attribute to the Notes as the set conversion prices for the Notes were greater than the respective fair values of the ordinary share price at date of issuances;

Therefore, the Company has accounted for the respective Notes as a single instruments as a long-term debt. The debt issuance cost was recorded as reduction to the long-term debts and are amortised as interest expenses using the effective interest method. The value of the Notes are measured by the cash received. The Purchased Call Options and Sold Warrants are accounted for within stockholders’ equity.

Description of Booking and Hillhouse Notes

On August 7, 2014, the Company issued Convertible Senior Note (the “2019 Booking Note”) at an aggregate principal amount of US$500 million to an indirect subsidiary of the Booking Group. The Booking 2019 Note is due on August 7, 2019 and bears interest of 1% per annum, which will be paid semi-annually beginning on February 7, 2015. The Booking 2019 Note will be convertible into the Company’s ADSs with an initial conversion price of approximately US$81.36 per ADS.

On May 26, 2015, the Company issued Convertible Senior Note (the “2020 Booking Note”) at an aggregate principal amount of US$250 million to an indirect subsidiary of the Booking Group. The Booking 2020 Note is due on May 29, 2020 and bears interest of 1% per annum, which will be paid semi-annually beginning on November 29, 2016. The Booking 2020 Note will be convertible into the Company’s ADSs with an initial conversion price of approximately US$104.27 per ADS.

On December 10, 2015, the Company issued Convertible Senior Notes at an aggregate principal amount of US$1 billion to an indirect subsidiary of the Booking Group and two affiliates of Hillhouse (the “2025 Booking and Hillhouse Notes”). The 2025 Booking and Hillhouse Notes are due on December 11, 2025 and bear interest of 2% per annum, which will be paid semi-annually beginning on June 11, 2016. The 2025 Booking and Hillhouse Notes will be convertible into the Company’s ADSs with an initial conversion price of approximately US$68.46 per ADS.

On September 12, 2016, the Company issued US$25 million Convertible Senior Note to an indirect subsidiary of the Booking Group (the “2022 Booking Note”). The 2022 Booking Note is due on September 15, 2022 and bears interest of 1.25% per annum, which will be paid semi-annually beginning on March 15, 2017. The 2022 Booking Note will be convertible into the Company’s ADSs with an initial conversion price of approximately US$65.49 per ADS. The 2022 Booking Note were reclassified from long-term to short-term as of December 31, 2018 (Note 11).

The Company has accounted for the above notes as a single instrument. The value of the above notes is measured by the cash received. The Company recorded the interest expenses according to its annual interest rate. There was no BCF attribute to the above notes as the set conversion price for the above notes was greater than the fair value of the ADS price at date of issuance.

Long-term Loans from Commercial Banks

As of December 31, 2018, the Company obtained long-term borrowings of RMB8.0 billion (US$1.2 billion) in aggregate collateralized by bank deposits, properties and/or stock at one or more of its wholly-owned subsidiaries. The interest rate for the outstanding borrowings was approximately from 1.9% to 7.0%.

CAPITAL AND TREASURY STOCK	12 Months Ended
CAPITAL AND TREASURY STOCK	Dec. 31, 2018
CAPITAL AND TREASURY STOCK
CAPITAL AND TREASURY STOCK	17. CAPITAL AND TREASURY STOCK As of December 31, 2018, the Company had 2,929,123 shares treasury stock at total cost of US$307 million. In September 2016, the Company completed the public offering of an aggregate of 32,775,000 ADSs, or the 2016 ADS Offering, including 4,275,000 ADSs in connection with the underwriters' exercise of over-allotment option for an aggregate offering price of approximately US$1.5 billion. Concurrently with the 2016 ADS Offering, the Company issued ordinary shares with the respective subsidiaries of Baidu, Inc., or Baidu, and Booking Group Inc., or Booking at an aggregate investment amount of US$100 million and US$25 million, respectively. The issuance cost incurred for the above offerings with amount of RMB226 million was presented as reduction to the offering proceeds.

EARNINGS/(LOSS) PER SHARE

12 Months Ended

Dec. 31, 2018

EARNINGS/(LOSS) PER SHARE

EARNINGS/(LOSS) PER SHARE

18. EARNINGS/(LOSS) PER SHARE

Basic earnings/(loss) per share and diluted earnings per share were calculated as follows:


	2016	2017	2018
	RMB (in millions, except for share and per share data)
Numerator:
Net (loss)/income attributable to Ctrip’s shareholders	(1,418)	2,155	1,112
Eliminate the dilutive effect of interest expense of convertible notes	—	52	—
Numerator for diluted (loss)/earnings per share	(1,418)	2,207	1,112

Denominator:
Denominator for basic (loss)/earnings per ordinary share - weighted average ordinary shares outstanding	59,166,582	66,300,808	68,403,426
Dilutive effect of share options	—	2,978,969	2,521,197
Dilutive effect of convertible notes	—	2,345,083	—
Dilutive effect of convertible notes sold warrants	—	151,033	—
Denominator for diluted earnings/(loss) per ordinary share	59,166,582	71,775,893	70,924,623

Basic (loss)/earnings per ordinary share	(23.97)	32.51	16.25
Diluted (loss)/earnings per ordinary share	(23.97)	30.75	15.67

Basic (loss)/earnings per ADS	(3.00)	4.06	2.03
Diluted (loss)/earnings per ADS	(3.00)	3.84	1.96

All the convertible senior notes had anti-dilutive impact and were excluded in the computation of diluted EPS in 2018. The 2018, 2020, 2025 and 2022 Notes, the 2025 Booking and Hillhouse Notes and 2022 Booking Notes were not included in the computation of diluted EPS in 2017 because the inclusion of such instrument would be anti-dilutive. All the convertible senior notes had anti-dilutive impact and were excluded in the computation of diluted EPS in 2016, given the loss reported.

For the years ended December 31, 2016, 2017 and 2018, the Company had securities which could potentially dilute basic earnings per share in the future, which were excluded from the computation of diluted earnings/(loss) per share as their effects would have been anti-dilutive. Such weighted average numbers of ordinary shares outstanding are as following:


	2016	2017	2018
Convertible Notes	10,066,342	8,281,479	9,604,548
Outstanding weighted average stock options	3,678,030	99,695	2,521,197
Sold Warrants	303,176	—	—
	14,047,548	8,381,174	12,125,745

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2018

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

19. COMMITMENTS AND CONTINGENCIES

Operating lease commitments

The Company has entered into leasing arrangements relating to office premises that are classified as operating leases for the periods from 2019 to 2023. Future minimum lease payments for non-cancelable operating leases are as follows:


		Office Premises
		RMB (in millions)
2019		335
2020		225
2021		154
2022		96
2023		73
Thereafter		114
		997

Rental expense amounted to RMB378 million, RMB445 million and RMB502 million for the years ended December 31, 2016, 2017 and 2018, respectively. Rental expense is charged to the statements of income and comprehensive income when incurred.

Capital commitments

As of December 31, 2018, the Company had outstanding capital commitments totaling RMB17 million, which consisted of capital expenditures of property, equipment and software.

Deposit under guarantee arrangement

In connection with its air ticketing business, the Group is required by an affiliate of Civil Aviation Administration of China (“CAAC”) and International Air Transport Association (“IATA”) to enter into guarantee arrangements and to pay deposits. The unused deposits are repaid at the end of the guaranteed period on an annual basis. As of December 31, 2018, the total quota of the air tickets that the Company was entitled to issue was up to RMB1.1 billion. The total amount of the deposit the Company paid was RMB140 million.

Based on the guarantee arrangements and historical experience, the maximum amount of the future payments of Company is approximately RMB941 million which is the guaranteed amount of the air ticket that the Company could issue rather than a financial guarantee. The Company will be liable to pay only when it issues the air tickets to its users and such payable is included in the accounts payable. Therefore, the Company believes the guarantee arrangements do not constitute any contractual and constructive obligation of the Company and has not recorded any liability beyond the amount of the tickets that have already been issued.

Contingencies

The Company is not currently a party to any pending material litigation or other legal proceeding or claims.

The Company is incorporated in Cayman Islands and is considered as a foreign entity under PRC laws. Due to the restrictions on foreign ownership of the air-ticketing, travel agency, advertising and internet content provision businesses, the Company conducts these businesses partly through various VIEs. These VIEs hold the licenses and approvals that are essential for the Company’s business operations. In the opinion of the Company’s PRC legal counsel, the current ownership structures and the contractual arrangements with these VIEs and their shareholders as well as the operations of these VIEs are in compliance with all existing PRC laws, rules and regulations. However, there may be changes and other developments in PRC laws and regulations. Accordingly, the Company cannot be assured that PRC government authorities will not take a view in the future contrary to the opinion of the Company’s PRC legal counsel. If the current ownership structures of the Company and its contractual arrangements with VIEs were found to be in violation of any existing or future PRC laws or regulations, the Company may be required to restructure its ownership structure and operations in China to comply with changing and new Chinese laws and regulations.

SUBSEQUENT EVENTS	12 Months Ended
SUBSEQUENT EVENTS	Dec. 31, 2018
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	20. SUBSEQUENT EVENTS The Company has evaluated the subsequent events through the date of issuance of these financial statement.

PRINCIPAL ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2018

PRINCIPAL ACCOUNTING POLICIES

Basis of presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”).

Adoption of new accounting guidance

The key line items of the Company’s previously issued consolidated income/(loss) statements for 2016 and 2017 that have been retrospectively adjusted as follows (RMB in millions):


	Year Ended December 31, 2017		Year Ended December 31, 2016
	As Reported	As Adjusted	As Reported	As Adjusted
Accommodation reservation	9,517	9,531	7,309	7,321
Packaged-tour	2,970	2,973	2,310	2,315
Total revenue	26,977	26,993	19,788	19,805
Net revenues	26,780	26,796	19,228	19,245
Gross profit	22,101	22,118	14,499	14,515
Income/(loss) from operations	2,926	2,943	(1,568)	(1,552)
Income/(loss) before income tax expense, equity in income of affiliates and non-controlling interests	3,506	3,524	(1,760)	(1,744)
Income tax expense	(1,281)	(1,285)	(478)	(482)
Net income/(loss)	2,161	2,174	(1,636)	(1,624)

The key line items of the Company’s previously issued consolidated balance sheets for 2017 that have been retrospectively adjusted as follows (RMB in millions):


	Balance at December 31, 2017
	As Reported	Adjustments	As Adjusted

Accounts receivable, net	4,559	190	4,749
Total current assets	59,228	190	59,418
Total assets	162,050	190	162,240
Deferred tax liabilities	3,848	47	3,895
Total liabilities	75,578	47	75,625

Consolidation

The following is a summary of the Company’s major VIEs and VIEs’ subsidiaries:


Name of VIE and VIEs’ subsidiaries		Date of establishment/acquisition
Shanghai Ctrip Commerce Co., Ltd. (“Shanghai Ctrip Commerce”)		Established on July 18, 2000
Shanghai Huacheng Southwest International Travel Agency Co., Ltd. (“Shanghai Huacheng”, formerly known as Shanghai Huacheng Southwest Travel Agency Co., Ltd.)		Established on March 13, 2001
Chengdu Ctrip Travel Agency Co., Ltd. (“Chengdu Ctrip”)		Established on January 8, 2007
Beijing Qu Na Information Technology Company Limited (“Qunar Beijing”)		Established on March 17, 2006

Major variable interest entities and their subsidiaries

Details of certain key agreements with the VIEs are as follows:

Risks in relation to contractual arrangements between the Company’s PRC subsidiaries and its affiliated Chinese entities:

Summary financial information of the Group’s VIEs in the consolidated financial statements


	As of December 31,
	2017	2018
	RMB(in millions)	RMB(in millions)
Total assets	21,756	26,574
Less: Inter-company receivables	(1,570)	(5,228)
Total assets excluding inter-company	20,186	21,346
Total liabilities	19,282	23,405
Less: Inter-company payables	(12,114)	(14,117)
Total liabilities excluding inter-company	7,168	9,288

The following table set forth the summary of results of operations of the VIEs and their subsidiaries of the Company:


	For the year ended December 31,
	2016	2017	2018
	RMB(in millions)	RMB(in millions)	RMB(in millions)
Net revenues	8,706	8,237	8,357
Cost of revenues	2,443	2,490	2,983
Net income	101	863	170

The amount of service fees paid by all the VIEs as a percentage of the VIEs’ total net income were 96.3%, 68.3% and 88.5% for the years ended December 31, 2016, 2017 and 2018, respectively.

The following tables set forth the summary of cash flow activities of the VIEs and their subsidiaries of the Company:


	For the year ended December 31,
	2016	2017	2018
	RMB(in millions)	RMB(in millions)	RMB(in millions)
Net cash provided by operating activities	7,191	1,232	591
Net cash used in investing activities	—	—	—
Net cash provided by financing activities	—	—	—

Foreign currencies

Cash and cash equivalents

Restricted cash

Short-term investments

Installment credit and Nonrecourse securitization debt

Installment credit and nonrecourse securitization debt

Land use rights

Property, equipment and software


Building		30-40 years
Leasehold improvements		Lesser of the term of the lease or the estimated useful lives of the assets
Website-related equipment		5 years
Computer equipment		3-5 years
Furniture and fixtures		3-5 years
Software		3-5 years

The Company recognizes the disposal of Property, equipment and software in general and administrative expenses.

Investments

Debt securities that the company has positive intent and ability to hold to maturity are classified as held to maturity debt securities and are stated at amortized cost.

Fair value measurement of financial instruments

The Company measures its financial assets and liabilities using inputs from the following three levels of the fair value hierarchy. The three levels are as follows:

Level 1 inputs are unadjusted quoted prices in active markets for identical assets that the management has the ability to access at the measurement date.

Business combination and Acquisitions

Business combination

Acquisitions

Goodwill and other intangible assets

The Company reviews intangible assets with indefinite lives annually for impairment.

No impairment on other intangible assets was recognized for the years ended December 31, 2016, 2017 and 2018.

Impairment of long-lived assets

Accrued liability for customer reward program

The Company’s end users participate in a loyalty points program. The points awarded from services can be used as cash or redeemed to gifts on the Company’s website and mobile platforms.

Deferred revenue

Revenue recognition

Accommodation reservation services

Transportation ticketing services

Packaged-tour

Corporate travel

Other businesses

Other businesses comprise primarily of online advertising services.

Allowance for doubtful accounts


	2016	2017	2018
	RMB (in millions)
Balance at beginning of year	38	59	129
Provision for doubtful accounts	32	98	69
Write-offs	(11)	(28)	(42)
Balance at end of year	59	129	156

Cost of revenues

Product development

Sales and marketing

Share-based compensation

Share incentive plans

A summary of option activity under the share incentive plans

The following table summarized the Company’s share option activity under all the option plans, which has reflected the effect of the Exchange of Qunar Share Incentive Plans (in US$, except shares):


			Weighted
		Weighted	Average
		Average	Remaining	Aggregate
	Number of	Exercise	Contractual	Intrinsic Value
	Shares	Price	Life (Years)	(in millions)
Outstanding at December 31, 2015	5,005,461	122.00	4.77	1,245
Granted	937,002	322.20
Exercised	(368,722)	80.70
Forfeited	(41,226)	199.32
Outstanding at December 31, 2016	5,532,515	157.82	4.54	900
Granted (including grants in exchange for Qunar options)	631,166	43.03
Exercised	(1,353,697)	68.95
Forfeited	(99,226)	133.92
Outstanding at December 31, 2017	4,710,758	168.80	4.72	867
Granted	3,286,756	204.65
Exercised	(1,050,382)	92.58
Forfeited	(238,124)	171.61
Outstanding at December 31, 2018	6,709,008	198.19	5.62	366
Vested and expect to vest at December 31, 2018	6,395,327	197.33	5.54	351
Exercisable at December 31, 2018	2,787,994	173.37	3.39	179

The Company’s current practice is to issue new shares to satisfy share option exercises.

The expected-to-vest options are the result of applying the pre-vesting forfeiture rate assumptions of 8% to total unvested options.

The total intrinsic value of options exercised during the years ended December 31, 2016, 2017 and 2018 were US$257 million US$522 million and US$356 million, respectively.

The following table summarizes information related to outstanding and exercisable options as of December 31, 2018 (in US$, except shares):


	Outstanding			Exercisable
			Weighted-average			Weighted-average
			Remaining			Remaining
Range of	Number of	Weighted-Average	Contractual	Number of	Weighted-Average	Contractual
Exercise Prices	shares	Exercise Price	Life (Years)	shares	Exercise Price	Life (Years)
0.00-100.00	1,559,585	35.58	4.79	748,322	74.14	2.02
100.01-200.00	1,218,954	157.29	2.96	1,218,954	157.29	2.96
200.01-300.00	2,144,923	223.01	6.98	414,227	251.25	4.71
300.01-400.00	1,785,546	338.34	6.52	406,491	324.93	5.87
	6,709,008			2,787,994

The weighted average fair value of options granted during the years ended December 31, 2016, 2017 and 2018 was US$140.95, US$376.78 and US$150.38 per share, respectively.


	2016		2017		2018
Risk-free interest rate	1.16% - 1.66	%	1.73% - 1.94	%	2.52% - 3.09	%
Expected life (years)	5.0		5.0		5.0
Expected dividend yield	0	%	0	%	0	%
Volatility	48% - 51	%	46% - 48	%	42% - 44	%
Fair value of options at grant date per share	from US$133.85		from US$142.29		from US$88.51
	to US$141.72		to US$430.87		to US$350.71

The following table summarized the Company’s RSUs activities under all incentive plans (in US$, except shares):


		Weighted average grant
	Number of Shares	date fair value(US$)
Restricted shares
Unvested at December 31, 2015	865,408	185.17
Granted	1,183,094	301.62
Vested	(492,825)	223.00
Forfeited	(93,438)	237.69
Unvested at December 31, 2016	1,462,239	263.28
Granted	15,664	323.92
Vested	(285,375)	191.21
Forfeited	(96,806)	274.71
Unvested at December 31, 2017	1,095,722	281.91
Granted	87,465	331.69
Vested	(471,773)	261.48
Forfeited	(74,208)	294.08
Unvested at December 31, 2018	637,206	302.45

Operating leases

Taxation

Other income/ (expense)


	2016	2017	2018
	RMB (in millions)
Gain on disposal of long-term investments (Note 7)	290	1,416	1,181
Subsidy income	221	264	469
Gain from the re-measurement of the previously held equity interest to the fair value in the business acquisition (Note 2)	—	—	249
Dividends from long-term investment	49	47	24
Gain/(loss) on disposal of a subsidiary	—	11	(2)
Impairments of long-term investments	(48)	(411)	—
Fair value changes of equity securities investments	—	—	(3,064)
Provision/impairment for an equity method investment	—	(967)	(61)
Foreign exchange (losses)/gains	(558)	469	(17)
Others	19	50	146
Total	(27)	879	(1,075)

Statutory reserves

Dividends

Dividends are recognized when declared.

Earnings/(loss) per share

Effective December 1, 2015, the ratio of the Company’s American depositary shares ("ADSs") to ordinary shares is eight (8) ADSs representing one (1) ordinary share.

Treasury stock

The share-repurchase programs do not require the Company to acquire a specific number of shares and may be suspended or discontinued at any time.

Segment reporting

Recently Accounting Pronouncements

Certain risks and concentration

PRINCIPAL ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2018

Summary of Company's major VIEs and VIE's subsidiaries


Name of VIE and VIEs’ subsidiaries		Date of establishment/acquisition
Shanghai Ctrip Commerce Co., Ltd. (“Shanghai Ctrip Commerce”)		Established on July 18, 2000
Shanghai Huacheng Southwest International Travel Agency Co., Ltd. (“Shanghai Huacheng”, formerly known as Shanghai Huacheng Southwest Travel Agency Co., Ltd.)		Established on March 13, 2001
Chengdu Ctrip Travel Agency Co., Ltd. (“Chengdu Ctrip”)		Established on January 8, 2007
Beijing Qu Na Information Technology Company Limited (“Qunar Beijing”)		Established on March 17, 2006

Summary of consolidated balance sheet information of VIEs


	As of December 31,
	2017	2018
	RMB(in millions)	RMB(in millions)
Total assets	21,756	26,574
Less: Inter-company receivables	(1,570)	(5,228)
Total assets excluding inter-company	20,186	21,346
Total liabilities	19,282	23,405
Less: Inter-company payables	(12,114)	(14,117)
Total liabilities excluding inter-company	7,168	9,288

Summary of consolidated results of operations information of VIEs


	For the year ended December 31,
	2016	2017	2018
	RMB(in millions)	RMB(in millions)	RMB(in millions)
Net revenues	8,706	8,237	8,357
Cost of revenues	2,443	2,490	2,983
Net income	101	863	170

Summary of consolidated results of cash flows information of VIEs


	For the year ended December 31,
	2016	2017	2018
	RMB(in millions)	RMB(in millions)	RMB(in millions)
Net cash provided by operating activities	7,191	1,232	591
Net cash used in investing activities	—	—	—
Net cash provided by financing activities	—	—	—

Schedule of property, equipment and software estimated useful lives


Building		30-40 years
Leasehold improvements		Lesser of the term of the lease or the estimated useful lives of the assets
Website-related equipment		5 years
Computer equipment		3-5 years
Furniture and fixtures		3-5 years
Software		3-5 years

Allowance for doubtful accounts


	2016	2017	2018
	RMB (in millions)
Balance at beginning of year	38	59	129
Provision for doubtful accounts	32	98	69
Write-offs	(11)	(28)	(42)
Balance at end of year	59	129	156

Company's share option activity under all the incentive plans

The following table summarized the Company’s share option activity under all the option plans, which has reflected the effect of the Exchange of Qunar Share Incentive Plans (in US$, except shares):


			Weighted
		Weighted	Average
		Average	Remaining	Aggregate
	Number of	Exercise	Contractual	Intrinsic Value
	Shares	Price	Life (Years)	(in millions)
Outstanding at December 31, 2015	5,005,461	122.00	4.77	1,245
Granted	937,002	322.20
Exercised	(368,722)	80.70
Forfeited	(41,226)	199.32
Outstanding at December 31, 2016	5,532,515	157.82	4.54	900
Granted (including grants in exchange for Qunar options)	631,166	43.03
Exercised	(1,353,697)	68.95
Forfeited	(99,226)	133.92
Outstanding at December 31, 2017	4,710,758	168.80	4.72	867
Granted	3,286,756	204.65
Exercised	(1,050,382)	92.58
Forfeited	(238,124)	171.61
Outstanding at December 31, 2018	6,709,008	198.19	5.62	366
Vested and expect to vest at December 31, 2018	6,395,327	197.33	5.54	351
Exercisable at December 31, 2018	2,787,994	173.37	3.39	179

The following table summarizes information related to outstanding and exercisable options as of December 31, 2018 (in US$, except shares):


	Outstanding			Exercisable
			Weighted-average			Weighted-average
			Remaining			Remaining
Range of	Number of	Weighted-Average	Contractual	Number of	Weighted-Average	Contractual
Exercise Prices	shares	Exercise Price	Life (Years)	shares	Exercise Price	Life (Years)
0.00-100.00	1,559,585	35.58	4.79	748,322	74.14	2.02
100.01-200.00	1,218,954	157.29	2.96	1,218,954	157.29	2.96
200.01-300.00	2,144,923	223.01	6.98	414,227	251.25	4.71
300.01-400.00	1,785,546	338.34	6.52	406,491	324.93	5.87
	6,709,008			2,787,994

Assumptions of Black-Scholes pricing model


	2016		2017		2018
Risk-free interest rate	1.16% - 1.66	%	1.73% - 1.94	%	2.52% - 3.09	%
Expected life (years)	5.0		5.0		5.0
Expected dividend yield	0	%	0	%	0	%
Volatility	48% - 51	%	46% - 48	%	42% - 44	%
Fair value of options at grant date per share	from US$133.85		from US$142.29		from US$88.51
	to US$141.72		to US$430.87		to US$350.71

Schedule of restricted share activities under all incentive plans

The following table summarized the Company’s RSUs activities under all incentive plans (in US$, except shares):


		Weighted average grant
	Number of Shares	date fair value(US$)
Restricted shares
Unvested at December 31, 2015	865,408	185.17
Granted	1,183,094	301.62
Vested	(492,825)	223.00
Forfeited	(93,438)	237.69
Unvested at December 31, 2016	1,462,239	263.28
Granted	15,664	323.92
Vested	(285,375)	191.21
Forfeited	(96,806)	274.71
Unvested at December 31, 2017	1,095,722	281.91
Granted	87,465	331.69
Vested	(471,773)	261.48
Forfeited	(74,208)	294.08
Unvested at December 31, 2018	637,206	302.45

Summary of components of other income


	2016	2017	2018
	RMB (in millions)
Gain on disposal of long-term investments (Note 7)	290	1,416	1,181
Subsidy income	221	264	469
Gain from the re-measurement of the previously held equity interest to the fair value in the business acquisition (Note 2)	—	—	249
Dividends from long-term investment	49	47	24
Gain/(loss) on disposal of a subsidiary	—	11	(2)
Impairments of long-term investments	(48)	(411)	—
Fair value changes of equity securities investments	—	—	(3,064)
Provision/impairment for an equity method investment	—	(967)	(61)
Foreign exchange (losses)/gains	(558)	469	(17)
Others	19	50	146
Total	(27)	879	(1,075)

ASC 606

Schedule of adjusted consolidated income/(loss) and balance sheet statements

The key line items of the Company’s previously issued consolidated income/(loss) statements for 2016 and 2017 that have been retrospectively adjusted as follows (RMB in millions):


	Year Ended December 31, 2017		Year Ended December 31, 2016
	As Reported	As Adjusted	As Reported	As Adjusted
Accommodation reservation	9,517	9,531	7,309	7,321
Packaged-tour	2,970	2,973	2,310	2,315
Total revenue	26,977	26,993	19,788	19,805
Net revenues	26,780	26,796	19,228	19,245
Gross profit	22,101	22,118	14,499	14,515
Income/(loss) from operations	2,926	2,943	(1,568)	(1,552)
Income/(loss) before income tax expense, equity in income of affiliates and non-controlling interests	3,506	3,524	(1,760)	(1,744)
Income tax expense	(1,281)	(1,285)	(478)	(482)
Net income/(loss)	2,161	2,174	(1,636)	(1,624)

The key line items of the Company’s previously issued consolidated balance sheets for 2017 that have been retrospectively adjusted as follows (RMB in millions):


	Balance at December 31, 2017
	As Reported	Adjustments	As Adjusted

Accounts receivable, net	4,559	190	4,749
Total current assets	59,228	190	59,418
Total assets	162,050	190	162,240
Deferred tax liabilities	3,848	47	3,895
Total liabilities	75,578	47	75,625

PREPAYMENTS AND OTHER CURRENT ASSETS (Tables)

12 Months Ended

Dec. 31, 2018

PREPAYMENTS AND OTHER CURRENT ASSETS

Components of prepayments and other current assets


	2017	2018
	RMB (in millions)
Prepayments and other deposits	4,576	6,877
Receivable related to financial services (Note 2)	596	1,551
Prepaid expenses	425	401
Others	576	728
Total	6,173	9,557

LONG-TERM DEPOSITS AND PREPAYMENTS (Tables)

12 Months Ended

Dec. 31, 2018

LONG-TERM DEPOSITS AND PREPAYMENTS

Components of long-term deposits and prepayments


	2017	2018
	RMB (in millions)
Deposits paid to airline suppliers	276	243
Deposits paid to advertising suppliers	89	164
Prepayments for purchase of long lived assets	241	127
Deposits paid to hotel suppliers	75	70
Others	159	164
Total	840	768

PROPERTY, EQUIPMENT AND SOFTWARE (Tables)

12 Months Ended

Dec. 31, 2018

PROPERTY, EQUIPMENT AND SOFTWARE

Schedule of property, equipment and software and its related accumulated depreciation and amortization


	2017	2018
	RMB (in millions)
Buildings	5,162	5,418
Computer equipment	926	1,145
Website-related equipment	638	771
Furniture and fixtures	233	292
Software	167	215
Leasehold improvements	140	146
Construction in progress	8	9
Less: accumulated depreciation and amortization	(1,658)	(2,124)
Total net book value	5,616	5,872

INVESTMENTS (Tables)

12 Months Ended

Dec. 31, 2018

INVESTMENTS

Schedule of long-term investments


	2017	2018
	RMB (in millions)
Debt investments	6,157	5,107
Equity investments	19,417	21,767
	25,574	26,874

Summary of available-for sale investments by major security type

The following table summarizes the Company's available-for-sale debt investments as of December 31, 2018 (RMB in millions):




	Cost, after	Gross Unrealized	Gross Unrealized
	adjusted with other-than-	Gains, including forex	Losses, including forex
	temporary impairment	adjustment	adjustment	Fair Value
Available-for-sale debt investments	2,633	236	(152)	2,717

The following table summarizes the Company's available-for-sale debt investments as of December 31, 2017 (RMB in millions):




	Cost, after	Gross Unrealized	Gross Unrealized
	adjusted with other-than-	Gains, including forex	Losses, including forex
	temporary impairment	adjustment	adjustment	Fair Value
Available-for-sale debt investments	5,362	909	(154)	6,117

Schedule of equity securities with readily determinable fair values

The following table summarizes the Company's equity securities with readily determinable fair values as of December 31, 2018 (RMB in millions):


	Cost, after	Gross Unrealized	Gross Unrealized
	adjusted with other-than-	Gains, including forex	Losses, including forex
	temporary impairment	Adjustment	adjustment	Fair Value
Equity securities with readily determinable fair values	5,520	4,320	(845)	8,995

The following table summarizes the Company's equity securities with readily determinable fair values as of December 31, 2017 (RMB in millions):


	Cost, after	Gross Unrealized	Gross Unrealized
	adjusted with other-than-	Gains, including forex	Losses, including forex
	temporary impairment	Adjustment	adjustment	Fair Value
Equity securities with readily determinable fair values	6,136	6,299	—	12,435

Schedule of financial information of investees

The Company summarizes the condensed financial information of the Company’s equity investments as a group below in accordance with Rule 4-08 of Regulation S-X (RMB in millions).


	2016		2017	2018
		Other equity	Equity	Equity
	eLong	investments	investments	investments
Operating data:
Revenue	1,895	5,918	14,243	17,429
Gross profit	998	4,785	8,145	11,513
(Loss)/Income from operations	(1,313)	155	80	294
Net (loss)/income	(1,635)	(62)	(223)	990
Net loss attributable to our equity method investments companies	(722)	(55)	(79)	(81)
Add: Equity dilution impact	(1)	11	14	7
Add: Gain from disposal of equity method investments	—	1,369	—	42
Equity in (loss)/income of affiliates	(723)	1,325	(65)	(32)

	2016		2017	2018
Balance sheet data:
Current assets	1,979	3,354	9,836	26,612
Long-term assets	455	17,298	16,553	37,435
Current liabilities.	1,687	11,596	8,061	20,404
Long-term liabilities.	16	1,651	6,191	12,011
Non-controlling interests.	16	1,945	324	232

FAIR VALUE MEASUREMENT (Tables)

12 Months Ended

Dec. 31, 2018

FAIR VALUE MEASUREMENT

Schedule of fair value assets measured on recurring basis

Assets measured at fair value on a recurring basis are summarized below (in millions):


	Fair Value Measurement at
	December 31, 2018 Using
	Quoted Prices
	in Active	Significant Other
	Market for	Observable	Unobservable
	Identical Assets	Inputs	inputs
	(Level 1)	(Level 2)	(Level 3)	Fair Value at December 31, 2018
	RMB	RMB	RMB	RMB	US$
Financial products	—	33,185	—	33,185	4,827
Time deposits (with the maturity of more than three months)	—	5,958	—	5,958	866
Equity securities	8,995	—	—	8,995	1,308
Available-for-sale debt investments	—	—	2,717	2,717	395
Total	8,995	39,143	2,717	50,855	7,396


	Fair Value Measurement at
	December 31, 2017 Using
	Quoted Prices
	in Active	Significant Other
	Market for	Observable	Unobservable
	Identical Assets	Inputs	inputs
	(Level 1)	(Level 2)	(Level 3)	Fair Value at December 31, 2017
	RMB	RMB	RMB	RMB	US$
Financial products	—	26,892	—	26,892	4,133
Time deposits (with the maturity of more than three months)	—	149	—	149	23
Equity securities	12,435	—	—	12,435	1,911
Available-for-sale debt investments	—	409	5,708	6,117	940
Total	12,435	27,450	5,708	45,593	7,007

Schedule of roll forward of major Level 3 investments


		Total
		RMB(in millions)
Fair value of Level 3 investments as at December 31, 2016		6,806
Transfer in and/or out of Level 3		(1,755)
New addition		455
Disposal of investments		(17)
Effect of exchange rate change		(193)
Other than temporary impairments		(156)
The change in fair value of the investments		568
Fair value of Level 3 investments as at December 31, 2017		5,708
Transfer in and/or out of Level 3		69
New addition		150
Disposal of investments		(2,655)
Effect of exchange rate change		121
The change in fair value of the investments		(676)
Fair value of Level 3 investments as at December 31, 2018		2,717

Schedule of significant unobservable inputs adopted in the valuation


Unobservable Input
Weighted average cost of capital		17% ~ 19%
Lack of marketability discount		10% ~ 15%
Risk-free rate		3.5%
Expected volatility		38% ~ 41%
Probability		Liquidation scenario: 35% ~ 70%
		Redemption scenario: 30%
		IPO scenario: 30% ~ 35%
Dividend yield		Nil

GOODWILL (Tables)

12 Months Ended

Dec. 31, 2018

GOODWILL

Schedule of changes in the carrying amount of goodwill


	2017	2018
	RMB (in millions)
Balance at beginning of year	56,015	56,246
Acquisition of offline travel agency (Note 2)	—	1,166
Acquisition of Skyscanner (Note 2)	(60)	—
Others	291	614
Balance at end of period	56,246	58,026

INTANGIBLE ASSETS (Tables)

12 Months Ended

Dec. 31, 2018

INTANGIBLE ASSETS

Schedule of intangible assets


	2017	2018
	RMB (in millions)
Intangible asset
Intangible assets to be amortized
Business Relationship (Representing the relationship with the travel service providers and other business partners)	1,800	1,858
Technology	713	751
Others	188	518
Intangible assets not subject to amortization
Trade mark	11,613	11,613
Others	180	163
	14,494	14,903
Less: accumulated amortization
Intangible assets to be amortized
Business Relationship	(420)	(671)
Technology	(229)	(353)
Others	(95)	(156)
	(744)	(1,180)
Net book value
Intangible assets to be amortized
Business Relationship	1,380	1,187
Technology	484	398
Others	93	362
Intangible assets not subject to amortization
Trade mark	11,613	11,613
Others	180	163
	13,750	13,723

Schedule of useful lives of finite-lived intangible assets


Business Relationship	5	-	10	years
Technology	5	-	10	years
Others	3	-	10	years

Schedule of future estimated amortization expense finite-lived intangible assets


		Amortization
		RMB (in millions)
2019		432
2020		416
2021		252
2022		214
2023		164
		1,478

SHORT-TERM DEBT AND CURRENT PORTION OF LONG-TERM DEBT (Tables)

12 Months Ended

Dec. 31, 2018

SHORT-TERM DEBT AND CURRENT PORTION OF LONG-TERM DEBT

Summary of short-term debt


	2017	2018
	RMB (in millions)
Short-term bank borrowings	8,686	25,090
Securitization debt	—	608
2020 Notes (Note 16)	4,554	—
2018 Notes (Note 16)	3,076	—
2022 Notes (Note 16)	—	6,703
2019 Booking Notes (Note 16)	—	3,438
2022 Booking Notes (Note 16)	—	172
Total	16,316	36,011

RELATED PARTY TRANSACTIONS AND BALANCES (Tables)

12 Months Ended

Dec. 31, 2018

Schedule of related party transactions


	2016	2017	2018
	RMB(in millions)
Commissions from Tongcheng-eLong (a)	—	—	190
Commissions from eLong (a)	261	573	63
Commissions from Huazhu (a)	44	77	61
Commissions from Homeinns and BTG (a)	67	63	93
Repayment of entrusted loan and interest from Baidu (b)	652	—	—
Shareholders' loan and interest to Skysea (c)	73	4	—
Commissions to Tongcheng-eLong (d)	—	—	516
Commissions to eLong (d)	86	244	66
Commissions to Baidu (d)	96	80	67
Commissions to LY.com (d)	62	70	6
Online marketing service from Baidu (e)	110	38	—
Repayment of entrusted loan and interest to Baidu (f)	1,837	—	—

(a)

(b)

(c)

(d)

(e)

The Company has entered into marketing service agreements with Baidu. The transactions above represent the marketing service fee paid to Baidu.

(f)

Schedule of significant balances with related parties


	2017	2018
	RMB (in millions)
Due from related parties, current:
Due from Tongcheng-eLong	—	1,278
Due from eLong	153	—
Due from Baidu	119	23
Due from others	102	341
	374	1,642

Due from related parties, non-current:
Due from Skysea (a)	196	207
Due from others	22	22
	218	229
Due to related parties, current:
Due to Tongcheng-eLong	—	263
Due to eLong	273	—
Due to Baidu	58	8
Due to others	88	221
	419	492

(a)

TAXATION (Tables)

12 Months Ended

Dec. 31, 2018

Schedule of income/(loss) from domestic and foreign components before income tax expenses


	2016	2017	2018
	RMB (in millions)
Domestic	2,224	5,852	4,663
Foreign	(3,968)	(2,328)	(2,742)
Total	(1,744)	3,524	1,921

Schedule of composition of income tax expense


	2016	2017	2018
	RMB (in millions)
Current income tax expense	454	1,453	1,425
Deferred tax expense/(benefit)	28	(168)	(632)
Income tax expense	482	1,285	793

Schedule of reconciliation of the differences between statutory tax rate and the effective tax rate


	2016		2017		2018
Statutory CIT rate	25	%	25	%	25	%
Tax differential from statutory rate applicable to subsidiaries with preferential tax rates	8	%	6	%	(23)	%
Non-deductible expenses and non-taxable income incurred	(51)	%	3	%	37	%
Change in valuation allowance	(10)	%	2	%	2	%
Effective CIT rate	(28)	%	36	%	41	%

Schedule of effect of preferential tax on China operations


	2016	2017	2018
	RMB (In millions, except per share data)
Tax holiday effect	178	345	520
Basic net income per ADS effect	0.38	0.65	0.95
Diluted net income per ADS effect	0.38	0.60	0.92

Schedule of significant components of deferred tax assets and liabilities


	2017	2018
	RMB (in millions)
Accrued expenses	331	532
Loss carry forward	151	191
Accrued liability for customer reward related programs	99	57
Accrued staff salary	4	65
Others	74	243
Less: Valuation allowance of deferred tax assets	(197)	(238)
Total deferred tax assets	462	850

Deferred tax liabilities:
Recognition of intangible assets arise from business combinations and unrealized holding gain	(3,895)	(3,838)

Net deferred tax (liabilities)/assets	(3,433)	(2,988)

Schedule of movement of valuation allowances


	2016	2017	2018
	RMB (in millions)
Balance at beginning of year	31	150	197
Current year additions	119	47	41
Balance at end of year	150	197	238

Subsidiaries

Schedule of reconciliation of the differences between statutory tax rate and the effective tax rate


	Impact on the effective tax rates
			2016		2017		2018
Ctrip Computer Technology (Shanghai) Co., Ltd.	15	%	4.2	%	(1.6)	%	(5.5)	%
Ctrip Travel Information Technology (Shanghai) Co., Ltd.	15	%	1.9	%	(1.6)	%	(4.0)	%
Ctrip Travel Network Technology (Shanghai) Co., Ltd.	15	%	7.4	%	(1.6)	%	(5.7)	%
Chengdu Information Technology Co., Ltd.	15	%	1.4	%	(2.1)	%	(3.2)	%
The Company and its subsidiaries in Hong Kong and	16.5	%
Cayman	0	%	0.8	%	15.4	%	1.7	%
Qunar and subsidiaries	15	%	(5.9)	%	(1.0)	%	(5.0)	%
Others	15	%	(1.6)	%	(1.1)	%	(1.3)	%
Total			8.2	%	6.4	%	(23.0)	%

OTHER PAYABLES AND ACCRUALS (Tables)

12 Months Ended

Dec. 31, 2018

OTHER PAYABLES AND ACCRUALS

Schedule of other payables and accruals


	2017	2018
	RMB (in millions)
Accrued operating expenses	2,852	3,626
Deposits received from suppliers and packaged-tour users	507	836
Payable for acquisition and investments	626	226
Provision related to an equity method investment (Note 12)	367	367
Others	746	799
Total	5,098	5,854

LONG-TERM DEBT (Tables)

12 Months Ended

Dec. 31, 2018

LONG-TERM DEBT

Schedule of convertible senior notes


	2017	2018
	RMB (millions)
2020 Notes	—	4,813
2025 Notes	2,603	2,750
2022 Notes	6,344	—
2019 Booking Notes	3,253	—
2020 Booking Notes	1,627	1,719
2025 Booking and Hillhouse Notes	6,506	6,876
2022 Booking Notes	163	—
Long-term loan	8,807	8,035
Less: Debt issuance cost	(83)	(47)
Total	29,220	24,146

EARNINGS/(LOSS) PER SHARE (Tables)

12 Months Ended

Dec. 31, 2018

EARNINGS/(LOSS) PER SHARE

Schedule of basic earnings/(loss) per share and diluted earnings per share


	2016	2017	2018
	RMB (in millions, except for share and per share data)
Numerator:
Net (loss)/income attributable to Ctrip’s shareholders	(1,418)	2,155	1,112
Eliminate the dilutive effect of interest expense of convertible notes	—	52	—
Numerator for diluted (loss)/earnings per share	(1,418)	2,207	1,112

Denominator:
Denominator for basic (loss)/earnings per ordinary share - weighted average ordinary shares outstanding	59,166,582	66,300,808	68,403,426
Dilutive effect of share options	—	2,978,969	2,521,197
Dilutive effect of convertible notes	—	2,345,083	—
Dilutive effect of convertible notes sold warrants	—	151,033	—
Denominator for diluted earnings/(loss) per ordinary share	59,166,582	71,775,893	70,924,623

Basic (loss)/earnings per ordinary share	(23.97)	32.51	16.25
Diluted (loss)/earnings per ordinary share	(23.97)	30.75	15.67

Basic (loss)/earnings per ADS	(3.00)	4.06	2.03
Diluted (loss)/earnings per ADS	(3.00)	3.84	1.96

Schedule of weighted average number of ordinary shares excluded from computation of diluted earnings /(loss) per share


	2016	2017	2018
Convertible Notes	10,066,342	8,281,479	9,604,548
Outstanding weighted average stock options	3,678,030	99,695	2,521,197
Sold Warrants	303,176	—	—
	14,047,548	8,381,174	12,125,745

COMMITMENTS AND CONTINGENCIES (Tables)

12 Months Ended

Dec. 31, 2018

COMMITMENTS AND CONTINGENCIES

Schedule of operating lease commitments


		Office Premises
		RMB (in millions)
2019		335
2020		225
2021		154
2022		96
2023		73
Thereafter		114
		997

PRINCIPAL ACCOUNTING POLICIES - Adoption of new accounting guidance (Details) ¥ in Millions, $ in Millions		12 Months Ended
	Jan. 01, 2018 CNY (¥)	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)	Jan. 01, 2019 CNY (¥)	Dec. 31, 2018 CNY (¥)
Recently Accounting Pronouncements
Total revenues		$ 4,524	¥ 31,104	¥ 26,993	¥ 19,805
Net revenues		4,504	30,965	26,796	19,245
Gross profit		3,584	24,641	22,118	14,515
Income/(loss) from operations		379	2,605	2,943	(1,552)
Income/(loss) before income tax expense, equity in income of affiliates and non-controlling interests		280	1,921	3,524	(1,744)
Income tax expense		(115)	(793)	(1,285)	(482)
Net income/(loss)		160	1,096	2,174	(1,624)
Accounts receivable, net		824		4,749			¥ 5,668
Total current assets		11,547		59,418			79,394
Total assets		27,028		162,240			185,830
Deferred tax liabilities		558		3,895			3,838
Total liabilities		14,123		75,625			¥ 97,097
Accommodation reservation
Recently Accounting Pronouncements
Total revenues		1,684	11,580	9,531	7,321
Packaged-tour
Recently Accounting Pronouncements
Total revenues		$ 549	¥ 3,772	2,973	2,315
As Reported
Recently Accounting Pronouncements
Total revenues				26,977	19,788
Net revenues				26,780	19,228
Gross profit				22,101	14,499
Income/(loss) from operations				2,926	(1,568)
Income/(loss) before income tax expense, equity in income of affiliates and non-controlling interests				3,506	(1,760)
Income tax expense				(1,281)	(478)
Net income/(loss)				2,161	(1,636)
Accounts receivable, net				4,559
Total current assets				59,228
Total assets				162,050
Deferred tax liabilities				3,848
Total liabilities				75,578
As Reported \| Accommodation reservation
Recently Accounting Pronouncements
Total revenues				9,517	7,309
As Reported \| Packaged-tour
Recently Accounting Pronouncements
Total revenues				2,970	¥ 2,310
ASC 606 \| Adjustments
Recently Accounting Pronouncements
Accounts receivable, net				190
Total current assets				190
Total assets				190
Deferred tax liabilities				47
Total liabilities				¥ 47
2016-01
Recently Accounting Pronouncements
Reclassification from AOCI to retained earnings	¥ 6,100
2016-02 \| Adjustments
Recently Accounting Pronouncements
Right-of-use assets						¥ 800
Lease liabilities						¥ 900

PRINCIPAL ACCOUNTING POLICIES - Key agreements with the VIEs (Details)	12 Months Ended
	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)
Shareholders of our consolidated affiliated Chinese entities, except for Qunar Beijing \| Amended and restated exclusive option agreements
Financial information of the group's VIEs
Term of exclusive option agreements	10 years	10 years
Term of automatic renewal of exclusive option agreements	10 years	10 years
Ctrip Computer Technology, Ctrip Travel Network and Ctrip Travel Information \| Amended and Restated Technical Consulting and Services Agreement
Financial information of the group's VIEs
Term of technical consulting and services agreements	10 years	10 years
Term of automatic renewal of technical consulting and services agreements	10 years	10 years
Written notice period required to be served for the termination of agreements	30 days	30 days
Ctrip Computer Technology, Ctrip Travel Network and Ctrip Travel Information \| Amended and Restated Technical Consulting and Services Agreement \| Minimum
Financial information of the group's VIEs
Average rate per ticket based on number of tickets sold (in RMB or US dollars per ticket)	$ 0.6	¥ 4
Ctrip Computer Technology, Ctrip Travel Network and Ctrip Travel Information \| Amended and Restated Technical Consulting and Services Agreement \| Maximum
Financial information of the group's VIEs
Average rate per ticket based on number of tickets sold (in RMB or US dollars per ticket)	$ 0.7	¥ 5
Qunar Software \| Loan Agreements
Financial information of the group's VIEs
Notice period for termination of agreement	15 days	15 days
Qunar and Qunar Software \| Equity option agreement
Financial information of the group's VIEs
Written notice period for termination of agreement	30 days	30 days

PRINCIPAL ACCOUNTING POLICIES - Major VIEs and their subsidiaries (Details)	12 Months Ended
	Dec. 31, 2018 CNY (¥) item
Shanghai Ctrip Commerce \| Two senior officers of the Company
Major variable interest entities and their subsidiaries
Number of officers \| item	2
Shareholding percentage of VIE	100.00%
Registered capital of VIE	¥ 30,000,000
Shanghai Huacheng \| Shanghai Ctrip Commerce
Major variable interest entities and their subsidiaries
Shareholding percentage of VIE	100.00%
Registered capital of VIE	¥ 100,000,000
Chengdu Ctrip \| Two senior officers of the Company
Major variable interest entities and their subsidiaries
Number of officers \| item	2
Shareholding percentage of VIE	100.00%
Registered capital of VIE	¥ 500,000,000
Qunar Beijing \| Two senior officers of the Company
Major variable interest entities and their subsidiaries
Number of officers \| item	2
Shareholding percentage of VIE	100.00%
Registered capital of VIE	¥ 11,000,000

PRINCIPAL ACCOUNTING POLICIES - Summary financial information of the VIEs (Details) ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)	Dec. 31, 2018 CNY (¥)
Financial information of the group's VIEs
Total assets	$ 27,028		¥ 162,240		¥ 185,830
Total liabilities	14,123		75,625		97,097
Cash and cash equivalents	3,131		18,243		21,530
Short-term investment	5,346		28,130		36,753
Accounts receivables	824		4,749		5,668
Prepayments and other current assets	1,390		6,173		9,557
Accounts payable	1,704		7,459		11,714
Other payables and accruals	851		5,098		5,854
Advance from customers	1,378		7,868		9,472
Net revenues	4,504	¥ 30,965	26,796	¥ 19,245
Cost of revenues	920	6,324	4,678	4,730
Net income	160	1,096	2,174	(1,624)
Net cash provided by operating activities	1,036	7,115	7,069	5,270
Net cash used in investing activities	(2,048)	(14,078)	(15,229)	(20,350)
Net cash provided by financing activities	$ 1,733	11,926	8,020	12,291
Variable interest entities
Financial information of the group's VIEs
Amount of registered capital and PRC statutory reserves of VIEs					1,400
Total assets			21,756		26,574
Less: Inter-company receivables			(1,570)		(5,228)
Total assets excluding inter-company			20,186		21,346
Total liabilities			19,282		23,405
Less: Inter-company payables			(12,114)		(14,117)
Total liabilities excluding inter-company			7,168		9,288
Cash and cash equivalents			6,600		7,200
Short-term investment			6,100		4,300
Accounts receivables			3,300		2,900
Prepayments and other current assets			1,900		3,600
Investments (non-current)			1,400		2,300
Accounts payable			3,300		3,400
Other payables and accruals			1,500		1,700
Advance from customers			1,100		2,300
Short-term debt			800		¥ 1,200
Net revenues		8,357	8,237	8,706
Cost of revenues		2,983	2,490	2,443
Net income		¥ 170	863	101
Revenues as a percent of total	27.00%	27.00%
Net income before the deduction of inter-company consulting fee charges		¥ 1,500	¥ 2,700	¥ 2,800
Service fees charged from affiliates as percentage of their total net income	88.50%	88.50%	68.30%	96.30%
Net cash provided by operating activities		¥ 591	¥ 1,232	¥ 7,191

PRINCIPAL ACCOUNTING POLICIES - Foreign currencies (Details) ¥ in Millions	12 Months Ended
	Dec. 31, 2018 CNY (¥) ¥ / $	Dec. 31, 2017 CNY (¥)
RMB/USD exchange rate used in translation \| ¥ / $	0.1454
Non-collateralized receivable related to financial services \| ¥	¥ 818	¥ 596
Minimum
Useful life	3 years
Maximum
Useful life	10 years
Land use rights \| Minimum
Useful life	40 years
Land use rights \| Maximum
Useful life	50 years

PRINCIPAL ACCOUNTING POLICIES - Installment credit and Nonrecourse securitization debt (Details) - CNY (¥) ¥ in Millions	Dec. 31, 2018	Dec. 31, 2017
PRINCIPAL ACCOUNTING POLICIES
Collateralized receivable related to financial services	¥ 733	¥ 0
Non-collateralized receivable related to financial services	¥ 818	¥ 596

PRINCIPAL ACCOUNTING POLICIES - Land use rights (Details)	12 Months Ended
	Dec. 31, 2018
Minimum
Useful life	3 years
Maximum
Useful life	10 years
Land use rights \| Minimum
Useful life	40 years
Land use rights \| Maximum
Useful life	50 years

PRINCIPAL ACCOUNTING POLICIES - Property, equipment and software (Details)	12 Months Ended
	Dec. 31, 2018
Buildings \| Minimum
Property, equipment and software
Estimated useful life	30 years
Buildings \| Maximum
Property, equipment and software
Estimated useful life	40 years
Website-related equipment
Property, equipment and software
Estimated useful life	5 years
Computer equipment \| Minimum
Property, equipment and software
Estimated useful life	3 years
Computer equipment \| Maximum
Property, equipment and software
Estimated useful life	5 years
Furniture and fixtures \| Minimum
Property, equipment and software
Estimated useful life	3 years
Furniture and fixtures \| Maximum
Property, equipment and software
Estimated useful life	5 years
Software \| Minimum
Property, equipment and software
Estimated useful life	3 years
Software \| Maximum
Property, equipment and software
Estimated useful life	5 years

PRINCIPAL ACCOUNTING POLICIES - Acquisitions (Details) ¥ in Millions, $ in Millions, £ in Billions				1 Months Ended			12 Months Ended
	Dec. 09, 2016 GBP (£)	Dec. 09, 2016 CNY (¥)	Dec. 10, 2015 shares	May 31, 2018 CNY (¥)	Oct. 31, 2015 USD ($) Vote shares	Oct. 31, 2015 CNY (¥) Vote shares	Dec. 31, 2018 USD ($) shares	Dec. 31, 2018 CNY (¥) shares	Dec. 31, 2017 USD ($) shares	Dec. 31, 2017 CNY (¥) shares	Dec. 31, 2016 USD ($)	Dec. 31, 2016 CNY (¥)
Business combination disclosures
Shares outstanding \| shares							69,122,824	69,122,824	67,600,654	67,600,654
Purchase price allocation
Gain from the re-measurement of the previous held equity							$ 36	¥ 249
Decrease in the non-controlling interest's ownership								602		¥ 2,313		¥ 6,531
Skyscanner
Business combination disclosures
Purchase consideration	£ 1.4	¥ 12,000
Acquisition consideration in cash	£ 1.2	10,000
Cash portion of the total purchase consideration agreed		10,100
Increase in consideration as measurement period adjustment		60
Purchase price allocation
Net assets		325
Cash acquired		571
Non-controlling interests		316
Identifiable intangible assets		3,100
Deferred tax liabilities		620
Goodwill		9,500
Skyscanner \| Supplier relationship
Purchase price allocation
Identifiable intangible assets		¥ 929
Intangible asset useful life	9 years	9 years
Skyscanner \| IT Platform
Purchase price allocation
Identifiable intangible assets		¥ 191
Intangible asset useful life	6 years	6 years
Qunar
Business combination disclosures
Equity interest (as a percent)					45.00%	45.00%
Ownership of share capital held (as a percent)					48.00%	48.00%
Purchase price allocation
Decrease in the non-controlling interest's ownership										2,200		15,500
Additional paid-in capital from the newly issued ordinary shares										600		3,700
Qunar \| Baidu
Business combination disclosures
Shares issued as consideration (in shares) \| shares					11,000,000	11,000,000
Fair value of shares issued as consideration					$ 3,400	¥ 21,700
Shares issued for the benefit of employees \| shares			4,000,000
Qunar \| Common Class A
Business combination disclosures
Number of shares acquired \| shares					179,000,000	179,000,000
Shares outstanding \| shares					193,000,000	193,000,000
Number of votes per share \| Vote					3	3
Qunar \| Common Class B
Business combination disclosures
Number of shares acquired \| shares					11,000,000	11,000,000
Number of votes per share \| Vote					1	1
Number of shares exchanged for shares issued to employees \| shares			66,000,000
Certain investments
Business combination disclosures
Purchase consideration \| $									$ 400		$ 2,900
Others
Business combination disclosures
Purchase consideration								553		251		120
Purchase price allocation
Goodwill								621		¥ 291		¥ 159
An offline travel agency
Business combination disclosures
Purchase consideration				¥ 1,100
Acquisition consideration in cash				¥ 198
Previously held interest (as a percent)				48.00%
Purchase price allocation
Non-controlling interests				¥ 15
Identifiable intangible assets				269
Deferred tax liabilities				67
Goodwill				1,200				¥ 1,166
Cash and cash equivalents				482
Fair value of previously held equity interest				543
Fair value of non-controlling interest				399
Gain from the re-measurement of the previous held equity				249
Difference between fair value and book value of the non-controlling interest				4
Difference between fair value and book value of the non-controlling interest				395
Net liabilities assumed				¥ 212
Intangible asset useful life				10 years
An offline travel agency \| A subsidiary of Company
Purchase price allocation
Noncontrolling interest (as a percent)				1.90%

PRINCIPAL ACCOUNTING POLICIES - Goodwill and other intangible assets (Details) - CNY (¥)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Intangible assets
Impairment of goodwill	¥ 0	¥ 0	¥ 0
Impairment on other intangible assets	¥ 0	¥ 0	¥ 0
Minimum
Intangible assets
Intangible asset useful life	3 years
Maximum
Intangible assets
Intangible asset useful life	10 years

PRINCIPAL ACCOUNTING POLICIES - Accrued liability for customer reward program and Revenue recognition (Details) ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)
PRINCIPAL ACCOUNTING POLICIES
Accrued liability for customer reward program		¥ 610		$ 77	¥ 528
Customer reward program expenses recognized	¥ 21	¥ 100	¥ 202

PRINCIPAL ACCOUNTING POLICIES - Allowance for doubtful accounts (Details) ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)
Allowance for doubtful accounts activity
Balance at beginning of year		¥ 129	¥ 59	¥ 38
Provision for doubtful accounts	$ 10	69	98	32
Write-offs		(42)	(28)	(11)
Balance at end of year		¥ 156	¥ 129	¥ 59

PRINCIPAL ACCOUNTING POLICIES - Sales and marketing (Details) - CNY (¥) ¥ in Billions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Sales and marketing
Advertising expenses	¥ 6.0	¥ 5.1	¥ 2.8

PRINCIPAL ACCOUNTING POLICIES - Share incentive plans (Details) - shares	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Share-based compensation disclosures
Number of options granted under share incentive plan	3,286,756	631,166	937,002
Number of option outstanding under share incentive plans (in shares)	6,709,008	4,710,758	5,532,515	5,005,461
Ctrip 2007 Incentive Plan \| Employees
Share-based compensation disclosures
Requisite service period	4 years
Ctrip 2007 Incentive Plan \| Stock options \| Employees
Share-based compensation disclosures
Number of options granted under share incentive plan	0	138,061
Number of option outstanding under share incentive plans (in shares)	3,400,231	4,367,099
Ctrip 2007 Incentive Plan \| Restricted stock units (RSUs) \| Employees
Share-based compensation disclosures
Number of options granted under share incentive plan	0	15,664
Restriction period	4 years
Restricted stock units outstanding (in shares)	569,497	1,095,722
Global Incentive Plan \| Employees
Share-based compensation disclosures
Requisite service period	4 years
Global Incentive Plan \| Stock options \| Employees
Share-based compensation disclosures
Number of options granted under share incentive plan	3,286,756	493,105
Number of option outstanding under share incentive plans (in shares)	3,308,777	343,659
Global Incentive Plan \| Restricted stock units (RSUs) \| Employees
Share-based compensation disclosures
Number of options granted under share incentive plan	87,465	0
Restricted stock units outstanding (in shares)	67,709	0

PRINCIPAL ACCOUNTING POLICIES - Option activity (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Number of Shares
Outstanding, beginning	4,710,758	5,532,515	5,005,461
Granted	3,286,756	631,166	937,002
Exercised	(1,050,382)	(1,353,697)	(368,722)
Forfeited	(238,124)	(99,226)	(41,226)
Outstanding, ending	6,709,008	4,710,758	5,532,515	5,005,461
Vested and expect to vest, ending	6,395,327
Exercisable, ending	2,787,994
Weighted Average Exercise Price
Outstanding, beginning (in dollars per share)	$ 168.80	$ 157.82	$ 122.00
Granted (in dollars per share)	204.65	43.03	322.20
Exercised (in dollars per share)	92.58	68.95	80.70
Forfeited (in dollars per share)	171.61	133.92	199.32
Outstanding, ending (in dollars per share)	198.19	$ 168.80	$ 157.82	$ 122.00
Vested and expect to vest, ending (in dollars per share)	197.33
Exercisable, ending (in dollars per share)	$ 173.37
Weighted Average Remaining Contractual Life (Years)
Outstanding	5 years 7 months 13 days	4 years 8 months 19 days	4 years 6 months 15 days	4 years 9 months 7 days
Vested and expect to vest at the end of the period	5 years 6 months 15 days
Exercisable at the end of the period	3 years 4 months 21 days
Aggregate Intrinsic Value
Outstanding	$ 366	$ 867	$ 900	$ 1,245
Vested and expect to vest	351
Exercisable	$ 179
Assumptions
Pre-vesting forfeiture rate assumptions (as a percent)	8.00%
Closing stock price (in dollars per share)	$ 216.48
Total intrinsic value of options exercised	$ 356	$ 522	$ 257
ADS
Assumptions
Closing stock price (in dollars per share)	$ 27.06

PRINCIPAL ACCOUNTING POLICIES -Exercisable options price range (Details) $ / shares in Units, ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($) $ / shares shares	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 $ / shares	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 $ / shares	Dec. 31, 2016 CNY (¥)
Share-based compensation disclosures by exercise price range
Number of shares, outstanding \| shares	6,709,008
Number of shares, exercisable \| shares	2,787,994
Other disclosures
Weighted average fair value of options granted (in dollars per share)	$ 150.38		$ 376.78		$ 140.95
Unrecognized compensation cost \| $	$ 546
Weighted average recognized period	3 years 2 months 12 days	3 years 2 months 12 days
Proceeds from exercise of share options	$ 98	¥ 677		¥ 732		¥ 212
0.00 - 100.00
Share-based compensation disclosures by exercise price range
Exercise price, lower range (in dollars per share)	$ 0.00
Exercise price, upper range (in dollars per share)	$ 100.00
Number of shares, outstanding \| shares	1,559,585
Weighted-average exercise price, outstanding (in dollars per share)	$ 35.58
Weighted-average remaining contractual life (years), outstanding	4 years 9 months 15 days	4 years 9 months 15 days
Number of shares, exercisable \| shares	748,322
Weighted-average exercise price, exercisable (in dollars per share)	$ 74.14
Weighted-average remaining contractual life (years), exercisable	2 years 7 days	2 years 7 days
100.01 - 200.00
Share-based compensation disclosures by exercise price range
Exercise price, lower range (in dollars per share)	$ 100.01
Exercise price, upper range (in dollars per share)	$ 200.00
Number of shares, outstanding \| shares	1,218,954
Weighted-average exercise price, outstanding (in dollars per share)	$ 157.29
Weighted-average remaining contractual life (years), outstanding	2 years 11 months 16 days	2 years 11 months 16 days
Number of shares, exercisable \| shares	1,218,954
Weighted-average exercise price, exercisable (in dollars per share)	$ 157.29
Weighted-average remaining contractual life (years), exercisable	2 years 11 months 16 days	2 years 11 months 16 days
200.01 - 300.00
Share-based compensation disclosures by exercise price range
Exercise price, lower range (in dollars per share)	$ 200.01
Exercise price, upper range (in dollars per share)	$ 300.00
Number of shares, outstanding \| shares	2,144,923
Weighted-average exercise price, outstanding (in dollars per share)	$ 223.01
Weighted-average remaining contractual life (years), outstanding	6 years 11 months 23 days	6 years 11 months 23 days
Number of shares, exercisable \| shares	414,227
Weighted-average exercise price, exercisable (in dollars per share)	$ 251.25
Weighted-average remaining contractual life (years), exercisable	4 years 8 months 16 days	4 years 8 months 16 days
300.01 - 400.00
Share-based compensation disclosures by exercise price range
Exercise price, lower range (in dollars per share)	$ 300.01
Exercise price, upper range (in dollars per share)	$ 400.00
Number of shares, outstanding \| shares	1,785,546
Weighted-average exercise price, outstanding (in dollars per share)	$ 338.34
Weighted-average remaining contractual life (years), outstanding	6 years 6 months 7 days	6 years 6 months 7 days
Number of shares, exercisable \| shares	406,491
Weighted-average exercise price, exercisable (in dollars per share)	$ 324.93
Weighted-average remaining contractual life (years), exercisable	5 years 10 months 13 days	5 years 10 months 13 days

PRINCIPAL ACCOUNTING POLICIES - Options fair value assumptions (Details) - $ / shares	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Share-based compensation disclosures
Risk-free interest rate, minimum (as a percent)	2.52%	1.73%	1.16%
Risk-free interest rate, maximum (as a percent)	3.09%	1.94%	1.66%
Expected life (years)	5 years	5 years	5 years
Expected dividend yield (as a percent)	0.00%	0.00%	0.00%
Volatility, minimum (as a percent)	42.00%	46.00%	48.00%
Volatility, maximum (as a percent)	44.00%	48.00%	51.00%
Fair value of options at grant date per share	$ 150.38	$ 376.78	$ 140.95
Minimum
Share-based compensation disclosures
Fair value of options at grant date per share	88.51	142.29	133.85
Maximum
Share-based compensation disclosures
Fair value of options at grant date per share	$ 350.71	$ 430.87	$ 141.72

PRINCIPAL ACCOUNTING POLICIES - RSUs activities (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Weighted average grant date fair value
Unrecognized compensation cost	$ 546
Weighted average recognized period	3 years 2 months 12 days
Restricted stock units (RSUs)
Number of Shares
Unvested at beginning year (in shares)	1,095,722	1,462,239	865,408
Granted (in shares)	87,465	15,664	1,183,094
Vested (in shares)	(471,773)	(285,375)	(492,825)
Forfeited (in shares)	(74,208)	(96,806)	(93,438)
Unvested at end of year (in shares)	637,206	1,095,722	1,462,239
Weighted average grant date fair value
Unvested at beginning of year (in dollars per share)	$ 281.91	$ 263.28	$ 185.17
Granted (in dollars per share)	331.69	323.92	301.62
Vested (in dollars per share)	(261.48)	(191.21)	(223.00)
Forfeited (in dollars per share)	(294.08)	(274.71)	(237.69)
Unvested at end of year (in dollars per share)	$ 302.45	$ 281.91	$ 263.28
Unrecognized compensation cost	$ 69
Weighted average recognized period	6 months

PRINCIPAL ACCOUNTING POLICIES - Other income/ (expense) (Details) ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)
Other income/ (expense)
Gain on disposal of long-term investments	$ 173	¥ 1,181	¥ 1,416	¥ 290
Subsidy income		469	264	221
Gain from the re-measurement of the previously held equity (Note 2)		249
Dividends from long-term investment		24	47	49
Gain/(loss) on disposal of a subsidiary		(2)	11
Impairments of long-term investments			(411)	(48)
Fair value changes of equity securities investments		(3,064)
Provision/impairment for an equity method investment	(9)	(61)	(967)
Foreign exchange (losses)/gains		(17)	469	(558)
Others		146	50	19
Total	$ (156)	¥ (1,075)	¥ 879	¥ (27)

PRINCIPAL ACCOUNTING POLICIES - Statutory reserves (Details) - CNY (¥) ¥ in Millions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
China
Statutory reserves disclosures
Portion of after-tax profit to be allocated to general reserve under PRC law (as a percent)	10.00%
Maximum percentage of statutory general reserve related to entity's registered capital	50.00%
Appropriations to statutory reserves	¥ 100	¥ 146	¥ 69
Taiwan
Statutory reserves disclosures
Portion of after-tax profit to be allocated to general reserve under PRC law (as a percent)	10.00%

PRINCIPAL ACCOUNTING POLICIES - Dividends (Details) - China - CNY (¥) ¥ in Billions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Dividends
Restricted net assets of company's PRC subsidiaries and VIEs not distributable in form of dividends to parent	¥ 7
Accumulated profit of subsidiaries in PRC distributable in form of dividends to parent	¥ 16	¥ 12	¥ 8
Withholding tax rate for dividends distributed by foreign invested enterprise to their immediate holding companies outside mainland china (as a percent)	10.00%

PRINCIPAL ACCOUNTING POLICIES - Earnings/(loss) per share (Details)	Dec. 31, 2015
ADS
Treasury stock disclosures
Ratio of ADSs to ordinary shares	8

PRINCIPAL ACCOUNTING POLICIES - Segment reporting (Details)	12 Months Ended
	Dec. 31, 2018 item
Segment reporting disclosures
Number of reportable segments	1

PRINCIPAL ACCOUNTING POLICIES - Recently Accounting Pronouncements (Details) - 2016-02 - Adjustments ¥ in Millions	Jan. 01, 2019 CNY (¥)
Recently Accounting Pronouncements
Right-of-use assets	¥ 800
Lease liabilities	¥ 900

PREPAYMENTS AND OTHER CURRENT ASSETS (Details) ¥ in Millions, $ in Millions	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)
PREPAYMENTS AND OTHER CURRENT ASSETS
Prepayments and other deposits		¥ 6,877	¥ 4,576
Receivable related to financial services (Note 2)		1,551	596
Prepaid expenses		401	425
Others		728	576
Total	$ 1,390	¥ 9,557	¥ 6,173

LONG-TERM DEPOSITS AND PREPAYMENTS (Details) ¥ in Millions, $ in Millions	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)
LONG-TERM DEPOSITS AND PREPAYMENTS
Deposits paid to airline suppliers		¥ 243	¥ 276
Deposits paid to advertising suppliers		164	89
Prepayments for purchase of long lived assets		127	241
Deposits paid to hotel suppliers		70	75
Others		164	159
Total	$ 112	¥ 768	¥ 840

LAND USE RIGHTS (Details) ¥ in Millions, $ in Millions	12 Months Ended
LAND USE RIGHTS (Details) ¥ in Millions, $ in Millions	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)
Intangible assets
Amortization expense	¥ 433	¥ 391	¥ 255
Net book value		97		$ 14	¥ 94
Minimum
Intangible assets
Useful life	3 years
Maximum
Intangible assets
Useful life	10 years
Land use rights
Intangible assets
Amortization expense	¥ 3	3	¥ 3
Net book value		¥ 97			¥ 94
Land use rights \| Minimum
Intangible assets
Useful life	40 years
Land use rights \| Maximum
Intangible assets
Useful life	50 years

PROPERTY, EQUIPMENT AND SOFTWARE (Details) ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)	Dec. 31, 2018 CNY (¥)
Property, equipment and software
Less: accumulated depreciation and amortization			¥ (1,658)		¥ (2,124)
Total net book value	$ 854		5,616		5,872
Depreciation	$ 79	¥ 546	490	¥ 461
Buildings
Property, equipment and software
Original value			5,162		5,418
Computer equipment
Property, equipment and software
Original value			926		1,145
Website-related equipment
Property, equipment and software
Original value			638		771
Furniture and fixtures
Property, equipment and software
Original value			233		292
Software
Property, equipment and software
Original value			167		215
Leasehold improvements
Property, equipment and software
Original value			140		146
Construction in progress
Property, equipment and software
Original value			¥ 8		¥ 9

INVESTMENTS - (Details) ¥ in Millions, $ in Millions	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)
INVESTMENTS
Debt investments		¥ 5,107	¥ 6,157
Equity investments		21,767	19,417
Long-term investments	$ 3,909	¥ 26,874	¥ 25,574

INVESTMENTS - Held to maturity and Available-for-sale debt investments (Details) - CNY (¥) ¥ in Millions	Dec. 31, 2018	Dec. 31, 2017
Held to maturity debt securities
Carrying amount of held to maturity investments	¥ 2,400	¥ 40
Available-for-sale debt investments
Available-for-sale debt securities, Cost, after adjusted with other-than-temporary impairment	2,633	5,362
Available-for-sale debt securities, Gross Unrealized Gains, including forex adjustment	236	909
Available-for-sale debt securities, Gross Unrealized Losses, including forex adjustment	(152)	(154)
Available-for-sale debt securities	¥ 2,717	¥ 6,117

INVESTMENTS - Equity securities with readily determinable fair values (Details) - CNY (¥) ¥ in Millions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Equity securities with readily determinable fair values
Equity securities with readily determinable fair values, Cost, after adjusted with other than temporary impairment	¥ 5,520	¥ 6,136
Equity securities with readily determinable fair values, Gross Unrealized Gains, including forex adjustment	4,320	6,299
Equity securities with readily determinable fair values, Gross Unrealized Losses, including forex adjustment	(845)
Equity securities with readily determinable fair values, Fair value	¥ 8,995	¥ 12,435

INVESTMENTS - MakeMyTrip and China Eastern Airlines and Equity securities without readily determinable fair values (Details) ¥ in Millions, $ in Millions	1 Months Ended			12 Months Ended
	Apr. 30, 2016 CNY (¥)	Jan. 31, 2016 USD ($)	Jan. 31, 2016 CNY (¥)	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 USD ($)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)
Investment transaction disclosures
Equity securities with readily determinable fair values, Fair value					¥ 8,995		¥ 12,435
Equity securities without readily determinable fair values
Carrying value of equity securities without readily determinable fair values					584		913
Fair value changes \| $				$ 0		$ 0
Total consideration					261		1,400	¥ 317
Gain on sale of equity securities without readily determinable fair values					122		1,400	149
Equity securities without readily determinable fair values paid for business acquisitions \| $				$ 294
Investment in equity securities without readily determinable fair value					92		200	¥ 100
MakeMyTrip
Investment transaction disclosures
Purchase of shares, cost of share aggregate		$ 180	¥ 1,200
Percentage of equity interest		10.00%	10.00%
Equity securities with readily determinable fair values, Fair value					1,800		2,100
China Eastern Airline
Investment transaction disclosures
Purchase of shares, cost of share aggregate	¥ 3,000
Percentage of equity interest	3.00%
Equity securities with readily determinable fair values, Fair value					¥ 2,200		¥ 3,800

INVESTMENTS - Homeinns and BTG (Details) ¥ in Millions, $ in Millions	1 Months Ended	12 Months Ended
	Dec. 31, 2016 CNY (¥)	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)
Equity method investment disclosures
Equity in income/(loss) of affiliates		$ (5)	¥ (32)	¥ (65)	¥ 602
Carrying value of investments under equity method			21,767	19,417
BTG
Equity method investment disclosures
Equity method investment, ownership interest (as a percent)	22.00%				22.00%
Equity in income/(loss) of affiliates	¥ 1,400
Homeinns and BTG
Equity method investment disclosures
Carrying value of investments under equity method			¥ 2,700	¥ 2,600

- Definition

This item represents the entity's proportionate share for the period of the net income (loss) of its investee (such as unconsolidated subsidiaries and joint ventures) to which the equity method of accounting is applied. This item includes income or expense related to stock-based compensation based on the investor's grant of stock to employees of an equity method investee.

+ References + Details

INVESTMENTS - Tujia (Details) - CNY (¥) ¥ in Millions	Dec. 31, 2018	Dec. 31, 2017
INVESTMENTS
Carrying value of investments under equity method	¥ 21,767	¥ 19,417
Fair value of preferred shares under available-for-sale	2,717	6,117
Tujia
INVESTMENTS
Carrying value of investments under equity method	1,200	1,500
Fair value of preferred shares under available-for-sale	¥ 1,600	¥ 1,700

INVESTMENTS - Tongcheng - eLong (Details) - CNY (¥) ¥ in Millions	1 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2018	Dec. 31, 2017	May 31, 2015
Equity method investment disclosures
Carrying value of investments under equity method		¥ 21,767	¥ 19,417
Fair value of preferred shares under available-for-sale		¥ 2,717	6,117
eLong
Equity method investment disclosures
Equity method investment, ownership interest (as a percent)				38.00%
E-dragon
Equity method investment disclosures
Carrying value of investments under equity method			194
Fair value of preferred shares under available-for-sale			¥ 1,700
E-dragon \| Other income
Equity method investment disclosures
Recognized gain on equity method investments	¥ 847
Tongcheng-eLong
Equity method investment disclosures
Equity method investment received (as a percent)		27.00%
Carrying value of investments under equity method		¥ 5,300
Total consideration		¥ 1,400

INVESTMENTS - Skysea (Details) - Skysea $ in Millions	Dec. 31, 2014 USD ($)
Equity method investment disclosures
Equity method investment, ownership interest (as a percent)	35.00%
Loan provided	$ 80
RCL
Equity method investment disclosures
Equity method investment, ownership interest (as a percent)	35.00%
Loan provided	$ 80

INVESTMENTS - Investment funds (Details) ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)
Investment transaction disclosures
Carrying value of investments under equity method		¥ 21,767	¥ 19,417
Operating data:
Equity in (loss)/income of affiliates	$ (5)	(32)	(65)	¥ 602
Balance sheet data:
Total cash paid for equity method investments		1,700	200	1,000
Investment funds
Investment transaction disclosures
Carrying value of investments under equity method		1,200	780
eLong
Operating data:
Revenue				1,895
Gross profit				998
(Loss)/Income from operations				(1,313)
Net (loss)/income				(1,635)
Net loss attributable to our equity method investments companies				(722)
Add: Equity dilution impact				(1)
Equity in (loss)/income of affiliates				(723)
Balance sheet data:
Current assets				1,979
Long-term assets				455
Current liabilities				1,687
Long-term liabilities				16
Non-controlling interests				16
Other equity investments
Investment transaction disclosures
Carrying value of investments under equity method		1,800	1,000
Operating data:
Revenue		17,429		5,918
Gross profit		11,513		4,785
(Loss)/Income from operations		294		155
Net (loss)/income		990		(62)
Net loss attributable to our equity method investments companies		(81)		(55)
Add: Equity dilution impact		7		11
Add: Gain from disposal of equity method investments		42		1,369
Equity in (loss)/income of affiliates		(32)		1,325
Balance sheet data:
Current assets		26,612		3,354
Long-term assets		37,435		17,298
Current liabilities		20,404		11,596
Long-term liabilities		12,011		1,651
Non-controlling interests		232		¥ 1,945
Equity investments
Operating data:
Revenue			14,243
Gross profit			8,145
(Loss)/Income from operations			80
Net (loss)/income			(223)
Net loss attributable to our equity method investments companies			(79)
Add: Equity dilution impact			14
Equity in (loss)/income of affiliates			(65)
Balance sheet data:
Current assets			9,836
Long-term assets			16,553
Current liabilities			8,061
Long-term liabilities			6,191
Non-controlling interests			324
Tujia
Investment transaction disclosures
Carrying value of investments under equity method		¥ 1,200	¥ 1,500

INVESTMENTS - Impairments (Details) - CNY (¥) ¥ in Millions	12 Months Ended
INVESTMENTS - Impairments (Details) - CNY (¥) ¥ in Millions	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Impairments
Carrying value of equity securities without readily determinable fair value impairments	¥ 0	¥ 0	¥ 0
Carrying value of equity method investment impairments	0	0	0
Other income/ (expense)
Impairments
Impairment charges of equity securities with readily determinable fair value		116	0
Available-for-sale debt investments impairment charges	0	156	36
Equity method investment impairment charges	61	64	0
Impairment charges of equity securities without readily determinable fair value	¥ 0	¥ 139	¥ 12

FAIR VALUE MEASUREMENT (Details) ¥ in Millions, $ in Millions	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 USD ($)	Dec. 31, 2017 CNY (¥)
Fair value measurement
Equity securities		¥ 8,995		¥ 12,435
Available-for-sale debt securities		2,717		6,117
Measured on recurring basis
Fair value measurement
Financial products	$ 4,827	33,185	$ 4,133	26,892
Time deposits (With the maturity of more than three months)	866	5,958	23	149
Equity securities	1,308	8,995	1,911	12,435
Available-for-sale debt securities	395	2,717	940	6,117
Total	$ 7,396	50,855	$ 7,007	45,593
Measured on recurring basis \| Quoted prices in active market for identical assets (Level 1)
Fair value measurement
Equity securities		8,995		12,435
Total		8,995		12,435
Measured on recurring basis \| Significant other observable inputs (Level 2)
Fair value measurement
Financial products		33,185		26,892
Time deposits (With the maturity of more than three months)		5,958		149
Available-for-sale debt securities				409
Total		39,143		27,450
Measured on recurring basis \| Unobservable inputs (Level 3)
Fair value measurement
Available-for-sale debt securities		2,717		5,708
Total		¥ 2,717		¥ 5,708

FAIR VALUE MEASUREMENT - Roll forward of major Level 3 investments (Details) - Unobservable inputs (Level 3) - CNY (¥) ¥ in Millions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Roll forward of major Level 3 investments
Fair value of Level 3 investments, beginning balance	¥ 5,708	¥ 6,806
Transfer in and/or out of level 3	69	(1,755)
New addition	150	455
Disposal of investments	(2,655)	(17)
Effect of exchange rate change	121	(193)
Other than temporary impairments		(156)
The change in fair value of the investments	(676)	568
Fair value of Level 3 investment, ending balance	¥ 2,717	¥ 5,708

FAIR VALUE MEASUREMENT - Significant unobservable inputs (Details)	Dec. 31, 2018
Risk-free rate
Significant unobservable inputs used in the valuation
Unobservable inputs	3.5
Minimum \| Weighted average cost of capital
Significant unobservable inputs used in the valuation
Unobservable inputs	17
Minimum \| Lack of marketability discount
Significant unobservable inputs used in the valuation
Unobservable inputs	10
Minimum \| Expected volatility
Significant unobservable inputs used in the valuation
Unobservable inputs	38
Maximum \| Weighted average cost of capital
Significant unobservable inputs used in the valuation
Unobservable inputs	19
Maximum \| Lack of marketability discount
Significant unobservable inputs used in the valuation
Unobservable inputs	15
Maximum \| Expected volatility
Significant unobservable inputs used in the valuation
Unobservable inputs	41
Liquidation scenario \| Minimum \| Probability
Significant unobservable inputs used in the valuation
Unobservable inputs	35
Liquidation scenario \| Maximum \| Probability
Significant unobservable inputs used in the valuation
Unobservable inputs	70
Redemption scenario \| Probability
Significant unobservable inputs used in the valuation
Unobservable inputs	30
IPO scenario \| Minimum \| Probability
Significant unobservable inputs used in the valuation
Unobservable inputs	30
IPO scenario \| Maximum \| Probability
Significant unobservable inputs used in the valuation
Unobservable inputs	35

GOODWILL (Details) ¥ in Millions, $ in Millions		1 Months Ended	12 Months Ended
GOODWILL (Details) ¥ in Millions, $ in Millions	Dec. 09, 2016 CNY (¥)	May 31, 2018 CNY (¥)	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)
Changes in the carrying amount of goodwill
Balance at beginning of year				¥ 56,246	¥ 56,015
Balance at end of period			$ 8,439	58,026	56,246	¥ 56,015
An offline travel agency
Changes in the carrying amount of goodwill
Acquisition		¥ 1,200		1,166
Skyscanner
Changes in the carrying amount of goodwill
Acquisition	¥ 9,500
Acquisition					(60)
Others
Changes in the carrying amount of goodwill
Acquisition				621	291	¥ 159
Others				¥ 614	¥ 291

INTANGIBLE ASSETS (Details) - CNY (¥) ¥ in Millions	12 Months Ended
INTANGIBLE ASSETS (Details) - CNY (¥) ¥ in Millions	Dec. 31, 2018	Dec. 31, 2017
Intangible assets disclosures
Intangible assets	¥ 14,903	¥ 14,494
Less: accumulated amortization	(1,180)	(744)
Net book value	13,723	13,750
Trademark
Intangible assets disclosures
Intangible assets not subject to amortization	11,613	11,613
Net book value - intangible assets not subject to amortization	11,613	11,613
Others
Intangible assets disclosures
Intangible assets not subject to amortization	163	180
Net book value - intangible assets not subject to amortization	¥ 163	180
Minimum
Intangible assets disclosures
Intangible asset useful life	3 years
Maximum
Intangible assets disclosures
Intangible asset useful life	10 years
Business Relationship
Intangible assets disclosures
Intangible assets to be amortized	¥ 1,858	1,800
Less: accumulated amortization	(671)	(420)
Net book value - intangible assets to be amortized	¥ 1,187	1,380
Business Relationship \| Minimum
Intangible assets disclosures
Intangible asset useful life	5 years
Business Relationship \| Maximum
Intangible assets disclosures
Intangible asset useful life	10 years
Technology
Intangible assets disclosures
Intangible assets to be amortized	¥ 751	713
Less: accumulated amortization	(353)	(229)
Net book value - intangible assets to be amortized	¥ 398	484
Technology \| Minimum
Intangible assets disclosures
Intangible asset useful life	5 years
Technology \| Maximum
Intangible assets disclosures
Intangible asset useful life	10 years
Others
Intangible assets disclosures
Intangible assets to be amortized	¥ 518	188
Less: accumulated amortization	(156)	(95)
Net book value - intangible assets to be amortized	¥ 362	¥ 93
Others \| Minimum
Intangible assets disclosures
Intangible asset useful life	3 years
Others \| Maximum
Intangible assets disclosures
Intangible asset useful life	10 years

INTANGIBLE ASSETS - Amortization expense (Details) - CNY (¥) ¥ in Millions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
INTANGIBLE ASSETS
Amortization of intangible assets	¥ 433	¥ 391	¥ 255
Annual estimated amortization expense for intangible assets subject to amortization
2019	432
2020	416
2021	252
2022	214
2023	164
Total	¥ 1,478

SHORT-TERM DEBT AND CURRENT PORTION OF LONG-TERM DEBT (Details) ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)
Short-term borrowings
Total	$ 5,238	¥ 36,011	¥ 16,316
Restricted cash	617	4,244	1,749
2020 Notes
Short-term borrowings
Long-term debt, current maturities			4,554
2018 Convertible Senior Notes
Short-term borrowings
Long-term debt, current maturities			3,076
2022 Notes
Short-term borrowings
Long-term debt, current maturities		6,703
2019 Booking Notes
Short-term borrowings
Long-term debt, current maturities		3,438
2022 Booking Notes
Short-term borrowings
Long-term debt, current maturities		172
Loan facility
Short-term borrowings
Short-term bank borrowings		25,090	¥ 8,686
Securitization debt
Short-term borrowings
Long-term debt, current maturities		608
Borrowing with an interest rate of 0.00%
Short-term borrowings
Short-term bank borrowings	3,600	25,100
Short-term borrowings collateralized by bank deposits and/or short-term investments	1,400	9,500
Restricted cash	215	1,500
Restricted short term investment	$ 1,300	¥ 8,800
Weighted average interest rate	4.09%	4.09%
Minimum \| Payable related to financial services
Short-term borrowings
Debt instrument term	6 months
Annual interest rate	4.55%
Maximum \| Payable related to financial services
Short-term borrowings
Debt instrument term	1 year
Annual interest rate	5.80%

RELATED PARTY TRANSACTIONS AND BALANCES (Details) ¥ in Millions, $ in Millions						12 Months Ended
	Oct. 27, 2015 USD ($)	Oct. 27, 2015 CNY (¥)	Oct. 26, 2015 USD ($)	May 04, 2015 CNY (¥)	Mar. 12, 2015 CNY (¥)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)	Dec. 31, 2014 USD ($)	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Oct. 26, 2015 CNY (¥)
RELATED PARTY TRANSACTIONS AND BALANCES
Repayment of entrusted loan and interest to related parties								¥ 1,821
Due from related parties, current							¥ 374			$ 239	¥ 1,642
Due from related parties, non-current							218			33	229
Due to related parties, current							419			72	492
Other payables and accruals							5,098			$ 851	5,854
Tongcheng-eLong
RELATED PARTY TRANSACTIONS AND BALANCES
Commissions from related parties						¥ 190
Commissions to related parties						516
Due from related parties, current											1,278
Due to related parties, current											263
eLong
RELATED PARTY TRANSACTIONS AND BALANCES
Commissions from related parties						63	573	261
Commissions to related parties						66	244	86
Due from related parties, current							153
Due to related parties, current							273
Huazhu
RELATED PARTY TRANSACTIONS AND BALANCES
Commissions from related parties						61	77	44
Homeinns and BTG
RELATED PARTY TRANSACTIONS AND BALANCES
Commissions from related parties						93	63	67
Baidu
RELATED PARTY TRANSACTIONS AND BALANCES
Loan and interest to related parties	$ 100	¥ 650
Repayment of entrusted loan and interest from related parties								652
Commissions to related parties						67	80	96
Online marketing service from related parties							38	110
Repayment of entrusted loan and interest to related parties								1,837
Term of the loan	12 months	12 months
Interest rate on loan (as a percent)	1.00%	1.00%
Due from related parties, current							119				23
Due to related parties, current							58				8
Skysea
RELATED PARTY TRANSACTIONS AND BALANCES
Loan and interest to related parties							4	73	$ 80
Interest rate on loan (as a percent)									3.00%
Provision for the loan and receivable							536
Due from related parties, non-current							196				207
Other payables and accruals							367
LY.com
RELATED PARTY TRANSACTIONS AND BALANCES
Commissions to related parties						¥ 6	70	¥ 62
Others
RELATED PARTY TRANSACTIONS AND BALANCES
Due from related parties, current							102				341
Due from related parties, non-current							22				22
Due to related parties, current							¥ 88				¥ 221
Baidu Times \| Qunar
RELATED PARTY TRANSACTIONS AND BALANCES
Interest rate on loan (as a percent)			4.14%
Loan granted by related parties			$ 99									¥ 640
Debt instrument term			12 months
Revolving credit facility agreement \| Qunar
RELATED PARTY TRANSACTIONS AND BALANCES
Drawdowns during the period				¥ 627	¥ 507

EMPLOYEE BENEFITS (Details) - CNY (¥) ¥ in Billions	12 Months Ended
EMPLOYEE BENEFITS (Details) - CNY (¥) ¥ in Billions	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
EMPLOYEE BENEFITS
Expense of employee benefits	¥ 1.7	¥ 1.6	¥ 1.4

TAXATION - Company's subsidiaries (Details) - CNY (¥) ¥ in Millions	12 Months Ended									36 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2018
Taxation
Applicable tax rate (as a percent)			25.00%	25.00%	25.00%
Undistributed earnings deferred tax liability			¥ 0							¥ 0
Ctrip Computer Technology
Taxation
Applicable tax rate (as a percent)										15.00%
Ctrip Travel Network
Taxation
Applicable tax rate (as a percent)										15.00%
Ctrip Travel Information
Taxation
Applicable tax rate (as a percent)										15.00%
Cayman
Taxation
Applicable tax rate (as a percent)			0.00%
Hong Kong Profits Tax
Taxation
Applicable tax rate (as a percent)			16.50%
Taiwan Enterprise Income Tax
Taxation
Applicable tax rate (as a percent)			20.00%
PRC Corporate Income Tax
Taxation
Applicable tax rate (as a percent)			25.00%
PRC Corporate Income Tax \| Western region of China \| Chengdu Ctrip
Taxation
Applicable tax rate approved (as a percent)			15.00%	15.00%	15.00%	15.00%	15.00%	15.00%	15.00%
PRC Corporate Income Tax \| Western region of China \| Chengdu Ctrip International
Taxation
Applicable tax rate approved (as a percent)			15.00%	15.00%	15.00%	15.00%	15.00%	15.00%	15.00%
PRC Corporate Income Tax \| Western region of China \| Chengdu Information
Taxation
Applicable tax rate approved (as a percent)			15.00%	15.00%	15.00%	15.00%	15.00%	15.00%	15.00%
PRC Corporate Income Tax \| High new tech enterprises \| Ctrip Computer Technology
Taxation
Applicable tax rate (as a percent)		15.00%	15.00%	15.00%
PRC Corporate Income Tax \| High new tech enterprises \| Ctrip Travel Network
Taxation
Applicable tax rate (as a percent)		15.00%	15.00%	15.00%
PRC Corporate Income Tax \| High new tech enterprises \| Qunar Software
Taxation
Applicable tax rate (as a percent)	15.00%	15.00%	15.00%
PRC Corporate Income Tax \| High new tech enterprises \| Qunar Beijing
Taxation
Applicable tax rate (as a percent)	15.00%	15.00%	15.00%
PRC Corporate Income Tax \| High new tech enterprises \| Ctrip Travel Information
Taxation
Applicable tax rate (as a percent)		15.00%	15.00%	15.00%

TAXATION - Income before income tax expenses (Details) ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)
Income/(loss) from domestic and foreign components before income tax expenses
Domestic		¥ 4,663	¥ 5,852	¥ 2,224
Foreign		(2,742)	(2,328)	(3,968)
Income/(loss) before income tax expense, equity in income of affiliates and non-controlling interests	$ 280	¥ 1,921	¥ 3,524	¥ (1,744)

TAXATION - Income tax expense (Details) ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)
TAXATION
Current income tax expense		¥ 1,425	¥ 1,453	¥ 454
Deferred tax expense/(benefit)	$ (92)	(632)	(168)	28
Income tax expense	$ 115	¥ 793	¥ 1,285	¥ 482
Percentage decrease in income tax expense	41.00%	41.00%	36.00%	(28.00%)

TAXATION - Reconciliation of tax rate and effective tax rate (Details) ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)	Dec. 31, 2016 CNY (¥)
Reconciliation of the differences between statutory tax rate and effective tax rate
Statutory CIT rate (as a percent)	25.00%	25.00%	25.00%	25.00%
Tax differential from statutory rate applicable to subsidiaries with preferential tax rates (as a percent)	(23.00%)	(23.00%)	6.00%	8.00%
Non-deductible expenses and non-taxable income incurred	37.00%	37.00%	3.00%	(51.00%)
Change in valuation allowance (as a percent)	2.00%	2.00%	2.00%	(10.00%)
Effective CIT rate (as a percent)	41.00%	41.00%	36.00%	(28.00%)
Share-based compensation	$ 249	¥ 1,707	¥ 1,834	¥ 3,560
Non-deductible losses from the equity securities investments measured at fair value		3,100
Non-deductible expenses effect on income tax		¥ 790	¥ 458	¥ 890
Non-deductible expenses effect on effective tax rate	41.00%	41.00%	13.00%	(51.00%)

TAXATION - Effect of preferential tax (Details) - CNY (¥) ¥ / shares in Units, ¥ in Millions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Income tax holiday
Tax holiday effect	¥ 520	¥ 345	¥ 178
ADS
Income tax holiday
Basic net income per ADS effect (in RMB per share)	¥ 0.95	¥ 0.65	¥ 0.38
Diluted net income per ADS effect (in RMB per share)	¥ 0.92	¥ 0.60	¥ 0.38

TAXATION - Impact of subsidiaries' preferential tax rates (Details)	12 Months Ended			36 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2018
Reconciliation of the differences between statutory tax rate and effective tax rate
Statutory CIT rate (as a percent)	25.00%	25.00%	25.00%
Effective CIT rate (as a percent)	41.00%	36.00%	(28.00%)
Subsidiaries
Reconciliation of the differences between statutory tax rate and effective tax rate
Effective CIT rate (as a percent)	(23.00%)	6.40%	8.20%
Ctrip Computer Technology
Reconciliation of the differences between statutory tax rate and effective tax rate
Statutory CIT rate (as a percent)				15.00%
Effective CIT rate (as a percent)	(5.50%)	(1.60%)	4.20%
Ctrip Travel Information
Reconciliation of the differences between statutory tax rate and effective tax rate
Statutory CIT rate (as a percent)				15.00%
Effective CIT rate (as a percent)	(4.00%)	(1.60%)	1.90%
Ctrip Travel Network
Reconciliation of the differences between statutory tax rate and effective tax rate
Statutory CIT rate (as a percent)				15.00%
Effective CIT rate (as a percent)	(5.70%)	(1.60%)	7.40%
Chengdu Information Technology Co., Ltd.
Reconciliation of the differences between statutory tax rate and effective tax rate
Statutory CIT rate (as a percent)				15.00%
Effective CIT rate (as a percent)	(3.20%)	(2.10%)	1.40%
The Company and its subsidiaries in Hong Kong and Cayman
Reconciliation of the differences between statutory tax rate and effective tax rate
Statutory CIT rate (as a percent)				16.50%
Statutory CIT rate alternate case (as a percent)				0.00%
Effective CIT rate (as a percent)	1.70%	15.40%	0.80%
Qunar and subsidiaries
Reconciliation of the differences between statutory tax rate and effective tax rate
Statutory CIT rate (as a percent)				15.00%
Effective CIT rate (as a percent)	(5.00%)	(1.00%)	(5.90%)
Other subsidiaries
Reconciliation of the differences between statutory tax rate and effective tax rate
Statutory CIT rate (as a percent)				15.00%
Effective CIT rate (as a percent)	(1.30%)	(1.10%)	(1.60%)

TAXATION - Deferred tax assets and liabilities (Details) - CNY (¥) ¥ in Millions	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Deferred tax assets:
Accrued expenses	¥ 532	¥ 331
Loss carry forward	191	151
Accrued liability for customer reward related programs	57	99
Accrued staff salary	65	4
Others	243	74
Less: valuation allowance of deferred tax assets	(238)	(197)	¥ (150)	¥ (31)
Total deferred tax assets	850	462
Deferred tax liabilities
Recognition of intangible assets arise from business combinations and unrealized holding gain	(3,838)	(3,895)
Net deferred tax (liabilities)/assets	¥ (2,988)	¥ (3,433)

TAXATION - Movement of valuation allowance (Details) - CNY (¥) ¥ in Millions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Movement of valuation allowances
Balance at beginning of year	¥ 197	¥ 150	¥ 31
Current year additions	41	47	119
Balance at end of year	238	197	¥ 150
Operating tax loss carry forwards	875
Unrecognized tax benefit and accrual	¥ 0	¥ 0

OTHER PAYABLES AND ACCRUALS (Details) ¥ in Millions, $ in Millions	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)
OTHER PAYABLES AND ACCRUALS
Accrued operating expenses		¥ 3,626	¥ 2,852
Deposits received from suppliers and packaged-tour users		836	507
Payable for acquisition and investments		226	626
Provision related to an equity method investment (Note 12)		367	367
Others		799	746
Total	$ 851	¥ 5,854	¥ 5,098

LONG-TERM DEBT (Details) $ / shares in Units, ¥ in Millions, shares in Millions				1 Months Ended	12 Months Ended
	Sep. 19, 2016 USD ($) $ / shares	Jun. 18, 2015 USD ($) $ / shares shares	Oct. 17, 2013 USD ($) $ / shares shares	Jun. 30, 2017 USD ($) $ / shares shares	Dec. 31, 2017 USD ($) shares	Dec. 31, 2017 CNY (¥) shares	Dec. 31, 2016 USD ($) shares	Dec. 31, 2016 CNY (¥) shares	Dec. 31, 2018 USD ($)	Dec. 31, 2018 CNY (¥)	Sep. 12, 2016 USD ($) $ / shares	Dec. 10, 2015 USD ($) item $ / shares	May 26, 2015 USD ($) $ / shares	Aug. 07, 2014 USD ($) $ / shares
LONG-TERM DEBT
Long-term loan \| ¥						¥ 8,807				¥ 8,035
Less: Debt issuance costs \| ¥						(83)				(47)
Total						29,220			$ 3,512,000,000	24,146
Fair value of long-term debt, based on Level 2 inputs \| ¥										24,100
Notes for early conversion \| ¥						2,396		¥ 2,605
Proceeds from the termination of 2012 and 2013 Purchased Call Option					$ 100,000,000	¥ 650	$ 12,000,000
Borrowings collateralized by stock at a wholly-owned subsidiary
LONG-TERM DEBT
Aggregate principal amount									$ 1,200,000,000	¥ 8,000
Borrowings collateralized by stock at a wholly-owned subsidiary \| Minimum
LONG-TERM DEBT
Interest rate (as a percent)									1.90%	1.90%
Borrowings collateralized by stock at a wholly-owned subsidiary \| Maximum
LONG-TERM DEBT
Interest rate (as a percent)									7.00%	7.00%
2018 Convertible Senior Notes
LONG-TERM DEBT
Interest rate (as a percent)			1.25%
Aggregate principal amount			$ 800,000,000	$ 327,000,000
Debt issuance costs			19,600,000
Notes for early conversion					$ 352,000,000
Principal amount redeemed for cash									$ 473,000,000	¥ 3,300
2018 Convertible Senior Notes \| ADS
LONG-TERM DEBT
Principal amount denomination for conversion			$ 1,000
Initial conversion rate			0.0127568
Initial conversion price (in dollars per share) \| $ / shares			$ 78.39	$ 39.19
Number of shares agreed to be sold by the counterparty on exercise of Purchased Call option \| shares				8.3
Number of shares issued upon exchange of notes \| shares					10.8	10.8
2018 Convertible Senior Notes \| ADS \| Written call option
LONG-TERM DEBT
Share price agreed to be sold by the counterparty on exercise of Purchased call option \| $ / shares			$ 78.39
2018 Convertible Senior Notes \| ADS \| Written call option \| Long \| Maximum
LONG-TERM DEBT
Number of shares agreed to be sold by the counterparty on exercise of Purchased Call option \| shares			10.2
2018 Convertible Senior Notes \| ADS \| Sold Warrants
LONG-TERM DEBT
Proceeds from sale of warrants			$ 77,200,000
Exercise price of warrants sold (in dollars per share) \| $ / shares			$ 96.27
2018 Convertible Senior Notes \| ADS \| Sold Warrants \| Maximum
LONG-TERM DEBT
Number of shares that can be purchased from warrants sold \| shares			10.2
2020 Notes
LONG-TERM DEBT
Long-term loan \| ¥										4,813
Interest rate (as a percent)		1.00%
Aggregate principal amount		$ 700,000,000
Debt issuance costs		11,300,000
2020 Notes \| ADS
LONG-TERM DEBT
Principal amount denomination for conversion		$ 1,000
Initial conversion rate		0.0091942
Initial conversion price (in dollars per share) \| $ / shares		$ 108.76
2025 Notes
LONG-TERM DEBT
Long-term loan \| ¥						¥ 2,603				2,750
Interest rate (as a percent)		1.99%
Aggregate principal amount		$ 400,000,000
Debt issuance costs		6,800,000
2025 Notes \| ADS
LONG-TERM DEBT
Principal amount denomination for conversion		$ 1,000
Initial conversion rate		0.0093555
Initial conversion price (in dollars per share) \| $ / shares		$ 106.89
2022 Notes
LONG-TERM DEBT
Long-term loan \| ¥						6,344
Interest rate (as a percent)	1.25%
Aggregate principal amount	$ 975,000,000
Debt issuance costs	19,000,000
2022 Notes \| ADS
LONG-TERM DEBT
Principal amount denomination for conversion	$ 1,000
Initial conversion rate	0.0152688
Initial conversion price (in dollars per share) \| $ / shares	$ 65.49
2019 Booking Notes
LONG-TERM DEBT
Long-term loan \| ¥						3,253
Interest rate (as a percent)														1.00%
Aggregate principal amount														$ 500,000,000
2019 Booking Notes \| ADS
LONG-TERM DEBT
Initial conversion price (in dollars per share) \| $ / shares														$ 81.36
2020 Booking Notes
LONG-TERM DEBT
Long-term loan \| ¥						1,627				1,719
Interest rate (as a percent)													1.00%
Aggregate principal amount													$ 250,000,000
2020 Booking Notes \| ADS
LONG-TERM DEBT
Initial conversion price (in dollars per share) \| $ / shares													$ 104.27
Number of shares that can be purchased from warrants sold \| shares		6.4
2020 Booking Notes \| ADS \| Sold Warrants
LONG-TERM DEBT
Proceeds from sale of warrants		$ 84,400,000
Number of shares that can be purchased from warrants sold \| shares		6.4
2025 Booking and Hillhouse Notes
LONG-TERM DEBT
Long-term loan \| ¥						6,506				¥ 6,876
Interest rate (as a percent)												2.00%
2025 Booking and Hillhouse Notes \| ADS
LONG-TERM DEBT
Initial conversion price (in dollars per share) \| $ / shares												$ 68.46
2022 Booking Notes
LONG-TERM DEBT
Long-term loan \| ¥						¥ 163
Interest rate (as a percent)											1.25%
Aggregate principal amount											$ 25,000,000
2022 Booking Notes \| ADS
LONG-TERM DEBT
Initial conversion price (in dollars per share) \| $ / shares											$ 65.49
2017 Convertible Senior Notes
LONG-TERM DEBT
Notes for early conversion							$ 26,000,000
2017 Convertible Senior Notes \| ADS
LONG-TERM DEBT
Number of shares issued upon exchange of notes \| shares							2.6	2.6
Booking and Hillhouse Notes
LONG-TERM DEBT
Aggregate principal amount												$ 1,000,000,000
Number of affiliates \| item												2

CAPITAL AND TREASURY STOCK (Details) ¥ in Millions, $ in Millions	1 Months Ended		12 Months Ended
	Sep. 30, 2016 USD ($) shares	Sep. 30, 2016 CNY (¥) shares	Dec. 31, 2018 USD ($) shares	Dec. 31, 2018 CNY (¥) shares	Dec. 31, 2017 CNY (¥) shares
CAPITAL AND TREASURY STOCK
Treasury stock, shares \| shares			2,929,123	2,929,123	2,929,139
Treasury stock at cost			$ 307	¥ 2,111	¥ 2,111
ADS
CAPITAL AND TREASURY STOCK
Issuance cost \| ¥		¥ 226
ADS \| IPO
CAPITAL AND TREASURY STOCK
Aggregate number of ADS shares \| shares	32,775,000	32,775,000
Including additional number of shares \| shares	4,275,000	4,275,000
ADS \| Over allotment option
CAPITAL AND TREASURY STOCK
Aggregate amount of offering price \| $	$ 1,500
Baidu \| ADS
CAPITAL AND TREASURY STOCK
Aggregate investment amount \| $			100
Booking Group \| ADS
CAPITAL AND TREASURY STOCK
Aggregate investment amount \| $			$ 25

EARNINGS/(LOSS) PER SHARE (Details) ¥ / shares in Units, $ / shares in Units, ¥ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2018 USD ($) $ / shares shares	Dec. 31, 2018 CNY (¥) ¥ / shares shares	Dec. 31, 2017 CNY (¥) ¥ / shares shares	Dec. 31, 2016 CNY (¥) ¥ / shares shares
Numerator:
Net (loss)/income attributable to Ctrip's shareholders	$ 162	¥ 1,112	¥ 2,155	¥ (1,418)
Eliminate the dilutive effect of interest expense of convertible notes \| ¥			52
Numerator for diluted (loss)/earnings per share \| ¥		¥ 1,112	¥ 2,207	¥ (1,418)
Denominator:
Denominator for basic (loss)/earnings per ordinary share - weighted average ordinary shares outstanding	68,403,426	68,403,426	66,300,808	59,166,582
Dilutive effect of share options	2,521,197	2,521,197	2,978,969
Dilutive effect of convertible notes			2,345,083
Dilutive effect of convertible notes sold warrants			151,033
Denominator for diluted earnings/(loss) per ordinary share	70,924,623	70,924,623	71,775,893	59,166,582
Number of outstanding weighted average ordinary shares excluded from the calculation of diluted earnings /(loss) per common share	12,125,745	12,125,745	8,381,174	14,047,548
Convertible Notes
Denominator:
Number of outstanding weighted average ordinary shares excluded from the calculation of diluted earnings /(loss) per common share	9,604,548	9,604,548	8,281,479	10,066,342
Stock options
Denominator:
Number of outstanding weighted average ordinary shares excluded from the calculation of diluted earnings /(loss) per common share	2,521,197	2,521,197	99,695	3,678,030
Sold Warrants
Denominator:
Number of outstanding weighted average ordinary shares excluded from the calculation of diluted earnings /(loss) per common share				303,176
Ordinary shares
Denominator:
Basic (loss)/earnings (in RMB per share) \| (per share)	$ 2.36	¥ 16.25	¥ 32.51	¥ (23.97)
Diluted (loss)/earnings (in RMB per share) \| (per share)	2.28	15.67	30.75	(23.97)
ADS
Denominator:
Basic (loss)/earnings (in RMB per share) \| (per share)	0.30	2.03	4.06	(3.00)
Diluted (loss)/earnings (in RMB per share) \| (per share)	$ 0.29	¥ 1.96	¥ 3.84	¥ (3.00)

COMMITMENTS AND CONTINGENCIES (Details) - CNY (¥) ¥ in Millions	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Operating lease commitments
2019	¥ 335
2020	225
2021	154
2022	96
2023	73
Thereafter	114
Total	997
Operating lease, rental expense
Rental expense	502	¥ 445	¥ 378
Capital commitments
Outstanding capital commitments	17
Guarantee
Quota amount of air tickets	1,100
Deposits paid	140
Maximum amount of future payments	¥ 941