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公司公告

大 冷B:2019年第二次临时股东大会决议公告(英文版)2019-06-06  

						Stock Code: 000530; 200530                                             Notice No: 2019-030
Short Form of the Stock: DalengGufen; Daleng B


                             Dalian Refrigeration Co., Ltd.
    Public Notice on Resolution of 2nd Extraordinary Shareholders’
                      General Meeting of 2019




The Company and its whole members of Board of Directors ensure that the public notice is real,
accurate and complete, and there are no any fictitious statements, serious misleading or important
omissions carried in this notice.


There was no augmentation, rejection or changing of proposals in the Shareholders’ General
Meeting. No involved in the case of changing the previous proposals of the general meeting of
shareholders.


I. Particulars about holding and participants of the meeting
(I) Particulars about holding of the meeting
1. The date and time of the meeting
On-site meeting: 3:30 pm,June 5, 2019
Internet polling: From June 4, 2019 to June 5 2019
(1) Voting through the trading system of Shenzhen Stock Exchange: 9:30-11:30 am and 1:00-3:00
pm dated June 5, 2019;
(2)Voting through the Internet voting system of Shenzhen Stock Exchange can be made anytime
from 3:00 pm June 4, 2019 to 3:00 pm June 5,2019.
2. Place of the meeting: The conference room on 3/F of the Company
3. Way of holding: On-site votes plus network polling
4. Convener: The Board of the Company
5. Presidency: Ji Zhijian
6. The meeting is in line with the relevant laws and administrative regulations, departmental rules
and regulations, regulatory documents and relevant provisions of the articles of association of the
Company.
The Announcement of holding 2nd Extraordinary Shareholders’ General Meeting of 2019           was
published in China Securities and Hong Kong Commercial Daily dated May 18, 2019.
 (II) Particulars about participants of the meeting
1. Particulars about general information of attending the meeting
26 shareholders and shareholders’ representatives attended the meeting, representing 251,750,721
shares, taking 29.85% of the Company’s total share capital 843,212,507 shares.
Among them:
9 shareholders and shareholders’ representatives attended the on-site meeting, representing
250,720,941 shares, taking29.73% of the Company’s total share capital 843,212,507 shares.
17 shareholders and shareholders’ representatives attended the network meeting, representing
                  1,029,780 shares, taking 0.12 % of the Company’s total share capital 843,212,507 shares.
                  2. Particulars about shareholders of A shares attending the meeting
                  23 shareholders of A shares and their representatives attended the meeting, representing
                  176,468,460 shares, taking 29.33% of the Company’s 601,712,507 total A shares.
                  Among them:
                  7 shareholders of A shares and their representatives attended the on-site meeting, representing
                  175,440,080 shares, taking29.16% of the Company’s 601,712,507 total A shares.
                  16 shareholders of A shares and their representatives attended the network meeting, representing
                  1,028,380 shares, taking 0.17% of the Company’s 601,712,507 total A shares.
                  3. Particulars about shareholders of B shares attending the meeting
                  3 shareholders of B shares and their representatives attended the meeting, representing
                  75,282,261shares, taking 31.17% of the Company’s 241,500,000 total B shares.
                  Among them:
                  2 shareholders of B shares and their representatives attended the on-site meeting, representing
                  75,280,861 shares, taking31.17% of the Company’s 241,500,000 total B shares.
                  1 shareholders of B shares and their representatives attended the network meeting, representing
                  1,400 shares, taking 0 % of the Company’s 241,500,000total B shares.
                  4. Other attendance
                  Directors, supervisors and senior executives of the Company and the witness attorney engaged by
                  the Company
                  II. Particulars about discussion of the proposals
                  (I) Ways of voting: On-site votes plus network polling
                  (II) The shareholders of the Company and their proxy present at the meeting discussed the
                  proposals. By voting term wise, the following proposals were passed:
                  1. Elected Mr. Yokoo Sadaaki to be the Director of 8th Session of the Board
                                        Number of shares               For                     For
                                                                                                              Against(share)       Abstention(share)
                                        represented (share)           (share)               proportion

Present shareholders                                251,750,721          250,796,141                 99.62%              954,480                       100

Including: A shares                                 176,468,460          175,513,880                 99.46%              954,480                       100

            B shares                                 75,282,261              75,282,261           100.00%                      0                         0

Minority shareholders                                  4,022,131              3,067,551              76.27%              954,480                       100

Including: A shares                                    2,243,020              1,288,440              57.44%              954,480                       100

            B shares                                   1,779,111                1,779,111         100.00%                      0                         0

                  2. Elected Mr. Nishimoto Shigeyuki to be the Director of 8th Session of the Board
                                        Number of shares               For                     For
                                                                                                              Against(share)       Abstention(share)
                                        represented (share)           (share)               proportion

Present shareholders                                251,750,721          250,796,141                 99.62%              954,480                       100

Including: A shares                                 176,468,460          175,513,880                 99.46%              954,480                       100

            B shares                                 75,282,261              75,282,261           100.00%                      0                         0

Minority shareholders                                  4,022,131              3,067,551              76.27%              954,480                       100
Including: A shares                               2,243,020            1,288,440         57.44%          954,480       100

           B shares                               1,779,111            1,779,111       100.00%                 0         0



                 Details of the proposal could be found in the notice on resolution of the Board of Directors
                 published in China Securities, Hong Kong Commercial Daily and http://www.cninfo.com.cn/on
                 May 18, 2019.


                 III. Legal Position Paper Issued by the Lawyer
                 1. Name of lawyer firm: Liaoning Huaxia Lawyers’ Firm
                 2. Name of lawyer: Mrs. Bao Jingxin ,Mrs. Liu Cuimei
                 3. Conclusion of opinions:
                 “The lawyer believed that convening and holding procedures of this Shareholders’ General
                 Meeting was in line with regulations of the law, legislation and the Articles of Association; the
                 participants of the Meeting have lawful and valid qualification; the voting procedures and results
                 of this Shareholders’ General Meeting were true, legitimate and valid. ”


                 IV. Documents available for reference
                 1.The decisions of the Shareholders’ General Meeting that acknowledged bythe present directors
                 and the recorder and stamped by the board of directors;
                 2. Legal opinions;
                 3. Other relevant documents.


                                                                Board of Directors of Dalian Refrigeration Co., Ltd.
                                                                                   June 6, 2019