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公司公告

大 冷B:2016年度股东大会决议公告(英文版)2017-05-20  

						Stock Code: 000530; 200530                                             Notice No: 2017-030
Short Form of the Stock: DalengGufen; Daleng B


                             Dalian Refrigeration Co., Ltd.

 Public Notice on Resolution of 2016 Shareholders’ General Meeting



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: 3:00 pm, May 19, 2017
Internet polling: From May 18, 2017 to May 19, 2017
(1) Voting through the trading system of Shenzhen Stock Exchange: 9:30-11:30 am and 1:00-3:00
pm dated May 19, 2017;
(2)Voting through the Internet voting system of Shenzhen Stock Exchange can be made anytime
from 3:00 pm May 18, 2017 to 3:00 pm May 19, 2017;
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 2016 Shareholders’ General Meeting was published in China
Securities and Hong Kong Commercial Daily dated April 22, 2017.
 (II) Particulars about participants of the meeting
1. Particulars about general information of attending the meeting
15 shareholders and shareholders’ representatives attended the meeting, representing 188,110,474
shares, taking 30.75% of the Company’s total share capital 611,776,558 shares.
Among them:
11 shareholders and shareholders’ representatives attended the on-site meeting, representing
186,928,474 shares, taking 30.56% of the Company’s total share capital 611,776,558 shares.
4 shareholders and shareholders’ representatives attended the network meeting, representing
1,182,000 shares, taking 0.19 % of the Company’s total share capital 611,776,558 shares.
2. Particulars about shareholders of A shares attending the meeting
                  12 shareholders of A shares and their representatives attended the meeting, representing
                  128,421,123 shares, taking 29.24% of the Company’s 439,276,558 total A shares.
                  Among them:
                  8 shareholders of A shares and their representatives attended the on-site meeting, representing
                  127,239,123 shares, taking 28.97% of the Company’s 439,276,558 total A shares.
                  4 shareholders of A shares and their representatives attended the network meeting, representing
                  1,182,000 shares, taking 0.27% of the Company’s 439,276,558 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 59,689,351
                  shares, taking 34.60% of the Company’s 172,500,000 total B shares.
                  Among them:
                  3 shareholders of B shares and their representatives attended the on-site meeting, representing
                  59,689,351 shares, taking 34.60% of the Company’s 172,500,000 total B shares.
                  0 shareholders of B shares and their representatives attended the network meeting, representing 0
                  shares, taking 0 % of the Company’s 172,500,000 total 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:
                  1.2016 Work Report of the Board of Directors of the Company
                                        Number of shares               For                   For
                                                                                                            Against(share)       Abstention(share)
                                        represented (share)           (share)             proportion

Present shareholders                                188,110,474          188,102,974               99.99%                    0                   7,500

Including: A shares                                 128,421,123          128,413,623               99.99%                    0                   7,500

            B shares                                 59,689,351              59,689,351         100.00%                      0                       0

Minority shareholders                                  9,671,401              9,663,901            99.92%                    0                   7,500

Including: A shares                                    2,484,300              2,476,800            99.70%                    0                   7,500

            B shares                                   7,187,101              7,187,101         100.00%                      0                       0

                  2.2016Work Report of the Supervisory Committee of the Company
                                        Number of shares               For                   For
                                                                                                            Against(share)       Abstention(share)
                                        represented (share)           (share)             proportion

Present shareholders                                188,110,474          188,102,974               99.99%                    0                   7,500

Including: A shares                                 128,421,123          128,413,623               99.99%                    0                   7,500

            B shares                                 59,689,351              59,689,351         100.00%                      0                       0

Minority shareholders                                  9,671,401              9,663,901            99.92%                    0                   7,500

Including: A shares                                    2,484,300              2,476,800            99.70%                    0                   7,500
            B shares                                 7,187,101             7,187,101         100.00%                      0                       0

                  3. 2016 Financial Settlement Report of the Company
                                       Number of shares             For                   For
                                                                                                         Against(share)       Abstention(share)
                                      represented (share)        (share)               proportion

Present shareholders                              188,110,474        188,102,974                99.99%                    0                   7,500

Including: A shares                               128,421,123        128,413,623                99.99%                    0                   7,500

            B shares                               59,689,351             59,689,351         100.00%                      0                       0

Minority shareholders                                9,671,401             9,663,901            99.92%                    0                   7,500

Including: A shares                                  2,484,300             2,476,800            99.70%                    0                   7,500

            B shares                                 7,187,101             7,187,101         100.00%                      0                       0

                  4. 2016 Profit Distribution Plan of the Company
                                       Number of shares             For                   For
                                                                                                         Against(share)       Abstention(share)
                                      represented (share)        (share)               proportion

Present shareholders                              188,110,474        186,939,974                99.38%            1,170,500                       0

Including: A shares                               128,421,123        127,250,623                99.09%            1,170,500                       0

            B shares                               59,689,351             59,689,351         100.00%                      0                       0

Minority shareholders                                9,671,401             8,500,901            87.90%            1,170,500                       0

Including: A shares                                  2,484,300             1,313,800            52.88%            1,170,500                       0

            B shares                                 7,187,101             7,187,101         100.00%                      0                       0

                  5. 2016 Annual Report of the Company
                                       Number of shares             For                   For
                                                                                                         Against(share)       Abstention(share)
                                      represented (share)        (share)               proportion

Present shareholders                              188,110,474        188,102,974                99.99%                    0                   7,500

Including: A shares                               128,421,123        128,413,623                99.99%                    0                   7,500

            B shares                               59,689,351             59,689,351         100.00%                      0                       0

Minority shareholders                                9,671,401             9,663,901            99.92%                    0                   7,500

Including: A shares                                  2,484,300             2,476,800            99.70%                    0                   7,500

            B shares                                 7,187,101             7,187,101         100.00%                      0                       0
                    6. Report on Authorizing the Chairman of the Board and the Company’s Management to Apply for
                    the Bank Line of Credit and Bank Line of Loan for the year 2017
                                         Number of shares            For                   For
                                                                                                          Against(share)       Abstention(share)
                                         represented (share)        (share)             proportion

Present shareholders                                 188,110,474       187,714,780               99.79%              288,794                106,900

Including: A shares                                  128,421,123       128,413,623               99.99%                    0                   7,500

              B shares                                59,689,351           59,301,157            99.35%              288,794                  99,400

Minority shareholders                                   9,671,401           9,275,707            95.91%              288,794                106,900

Including: A shares                                     2,484,300           2,476,800            99.70%                    0                   7,500

              B shares                                  7,187,101           6,798,907            94.60%              288,794                  99,400

                    7. Report on Estimating Routine Associated Transactions for the year 2017
                    The shareholders Mr. Ji Zhijian,Mrs. Xu Junrao, Dalian Bingshan Group Co., Ltd., and Sanyo
                    Electric Co., Ltd. are the correlative shareholders. They were avoided from voting this proposal.
                                        Number of shares             For                   For
                                                                                                          Against(share)       Abstention(share)
                                        represented (share)         (share)             proportion

    Present          non-correlative
                                                      11,186,001           11,178,501            99.93%                    0                   7,500
    shareholders


    Including: A shares                                 3,998,900           3,991,400            99.81%                    0                   7,500

                  B shares                              7,187,101           7,187,101         100.00%                      0                       0

    Non-correlative          minority
                                                        9,671,401           9,663,901            99.92%                    0                   7,500
    shareholders

    Including: A shares                                 2,484,300           2,476,800            99.70%                    0                   7,500

                  B shares                              7,187,101           7,187,101         100.00%                      0                       0

                    8. Report on Engaging Auditors for the Company in 2017
                                         Number of shares            For                   For
                                                                                                          Against(share)       Abstention(share)
                                         represented (share)        (share)             proportion

    Present shareholders                             188,110,474       188,102,974               99.99%                    0                   7,500

    Including: A shares                              128,421,123       128,413,623               99.99%                    0                   7,500

                  B shares                            59,689,351           59,689,351         100.00%                      0                       0

    Minority shareholders                               9,671,401           9,663,901            99.92%                    0                   7,500

    Including: A shares                                 2,484,300           2,476,800            99.70%                    0                   7,500

                  B shares                              7,187,101           7,187,101         100.00%                      0                       0
              9. Report on modifying the Articles of Association of the Company
                                    Number of shares             For                   For
                                                                                                      Against(share)       Abstention(share)
                                    represented (share)         (share)             proportion

Present shareholders                            188,110,474        188,102,974               99.99%                    0                   7,500

Including: A shares                             128,421,123        128,413,623               99.99%                    0                   7,500

            B shares                             59,689,351            59,689,351         100.00%                      0                       0

Minority shareholders                              9,671,401            9,663,901            99.92%                    0                   7,500

Including: A shares                                2,484,300            2,476,800            99.70%                    0                   7,500

            B shares                               7,187,101            7,187,101         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
              April 22, 2017.


              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.
                                                                                    May 20, 2017