Stock Code: 000530; 200530 Notice No: 2019-002
Short Form of the Stock: DalengGufen; Daleng B
Dalian Refrigeration Co., Ltd.
Public Notice on Resolution of 1st 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: 3:00 pm, 17 January, 2019
Internet polling: From16 January,2019 to17 January,2019
(1) Voting through the trading system of Shenzhen Stock Exchange: 9:30-11:30 am and 1:00-3:00
pm dated17 January, 2019;
(2)Voting through the Internet voting system of Shenzhen Stock Exchange can be made anytime
from 3:00 pm 16 January, 2019 to 3:00 pm17 January, 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 1st Extraordinary Shareholders’ General Meeting of 2019 was
published in China Securities and Hong Kong Commercial Daily dated 28 December, 2018.
(II) Particulars about participants of the meeting
1. Particulars about general information of attending the meeting
76 shareholders and shareholders’ representatives attended the meeting, representing 259,246,021
shares, taking 30.31% of the Company’s total share capital 855,434,087 shares.
Among them：
10 shareholders and shareholders’ representatives attended the on-site meeting, representing
250,708,210 shares, taking 29.31% of the Company’s total share capital 855,434,087 shares.
66 shareholders and shareholders’ representatives attended the network meeting, representing
8,537,811 shares, taking 1.00 % of the Company’s total share capital 855,434,087 shares.
2. Particulars about shareholders of A shares attending the meeting
71 shareholders of A shares and their representatives attended the meeting, representing
184,278,061 shares, taking 30.01% of the Company’s 613,934,087 total A shares.
Among them：
9 shareholders of A shares and their representatives attended the on-site meeting, representing
177,205,060 shares, taking 28.86% of the Company’s 613,934,087 total A shares.
62 shareholders of A shares and their representatives attended the network meeting, representing
7,073,001 shares, taking 1.15% of the Company’s 613,934,087 total A shares.
3. Particulars about shareholders of B shares attending the meeting
5 shareholders of B shares and their representatives attended the meeting, representing 74,967,960
shares, taking 31.04% of the Company’s 241,500,000 total B shares.
Among them：
1 shareholders of B shares and their representatives attended the on-site meeting, representing
73,503,150 shares, taking 30.44% of the Company’s 241,500,000 total B shares.
4 shareholders of B shares and their representatives attended the network meeting, representing
1,464,810 shares, taking 0.60 % of the Company’s 241,500,000 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. Report on Electing the Directors of 8th Session of the Board
1.1 Elected Mr. Ji Zhijian to be director
Number of shares For For
Against(share) Abstention(share)
represented (share) (share) proportion
Present shareholders 259,246,021 253,032,410 97.60% 6,162,811 50,800
Including: A shares 184,278,061 179,529,260 97.42% 4,698,001 50,800
B shares 74,967,960 73,503,150 98.05% 1,464,810 0
Minority shareholders 9,802,431 3,588,820 36.61% 6,162,811 50,800
Including: A shares 8,337,621 3,588,820 43.04% 4,698,001 50,800
B shares 1,464,810 0 0.00% 1,464,810 0
1.2 Elected Mr. Ding Jie to be director
Number of shares For For
Against(share) Abstention(share)
represented (share) (share) proportion
Present shareholders 259,246,021 253,168,210 97.66% 6,064,711 13,100
Including: A shares 184,278,061 179,665,060 97.50% 4,601,301 11,700
B shares 74,967,960 73,503,150 98.05% 1,463,410 1,400
Minority shareholders 9,802,431 3,724,620 38.00% 6,064,711 13,100
Including: A shares 8,337,621 3,724,620 44.67% 4,601,301 11,700
B shares 1,464,810 0 0.00% 1,463,410 1,400
1.3 Elected Mrs. Xu Junrao to be director
Number of shares For For
Against(share) Abstention(share)
represented (share) (share) proportion
Present shareholders 259,246,021 253,057,410 97.61% 6,069,111 119,500
Including: A shares 184,278,061 179,554,260 97.44% 4,604,301 119,500
B shares 74,967,960 73,503,150 98.05% 1,464,810 0
Minority shareholders 9,802,431 3,613,820 36.87% 6,069,111 119,500
Including: A shares 8,337,621 3,613,820 43.34% 4,604,301 119,500
B shares 1,464,810 0 0.00% 1,464,810 0
1.4 Elected Mr. Fan Yuekun to be director
Number of shares For For
Against(share) Abstention(share)
represented (share) (share) proportion
Present shareholders 259,246,021 253,123,310 97.64% 6,003,211 119,500
Including: A shares 184,278,061 179,618,760 97.47% 4,539,801 119,500
B shares 74,967,960 73,504,550 98.05% 1,463,410 0
Minority shareholders 9,802,431 3,679,720 37.54% 6,003,211 119,500
Including: A shares 8,337,621 3,678,320 44.12% 4,539,801 119,500
B shares 1,464,810 1,400 0.10% 1,463,410 0
1.5 Elected Mr. Takagi Toshiyuki to be director
Number of shares For For
Against(share) Abstention(share)
represented (share) (share) proportion
Present shareholders 259,246,021 253,243,410 97.68% 5,883,111 119,500
Including: A shares 184,278,061 179,738,860 97.54% 4,419,701 119,500
B shares 74,967,960 73,504,550 98.05% 1,463,410 0
Minority shareholders 9,802,431 3,799,820 38.76% 5,883,111 119,500
Including: A shares 8,337,621 3,798,420 45.56% 4,419,701 119,500
B shares 1,464,810 1,400 0.10% 1,463,410 0
1.6 Elected Mr. Watabe Shinichi to be director
Number of shares For For
Against(share) Abstention(share)
represented (share) (share) proportion
Present shareholders 259,246,021 253,261,610 97.69% 5,975,711 8,700
Including: A shares 184,278,061 179,757,060 97.55% 4,512,301 8,700
B shares 74,967,960 73,504,550 98.05% 1,463,410 0
Minority shareholders 9,802,431 3,818,020 38.95% 5,975,711 8,700
Including: A shares 8,337,621 3,816,620 45.78% 4,512,301 8,700
B shares 1,464,810 1,400 0.10% 1,463,410 0
1.7 Elected Mrs. Dai Dashuang to be independent director
Number of shares For For
Against(share) Abstention(share)
represented (share) (share) proportion
Present shareholders 259,246,021 253,172,610 97.66% 6,064,711 8,700
Including: A shares 184,278,061 179,668,060 97.50% 4,601,301 8,700
B shares 74,967,960 73,504,550 98.05% 1,463,410 0
Minority shareholders 9,802,431 3,729,020 38.04% 6,064,711 8,700
Including: A shares 8,337,621 3,727,620 44.71% 4,601,301 8,700
B shares 1,464,810 1,400 0.10% 1,463,410 0
1.8 Elected Mr. Liu Jiwei to be independent director
Number of shares For For
Against(share) Abstention(share)
represented (share) (share) proportion
Present shareholders 259,246,021 253,380,210 97.74% 5,857,111 8,700
Including: A shares 184,278,061 179,875,660 97.61% 4,393,701 8,700
B shares 74,967,960 73,504,550 98.05% 1,463,410 0
Minority shareholders 9,802,431 3,936,620 40.16% 5,857,111 8,700
Including: A shares 8,337,621 3,935,220 47.20% 4,393,701 8,700
B shares 1,464,810 1,400 0.10% 1,463,410 0
1.9 Elected Mrs. Wang Yan to be independent director
Number of shares For For
Against(share) Abstention(share)
represented (share) (share) proportion
Present shareholders 259,246,021 253,336,910 97.72% 5,900,411 8,700
Including: A shares 184,278,061 179,832,360 97.59% 4,437,001 8,700
B shares 74,967,960 73,504,550 98.05% 1,463,410 0
Minority shareholders 9,802,431 3,893,320 39.72% 5,900,411 8,700
Including: A shares 8,337,621 3,891,920 46.68% 4,437,001 8,700
B shares 1,464,810 1,400 0.10% 1,463,410 0
2. Report on Electing the Supervisors of 8th Session of the Supervisory Committee.
2.1 Elected Mr. Zhao Huiming to be supervisor
Number of shares For For
Against(share) Abstention(share)
represented (share) (share) proportion
Present shareholders 259,246,021 253,380,910 97.74% 5,611,311 253,800
Including: A shares 184,278,061 179,807,360 97.57% 4,216,901 253,800
B shares 74,967,960 73,573,550 98.14% 1,394,410 0
Minority shareholders 9,802,431 3,937,320 40.17% 5,611,311 253,800
Including: A shares 8,337,621 3,866,920 46.38% 4,216,901 253,800
B shares 1,464,810 70,400 4.81% 1,394,410 0
2.2 Elected Mrs. Dai Yuling to be supervisor
Number of shares For For
Against(share) Abstention(share)
represented (share) (share) proportion
Present shareholders 259,246,021 253,312,210 97.71% 5,722,111 211,700
Including: A shares 184,278,061 179,738,660 97.54% 4,327,701 211,700
B shares 74,967,960 73,573,550 98.14% 1,394,410 0
Minority shareholders 9,802,431 3,868,620 39.47% 5,722,111 211,700
Including: A shares 8,337,621 3,798,220 45.56% 4,327,701 211,700
B shares 1,464,810 70,400 4.81% 1,394,410 0
3. Report on terminating the implementation of 2016 Restricted Stock Incentive Plan of the
Company and logouting the restricted stock.
The shareholders Mr. Ding Jie and Mr.Fan Yuekunare 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
257,531,021 249,053,610 96.71% 8,201,011 276,400
shareholders
Including: A shares 182,563,061 175,550,460 96.16% 6,806,601 206,000
B shares 74,967,960 73,503,150 98.05% 1,394,410 70,400
Non-correlative minority
9,802,431 1,325,020 13.52% 8,201,011 276,400
shareholders
Including: A shares 8,337,621 1,325,020 15.89% 6,806,601 206,000
B shares 1,464,810 0 0.00% 1,394,410 70,400
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
11 December, 2018 and 28 December, 2018.
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.
18 January,2019
