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公司公告

大 冷B:七届十一次董事会议决议公告(英文版)2016-11-26  

						Stock Code: 000530, 200530                                         Notice No: 2016-075
Short Form of the Stock: Daleng Gufen; Daleng B

                       Dalian Refrigeration Co., Ltd.
           Resolution of 11th Meeting of 7th Session of the Board

Dalian Refrigeration Co., Ltd. (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 important omissions, fictitious statements or serious misleading carried in this
notice.

I. Calling of the Board Meeting
1. The Notice on holding of the Board Meeting was served by written form on 21
November 2016.
2. The Board Meeting held through communication voting dated 25 November 2016.
3.Nine Directors should present for voting and all of them are present actually.
4. The Meeting was regarded as abiding the relevant laws, administrative regulation,
department rules, normative documents as well as the Article of Association.

II. Deliberation of the Board Meeting
1. Report of investment to establish Investment Platform Company.
The Company intends to establish Investment Platform Company by joint investment
together with Dalian Bingshan Group Co., Ltd. ("Bingshan Group ").The registered
capital of Investment Platform Company will be 100 million RMB yuan. The
Company will hold 49% of Investment Platform Company’s equity with the
investment of 49 million RMB yuan in cash. Bingshan Group will hold 51% of
Investment Platform Company's equity with the investment of 51 million RMB yuan
in cash.
The above mentioned transaction constitutes a related transaction. Independent
directors of the Company deliver a prior approval for the proposal on 21 November
2016 and agree to submit for deliberation on the Board. Related directors Ji Zhijian,
Xu Junrao are avoiding the votes for the proposal.
7 votes in favor; 0 vote objection; 0 vote waived.
2. Report on re-engaged of auditing institution for year of 2016
The Da Hua CPAs (Special General Partnership) was engaged again as the auditing
institution of the Company for year of 2016 in Annual Shareholders’ General Meeting
of 2015 for integrated auditing of financial report and internal control; the auditing
cost for annual financial report was RMB 0.77 million while cost for internal control
was RMB 0.3 million.
The Company plans to engaged Xin Yong Zhong He CPAs (Special General
Partnership) as the auditing institution for year of 2016 for integrated auditing of
financial report and internal control; the auditing cost for annual financial report was
RMB 0.77 million while cost for internal control was RMB 0.3 million.
The proposal was deliberated by independent directors on 21 November 2016, and
agreed to submit to the Board for discussion.
9 votes in favor; 0 vote objection; 0 vote waived
The above mentioned matters shall be submitted to the 4th extraordinary shareholders’
general meeting of 2016 for deliberation.
3. Holding the 4th extraordinary shareholders’ general meeting of 2016
9 votes in favor; 0 vote objection; 0 vote waived

III. Documents available for reference
1. Proposal of the Meeting with signature of attended directors and seal of the Board.
2. Opinions from independent directors.


                                                    Board of Directors of
                                                Dalian Refrigeration Co., Ltd.
                                                     26 November 2016