大 冷B:关于召开2016年第一次临时股东大会的提示性公告(英文版)

来源:深交所 2016-01-15 00:00:00
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Stock Code: 000530; 200530 Notice No: 2016-012

Short Form of the Stock: Daleng Gufen; Daleng B

Dalian Refrigeration Co., Ltd.

Notice on Holding the 1st Extraordinary Shareholders’ General

Meeting of 2016

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.

The company has published the notice on holding the 1st Extraordinary Shareholders’ General

Meeting of 2016 in China Securities, Hong Kong Commercial Daily and

http://www.cninfo.com.cn on January 5, 2016(Notice No:2016-011).The Shareholders’ General

Meeting was convened by the Board of Directors of the Company, and would be held by the way

of on-site votes plus network polling. In order to protect the lawful right and interests of investors,

and make a convenient way of shareholders to exercise the right to vote, the Company notified the

relevant issues as follows again:

I. Particulars about holding the meeting

1. The period of board session: The 1st extraordinary shareholders’ general meeting of 2016

2. Convener: The Board of Directors of the Company, holding the Shareholders’ General Meeting

after the deliberation of 22nd Meeting of 6th Session of the Board.

3. The meeting is in line with the relevant laws and administrative regulations, departmental rules

and regulations, regulatory documents and relevant provisions of articles of association of the

Company

4. Date of the meeting:

(1) On-site meeting: 3:00 pm, January 21, 2016

(2) Internet polling: the poll through network via trading system of SZSE will be at 9:30-11:30 am

and 1:00-3:00 pm dated January 21, 2016; any time from 3:00 pm January 20,2016 to 3:00 pm

January 21, 2016 will available for polling through internet poll system of SZSE.

5. Way of holding: On-site votes plus network polling .The Company will provide a voting as an

internet form to whole shareholders through the trading system and internet poll system

(http://wltp.cninfo.com.cn) of SZSE. Shareholders should participate in voting any time in the

network polling during the above mentioned time period.

6. Attendance

(1) All shareholders of the Company whose names appear on the register of the Shenzhen Branch

of China Securities Depository and Clearing Corporation Limited while the close of trading at

noon on January 13, 2016. The above mentioned shareholders of the Company have the right to

attend the meeting, they can attend the meeting through proxy by trust deed and shareholder of the

Company wouldn’t be necessary as the proxy.

(2) Directors, supervisors and senior executives of the Company

(3) Attorney engaged by the Company

(4) Other people the Board of Directors of the Company agreed to attend

7. Place of the meeting

The conference room on 8/F of the Company (No. 888 Southwest Road, Shahekou District, Dalian

City)

8. The way of attending the meeting

One of the polling ways between on-site voting and internet polling is available for the same share

only. If repeat votes occurred in the same voting, the first valid voting result shall prevail.

II. Particulars about examination of the meeting

1. Name of proposal

serial The content of proposals

Proposal 1 Report on Electing the Directors of 7th Session of the Board

1.1 Elected Mr. Ji Zhijian to be director

1.2 Elected Mr. Liu Kai to be director

1.3 Elected Mrs. Xu Junrao to be director

1.4 Elected Mr. Ding Jie to be director

1.5 Elected Mr. Kudou Sinn to be director

1.6 Elected Mr. Kijima Tadatoshi to be director

1.7 Elected Mrs. Dai Dashuang to be independent director

1.8 Elected Mr. Liu Jiwei to be independent director

1.9 Elected Mrs. Wang Yan to be independent director

Proposal 2 Report on Electing the Supervisors of 7th Session of the Supervisory Committee

2.1 Elected Mrs. Mao Chunhua to be supervisor

2.2 Elected Mrs. Dai Yuling to be supervisor

Report of actual amount exceeded estimated total amount of routine associated

Proposal 3

transactions for year 2015

The meeting does not adopt a cumulative voting system

The qualifications and independence of the independent director should be submitted for approval

on 1st Extraordinary Shareholders’ General Meeting for 2016 after filed by Shenzhen Stock

Exchange without a dissenting voice.

The proposals all above must be adopted by shareholders present at the meeting representing more

1/2 of the voting right.

2. Particulars about information disclosure

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

January 5,2016.

III. Registration way of spot meeting

1. Registration way:

(1) Personal ID card accompanied by the shareholding certificates and stock account card must be

taken for individual shareholders. If attended the meeting by proxy, the attendant must hold the ID

copy of the client, power of attorney, shareholding certificates, stock account card along with

agent’s ID card for registration;

(2) For corporate shareholders, the copy of the business license, certificate of identity of the legal

representative, power of attorney, shareholding certificates along with ID of proxy must be

necessary.

(3) The shareholders in other places can register in way of letter, fax or e-mail.

2. Registration time

From January 5, 2016 to January 21, 2016, until the host announced the end of the meeting

registration on the spot meeting.

3. Place of registration

The Securities and Legal Affairs Department of the Company

IV. Operational process of network polling

In the shareholders’ general meeting, shareholders can participate in voting through the trading

system and internet polling system (http://wltp.cninfo.com.cn) of Shenzhen Stock Exchange.

(I) Vote via trading system of SZSE

1. Voting code: 360530

2. Voting abbreviation: “Daleng voting”

3. Voting period: 9:30-11:30 am, 1:00-3:00 pm January 21, 2016

4. On the voting date, the number showed on the “yesterday closing price of Daleng voting” is the

total number of the proposals.

5. Registration way of voting via trading system of SZSE:

(1) To input “Buy” instruction to begin voting

(2) To input the proposal serials under the item of “Entrustment price”. RMB 100.00 represents

the general proposal, RMB 1.00 represents proposal 1, RMB 2.00 represents proposal 2, and so on.

Every proposal should be declared with the entrustment price.

For the No.1 proposal, there are many sub-proposals under it.The 1.00RMB represents all the sub-

proposals under the No.1 proposal,and the 1.01 RMB represents the No.1 sub-proposal of the No.

1 proposal, and the 1.02 RMB represents the No.2 sub-proposal of the No.1 proposal, and so on.

Details are as follows:

entrustment

Serial The content of proposal

price

general proposal All of the following proposals 100.00

Proposal 1 Report on Electing the Directors of 7th Session of the Board 1.00

1.1 Elected Mr. Ji Zhijian to be director 1.01

1.2 Elected Mr. Liu Kai to be director 1.02

1.3 Elected Mrs. Xu Junrao to be director 1.03

1.4 Elected Mr. Ding Jie to be director 1.04

1.5 Elected Mr. Kudou sinn to be director 1.05

1.6 Elected Mr. Kijima Tadatoshi to be director 1.06

1.7 Elected Mrs. Dai Dashuang to be independent director 1.07

1.8 Elected Mr. Liu Jiwei to be independent director 1.08

1.9 Elected Mrs. Wang Yan to be independent director 1.09

th

Report on Electing the Supervisors of 7 Session of the Supervisory

Proposal 2 2.00

Committee

2.1 Elected Mrs. Mao Chunhua to be supervisor 2.01

2.2 Elected Mrs. Dai Yuling to be supervisor 2.02

Report of actual amount exceeded estimated total amount of routine

Proposal 3 3.00

associated transactions for year 2015

(3)To input voting result under the item of “entrust volume”.

“1 share” for voting for, “2 share” for voting against and “3 share” for abstention

Type of results Entrust volume

For 1 share

Against 2 share

Abstention 3 share

(4) The shareholder vote for general proposal means the same voting result for all proposals

If the shareholder voted for general proposal and for individual proposal at the same time, the first

effective voting should prevail. If the shareholder voted for general proposal after relevant

proposal voting, the voting result for relevant proposal should prevail, and other un-voted

proposals would base on the result voting for general proposal. If voted for relevant proposal after

voting for general proposal, the result voting for general proposal should prevail.

(5) The first declaration for the same proposal shall prevail and cannot be cancelled.

(II) Voting via internet poll system

1. Voting period: The voting via internet poll system will start at 3:00 pm January 20 2016, and

close at 3:00 pm January 21 2016.

2. Shareholders voting via internet poll system, according to the regulation of Business

Implementation of Network Service Identity Verification for Investors of SZSE, shareholders must

choose the digital certificate or service password for identity verification.

(1) Application process of service password

Log in the “password service” on http://wltp.cninfo.com.cn; input relevant information. Set up a

service password. The service password can be use after activated via the trading system.

(2) Application process of digital certificate

Digital certificate should apply to Shenzhen Stock Information Company or its entrusted agent

certification organ. For the specific operation, please refer to the column“Certificate Services” of

internet poll system (http://wltp.cninfo.com.cn).

3. The shareholders may vote on-line via logging in http://wltp.cninfo.com.cn with service

password or digital certificate.

V. Other business

1. Contact way of the meeting

Contact telephone number: ( 86-411)-86538130

Fax: (86-411)-86654530

Contact Person: Mr. Song Wenbao, Ms. Du Yu

Contact Address: No. 888, Southwest Road, Shahekou District, Dalian City

Securities and Legal Affairs Department, Dalian Refrigeration Co., Ltd.

Post Code: 116033

2. Conference expenses: The spot meeting will be a period of half a day. Transportation and

boarding expenses for attendance shall be paid by the participants themselves.

VI. Documents available for reference

1. Resolution and Announcement documents of the 22nd Session of the 6th Board of Directors of

the Company;

2. Other relevant documents according to the SZSE.

Board of Directors of Dalian Refrigeration Co., Ltd.

January 15, 2016

Enclosed: Authorized Letter of Attorney

Authorized Letter of Attorney

Hereby entrust Mr. /Ms. to attend the 1st Extraordinary Shareholders’ Meeting of

2016 of Dalian Refrigeration Co., Ltd. on behalf of himself or herself and execute vote rights on

behalf.

Consigner (signature): ID No. of consigner:

Shareholder account No. of consigner:

Amount of shares held by consigner: A/B

Consignee: ID No. of consignee:

Date of entrustment:

The term of validity for the entrustment:

Consigner (signature or seal):

Consignee (signature):

The exercise of voting rights are as follows:

(The attorney should be filled by “√” in the voting result)

Type of voting result

Serial The content of proposals

For Against Abstention

general proposal All of the following proposals

Proposal 1 Report on Electing the Directors of 7th Session of the Board

1.1 Elected Mr. Ji Zhijian to be director

1.2 Elected Mr. Liu Kai to be director

1.3 Elected Mrs. Xu Junrao to be director

1.4 Elected Mr. Ding Jie to be director

1.5 Elected Mr. Kudou Sinn to be director

1.6 Elected Mr. Kijima Tadatoshi to be director

1.7 Elected Mrs. Dai Dashuang to be independent director

1.8 Elected Mr. Liu Jiwei to be independent director

1.9 Elected Mrs. Wang Yan to be independent director

Report on Electing the Supervisors of 7th Session of the

Proposal 2

Supervisory Committee

2.1 Elected Mrs. Mao Chunhua to be supervisor

2.2 Elected Mrs. Dai Yuling to be supervisor

Report of actual amount exceeded estimated total amount of

Proposal 3

routine associated transactions for year 2015

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