Stock Code: 000530; 200530 Short Form of the Stock: Daleng Gufen; Daleng B; No: 2016-026
Dalian Refrigeration Co., Ltd.
Public Notice on Estimated Routine Associated Transactions for
Year 2016
Important:
The directors and the Board of Directors of Dalian Refrigeration Co., Ltd. hereby confirm that
there are no any important omissions, fictitious statements or serious misleading carried in this
report.
I. Brief of forecasting the routine associated transactions in the whole year 2016 (Unit:
RMB’0000)
Total
Type of Proportion to amount
Estimation of the
associated Associated party the similar in the
total amount
transaction transactions previous
year
Panasonic Refrigeration （Dalian）Co., Ltd. 3,400
Panasonic Cold-Chain（Dalian） Co., Ltd. 14,600
Panasonic Compressor （Dalian）Co., Ltd. 200
Dalian Sanyo Meica Electronics Co., Ltd. 50
Dalian Bingshan Group Refrigeration
2,200
Equipment Company Limited
Dalian No.3 Refrigeration Equipment Factory 1,000
Dalian Spindle Cooling Towers Company
purchasing 200
Limited
auxiliary
BAC Dalian Company Limited 4,500
products
Dalian Bingshan Engineering & Trading Co.,
for 8,500
Ltd.
package 38,000 36% 36,636
Dalian Mach level control electric appliance
projects 20
Co., Ltd.
from
Beijing Bingshan Refrigeration Serial
associate 30
Equipment Company Limited
parties
Dalian Fuji Bingshan Vending Machine Co.,
30
Ltd.
Beijing Huashang Bingshan Refrigeration
150
Equipment Co., Ltd.
MHI Bingshan Refrigeration (Dalian) Co., Ltd 20
Changzhou Jingxue Freezing Equipment Co.,
3,000
Ltd.
Dalian Bingshan Metal Technology Co., Ltd. 100
Panasonic Refrigeration（Dalian） Co., Ltd. 5,300
Panasonic Cold-Chain（Dalian） Co., Ltd. 12,900
Panasonic Compressor （Dalian）Co., Ltd. 800
Dalian Bingshan Group Refrigeration
100
Equipment Company Limited
Dalian No.3 Refrigeration Equipment Factory 300
BAC Dalian Company Limited 100
Dalian Bingshan Engineering & Trading Co.,
6,750
Ltd.
selling
Beijing Bingshan Refrigeration Serial
auxiliary 60
Equipment Company Limited
spare parts
Beijing Huashang Bingshan Refrigeration 39,000 24% 29,818
to 6,000
Equipment Co., Ltd.
associate
Dalian Fuji Bingshan Vending Machine Co.,
parties 2,800
Ltd.
Dalian Bingshan Metal Technology Co., Ltd. 30
MHI Bingshan Refrigeration (Dalian) Co., Ltd 1,300
Dalian Spindle Cooling Towers Company
600
Limited
Keinin-Grand Ocean Thermal Technology
80
(Dalian) Co., Ltd
Changzhou Jingxue Freezing Equipment Co.,
1,880
Ltd.
Total 77,000 66,454
II. Introduction to the associated parties and description of the association relationship
Name Association relationship
Panasonic Refrigeration（Dalian）Co., Ltd.
Panasonic Cold-Chain （Dalian）Co., Ltd.
Panasonic Compressor （Dalian）Co., Ltd.
Dalian Sanyo Meica Electronics Co., Ltd.
Dalian Fuji Bingshan Vending Machine Co., Ltd. associated company to the Company
MHI Bingshan Refrigeration (Dalian) Co., Ltd
Changzhou Jingxue Freezing Equipment Co., Ltd.
Keinin-Grand Ocean Thermal Technology (Dalian) Co., Ltd
Beijing Huashang Bingshan Refrigeration Equipment Co., Ltd.
BAC Dalian Company Limited
Beijing Bingshan Refrigeration Serial Equipment Company Limited
Dalian Mach level control electric appliance Co., Ltd. subsidiary controlled by Bingshan
Dalian Bingshan Group Refrigeration Equipment Company Limited Group and associate of Bingshan Group
Dalian No.3 Refrigeration Equipment Factory
Dalian Spindle Cooling Towers Company Limited
Dalian Bingshan Metal Technology Co., Ltd.
Dalian Bingshan Engineering & Trading Co., Ltd.
For details of the above associated parties, see the annual report of the Company.
III. Pricing policy and basis
The Company makes the agreed prices for purchasing goods from or selling products to the
associated parties by reference to the market prices.
IV. Transaction purpose and influence of the transactions on the listed company
The routine associate transactions of the Company involve a number of Associate parties, which
reflects the aggregated industrial production mode of the company. With the products of the
company expanding and developing increasingly, an industrial chain of fair scale in connection
with refrigeration and air-conditioning has taken shape. As the refrigeration and air-conditioning
package plants for customers involve a high requirement for the production technology, the
accessories, contracted-out parts for some products come from our associate parties to ensure the
quality of our products and the market stability.
Associated transactions of this Company with the associated parties are necessary for normal
production and operation, and of positive significance for normal development of the Company
and will continue in future. Associated transactions are confirmed by signing economic contracts.
The methods of pricing and settling accounts are based on the market prices, and having no harm
to the interests of the Company and of the shareholders.
V. Reviewing procedure
1. The Company held the 3rd meeting of the 7th Board of Directors on March 29, 2016, and
adopted the above proposal for routine associated transactions. Related directors, Mr. Ji Zhijian,
and Mrs. Xu Junrao obviated in examination.
2. The Company’s independent directors reviewed this proposal in advance on March 18, 2016
and agreed to submit it to the 3rd meeting of the 7th Board of Directors for review. Their opinion is:
the above routine associated transactions of the Company are normal and necessary, complying
with the relevant stipulations of the Rules for Listing Shares and the Company’s Articles of
Association and with the public, fair and candid basis, and being valid for the Company’s actual
operation and development conditions; and the transaction prices are reasonable, having no harm
to the interests of the Company and of the non-associated shareholders.
3. The routine associated transaction requires approval of the shareholders’ general meeting. The
associated shareholders having interest in the transaction will waive its right to vote for the related
proposal.
VI. Signature of the agreement for associated transaction
For the agreement for associated transaction, the Company will sign on schedule with the
associated party, depending on the process of production and operation.
VII. Reference Documents
1. The resolutions of 3rd meeting of the 7th Board of Directors of the Company;
2. The opinion of the independent directors.
Board of Directors of Dalian Refrigeration Co., Ltd.
March 30, 2016
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