Stock Code: 000530; 200530 No: 2016-039
Short Form of the Stock: Daleng Gufen; Daleng B
Dalian Refrigeration Co., Ltd.
Public Notice of Dividend Distribution for year of 2015
Dalian Refrigeration Co., Ltd. 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.
The dividend distribution plan for year of 2015 under the name of Dalian
Refrigeration Co., Ltd. (the “Company”) has been deliberated and approved at the
Annual Shareholder’s General Meeting 2015 held on 21th April 2016. The total share
capital of the Company has not changed during the period from the disclosure to the
implementation of the dividend distribution plan. The dividend distribution plan
implemented is consistent with the plan examined and passed by Shareholders'
General meeting.It is not more than two months from implementation day of the
distribution plan to the day that Shareholders' General meeting eximned and passed.
Distribution for the dividend for year of 2015 is disclosed as:
I. Dividend distribution plan
The equity distribution scheme for year of 2015 under the name of the Company are:
1. A cash dividend RMB 1.00 for every 10 shares will be paid to all the shareholders
based on the current total number of 360,164,975 shares (including tax; after tax is
deducted, RMB 0.90 for every 10 shares held by A-share QFII, RQFII and individuals
and securities investment funds holding restricted shares issued for stock reform and
new-restricted shares; for individuals holding other restricted shares and
non-restricted outstanding shares, different tax rates will be applied on the dividend. A
dividend of RMB 1.00 for every 10 shares will be distributed first. The taxwill be
deducted according to the actual shareholding period and number of shares sold by
investor after the equity registration day; for securities investment funds holding other
restricted shares and non-restricted outstanding shares,for the Hong Kong investors
holding fund shares according to 10% tax, different tax rates will be applied on the
cash dividend distributed to the mainland investors holding fund shares for
non-resident enterprise other than QFII and RQFII, the Company will not withhold
the income tax. Tax payers shall pay tax whether it is accrued; the after-tax cash
dividend for B-share non-resident enterprises is RMB 0.90 for every 10 shares.
Different tax rates will be applied on the cash dividend distributed to domestic
(overseas) individual shareholders. A dividend of RMB 1.00 for every 10 shares will
be distributed first. The tax will be deducted according to the actual shareholding
period and number of shares sold by the investor after the equity registration day. ).
2. The Company will transfer the capital reserve to increase capital stock, 5 shares for
every 10 shares to all the shareholders based on the current total number of
360,164,975 shares.
【 Note: The shareholding period is calculated based on investors’ securities
accounts and the first-in-first-out principle. The tax for every 10 shares is RMB 0.20
for shares held for one month (one month included) or less; RMB 0.10 for shares held
for more than one month but no more than one year (one year included). No tax will
deducted for shares held for more than one year.】
The cash dividend for B-share shareholders will be distributed in HKD based on the
middle exchange rate between RMB and HKD released by the People’s Bank of
China (HKD: RMB =1: 0.8365) on the first business day after the resolution day of
General Meeting (that is April 21st 2016), according to the discount rate for dividend
regulated in Article of Association. The pay back taxes withhold for B-share
shareholders in the future refer to the aforesaid discount rate.
Total share capitals of the Company will increase to 540,247,462 shares after the
equity distribution.
II. Record Date & Ex-Dividend date
1. Record date for A shares: 29th April 2016, XD: 3rd May 2016;
2. Final trading date for B shares: 29th April 2016, XD: 3rd May 2016, RD: 5th May
2016.
III. Distribution targets
1. All shareholders of A shares as listed on the Company’s register of holders of A
shares on Shenzhen Branch of China Securities Depository and Clearing Corporation
Limited after trading close of Shenzhen Stock Exchange ended as noon 29th April
2016.
2. All shareholders of B shares as listed on the Company’s register of holders of A
shares on Shenzhen Branch of China Securities Depository and Clearing Corporation
Limited after trading close of Shenzhen Stock Exchange ended as noon 5th May 2016
(final trading date as 29th April 2016).
IV. Distribution way
1. The A shares transfered by capital reserve will wire to capital account of A
shareholders directly dated 3rd May 2016.
The B shares transfered by capital reserve will wire to capital account of A
shareholders directly dated 5th May 2016.
2. Shenzhen Branch of China Securities Depository and Clearing Corporation Limited
was entrusted by the Company for dividend distribution for A shareholders. And the
dividend will wire to capital account directly through shareholders’ trusteeship
security company (or other custodian) dated 3rd May 2016.
Dividend for B shares will wire to the capital account directly through shareholders’
trusteeship security company or trustee bank dated 5th May 2016. If shareholders of B
shares transfer the custody of “Daleng B” dated 5th May 2016, the dividend will
receive in the original shareholders’ trusteeship security company or trustee bank.
3. The dividend for followed shareholders of A shares will distribute by the Company:
Serial Shareholders’ account Name of shareholders
1 08*****772 Dalian Bingshan Group Co., Ltd.
During the application of dividend distribution business ( the application date:April
22,2016;the equity registration date: April 29,2016 ), If because the shares in security
account of Dalian Bingshan Group Co., Ltd. decrease, lead to entrust Shenzhen
Branch of China Securities Depository and Clearing Corporation Limited for dividend
distribution insufficient , all legal responsibility and consequences shall be borne by
the Company.
V. Initial trading day of circulating shares trandfered by capital reserve
1. Initial trading day of A shares: 3rd May 2016.
2. Initial trading day of B shares: 6th May 2016.
VI. Change in share capital
Shares（before change） Changes（＋，－） Shares（after change）
capital reserve
number proportion number proportion
transfered
I. Non-circulating share capital with
26,709,151 7.42% +13,354,575 40,063,726 7.42%
restricted trade conditions
II. Circulating share capital 333,455,824 92.58% +166,727,912 500,183,736 92.58%
1. Domestically listed
218,455,824 60.65% +109,227,912 327,683,736 60.65%
ordinary shares
2. Domestically listed foreign
115,000,000 31.93% +57,500,000 172,500,000 31.93%
shares
III. Total shares 360,164,975 100.00% +180,082,487 540,247,462 100.00%
VII. After completion of dividend distribution, the earning per share for year 2015 of
the Company will be 0.2405 yuan after diluted calculation based on new total share
capital of 540,247,462 shares of the Company.
VIII. Other explanation
If the relevant shareholders of A shares and B shares holds the taxation certificate
which was recognized as resident enterprise issued by Chinese taxation authorities, or
identification documents that enjoys treatment under Double Taxation Agreement
(DTA) or other duty-free referential policy approved by Chinese taxation authorities,
please contact the Company before 31st May 2016 (including 31st May 2016) with
relevant documents required for discrimination. The Company will re-calculate
distributable dividend based on taxation documents and relevant documents that
provided, and will help the taxation authority on the claim for tax refund for taxed
amount and payable amount as well as distribution correspondingly.
IX. Consulting
Consulting agency: Security and Legal Affairs Department of the Company
Contact person: Mr. Song Wenbao, Ms. Du Yu
Phone: 0086-411-86538130
Fax：0086-411-86654530
X. Documents available for reference
1. Resolution of Annual Shareholder’s General Meeting 2015;
2. Other related documents.
Hereby notify the above.
Board of Directors of
Dalian Refrigeration Co., Ltd.
26 April 2016
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