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Announcement of Resolutions Adopted at the Second Session of the Sixth Board of Directors
Securities Code: 000530; 200530 Securities Abbreviation: Daling Shares; Daling B Announcement No.: 2013-007
Dalian Refrigeration Co., Ltd.
Announcement of Resolutions Adopted at the Second Session of the Sixth Board of Directors
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The Company and all members of the Board of Directors hereby warrant that the information disclosed is true, accurate, and complete, and contains no false records, misleading statements, or material omissions.
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I. Status of Board Meetings
1. Notice of this board meeting was issued in writing on April 1, 2013.
2. This board meeting was convened by facsimile on April 11, 2013.
3. Nine directors were entitled to vote, and all nine directors actually voted.
4. The convening of this board meeting complies with the provisions of applicable laws, administrative regulations, departmental rules, normative documents, and the Company’s Articles of Association.
II. Review of the Board Meeting
1. Report on the Centrifuge Joint Venture Project.
The Company intends to jointly invest with Mitsubishi Heavy Industries, Ltd. of Japan (“Mitsubishi Heavy Industries”) in the establishment of a Sino-Japanese joint venture (hereinafter referred to as the “Joint Venture”). The total investment in the Joint Venture will amount to RMB 160 million, with registered capital of RMB 80 million. The scope of business of the Joint Venture shall include the research and development, procurement, manufacturing, sales, and after-sales service of centrifugal chillers. The Company will contribute RMB 36 million in cash and hold a 45% equity interest in the Joint Venture; Mitsubishi Heavy Industries will contribute RMB 44 million in cash and hold a 55% equity interest in the Joint Venture.
Approved: 9 votes; Opposed: 0 votes; Abstentions: 0 votes.
III. Supporting Documents for Review
1. A board resolution signed by the directors in attendance and sealed with the board’s official seal.
Board of Directors, Dalian Refrigeration Co., Ltd.
April 13, 2013
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