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Announcement of Resolutions Adopted at the 11th Meeting of the 5th Board of Directors

 
	Securities Code: 000530; 200530 Securities Abbreviation: Daling Shares; Daling B Announcement No.: 2011-009 

 
	Dalian Refrigeration Co., Ltd. 

 
	Announcement of Resolutions Adopted at the 11th Meeting of the 5th Board of Directors 

The Company and all members of the Board of Directors hereby certify that the contents of this announcement are true, accurate, and complete, and that there are no false records, misleading statements, or material omissions.

On June 7, 2011, the Board of Directors of Dalian Refrigeration Co., Ltd. (“the Company”) convened a board meeting by facsimile. Nine directors were entitled to vote, and all nine directors participated in the voting. The meeting was held in compliance with applicable laws, regulations, other normative documents, and the relevant provisions of the Company’s Articles of Association. At the meeting, the following resolutions were reviewed and adopted:

1. Approve the termination of the liquidation and dissolution of Dalingwang Transportation Refrigeration Co., Ltd.;

Approved: 9 votes; Opposed: 0 votes; Abstentions: 0 votes.

2. Approve the transfer of all equity interests in Dalingwang Transportation Refrigeration Co., Ltd. held by the Company and Ingersoll Rand (China) Investment Co., Ltd. to an independent third party;

Approved: 9 votes; Opposed: 0 votes; Abstentions: 0 votes.

3. The Company’s Board of Directors hereby authorizes Mr. Zhang He, Chairman of the Company, to act on behalf of the Company in all matters relating to the aforementioned equity transfer, including the execution and issuance of all necessary documents and the taking of all requisite actions, so as to ensure that the said equity transfer becomes legally effective.

Approved: 9 votes; Opposed: 0 votes; Abstentions: 0 votes.

Da Leng Wang Transportation Refrigeration Co., Ltd. is a joint venture established through investment by the Company and Ingersoll Rand (China) Investment Co., Ltd., with the Company holding a 25% equity stake. The company is primarily engaged in the manufacture and sale of refrigeration and air-conditioning products for trucks and buses. The following are the company’s key financial figures for the most recent fiscal year: total assets of RMB 155.07 million, total liabilities of RMB 30.64 million, net assets of RMB 124.43 million, operating revenue of RMB 222.29 million, and net profit of RMB 0.73 million.

The Company will closely monitor the progress of this equity transfer and strictly comply with the relevant regulations of the Shenzhen Stock Exchange in promptly fulfilling its corresponding information disclosure obligations.

Board of Directors, Dalian Refrigeration Co., Ltd.

June 9, 2011