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Documents for the 2000 Annual General Meeting of Dalian Refrigeration Co., Ltd.
| Documents for the 2000 Annual General Meeting of Dalian Refrigeration Co., Ltd. |
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Document No. 1 for the 2000 Annual General Meeting
2000 Annual Report on the Work of the Board of Directors
Dear Shareholders:
The year 2000 marked the final year of the company’s implementation of the Ninth Five-Year Plan. Looking back on the past year, the company remained firmly focused on the market economy as its central task, vigorously advancing efforts in marketing, product mix optimization, technological upgrading, investment promotion, quality improvement, and cost reduction. In 2000, the company achieved main business revenue of RMB 800.68 million, up 11.12% from 1999; total profit of RMB 85.44 million, up 9.96% from 1999; and net profit of RMB 78.15 million, up 9.98% from 1999.
I. Review of the Company’s Operating Performance in 2000
1. Overview of the Company’s Principal Business Activities
(1) With a spirit of hard work and innovation, the company has expanded into new markets while consolidating its foothold in existing ones, with a particular focus on turnkey projects, screw-type refrigeration compressors, and grain coolers, resulting in new progress in domestic market development.
In 2000, the company undertook more than a dozen large-scale turnkey projects each valued at over RMB 5 million, including several ultra-large turnkey projects exceeding RMB 10 million in value, thereby delivering a portfolio of high-quality, flagship projects and further strengthening the company’s competitive edge in the turnkey engineering sector, particularly in the field of dual-storage facility turnkey projects.
In 2000, sales revenue from the company’s flagship screw-type refrigeration compressors increased substantially, surpassing for the first time the annual sales revenue of its reciprocating refrigeration compressor products, thereby signaling that the company’s turn-of-the-century product restructuring had achieved significant success. In 2000, the company’s grain cooling equipment supplied for national grain reserve warehouses generated sales revenue of over RMB 60 million, establishing itself as a new driver of profit growth.
(2) With a focus on diversifying export markets and export methods, the development of international markets has been steadily advanced.
In 2000, in line with the company’s “going global” strategy, it further consolidated and expanded its market share in Southeast Asia, actively tapped into emerging markets such as Cuba, Africa, and the Middle East, and broadened its processing trade with Japan, the United States, and Australia, thereby achieving diversification of its export markets. At the same time, the company proactively broadened the range of its export products: building on its existing refrigeration offerings, it vigorously promoted air-conditioning product lines and products from joint ventures, while also developing large-scale turnkey engineering projects, all of which yielded excellent results.
(3) Emphasis was placed on technological advancement, with further intensified efforts in product structure adjustment and technological upgrading.
In 2000, the company had more than a dozen new products pass company-level appraisal; the centrifugal chiller was successfully launched on the market and received a positive response, further optimizing the company’s core product portfolio. At the same time, the company intensified technological upgrades for semi-hermetic chillers, air-cooled heat exchangers, evaporators, condensers, and other products. In 2000, the company obtained the Ministry of Agriculture’s license for the manufacture of pressure vessels in accordance with the “Code for the Construction of Steel Marine Fishing Vessels,” thereby enabling it to produce not only land-based pressure vessels but also marine pressure vessels and expanding its business scope.
(4) The joint venture has achieved breakthrough progress in market development, resulting in a significant improvement in overall profitability.
In 2000, through a variety of effective measures—including product mix optimization and increased capital investment—the five joint ventures—Sanyo Home Appliances, Sanyo Air Conditioning, Sanyo Food Products, Sanyo Compressor, and Dalingwang—saw their core business revenues grow by more than 40% year on year; the net profits of three of these joint ventures—Sanyo Compressor, Sanyo Air Conditioning, and Dalingwang—increased by over 70% year on year; and three others—Minghua Electronics, Sanyo Home Appliances, and Sanyo Food Products—managed to turn losses into profits. With this, all of the company’s joint ventures had now achieved profitability.
(5) Adhering to the market economy as the central focus has fully leveraged the strengths and role of ideological and political work.
(6) Adhering to the principle of giving equal emphasis to both ideological and political work and economic development, new progress has been made in building leadership teams at all levels.
2. Operating Status of the Company’s Principal Wholly Owned Subsidiaries and Controlling Subsidiaries
A. Wholly owned subsidiary
(1) Dalian Bingshan Group Refrigeration and Air-Conditioning Installation Company. The company has a registered capital of RMB 15 million and primarily engages in the installation and commissioning of complete refrigeration systems. In 2000, it achieved sales revenue of RMB 32.04 million.
(2) Dalian Bingshan Group Import-Export Company. The company has a registered capital of RMB 1.2 million and engages in export services for products manufactured by the company or its member enterprises, as well as related technologies; import services for raw and auxiliary materials, mechanical equipment, instruments and meters, and other goods required for production and scientific research, along with associated technologies; and “three imports and one compensation” operations. In 2000, the company achieved sales revenue of RMB 78.12 million and earned foreign exchange through exports totaling US$5.07 million.
B. Controlling Subsidiary
(1) Dalian Bingshan Air-Conditioning Equipment Co., Ltd. The company has a registered capital of JPY 700 million, with our company holding a 70% equity stake. Its primary business is the manufacture and sale of air-conditioning terminal units such as fan coil units and air handling units. In 2000, the company recorded sales revenue of RMB 68.04 million and net profit of RMB 7.87 million.
(2) Dalian Bingshan Group Sales Co., Ltd. The company’s registered capital is RMB 3 million, of which our company holds a 90% equity interest. Its primary business is the sales of products manufactured by member enterprises of the Dalian Bingshan Group. In 2000, the company recorded sales revenue of RMB 55.09 million and net profit of RMB 1.78 million.
(3) Dalian Bingshan Metal Processing Co., Ltd. The company’s registered capital is USD 2.35 million, and it primarily engages in the production of sheet metal and stamped parts to support both established joint ventures and the Company itself. Pursuant to a relevant resolution of the company’s board of directors, the Company increased its investment by USD 250,000 during the year, thereby raising its equity stake from 60% to 64.3%. In 2000, the company recorded sales revenue of RMB 14.7 million.
3. Company Financial Condition
As of December 31, 2000, the company’s financial position was as follows:
(1) Total assets amounted to RMB 17,675.2 million, an increase of RMB 1,515.4 million compared with the beginning of the year. Specifically: current assets increased by RMB 1,126.4 million, primarily due to increases in cash and cash equivalents, accounts receivable, and inventories; fixed assets decreased by RMB 6.07 million, mainly as a result of depreciation; long-term investments increased by RMB 45.45 million, largely attributable to higher investment income from joint ventures; and intangible and deferred assets decreased by RMB 0.48 million, primarily due to amortization of intangible assets.
(2) Total liabilities amounted to RMB 637.91 million, an increase of RMB 107.63 million compared with the beginning of the year. Specifically: current liabilities increased by RMB 112.14 million, primarily due to increases in short-term borrowings, accounts payable, and advances received; long-term liabilities decreased by RMB 4.51 million, mainly as a result of a reduction in long-term borrowings.
(3) Shareholders’ equity amounted to RMB 11,027 million, an increase of RMB 43.19 million compared with the previous year, primarily due to the appropriation of statutory reserve funds and an increase in retained earnings.
(4) Operating profit from principal business amounted to RMB 139.51 million, an increase of RMB 6.35 million year on year, primarily due to higher revenue from the principal business.
(5) Net profit amounted to RMB 78.15 million, an increase of RMB 7.09 million year on year, primarily due to higher investment income from the joint venture.
4. Company Investment Status
As of the end of 2000, the company had established the following joint ventures with Japan, Hong Kong, the United States, and other entities:
Company Name Registered Address Principal Business Shareholding Ratio
Da Leng Wang Transportation Refrigeration Co., Ltd. Shenzhen City Manufactures and sells refrigerated transport vehicles 25%
Dalian Benzhuang Chemical Co., Ltd. Dalian Development Zone Produces and sells 30% lithium bromide solution
Dalian Minghua Electronics Co., Ltd. — Dalian Development Zone — Manufacturing and sales of electronic circuit boards — 30%
Dayang Automotive Air Conditioning Engineering (Dalian) Co., Ltd. Dalian Development Zone Produces and sells automotive air conditioning systems 30%
Dalian Sanyo Refrigeration Co., Ltd. — Dalian Development Zone — Manufactures and sells lithium bromide chillers — 40%
Dalian Sanyo Cold Chain Co., Ltd. — Dalian Development Zone — Produces and sells supermarket refrigeration equipment — 40%
Dalian Sanyo Compressor Co., Ltd. — Dalian Development Zone — Produces and sells semi-hermetic compressors — 40%
Dalian Dayang Transportation Refrigeration Engineering Co., Ltd. Dalian City Assembly and sales of refrigerated mobile equipment 40%
Dalian Sanyo Air-Conditioner Co., Ltd. — Dalian Development Zone — Manufacturing and sales of air conditioners — 40%
Dalian Sanyo Food Equipment Co., Ltd. — Dalian Development Zone — Manufacturing and selling food equipment — 40%
Dalian Sanyo Home Appliances Co., Ltd. Dalian City Manufactures and sells small household appliances 40%
Dalian Bingshan Metal Processing Co., Ltd. Dalian City Manufactures sheet metal and stamped parts 64.3%
Dalian Bingshan Air-Conditioning Equipment Co., Ltd. Dalian City Manufactures and sells air-conditioning terminal products 70%
(1) Use of Funds Raised
In 1998, the company raised net proceeds of RMB 360 million from the issuance of B shares, which were allocated to seven investment projects, two of which continued to receive funding during the reporting year.
① The capital increase and expansion project of Dalian Sanyo Compressor Co., Ltd. has already received an investment of RMB 47.2 million, representing 29% of the planned investment. In 2000, the company achieved main business revenue of RMB 222.05 million, a year-on-year increase of 48%.
② A large-scale screw refrigeration compressor project has been developed, with an investment of RMB 16.22 million, accounting for 27% of the planned investment. Currently, models such as KA315 and KA510 have been launched in mass production and have effectively replaced imported products in industries such as petrochemicals. Notably, the KA510 large-scale screw refrigeration compressor is the largest of its kind in the world and the only one of its kind in China.
To date, the company has utilized RMB 181.62 million of the funds raised, representing 53.5% of the total planned investment.
The raised funds that have not yet been put to use are temporarily held in a foreign-exchange account designated by the bank.
(2) Explanation of Non-Fundraising Investment Projects
During the reporting year, the Company established Dalian Bingshan Security Leisure Industry Engineering Co., Ltd. as a joint venture with Hong Kong Security Water Conservancy Engineering (China) Co., Ltd., using its own funds. The total investment in the joint venture amounts to US$350,000, with registered capital of US$250,000, and each party holds a 50% equity stake. A signing ceremony was held on December 20, 2000. The company’s principal business activities include the design of artificial ice rinks and skating venues, the supply of complete sets of equipment, installation, maintenance and related services, as well as the research and development of leisure facilities such as swimming pools, fountains, and fitness centers.
In addition, the company used its own funds amounting to RMB 26.08 million to carry out upgrades to the semi-closed chiller units, air-cooled heat exchangers, evaporators and condensers, as well as dust-control modifications for the casting process.
On March 24, 2001, the company held a signing ceremony in Dalian for its first overseas joint venture, Bingshan Refrigeration (Ghana) Co., Ltd., marking the rapid advancement of the company’s “going global” strategy. The joint venture was established through a tripartite partnership among Dalian Cold Chain Co., Ltd., Ghana’s NYAME YIE Cold Storage Co., Ltd., and Dalian Jinhai Deep-Sea Fisheries Development Co., Ltd., with a total investment of US$1.6 million and a registered capital of US$1.29 million. Dalian Cold Chain contributed equipment as its capital contribution and holds a 45% equity stake, making it the largest shareholder. The scope of business includes ice production and the processing, storage, and sale of fish products; the supply, installation, repair, and maintenance of cold storage facilities and complete ice-making systems; and the sales agency for the “Bingshan” brand.
5. Implementation of Resolutions Adopted by the Shareholders’ Meeting by the Board of Directors
The Company’s Board of Directors conscientiously implemented all resolutions adopted at the 1999 Annual General Meeting of Shareholders. The Company’s 1999 dividend distribution plan was fully executed by the Board in July 2000.
II. 2001 Corporate Business Development Plan
2001 Corporate Business Plan Targets:
Sales revenue: RMB 900 million;
Total profit: RMB 90 million;
Foreign exchange earnings from exports: US$6.04 million.
1. Rise to the challenge, capture both domestic and international markets, and achieve a substantial increase in market share.
Focus should be placed on the following key areas: (1) Continue to implement the market responsibility system at all levels of leadership and across the entire workforce; (2) Further cultivate a holistic market-oriented mindset and a development-oriented approach, with a strong emphasis on securing major national investment projects in agriculture, forestry, water conservancy, transportation and communications, urban infrastructure and environmental protection, rural–urban power grid upgrades, and centrally managed grain reserve warehouses; continue to advance large-scale petrochemical projects; vigorously develop rural markets; and capitalize on the opportunities presented by the Western Development Initiative; (3) Adhere to a dual-market strategy, strive to expand export markets, attach great importance to the “going global” strategy, and actively promote diversification of export markets and export methods; (4) Strengthen the development of the marketing team and enhance information-based management, ensuring timely understanding of customer demand for products and emerging market trends; (5) Continue to reinforce after-sales service management and place a strong emphasis on continuous innovation in after-sales services; (6) Intensify efforts to collect outstanding receivables; and (7) Increase the intensity of product advertising and promotion.
2. Foster a culture of innovation, set high and new technologies as the goal, and accelerate the strategic restructuring of the product portfolio.
Strategic adjustments to the product mix will be guided by the following principles: (1) Adhere to a combination of technology import, independent R&D, and joint ventures and collaborations to rapidly achieve mass production and capture both domestic and international markets; (2) While building a pipeline of products for long-term development, prioritize the R&D and commercialization of recently introduced products to bring them to market as quickly as possible; (3) Focus on flagship products and high-tech offerings, and opportunistically expand beyond the current industry into higher-value, broader-market segments; (4) Strengthen technological innovation capabilities, establish robust innovation and incentive mechanisms, and fully motivate scientific and technical personnel; (5) Intensify efforts in technological R&D and technological upgrading.
3. Intensify efforts to attract investment.
The focus of investment promotion and attraction efforts will be on refrigeration and air-conditioning products, while at the same time actively yet prudently pursuing research and development in such fields as environmental protection, new-material applications, and the information industry. We must fully leverage the opportunity presented by China’s imminent accession to the WTO, adhere to the principle of “going global and inviting foreign partners in,” and proactively establish connections with globally renowned large corporations—especially those ranked among the Fortune Global 500—to ensure that new breakthroughs are achieved this year in joint ventures and cooperative projects.
4. Actively promote institutional and managerial innovation.
Taking personnel and wage reform as the breakthrough, we will continue to deepen all aspects of the company’s reform. (1) Intensify efforts to reduce headcount while enhancing efficiency and implement workforce reallocation. Through these measures, we will lower labor costs and further improve employee competence and productivity. (2) Strengthen the reform of the compensation system. Fully implement the principles of distribution according to work and distribution according to factors of production, integrate wage allocation with the human resource management system, and continue to adopt a flexible wage structure. Wage allocation should be tilted toward scientific and technological personnel, business managers, managerial core staff, and employees in key positions. (3) Accelerate the reform of the property rights system and carry out asset optimization and restructuring. (4) Improve the corporate governance structure and establish a modern enterprise system.
5. Strive for excellence in product quality and further implement the brand-name strategy.
The implementation of a brand-name strategy should be regarded as the company’s quality-development objective. We must study and draw on advanced quality-management practices and methodologies both domestically and internationally, improve the quality-responsibility system at all levels, and rigorously enforce the quality-veto mechanism. Guided by market demand and driven by product-structure adjustment, we should intensify technological upgrading and leverage advanced technology, equipment, and process capabilities to ensure product quality.
6. Use corporate culture development as a vehicle to further strengthen ideological and political work.
Ideological and political work must be made a key criterion for evaluating leading teams at all levels. Focusing on enterprise reform and development, we should strengthen education on the current situation and tasks, as well as corporate culture building, with particular emphasis on shaping the enterprise’s image, product image, management image, employee image, and worksite image. We will also intensify publicity efforts for our products and corporate image, with the goal of establishing Dalingjian as China’s largest production base for refrigeration and air-conditioning equipment.
May 22, 2001
Document No. 2 for the 2000 Annual General Meeting
Report on the Work of the Supervisory Board for the Year 2000
Dear Shareholders:
In 2000, the Supervisory Board held two meetings. The seventh meeting of the second session of the Supervisory Board was convened on April 14, 2000, in the Company’s fifth-floor conference room. At this meeting, the Board reviewed and approved the Company’s 1999 Annual Report; heard the “Report on the Internal Control System for the Four Provisions”; and reviewed and approved the “Report on the Provision for Impairment of Assets for 1999.”
The Eighth Meeting of the Second Session of the Supervisory Board was held on August 16, 2000, in the Company’s Fifth-Floor Conference Room. The meeting reviewed and approved the following resolutions: the Company’s 2000 Interim Report; and the decision not to distribute profits for the 2000 fiscal year or to capitalize retained earnings to increase share capital.
The Supervisory Board hereby issues the following independent opinion on the following matters:
1. The company’s decision-making procedures are lawful, and a relatively comprehensive internal control system has been established. During the performance of their duties, the company’s directors and managers have not engaged in any conduct that violates laws, regulations, the company’s articles of association, or that harms the company’s interests. 2. Both Dalian Hualian Certified Public Accountants LLP and Arthur Andersen issued unqualified audit reports. The financial statements faithfully reflect the company’s financial position and operating results. 3. During the reporting period, the Company did not raise any new funds. Of the proceeds from the Company’s 1998 B-share offering, two projects continued to be funded during the reporting period; the actual expenditures for these projects were consistent with the committed amounts, and the remaining unutilized proceeds were held in a bank-designated foreign-exchange account.
4. During the reporting period, the Company did not engage in any significant asset acquisitions or disposals.
5. During the reporting period, the company’s principal related-party transactions consisted of purchases of goods from affiliated companies. Such related-party transactions were conducted on arm’s-length terms and did not prejudice the company’s interests.
May 22, 2001
Document No. 3 of the 2000 Annual General Meeting
Regarding the Company’s 2000 Fiscal Year Financial Settlement
Report on the 2001 Fiscal Budget
Dear Shareholders:
On behalf of General Manager Mu Chuanjiang, I hereby submit to the Shareholders’ Meeting the Company’s 2000 Annual Financial Statements and the 2001 Financial Budget for your consideration.
I. 2000 Fiscal Year Financial Settlement
According to the audit conducted by Dalian Hualian Certified Public Accountants LLP, the company’s asset position and the performance of its key financial and economic indicators for the year 2000 are as follows:
(1) Company Asset Status
At the end of 2000, the company’s total assets amounted to RMB 176,752 million, comprising RMB 98,528 million in current assets, RMB 28,737 million in fixed assets, RMB 44,115 million in long-term investments, and RMB 5,372 million in intangible and other assets.
At the end of 2000, the company’s total liabilities amounted to RMB 637.91 million, all of which were current liabilities, with no long-term liabilities.
At the end of 2000, shareholders’ equity totaled RMB 110,270 million, including undistributed profits of RMB 37.25 million.
(II) Status of Achievement of the Company’s Key Financial and Economic Indicators
1. Achieved main business revenue of RMB 800.68 million, up 11.12% year on year.
2. Total profit reached RMB 85.44 million, up 9.96% year on year.
3. Net profit reached RMB 78.15 million, up 9.98% year on year.
(3) Opinion on the Company’s Profit Distribution
According to the audit conducted by Dalian Hualian Certified Public Accountants LLP, the Company recorded a post-tax profit of RMB 78.151 million in 2000. In accordance with relevant state regulations and the Company’s Articles of Association, RMB 7.815 million was appropriated as statutory surplus reserve, RMB 7.815 million as statutory public welfare fund, and RMB 7.815 million as discretionary surplus reserve, with an additional RMB 1.747 million set aside as reserves for consolidated subsidiaries, for a total appropriation of RMB 25.192 million. Adding this amount to the undistributed profits from the previous year of RMB 19.290 million, the total profit available for distribution to shareholders amounted to RMB 72.249 million.
According to the audit conducted by the international accounting firm Arthur Andersen, the company recorded a net profit of RMB 66.209 million in 2000. After setting aside the statutory surplus reserve fund, the statutory public welfare fund, and the discretionary surplus reserve fund, and adding the undistributed profits from the previous year of RMB 16.37 million, the total profit available for distribution to shareholders amounted to RMB 57.387 million.
In accordance with the relevant provisions of the Company’s Articles of Association and applying the lower-of-the-two principle, the profit available for distribution to shareholders this year amounts to RMB 57.387 million, of which RMB 35.001 million will be allocated as dividends, with the remaining RMB 22.386 million carried forward for distribution in the next fiscal year.
II. 2001 Fiscal Budget
The company’s operating plan targets for 2001 are as follows:
Sales revenue: RMB 900 million;
Total profit: RMB 90 million;
Foreign exchange earnings from exports: US$6.04 million.
May 22, 2001
Document No. 4 of the 2000 Annual General Meeting
Report on the 2000 Profit Distribution Plan
Dear Shareholders:
The Company’s 2000 fiscal year financial statements have been audited by Dalian Hualian Certified Public Accountants LLP and Arthur Andersen. The following profit distribution plan is hereby proposed for the 2000 fiscal year:
According to the audit conducted by Dalian Hualian Certified Public Accountants LLP, the Company recorded a post-tax profit of RMB 78.151 million in 2000. In accordance with relevant state regulations and the Company’s Articles of Association, RMB 7.815 million was appropriated as statutory surplus reserve, RMB 7.815 million as statutory public welfare fund, and RMB 7.815 million as discretionary surplus reserve, with an additional RMB 1.747 million set aside as reserves for consolidated subsidiaries, for a total appropriation of RMB 25.192 million. Adding this amount to the undistributed profits from the previous year of RMB 19.290 million, the total profit available for distribution to shareholders amounted to RMB 72.249 million.
According to the audit conducted by the international accounting firm Arthur Andersen, the company recorded a net profit of RMB 66.209 million in 2000. After setting aside the statutory surplus reserve fund, the statutory public welfare fund, and the discretionary surplus reserve fund, and adding the undistributed profits from the previous year of RMB 16.37 million, the total profit available for distribution to shareholders amounted to RMB 57.387 million.
In accordance with the relevant provisions of the Company’s Articles of Association and applying the lower-of-the-two principle, the profit available for distribution to shareholders this year amounts to RMB 57.387 million, of which RMB 35.001 million will be allocated as dividends, with the remaining RMB 22.386 million carried forward for distribution in the next fiscal year.
Company’s 2000 Dividend Distribution Plan:
Based on the total share capital of 350,014,975 shares as of the end of 2000, a cash dividend of RMB 1.00 per 10 shares (inclusive of tax) will be distributed; the cash dividend for B shares will be converted into Hong Kong dollars for payment.
The Company will not capitalize its capital reserve to increase share capital this year.
The above report is submitted for your review.
May 22, 2001
Document No. 5 of the 2000 Annual General Meeting
Report on Amendments to the Company Charter
Dear Shareholders:
From October 21 to October 31, 2000, the Dalian Securities Regulatory Commissioner’s Office of the China Securities Regulatory Commission conducted a routine inspection of the Company and identified the following issues in the Company’s Articles of Association:
1. The company’s articles of association do not incorporate the scope of venture investments approved by the shareholders’ meeting and the corresponding
investment authority;
2. Article 11.3 of the Company Charter: “In principle, the Company shall distribute dividends once a year; however, the Board of Directors…”
“Unless otherwise provided in a special resolution of the Board,” which is inconsistent with Article 5.5, Paragraph 7 of the Company Charter, which stipulates that the shareholders’ meeting has the authority to “review and approve the company’s profit distribution plan and loss-compensation plan.”
In response to the aforementioned issues, the Company’s Articles of Association are hereby amended as follows:
1. The scope of the Board’s venture capital investments as approved at the 1998 Annual General Meeting, along with the corresponding
Investment authority is incorporated into the company’s articles of association;
2. Amend Article 11.3 of the Company Charter to read: “In principle, the Company shall distribute dividends annually.”
“Once, unless there is a special resolution passed at the shareholders’ meeting.”
In addition, since the company’s allocated shares were approved for listing and trading on April 18, 2000, the relevant provisions concerning allocated shares in Article 3.3 of the Company Charter are hereby deleted.
The above report is submitted for your review.
May 22, 2001
Document No. 6 of the 2000 Annual General Meeting
Dalian Refrigeration Co., Ltd.
List of Candidates for the Third Board of Directors
(Ordered by the number of strokes in the surname)
Mr. Yu Shoutao, 51, formerly an Executive Director, holds a junior college degree and is a Senior Accountant. He has previously served as an accountant in the Finance Department, Deputy Head of the Finance Department, and Deputy Chief Accountant. He currently serves as the Company’s Chief Financial Officer.
Mr. Kobayashi Takafumi, 59, graduated from the Faculty of Law at Meiji University in Japan in 1965. He has previously served as Director of the Shinshin Sales Office of Sanyo Electric Co., Ltd., Head of the Home Appliance Sales Department at Sanyo LE Headquarters, Chairman, Director, and General Manager of Sanyo Electric (China) Co., Ltd., and currently holds the positions of Chairman and General Manager of Sanyo Electric (Hong Kong) Co., Ltd.
Mr. Wang Zhiqiang, 39, holds a master’s degree and is a senior engineer. He has previously served as a product designer, deputy director, director, and assistant to the general manager. He currently holds the position of Deputy General Manager of the company.
Mr. Wang Dekun, 49, formerly Executive Director, holds a junior college degree and is a Senior Political Work Specialist. He has previously served as Deputy Director of a workshop and Director of the Import-Export Department. He currently holds the positions of Deputy Secretary of the Company Party Committee and Deputy General Manager of the Company. Mr. Wang Guotong, 46, former director, holds a junior college degree and is an economist. He previously served as Deputy Director and then Director of the Auxiliary Equipment Division. He currently serves as the Director of Dalian No.1 Refrigeration Equipment Factory.
Ms. Bai Lin, 41, holds a graduate degree. She previously worked at the Industrial and Commercial Bank of China in Beijing and is currently an employee of Huaxia Securities Co., Ltd.
Mr. Akira Yoshida, 62, is a former director. He graduated from the Faculty of Engineering at Tohoku University in Japan in 1962. He has held several senior positions at Sanyo Electric Co., Ltd., including Deputy General Manager and then General Manager of the Semiconductor Business Division, as well as Vice President of the Semiconductor Company. He currently serves as an Executive Director of Sanyo Electric Co., Ltd. and Chairman of Sanyo Electric (China) Co., Ltd. Mr. Lü Zhongli, 59, former director, holds a junior college degree and is a senior economist. He has previously served as Director of the Industrial Department, Assistant President, and Chief Inspector at the Dalian Branch of the Industrial and Commercial Bank of China.
Ms. Li Mei, 37, is an economist and a doctoral candidate in Finance. She previously served as a chief staff member in the Education Department and the Financial Management Department of the People’s Bank of China; as Director of the Executive Office of the Board of Directors and General Manager of the Second Securities Trading Division at Guotai Securities Co., Ltd.; and currently holds the position of Vice President at Guotai Junan Securities Co., Ltd.
Mr. Liu Menghua, 59, is a former director with a university degree in chemical engineering machinery and holds the title of senior engineer at the professorial level. He has previously served as Deputy Head of the Process Engineering Section, Deputy Head of the Design Department, Deputy Director of the Research Institute, Deputy Chief Engineer, Chief Engineer, and finally Plant Director at the Dalian Rubber and Plastics Machinery Factory. He currently serves as the Deputy General Manager of Dalian Bingshan Rubber & Plastics Co., Ltd. Mr. Zhang He, 63, is the former Chairman of the Board. He holds a university degree and is a senior engineer at the professorial level. He has previously served as Deputy Chief Engineer, Plant Director, General Manager of the company, and Chairman of the Board. He currently serves as the Chairman of the Board. Mr. Zhang Hongzhi, 42, is a former Executive Director. He holds a university degree and is currently pursuing a master’s degree; he is also a professor-level senior engineer. He has previously served as a Product Designer, Deputy Chief Engineer, and Director of the Chief Engineer’s Office. He currently holds the position of Deputy General Manager of the company.
Mr. Yang Bin, 45 years old, holds a university degree and is currently pursuing a master’s degree; he is a senior engineer. He has previously served as a product designer, deputy director of a division, deputy head of the Business Planning Department, and head of the department. He is currently the company’s Deputy General Manager.
Mr. Zou Zhiming, 57, former director, holds a university degree and is a senior economist at the researcher level. He has previously served as a technician, team leader, and workshop director at Dalian Shipbuilding Yard, as well as deputy director, executive deputy director, and director of the Dalian Marine Diesel Engine Factory.
Mr. Qiao Qiaoli, 38, is a postdoctoral researcher. He has previously conducted research at the Third Design Institute of the Ministry of Chemical Industry, University of Science and Technology of China, and Tsinghua University. He currently works at the company’s Design and Research Institute.
Mr. Xu Hui, 33, holds a university degree. He has previously worked at the Dalian Municipal Second Commercial Bureau and the Municipal Commerce Commission, and undertook a secondment to the Zhongxing Dalian Commercial Building, where he served as Deputy Chief Accountant. He currently holds the positions of Chief Accountant and General Manager at Dalian Bangchuidao Beer Co., Ltd.
Mr. Mu Chuanjiang, 52, formerly Vice Chairman of the Board, holds a university degree and is an economist. He has previously served as Deputy Factory Director and Deputy General Manager of the company, and currently serves as the company’s General Manager.
May 22, 2001
Document No. 7 of the 2000 Annual General Meeting
Dalian Refrigeration Co., Ltd.
List of Candidates for the Third Session of the Supervisory Board
(Ordered by the number of strokes in the surname)
Mr. Men Yu Sheng, 48 years old, holds a junior college degree and is an auditor. He has previously served as a section officer, deputy director, and deputy director of the Asset Management Department within the Audit and Supervision Department. He currently serves as the Director of the Audit and Supervision Department at Dalian Bingshan Group Co., Ltd.
Mr. Zhu Guangxi, 36, holds a junior college degree and previously worked in the company’s Finance Department. He currently serves as Deputy Director of the Asset Management Department at Dalian Bingshan Group Co., Ltd.
In addition, Mr. Yu Fuchun has been elected as a supervisor by the Company’s Employee Representative Assembly and is no longer subject to election by shareholder representatives.
Mr. Yu Fuchun, 42, holds a junior college degree and is a political work specialist. He has previously served as a staff member of the Party Office, a staff member of the Publicity Department, and Secretary of the Party Branch of the Foundry Business Division. He currently holds the position of Vice Chairman of the Trade Union at Dalian Bingshan Group Co., Ltd.
May 22, 2001
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Dalian Bingshan Group Co., Ltd.
Address: No. 106, Liaohe East Road, Dalian Economic & Technological Development Zone
Phone:
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