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Announcement of Resolutions Adopted at the Seventh Session of the Seventh Board of Directors
Securities Code: 000530; 200530 Securities Abbreviation: Daling Shares; Daling B Announcement No.: 2016-053
Dalian Refrigeration Co., Ltd.
Announcement of Resolutions Adopted at the Seventh Session of the Seventh Board of Directors
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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.
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I. Status of Board Meetings
1. Notice of this Board of Directors meeting was issued in writing on July 28, 2016.
2. This board meeting was held on August 4, 2016, by way of written resolution.
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. Proposal on the “Dalian Refrigeration Co., Ltd. 2016 Restricted Stock Incentive Plan (Draft).”
In order to further establish and improve the Company’s long-term incentive mechanism, attract and retain top talent, fully motivate the Company’s directors, mid- and senior-level management personnel, and other core personnel whom the Board of Directors deems worthy of incentive, effectively align the interests of shareholders, the Company, and the core team, and ensure that all parties are jointly committed to the Company’s long-term development, while fully safeguarding the interests of shareholders and in accordance with the principle of rewarding performance commensurate with contribution, the Board hereby approves the “Dalian Refrigeration Co., Ltd. 2016 Restricted Stock Incentive Plan (Draft)” formulated by the Company in compliance with the Company Law, the Securities Law, the Measures for the Administration of Equity Incentives for Listed Companies, and other relevant laws, regulations, and normative documents, as well as the provisions of the Company’s Articles of Association.
The specific list of recipients and the number of restricted shares to be granted under this restricted stock incentive plan have not yet been determined. Upon finalization of these matters, the Company will convene another meeting of the Board of Directors to review the equity incentive program and prepare the “Draft 2016 Restricted Stock Incentive Plan of Dalian Refrigeration Co., Ltd.” to refine and revise the present proposal. The list of eligible recipients, the number of shares to be granted, and other relevant details will be disclosed in the “Draft 2016 Restricted Stock Incentive Plan of Dalian Refrigeration Co., Ltd.” In addition, the Company’s Supervisory Committee will verify the list of recipients as set forth in the draft and issue a verification opinion, while the independent directors will provide an independent opinion on whether the restricted stock incentive plan is conducive to the Company’s sustainable development and whether it may materially prejudice the interests of the Company and all shareholders.
For detailed information on the “Dalian Refrigeration Co., Ltd. 2016 Restricted Stock Incentive Plan (Draft),” please refer to the Cninfo website. http://www.cninfo.com.cn ).
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.
August 5, 2016
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