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2012 Annual Dividend Distribution Announcement
Securities Code: 000530; 200530 Securities Abbreviation: G Daling; Daling B Announcement No.: 2013-017
Announcement on Dividend Distribution for the Year 2012 by Dalian Refrigeration Co., Ltd.
| 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. |
Dalian Refrigeration Co., Ltd. (the “Company”)’s 2012 dividend distribution plan was approved at the Company’s 2012 Annual General Meeting held on May 21, 2013. The details of the Company’s 2012 dividend distribution are hereby announced as follows:
I. Dividend Distribution Plan
The dividend distribution plan is as follows: based on the company’s existing total share capital of 350,014,975 shares, a cash dividend of RMB 1.50 per 10 shares will be distributed to all shareholders (inclusive of tax).
In accordance with the Company’s Articles of Association, cash dividends payable to B-share holders will be converted into Hong Kong dollars at the central parity rate of the Renminbi against the Hong Kong dollar published by the People’s Bank of China on the first business day following the date of the resolution of the General Meeting of Shareholders (May 22, 2013), namely HK$1 = RMB0.7976, and paid in Hong Kong dollars.
This dividend distribution is calculated based on a total share capital of 350,014,975 shares, and the total share capital remains unchanged after the distribution.
II. Matters Relating to Dividend Income Tax
For A-share individual shareholders, mutual fund shareholders, and B-share individual shareholders, income tax is currently withheld at a rate of 5% on a provisional basis, with an actual cash dividend of RMB 1.425 for every 10 shares held. When shareholders transfer their shares, the Shenzhen Branch of China Securities Depository and Clearing Corporation Limited will, in accordance with the “Notice on Issues Concerning the Implementation of the Differentiated Individual Income Tax Policy on Dividends and Bonuses of Listed Companies” issued by the Ministry of Finance, the State Administration of Taxation, and the China Securities Regulatory Commission (Cai Shui [2012] No. 85), calculate the actual tax liability based on the holding period of each shareholder’s shares, withhold any amount exceeding the tax already withheld, and remit the additional tax on behalf of the shareholder. The holding period is calculated on a per-securities-account basis, using the first-in, first-out principle: for shares held for one month or less (inclusive), an additional tax of RMB 0.225 is payable for every 10 shares transferred; for shares held for more than one month but no more than one year (inclusive), an additional tax of RMB 0.075 is payable for every 10 shares transferred; and no additional tax is required for shares held for more than one year. In the future, any additional tax that must be paid by B-share individual shareholders upon withholding will be converted at the exchange rate of HK$1 = RMB 0.7976.
Non-resident corporate shareholders of A-shares and B-shares (including qualified foreign institutional investor shareholders of A-shares) are subject to a 10% withholding tax on dividend income, resulting in an actual cash dividend of RMB 1.35 for every 10 shares held.
III. Record Date and Ex-Dividend Date
1. The record date for A-share equity is June 25, 2013, and the ex-dividend date is June 26, 2013.
2. The last trading day for B shares is June 25, 2013; the ex-dividend date is June 26, 2013; and the record date is June 28, 2013.
IV. Recipients of Dividends and Cash Distributions
1. All A-share shareholders of the Company whose names are registered with the Shenzhen Branch of China Securities Depository and Clearing Corporation Limited as of the close of trading on the Shenzhen Stock Exchange on the afternoon of June 25, 2013.
2. All B-share shareholders of the Company whose names are registered with the Shenzhen Branch of China Securities Depository and Clearing Corporation Limited as of the close of trading on the Shenzhen Stock Exchange on June 28, 2013 (the last trading day being June 25, 2013).
V. Dividend Distribution Method
1. The A-share dividends entrusted by the Company this time to the Shenzhen Branch of China Securities Depository and Clearing Corporation Limited for distribution were directly credited to the shareholders’ fund accounts via their custodian securities firms (or other custodial institutions) on June 26, 2013.
2. The dividends for the following A-share shareholders will be distributed by the Company itself:
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Serial Number
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Shareholder Account
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Shareholder Name
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1
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08*****772
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Dalian Bingshan Group Co., Ltd.
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3. Dividends for B shares will be directly credited to shareholders’ fund accounts via their custodian securities firms or custodian banks on June 28, 2013. If a B-share shareholder arranges for the transfer of custody of “Daling B” shares on June 28, 2013, the dividend will still be paid through the original custodian securities firm or custodian bank.
VI. Other Matters
If shareholders of A-shares and B-shares hold a tax certificate issued by the Chinese tax authorities confirming their status as resident enterprises, or other supporting documents approved by the Chinese tax authorities that entitle them to treaty benefits or other tax exemptions and preferential policies, please contact the Company on or before July 31, 2013, and provide the relevant supporting documentation for verification. The Company will recalculate the dividend amount payable in accordance with the tax documents and related certification materials provided, and will assist in applying to the competent tax authority for a refund of the difference between the taxes already collected and the taxes actually payable, as well as making any corresponding supplementary payments.
VII. Consultation Matters
Consulting Agency: Corporate Securities Department Contact Person: Song Wenbao
Consultation Phone: 0086-411-86538130 Fax: 0086-411-86654530
VIII. Supporting Documents for Review
Resolutions of the Company’s 2012 Annual General Meeting and the Announcement of Such Resolutions.
Board of Directors, Dalian Refrigeration Co., Ltd.
June 18, 2013
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