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2014 Annual Work Report of the Company’s Supervisory Board
Document No. 2 for the 2014 Annual General Meeting
2014 Annual Work Report of the Company’s Supervisory Board
Dear Shareholders:
The Company’s Supervisory Board hereby submits its report on its 2014 activities to the Shareholders’ Meeting for your review and approval.
I. Status of the Supervisory Board Meeting
In 2014, the company’s Supervisory Board held four meetings.
1. The fifth meeting of the sixth session of the Supervisory Board was held on April 22, 2014, in the Company’s Fifth-Floor Conference Room. At the meeting, the following items were reviewed and approved: the Supervisory Board’s Work Report for 2013; the audit opinions on the 2013 Annual Report and the First Quarter Report for 2014; the opinions on the Company’s 2013 Internal Control Evaluation Report; and the opinions on the Company’s 2013 Corporate Social Responsibility Report.
2. The sixth meeting of the sixth session of the Supervisory Board was held on August 19, 2014, in the Company’s fifth-floor conference room. The meeting reviewed and approved the written audit opinions on the 2014 semi-annual report.
3. The seventh meeting of the sixth session of the Supervisory Board was held on October 21, 2014, in the Company’s fifth-floor conference room. The meeting reviewed and approved the written audit opinions on the Third Quarter Report for 2014.
4. The Eighth Meeting of the Sixth Session of the Supervisory Board was held on December 9, 2014, in the Company’s Fifth-Floor Conference Room. At the meeting, the following were reviewed and approved: the Draft Restricted Stock Incentive Plan of Dalian Refrigeration Co., Ltd. and its Summary; the Assessment and Management Measures for the Restricted Stock Incentive Plan of Dalian Refrigeration Co., Ltd.; and the List of Eligible Participants under the Draft Restricted Stock Incentive Plan of the Company.
II. Independent Opinion on the Company’s Material Matters
1. Compliance with the law in the company’s operations. 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. Financial condition of the company: Deloitte Touche Tohmatsu Certified Public Accountants has issued an unqualified audit report. The financial statements faithfully reflect the company’s financial position, operating results, and cash flows.
3. During the reporting period, the Company did not raise any new capital, nor did it continue to utilize funds raised in prior years.
4. During the reporting period, the company’s related-party transactions primarily involved the procurement of complete-project supporting products from affiliated companies, the sale of supporting components, and joint investments. Such related-party transactions were conducted on a fair basis and did not prejudice the company’s interests.
5. The Company’s provision for asset impairment and write-off of bad debts for the year 2014 were made in accordance with lawful decision-making procedures and supported by sufficient factual and legal grounds.
6. The Company has established and implemented a comprehensive system for the registration and management of persons with access to inside information in accordance with applicable regulations. During the reporting period, no directors, supervisors, or senior management personnel engaged in unauthorized trading of the Company’s shares.
The above report is submitted for your review.
May 20, 2015
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Dalian Bingshan Group Co., Ltd.
Address: No. 106, Liaohe East Road, Dalian Economic & Technological Development Zone
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