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Announcement of Resolutions Adopted at the Third Extraordinary General Meeting of Shareholders in 2017
Securities Code: 000530、200530 Securities Abbreviations: Daling Shares, Daling B Announcement No.: 2017-061
Dalian Refrigeration Co., Ltd.
2017 Announcement of Resolutions Adopted at the Third Extraordinary General Meeting of the Year
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The Company and all members of the Board of Directors hereby warrant that the information disclosed is true, accurate, and complete, and contains no false records, misleading statements, or material omissions. |
Special Note : No proposals were added, rejected, or amended at this shareholders’ meeting, nor were any resolutions passed at previous shareholders’ meetings altered.
I. Meeting Convening and Attendance
(1) Status of the Meeting
1 , Date and Time of the Meeting
On-site Meeting: 2017 Thursday, December 28, at 3:30 p.m.
Online Voting: 2017 December 27, 2016 – December 28, 2017. Among them:
(1 ) The specific time for online voting via the Shenzhen Stock Exchange trading system is from 9:30 a.m. to 11:30 a.m. and from 1:00 p.m. to 3:00 p.m. on December 28, 2017.
(2 ) The specific period for online voting via the Shenzhen Stock Exchange’s Internet Voting System is any time between 3:00 p.m. on December 27, 2017, and 3:00 p.m. on December 28, 2017.
2 1. Venue for the on-site meeting: Conference Room on the third floor of the company.
3 Method of convening: a combination of in-person voting at the meeting and online voting.
4 , Convenor: The Company’s Board of Directors
5 , Host: Ji Zhijian
6 The convening of the meeting complies with the provisions of applicable laws, administrative regulations, departmental rules, normative documents, and the Company’s Articles of Association.
The notice regarding the convening of this meeting was published in 2017. December 9, Year [Year], China Securities Journal and Hong Kong Commercial Daily.
(II) Attendance at the Meeting
1 I. Overall Attendance at the Meeting
A total of shareholders and shareholder proxies attended the meeting. 23 Person, voting rights held 261,401,227 shares, representing 856,487,181 of the company’s total voting shares of the stock 30.52%。
Among them:
A total of 10 shareholders and shareholder proxies attended the on-site meeting. The shareholder holds 261,311,707 shares with voting rights, representing 30.51% of the company’s total outstanding shares with voting rights, which amount to 856,487,181 shares.
A total of shareholders and their proxies attended the meeting via online voting. 13 Person, voting rights held Eighty-nine thousand five hundred twenty shares, representing 856,487,181 of the company’s total voting shares of the stock 0.01%。
2 , A Attendance of Shareholders
A attending the meeting A total of 18 shareholders and shareholder proxies are present, holding a combined number of voting rights. 176,427,733 shares, representing the company's A This represents 28.69% of the total number of shares with voting rights held by shareholders, which amounts to 614,987,181 shares.
Among them:
A attending the on-site meeting A total of seven shareholders and their proxies were present, holding 176,349,613 shares with voting rights, representing 28.68% of the company’s total of 614,987,181 A-shares entitled to vote.
A who attended the meeting via online voting A total of 11 shareholders and shareholder proxies are present, holding a combined number of voting rights. 78,120 shares, representing the company's A This represents 0.01% of the total number of shares with voting rights held by shareholders, which is 614,987,181 shares.
3 , B Attendance of Shareholders
B attending the meeting A total of five shareholders and their proxies were present, holding 84,973,494 shares with voting rights, representing 35.19% of the company’s total of 241,500,000 B-share voting shares.
Among them:
B attending the on-site meeting A total of three shareholders and their proxies were present, holding 84,962,094 voting shares, which represents 35.18% of the company’s total of 241,500,000 B-share voting shares.
B attending the meeting via online voting A total of 2 shareholders and shareholder proxies are present, holding the following voting rights: 11,400 shares, representing B of the company This represents 0.01% of the total number of shares with voting rights held by shareholders, which is 241,500,000 shares.
4 , Attendance of Other Personnel
The company’s directors, supervisors, senior management personnel, and the witnessing attorney attended the meeting.
II. Status of Review and Voting on Proposals
1 Voting Method for Proposals: Proposals at this shareholders’ meeting will be voted on through a combination of in-person voting and online voting.
2 The shareholders and their proxies attending this shareholders’ meeting reviewed the proposals submitted for consideration and, following a roll-call vote on each item, adopted the following resolutions:
1 , Regarding the Repurchase and Cancellation in 2016 Proposal on a Portion of the Restricted Stock under the Annual Restricted Stock Incentive Plan
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Voting rights held ( stock) |
Agree ( stock) |
Approval rate |
Oppose ( stock) |
Abstention( stock) |
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All shareholders in attendance |
261,401,227 |
261,353,127 |
99.98% |
48,000 |
100 |
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Among them: A Shareholder |
176,427,733 |
176,389,633 |
99.98% |
38,000 |
100 |
|
B Shareholder |
Eighty-four million nine hundred seventy-three thousand four hundred ninety-four |
Eighty-four million nine hundred sixty-three thousand four hundred ninety-four |
99.99% |
Ten thousand |
0 |
|
Minority shareholders |
12,813,084 |
12,764,984 |
99.62% |
48,000 |
100 |
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Among them: A Shareholder |
1,342,740 |
1,304,640 |
97.16% |
38,000 |
100 |
|
B Shareholder |
11,470,344 |
11,460,344 |
99.91% |
Ten thousand |
0 |
This proposal The number of shares in favor must exceed two-thirds of the voting rights held by the shareholders present. , Approved.
The above For details of the proposal, please refer to the Company’s 2017… The relevant announcement of the board meeting resolutions was published on December 9 of the year in the China Securities Journal, the Hong Kong Commercial Daily, and the Cninfo website.
III. Legal Opinion Issued by the Attorney
1 1. Name of the law firm: Liaoning Huaxia Law Firm
2 , Attorney Names: Bao Jingxin, Liu Cuimei
3 , Concluding Opinion:
“The firm’s counsel is of the opinion that the convening and conduct of the Company’s current shareholders’ meeting comply with the provisions of the Company Law, the Rules of the Shareholders’ Meeting, the Detailed Rules on Online Voting, and other applicable laws, regulations, normative documents, and the Company’s Articles of Association; that the qualifications of the attendees and the convener of the meeting are lawful and valid; and that the voting procedures and voting results of the meeting are lawful and valid.”
IV. Supporting Documents for Reference
1 — Resolutions of the Shareholders’ Meeting signed and confirmed by the directors in attendance and the minutes secretary, and sealed with the Board’s official seal;
2 , Legal Opinion;
3 Other documents required by the Shenzhen Stock Exchange.
Board of Directors of Dalian Refrigeration Co., Ltd.
2017 Year 12 The 29th of the month