News Center
Enterprises are public instruments of society.
News Center
Notice Regarding the Lifting of Share Lock-up Restrictions on Shares Subject to Sale Restrictions
Important Note:
● The number of restricted shares eligible for trading on the market in this offering is 30,278,000 shares.
● The date on which the restricted shares subject to sale restrictions will be eligible for trading on the market is January 9, 2007.
I. Overview of the Share Structure Reform Plan
1. Key Points of the Share Structure Reform Plan
Under the implementation of this share structure reform plan, each holder of tradable A shares of the Company registered on the record date will receive 3.0 shares issued by Dalian Bingshan Group Co., Ltd. for every 10 tradable A shares held.
With the exception of Dalian Bingshan Group Co., Ltd., all other non-tradable shareholders of the Company are institutional investors that subscribed for shares through a public offering; such institutional shareholders shall not provide any consideration to the Company’s tradable A-shareholders, nor shall they be entitled to the consideration arrangement provided by Dalian Bingshan Group Co., Ltd.
2. The date of the relevant shareholders’ meeting for the share structure reform plan
On December 29, 2005, the company’s relevant shareholders’ meeting approved the share structure reform plan.
3. Date of Implementation of the Share Structure Reform Plan
January 9, 2006.
II. Commitments and Fulfillment Status Regarding the Listing and Trading of Tradable Shares Subject to Sale Restrictions under the Share Structure Reform Plan
Dalian Bingshan Group Co., Ltd. hereby makes the following special commitment: the state-owned shares of Dalian Cold Storage Co., Ltd. held by it shall not be listed for trading or transferred within twelve months from the date on which such shares obtain the right to be listed and traded on the A-share market; and, upon expiration of the aforementioned commitment period, such shares shall not be listed for trading within a further forty-eight months.
In addition, Dalian Bingshan Group Co., Ltd. expressly undertakes to propose at the annual general meetings for the years 2005–2007 a dividend distribution resolution stipulating that the annual dividend shall be no less than 50% of Daling Shares’ distributable profits for the respective year, and to vote in favor of such resolution at the relevant general meetings; furthermore, upon completion of this share structure reform, the company will authorize the board of directors of Daling Shares to promptly formulate and implement, in accordance with applicable national policies and regulations, an equity-based incentive and restraint mechanism for management.
Dalian Bingshan Group Co., Ltd. has strictly fulfilled the aforementioned commitments.
III. Arrangements for the Listing and Circulation of Restricted Shares This Time
1. The restricted shares eligible for trading on the market will be permitted to trade starting January 9, 2007.
2. This issuance of tradable restricted shares involves 27 shareholders subject to sale restrictions, with a total of 30,278,000 shares becoming eligible for trading on the market, representing 8.65% of the company’s total outstanding shares.
3. The detailed breakdown of the shares subject to sale restrictions that are now eligible for trading on the market is as follows (unit: shares):
|
Serial Number
|
Shareholder Name
|
Number of tradable shares subject to sale restrictions
|
This IPO
Quantity
|
Remaining Restricted Shares
Quantity |
|
1
|
Dalian Bingshan Group Co., Ltd. |
76,855,683
|
0
|
76,855,683
|
|
2
|
Jilin Province Jiuzhou Development Company |
3,150,000
|
3,150,000
|
0
|
|
3
|
Taiyuan Zhaohé Investment and Development Company |
3,150,000
|
3,150,000
|
0
|
|
4
|
Shenyin & Wanguo Securities Co., Ltd. |
2,837,000
|
2,837,000
|
0
|
|
5
|
Dalian Huaxin Trust & Investment Co., Ltd. |
1,795,000
|
1,795,000
|
0
|
|
6
|
Dalian Thermal Power Group Co., Ltd. |
1,750,000
|
1,750,000
|
0
|
|
7
|
Dalian Rubber and Plastics Machinery Factory |
1,653,750
|
1,653,750
|
0
|
|
8
|
Dalian Marine Diesel Engine Factory |
1,622,250
|
1,622,250
|
0
|
|
9
|
Dalian Industrial Development Investment Company |
1,622,250
|
1,622,250
|
0
|
|
10
|
Huaxia Securities Co., Ltd. |
1,575,000
|
1,575,000
|
0
|
|
11
|
Harbin City Actually Has an Economic and Trade Development Company |
1,575,000
|
1,575,000
|
0
|
|
12
|
Tongren Huasu Co., Ltd. |
1,575,000
|
1,575,000
|
0
|
|
13
|
Dalian Yida Headquarters |
1,575,000
|
1,575,000
|
0
|
|
14
|
Dalian Fengyuan Shengshi Electronic Commerce Co., Ltd. |
1,188,750
|
1,188,750
|
0
|
|
15
|
Industrial and Commercial Bank of China Limited, Dalian Branch |
833,250
|
833,250
|
0
|
|
16
|
Dalian Marine Fisheries Group Co., Ltd. of Liaoning Province |
787,500
|
787,500
|
0
|
|
17
|
Liaoning Mike Group Co., Ltd. |
614,250
|
614,250
|
0
|
|
18
|
Beijing Zhongdian Tianda Trading Company |
551,250
|
551,250
|
0
|
|
19
|
Dalian Lüshun Dalongtang Industrial General Corporation |
550,000
|
550,000
|
0
|
|
20
|
Dalian National Safety Valve Co., Ltd. |
472,500
|
472,500
|
0
|
|
21
|
Dalian Bingshan Group Refrigeration Equipment Co., Ltd. |
450,000
|
450,000
|
0
|
|
22
|
Dalian Kehui Optoelectronic Technology Co., Ltd. |
315,000
|
315,000
|
0
|
|
23
|
Zibo Traction Motor Group Co., Ltd. |
236,250
|
236,250
|
0
|
|
24
|
Dalian Zhongli Industrial Company |
One hundred fifty thousand
|
One hundred fifty thousand
|
0
|
|
25
|
Harbin Lianleng Refrigeration Equipment Sales Co., Ltd. |
78,750
|
78,750
|
0
|
|
26
|
Dalian International Economic and Technical Cooperation Group Co., Ltd. of China |
Sixty-four thousand five hundred
|
Sixty-four thousand five hundred
|
0
|
|
27
|
Liaoning Enterprise Federation Industrial Corporation |
58,500
|
58,500
|
0
|
|
28
|
Hunan Yiyang Regional Finance Trust and Investment Company |
47,250
|
47,250
|
0
|
|
Total
|
107,133,683
|
30,278,000
|
76,855,683
|
|
In the table above, the shares held by the following shareholders remain frozen after the lifting of share sale restrictions:
|
Serial Number
|
Shareholder Name
|
Number of frozen shares
|
Freeze Type
|
| 1 | Jilin Province Jiuzhou Development Company |
3,150,000
|
Judiciary
|
| 2 | Huaxia Securities Co., Ltd. |
1,575,000
|
Judiciary
|
| 3 | Harbin City Actually Has an Economic and Trade Development Company |
1,575,000
|
Judiciary
|
| 4 | Tongren Huasu Co., Ltd. |
1,575,000
|
Pledge, Judicial
|
| 5 | Dalian National Safety Valve Co., Ltd. |
472,500
|
Pledge
|
| 6 | Dalian Kehui Optoelectronic Technology Co., Ltd. |
Two hundred thousand
|
Judiciary
|
|
Total
|
8,547,500
|
||
IV. Statement of Changes in Share Structure Before and After the Listing and Circulation of Shares Subject to Sale Restrictions
|
Share Class
|
This issuance of tradable shares subject to sale restrictions
Before listing and trading
|
Increase or decrease change
Quantity
(share)
|
This issuance of tradable shares subject to sale restrictions
After being listed and traded
|
||
|
Quantity (shares)
|
Proportion
|
Quantity (shares)
|
Proportion
|
||
| I. Tradable Shares Subject to Sale Restrictions |
107,270,247
|
30.65%
|
-30,278,000 |
76,992,247
|
22.00%
|
| 1. Tradable shares with restricted sale conditions resulting from the share structure reform |
107,133,683
|
30.61%
|
-30,278,000 |
76,855,683
|
21.96%
|
| (1) State-owned shares and shares held by state-owned legal entities |
76,855,683
|
21.96%
|
76,855,683
|
21.96%
|
|
| (2) Shareholding by general domestic legal entities |
30,278,000
|
8.65%
|
-30,278,000
|
||
| 2. Executive Shares |
One hundred thirty-six thousand five hundred sixty-four
|
0.04%
|
One hundred thirty-six thousand five hundred sixty-four
|
0.04%
|
|
| II. Shares Traded Without Sale Restrictions |
242,744,728
|
69.35%
|
+30,278,000 |
273,022,728
|
78.00%
|
| 1. Renminbi common stock |
127,744,728
|
36.50%
|
+30,278,000 |
158,022,728
|
45.15%
|
| 2. Foreign-invested shares listed domestically |
115,000,000
|
32.86%
|
115,000,000
|
32.86%
|
|
| III. Total Number of Shares |
350,014,975
|
100%
|
350,014,975
|
100%
|
|
V. Conclusive Opinion in the Sponsor Institution’s Verification Report
Upon careful review, Guotai Junan Securities Co., Ltd. has issued the following conclusive opinion regarding the application for the listing and trading of the restricted circulating shares held by the holders of such shares:
“As of the date of issuance of this verification report, all holders of tradable shares with sale restrictions at Daling Shares have fulfilled the commitments they made during the company’s share structure reform. The listing and circulation of these restricted shares will not affect the fulfillment of other share reform commitments. Following the listing and circulation of a portion of the restricted shares, the remaining restricted shares will continue to be subject to the sale restriction arrangements in accordance with applicable laws, regulations, and the relevant commitments. The listing and circulation of these restricted shares by Daling Shares is in compliance with the pertinent laws, regulations, rules, and the relevant provisions of the Shenzhen Stock Exchange; no substantial obstacles exist to such listing and circulation; and our sponsor institution hereby consents to the listing and circulation of these restricted shares.”
VI. Other Matters
1. There is no situation in which any holder of the Company’s restricted circulating shares has advanced consideration on behalf of another.
2. The holders of the Company’s tradable shares subject to sale restrictions do not engage in any non-operational appropriation of the Company’s funds, and the Company does not provide any unauthorized guarantees for them.
VII. Supporting Documents for Review
1. Application Form for Lifting Share Sale Restrictions
2. Verification Opinion of the Sponsor Institution on the Removal of Sale Restrictions
Hereby announced.
Board of Directors of Dalian Refrigeration Co., Ltd.
January 6, 2007
这里是标题一h1占位文字
Message Board
Group dynamics
Contact us
Dalian Bingshan Group Co., Ltd.
Address: No. 106, Liaohe East Road, Dalian Economic & Technological Development Zone
Phone:
0411-87968888 (Main Line)
0411-87968930, 8931 (Sales)
0411-87968000 (After-Sales Service)
400-0411-380 (Customer Service Hotline)
Copyright © 2026 Bingshan Cold & Heat Technology Co., Ltd.
