Stock Code: 000530, 200530 Notice No: 2017-043
Short Form of the Stock: Daleng Gufen; Daleng B
Dalian Refrigeration Co., Ltd.
Resolution of 16th Meeting of 7th Session of the Board
Dalian Refrigeration Co., Ltd. (the “Company”) and its whole members of Board of
Directors ensure that the public notice is real, accurate and complete, and there are
no any important omissions, fictitious statements or serious misleading carried in this
notice.
I. Calling of the Board Meeting
1. The Notice on holding of the Board Meeting was served by written form on 17
October 2017.
2. The Board Meeting held by communication vote dated 24 October 2017.
3. Nine Directors should present for voting and all of them are present actually.
4. The Meeting was regarded as abiding the relevant laws, administrative regulation,
department rules, normative documents as well as the Article of Association.
II. Deliberation of the Board Meeting
1. Quarterly report of the Company for the 3rd quarter of 2017.
With 9 votes for, 0 vote against and 0 vote as abstention.
2. The proposal on the Company’s satisfying of the conditions to issue exchangeable
corporate bonds privately;
With 9 votes for, 0 vote against and 0 vote as abstention.
3. The proposal on the plan to issue exchangeable corporate bonds privately (voted
separately);
(1) Category of bonds issued
(2) Way of issuing and amount to be issued
(3) Face value and issuing price
(4) The subscribers
(5) Term of bonds
(6) Coupon rate and way of repaying capital and interest
(7) Initial convertible price
(8) Guarantee measures
(9) Usage of proceed
(10) Special bank account for proceed
(11) Debt service guarantee mechanism
(12) Way of listing and transferring
(13) Other matters
(14) Effective period of the resolution
With 9 votes for, 0 vote against and 0 vote as abstention.
4. The proposal on requesting the Shareholders’ General Meeting to authorize the
Board and Board authorized person with full responsibility and power on the practical
issues related to the private issuing of exchangeable corporate bonds.
With 9 votes for, 0 vote against and 0 vote as abstention.
5. Issues relevant to the 2nd Extraordinary Shareholders’ General Meeting for 2017.
With 9 votes for, 0 vote against and 0 vote as abstention.
Among the above resolutions, resolution 2, 3, and 4 shall be submitted to the 2nd
Extraordinary Shareholders’ General Meeting for 2017 for review and approval.
III. Documents available for reference
1. Proposal of the Meeting with signature of attended directors and seal of the Board.
2. Opinions from independent directors.
Board of Directors of Dalian Refrigeration Co., Ltd
25 October 2017