Stock Name:* ST Wazhou B Stock Code: 200706 No.: 2016-19 Suggestive Announcement for Network polling Wafangdian Bearing Co., Ltd. 2015 AnnualShareholders’ Meeting
The Company and whole members of the Board hereby ensure that the Notice is factual, accurate and complete without any false record, misleading statements or important omissions.
Announcement of Wafangdian Bearing Company Limited 2015 annualShareholders’ Meeting had been discoursed on April 26,2016 at Securities Times, Hong Kong Commercial Newspaper and http://www.cninfo.com.cn.This meeting adopt the way of On-site meeting and Internet polling. Relevant events of the Meeting will announce as follow again:
I. Basic information of holding the meeting:
1. The period of board session: The 2015 AnnualShareholders’ Meeting
2. Convener: Board of the Director of the Company
3. The meeting is in line with the relevant laws and administrative regulations, departmental rules and regulations, regulatory documents and relevant provisions of "Articles of Association".
4. Date of meeting:
(1) On-site meeting: 14:30, 18th May, 2016.
(2) Internet polling: the poll through network via trading system of Shenzhen Stock Exchange will be at9:30—11:30 a.m. and 1:00-3:00 p.m. in 18th May, 2016; any time from 3:00 p.m. 17th May, 2016 to 3:00 p.m. 18th May, 2016 will available for polling through internet poll system of Shenzhen Stock Exchange.
5. Way of meeting: on-site votes plus network polling
(1) On-site vote: shareholders attend the Meeting in person or authorized other person to present through power of attorney.
(2) Network polling: the Company will provide a voting as an internet form to whole shareholders through the trading system and internet poll system (http://wltp.cninfo.com.cn) of Shenzhen Stock Exchange. Shareholders should participate in voting any time in the network polling.
According to Article of Association, whole shareholders registered on record date ofshareholders’ general meeting are entitled to participate in voting via relevant voting system. However, one of the polling ways between on-site voting and internet polling is available for the same share only. If repeat votes occurred in the same voting, the first voting result shall prevail.
6. Attendance
(1) All shareholders of the Company whose names appear on the register of the Shenzhen Branch of China Securities Depository and Clearing Corporation Limited while the close of trading at noon on 12th May, 2016. The above mentioned shareholders of the Company have the right to attend the Meeting, they can attend the Meeting through proxy by trust deed and shareholder of the Companywouldn’t be necessary as the proxy.
(2) Directors, supervisors and senior executives of the Company
(3) Attorney engaged by the Company
7. Venue
Conference room 309 of Wazhou Group, No.1, One section Bei Gong Ji Street, Wafangdian, Liaoning Province
8. Date of record: 12th May, 2016
II. Items consider and approve in the Meeting
I）The proposal in 2015 annual shareholder meeting include the items reviewed in the 2016 1st extraordinary board session of 2016,the 9th meeting of 6th board session and the 9th meeting of 6thsupervisor’s meeting which needed be submitted to the 2015 annual shareholder meeting, it is as follow:
Stock Name:* ST Wazhou B Stock Code: 200706 No.: 2016-19 1. 2015 annual report of the board of directors;
2. 2015 annual report of the board of supervisors;
3. 2015 annual Financial Final Reports (audited);
4. 2015 annual report and abstract;
5. 2015 annual profit distribution plan;
6. The proposal on daily debt restructuring;
7. The proposal on appoint and employ certified public accountants and the remuneration;
8. The production and operation plan of 2016 (including financial budget of 2016);
9. The proposal on above quota of daily related transaction of 2015 and the prediction of daily related transaction of 2016;
10. The proposal on overall stripping the automobile transfer case bearing
11. The proposal on the general electing of the directors of the board;
11.1 Electing Mr. Meng Wei as the director of the 7th board of director
11.2 Electing Mr. Zhang Xinghai as the director of the 7th board of director
11.3 Electing Mr. Li Shi as the director of the 7th board of director
11.4 Electing Mr. Chen Jiajun as the director of the 7th board of director
11.5 Electing Mr. Sun Maolinas the director of the 7th board of director
11.6 Electing Mrs. Sun Najuan as the director of the 7th board of director
11.7 Electing Mr. Tang Yurong as the director of the 7th board of director
11.8 Electing Mrs. Fang Bo as the director of the 7th board of director
12. The proposal on nominating the independent directors candidate;
12.1 Electing Mrs. Zhang Li as the independent director of the 7th board of direcotr
12.2 Electing Mr. Liu Yuping as the independent director of the 7th board of direcotr
12.3 Electing Mr. Wan Shouyi as the independent director of the 7th board of direcotr
12.4 Electing Mr. Wen Bo as the independent director of the 7th board of direcotr
The qualification and independence of the independent director candidates shall be reported to Shen Zhen Stock Exchange to record, the proposal can be reviewed if the verification is without objection.
13. The proposal on the general electing of the superviors of the board;
13.1 Electing Mr.Sun Shicheng as the 7th board of supervisor
13.2 Electing Mr.Li Xiumin as the 7th board of supervisor
13.3 Electing Mr.Wang Fuxing as the 7th board of supervisor
In line with the AOA, there are two staff representatives, they are Mr. Sun Yongsheng and Mrs. Wang Lin and they have obtained the approval of congress of workers and staff of company and entered the 6th Board of Supervisors directly.
The independent director will made work report inshareholder’s meeting
Stock Name:* ST Wazhou B Stock Code: 200706 No.: 2016-19II）Please found more details of the proposal 1 and proposal 10 in the Resolution Announcement of the board of directors of Wafangdian Bearing Company Limited published on Securities Times, Hong Kong Commercial Daily and http//www.cninfo.com.cn in 16th January2016< Wafangdian Bearing Company LimitedAnnouncement of Resolution of the 2016 1st Extraordinary Board Session> and< Wafangdian Bearing Company LimitedAffiliate Transaction Announcement of AssetsSale>;
Please found more details of proposal 2 to proposal 13 in<the Resolution Announcement
of he 7th Meeting of 6th directors of Wafangdian Bearing CompanyLimited>,< Wafangdian Bearing Company Limited Announcement of Resolution of the 9th Meeting of 6th Board of Supervisors>,< Announcement of debt reconstruction and related trade of Wafangdian Bearing Company Limited Wafangdian Bearing Company Limited Progress of Related Transaction of Assets Sale>,< Announcement about the excess ratify of implementation of daily related party transactions of 2015 and daily related transactions estimated of2016>published on Securities Times, Hong Kong Commercial Daily and http//www.cninfo.com.cn in 26 April2016；
III. Register method for on-site meeting:
1. Registration: 9:30-11:30 am, 13:00-16:30 pm 17 May 2016
2. Place: Conference room 309 of Office building of Wazhou Group
3. Register way:
(1) personal ID card accompanied by the shareholding certificates must be taken for individual shareholders; if attends the Meeting by proxy, the attendant must hold the ID copy of the client, power of attorney, shareholding certificates along withagent’s ID card for registration;
(2) if the legal representative attend the Meeting as corporate shares, copy of the business license, certificate of identity of the legal representative along with the shareholding certificates must be necessary; if attend the Meeting by proxy from legal representative, copy of the business license, certificate of identity of the legal representative, power of attorney, shareholding certificates along with ID of proxy must be necessary.
(3) Shareholders from different locations can register via fax, registration at 9:30-11:30 am, 13:00-16:30 pm 17 May 2016.
IV. Operational process of network polling
In theshareholders’ general meeting, shareholders can participate in voting through the trading system and internet polling system (http://wltp.cninfo.com.cn) of Shenzhen Stock Exchange. Relevant explanations are as follow:
(I) Vote via trading system of SZSE
1.Voting code: 360706
2. Voting abbreviation: “Wazhou voting”
3. Voting period: The trading system of SZSE at 9:30-11:30 am, 1:00-3:00 pm 18 May 2016;
4. On the voting date, the number showed on the “yesterday closing price of WBC voting “is the total number of the proposals.
5. Voting process:
(1) To input “Buy” instruction to begin voting
(2) To input the proposal serials under the item of “Entrustment price”. RMB 100 represents the total proposal, RMB 1.00 represent proposal 1, RMB 2.00 represent proposal 2, and by this analogy, every bill should be taken declaration by corresponding entrusted price respectively. We regard Shareholders voting for the "total bill" as the expression of the same opinion for the total bill except bill of cumulative voting bill. RMB11.01 represent the first candidate, RMB 11.02 represent the second candidate. Details are as:
||||||
|-|-|-|-|-|
|||||Entrustm|
||Serial|Proposals|||
|||||ent price|
|Total proposal|||100||

Stock Name:* ST Wazhou B Stock Code: 200706 No.: 2016-19
||||
|-|-|-|
|1|2015 annual report of the board of directors;|1.00|
|2|2015 annual report of the board if supervisors|2.00|
|3|2015 annual Financial Final Reports (audited)|3.00|
|4|2015 annual report and abstract|4.00|
|5|2015 annual profit distribution plan|5.00|
|6|The proposal on daily debt restructuring|6.00|
|7|The proposal on appoint and employ certified public accountants and theremuneration|7.00|
|8|The production and operation plan of 2016 (including financial budget of 2016)|8.00|
|9|The proposal on above quota of daily related transaction of 2015 and theprediction of daily related transaction of 2016|9.00|
|10|The proposal on overall stripping the automobile transfer case bearing||
|11|The proposal on the general electing of the directors of the board|CumulativeVoting system|
|11.1|Electing Mr. Meng Wei as the director of the 7th board of direcotr|11.01|
|11.2|Electing Mr. Zhang Xinghai as the director of the 7th board of direcotr|11.02|
|11.3|Electing Mr. Li Shi as the director of the 7th board of direcotr|11.03|
|11.4|Electing Mr. Chen Jiajun as the director of the 7th board of direcotr|11.04|
|11.5|Electing Mr. Sun Maolinas the director of the 7th board of direcotr|11.05|
|11.6|Electing Mrs. Sun Najuan as the director of the 7th board of direcotr|11.06|
|11.7|Electing Mr. Tang Yurong as the director of the 7th board of direcotr|11.07|
|11.8|Electing Mrs. Fang Bo as the director of the 7th board of direcotr|11.08|
|12|The proposal on nominating the independent directors candidate||
|12.1|Electing Mrs. Zhang Li as the independent director of the 7th board of direcotr|12.01|
|12.2|Electing Mr. Liu Yuping as the independent director of the 7th board of direcotr|12.02|
|12.3|Electing Mr. Wan Shouyi as the independent director of the 7th board of direcotr|12.03|
|12.4|Electing Mr. Wen Bo as the independent director of the 7th board of direcotr|12.04|
|13|The proposal on the general electing of the superviors of the board||
|13.1|Electing Mr.Sun Shicheng as the supervisor of 7th board of supervisor|13.01|
|13.2|Electing Mr.Li Xiumin as the supervisor of 7th board of supervisor|13.02|
|13.3|Electing Mr.Wang Fuxing as the supervisor of 7th board of supervisor|13.03|

 (3) To input voting result or volume under the item of “entrust volume”. For the bill of not adopting the cumulative voting system , “1 share” for voting for, “2 share” for voting against and “3 share” for abstention For the bill of not adopting the cumulative voting system, form the poll for candidate in the Table-look-up Table-look-up for the bill of not adopting the cumulative voting system
|||||
|-|-|-|-|
||Type of results||Entrust volume|
|For||1share||
|Against||2 share||
|Abstention||3 share||

Table-look-up for the bill of not adopting the cumulative voting system
|||||
|-|-|-|-|
||Electoral votes of voting for candidates||Entrust volume|
|Voting X1 for candidate A||X1 share||
|Voting X2 for candidate B||X2 share||

Stock Name:* ST Wazhou B Stock Code: 200706 No.: 2016-19 (4) In the case of reviewing multiple proposal in shareholders' general meeting, such as shareholders have the same opinions to all bill (not including the bill of cumulative voting), he can only vote for the "total bill", cumulative voting bill also need be voted separately.
If the shareholder vote for “general proposal” and for individual proposal at the same time via on-line polling system, the first effective voting shall prevail, namely, if the shareholder vote for general proposal after relevant proposal voting, the voting result for relevant proposal shall prevail, and other un-voted proposals will base on the result voting for general proposal; if vote for relevant proposal after voting for general proposal, the result voting for general proposal shall prevail.
(5) One declaration for one proposal only and can not be cancelled;
(II) Voting via internet poll system
1. The voting via internet poll system will start at 3:00 pm 17th May, 2016, and close at 3:00 pm 18th May, 2016
2. Process of identity verification obtained
According to the regulation of Business Implementation of Network Service Identity Verification for Investors of SZSE, shareholders may choose the digital certificate or service password for identity verification.
A) Application process of service password
Log in the “password service” on http://wltp.cninfo.com.cn; input information of “Name”, “Stock Account No.”, “ID No.”, ect, set up a 6-8 digit service password; the system will return a 4-digit active check code if apply successfully.
B) Activated the service password
Shareholders refer to the way of shares buying via internet system, and activate service password by “active check code”
||||
|-|-|-|
|Buying stock|Buying price|Buying volumes|
|369999|RMB 1.00|4-digit “active check code”|

The service password can be use after activated via the trading system. If the activation order delivers before 11:30 am, the code will be used at13:00 of the same day; and if the activation order delivers after 11:30 am, than the code will be used on next day. The service password is long-term effectiveness after activation and no need to activate again while participate in other on-line voting. Shareholders can report the loss of password while lost after activated, and re-apply after report the loss, the report lost way is similar as the activation method. Digital certificate should apply to Shenzhen Stock Information Company or agent certification organ entrust by Shenzhen Stock Information Company. Enquiry telephone: 0755-83239016
3. The shareholders can vote on-line via logging http://wltp.cninfo.com.cn with service password or digital certificate.
(1) Log in http://wltp.cninfo.com.cn, choose“Shareholders’ Meeting of 2015 Annual of Wafangdian Bearing Co., Ltd. voting” under the “list of general meeting for listed companies”;
(2) Click “Logging” after entering, choose “Login with password”, input “stock account” and “service password”; investors with digital certificate obtained can choose CA certificate for logging;
(3) Click “Voting” after entering, and practice according to the instruction from the net;
(4) Confirm and sent the voting result
(5) No voting results can be changed via internet polling system after vote by shareholders
4. The internet polling via on-line voting system is available any time from 3:00 pm 17th May, 2016 to 3:00 pm 18th May, 2016.
(III) Other attentions
1. The internet polling system will calculate the results according to theshareholders’ account, if there are
repeat votes via trading system of SZSE and on-line voting system from the same account, the result of first
effective vote shall prevail.
Stock Name:* ST Wazhou B Stock Code: 200706 No.: 2016-19 2. In the case of reviewing multiple proposal in shareholders' general meeting, a shareholder only vote to one or a few bill, the shareholder were regard as attending the shareholders' general meeting, and included in the calculation of the total number of shareholders to attend the shareholders meeting to attend; Regard the other bills not giving any opinions as abstained.
3. One declaration for one proposal, the first declaration shall prevail if declare for more than once;
4. The bill adopting the cumulative voting system, the shareholders shall use its own electoral votes (the number of shares multiply by the number of candidate) to vote, if the vote more than his own electoral votes, the vote to the bill is regarded as invalid.
5. If in need of query the voting results, click “Voting query” after logging the internet polling system (http://wltp.cninfo.com.cn) of SZSE after 6:00 pm at the voting day; or query in the business office of security company that entrusted by voting.
V. Others
(1) Contact way:
Address: Investment security department, No.1, One section Bei Gong Ji Street, Wafangdian, Liaoning Province
Person to contact: Ke Xin Zhuang Jinling
Telephone: 0411-39116731, 39116732
Fax: 0411-39116738
Post code: 116300
(2) Conference expenses: transportation and boarding expenses for attendance shall be paid by the
participants themselves
VI. Documents available for reference
1. Resolution of the 9th Meeting of 6th Board Session of Wafangdian Bearing Company Limited;
2. Wafangdian Bearing Company LimitedAnnouncement of Resolution of the 2016 1st Extraordinary Board Session
3. Other documents required by SZSE
VII. Power of attorney
The company (I) hereby authorized Mr./Ms. to attended theshareholders’ general meeting of 2015 of Wafangdian Bearing Company Limited with voting rights participated. The Attorney should fill by“√”, the form will be considered as abstained while blank or extra form-filling.
||||||
|-|-|-|-|-|
|Serial|Agenda|For|Against|abstention|
|1|2015 annual report of the board of directors;||||
|2|2015 annual report of the board if supervisors||||
|3|2015 annual Financial Final Reports (audited)||||
|4|2015 annual report and abstract||||
|5|2015 annual profit distribution plan||||
|6|The proposal on daily debt restructuring||||
|7|The proposal on appoint and employ certified public accountants and theremuneration||||
|8|The production and operation plan of 2016 (including financial budget of 2016)||||
|9|The proposal on above quota of daily related transaction of 2015 and theprediction of daily related transaction of 2016||||
|10|The proposal on overall stripping the automobile transfer case bearing||||
|11|The proposal on the general electing of the directors of the board|Cumulative voting(Unit: vote)|||
|11.1|Electing Mr. Meng Wei as the director of the 7th board of direcotr||||
|11.2|Electing Mr. Zhang Xinghai as the director of the 7th board of direcotr||||

Stock Name:* ST Wazhou B Stock Code: 200706 No.: 2016-19
|||
|-|-|
|11.3|Electing Mr. Li Shi as the director of the 7th board of direcotr|
|11.4|Electing Mr. Chen Jiajun as the director of the 7th board of direcotr|
|11.5|Electing Mr. Sun Maolinas the director of the 7th board of direcotr|
|11.6|Electing Mrs. Sun Najuan as the director of the 7th board of direcotr|
|11.7|Electing Mr. Tang Yurong as the director of the 7th board of direcotr|
|11.8|Electing Mrs. Fang Bo as the director of the 7th board of direcotr|
|12|The proposal on nominating the independent directors candidate|
|12.1|Electing Mrs. Zhang Li as the independent director of the 7th board of direcotr|
|12.2|Electing Mr. Liu Yuping as the independent director of the 7th board of direcotr|
|12.3|Electing Mr. Wan Shouyi as the independent director of the 7th board of direcotr|
|12.4|Electing Mr. Wen Bo as the independent director of the 7th board of direcotr|
|13|The proposal on the general electing of the superviors of the board|
|13.1|Electing Mr.Sun Shicheng as the supervisor of 7th board of supervisor|
|13.2|Electing Mr.Li Xiumin as the supervisor of 7th board of supervisor|
|13.3|Electing Mr.Wang Fuxing as the supervisor of 7th board of supervisor|

This power of attorney shall come into force from the date of issued and shall invalid while the above mentioned Meeting ends.
Consignor: ID No.: of consignor:
Volume of shares hold by consignor: Shareholder account of consignor:
Consignee: ID No.: of consignee:
Delegation date:
(Copies and prints of this Power of Attorney are valid)
Hereby notify
Board of director of
Wafangdian Bearing Company Limited
12 May, 2016