Stock Name: Wazhou B Stock Code: 200706 No.: 2015-38 Announcemen of Wafangdian BearingCompany Limited
2015 1st ExtraordinaryShareholders’ 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.
The 7th meeting of 6th Board of Directors of Wafangdian Bearing Company Limited decided to hold the 2015 1st extraordinaryshareholders’ meeting at 16 September, 2015, relevant events of the Meeting announce as follow:
I. Calling of the meeting:
1. The period of board session: The 2015 1st extraordinaryshareholders’ 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, 16 September, 2015
(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. dated 16 September, 2015; any time from 3:00 p.m. 15 September, 2015 to 3:00 p.m. 16 September, 2015 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 11 September, 2015. 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: 11 September, 2015
II. Items consider and approve in the Meeting
1. The proposal of adjusting the members of the board of director.
1.1 The proposal of voting Mr. Sun Maolin as the director.
1.2 The proposal of voting Mr. Zhang Xinghai as the director.
1.3 The proposal of voting Mr. Tang Yurong as the director.
The bill shall adopt the cumulative voting system.
2. The proposal of voting the supervisor.
Stock Name: Wazhou B Stock Code: 200706 No.: 2015-38 3. The proposal of adding to daily related transactions.
More details of the proposal please found in the Resolution of the 7th meeting of 6th Board of Directors, Announcement about the excess ratify of part of daily related party of 2015 and annex limit for the second half year of 2015 and Resolution of the 7th meeting of 6th Supervisor Session published on Securities Times, Hong Kong Commercial Daily and Juchao Website dated 27 August, 2015 respectively.
III. Register method for on-site meeting:
1. Registration: 9:30-11:30 am, 13:00-16:30 pm 15 September, 2015
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 15 September, 2015
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 16 September, 2015;
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; 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. RMB 1.01 represent proposal 1.1 ,RMB 1.02 represent proposal1.2，RMB 1.03 represent proposal 1.3, RMB 2.00 represent proposal 2, RMB 3.00 represent proposal 3 Details are as:
|||||||
|-|-|-|-|-|-|
||||||Entrustment|
||Serial||Proposals|||
||||||price|
|Total proposal||total bill except bill of cumulative voting bill||100||
|proposal 1||The proposal of adjusting the members of the board of director.||CumulativeVoting system||
|proposal 1.1||The proposal of voting Mr. Sun Maolin as the director||1.01||
|proposal 1.2||The proposal of voting Mr. Zahng Xinghai as the director||1.02||
|proposal 1.3||The proposal of voting Mr. Tang Yurong as the director||1.03||
|proposal 2||The proposal of voting the supervisor||2.00||
|proposal 3||The proposal of adding to daily related transactions||3.00||

(3) To input voting result or volume under the item of “entrust volume”. “1 share” for voting for, “2 share” for
Stock Name: Wazhou B Stock Code: 200706 No.: 2015-38 voting against and “3 share” for abstention
Table-look-up for voting result
|||||
|-|-|-|-|
||Type of results||Entrust volume|
|For||1share||
|Against||2 share||
|Abstention||3 share||

(4) 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;
(6) The votes not accord with the rule is invalid, and were regarded as not voting.
(II) Voting via internet poll system
1. The voting via internet poll system will start at 3:00 pm 15 September, 2015, and close at 3:00 pm 16 September, 2015.
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 “First extraordinaryshareholders’ general meeting 2015 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
(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
Stock Name: Wazhou B Stock Code: 200706 No.: 2015-38 effective vote shall prevail.
2. One declaration for one proposal, the first declaration shall prevail if declare for more than once;
3. If one vote passes the trading system and on-line polling at the same time, the first vote shall prevail. 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. The Resolution of the 7th meeting of 6th Board of Directors of Wafangdian Bearing Company Limited; 2. Other documents required by SZSE
VII. Power of attorney
The company (I) hereby authorized Mr./Ms. to attended the 1st extraordinaryshareholders’ general meeting 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|
|proposal1|The proposal of adjusting the members of the board ofdirector.|Cumulative Voting（votes）|||
|proposal1.1|The proposal of voting Mr.Sun Maolin as the director||||
|proposal1.2|The proposal of voting Mr.Zhang Xinghai as the director||||
|proposal1.3|The proposal of voting Mr. Tang Yurong as the director||||
|proposal2|The proposal of voting the supervisor||||
|proposal3|The proposal of adding to daily related transactions||||

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
26 July, 2015