Iceberg Cold & Heat Technology Co., Ltd.
Iceberg Cold & Heat Technology Co., Ltd.
Iceberg Cold & Heat Technology Co., Ltd.
Iceberg Cold & Heat Technology Co., Ltd.

Iceberg Hot and Cold

Harmonious Iceberg, Soaring Dreams


Announcement of Resolutions Adopted at the First Meeting of the Ninth Board of Directors

Securities Code: 000530 ; 200530 Security Abbreviation: Bingshan Cold & Heat; Bingshan B Announcement No.: 2022-004

 

Iceberg Cold & Heat Technology Co., Ltd.

Announcement of Resolutions Adopted at the First Meeting of the Ninth Board of Directors

 

    The Company and all members of the Board of Directors hereby warrant that the information disclosed is true, accurate, and complete, and that there are no false records, misleading statements, or material omissions.

 

I. Status of Board Meetings

1. Notice of this Board of Directors meeting was served in writing on January 4, 2022.

2. This board meeting was held on January 12, 2022, in the Company’s third-floor conference room, with voting conducted on-site.

3. The number of directors required to vote is 9, and the number of directors who actually voted is 9.

4. This board meeting was chaired by Mr. Ji Zhijian.

5. The convening of this board meeting complies with the provisions of applicable laws, administrative regulations, departmental rules, normative documents, and the Company’s Articles of Association.

II. Review of the Board Meeting

1. Elect the Chairman and Vice Chairmen of the Company

(1) Elect Ji Zhijian as the Chairman of the Company.

Approval: 9 votes; Opposition: 0 votes; Abstention: 0 votes.

(2) Elect Yin Xide as the company’s Vice Chairman.

Approval: 9 votes; Opposition: 0 votes; Abstention: 0 votes.

2. Election of Members of the Audit Committee of the Company’s Board of Directors

The election of Ji Zhijian, Fan Wen, Zhai Yunling (Independent Director), Liu Yuanyuan (Independent Director), and Yao Hong (Independent Director) as members of the Company’s Board Audit Committee is hereby approved, with Liu Yuanyuan designated as the Chair of the Audit Committee.

Approval: 9 votes; Opposition: 0 votes; Abstention: 0 votes.

3. Election of Members of the Compensation and Assessment Committee of the Company’s Board of Directors

The election of Ji Zhijian, Yin Xide, Zhai Yunling (Independent Director), Liu Yuanyuan (Independent Director), and Yao Hong (Independent Director) as members of the Company’s Board Compensation and Assessment Committee is hereby approved, with Liu Yuanyuan designated as the Chair of the Compensation and Assessment Committee.

Approval: 9 votes; Opposition: 0 votes; Abstention: 0 votes.

4. Appoint the Company’s General Manager

Appoint Yin Xide as the Company’s General Manager.

Approval: 9 votes; Opposition: 0 votes; Abstention: 0 votes.

5. Appointment of the Company’s Deputy General Manager and Chief Financial Officer

(1) Appoint Lu Jun as Deputy General Manager of the Company.

Approval: 9 votes; Opposition: 0 votes; Abstention: 0 votes.

(2) Appoint Yang Fuhua as Deputy General Manager of the Company.

Approval: 9 votes; Opposition: 0 votes; Abstention: 0 votes.

(3) Appoint Wang Jinxiu as the Company’s Chief Financial Officer.

Approval: 9 votes; Opposition: 0 votes; Abstention: 0 votes.

6. Appointment of the Company’s Board Secretary

Appoint Song Wenbao as the Company’s Board Secretary.

Approval: 9 votes; Opposition: 0 votes; Abstention: 0 votes.

7. Appointment of the Company’s Securities Affairs Representative

Du Yu is hereby appointed as the Company’s Securities Affairs Representative.

Approval: 9 votes; Opposition: 0 votes; Abstention: 0 votes.

The terms of office for the aforementioned appointed personnel shall be concurrent with the term of the Company’s Ninth Board of Directors.

The company’s independent directors have approved the appointment of the aforementioned individuals.

III. Supporting Documents for Review

1. A resolution of the Board of Directors signed by the directors in attendance and sealed with the Board’s official seal.

2. Opinion of the Independent Directors.

Board of Directors of Iceberg Cold & Heat Technology Co., Ltd.

January 13, 2022

 

Attachment: Resumes of Relevant Personnel

1. Lu Jun, male, born in 1965, graduated from Jilin Institute of Technology with a postgraduate degree, and holds the title of Senior Engineer. From May 1992 to April 1997, he successively served as a designer and Deputy Director of the company’s Design Department. From May 1997 to June 2015, he held the position of General Manager of Dalian Bingshan Air-Conditioning Equipment Co., Ltd. From July 2015 to December 2018, he served as Deputy General Manager of Dalian Bingshan Group Engineering Co., Ltd. Since January 2018, he has been serving as Assistant to the General Manager and Head of the Business Management Division.

As of the date of this announcement, Mr. Lu Jun holds 2,500 A-shares of the Company. He is not subject to any disqualifications for nomination as a senior manager and meets the eligibility requirements stipulated by laws, regulations, and relevant rules; he has no affiliations with shareholders holding more than 5% of the Company’s shares, nor with other directors, supervisors, or senior managers of the Company; he has never been penalized by the China Securities Regulatory Commission or other competent authorities, nor subjected to disciplinary sanctions by the stock exchange; he has not been placed under investigation by judicial authorities on suspicion of criminal activity, nor subjected to an investigation by the China Securities Regulatory Commission on suspicion of violations of laws or regulations; and he is not a discredited person subject to enforcement.

2. Yang Fuhua, male, born in 1971, graduated from Xi’an Jiaotong University, and holds the title of Senior Engineer. From July 1993 to September 2017, he successively served as an engineer, deputy head, and head of the Company’s Complete Sets Design Department. From October 2017 to March 2019, he held the position of Deputy General Manager at Dalian Bingshan Group Engineering Co., Ltd. Since June 2021, he has served as Chief Engineer of the Company’s Sales Headquarters and Deputy Head of the R&D Headquarters.

As of the date of this announcement, Mr. Yang Fuhua does not hold any shares in the Company. He is not subject to any disqualifications from being nominated as a senior management officer and meets the eligibility requirements stipulated by applicable laws, regulations, and relevant rules; he has no affiliations with shareholders holding more than 5% of the Company’s shares, nor with other directors, supervisors, or senior management personnel of the Company; he has never been penalized by the China Securities Regulatory Commission or other competent authorities, nor subjected to disciplinary sanctions by the stock exchange; he has not been placed under investigation by judicial authorities on suspicion of criminal activity, nor subjected to an investigation by the China Securities Regulatory Commission for suspected violations of laws or regulations; and he is not a discredited person subject to enforcement.

3. Wang Jinxiu, female, born in 1970, graduated from Northeastern University of Finance and Economics, and holds the title of Senior Accountant. She has previously served as Cost Accountant in the Company’s Finance Department and as Head of the Finance Department at Dalian Bingshan Air-Conditioning Equipment Co., Ltd. Since May 2020, she has held the position of Head of the Company’s Financial Management Department. Since May 2021, she has served as the Company’s Chief Financial Officer.

As of the date of this announcement, Ms. Wang Jinxiu holds 5,000 A-shares of the Company. She is not subject to any disqualifications for nomination as a senior management officer and meets the eligibility requirements stipulated by laws, regulations, and relevant rules; she has no affiliations with shareholders holding more than 5% of the Company’s shares, nor with other directors, supervisors, or senior management personnel of the Company; she has never been penalized by the China Securities Regulatory Commission or other competent authorities, nor subjected to disciplinary sanctions by the stock exchange; she has not been placed under investigation by judicial authorities on suspicion of criminal activity, nor subjected to an investigation by the China Securities Regulatory Commission on suspicion of violations of laws or regulations; and she is not a person who has been listed as a discredited judgment debtor.

4. Du Yu, female, born in 1989, holds a Master of Laws degree from Northeastern University of Finance and Economics. She has been employed by the Company since September 2014, where she is solely responsible for information disclosure. Since July 2016, she has served as the Company’s Securities Affairs Representative.

As of the date of this announcement, Ms. Du Yu holds 21,420 A-shares of the Company; she has not been subject to any penalties imposed by the China Securities Regulatory Commission or other relevant authorities, nor to any disciplinary actions by the stock exchange; she has not been placed under investigation by judicial authorities on suspicion of criminal activity, nor has she been subject to an investigation by the China Securities Regulatory Commission for alleged violations of laws or regulations; and she is not a discredited person subject to enforcement.

5. Detailed resumes of other personnel can be found in the company’s board resolution announcement published in the China Securities Journal and the Hong Kong Commercial Daily on December 24, 2021.

 

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