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3. Proposal Regarding the Transaction Constituting a Related-Party Transaction

2022 Document No. 3 of the Second Extraordinary General Meeting of the Year

Proposal Regarding the Transaction Constituting a Related-Party Transaction

Dear Shareholders:

The company intends to acquire a 60% equity interest in Panasonic Compressors by paying cash to Sanyo Electric; a 30% equity interest in Panasonic Refrigeration from Panasonic China; and a 25% equity interest in Panasonic Cold Chain from Panasonic Cold Chain.

Certain directors and supervisors of the Company and its controlling shareholder, Dalian Bingshan Group Co., Ltd., concurrently serve as directors of Panasonic China, which is an affiliated legal entity of the Company. Sanyo Electric holds 8.72% of the Company’s shares and is also an affiliated legal entity of the Company. In addition, several directors of the Company serve as directors of Panasonic Cold Chain, which is likewise an affiliated legal entity of the Company; therefore, this transaction constitutes a related-party transaction.

This transaction involves a related-party transaction, and the related shareholders will abstain from voting.

Please review the above report.

2022 November 1st, Year