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Iceberg Cold & Heat Technology Co., Ltd.

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5. Proposal Regarding the Company’s Execution of the “Share Transfer Agreement Subject to Conditions”

2022 Document No. 5 of the Second Extraordinary General Meeting of the Year

Proposal Regarding the Company’s Execution of the Equity Transfer Agreement Subject to Conditions precedent

Dear Shareholders:

To clearly define the rights and obligations of the Company, Sanyo Electric, Panasonic China, and Panasonic Cold Chain in connection with this transaction, the Company intends to enter into a Conditional Share Transfer Agreement with Sanyo Electric, Panasonic China, and Panasonic Cold Chain. The Conditional Share Transfer Agreement sets forth provisions regarding the target assets, the basis for pricing and the transaction price, the method of payment, the preconditions to the completion of this transaction, the delivery of the target assets, transitional arrangements, the handling of claims and liabilities and personnel matters, as well as liability for breach of contract, among other matters.

Please review the above report.

2022 November 1st, Year