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


Report Appendix to the Articles of Association – Comparative Table of Provisions Before and After the Amendment of the Articles of Association

Comparison Table of Articles Before and After the Amendment to the Company Charter
 
 
Before revision
After revision
Article 1.8 External Guarantees
The Company shall not provide guarantees for its controlling shareholder, other related parties in which the Company holds less than 50% of the equity, or any unincorporated entities or individuals.
The Company shall not provide any guarantee for any unincorporated entity or individual. The Company’s provision of guarantees for its shareholders, ultimate controllers, and their affiliates shall be subject to approval by the General Meeting of Shareholders.
Article 4.2 Shareholder Rights
The common shareholders of the company shall be entitled to the following rights:
1. To receive the dividends, bonuses, and other forms of profit distributions to which they are entitled in accordance with their shareholdings;
2. Attend the shareholders’ meeting in person or by appointing an agent, and exercise voting rights in accordance with the shareholding proportion held;
3. Transfer, donate, or pledge the shares held in accordance with laws, administrative regulations, and the company’s articles of association;
4. To supervise the company’s business operations and to submit recommendations and inquiries;
5. Upon the termination or liquidation of the Company, such person shall be entitled to participate in the distribution of the Company’s remaining assets in proportion to the shares held by it;
6. Have the right to bring an action before a court of competent jurisdiction against any resolution passed by the shareholders’ meeting or the board of directors that violates applicable Chinese laws and regulations or infringes upon the lawful rights and interests of shareholders, seeking an injunction to halt such unlawful conduct or infringement;
7. Other rights as provided by laws, regulations, and these Articles of Association.
The common shareholders of the company shall be entitled to the following rights:
1. To receive dividends and other forms of profit distribution in proportion to the shares held;
2.   To request, convene, preside over, attend, or appoint a shareholder proxy to attend the shareholders’ meeting in accordance with the law, and to exercise the corresponding voting rights. ;
3. To supervise the company’s operations and to submit recommendations or raise inquiries;
4. Transfer, donate, or pledge the shares held in accordance with laws, administrative regulations, and the company’s articles of association;
5.   Examine the company’s articles of association, register of shareholders, minutes of shareholders’ meetings, resolutions of the board of directors’ meetings, resolutions of the supervisory board’s meetings, and financial accounting reports. ;
6. Upon the termination or liquidation of the Company, each shareholder shall be entitled to participate in the distribution of the Company’s remaining assets in proportion to the shares it holds;
7.   Shareholders who object to the resolutions on corporate merger or division adopted by the shareholders’ meeting may request the company to acquire their shares. ;
8. Other rights stipulated by laws, administrative regulations, departmental rules, or the company’s articles of association.
Article 5.2 Annual and Extraordinary Meetings
Shareholders’ meetings are divided into annual general meetings and extraordinary general meetings. The shareholders’ meeting shall be held in person at a designated venue. Where, in accordance with applicable regulations, online participation is required, the Company shall promptly provide such online access.
Shareholders’ meetings are divided into annual general meetings and extraordinary general meetings. The shareholders’ meeting shall be held in person at a designated venue. The Company will also provide online access to facilitate shareholders’ attendance at the General Meeting.
Article 5.6 Convening of the Shareholders’ Meeting
 
The notice of the shareholders’ meeting shall clearly specify the time and procedures for voting via the online platform. The commencement of online voting shall be no earlier than 3:00 p.m. on the day preceding the in-person shareholders’ meeting and no later than 9:30 a.m. on the day of the in-person meeting; the conclusion of online voting shall be no earlier than 3:00 p.m. on the day following the conclusion of the in-person meeting.
Article 5.12 Voting Procedures
 
When the shareholders’ meeting deliberates on material matters that affect the interests of small and medium-sized investors, votes cast by such investors shall be tallied separately. The results of the separate tally shall be promptly disclosed to the public.
Article 5.14 Voting on Ordinary Resolutions
5. Other matters, except those that, pursuant to laws, administrative regulations, or the company’s articles of association, must be approved by a special resolution.
5.   Annual Report of the Company ;
6. Other matters, except those that, pursuant to laws, administrative regulations, or the company’s articles of association, must be approved by a special resolution.
Article 5.18 Conditions for Motions
The Board of Directors shall act in the best interests of the Company and its shareholders in reviewing whether shareholder proposals comply with the conditions set forth in the preceding paragraph. Any proposal that meets such conditions and is delivered to the Board at least ten days prior to the publication of the notice convening the General Meeting shall be included on the agenda of the General Meeting and the relevant item shall be specified in the notice. If a proposal meets the conditions but is delivered to the Board less than ten days before the publication of the notice yet no later than ten days before the date of the Annual General Meeting, it shall be treated as an ad hoc supplementary proposal and included on the agenda of the Annual General Meeting. Any proposal that meets the conditions but is not delivered to the Board within the aforementioned time limits shall be included on the agenda of the next General Meeting.
Shareholders who, individually or collectively, hold more than 3% of the company’s shares may submit a written notice of a proposed extraordinary motion to the convener no later than ten days before the shareholders’ meeting. The convener shall, within two days of receipt of such notice, issue a supplementary notice of the shareholders’ meeting and publicly disclose the content of the proposed extraordinary motion.
Article 6.4 Nominees for Director
Nominees for directorship may be proposed individually or jointly by the company’s shareholders; in the election for a new board of directors, candidates nominated by the incumbent board of directors may also be considered as directorial nominees.
Nominations for director candidates shall be made by shareholders of the company, either individually or jointly; at the time of the board’s election for a new term, it shall be The Previous Board of Directors Nominated candidates may also serve as director nominees.
Article 6.7 Temporary Meeting
A special meeting of the Board of Directors may, provided that directors are afforded sufficient opportunity to express their views, be conducted by facsimile and resolutions may be adopted thereat, with such resolutions being signed by the directors in attendance.
The ad hoc meeting of the Board of Directors, while ensuring that directors have ample opportunity to express their views, may use Communication-based voting method To be deliberated and resolved, and signed by the directors in attendance.
Article 16.7 Entry into Force
1. These Articles of Association have been approved by a vote of the Company’s Shareholders’ Meeting;
2. The Company has filed the amendment to these Articles of Association with the Dalian Municipal Administration for Industry and Commerce.
These Articles of Association shall come into effect upon approval by the Company’s General Meeting of Shareholders.
 

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