Securities Code: 000530; 200530 Securities Abbreviation: Bingshan Cold & Heat; Bingshan B Announcement No.: 2024-028

Iceberg Cold & Heat Technology Co., Ltd.

Announcement of Resolutions Adopted at the 23rd Meeting of the Ninth Board of Directors

I. Status of Board Meetings

1. Notice of this Board of Directors meeting was issued in writing on December 3, 2024.

2. This board meeting was held on December 10, 2024, by way of written resolution.

3. Nine directors were required to vote, and all nine directors actually voted.

4. 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. Report on Candidates for Directors of the Company’s Tenth Board of Directors

Nominate Ji Zhijian, Cai Liyong, Xu Wei, Kinoshita Ayumu, Nishimoto Shigeyuki, and Song Wenbao as non-independent director candidates for the Company’s 10th Board of Directors, and nominate Zhai Yunling, Liu Yuanyuan, and Yao Hong as independent director candidates for the Company’s 10th Board of Directors.

The Company’s Special Meeting of Independent Directors unanimously approved the aforementioned individuals as candidates for election to the Company’s 10th Board of Directors.

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

This proposal shall be submitted to the Company’s First Extraordinary General Meeting of 2024 for consideration. Nominees for independent director must first be filed with and approved by the Shenzhen Stock Exchange without objection before they can be submitted for approval at the Company’s First Extraordinary General Meeting of 2024.

The Company’s Board of Directors has, in accordance with applicable regulations, publicly disclosed detailed information on the candidates for independent directors on the website of the Shenzhen Stock Exchange (www.szse.cn). During the publicity period, any organization or individual may submit feedback to the Exchange through the channels provided on its website.

The candidate hereby undertakes to accept this nomination, to ensure that the candidate information publicly disclosed by the company is true, accurate, and complete, and that the candidate meets all eligibility requirements; furthermore, the candidate commits to faithfully discharge all duties upon election.

Following the completion of this board election, Mr. Fan Wen, a former director of the Company, will no longer serve as a director. The Company wishes to express its sincere gratitude for Mr. Fan Wen’s contributions during his tenure.

2. Report on the Formulation of the “Management System for Overseas Donations and Sponsorships”

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

(For details, please refer to the CNINFO website at http://www.cninfo.com.cn.)

3. Report on Matters Relating to the Convening of the First Extraordinary General Meeting of Shareholders for 2024

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

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. Minutes of the Special Meeting of Independent Directors.

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

                 2024 year 12 month 11 day

Appendix 1: Biographical Sketches of Non-Independent Director Candidates for the Company’s Tenth Board of Directors

(1) Ji Zhijian, male, born in 1967, graduated from Dalian University of Technology with a Ph.D. in Management. Since February 2014, he has served as a Director and President of Dalian Bingshan Group Co., Ltd. Since July 2016, he has held the positions of Chairman and President of Dalian Bingshan Group Co., Ltd. Since March 2014, he has also served as the Company’s Chairman.

As of the date of this announcement, Mr. Ji Zhijian holds 1,528,830 A-shares of the Company. He is not subject to any disqualification from nomination as a director 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 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 person who has been listed as a discredited judgment debtor.

(2) Cai Liyong, male, born in 1973, graduated from Heilongjiang College of Commerce (now renamed Harbin University of Commerce) and holds an MBA from Northeastern University of Finance and Economics. From November 1995 to September 2008, he successively held the positions of Sales Representative in the Sales Department, Head of the Sales Technology Department, Director of the Engineering Technology Service Center, and Deputy Head of the Sales Headquarters at Dalian Sanyo Cold Chain Co., Ltd. From October 2008 to January 2015, he served as General Manager of Dalian Bingshan Metal Processing Co., Ltd. From February 2015 to September 2019, he was General Manager of Dalian Bingshan Lingshe Quick-Freezing Equipment Co., Ltd. From October 2019 to October 2021, he served as General Manager of Wuhan New World Refrigeration Industry Co., Ltd. From November 2021 to November 2023, he was General Manager of Bingshan Matsuyama Refrigeration (Dalian) Co., Ltd. Effective January 1, 2024, he has been appointed as the Company’s General Manager; since May 2024, he has concurrently served as a Director of the Company.

As of the date of this announcement, Mr. Cai Liyong does not hold any shares in the Company. He is not subject to any disqualification from being nominated as a director 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 person who has been listed as a discredited judgment debtor.

(3) Xu Wei, male, born in 1978, graduated from Dalian Institute of Technology and holds an MBA from Dalian University of Technology as well as a master’s degree in Thermal Energy and Power Engineering from Xi’an Jiaotong University. From July 2001 to March 2014, he successively held positions as a staff member in the Production Planning Department of Dalian Sanyo Food Equipment Co., Ltd., Head of the Human Resources Department at Dalian Sanyo Cold Chain Co., Ltd., and Head of the Business Management Headquarters. From April 2014 to August 2018, he served as Head of the Business Promotion Headquarters at Dalian Bingshan Group Co., Ltd. From September 2018 to July 2024, he was General Manager of Dalian Bingshan Huigu Development Co., Ltd. From January 2021 to December 2023, he held the position of Assistant to the President at Dalian Bingshan Group Co., Ltd. Since January 2024, he has served as Vice President of Dalian Bingshan Group Co., Ltd.

As of the date of this announcement, Mr. Xu Wei does not hold any shares in the Company. He is not subject to any disqualification from nomination as a director 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 alleged violations of laws or regulations; and he is not a person who has been listed as a discredited judgment debtor.

(4) Ayumu Kinoshita, male, born in 1972, is a graduate of Kansai Gakuin University in Japan. In April 1995, he joined Matsushita Electric Industrial Co., Ltd. Since April 2019, he has held various positions at Matsushita Electric Industrial Co., Ltd.’s China–Northeast Asia Division, including Deputy General Manager of the Smart Living Business Unit; Deputy General Manager, General Manager, and President of the Housing & Construction Space Business Unit; and General Manager and President of the Smart Living Business Unit. Effective December 2023, he has served as Executive Vice President of Panasonic Corporation and as President and CEO of the China–Northeast Asia Division. Since March 2024, he has been a Director of Dalian Bingshan Group Co., Ltd., and since May 2024, he has served as a Director of the Company.

As of the date of this announcement, Mr. Ayumu Kinoshita does not hold any shares in the Company. He is not subject to any disqualifications for nomination as a director and meets the eligibility requirements stipulated by applicable laws, regulations, and relevant rules; he has no affiliations with shareholders holding 5% or more 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 a 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 person who has been listed as a discredited party subject to enforcement.

(5) Nishimoto Shigeyuki, male, born in 1967, joined Matsushita Electric Industrial Co., Ltd. in 1992. In recent years, he has successively held the positions of Director of the Finance Planning Office at Matsushita Electric’s headquarters and Director of the Systems Coordination Office within the Finance Department. He currently serves as Chief Financial Officer of Panasonic China & Northeast Asia Co., Ltd. Since July 2021, he has been a supervisor of Dalian Bingshan Group Co., Ltd. Since June 2019, he has served as a director of the company.

As of the date of this announcement, Mr. Nishimoto Shigeyuki does not hold any shares in the Company. He is not subject to any disqualifications for nomination as a director and meets the eligibility requirements stipulated by applicable laws, regulations, and relevant rules; he has no affiliations with shareholders holding 5% or more 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 on suspicion of violations of laws or regulations; and he is not a discredited person subject to enforcement.

(6) Song Wenbao, male, born in 1973, graduated from Zhejiang University and holds the CFA (Chartered Financial Analyst) designation. From April 2007 to July 2016, he served as the Company’s Securities Affairs Representative. Since February 2013, he has held the position of Secretary of the Board of Directors; since January 2022, he has concurrently served as a Director of the Company.

As of the date of this announcement, Mr. Song Wenbao holds 593,880 A-shares of the Company. He is not subject to any disqualification from nomination as a director 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 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 person who has been listed as a discredited judgment debtor.

Appendix 2: Resumes of Independent Director Candidates for the Company’s Tenth Board of Directors

(1) Zhai Yunling, male, born in 1963, holds a Doctor of Laws degree. He currently serves as a professor at the School of Law of Dalian Maritime University, an attorney at Beijing Jincheng Tongda (Dalian) Law Firm, legal advisor to the Dalian Municipal People’s Government, and a member/arbitrator of the Dalian Arbitration Commission. Since May 2021, he has served as an independent director of the Company.

As of the date of this announcement, Mr. Zhai Yunling does not hold any shares in the Company. He is not subject to any disqualification from being nominated as a director 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 person who has been listed as a discredited judgment debtor.

(2) Liu Yuanyuan, female, born in 1974, holds a Ph.D. in Accounting and is a Certified Public Accountant. She currently serves as a professor at the School of Accounting of Northeastern University of Finance and Economics, an independent director of China Railway Tielong Container Logistics Co., Ltd., and an independent director of JinKai (Liaoning) Life Science Technology Co., Ltd. She has been an independent director of the company since May 2021.

As of the date of this announcement, Ms. Liu Yuanyuan does not hold any shares in the Company. She is not subject to any disqualifications from being nominated as a director and meets the eligibility requirements stipulated by applicable 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 for suspected violations of laws or regulations; and she is not a person who has been listed as a discredited judgment debtor.

(3) Yao Hong, female, born in 1973, holds a Ph.D. in Management. She is currently an Associate Professor at the School of Economics and Management of Dalian University of Technology and an Independent Director of Fushun Special Steel Co., Ltd. She has served as an Independent Director of the company since May 2021.

As of the date of this announcement, Ms. Yao Hong does not hold any shares in the Company. She is not subject to any disqualifications for nomination as a director and meets the eligibility requirements stipulated by applicable 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.