2019 Document No. 3 of the First Extraordinary General Meeting of the Year

Regarding the Termination of Implementation 2016 Annual Restricted Stock Incentive Plan

Proposal on the Repurchase and Cancellation of Restricted Shares

Dear Shareholders:

Due to recent changes in the macroeconomic and market environment, the company’s stock price has experienced significant volatility, and the company believes that continuing to implement 2016 The annual restricted stock incentive plan has failed to achieve its intended motivational objectives and effects, and it is proposed to terminate its implementation. 2016 The annual restricted stock incentive plan and the repurchase and cancellation of the relevant restricted shares.

I. Relevant Approval Procedures Already Completed for the Restricted Stock Incentive Plan

1、2016 year 8 month 4 On [date], the company held the seventh meeting of the seventh session of the Board of Directors, at which the “Dalian Refrigeration Co., Ltd.” was reviewed and approved. 2016 Annual Restricted Stock Incentive Plan ( Contingency plan ) 》.

2、2016 year 8 month 25 On [date], the company held the eighth meeting of the seventh session of the Board of Directors, at which the “Dalian Refrigeration Co., Ltd.” was reviewed and approved. 2016 Annual Restricted Stock Incentive Plan ( Draft ) and its summary, “Dalian Refrigeration Co., Ltd.” 2016 “Administrative Measures for the Assessment of the Annual Restricted Stock Incentive Plan” and “Proposal to Request the Shareholders’ Meeting of Dalian Refrigeration Co., Ltd. to Authorize the Board of Directors to Handle the Company’s…” 2016 “Proposal on Matters Related to the Annual Restricted Stock Incentive Plan.”

3、2016 year 8 month 25 On [date], the company’s independent directors issued an independent opinion on whether the current incentive plan is conducive to the company’s sustainable development and whether it entails any harm to the interests of the company and all its shareholders.

4、2016 year 8 month 25 On [date], the Company convened the sixth meeting of the seventh session of the Supervisory Board, verified the list of recipients under this incentive plan, and reviewed and approved the “Dalian Refrigeration Co., Ltd.” 2016 Annual Restricted Stock Incentive Plan ( Draft ) and its summary, “Dalian Refrigeration Co., Ltd.” 2016 “Management Measures for the Assessment of the Annual Restricted Stock Incentive Plan,” the Company 2016 List of Eligible Participants under the Annual Restricted Stock Incentive Plan.

5、2016 year 9 month 9 On [date], the Supervisory Board issued a statement regarding its review opinions on the list of recipients of the restricted stock incentive plan and the public disclosure thereof.

6、2016 year 9 month 13 Day, company 2016 At the third extraordinary general meeting of the year, the “Dalian Refrigeration Co., Ltd.” was reviewed and approved. 2016 Annual Restricted Stock Incentive Plan ( Draft ) », «Dalian Refrigeration Co., Ltd. 2016 “Administrative Measures for the Assessment of the Annual Restricted Stock Incentive Plan” and “Proposal to Request the Shareholders’ Meeting of Dalian Refrigeration Co., Ltd. to Authorize the Board of Directors to Handle the Company’s…” 2016 “Proposal on Matters Related to the Annual Restricted Stock Incentive Plan.”

7、2016 year 9 month 14 On [date], the company disclosed information regarding 2016 Self-Inspection Report on the Trading of the Company’s Shares by the Grantees under the Annual Restricted Stock Incentive Plan.

8、2016 year 9 month 20 On [date], the Company’s 9th Meeting of the 7th Board of Directors reviewed and approved the “Proposal on Granting Restricted Shares to Incentive Recipients.”

9、2016 year 9 month 20 On [date], the company’s independent directors issued an independent opinion on the grant of this equity incentive plan.

10、2016 year 9 month 20 On [date], the seventh session of the company’s seventh Board of Supervisors reviewed and approved the “Proposal on Granting Restricted Stocks to Incentive Recipients.”

11、2017 year 12 month 8 On [date], the Company held the 17th Meeting of the 7th Board of Directors and the 14th Meeting of the 7th Supervisory Board, at which the following were reviewed and approved: “Regarding” 2016 “Proposal on the Vesting of the First Vesting Period under the Annual Restricted Stock Incentive Plan,” “Regarding the Adjustment” 2016 “Proposal on the Repurchase Price under the Annual Restricted Stock Incentive Plan,” “Regarding the Repurchase and Cancellation” 2016 “Proposal on Certain Restricted Shares under the Annual Restricted Stock Incentive Plan.” The independent directors have issued their independent opinion on this matter.

12、2018 year 12 month 10 On [date], the company held the 25th meeting of the 7th Board of Directors and the 19th meeting of the 7th Supervisory Board, at which the “Regarding” was reviewed and approved. Termination of Implementation 2016 Proposal on the Annual Restricted Stock Incentive Plan and the Repurchase and Cancellation of Relevant Restricted Shares ». The independent directors issued an independent opinion on this matter.

II. Explanation on the Termination of the Restricted Stock Incentive Plan and Related Matters Regarding Share Repurchase and Cancellation

1. Reason for Termination

Due to recent changes in the macroeconomic and market environment, the company’s stock price has experienced significant volatility, and the company believes that continuing to implement 2016 The annual restricted stock incentive plan has failed to achieve its intended motivational objectives and effects, and it is proposed to terminate its implementation. 2016 Annual Restricted Stock Incentive Plan.

2. According to Article of the Measures for the Administration of Equity Incentives for Listed Companies 51 As stipulated in the provision, the implementation of this termination is hereby carried out. 2016 The annual restricted stock incentive plan must be submitted to the company’s shareholders’ meeting for consideration.

3. Number of shares repurchased and cancelled this time

Termination of Implementation This Time 2016 Proposed Repurchase and Cancellation under the Annual Restricted Stock Incentive Plan 113 Total number of restricted shares granted but not yet vested held by the designated incentive recipients 12,221,580 Share.

4. Repurchase price

According to the company’s “ 2016 The “Draft of the Annual Restricted Stock Incentive Plan” was reviewed and approved at the 25th Meeting of the 7th Board of Directors, and the repurchase price for these restricted shares is 3.892 Yuan / Share.

5. Sources of Repurchase Funds

The repurchase funds for this restricted stock repurchase transaction will be sourced from the company’s own capital.

III. Schedule of Changes in Share Capital Structure Following This Repurchase and Cancellation

IV. Termination of Implementation 2016 Impact of the Annual Restricted Stock Incentive Plan on the Company

1 , in accordance with the Provisions on the Administration of Equity Incentives for Listed Companies, the Company, from the date of the announcement of the resolution of the shareholders’ meeting, 3 Within the next six months, no further deliberation will be given to the equity incentive plan. Upon termination of this incentive plan, the Company will optimize its compensation system, refine its internal incentive mechanisms, and promote stable corporate development. Moving forward, the Company will, in light of applicable laws and regulations, capital market conditions, and its own specific circumstances, continue to explore and implement other practical and feasible long-term equity incentive programs.

2 In accordance with the relevant provisions of the Enterprise Accounting Standards, following the termination of this incentive plan, the share-based compensation expense already recognized will not be reversed; instead, the share-based compensation expense that was originally to be recognized over the remaining vesting period will be expensed on a accelerated basis. The Company 2019 The share-based compensation expense to be accrued for the year is 123.13 The RMB 10,000 million in accelerated withdrawals has a minimal impact on the company’s net profit.

3 If, at the time of cancellation, the total amount paid by the company to employees in connection with the share repurchase exceeds the fair value of the equity instrument on the repurchase date, the excess shall be recognized in profit or loss for the current period. Since the repurchase date has not yet been reached, the fair value cannot be determined, and consequently the specific impact on the company’s profit or loss cannot be ascertained either.

4 The termination of this incentive plan will not have a material impact on the Company’s operating performance, nor will it affect the diligence and dedication of the Company’s management team and core key employees. The management team will continue to faithfully discharge their duties, strive for sustainable growth, and do their utmost to create value for shareholders.

Please review the above report.

2019 year 1 month 17 day