Iceberg Cold & Heat Technology Co., Ltd.

Annual Report on the Performance of Independent Directors for 2020

Dear Shareholders:

2020 In the year under review, as independent directors of BingShan Cold & Heat Technology Co., Ltd. (hereinafter referred to as the “Company”), we have, in accordance with the Company Law, the Corporate Governance Guidelines for Listed Companies, the Guiding Opinions on Establishing an Independent Director System in Listed Companies, and the Several Provisions on Strengthening the Protection of the Rights and Interests of Public Shareholders, attended the Company’s board meetings on schedule and participated in the shareholders’ general meeting. With a focus on safeguarding the legitimate rights and interests of all shareholders, particularly public shareholders, we have conducted regular on-site visits and carried out thorough investigations and research into the Company’s operations, closely monitored its development trends, rigorously reviewed proposals on major matters, and exercised our voting rights and expressed our independent opinions with due diligence.

I. Attendance at Board Meetings and Shareholders’ Meetings in 2020

1 , Attendance at Board Meetings

2 , Attendance at the Shareholders’ Meeting

2020 In the year, the company held two shareholders’ meetings, and we attended all of them.

II. Status of Independent Opinions Issued in 2020

1 , April 3, 2020, regarding The Company proposes to grant prior approval for the matters to be considered at the Ninth Meeting of the Eighth Session of the Board of Directors:

(1) Report on the Company’s Estimated Routine Related-Party Transactions for the Year 2020

The aforementioned routine related-party transactions of the Company are normal and necessary, comply with the relevant provisions of the Stock Listing Rules and the Company’s Articles of Association, adhere to the principles of openness, fairness, and impartiality, are consistent with the Company’s actual operations and development, involve reasonable transaction prices, and do not prejudice the interests of the Company or its non-affiliated shareholders. It is hereby agreed to submit this report for consideration at the Ninth Meeting of the Eighth Session of the Board of Directors.

(2) Report on the Appointment of the Company’s 2020 Audit Firm

We agree to re-appoint ShinWing Certified Public Accountants (Special General Partnership) as the Company’s auditor for the year 2020 and to submit this report for consideration at the Ninth Meeting of the Eighth Session of the Board of Directors.

(3) Report on Land and Housing Leasing

    This related-party transaction is fair and does not prejudice the interests of the Company or its minority shareholders; moreover, it will facilitate the efficient utilization of land and property resources at the Company’s existing plant site and the incubation and development of new business ventures. We agree to submit this report for consideration at the Ninth Meeting of the Eighth Session of the Board of Directors.

2 , April 16, 2020, The independent opinion on the significant matters deliberated at the ninth meeting of the eighth session of the Company’s Board of Directors, as well as other significant matters of the Company, is set forth below:

(1) Opinion on the Company’s Cumulative External Guarantees, Current External Guarantees, and Compliance with Relevant Regulations

Upon review, the Company’s provision of guarantees to its controlling shareholder in connection with the Special Fund under the China Development Bank Investment Fund was extended into the reporting period. Although formally structured as a guarantee for the controlling shareholder, such arrangement is, in substance, intended to secure funding support for the Company itself. We have granted prior approval for the aforementioned related-party transaction and issued a unanimous independent opinion in favor of it.

Upon review, the Company’s subsidiary, Wuhan New World Refrigeration Industry Co., Ltd., intends, due to project requirements, to provide joint and several liability guarantee for a bank loan to its customer, Anhui Songze Energy Co., Ltd. This This external guarantee is necessary for the Company’s normal production and business operations, and appropriate counter-guarantees have been put in place, ensuring that the risks are controllable and do not harm the interests of the Company or its shareholders, particularly small and medium-sized shareholders. Therefore, we have issued a unanimous independent opinion in favor of the proposal.

Upon review, except for the aforementioned external guarantees, the Company has not provided any guarantees for non-legal entities or individuals.

Upon review, the Company had no instances during the reporting period of non-operational misappropriation of its funds by the controlling shareholder or other related parties.

In summary, we believe the company has adequately complied with the relevant regulations.

    (2) Opinion on the Company’s Estimated Routine Related-Party Transactions for the Year 2020

The aforementioned routine related-party transactions of the Company are normal and necessary, comply with the relevant provisions of the Rules for the Listing of Stocks and the Company’s Articles of Association, adhere to the principles of openness, fairness, and impartiality, are consistent with the Company’s actual operating and development needs, involve reasonable transaction prices, do not prejudice the interests of the Company or non-affiliated shareholders, and were duly deliberated by the relevant board members, who recused themselves from voting on the matter. There is no conduct that would harm the interests of the Company and its shareholders, particularly small and medium-sized shareholders.

(3) Opinion on the 2019 Compensation of the Company’s Management Personnel

The determination of the 2019 executive compensation was made after a comprehensive assessment of the company’s 2019 business performance against its operational plan, as well as the progress in implementing the transformation and upgrading strategy and the Shenhan Energy strategy. We unanimously approved the determination of the 2019 executive compensation.

(4) Opinions on the Company’s 2019 Internal Control Evaluation Report

We believe that the current state of the company’s internal control system complies with applicable requirements and is aligned with the company’s actual operations; the internal controls established by the company have been effectively implemented throughout the production and business processes; and the Company’s 2019 Internal Control Evaluation Report accurately reflects the aforementioned facts.

In summary, we approve the Company’s 2019 Internal Control Evaluation Report.

(5) Comments on the Company’s 2019 Corporate Social Responsibility Report

We believe that the Company’s 2019 Corporate Social Responsibility Report accurately reflects the Company’s commitment to pursuing economic benefits and safeguarding shareholder rights, while also demonstrating its dedication to employee development, ethical conduct toward suppliers and customers, proactive protection of creditors’ legitimate rights and interests, and active engagement in environmental protection—activities that are consistent with relevant requirements and aligned with the Company’s actual operations.

In summary, we approve the Company’s 2019 Corporate Social Responsibility Report.

(6) Opinions on the Company’s Cash Dividends

The 2019 profit distribution proposal submitted by the Company’s Board of Directors is in compliance with the relevant provisions of the Company’s Articles of Association and takes into account both the Company’s long-term development needs and the need to provide reasonable returns to its shareholders. We unanimously approve this profit distribution proposal.

(7) Opinion on the Provision for Impairment of Assets

The Company’s provision for asset impairment this time is made in accordance with the principle of prudence and complies with the Enterprise Accounting Standards and the Company’s relevant accounting policies. It objectively and fairly reflects the Company’s financial position and operating results for the year 2019, serves the overall interests of the Company, and does not prejudice the interests of the Company or all shareholders, particularly small and medium-sized shareholders. Therefore, we unanimously approve the Company’s provision for asset impairment.

(8) Opinions on Land and Housing Leasing

This related-party transaction is fair and does not prejudice the interests of the Company or its minority shareholders; it specifies the rental amounts for the next three years and facilitates the efficient utilization of land and property resources at the Company’s existing plant site as well as the incubation and development of new business ventures. The voting procedures for this related-party transaction were lawful, and the related directors duly recused themselves. The Board unanimously approved the lease of the land and buildings.

3 , August 21, 2020, The independent opinion on the significant matters deliberated at the 11th Meeting of the 8th Board of Directors of the Company, as well as other significant matters of the Company, is as follows:

(1) Opinion on the Company’s Cumulative External Guarantees, Current External Guarantees, and Compliance with Relevant Regulations

Upon review, the Company’s provision of guarantees to its controlling shareholder in connection with the Special Fund under the China Development Bank Investment Fund was extended into the reporting period. Although formally structured as a guarantee for the controlling shareholder, such arrangement is, in substance, intended to secure funding support for the Company itself. We have granted prior approval for the aforementioned related-party transaction and issued a unanimous independent opinion in favor of it.

Upon review, it has been determined that the Company’s subsidiary, Wuhan New World Refrigeration Industry Co., Ltd., in accordance with project requirements, has provided joint and several liability guarantee for a bank loan obtained by its customer, Anhui Songze Energy Co., Ltd. This This external guarantee is necessary for the Company’s normal production and business operations, and appropriate counter-guarantees have been put in place, ensuring that the risks are controllable and do not harm the interests of the Company or its shareholders, particularly small and medium-sized shareholders. Therefore, we have issued a unanimous independent opinion in favor of the proposal.

Upon review, except for the aforementioned external guarantees, the Company has not provided any guarantees for non-legal entities or individuals.

Upon review, the Company had no instances during the reporting period of non-operational misappropriation of its funds by the controlling shareholder or other related parties.

In summary, we believe the company has adequately complied with the relevant regulations.

(2) Opinion on the Provision for Impairment of Assets

The Company’s provision for asset impairment this time is made in accordance with the principle of prudence and complies with the Enterprise Accounting Standards and the Company’s relevant accounting policies. It objectively and fairly reflects the Company’s financial position and operating results for the first half of 2020, is in the overall interest of the Company, and does not prejudice the interests of the Company or all shareholders, particularly small and medium-sized shareholders. Therefore, we unanimously approve the Company’s provision for asset impairment.

4、2020 November 17th, We hereby grant prior approval for the related-party transaction concerning the transfer of equity in Dalian Bingshan Group Management Consulting Co., Ltd., which the Company intends to deliberate at the 13th Meeting of the 8th Board of Directors, and agree to submit this matter for consideration at said meeting.

5、2020 November 27th, The independent opinion on the matters deliberated at the 13th Meeting of the 8th Session of the Company’s Board of Directors is as follows:

(1) Regarding the Transfer of Equity in Dalian Bingshan Group Management Consulting Co., Ltd.

This related-party transaction is fair and does not prejudice the interests of the Company or its minority shareholders; moreover, it will enable the Company to focus on its core cold-and-hot business and strengthen and improve its principal operations. The voting procedure for this related-party transaction was lawful, and the related directors duly recused themselves. All parties unanimously approved the equity transfer.

6 On December 15, 2020, the following independent opinion was expressed with respect to the matters deliberated at the 14th Meeting of the 8th Board of Directors of the Company:

(1) Regarding the Dismissal of the Company’s General Manager

In accordance with the company’s development needs and pursuant to a resolution of the Board of Directors, Mr. Ding Jie has stepped down as the company’s General Manager; the disclosed reasons are consistent with the actual circumstances. The Board of Directors has promptly initiated the appointment process for a new General Manager, and Mr. Ding Jie’s departure will not affect the normal operation of the company’s production and business activities.

(2) Regarding the Appointment of the Company’s General Manager

Upon review of the personal resume and other relevant materials pertaining to Mr. Yin Xide, the proposed candidate for the position of General Manager of the Company, we are of the opinion that he meets the qualifications stipulated in applicable laws, regulations, and the Company’s Articles of Association, and that his appointment is lawful. Based on our inquiries, Mr. Yin Xide’s educational background, work experience, and physical condition enable him to fulfill the duties and responsibilities of the position for which he is being appointed. The nomination, appointment procedure, and voting results adopted by the Board of Directors are in compliance with the relevant laws, regulations, and provisions of the Company’s Articles of Association. We unanimously agree that the Board of Directors should appoint Mr. Yin Xide as the Company’s General Manager.

III. On-site Inspection Findings

2020 This year, we conducted on-site inspections by attending in-person meetings, reviewing the company’s board meeting deliberation procedures and meeting materials, and engaging in in-depth discussions with senior management on the company’s future development. Through these on-site inspections, we provided recommendations to ensure the company’s compliant operations and laid a solid foundation for its steady and sound growth.

IV. Work of the Company’s Board Committees

1 , Work performed on the Audit Committee of the Company’s Board of Directors

As members of the Audit Committee established under the Company’s Board of Directors, we discharge our duties in accordance with the Company’s Implementing Rules for the Board Audit Committee and the Audit Committee Annual Report Work Procedures, overseeing the Company’s internal audit system and its implementation, reviewing the Company’s financial information and disclosures, and evaluating the work of external auditing firms.

2 , Work of the Compensation and Assessment Committee of the Company’s Board of Directors

As members of the Compensation and Assessment Committee established under the Company’s Board of Directors, we have fulfilled our duties in accordance with the Company’s Implementing Rules for the Board of Directors’ Compensation and Assessment Committee and reviewed the annual compensation of the Company’s directors, supervisors, and senior management.

              Independent Directors: Dai Dashuang, Liu Jiwei, Wang Yan

                  2021 May 14th, Year