Bingshan Refrigeration & Heat Transfer Technologies Co., Ltd.
Resolution of 23
th Meeting of 9
thSession of the Board
Bingshan Refrigeration & Heat Transfer Technologies Co., Ltd. (the “Company”) andits whole members of Board of Directors ensure that the public notice is real, accurateand complete, and there are no any important omissions, fictitious statements or seriousmisleading carried in this notice.
I. Calling of the Board Meeting
1. The Notice on holding of the Board Meeting was served by written form onDecember 3, 2024.
2. The Board Meeting held by communication vote dated December10, 2024.
3. Nine Directors should present for voting and all of them are present actually.
4. The Meeting was regarded as abiding the relevant laws, administrative regulation,department rules, normative documents as well as the Article of Association.
II. Deliberation of the Board Meeting
1. Report on the candidates for the Directors of 10
thSession of the BoardMr. Ji Zhijian, Mr. Cai Liyong,，Mr. Xu Wei, Mr. Kinoshita Ayumu ,Mr. NishimotoShigeyuki and Mr. Song Wenbao,were nominated as candidates for non-independent directors of 10
thsession of the Board;Mr. Zhai Yunling, Mrs. Liuyuanyuan, and Mrs. Yao Hong were nominated as candidatesfor independent directors of 10
thsession of the Board.The independent directors of the Company held a special meeting of independentdirectors unanimous in approving the director candidates above mentioned for 10
th
session of the Board.9 votes in favor; 0 vote objection; 0 vote waivedThe proposal should be submitted for deliberation on the1
stExtraordinary Shareholders’General Meeting of 2024. Candidates for independent directors should be submitted forapproval the 1
stExtraordinary Shareholders’ General Meeting of 2024 after filed byShenzhen Stock Exchange without a dissenting voice.Detail information of the candidates for independent directors was published on web-site of Shenzhen Stock Exchange (www.szse.cn) pursuit to rules by the Board.Feedbacks from any units or individuals, during published period, please contact theStock Exchange.The candidate promises: accept this nomination, the candidate's information publiclydisclosed by the Company is true, accurate and complete, and meets the qualificationsfor the post.After the completion of the board change, the Company's original directors Mr. FanWen will no longer serves as the Company's directors. The Company would like toexpress heartfelt thanks to him for his contributions to the Company during his tenureas directors.
2. Report on the external donation and sponsorship management system9 votes in favor; 0 vote objection; 0 vote waived
3. Report on holding the 1
st
Extraordinary Shareholders’ General Meeting of 2024.9 votes in favor; 0 vote objection; 0 vote waivedIII. Documents available for reference
1. Proposal of the Meeting with signature of attended directors and seal of the Board
2. Minutes of special meetings of independent directors
Board of Bingshan Refrigeration & Heat Transfer Technologies Co., Ltd.December 11, 2024