安道麦B:第十届董事会第二十二次会议决议公告(英文版)

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摘要

1安道麦B于2026年8月17日召开第十届董事会第二十二次会议,审议通过2026年半年报及其摘要;
2通过关于中化财务公司2026年半年度风险评估报告(关联董事回避);
3批准整合关联方先正达集团长期贷款,总额不超过3.45亿美元、期限3年,以优化债务结构并降低外汇对冲成本,该事项尚需股东大会审议;
4同时决定于2026年9月15日召开第三次临时股东大会审议上述贷款整合议案。

文本

Stock Code: 000553(200553) Stock Abbreviation: ADAMA A(B) Announcement No.2026-24

ADAMA Ltd. Announcement of the Resolutions of the 22nd Meeting of the 10th Session of the Board of Directors

The Company and all members of its board of directors hereby confirm that all information disclosed herein is true, accurate and complete with no false or misleading statement or material omission.

The 22nd Meeting of the 10th Session of the Board of Directors of ADAMA Ltd. (hereinafter referred to as the “Company”) was held via video and on-site conference on August 17, 2026 following notifications sent to all the directors by email on August 13, 2026. Seven directors were entitled to attend the meeting and seven directors attended. This meeting was chaired by the Chairman, and the Board Secretary attended the meeting as a non‑ voting participant.

The meeting complies with all relevant laws and regulations as well as the Articles of Association of the Company. The following resolutions were deliberated and adopted:

  • 1. Proposal on the 2026 Semi-Annual Report and its Abstract This proposal was passed with 7 affirmative votes, 0 negative votes and 0 abstentions.

This proposal was reviewed and approved by the Audit Committee of the Board of Directors of the Company.

  • 2. Proposal on the 2026 Semi-annual Risk Appraisal Report of Sinochem Finance Co., Ltd.

For the purpose of securing the funds of the Company deposited with Sinochem Finance Co., Ltd., the Company evaluated the business, qualification, and the status of the risk of Sinochem Finance Co., Ltd., and issued a Risk Appraisal Report. For details, please refer to the Report disclosed on the same day.

The related directors, Mr. Liu Hongsheng and Mr. An Liru, refrained from voting. This proposal was passed with 5 affirmative votes, 0 negative votes and 0 abstentions.

The Company’s Specialized Meeting of Independent Directors approved this proposal.

3. Proposal on Consolidation of Long-term Loans from the Related Party

To optimize the debt structure, reduce foreign exchange hedging costs, and simplify financing arrangements, the Board approves the consolidation of two existing long-term loans provided by Syngenta Group Co., Ltd. and its subsidiaries to the Company’s wholly-owned subsidiaries into one new long-term loan with a total amount not exceeding USD 345 million for a term of 3 years. For details, please refer to the Announcement on Consolidation of Long-term Loans from the Related Party disclosed on the same day.

The related directors, Mr. Qin Hengde, Mr. Liu Hongsheng and Mr. An Liru, refrained from voting. This proposal was passed with 4 affirmative votes, 0 negative votes and 0 abstentions.

The Company’s Specialized Meeting of Independent Directors approved this proposal.

This proposal is subject to the approval of the Shareholders.

4. Proposal on Calling for the 3rd Interim Shareholders Meeting in 2026

The Board of Directors calls for the 3rd interim shareholders meeting to be held on September 15, 2026, at which a vote will be conducted by a combination of on-site votes and online votes, to consider the abovementioned proposal 3.

This proposal was passed with 7 affirmative votes, 0 negative votes and 0 abstentions.

It is hereby announced.

Board of Directors of ADAMA Ltd.

August 19, 2026

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