安道麦B:2026年第三次临时股东会决议公告(英文版)
摘要
Stock Code: 000553(200553) Stock Abbreviation: ADAMA A(B) Announcement No. 2026-31
ADAMA Ltd. Announcement on the Resolutions of the 3rd Interim Shareholders Meeting in 2026
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.
I. Important Notice
- 1. No proposal was vetoed at the meeting.
- 2. The meeting didn’t change any resolution made by the previous shareholders meetings.
- 3. On August 19th and September 4th, 2026, the Company disclosed the Notice of the 3rd Interim Shareholders Meeting in 2026 (Announcement No.2026-27) and the Notice of Adding a Proposal to the Agenda of the 3rd Interim Shareholders Meeting in 2026 (Announcement No.2026-30) on the website of Juchao Information (http://www.cninfo.com.cn) respectively.
II. Holding of the Meeting
- 1. Time of the On-site Meeting: Started at 14:30 on September 15, 2026
- 2. Venue: 6F A7 Building, No.10, Chaoyang Park South Road, Chaoyang District, Beijing
- 3. Nature of Meeting: Combination of on-site voting and online voting
- 4. Convener: The Board of Directors of the Company
- 5. Host: Qin Hengde
- 6. Time/Date of Online Voting:
Online voting: online voting via the trading system of Shenzhen Stock Exchange will be from 9:15 a.m. to 9:25 a.m., 9:30 a.m. to 11:30 a.m. and from 1:00 p.m. to 3:00 p.m. on September 15, 2026; online voting via the online voting system of the Shenzhen Stock Exchange will be any time from 9:15 a.m. to 3:00 p.m. on September 15, 2026.
- 7. The convening and holding procedures comply with the Company Law, Rules of Listing of Shenzhen Stock Exchange and other laws and regulations, as well as the Articles of Association of the Company.
III. Attendance in the Meeting
- 1. Attendance of Shareholders
107 shareholders participated in the on-site meeting or via online voting system, representing 1,872,585,439 shares, accounting for 80.3750% of the Company’s total voting shares. Among them, 0 shareholders participated in the on-site meeting, representing 0 shares, accounting for 0.0000% of the Company’s total voting shares and 107 shareholders participated via online voting system, representing 1,872,585,439 shares, accounting for 80.3750% of the Company’s total voting shares.
- 2. Attendance of B-share Shareholders
4 B-share shareholders participated in the on-site meeting or via online voting system, representing 338,027 shares, accounting for 0.2213% of the Company’s total B voting shares. Among them, 0 shareholders participated in the on-site meeting, representing 0 shares, accounting for 0.0000% of the Company’s total B voting shares and 4 shareholders participated via online voting system, representing 338,027 shares,
- accounting for 0.2213% of the Company’s total B voting shares.
- 3. Attendance of Mid-small Shareholders
106 Mid-small shareholders participated in the on-site meeting or via online voting system, representing 44,447,478 shares, accounting for 1.9078% of the Company’s total
voting shares. Among them, 0 shareholders participated in the on-site meeting, representing 0 shares, accounting for 0.0000% of the Company’s total voting shares and 106 shareholders participated via online voting system, representing 44,447,478 shares,
- accounting for 1.9078% of the Company’s total voting shares.
Directors and senior executives of the Company, as well as the lawyers engaged by the Company as witnesses attended the meeting.
- IV. Deliberation and Voting on the Proposal The following proposals were voted at the meeting by means of online and on-site voting:
1. Proposal on Consolidation of Long-term Loans from the Related Party
The proposal is a related-party matter. As Syngenta Group Co., Ltd. is controlled by Sinochem Holdings Corporation Ltd., constituting an affiliated shareholder of the Company, and holds 1,828,137,961 shares of the Company. Such affiliated shareholder refrained from voting on this proposal.
- 1.1 Voting Summary:
42,973,691 shares for it, accounting for 96.6842% of all the shares entitled to vote held by the participating non-affiliated shareholders; 1,102,027 shares against it, accounting for 2.4794% of all the shares entitled to vote held by the participating non-affiliated shareholders; 371,760 shares abstained (among them, 0 shares are considered as abstained due to non-voting), accounting for 0.8364% of all the shares entitled to vote held by the participating non-affiliated shareholders. Among them:
- (1) Voting Summary of B-share Shareholders:
46,500 shares for it, accounting for 13.7563% of all the shares entitled to vote held by the participating B-share shareholders; 291,527 shares against it, accounting for 86.2437% of all the shares entitled to vote held by the participating B-share shareholders; 0 shares abstained (among them, 0 shares are considered as abstained due to non-voting), accounting for 0.0000% of all the shares entitled to vote held by the participating B-share shareholders.
- (2) Voting Summary of Mid-small Shareholders:
42,973,691 shares for it, accounting for 96.6842% of all the shares entitled to vote held by the participating Mid-small shareholders; 1,102,027 shares against it, accounting for
- 2.4794% of all the shares entitled to vote held by the participating Mid-small shareholders; 371,760 shares abstained (among them, 0 shares are considered as abstained due to non-voting), accounting for 0.8364% of all the shares entitled to vote held by Mid-small shareholders present.
- 1.2 Voting Result: As a general resolution, this proposal has been approved with more than 50% of the total number of shares entitled to vote held by the participating non-affiliated shareholders.
- 2. Proposal on the Nomination of a Non-Independent Director of the 10th Session of the Board of Directors
- 2.1 Voting Summary:
1,869,513,677 shares for it, accounting for 99.8360% of all the shares entitled to vote held by the participating shareholders; 3,039,962 shares against it, accounting for
- 0.1623% of all the shares entitled to vote held by the participating shareholders; 31,800 shares abstained (among them, 0 shares are considered as abstained due to non-voting), accounting for 0.0017% of all the shares entitled to vote held by the participating shareholders. Among them:
- (1) Voting Summary of B-share Shareholders:
46,500 shares for it, accounting for 13.7563% of all the shares entitled to vote held by the participating B-share shareholders; 291,527 shares against it, accounting for 86.2437% of all the shares entitled to vote held by the participating B-share shareholders; 0 shares abstained (among them, 0 shares are considered as abstained due to non-voting), accounting for 0.0000% of all the shares entitled to vote held by the participating B-share shareholders.
- (2) Voting Summary of Mid-small Shareholders:
41,375,716 shares for it, accounting for 93.0891% of all the shares entitled to vote held by the participating Mid-small shareholders; 3,039,962 shares against it, accounting for 6.8394% of all the shares entitled to vote held by the participating Mid-small
shareholders; 31,800 shares abstained (among them, 0 shares are considered as abstained due to non-voting), accounting for 0.0715% of all the shares entitled to vote held by Mid-small shareholders present.
- 2.2 Voting Result: As a general resolution, this proposal has been approved with more than 50% of the total number of shares entitled to vote held by the participating shareholders.
Mr. Gaël Ali Hili was elected as the non-independent director of the Company, starting from the date of approval by this shareholders’ meeting and until the expiration of the 10th session of the Board of Directors of the Company. Mr. Qin Hengde no longer serves as a director, Chairman of the Board of Directors, or member of the Audit Committee of the Company.
The above proposals were disclosed on the website of Juchao Information (http://www.cninfo.com.cn) on August 19 and September 4, 2026.
V. Legal Opinion
- 1. Name of the law firm: Tian Yuan Law Firm
- 2. Names of the lawyers: Wenya Wang, Ruotong Yu
- 3. Conclusive opinion:
In the lawyers’ opinion, the convening and holding procedures comply with laws, administrative regulations, the Rules for the Shareholders’ Meetings of Listed Companies, and the Articles of Association of the Company; the qualification of the convener and attendees are legitimate and valid; the voting procedures and voting results of the meeting are legitimate and valid.
VI. Documents for Reference
- 1. Resolutions of the 3rd Interim Shareholders Meeting in 2026;
- 2. Legal Opinion on the Witnessing of the Shareholders Meeting. This announcement is hereby made.
The Board of Directors of ADAMA Ltd. September 16, 2026
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