安道麦B：2022年度股东大会决议公告(英文版)

http://ddx.gubit.cn 2023-04-13 安道麦A(000553)公司公告

ADAMA Ltd.Announcement on the Resolutions of 2022 Annual

General Meeting

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.II. Holding of the Meeting

1. Time of the On-site Meeting: starts at 14:30 on April 12, 2023

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: Erik Fyrwald

6. Time/Date of Online Voting:

Online voting: online voting via the trading system of Shenzhen Stock Exchange will befrom 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

Stock Code: 000553(200553) Stock Abbreviation: ADAMA A(B) Announcement No. 2023-18

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

April 12, 2023; online voting via the online voting system of the Shenzhen Stock Exchangewill be any time from 9:15 a.m. to 3:00 p.m. on April 12, 2023.

7. The convening and holding procedures comply with the Company Law, Rules of Listingof Shenzhen Stock Exchange and other laws and regulations, as well as the Articles ofAssociation of the Company.III. Attendance in the Meeting

1. Attendance of Shareholders

27 shareholders participated in the on-site meeting or via online voting system,representing 1,871,126,147 shares, accounting for 80.3123% of the Company’s total shares.Among them, 6 shareholders participated in the on-site meeting, representing 420,400shares, accounting for 0.0180% of the Company’s total shares and 21 shareholdersparticipated via online voting system, representing 1,870,705,747 shares, accounting for

80.2943% of the Company’s total shares.

2. Attendance of B-share Shareholders

6 B-share shareholders participated in the on-site meeting or via online voting system,representing 420,400 shares, accounting for 0.2752% of the Company’s total B shares.Among them, 6 shareholders participated in the on-site meeting, representing 420,400shares, accounting for 0.2752% of the Company’s total B shares and 0 shareholdersparticipated via online voting system, representing 0 shares, accounting for 0.0000% of theCompany’s total B shares.

3. Attendance of Mid-small Shareholders

26 Mid-small shareholders participated in the on-site meeting or via online voting system,representing 42,988,186 shares, accounting for 1.8451% of the Company’s total shares.Among them, 6 shareholders participated in the on-site meeting, representing 420,400shares, accounting for 0.0180% of the Company’s total shares and 20 shareholdersparticipated via online voting system, representing 42,567,786 shares, accounting for

1.8271% of the Company’s total shares.

The directors, supervisors and some senior executives of the Company, as well as thelawyers engaged by the Company as witnesses attended the meeting.

IV. Deliberation and Voting on the ProposalsThe following proposals were voted at the meeting by means of online and on-site voting:

1. Proposal on the 2022 Annual Report and its Abstract

1.1 Voting Summary:

1,869,463,847 shares for it, accounting for 99.9112% of all the shares entitled to vote heldby the participating shareholders; 1,609,700 shares against it, accounting for 0.0860% ofall the shares entitled to vote held by the participating shareholders; 52,600 sharesabstained (among them, 0 shares are considered as abstained due to non-voting),accounting for 0.0028% of all the shares entitled to vote held by the participatingshareholders. Among them:

(1) Voting Summary of B-share Shareholders:

420,400 shares for it, accounting for 100.0000% of all the shares entitled to vote held bythe participating B-share shareholders; 0 shares against it, accounting for 0.0000% of allthe 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:

41,325,886 shares for it, accounting for 96.1331% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,609,700 shares against it, accounting for

3.7445% of all the shares entitled to vote held by the participating Mid-small shareholders;52,600 shares abstained (among them, 0 shares are considered as abstained due to non-voting), accounting for 0.1224% of all the shares entitled to vote held by Mid-smallshareholders present.

1.2 Voting Result: As a general resolution, this proposal has been approved with morethan 50% of the total number of shares entitled to vote held by the participatingshareholders.

2. Proposal on the 2022 Financial Statements

2.1 Voting Summary:

(1) Voting Summary of B-share Shareholders:

0.0000% of all the shares entitled to vote held by the participating B-share shareholders.

(2) Voting Summary of Mid-small Shareholders:

41,325,886 shares for it, accounting for 96.1331% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,609,700 shares against it, accounting for

2.2 Voting Result: As a general resolution, this proposal has been approved with morethan 50% of the total number of shares entitled to vote held by the participatingshareholders.

3. Proposal on the Pre-Plan of the 2022 Dividend Distribution

3.1 Voting Summary:

1,869,516,447 shares for it, accounting for 99.9140% of all the shares entitled to vote heldby the participating shareholders; 1,609,700 shares against it, accounting for 0.0860% ofall the shares entitled to vote held by the participating 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 shareholders. Amongthem:

(1) Voting Summary of B-share Shareholders:

0.0000% of all the shares entitled to vote held by the participating B-share shareholders.

(2) Voting Summary of Mid-small Shareholders:

41,378,486 shares for it, accounting for 96.2555% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,609,700 shares against it, accounting for

3.7445% of all the shares entitled to vote held by the participating Mid-small 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 Mid-small shareholderspresent.

3.2 Voting Result: As a general resolution, this proposal has been approved with morethan 50% of the total number of shares entitled to vote held by the participatingshareholders.

4. Proposal on the Self-Assessment Report on the 2022 Internal Control of theCompany

4.1 Voting Summary:

(1) Voting Summary of B-share Shareholders:

0.0000% of all the shares entitled to vote held by the participating B-share shareholders.

(2) Voting Summary of Mid-small Shareholders:

41,325,886 shares for it, accounting for 96.1331% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,609,700 shares against it, accounting for

4.2 Voting Result: As a general resolution, this proposal has been approved with morethan 50% of the total number of shares entitled to vote held by the participatingshareholders.

5. Proposal on the 2022 Working Report of the Board of Directors

5.1 Voting Summary:

(1) Voting Summary of B-share Shareholders:

0.0000% of all the shares entitled to vote held by the participating B-share shareholders.

(2) Voting Summary of Mid-small Shareholders:

41,325,886 shares for it, accounting for 96.1331% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,609,700 shares against it, accounting for

5.2 Voting Result: As a general resolution, this proposal has been approved with morethan 50% of the total number of shares entitled to vote held by the participatingshareholders.

6. Proposal on the Engagement with an Audit Firm for the Audit of the FinancialStatements and Internal Control of the Company for 2023

6.1 Voting Summary:

1,869,441,147 shares for it, accounting for 99.9099% of all the shares entitled to vote heldby the participating shareholders; 1,632,400 shares against it, accounting for 0.0872% ofall the shares entitled to vote held by the participating shareholders; 52,600 sharesabstained (among them, 0 shares are considered as abstained due to non-voting),accounting for 0.0028% of all the shares entitled to vote held by the participatingshareholders. Among them:

(1) Voting Summary of B-share Shareholders:

0.0000% of all the shares entitled to vote held by the participating B-share shareholders.

(2) Voting Summary of Mid-small Shareholders:

41,303,186 shares for it, accounting for 96.0803% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,632,400 shares against it, accounting for

3.7973% of all the shares entitled to vote held by the participating Mid-small shareholders;

52,600 shares abstained (among them, 0 shares are considered as abstained due to non-voting), accounting for 0.1224% of all the shares entitled to vote held by Mid-smallshareholders present.

6.2 Voting Result: As a general resolution, this proposal has been approved with morethan 50% of the total number of shares entitled to vote held by the participatingshareholders.

7. Proposal on the Expected Related Party Transactions in the Ordinary Course ofBusiness in 2023The proposal is a related-party matter. As Syngenta Group Co., Ltd. is controlled bySinochem Holdings Corporation Ltd., constituting an affiliated shareholder of theCompany, and holds 1,828,137,961 shares of the Company. Such affiliated shareholderrefrained from voting on this proposal.

7.1 Voting Summary:

41,378,486 shares for it, accounting for 96.2555% of all the shares entitled to vote held bythe participating shareholders; 1,609,700 shares against it, accounting for 3.7445% of allthe shares entitled to vote held by the participating shareholders; 0 shares abstained (amongthem, 0 shares are considered as abstained due to non-voting), accounting for 0.0000% ofall the shares entitled to vote held by the participating shareholders. Among them:

(1) Voting Summary of B-share Shareholders:

0.0000% of all the shares entitled to vote held by the participating B-share shareholders.

(2) Voting Summary of Mid-small Shareholders:

41,378,486 shares for it, accounting for 96.2555% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,609,700 shares against it, accounting for

3.7445% of all the shares entitled to vote held by the participating Mid-small 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 Mid-small shareholderspresent.

7.2 Voting Result: As a general resolution, this proposal has been approved with morethan 50% of the total number of shares entitled to vote held by the participatingshareholders.

8. Proposal on the 2022 Working Report of the Board of Supervisors

8.1 Voting Summary:

(1) Voting Summary of B-share Shareholders:

0.0000% of all the shares entitled to vote held by the participating B-share shareholders.

(2) Voting Summary of Mid-small Shareholders:

41,325,886 shares for it, accounting for 96.1331% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,609,700 shares against it, accounting for

8.2 Voting Result: As a general resolution, this proposal has been approved with morethan 50% of the total number of shares entitled to vote held by the participatingshareholders.

9. Proposal on Revisions to the Articles of Association of the Company and relevant

Rules of Procedures

9.1 Voting Summary:

1,865,140,459 shares for it, accounting for 99.6801% of all the shares entitled to vote heldby the participating shareholders; 5,985,688 shares against it, accounting for 0.3199% ofall the shares entitled to vote held by the participating 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 shareholders. Amongthem:

(1) Voting Summary of B-share Shareholders:

22,800 shares for it, accounting for 5.4234% of all the shares entitled to vote held by theparticipating B-share shareholders; 397,600 shares against it, accounting for 94.5766% ofall the shares entitled to vote held by the participating B-share shareholders; 0 sharesabstained (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-shareshareholders.

(2) Voting Summary of Mid-small Shareholders:

37,002,498 shares for it, accounting for 86.0760% of all the shares entitled to vote held bythe participating Mid-small shareholders; 5,985,688 shares against it, accounting for

13.9240% of all the shares entitled to vote held by the participating Mid-small 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 Mid-small shareholderspresent.

9.2 Voting Result: As a special resolution, this proposal has been approved with morethan 2/3 of the total number of shares entitled to vote held by the participating shareholders.

10. Proposal on Credit Facilities from the Related Party

The proposal is a related-party matter. As Syngenta Group Co., Ltd. is controlled bySinochem Holdings Corporation Ltd., constituting an affiliated shareholder of the

Company, and holds 1,828,137,961 shares of the Company. Such affiliated shareholderrefrained from voting on this proposal.

10.1 Voting Summary:

(1) Voting Summary of B-share Shareholders:

0.0000% of all the shares entitled to vote held by the participating B-share shareholders.

(2) Voting Summary of Mid-small Shareholders:

41,378,486 shares for it, accounting for 96.2555% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,609,700 shares against it, accounting for

10.2 Voting Result: As a general resolution, this proposal has been approved with morethan 50% of the total number of shares entitled to vote held by the participatingshareholders.The above proposals were disclosed on the website of Juchao Information(http://www.cninfo.com.cn) on February 16 and March 31, 2023.V. Legal Opinion

1. Name of the law firm: King & Wood Mallesons, Beijing

2. Names of the lawyers: Ruiyuan Liu, Rui Chen

3. Conclusive opinion:

In the lawyers’ opinion, the convening and holding procedures comply with the CompanyLaw, Rules for the Shareholders’ Meetings of Listed Companies, Notice of the ShenzhenStock Exchange on Issuing the Detailed Implementing Rules of the Shenzhen StockExchange for Online Voting at Shareholders’ Meetings of Listed Companies and otherapplicable laws and regulations, as well as the Articles of Association of the Company; thequalification of the convener and attendees are legitimate and valid; the voting proceduresand voting results of the meeting are legitimate and valid.VI. Documents for Reference

1. Resolutions of 2022 Annual General Meeting;

2. Legal Opinion on the Witnessing of the Shareholders Meeting.

This announcement is hereby made.

The Board of Directors of ADAMA Ltd.

April 13, 2023

附件：公告原文