安道麦B：第十届董事会第八次会议决议公告(英文版)

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Meeting of the 10

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Session of the Board of Directors of ADAMA Ltd.(hereinafter referred to as the “Company”) was held via video and on-site conferenceon December 18, 2024 following notifications sent to all the directors by email onDecember 15, 2024. Six directors were entitled to attend the meeting and six directorsattended.The meeting complies with all relevant laws and regulations as well as the Articles ofAssociation of the Company. The following resolutions were deliberated:

1. Proposal on the 2025 Work Plan

This proposal was passed with 6 affirmative votes, 0 negative votes and 0 abstentions.

2. Proposal on Signing of Supplemental Agreement II to the Entrusted Operation

and Management Agreement on Anhui Petro & ChemicalOn December 31, 2021, an Entrusted Operation and Management Agreement(hereinafter as “Agreement”) was signed by and between the Company and ChinaNational Agrochemical Co., Ltd. (hereinafter as “CNAC”), according to which, duringthe entrustment period, the Company shall be entrusted with the management rightsheld by CNAC over Anhui Petroleum & Chemical Group Co., Ltd. (hereinafter as“Anhui Petro & Chemical”). The Company shall receive entrustment fees from CNAC,the entrustment period under the Agreement shall be two years (as detailed in theAnnouncement on Signing of an Entrusted Operation and Management Agreement witha Related Party disclosed by the Company on January 4th, 2022).

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.Stock Code: 000553(200553) Stock Abbreviation: ADAMA A(B) Announcement No.2024-59

On December 29, 2023, the Company, Adama (China) Investment Co., Ltd. (hereinafterreferred to as "ADAMA China") and CNAC signed the Supplemental Agreement to theEntrusted Operation and Management Agreement (hereinafter as the “SupplementalAgreement”), in which all parties agreed to extend the entrustment period under theAgreement for one year until December 31, 2024 (as detailed in the Announcement ofthe Resolutions of the 29th Meeting of the 9th Session of the Board of Directorsdisclosed by the Company on December 30, 2023).Given that the entrustment period under the Agreement and the SupplementalAgreement is about to expire, the Board approves the Company and ADAMA China tosign Supplemental Agreement II to the Entrusted Operation and ManagementAgreement (“Supplemental Agreement II”) with CNAC (“Transaction”). TheTransaction constitutes related-party transaction.Main contents of the Supplemental Agreement II are as follows:

（1）CNAC and the Company unanimously agree to extend the entrustment periodunder the Agreement and the Supplemental Agreement for one year until December 31,2025.

（2） The entrustment fees shall be paid by CNAC to ADAMA China.

（3）The Agreement and the Supplemental Agreement shall, except as amended by theSupplemental Agreement II, remain in full force and effect.The related directors, Mr. Qin Hengde and Mr. An Liru, refrained from voting. Thisproposal was passed with 4 affirmative votes, 0 negative votes and 0 abstentions.The Company’s Specialized Meeting of Independent Directors was held to considerthis proposal and issued approval opinion.

3. Proposal on Providing Guarantees by a Wholly-owned Subsidiary to itsSubsidiariesThe Board of Directors approves that its wholly-owned subsidiary Adama AgriculturalSolutions Ltd. will provide joint and several liability guarantees to relevant banks forthe financial accommodation and bank activities of its indirectly wholly-ownedsubsidiaries Adama Ukraine LLC and Adama Brasil S.A.

For details, please see the Announcement on Providing Guarantees by a Wholly-ownedSubsidiary to its Subsidiaries published on www.cninfo.com.cn on the same day.This proposal was passed with 6 affirmative votes, 0 negative votes and 0 abstentions.This proposal subjects to the approval of shareholders of the Company.

4. Proposal on Calling for the 1st Interim Shareholders Meeting in 2025The Board of Directors calls for the 1st interim shareholders meeting to be held onJanuary 3, 2025, at which a vote will be conducted by a combination of on-site votesand online votes, to consider the abovementioned proposal 3.This proposal was passed with 6 affirmative votes, 0 negative votes, and 0 abstentions.It is hereby announced.

Board of Directors of ADAMA Ltd.

December 19, 2024