安道麦B：2024年度股东大会决议公告(英文版)

查股网 2025-04-08 安道麦A(000553)公司公告

ADAMA Ltd.Announcement on the Resolutions of 2024 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 7, 2025

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 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. 2025-17

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 7, 2025; 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 7, 2025.

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

135 shareholders participated in the on-site meeting or via online voting system,representing 1,867,637,682 shares, accounting for 80.1626% of the Company’s total shares.Among them, 0 shareholders participated in the on-site meeting, representing 0 shares,accounting for 0.0000% of the Company’s total shares and 135 shareholders participatedvia online voting system, representing 1,867,637,682 shares, accounting for 80.1626% ofthe Company’s total shares.

2. Attendance of B-share Shareholders

5 B-share shareholders participated in the on-site meeting or via online voting system,representing 2,168,556 shares, accounting for 1.4198% of the Company’s total B shares.Among them, 0 shareholders participated in the on-site meeting, representing 0 shares,accounting for 0.0000% of the Company’s total B shares and 5 shareholders participatedvia online voting system, representing 2,168,556 shares, accounting for 1.4198% of theCompany’s total B shares.

3. Attendance of Mid-small Shareholders

134 Mid-small shareholders participated in the on-site meeting or via online voting system,representing 39,499,721 shares, accounting for 1.6954% of the Company’s total shares.Among them, 0 shareholders participated in the on-site meeting, representing 0 shares,accounting for 0.0000% of the Company’s total shares and 134 shareholders participatedvia online voting system, representing 39,499,721 shares, accounting for 1.6954% of theCompany’s total shares.Directors, supervisors and senior executives of the Company, as well as the lawyersengaged 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 2024 Annual Report and its Abstract

1.1 Voting Summary:

1,866,406,725 shares for it, accounting for 99.9341% of all the shares entitled to vote heldby the participating shareholders; 1,149,957 shares against it, accounting for 0.0616% ofall the shares entitled to vote held by the participating shareholders; 81,000 sharesabstained (among them, 0 share is considered as abstained due to non-voting), accountingfor 0.0043% of all the shares entitled to vote held by the participating shareholders. Amongthem:

(1) Voting Summary of B-share Shareholders:

1,821,000 shares for it, accounting for 83.9729% of all the shares entitled to vote held bythe participating B-share shareholders; 347,556 shares against it, accounting for 16.0271%of all the shares entitled to vote held by the participating B-share shareholders; 0 shareabstained (among them, 0 share is considered as abstained due to non-voting), accountingfor 0.0000% of all the shares entitled to vote held by the participating B-share shareholders.

(2) Voting Summary of Mid-small Shareholders:

38,268,764 shares for it, accounting for 96.8836% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,149,957 shares against it, accounting for

2.9113% of all the shares entitled to vote held by the participating Mid-small shareholders;81,000 shares abstained (among them, 0 share is considered as abstained due to non-voting),accounting for 0.2051% of all the shares entitled to vote held by Mid-small shareholderspresent.

1.2 Voting Result: As a general resolution, this proposal has been approved with more than50% of the total number of shares entitled to vote held by the participating shareholders.

2. Proposal on the 2024 Financial Statements

2.1 Voting Summary:

1,866,013,052 shares for it, accounting for 99.9130% of all the shares entitled to vote heldby the participating shareholders; 1,116,757 shares against it, accounting for 0.0598% ofall the shares entitled to vote held by the participating shareholders; 507,873 sharesabstained (among them, 32,700 shares are considered as abstained due to non-voting),accounting for 0.0272% of all the shares entitled to vote held by the participatingshareholders. Among them:

(1) Voting Summary of B-share Shareholders:

(2) Voting Summary of Mid-small Shareholders:

37,875,091 shares for it, accounting for 95.8870% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,116,757 shares against it, accounting for

2.8273% of all the shares entitled to vote held by the participating Mid-small shareholders;507,873 shares abstained (among them, 32,700 shares are considered as abstained due tonon-voting), accounting for 1.2858% of all the shares entitled to vote held by Mid-smallshareholders present.

2.2 Voting Result: As a general resolution, this proposal has been approved with more than50% of the total number of shares entitled to vote held by the participating shareholders.

3. Proposal on the Pre-Plan of the 2024 Dividend Distribution

3.1 Voting Summary:

1,866,068,276 shares for it, accounting for 99.9160% of all the shares entitled to vote heldby the participating shareholders; 1,508,206 shares against it, accounting for 0.0808% ofall the shares entitled to vote held by the participating shareholders; 61,200 sharesabstained (among them, 32,700 shares are considered as abstained due to non-voting),accounting for 0.0033% of all the shares entitled to vote held by the participatingshareholders. Among them:

(1) Voting Summary of B-share Shareholders:

(2) Voting Summary of Mid-small Shareholders:

37,930,315 shares for it, accounting for 96.0268% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,508,206 shares against it, accounting for

3.8183% of all the shares entitled to vote held by the participating Mid-small shareholders;61,200 shares abstained (among them, 32,700 shares are considered as abstained due tonon-voting), accounting for 0.1549% of all the shares entitled to vote held by Mid-smallshareholders present.

3.2 Voting Result: As a general resolution, this proposal has been approved with more than50% of the total number of shares entitled to vote held by the participating shareholders.

4. Proposal on the Self-Assessment Report on the 2024 Internal Control of theCompany

4.1 Voting Summary:

1,866,401,125 shares for it, accounting for 99.9338% of all the shares entitled to vote heldby the participating shareholders; 1,100,457 shares against it, accounting for 0.0589% ofall the shares entitled to vote held by the participating shareholders; 136,100 sharesabstained (among them, 50,000 shares are considered as abstained due to non-voting),accounting for 0.0073% of all the shares entitled to vote held by the participatingshareholders. Among them:

(1) Voting Summary of B-share Shareholders:

abstained (among them, 0 share is considered as abstained due to non-voting), accountingfor 0.0000% of all the shares entitled to vote held by the participating B-share shareholders.

(2) Voting Summary of Mid-small Shareholders:

38,263,164 shares for it, accounting for 96.8695% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,100,457 shares against it, accounting for

2.7860% of all the shares entitled to vote held by the participating Mid-small shareholders;136,100 shares abstained (among them, 50,000 shares are considered as abstained due tonon-voting), accounting for 0.3446% of all the shares entitled to vote held by Mid-smallshareholders present.

4.2 Voting Result: As a general resolution, this proposal has been approved with more than50% of the total number of shares entitled to vote held by the participating shareholders.

5. Proposal on the 2024 Working Report of the Board of Directors

5.1 Voting Summary:

1,866,012,052 shares for it, accounting for 99.9130% of all the shares entitled to vote heldby the participating shareholders; 1,506,930 shares against it, accounting for 0.0807% ofall the shares entitled to vote held by the participating shareholders; 118,700 sharesabstained (among them, 32,700 shares are considered as abstained due to non-voting),accounting for 0.0064% of all the shares entitled to vote held by the participatingshareholders. Among them:

(1) Voting Summary of B-share Shareholders:

(2) Voting Summary of Mid-small Shareholders:

37,874,091 shares for it, accounting for 95.8845% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,506,930 shares against it, accounting for

3.8150% of all the shares entitled to vote held by the participating Mid-small shareholders;118,700 shares abstained (among them, 32,700 shares are considered as abstained due tonon-voting), accounting for 0.3005% of all the shares entitled to vote held by Mid-smallshareholders present.

5.2 Voting Result: As a general resolution, this proposal has been approved with more than50% of the total number of shares entitled to vote held by the participating shareholders.

6. Proposal on the Change of Accounting Firm and the Engagement with an AuditFirm for the Audit of the Financial Statements and Internal Control of theCompany for 2025

6.1 Voting Summary:

1,866,088,552 shares for it, accounting for 99.9171% of all the shares entitled to vote heldby the participating shareholders; 1,488,030 shares against it, accounting for 0.0797% ofall the shares entitled to vote held by the participating shareholders; 61,100 sharesabstained (among them, 32,700 shares are considered as abstained due to non-voting),accounting for 0.0033% of all the shares entitled to vote held by the participatingshareholders. Among them:

(1) Voting Summary of B-share Shareholders:

(2) Voting Summary of Mid-small Shareholders:

37,950,591 shares for it, accounting for 96.0781% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,488,030 shares against it, accounting for

3.7672% of all the shares entitled to vote held by the participating Mid-small shareholders;61,100 shares abstained (among them, 32,700 shares are considered as abstained due tonon-voting), accounting for 0.1547% 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 more than50% of the total number of shares entitled to vote held by the participating shareholders.

7. Proposal on the Expected Related Party Transactions in the Ordinary Course ofBusiness in 2025The 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:

38,317,264 shares for it, accounting for 97.0064% of all the shares entitled to vote held bythe participating non-affiliated shareholders; 1,040,057 shares against it, accounting for

2.6331% of all the shares entitled to vote held by the participating non-affiliatedshareholders; 142,400 shares abstained (among them, 50,000 shares are considered asabstained due to non-voting), accounting for 0.3605% of all the shares entitled to vote heldby the participating non-affiliated shareholders. Among them:

(1) Voting Summary of B-share Shareholders:

(2) Voting Summary of Mid-small Shareholders:

38,317,264 shares for it, accounting for 97.0064% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,040,057 shares against it, accounting for

2.6331% of all the shares entitled to vote held by the participating Mid-small shareholders;142,400 shares abstained (among them, 50,000 shares are considered as abstained due tonon-voting), accounting for 0.3605% of all the shares entitled to vote held by Mid-smallshareholders present.

7.2 Voting Result: As a general resolution, this proposal has been approved with more than50% of the total number of shares entitled to vote held by the participating non-affiliatedshareholders.

8. Proposal on the 2024 Working Report of the Board of Supervisors

8.1 Voting Summary:

1,866,018,452 shares for it, accounting for 99.9133% of all the shares entitled to vote heldby the participating shareholders; 1,116,357 shares against it, accounting for 0.0598% ofall the shares entitled to vote held by the participating shareholders; 502,873 sharesabstained (among them, 32,700 shares are considered as abstained due to non-voting),accounting for 0.0269% of all the shares entitled to vote held by the participatingshareholders. Among them:

(1) Voting Summary of B-share Shareholders:

(2) Voting Summary of Mid-small Shareholders:

37,880,491 shares for it, accounting for 95.9007% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,116,357 shares against it, accounting for

2.8262% of all the shares entitled to vote held by the participating Mid-small shareholders;502,873 shares abstained (among them, 32,700 shares are considered as abstained due tonon-voting), accounting for 1.2731% of all the shares entitled to vote held by Mid-smallshareholders present.

8.2 Voting Result: As a general resolution, this proposal has been approved with more than50% of the total number of shares entitled to vote held by the participating shareholders.

9. Proposal on the Expected Derivatives Transactions for Hedging

9.1 Voting Summary:

1,866,458,749 shares for it, accounting for 99.9369% of all the shares entitled to vote heldby the participating shareholders; 1,117,832 shares against it, accounting for 0.0599% ofall the shares entitled to vote held by the participating shareholders; 61,101 sharesabstained (among them, 32,700 shares are considered as abstained due to non-voting),accounting for 0.0033% of all the shares entitled to vote held by the participatingshareholders. Among them:

(1) Voting Summary of B-share Shareholders:

(2) Voting Summary of Mid-small Shareholders:

38,320,788 shares for it, accounting for 97.0153% of all the shares entitled to vote held bythe participating Mid-small shareholders; 1,117,832 shares against it, accounting for

2.8300% of all the shares entitled to vote held by the participating Mid-small shareholders;61,101 shares abstained (among them, 32,700 shares are considered as abstained due tonon-voting), accounting for 0.1547% of all the shares entitled to vote held by Mid-smallshareholders present.

9.2 Voting Result: As a general resolution, this proposal has been approved with more than50% of the total number of shares entitled to vote held by the participating shareholders.The above proposals were disclosed on the website of Juchao Information(http://www.cninfo.com.cn) on March 14, 2025.V. Legal Opinion

1. Name of the law firm: Tian Yuan Law Firm

2. Names of the lawyers: Zhusha Chen, Youlin Dong

3. Conclusive opinion:

In the lawyers’ opinion, the convening and holding procedures of the meeting comply withthe applicable laws and regulations, the Rules for the Shareholders’ Meetings of ListedCompanies, as well as the Articles of Association of the Company; the qualification of theconvener and attendees are legitimate and valid; the voting procedures and voting resultsof the meeting are legitimate and valid.VI. Documents for Reference

1. Resolutions of 2024 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 8, 2025

附件：公告原文